Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 10, 2014 | Jun. 28, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Entity Registrant Name | 'ARATANA THERAPEUTICS, INC. | ' | ' |
Entity Central Index Key | '0001509190 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 29,477,246 | ' |
Entity Public Float | ' | ' | $80,812,234 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $41,084 | $13,973 |
Short-term marketable securities | 4,670 | 6,382 |
Receivable from stockholder | 1,001 | 650 |
Inventory | 55 | ' |
Prepaid expenses and other current assets | 274 | 25 |
Deferred tax asset-current | 1,381 | ' |
Total current assets | 48,465 | 21,030 |
Property and equipment, net | 98 | 19 |
Restricted cash | ' | 141 |
Goodwill | 20,796 | ' |
Intangible assets, net | 46,140 | ' |
Other long-term assets | 37 | 32 |
Total assets | 115,536 | 21,222 |
Current liabilities: | ' | ' |
Accounts payable | 2,307 | 761 |
Accrued expenses | 2,495 | 1,361 |
Current portion-loan payable | 5,625 | ' |
Current portion-note payable | 3,000 | ' |
Current portion- deferred licensing revenue | 45 | ' |
Current portion-contingent consideration | 2,572 | ' |
Deferred income | 800 | 800 |
Other current liabilities | 57 | 562 |
Total current liabilities | 16,901 | 3,484 |
Loan payable | 9,310 | ' |
Contingent consideration | 1,543 | ' |
Deferred tax liability | 1,666 | ' |
Other long-term liabilities | 75 | 96 |
Total liabilities | 29,495 | 3,580 |
Commitments and contingencies | ' | ' |
Convertible preferred stock | ' | 39,197 |
Stockholders' equity (deficit): | ' | ' |
Common stock; $0.001 par value; 100,000,000 and 25,016,667 shares authorized at December 31, 2013 and 2012, respectively; 23,425,487 and 830,823 shares issued and outstanding at December 31, 2013 and 2012, respectively | 23 | 1 |
Additional paid-in capital | 112,515 | 654 |
Deficit accumulated during the development stage | -26,497 | -22,210 |
Total stockholders' equity (deficit) | 86,041 | -21,555 |
Total liabilities, convertible preferred stock and stockholders' equity | 115,536 | 21,222 |
Series A Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Convertible preferred stock | ' | 9,951 |
Series A-1 Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Convertible preferred stock | ' | 4,662 |
Series B Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Convertible preferred stock | ' | 15,241 |
Series C Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Convertible preferred stock | ' | $9,343 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Preferred stock, shares authorized | ' | 20,916,667 |
Preferred stock, shares outstanding | 0 | 20,241,207 |
Preferred stock, liquidation preference | ' | $43,269 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 25,016,667 |
Common stock, shares issued | 23,425,487 | 830,823 |
Common stock, shares outstanding | 23,425,487 | 830,823 |
Series A Convertible Preferred Stock [Member] | ' | ' |
Preferred stock, par value | ' | $0.00 |
Preferred stock, shares authorized | ' | 10,000,000 |
Preferred stock, shares issued | ' | 9,999,999 |
Preferred stock, shares outstanding | ' | 9,999,999 |
Preferred stock, liquidation preference | ' | 11,674 |
Series A-1 Convertible Preferred Stock [Member] | ' | ' |
Preferred stock, par value | ' | $0.00 |
Preferred stock, shares authorized | ' | 2,750,000 |
Preferred stock, shares issued | ' | 2,750,000 |
Preferred stock, shares outstanding | ' | 2,750,000 |
Preferred stock, liquidation preference | ' | 5,500 |
Series B Convertible Preferred Stock [Member] | ' | ' |
Preferred stock, par value | ' | $0.00 |
Preferred stock, shares authorized | ' | 5,166,667 |
Preferred stock, shares issued | ' | 5,141,667 |
Preferred stock, shares outstanding | ' | 5,141,667 |
Preferred stock, liquidation preference | ' | 7,814 |
Series C Convertible Preferred Stock [Member] | ' | ' |
Preferred stock, par value | ' | $0.00 |
Preferred stock, shares authorized | ' | 3,000,000 |
Preferred stock, shares issued | ' | 2,349,541 |
Preferred stock, shares outstanding | ' | 2,349,541 |
Preferred stock, liquidation preference | ' | $9,404 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Loss (USD $) | 12 Months Ended | 37 Months Ended | |||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | |||
Revenues: | ' | ' | ' | ' | |||
Licensing revenue | $15 | ' | ' | $15 | |||
Product sales | 108 | ' | ' | 108 | |||
Total revenues | 123 | ' | ' | 123 | |||
Costs and expenses: | ' | ' | ' | ' | |||
Cost of product sales | 108 | ' | ' | 108 | |||
Royalty expense | 1 | ' | ' | 1 | |||
Research and development | 10,925 | 7,291 | 2,196 | 20,412 | |||
General and administrative | 8,572 | 2,987 | 1,274 | 13,142 | |||
In-process research and development | ' | 1,500 | ' | 8,025 | |||
Amortization of acquired intangible assets | 380 | 0 | 0 | 380 | |||
Total costs and expenses | 19,986 | 11,778 | 3,470 | 42,068 | |||
Loss from operations | -19,863 | -11,778 | -3,470 | -41,945 | |||
Other income (expense) | ' | ' | ' | ' | |||
Interest income | 75 | 21 | 6 | 103 | |||
Interest expense | -432 | ' | ' | -432 | |||
Other income | 478 | 121 | ' | 599 | |||
Total other income (expense) | 121 | 142 | 6 | 270 | |||
Loss before income taxes | -19,742 | -11,636 | -3,464 | -41,675 | |||
Income tax benefit | 15,455 | ' | ' | 15,455 | |||
Net loss and comprehensive loss | -4,287 | -11,636 | -3,464 | -26,220 | |||
Modification of Series A convertible preferred stock | ' | ' | -276 | ' | |||
Unaccreted dividends on convertible preferred stock | ' | -2,035 | -902 | ' | |||
Net loss attributable to common stockholders | ($4,287) | ($13,671) | ($4,642) | ' | |||
Net loss per share attributable to common stockholders, basic and diluted | ($0.39) | [1] | ($34.53) | [1] | ($15.43) | [1] | ' |
Weighted average shares outstanding, basic and diluted | 11,059,382 | 395,918 | 300,841 | ' | |||
[1] | All per share amounts and shares outstanding for all periods reflect the 1-for-1.662 reverse stock split, which was effective May 22, 2013. |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders' Equity/(Deficit) (USD $) | Total | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Deficit Accumulated During the Development Stage [Member] |
In Thousands, except Share data | Series A Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | |||||
Balance at beginning of period at Nov. 30, 2010 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at beginning of period, in shares at Nov. 30, 2010 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock to founders | 1 | ' | ' | ' | ' | ' | ' | 1 | ' |
Issuance of common stock to founders, in shares | ' | ' | ' | ' | ' | ' | 300,841 | ' | ' |
Issuance of preferred/common stock, net of issuance cost | ' | ' | 9,951 | 4,662 | ' | ' | ' | ' | ' |
Issuance of preferred/common stock, net of issuance cost, in shares | ' | ' | 9,999,999 | 2,750,000 | ' | ' | ' | ' | ' |
Net loss | -6,834 | ' | ' | ' | ' | ' | ' | ' | -6,834 |
Balance at end of period at Dec. 31, 2010 | -6,833 | 14,613 | ' | ' | ' | ' | ' | 1 | -6,834 |
Balance at end of period, in shares at Dec. 31, 2010 | ' | 12,749,999 | ' | ' | ' | ' | 300,841 | ' | ' |
Balance at beginning of period at Nov. 30, 2010 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at beginning of period, in shares at Nov. 30, 2010 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock to founders | ' | ' | ' | ' | ' | ' | 500 | ' | ' |
Issuance of preferred/common stock, net of issuance cost, in shares | ' | ' | ' | ' | ' | ' | 300,841 | ' | ' |
Balance at end of period, in shares at Dec. 31, 2012 | ' | ' | ' | ' | ' | ' | 830,823 | ' | ' |
Balance at beginning of period at Dec. 31, 2010 | -6,833 | 14,613 | ' | ' | ' | ' | ' | 1 | -6,834 |
Balance at beginning of period, in shares at Dec. 31, 2010 | ' | 12,749,999 | ' | ' | ' | ' | ' | ' | ' |
Issuance of preferred/common stock, net of issuance cost | ' | ' | ' | ' | 7,542 | ' | ' | ' | ' |
Issuance of preferred/common stock, net of issuance cost, in shares | ' | ' | ' | ' | 2,570,833 | ' | ' | ' | ' |
Compensation expense related to stock options | 26 | ' | ' | ' | ' | ' | ' | 26 | ' |
Modification of Series A convertible preferred stock | ' | ' | ' | ' | ' | ' | ' | 276 | -276 |
Net loss | -3,464 | ' | ' | ' | ' | ' | ' | ' | -3,464 |
Balance at end of period at Dec. 31, 2011 | -10,271 | 22,155 | ' | ' | ' | ' | ' | 303 | -10,574 |
Balance at end of period, in shares at Dec. 31, 2011 | ' | 15,320,832 | ' | ' | ' | ' | 300,841 | ' | ' |
Balance at end of period, par value at Dec. 31, 2011 | ' | ' | ' | ' | ' | ' | $1 | ' | ' |
Issuance of preferred/common stock, net of issuance cost | 106 | ' | ' | ' | 7,699 | 9,343 | ' | 106 | ' |
Issuance of preferred/common stock, net of issuance cost, in shares | ' | ' | ' | ' | 2,570,834 | 2,349,541 | ' | ' | ' |
Compensation expense related to stock options and restricted stock awards | 139 | ' | ' | ' | ' | ' | ' | 139 | ' |
Compensation expense related to stock options and restricted stock awards, Shares | ' | ' | ' | ' | ' | ' | 15,042 | ' | ' |
Vesting of restricted stock awards | 107 | ' | ' | ' | ' | ' | ' | 106 | ' |
Vesting of restricted stock awards, in shares | ' | ' | ' | ' | ' | ' | 514,940 | ' | ' |
Vesting of restricted stock awards, par value | ' | ' | ' | ' | ' | ' | $1 | ' | ' |
Net loss | -11,636 | ' | ' | ' | ' | ' | ' | ' | -11,636 |
Balance at end of period at Dec. 31, 2012 | -21,555 | 39,197 | ' | ' | ' | ' | ' | 654 | -22,210 |
Balance at end of period, in shares at Dec. 31, 2012 | ' | 20,241,207 | ' | ' | ' | ' | 830,823 | ' | ' |
Balance at end of period, par value at Dec. 31, 2012 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of preferred/common stock, net of issuance cost | 34,280 | ' | ' | ' | ' | 2,756 | ' | 34,274 | ' |
Issuance of preferred/common stock, net of issuance cost, in shares | ' | ' | ' | ' | ' | 693,571 | 6,612,500 | ' | ' |
Effect of a 1 for 1.662 reverse split on preferred stock | ' | -8,338,699 | ' | ' | ' | ' | ' | ' | ' |
Conversion of shares of preferred stock to common stock | 41,953 | -41,953 | ' | ' | ' | ' | ' | 41,940 | ' |
Conversion of shares of preferred stock to common stock, Shares | ' | -12,596,079 | ' | ' | ' | ' | 12,596,079 | ' | ' |
Conversion of shares of preferred stock to common stock, Par Value | ' | ' | ' | ' | ' | ' | $13 | ' | ' |
Dividends for preferred shares issued upon initial public offering | ' | ' | ' | ' | ' | ' | ' | -1 | ' |
Dividends for preferred shares issued upon initial public offering, Shares | ' | ' | ' | ' | ' | ' | 755,823 | ' | ' |
Dividends for preferred shares issued upon initial public offering, Par Value | ' | ' | ' | ' | ' | ' | $1 | ' | ' |
Initial public offering of common stock, net of $5,394 of offering costs, Par Value | ' | ' | ' | ' | ' | ' | $6 | ' | ' |
Issuance of common stock relating to Vet Therapeutics, Inc. acquisition | 14,700 | ' | ' | ' | ' | ' | ' | 14,699 | ' |
Issuance of common stock relating to Vet Therapeutics, Inc. acquisition, Shares | ' | ' | ' | ' | ' | ' | 624,997 | ' | ' |
Issuance of common stock relating to Vet Therapeutics, Inc. acquisition, par value | ' | ' | ' | ' | ' | ' | $1 | ' | ' |
Issuance of common stock related to private investment in public entity | 19,750 | ' | ' | ' | ' | ' | ' | 19,749 | ' |
Issuance of common stock related to private investment in public entity, Shares | ' | ' | ' | ' | ' | ' | 1,234,375 | ' | ' |
Issuance of common stock related to private investment in public entity, par value | ' | ' | ' | ' | ' | ' | $1 | ' | ' |
Compensation expense related to stock options and restricted awards | 1,025 | ' | ' | ' | ' | ' | ' | 1,025 | ' |
Vesting of restricted stock awards, in shares | ' | ' | ' | ' | ' | ' | 230,298 | ' | ' |
Vesting of stock awards early exercised | 118 | ' | ' | ' | ' | ' | ' | 118 | ' |
Vesting of stock awards early exercised, in shares | ' | ' | ' | ' | ' | ' | 270,419 | ' | ' |
Issuance of common stock related to stock option exercises | 57 | ' | ' | ' | ' | ' | ' | 57 | ' |
Issuance of common stock related to stock option exercises, shares | ' | ' | ' | ' | ' | ' | 270,173 | ' | ' |
Net loss | -4,287 | ' | ' | ' | ' | ' | ' | ' | -4,287 |
Balance at end of period at Dec. 31, 2013 | $86,041 | ' | ' | ' | ' | ' | ' | $112,515 | ($26,497) |
Balance at end of period, in shares at Dec. 31, 2013 | ' | ' | ' | ' | ' | ' | 23,425,487 | ' | ' |
Balance at end of period, par value at Dec. 31, 2013 | $0.00 | ' | ' | ' | ' | ' | $23 | ' | ' |
Consolidated_Statements_of_Cha1
Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders' Equity/(Deficit) (Parenthetical) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 |
Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Series A - C Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | ||
Series A Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | |||||
Issuance of preferred stock, issuance cost | ' | ' | $49 | $13 | $13 | $171 | $19 | $55 | ' | ' |
Reverse stock split ratio on shares | ' | 1.662 | ' | ' | ' | ' | ' | ' | ' | ' |
Offering costs, net | $5,394 | ' | ' | ' | ' | ' | ' | ' | $5,394 | $5,394 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | 37 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 |
Cash flows from operating activities | ' | ' | ' | ' |
Net loss | ($4,287) | ($11,636) | ($3,464) | ($26,220) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' | ' |
Acquired in-process research and development | ' | 1,500 | ' | 8,025 |
Stock-based compensation expense | 1,025 | 106 | 26 | 1,157 |
Depreciation and amortization expense | 395 | 13 | 4 | 412 |
Non-cash interest expense | 23 | ' | ' | 23 |
Change in fair value of contingent consideration | 305 | ' | ' | 305 |
Deferred income taxes | -15,455 | ' | ' | -15,455 |
Changes in operating assets and liabilities: | ' | ' | ' | ' |
Prepaid expenses | -249 | ' | -4 | -274 |
Other assets | -14 | -32 | -21 | -47 |
Accounts payable | 1,527 | 536 | -146 | 2,288 |
Accrued expenses and other liabilities | 572 | 897 | 464 | 1,933 |
Deferred income | ' | 800 | ' | 800 |
Net cash used in operating activities | -16,151 | -7,816 | -3,141 | -27,046 |
Cash flows from investing activities | ' | ' | ' | ' |
Purchases of property and equipment, net | -94 | -10 | -27 | -131 |
Cash paid for acquisitions, net of cash received | -30,994 | ' | ' | -30,994 |
Purchases of marketable securities | -5,169 | -6,627 | -6,382 | -11,551 |
Proceeds from maturities of marketable securities | 6,881 | 6,627 | ' | 6,881 |
Purchase of in-process research and development | ' | -1,000 | ' | -7,525 |
Change in restricted cash | 141 | ' | -140 | 1 |
Net cash used in investing activities | -29,235 | -1,010 | -6,549 | -43,319 |
Cash flows from financing activities | ' | ' | ' | ' |
Proceeds from issuance of convertible preferred stock, net of issuance costs | 1,300 | ' | ' | ' |
Proceeds from the issuance of debt, net of discount | 14,914 | ' | ' | 14,914 |
Proceeds from issuance of restricted stock | ' | 139 | ' | 139 |
Proceeds from stock option exercises | 153 | 266 | ' | 419 |
Repurchase, early exercised stock options | -6 | ' | ' | -6 |
Proceeds from initial public offering, net of commission | 36,897 | ' | ' | 36,897 |
Payments of initial public offering costs | -2,617 | ' | ' | -2,617 |
Issuance of common stock private investment in public entity | 19,750 | ' | ' | 19,750 |
Net cash provided by financing activities | 72,497 | 16,797 | 7,542 | 111,449 |
Net increase (decrease) in cash and cash equivalents | 27,111 | 7,971 | -2,148 | 41,084 |
Cash and cash equivalents, beginning of year | 13,973 | 6,002 | 8,150 | ' |
Cash and cash equivalents, end of year | 41,084 | 13,973 | 6,002 | 41,084 |
Supplemental disclosure of cash-flow information | ' | ' | ' | ' |
Cash paid for interest | 357 | ' | ' | ' |
Supplemental disclosure of noncash investing and financing activities: | ' | ' | ' | ' |
Accrued third-party milestone payment | ' | 500 | ' | ' |
Conversion of preferred stock into common stock | 41,953 | ' | ' | ' |
Payment of dividends on preferred stock | 4,535 | ' | ' | ' |
Issuance of common stock relating to Vet Therapeutics, Inc. acquisition | 14,700 | ' | ' | ' |
Contingent consideration relating to Vet Therapeutics, Inc. acquisition | 4,115 | ' | ' | ' |
Note payable relating to Vet Therapeutics, Inc. acquisition | $3,000 | ' | ' | ' |
Nature_of_the_Business_and_Bas
Nature of the Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Nature of the Business and Basis of Presentation | ' |
1. Nature of the Business and Basis of Presentation | |
Aratana Therapeutics, Inc. (the “Company,” or “Aratana”) (a development stage enterprise) was incorporated on December 1, 2010 under the laws of the State of Delaware. The Company is a biopharmaceutical company focused on the licensing or acquisition, development and commercialization of innovative biopharmaceutical products for cats, dogs and other companion animals. The Company has licensed and is developing three compounds: a selective prostaglandin E receptor 4, or EP4, antagonist (AT-001) for the treatment of pain and inflammation associated with arthritis in dogs and for pain management in cats; a ghrelin agonist (AT-002) for inappetence in cats and dogs; and a bupivacaine liposome injectable suspension (AT-003) for the treatment of post-operative pain in cats and dogs. With the acquisition of Vet Therapeutics Inc., (“Vet Therapeutics”) in October of 2013 (Note 17), the Company obtained a proprietary antibody-based biologics platform. Two of the development programs, a monoclonal antibody (MAB) as an aid for the treatment of canine B-cell lymphoma (AT-004) and a MAB as an aid for the treatment of canine T-cell lymphoma (AT-005), as of January 2014, had received conditional licenses from the U.S. Department of Agriculture (“USDA”). The Company’s acquisition of Okapi Sciences NV (“Okapi Sciences”) in January 2014 (Note 21) provided the Company a proprietary pet therapeutics antiviral platform. | |
Since its inception, the Company has devoted substantially all of its efforts to research and development, recruiting management and technical staff, acquiring operating assets and raising capital. Accordingly, the Company is considered to be in the development stage. | |
The Company is subject to risks common to companies in the biotechnology and pharmaceutical industries. There can be no assurance that the Company’s licensing efforts will identify viable product candidates, that the Company’s research and development will be successfully completed, that adequate protection for the Company’s technology will be obtained, that any products developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. The Company operates in an environment of substantial competition from other animal health companies. In addition, the Company is dependent upon the services of its employees and consultants, as well as third-party contract research organizations and manufacturers. | |
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All intercompany balances and transactions have been eliminated in consolidation. The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Certain amounts have been reclassified to conform to the current year presentation. | |
The Company is in the development stage and has incurred recurring losses and negative cash flows from operations and has cumulative net losses of $26,220 from inception (December 1, 2010) to December 31, 2013. The Company expects that its cash and cash equivalents and short-term marketable securities, which includes the remaining net proceeds received in its public offering of common stock that closed on February 3, 2014, and existing credit facility will fund operations through at least December 31, 2015. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Accounting Policies [Abstract] | ' | ||||
Summary of Significant Accounting Policies | ' | ||||
2. Summary of Significant Accounting Policies | |||||
Use of Estimates | |||||
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Actual results could differ from those estimates. | |||||
Cash and Cash Equivalents | |||||
The Company classifies all highly liquid investments with stated maturities of three months or less from the date of purchase as cash equivalents. The company held no cash equivalents as of December 31, 2013 and 2012. | |||||
Marketable Securities | |||||
The Company classifies all highly liquid investments with stated maturities of greater than three months from the date of purchase as marketable securities. The Company determines the appropriate classification of investments in marketable securities at the time of purchase and re-evaluates such designation at each consolidated balance sheet date. The Company classifies and accounts for marketable securities as available-for-sale. The Company may or may not hold securities with stated maturities greater than 12 months until maturity. After consideration of the risk versus reward objectives, as well as the Company’s liquidity requirements, the Company may sell these securities prior to their stated maturities. These securities are viewed as being available to support current operations. As a result, the Company classifies securities with maturities beyond 12 months as current assets under the caption short-term marketable securities in the consolidated balance sheet. The Company reports available-for-sale investments at fair value as of each consolidated balance sheet date and records any unrealized gains and losses as a component of stockholders’ equity (deficit). At December 31, 2013 and 2012, the fair value of marketable securities approximated par value and as such, no gains or losses were recorded as a component of other comprehensive income. No marketable securities were held as of December 31, 2011. The cost of securities sold is determined on a specific identification basis, and realized gains and losses are included in other income (expense) within the consolidated statement of operations. If any adjustment to fair value reflects a decline in the value of the investment, the Company considers available evidence to evaluate the extent to which the decline is “other than temporary” and recognizes the impairment by releasing other comprehensive income to the consolidated statement of operations. There were no such adjustments necessary during the years ended December 31, 2013 and 2012 or the cumulative period from inception (December 1, 2010) to December 31, 2013. | |||||
Inventory | |||||
Inventory is stated at the lower of cost (specific identification) or market and are made up of raw material, work-in-process and finished goods. The cost elements of work-in-process and finished goods inventory consist of raw material, direct labor and manufacturing overhead. Inventory acquired in business combinations is recorded at fair value as of acquisition date. | |||||
Property and Equipment | |||||
The Company records property and equipment at historical cost or, in the case of a business combination, at fair value on the date of the business combination, less accumulated depreciation. Depreciation expense is recognized using the straight-line method over the following estimated useful lives: | |||||
Laboratory and office equipment | 3–5 years | ||||
Computer equipment | 3–5 years | ||||
Furniture | 3–7 years | ||||
Expenditures for repairs and maintenance of assets are charged to expense as incurred. Costs of major additions and betterments are capitalized and depreciated on a straight-line basis over their useful lives. Fully depreciated property and equipment that are still in use remain on the books until disposal or retirement. When property and equipment are retired or disposed of, the cost and respective accumulated depreciation are removed from the books. Any gain or loss on disposal is recorded in the consolidated statement of operations. | |||||
Goodwill | |||||
Goodwill relates to amounts that arose in connection with the Company’s business combination (Note 17) and represents the difference between the purchase price and the estimated fair value of the identifiable tangible and intangible net assets when accounted for using the acquisition method of accounting. Goodwill is not amortized, but is subject to periodic review for impairment. | |||||
The Company will test goodwill at the reporting unit level for impairment on an annual basis and between annual tests, if events and circumstances indicate impairment may exist. Events that would indicate impairment and trigger an interim impairment assessment include, but are not limited to, current economic and market conditions, including a decline in market capitalization, a significant adverse change in legal factors, business climate or operational performance of the business and an adverse action or assessment by a regulator. | |||||
Impairment charges related to goodwill have no impact on the Company’s compliance with financial covenants. | |||||
The Company will conduct its first goodwill impairment test during the third quarter 2014. The Company has one operating segment which is comprised of one reporting unit. Consequently, the fair value of the Company would have to decline below the carrying value of the Company in order for a second level of analysis to be performed. In the further analysis, step two, if required, the fair value of the Company would be compared to the fair value of all assets and liabilities of the Company in order to measure impairment, if any. | |||||
Intangible Assets | |||||
The Company’s intangible assets consist of intellectual property rights acquired for currently marketed products and intellectual property rights acquired for in-process research and development. All of the Company’s intangible assets were recorded in connection with the Company’s business combination (Note 17). The Company’s intangible assets are recorded at fair value at the time of their acquisition. The Company amortizes intangible assets over their estimated useful lives once the acquired technology is developed into a commercially viable product. | |||||
The estimated useful lives of the individual categories of intangible assets were based on the nature of the applicable intangible asset and the expected future cash flows to be derived from the intangible asset. Amortization of intangible assets with finite lives is recognized over the time the intangible assets are estimated to contribute to future cash flows. The Company amortizes finite-lived intangible assets using the straight-line method. | |||||
IPR&D is assessed for impairment at least annually and the Company will perform its first impairment test during the third quarter 2014. In addition, the Company will evaluate intangible assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the product or product candidate in relation to expectations, significant negative industry or economic trends affecting market size, significant changes in cost or time to develop, obtain regulatory approval and commercialize the product, and significant changes or planned changes in the use of the assets. If indicators of impairment are present with respect to intangible assets used in operations and undiscounted future cash flows are not expected to be sufficient to recover the assets’ carrying amount, additional analysis is performed as appropriate and the carrying value of the intangible assets is reduced to the estimated fair value, if this is lower, and an impairment loss is charged to expense in the period the impairment is identified. | |||||
Business Combinations | |||||
The Company’s business acquisition was made at a price above the fair value of the assets acquired and liabilities assumed, resulting in goodwill, based on the Company’s expectations of synergies and other benefits of combining the business. These synergies and benefits include elimination of redundant facilities, functions and staffing; use of the Company’s existing commercial infrastructure to expand sales of the products of the acquired businesses; and use of the commercial infrastructure of the acquired businesses to expand product sales in a cost-efficient manner. | |||||
Significant judgment is required in estimating the fair value of intangible assets and in assigning their respective useful lives. The fair value estimates are based on available historical information and on future expectations and assumptions deemed reasonable by management, but which are inherently uncertain. | |||||
The Company generally employs the income method to estimate the fair value of intangible assets, which is based on forecasts of the expected future cash flows attributable to the respective assets. Significant estimates and assumptions inherent in the valuations reflect a consideration of other marketplace participants, and include the amount and timing of future cash flows (including expected growth rates and profitability), the underlying product life cycles, economic barriers to entry, a brand’s relative market position and the discount rate applied to the cash flows. Unanticipated market or macroeconomic events and circumstances may occur, which could affect the accuracy or validity of the estimates and assumptions. | |||||
Net assets acquired are recorded at their fair value and are subject to adjustment upon finalization of the fair value analysis. The Company is not aware of any information that indicates the final fair value analysis will differ materially from the preliminary estimates. | |||||
Contingent consideration is recorded as a liability and measured at fair value using a discounted cash flow model utilizing significant unobservable inputs, including the probability of achieving each of the potential milestones and an estimated discount rate commensurate with the risks of the expected cash flows attributable to the milestones. Significant increases or decreases in any of the probabilities of success would result in a significantly higher or lower fair value, respectively, and commensurate changes to this liability. At each reporting date, we revalue the contingent consideration obligations to the reporting date fair values and record increases and decreases in the fair values as income or expense in the consolidated statements of operations until actual settlement occurs. | |||||
Increases or decreases in the fair values of the contingent consideration obligations may result from changes in discount periods and rates, changes in the timing and amount of earn-out criteria and changes in probability assumptions with respect to the likelihood of achieving the various earn-out criteria. | |||||
Deferred Public Offering Costs | |||||
The Company capitalizes certain legal, accounting and other third-party fees that are directly associated with in-process equity financings as other assets until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholders’ equity (deficit) as a reduction of additional paid-in capital generated as a result of the offering. Should it no longer be considered probable that the equity financing will be consummated, the deferred offering costs would be expensed immediately as a charge to operating expenses in the consolidated statement of operations. The Company recorded $33 and $0 deferred offering costs as of December 31, 2013 and 2012, respectively. | |||||
Income Taxes | |||||
The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred taxes are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. | |||||
The Company accounts for uncertainty in income taxes recognized in the consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. | |||||
Debt Issuance Costs, net | |||||
Debt issuance costs, net represent legal and other direct costs related to the Company’s Credit Facility (Note 9). These costs are recorded as debt issuance costs on the consolidated balance sheet at the time they are incurred and are amortized to interest expense through the scheduled final principal payment date. The Company recorded $83 of debt issuance costs during the year ended December 31, 2013 and recognized $33 expense related to debt issuance costs during the year ended December 31, 2013. The Company did not record any debt issuance costs and did not recognize any interest expense during the years ended December 31, 2012 and 2011. | |||||
Revenue Recognition | |||||
The Company is a development stage enterprise and has not generated any significant revenue since inception. | |||||
The Company recognizes revenue when all of the following conditions are met: | |||||
• | there is persuasive evidence of an agreement or arrangement; | ||||
• | delivery of products has occurred or services have been rendered; | ||||
• | the seller’s price to the buyer is fixed or determinable; and | ||||
• | collectability is reasonably assured. | ||||
The Company’s principal revenue streams and their respective accounting treatments are discussed below: | |||||
(i) Product sales - Revenue for the sale of products is recognized when delivery has occurred and substantially all the risks and rewards of ownership have been transferred to the customer. | |||||
(ii) Royalty revenue - Royalty revenue relating to the Company’s out-licensed technology is recognized when reasonably estimable. The revenues are recorded based on estimates of the licensee’s sales that occurred during the relevant period. Differences between actual and estimated royalty revenues are adjusted for in the period in which they become known, typically in the following quarter. If the Company is unable to reasonably estimate royalty revenue or do not have access to the information, then the Company records royalty revenue on a cash basis. | |||||
(iii) Licensing revenues - Revenues derived from product out-licensing arrangements typically consist of an initial up-front payment on inception of the license and subsequent milestone payments contingent on the achievement of certain clinical and sales milestones. Product out licensing arrangements may require the Company to provide multiple deliverables to the licensee which would require the total selling price to be allocated between each of the separable elements in the arrangement using the relative selling price method. An element is considered separable if it has value to the customer on a stand-alone basis. The selling price used for each separable element will be based on vendor specific objective evidence (“VSOE”) if available, third party evidence if VSOE is not available, or estimated selling price if neither VSOE nor third party evidence is available. Revenue is then recognized as each of the separable elements to which the revenue has been allocated is delivered. | |||||
Research and Development Costs | |||||
Research and development costs are expensed as incurred. Included in research and development costs are wages, stock-based compensation and employee benefits, and other operational costs related to the Company’s research and development activities, including facility-related expenses, external costs of outside contractors engaged to conduct both preclinical and clinical studies and allocation of corporate costs. Payments received from external parties to fund the Company’s research and development activities are used to reduce the Company’s research and development expenses. If in-process research and development is acquired in an asset purchase then the acquired IPR&D is expensed on its acquisition date. Future costs to develop these assets are recorded to research and development expense as they are incurred. | |||||
Patent Costs | |||||
All patent-related costs incurred in connection with filing and prosecuting patent applications are recorded as general and administrative expenses as incurred, as recoverability of such expenditures is uncertain. | |||||
Accounting for Stock-Based Compensation | |||||
The Company’s stock-based compensation program grants awards that may consist of stock options and restricted stock awards. The fair values of stock option grants are determined as of the date of grant using the Black-Scholes option pricing method. This method incorporates the fair value of the Company’s common stock at the date of each grant and various assumptions such as the risk-free interest rate, expected volatility based on the historic volatility of publicly-traded peer companies, expected dividend yield, and expected term of the options. The fair values of restricted stock awards are determined based on the fair value of the Company’s common stock. Prior to the Company’s initial public offering of its common stock in June 2013, the fair value of the common stock was determined by management and the board of directors, on the date of grant. The fair values of the stock-based awards, including the effect of estimated forfeitures, are then expensed over the requisite service period, which is generally the award’s vesting period. The Company classifies stock-based compensation expense in the consolidated statement of operations in the same manner in which the respective award recipient’s payroll costs are classified. | |||||
For stock-based awards granted to consultants and nonemployees, compensation expense is recognized over the period during which services are rendered by such consultants and nonemployees until completed. At the end of each financial reporting period prior to completion of the service, the value of these awards is remeasured using the then-current fair value of the Company’s common stock and updated assumption inputs in the Black-Scholes option pricing model. | |||||
For stock-based awards granted to employees, the Company allows employees to exercise certain awards prior to vesting. However, the employee may not sell or transfer these awards prior to vesting. For most of these awards, the Company has the right, but not the obligation, to repurchase any unvested (but issued) shares of common stock upon termination of employment or service at the lesser of (1) the original purchase price per share or (2) the fair value of the common share on the date of termination. If a stock option is early exercised in this circumstance, the consideration received for an exercise of an option is considered a deposit of the exercise price, and the related dollar amount is recorded as a liability. The unvested shares and liability are reclassified to equity as the award vests. The Company has 90 days from the effective termination of employment or service to repurchase unvested shares that are issued upon the exercise of a stock option prior to its vesting. If, after 90 days, the Company has elected not to repurchase the unvested shares, the shares would become vested in full. The Company would then apply modification accounting and any resulting compensation expense would be immediately recognized related to the award. Upon vesting, these shares would be considered issued and outstanding shares of common stock. | |||||
In addition, the Company has granted restricted stock awards subject to repurchase to three employees under which the Company has the right, but not the obligation, upon termination of the holder’s employment or service, to repurchase unvested shares at the greater of (1) the original purchase price per share or (2) the fair value of the common share on the date of termination (Note 14). | |||||
Comprehensive Loss | |||||
For the years ended December 31, 2013, 2012, and 2011 and the cumulative period from inception (December 1, 2010) through December 31, 2013, there was no difference between net loss and comprehensive loss. | |||||
Net Loss Per Share | |||||
The Company follows the two-class method when computing net loss per share, as the Company has issued shares that meet the definition of participating securities. The two-class method determines net loss per share for each class of common and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. | |||||
The Company’s convertible preferred stock contractually entitled the holders of such shares to participate in dividends but did not contractually require the holders of such shares to participate in losses of the Company. Similarly, restricted stock awards granted by the Company entitle the holder of such awards to dividends declared or paid by the board of directors, regardless of whether such awards are unvested, as if such shares were outstanding common shares at the time of the dividend. However, the unvested restricted stock awards are not entitled to share in the residual net assets (deficit) of the Company. Accordingly, in periods in which the Company reports a net loss or a net loss attributable to common stockholders resulting from preferred stock dividends, accretion or modifications, net losses are not allocated to participating securities. The Company reported a net loss attributable to common stockholders in each of the years ended December 31, 2013, 2012 and 2011. | |||||
Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted net loss attributable to common stockholders is computed by adjusting net loss attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities, including outstanding stock options. Diluted net loss per share attributable to common stockholders is computed by dividing the diluted net loss attributable to common stockholders by the weighted average number of shares of common stock, including potential dilutive shares of common stock assuming the dilutive effect of potentially dilutive securities. For periods in which the Company has reported net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since their impact would be anti-dilutive to the calculation of net loss per share. Diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders for each of the years ended December 31, 2013, 2012 and 2011. | |||||
Concentration of Credit Risk and of Significant Suppliers and Customers | |||||
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and marketable securities. At December 31, 2013 and 2012, all of the Company’s marketable securities were invested in Certificates of Deposit (“CDs”) insured by the Federal Deposit Insurance Corporation (“FDIC”). The Company also generally maintains balances in various operating accounts in excess of federally insured limits at two accredited financial institutions. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. | |||||
The Company is dependent on third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients (“API”), and formulated drugs related to these programs. These programs would be adversely affected by a significant interruption in the supply of API. As of December 31, 2013 and December 31, 2012, the Company had one customer. | |||||
Fair Value Measurements | |||||
Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: | |||||
• | Level 1—Quoted prices in active markets for identical assets or liabilities. | ||||
• | Level 2—Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. | ||||
• | Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. | ||||
Segment Data | |||||
The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company is a pet therapeutics company developing compounds to address unmet and under-served medical needs in companion animals. All assets were held in the United States as of December 31, 2013 and December 31, 2012. | |||||
Recently Issued and Adopted Accounting Pronouncements | |||||
Intangibles—Goodwill and Other: Testing Goodwill for Impairment: In September 2011, the Financial Accounting Standards Board (“FASB”) issued guidance that simplifies how an entity tests goodwill for impairment. This guidance allows an entity the option to first assess qualitative factors to determine whether it is necessary to perform the current two-step impairment test. If an entity believes, as a result the existence of its qualitative ,events and circumstances indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the quantitative two-step impairment test is required; otherwise, no further testing is required. This update does not change the current guidance for testing other indefinite-lived intangible assets for impairment. If an entity concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired, then the entity is not required to take further action. However, if an entity concludes otherwise, then it is required to determine the fair value of the indefinite-lived intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying amount. An entity also has the option to bypass the qualitative assessment for any indefinite-lived intangible asset in any period and proceed directly to performing the quantitative impairment test. An entity will be able to resume performing the qualitative assessment in any subsequent period. The adoption of this standard resulted from the Company’s business combination and did not have any impact on the Company’s financial position, results of operations, comprehensive income or cash flows as the guidance will not apply until the first year the Company will complete a goodwill impairment test. | |||||
Comprehensive Income—Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income: In February 2013, the FASB issued guidance requiring entities to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount is required to be reclassified under GAAP. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures that provide additional details about those amounts. This guidance revised the previous guidance issued in June 2011 that was deferred and was applicable for the Company for interim and annual periods beginning on January 1, 2013. The adoption of this guidance did not have a material impact on its financial condition, results of operations or cash flows. | |||||
Income Taxes—Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists: In July 2013, the FASB issued changes to the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. These changes require an entity to present an unrecognized tax benefit as a liability in the consolidated financial statements if a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position, or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset to settle any additional income taxes that would result from the disallowance of a tax position. Otherwise, an unrecognized tax benefit is required to be presented in the consolidated financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. These changes become effective for the Company on January 1, 2014. The Company is currently assessing the impacts, if any, of this new guidance on the Company’s financial condition, results of operations or cash flows. | |||||
Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption. |
Fair_Value_of_Financial_Assets
Fair Value of Financial Assets and Liabilities | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||
Fair Value of Financial Assets and Liabilities | ' | ||||||||||||||||||||
3. Fair Value of Financial Assets and Liabilities | |||||||||||||||||||||
As of December 31, 2013 and 2012 the following financial assets and liabilities are measured at fair value on a recurring basis using quoted prices in active markets for identical assets (Level 1); significant other observable inputs (Level 2); and significant unobservable inputs (Level 3). | |||||||||||||||||||||
CARRYING | FAIR VALUE MEASUREMENTS AS OF | ||||||||||||||||||||
VALUE | DECEMBER 31, 2013 USING: | ||||||||||||||||||||
LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||||||||
Assets: | |||||||||||||||||||||
Marketable securities | $ | 4,670 | $ | — | $ | 4,670 | $ | — | $ | 4,670 | |||||||||||
$ | 4,670 | $ | — | $ | 4,670 | $ | — | $ | 4,670 | ||||||||||||
Liabilities: | |||||||||||||||||||||
Contingent consideration(1) | $ | 4,115 | $ | — | $ | — | $ | 4,115 | $ | 4,115 | |||||||||||
$ | 4,115 | $ | — | $ | — | $ | 4,115 | $ | 4,115 | ||||||||||||
CARRYING | FAIR VALUE MEASUREMENTS AS OF | ||||||||||||||||||||
VALUE | DECEMBER 31, 2012 USING: | ||||||||||||||||||||
LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||||||||
Assets: | |||||||||||||||||||||
Marketable securities | $ | 6,382 | $ | — | $ | 6,382 | $ | — | $ | 6,382 | |||||||||||
$ | 6,382 | $ | — | $ | 6,382 | $ | — | $ | 6,382 | ||||||||||||
(1) | Contingent consideration consists of current portion: $2,572 and long term contingent consideration: $1,543 on the consolidated balance sheet. | ||||||||||||||||||||
Certain estimates and judgments were required to develop the fair value amounts shown above are not necessarily indicative of the amounts that the Company would realize upon disposition, nor do they indicate the Company’s intent or ability to dispose of the financial instrument. | |||||||||||||||||||||
The following methods and assumptions were used to estimate the fair value of each material class of financial instrument: | |||||||||||||||||||||
• | Marketable securities—the fair value of marketable securities has been estimated based on quoted prices in active markets for similar securities or identical assets in markets that are not active. | ||||||||||||||||||||
• | Contingent consideration—the fair value of the contingent consideration payable has been estimated using the income approach (using a probability weighted discounted cash flow method). | ||||||||||||||||||||
During the years ended December 31, 2013 and 2012, there were no transfers between Level 1, Level 2 and Level 3. | |||||||||||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||
The change in the fair value of the Company’s contingent consideration payable, which is measured at fair value on a recurring basis using significant unobservable inputs (Level 3), is as follows: | |||||||||||||||||||||
Contingent consideration | |||||||||||||||||||||
2013 | |||||||||||||||||||||
Balance at beginning of period | $ | — | |||||||||||||||||||
Initial recognition of contingent consideration payable | 3,810 | ||||||||||||||||||||
Expense recognized in the consolidated statement of operations (within general and administrative) due to change in fair value during the period | 305 | ||||||||||||||||||||
Balance at end of period | $ | 4,115 | |||||||||||||||||||
Quantitative Information about Assets and Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||
Quantitative information about the Company’s recurring Level 3 fair value measurements is included below: | |||||||||||||||||||||
Financial liabilities: | FAIR VALUE AT MEASUREMENT DATE | ||||||||||||||||||||
At December 31, 2013 | Fair value | Valuation | Significant | Range | (Weighted | ||||||||||||||||
technique | unobservable | Average) | |||||||||||||||||||
inputs | |||||||||||||||||||||
Contingent consideration | $ | 4,115 | Income approach (probability weighted discounted cash flow) | Probability of milestones being achieved | 3.80% to 95.00% | -71.44% | |||||||||||||||
Assumed market participant discount rate | 5.50% | ||||||||||||||||||||
Periods in which milestones are expected to be achieved | 2014 to 2015 | ||||||||||||||||||||
Contingent consideration payable represents the future amount the Company may be required to pay in conjunction with the Vet Therapeutics acquisition (Note 17). The amount of contingent consideration which may ultimately be payable by the Company in relation to Vet Therapeutics acquisition is dependent upon the achievement of specified future milestones, such as certain regulatory and manufacturing milestones for AT-004. The Company assesses the probability, and estimated timing, of these milestones being achieved and re-measures the related amount contingent consideration at each consolidated balance sheet date. | |||||||||||||||||||||
The fair value of the Company’s contingent consideration payable could significantly increase or decrease due to changes in certain assumptions which underpin the fair value measurements. Each set of assumptions and milestones are specific to the contingent consideration payable. The assumptions include, among other things, the probability and expected timing of certain milestones being achieved. The Company regularly reviews these assumptions, and makes adjustments to the fair value measurements as required by facts and circumstances. | |||||||||||||||||||||
Financial assets and liabilities that are not measured at fair value on a recurring basis | |||||||||||||||||||||
The carrying amounts and estimated fair value as at December 31, 2013 of the Company’s financial assets and liabilities which are not measured at fair value on a recurring basis are as follows: | |||||||||||||||||||||
DECEMBER 31, 2013 | |||||||||||||||||||||
Year to | Carrying Amount | Fair Value | |||||||||||||||||||
Financial liabilities: | |||||||||||||||||||||
Loan payable (Level 2)(1) | $ | 14,935 | $ | 15,040 | |||||||||||||||||
(1) | Loan payable consists of Current portion—loan payable: $5,625 in Current liabilities and Loan payable: $9,310 on the consolidated balance sheet. | ||||||||||||||||||||
Certain estimates and judgments were required to develop the fair value amounts. The fair value amount shown above is not necessarily indicative of the amounts that the Company would realize upon disposition, nor do they indicate the Company’s intent or ability to dispose of the financial instrument. | |||||||||||||||||||||
The following methods and assumptions were used to estimate the fair value of each material class of financial instrument: | |||||||||||||||||||||
• | Loan payable—discounted cash flow analysis discounted at current rates | ||||||||||||||||||||
There were no financial assets and liabilities which were not measured at fair value on a recurring basis as of December 31, 2012. |
Marketable_Securities
Marketable Securities | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||
Marketable Securities | ' | ||||||||||||||||
4. Marketable Securities | |||||||||||||||||
As of December 31, 2013 and 2012, the fair value of available-for-sale marketable securities by type of security was as follows: | |||||||||||||||||
31-Dec-13 | |||||||||||||||||
AMORTIZED | GROSS | GROSS | FAIR | ||||||||||||||
COST | UNREALIZED | UNREALIZED | VALUE | ||||||||||||||
GAINS | LOSSES | ||||||||||||||||
Certificates of deposit | $ | 4,670 | $ | — | $ | — | $ | 4,670 | |||||||||
$ | 4,670 | $ | — | $ | — | $ | 4,670 | ||||||||||
31-Dec-12 | |||||||||||||||||
AMORTIZED | GROSS | GROSS | FAIR | ||||||||||||||
COST | UNREALIZED | UNREALIZED | VALUE | ||||||||||||||
GAINS | LOSSES | ||||||||||||||||
Certificates of deposit | $ | 6,382 | $ | — | $ | — | $ | 6,382 | |||||||||
$ | 6,382 | $ | — | $ | — | $ | 6,382 | ||||||||||
At December 31, 2013, marketable securities consisted of investments that mature within one year. At December 31, 2012, marketable securities consisted of investments that mature within one year, with the exception of CD, which had a stated maturity within two years and an aggregate fair value of $245; this investment was classified in current assets as it is viewed as being available to support current operations. |
Receivable_from_Stockholder
Receivable from Stockholder | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Text Block [Abstract] | ' | ||||||||
Receivable from Stockholder | ' | ||||||||
5. Receivable from Stockholder | |||||||||
At December 31, 2013 and December 31, 2012, receivable from stockholder consisted of the following: | |||||||||
DECEMBER 31, | DECEMBER 31, | ||||||||
2013 | 2012 | ||||||||
Receivable from stockholder | $ | 1,001 | $ | 650 | |||||
The receivable from stockholder as of December 31, 2013, arose from the Vet Therapeutics acquisition. In conjunction with the payment of the initial closing considerations of the acquisition, a former Vet Therapeutics equity and option shareholder, who subsequently became a Company employee, was paid $1,001 in excess of the initial closing current consideration due to the individual. Subsequent to year-end the entire amount had been remitted back to the Company. | |||||||||
The receivable as of December 31, 2012, arose from the December Series C convertible preferred stock offering. The entire receivable was received by the Company in January of 2013. |
Property_and_Equipment_Net
Property and Equipment, Net | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property and Equipment, Net | ' | ||||||||
6. Property and Equipment, Net | |||||||||
Property and equipment consisted of the following as of December 31, 2013 and 2012: | |||||||||
DECEMBER 31, | DECEMBER 31, | ||||||||
2013 | 2012 | ||||||||
Laboratory and office equipment | $ | 90 | $ | 2 | |||||
Computer equipment | 40 | 32 | |||||||
Furniture | 2 | 2 | |||||||
Construction in process | 7 | — | |||||||
Total property and equipment | 139 | 36 | |||||||
Less: Accumulated depreciation | (41 | ) | (17 | ) | |||||
Property and equipment, net | $ | 98 | $ | 19 | |||||
Depreciation expense was $16, $13, and $4 for the years ended December 31, 2013, 2012 and 2011, respectively. During the year ended December 31, 2013, $9 assets were sold for $0 gain/loss. During the years ended December 2012 and 2011, no assets were disposed of or sold. |
Goodwill
Goodwill | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Goodwill | ' | ||||||||||||
7. Goodwill | |||||||||||||
In 2013 the Company completed its acquisition of Vet Therapeutics (Note 17). The fair value of consideration paid totaled $51,503, net of cash, which resulted in goodwill of $20,796 (see Note 17). The Company only has one operating segment. | |||||||||||||
Goodwill is recorded as an indefinite-lived asset and is not amortized for financial reporting purposes but is tested for impairment on an annual basis or when indications of impairment exist. No goodwill impairment losses have been recognized. Goodwill is not expected to be deductible for income tax purposes. The Company will perform its annual impairment test of the carrying value of the Company’s goodwill during the third quarter of each year. | |||||||||||||
The following is a summary of goodwill as of December 31, 2013: | |||||||||||||
Gross Carrying | Impairment | Net Carrying | |||||||||||
Amount | Losses | Value | |||||||||||
Goodwill | $ | 20,796 | $ | — | $ | 20,796 | |||||||
No goodwill existed as of December 31, 2012. | |||||||||||||
The change in the net book value of goodwill for the year to December 31, 2013 and 2012 is shown in the table below: | |||||||||||||
2013 | 2012 | ||||||||||||
As of January 1 | $ | — | $ | — | |||||||||
Acquisitions | 20,796 | — | |||||||||||
As of December 31 | $ | 20,796 | $ | — |
Intangible_Assets_Net
Intangible Assets, Net | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Intangible Assets, Net | ' | ||||||||||||||||
8. Intangible assets, net | |||||||||||||||||
In 2013, the Company completed its acquisition of Vet Therapeutics (Note 17). The Company acquired certain identifiable intangible assets related to Vet Therapeutics’ technology. | |||||||||||||||||
The following is a summary of other intangible assets as of December 31, 2013: | |||||||||||||||||
Gross Carrying | Accumulated Amortization | Net Carrying | Weighted-average | ||||||||||||||
Amount | and Impairment Losses | Value | Useful Life | ||||||||||||||
Amortized intangible assets: | |||||||||||||||||
Intellectual property rights acquired for currently marketed products | $ | 36,440 | $ | 380 | $ | 36,060 | 20.00 years | ||||||||||
Unamortized intangible assets: | |||||||||||||||||
Intellectual property rights acquired for IPR&D(1) | $ | 10,080 | $ | — | $ | 10,080 | 20.00 years | ||||||||||
(1) | AT-005 received a conditional license in early 2014 which will start amortization for this intangible in 2014. | ||||||||||||||||
No intangible assets existed as of December 31, 2012. | |||||||||||||||||
The change in the net book value of other intangible assets for the year to December 31, 2013 and 2012 is shown in the table below: | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
As of January 1 | $ | — | $ | — | |||||||||||||
Acquisitions | 46,520 | — | |||||||||||||||
Amortization charged | (380 | ) | — | ||||||||||||||
As of December 31 | $ | 46,140 | $ | — | |||||||||||||
The estimated useful lives of the individual categories of intangible assets were based on the nature of the applicable intangible asset and the expected future cash flows to be derived from the intangible asset. Amortization of intangible assets with finite lives is recognized over the shorter of the respective lives of the agreement or the period of time the intangible assets are expected to contribute to future cash flows. The Company amortizes finite-lived intangible assets using the straight-line method. Amortization expense of intangible assets amounted to $380, $0, and $0 in the years ended December 31, 2013, 2012, and 2011, respectively. | |||||||||||||||||
The following is a summary of estimated aggregate amortization expense of intangible assets for each of the five succeeding years as of December 31, 2013: | |||||||||||||||||
YEAR ENDING DECEMBER 31, | |||||||||||||||||
2014 | $ | 1,822 | |||||||||||||||
2015 | 1,822 | ||||||||||||||||
2016 | 1,822 | ||||||||||||||||
2017 | 1,822 | ||||||||||||||||
2018 | 1,822 |
Debt
Debt | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Debt Disclosure [Abstract] | ' | ||||
Debt | ' | ||||
9. Debt | |||||
On March 4, 2013, the Company entered into the Credit Facility with Square 1 Bank as lender. The Credit Facility provides for an initial term loan of $5,000 in principal (the “Initial Term Loan”) and additional term loans not to exceed $5,000 in principal, with total borrowings not to exceed $10,000. The additional term loans are available through March 4, 2014. The term loans are to be used to supplement the Company’s growth capital needs and for general corporate purposes, and all loans funded under the Credit Facility mature on March 4, 2016. The Credit Facility is secured by substantially all of the Company’s personal property other than intellectual property. The Company is not permitted to encumber, or grant a security interest in, its intellectual property. | |||||
The Company is obligated to make interest-only payments on any loans funded under the Credit Facility until March 31, 2014, and thereafter to pay 24 consecutive equal monthly installments of principal and interest through March 31, 2016. Prior to March 4, 2014, the loans under the Credit Facility bear interest at a variable annual rate equal to the greater of (i) the prime rate then in effect plus 2.25% or (ii) 5.50%. On or after March 4, 2014, the loans under the Credit Facility bear interest at a fixed annual rate equal to the greater of (i) prime rate in effect on March 4, 2014 plus 2.25% or (ii) 5.50%. | |||||
The Company is obligated to pay a fee of up to $250 to Square 1 Bank upon a sale of substantially all of the Company’s assets or capital stock or upon a reorganization where 100% of voting stockholders hold less than 50% of voting securities after such transaction. | |||||
The Credit Facility also includes events of default, the occurrence and continuation of any of which provides Square 1 Bank the right to exercise remedies against the Company and the collateral securing the loans under the Credit Facility, including cash. These events of default include, among other things, failure to pay any amounts due under the Credit Facility, insolvency, the occurrence of a material adverse event, the occurrence of any default under certain other indebtedness and a final judgment against the Company in an amount greater than $350. At December 31, 2013, the Company was in compliance with all covenants related to the Credit Facility. | |||||
Additional Term Loan | |||||
On October 11, 2013, the Company entered into an amendment of the Credit Facility (the “Credit Facility Amendment”), which, among other things, increased the amount that remains available for the Company to draw by an additional $5,000, to a total of $10,000. Simultaneously with the closing of the Credit Facility Amendment on October 11, 2013, the Company borrowed the total $10,000 available under the Credit Facility. Pursuant to the terms of the Credit Facility Amendment, upon consummation of the merger with Vet Therapeutics, Vet Therapeutics then became a co-borrower under the credit facility and granted a security interest in substantially all of its assets to Square 1. At December 31, 2013, total borrowings under the Credit Facility were $15,000. | |||||
The Credit Facility Amendment also revised the terms of the Company’s financial covenant with respect to its liquidity ratio. The Company is required to maintain a liquidity ratio of at least 1.00-to-1.00 of unrestricted cash and 50% of account receivables to all indebtedness at the bank beginning January 1, 2014. At December 31, 2013, the Company was in compliance with all financial covenants. Additionally, in conjunction with the acquisition of Okapi Sciences, the Company agreed to hold a minimum of $15,000 of cash in its account at Square 1 Bank. | |||||
On the issuance date of March 4, 2013, the Initial Term Loan was recorded in the consolidated balance sheet net of discount of $73, related to fees assessed by the lender at the time of borrowing. On the issuance date of October 11, 2013, the Additional Term Loan was recorded in the consolidated balance sheet net of discount of $13, related to fees assessed by the lender at the time of borrowing. The carrying value of this debt is being accreted to the principal amount of the debt by charges to interest expense using the effective-interest method over the three-year term of the Initial Term Loan to the maturity date, and over the remainder of the three-year term for the Additional Term loan. At December 31, 2013, the debt discount balance totaled $53. Accretion amounts recognized as interest expense for the year ended December 31, 2013 totaled $33. | |||||
Estimated future principal payments under the Initial Term Loan are as follows: | |||||
YEARS ENDING DECEMBER 31, | |||||
2014 | $ | 5,625 | |||
2015 | 7,500 | ||||
2016 | 1,875 | ||||
2017 | — | ||||
Thereafter | — | ||||
Total | $ | 15,000 | |||
During the year ended December 31, 2013, the Company recognized $357 of interest expense related to the Credit Facility. | |||||
In connection with the acquisition of Vet Therapeutics, the Company executed a promissory note in the principal amount of $3,000 with a maturity date of December 31, 2014. The promissory note bears interest at a rate of 7% per annum, payable quarterly in arrears, and is subject to prepayment in the event of specified future equity financings by the Company (Note 17). Subsequent to the year ended December 31, 2013, the promissory note and accrued interest was paid by the Company. | |||||
The Company had no debt outstanding as of December 31, 2012. |
Accrued_Expenses_Other_Current
Accrued Expenses, Other Current Liabilities and Other Long-Term Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accrued Expenses, Other Current Liabilities and Other Long-Term Liabilities | ' | ||||||||
10. Accrued Expenses, Other Current Liabilities and Other Long-Term Liabilities | |||||||||
Accrued expenses (current), other current liabilities and other long-term liabilities consisted of the following as of December 31, 2013 and December 31, 2012: | |||||||||
DECEMBER 31, | DECEMBER 31, | ||||||||
2013 | 2012 | ||||||||
Accrued expenses: | |||||||||
Accrued payroll and related expenses | $ | 1,017 | $ | 571 | |||||
Accrued professional fees | 600 | 88 | |||||||
Accrued minimum royalty | 70 | — | |||||||
Accrued interest | 71 | — | |||||||
Accrued research and development costs | 662 | 695 | |||||||
Accrued other | 75 | 7 | |||||||
$ | 2,495 | $ | 1,361 | ||||||
Other current liabilities: | |||||||||
Early exercise of stock-based awards | $ | 57 | $ | 62 | |||||
Accrued third-party license fee | — | 500 | |||||||
$ | 57 | $ | 562 | ||||||
Other long-term liabilities: | |||||||||
Early exercise of stock-based awards | $ | 75 | $ | 96 | |||||
$ | 75 | $ | 96 |
Agreements
Agreements | 12 Months Ended |
Dec. 31, 2013 | |
Text Block [Abstract] | ' |
Agreements | ' |
11. Agreements | |
RaQualia Pharma Inc. (“RaQualia”) | |
On December 27, 2010, the Company entered into two Exclusive License Agreements with RaQualia (the “RaQualia Agreements”), that granted the Company global rights, subject to certain exceptions for injectables in Japan, Korea, China and Taiwan for development and commercialization of licensed animal health products for compounds RQ-00000005 (AT-002) and RQ-00000007 (AT-001). The transaction was accounted for as a purchase of assets, as the acquired assets did not constitute a business under the guidance of ASC 805, Business Combinations. The Company paid cash to RaQualia as consideration for the technology licenses for AT-001 and AT-002 in the amounts of $3,000 and $4,350, respectively. In connection with the RaQualia Agreements, the Company issued 2,750,000 shares of Series A-1 convertible preferred stock to RaQualia at an issuance price of $2.00 per share and received gross proceeds of $5,500. The fair value of these shares was $4,675, or $1.70 per share, on the date of the transaction (Note 12). At the date of acquisition, this technology had not reached technological feasibility and had no alternative future use. Accordingly, in-process research and development of $6,525, the $7,350 paid, offset by the $825 excess of the cash proceeds over the fair value of the shares, was expensed upon acquisition. The Company will be required to pay RaQualia milestone payments associated with AT-001 and AT-002 of up to $10,000 and $8,500, respectively, upon the Company’s achievement of certain development and regulatory milestones, as well as mid-single digit royalties on the Company’s product sales, if any. As of December 31, 2013 and December 31, 2012, the Company had not accrued or paid any milestone or royalty payments since execution of the RaQualia Agreements. | |
The Company does not expect to achieve any additional milestones related to the RaQualia Agreements within the next twelve months. | |
On July 12, 2012, the Company entered into an API Development Agreement with RaQualia (the “RaQualia API Agreement”) to develop the active pharmaceutical ingredient in relation to compound RQ-00000007 (AT-001). Under the terms of the RaQualia API Agreement, RaQualia was required to pay $800 to the Company upon execution of the agreement. The Company is also eligible to receive another $800 payment for the successful development and delivery of the API to RaQualia. The Company anticipates delivering the API to RaQualia during the second quarter of 2014. The Company has determined that its obligations under the RaQualia API Agreement to provide the API and a license to the API manufacturing process represent a single unit of account, as the manufacturing license has no value if the API cannot be produced to specification. The Company cannot reasonably estimate the effort or costs required related to its obligations under the agreement and the up-front payment may be refundable if the Company fails to perform under the contract. Accordingly, as of December 31, 2013 and 2012, the Company had recorded the $800 payment received at execution as deferred income and will not recognize the amount until the Company completes the process of delivering the API to RaQualia. | |
Pacira Pharmaceuticals, Inc. (“Pacira”) | |
On December 5, 2012, the Company entered into an Exclusive License, Development, and Commercialization Agreement with Pacira (the “Pacira Agreement”) that granted the Company global rights for development and commercialization of licensed animal health products for a bupivacaine liposome injectable suspension for the treatment of post-operative pain. Under the terms of the Pacira Agreement, the Company paid an initial license fee of $1,000. On the date of acquisition, the licensed technology had not reached technological feasibility in animal health indications and had no alternative future use in the field of animal health. Accordingly, in-process research and development of $1,000 was expensed upon acquisition. The Company will be required to pay Pacira milestone payments of up to $42,500 upon the Company’s achievement of certain regulatory and commercial milestones, as well as tiered royalties on the Company’s product sales, if any. As of December 31, 2012, the Company had accrued $500 of those potential future milestone payments. That amount was payable upon the earlier of the dosing of the first client-owned animal in a clinical field trial or December 31, 2013. As this milestone payment was due on December 31, 2013, even if a dosing had not then commenced, it was considered to be a time-based milestone payment. Accordingly, this milestone payment was considered to be a portion of the minimum consideration paid for the acquisition of the AT-003 license and, as such, was accrued upon the execution of the Pacira Agreement. During the fourth quarter of 2013, the Company paid the $500 milestone payment. | |
The Company does not expect to achieve additional milestones related to the Pacira Agreement within the next twelve months. | |
Alere Inc. (“Alere”) (formerly Inverness Medical Innovations, Inc.) | |
On April 2, 2009, Vet Therapeutics entered into a Collaboration Agreement with Alere (the “Alere Agreement”) to develop monoclonial antibodies for canine CD20, a B-lymphocyte antigen and canine CD52, a CAMPATH-1 antigen. The Company is required to pay low to mid-single digit royalties on net product sales allocable to the collaboration’s monoclonial antibody targets, if any. As of December 31, 2013 the Company had recognized $1 in royalty expense related to the Alere Agreement. | |
Crucell Holland B.V. (“Crucell”) | |
On April 2, 2013, Vet Therapeutics entered into a Commercial License Agreement with Crucell (the “Crucell Commercial Agreement”), under which the Company received a commercial license to prepare recombinant antibodies. The Company is required to pay single digit royalties on net product sales by the Company allocable to Crucell’s producer cells and/or producer cell know-how, if any. The Company is required to pay Crucell a minimum royalty of $70 that is subject to a yearly inflation index adjustment. The Company may also be required to pay up to $405 in sales milestone payments, based on future sales of certain products. No accrual has been made for the milestone payments as sales milestone levels have not been achieved. As of December 31, 2013, the Company had recognized $0 in royalty expense and had accrued the minimum royalty of $70 related to the Crucell Commerical Agreement. | |
Novartis Animal Health, Inc. (“NAH”) | |
On December 6, 2012, the Company entered into an Exclusive Commercial License Agreement with NAH (the “NAH Agreement”), under which the Company granted a commercial license to NAH for AT-004 for the United States and Canada. The Company received an upfront nonrefundable payment in the amount of $2,000 and another $2,000 for obtaining a Conditional License for AT-004. The Company is entitled to another $5,000 upon the achievement of various regulatory and development milestones. As of December 31, 2013 these milestones had not been achieved. In addition, the Company will receive tiered royalties based on future net sales of AT-004 by NAH. The Company is responsible for the manufacturing of AT-004 until the successful transfer of the manufacturing technology to NAH’s chosen manufacturer. Product sold to NAH is cost plus an agreed upon margin. | |
As a condition of the Vet Therapeutics merger, the Company is required to remit the $5,000 in potential milestones to the former Vet Therapeutics shareholders. The Company records this contingent consideration at fair value on the consolidated balance sheet in the captions Current portion – contingent consideration and Contingent consideration. | |
Exclusive Option Programs | |
The Company’s business model is to identify innovative proprietary compounds from human biopharmaceutical companies and to develop these product candidates into regulatory-approved therapeutics specifically for use in pets. To this end, the Company has developed a process in which, in exchange for a fee, it enters into a time-limited option agreement (the “Exclusive Option Program”) with a biopharmaceutical company (the “Potential Licensor”). During the option period the Company obtains from the Potential Licensor the data and information necessary to perform studies to evaluate the compound. Once the Company has evaluated the compound, it can choose to either terminate the Exclusive Option Program with no further obligation, or exercise the option to enter into an exclusive, worldwide license agreement (the “License Agreement”) to develop and commercialize products for non-human animal health applications. The fee associated with the Exclusive Option Program is generally non-refundable and non-creditable. | |
The principal terms of the License Agreement, if entered into by the Company, will generally consist of an exclusive, world-wide license to all non-human animal health applications in exchange for an upfront license fee, milestone payments upon the achievement of certain regulatory milestones, as well as royalties on sales. | |
During the year ended December 31, 2013, the Company entered into three Exclusive Option Programs. The Exclusive Option Programs will expire in 2014, based upon the terms of the agreements. The Company recognized expenses of $915 with respect to these Exclusive Option Programs as research and development expense. | |
No Exclusive Option Programs were entered into during the year ended December 31, 2012. | |
In January 2014, one of the option periods expired and the Company elected not to opt-in to the License Agreement via exercise of the option or extend the option period. | |
Kansas Bioscience Authority (“KBA”) Programs | |
On March 6, 2012, the Company was awarded a research and development grant from KBA, a non-principal owner independent entity of the State of Kansas, which could provide up to $1,333 in research and development funding to the Company over a period of approximately two years. The grant will support pre-formulation, formulation, manufacture and pivotal studies of the Company’s first two companion animal development programs, AT-001 and AT-002. The grant has an initial term of approximately 24 months ending on March 31, 2014. The Company recognizes funding received under this grant in other income when payment is received from KBA. During the year-ended December 31, 2013, income of $478 was recognized under this grant and during the year-ended December 31, 2012 income of $100 was recognized. | |
Further, in private offerings the Company conducted in December 2010, November 2011, February 2012 and January 2013, the Company issued to the KBA an aggregate of 500,000 shares of its Series A convertible preferred stock, 166,666 shares of its Series B convertible preferred stock and 81,037 shares of its Series C convertible preferred stock in exchange for aggregate proceeds of approximately $1,300. | |
Pursuant to Kansas law, the Company may be required to repay any financial assistance received from the KBA, which may include an obligation to repurchase the shares of its capital stock purchased by the KBA, subject to the discretion of the KBA, if the Company relocates the operations in which the KBA invested outside of the State of Kansas within ten years after receiving such financial assistance. Further, pursuant to the agreement accompanying the voucher award, the KBA may terminate the agreement and require the Company to repay the grant if it initiates procedures to dissolve and wind up or if it ceases operations within the State of Kansas within 10 years following the final grant payment. The Company has determined these contingencies to be within its control and will only account for the repayment of the equity and grant if it becomes probable that the Company is going to relocate the operations in which the KBA invested outside of the State of Kansas within the ten-year period or for the repayment of only the grant if it becomes probable that the Company is going to initiate procedures to dissolve and wind up or cease operations within the State of Kansas within the ten-year period. | |
Kansas Department of Commerce Program | |
In addition, 13 individual investors or permitted entity investors who purchased shares of its Series B convertible preferred stock and up to 18 individual investors or permitted entity investors who purchased shares of the Company’s Series C convertible preferred stock were allocated approximately $1,500, in the aggregate, in Kansas income tax credits from the Kansas Department of Commerce in connection with their purchase of such shares in private offerings. | |
Pursuant to Kansas law, if within ten years after the receipt of financial assistance from the Kansas Department of Commerce, the Company does not satisfy at least one of these criteria (a) being a corporation domiciled in Kansas, (b) doing more than 50% of its business in Kansas and (c) doing more than 80% of its production in Kansas, then the Company may be required to repay such tax credits in an amount determined by the Kansas Department of Commerce. The Company believes that Kansas authorities have not provided guidance as to how the 50% or 80% criterion would be measured. As long as the Company meets at least one of these criteria, it will continue to be a qualified Kansas business under applicable law; however, if the Company does not meet at least one of these criteria, it may be required to repay the tax credits received by its investors in an amount determined by the Kansas Department of Commerce. The Company determined that this is a contingency within its own control and, based on its intent to remain a qualified Kansas business, no amount has been accrued for this contingency. The Company will only account for this contingency if it becomes probable that the Company is not going to meet any of the above criteria within the ten-year period. |
Preferred_Stock
Preferred Stock | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||||||
Preferred Stock | ' | ||||||||||||||||||||
12. Preferred Stock | |||||||||||||||||||||
As of December 31, 2013, there were no preferred shares outstanding. The Company’s Certificate of Incorporation, as amended on July 2, 2013, authorizes the Company to issue 10,000,000 shares of $0.001 par value preferred stock. The Company’s board of directors has the discretion to determine the rights, preferences, privileges and restrictions, including voting rights, dividend rights, conversion rights, redemption privileges and liquidation preferences, of one or more series of preferred stock | |||||||||||||||||||||
As of December 31, 2012, the Company had issued Series A, Series A-1, Series B, and Series C convertible preferred stock (collectively, the “Preferred Stock) having various rights and privileges pertaining to cumulative and noncumulative dividends, voting, liquidation and redemption. | |||||||||||||||||||||
Preferred Stock consisted of the following as of December 31, 2012: | |||||||||||||||||||||
PREFERRED | PREFERRED | LIQUIDATION | CARRYING | COMMON | |||||||||||||||||
STOCK | STOCK | PREFERENCE | VALUE | STOCK ISSUABLE | |||||||||||||||||
AUTHORIZED | ISSUED AND | UPON | |||||||||||||||||||
OUTSTANDING | CONVERSION | ||||||||||||||||||||
Series A convertible preferred stock | 10,000,000 | 9,999,999 | $ | 11,674 | $ | 9,951 | 6,016,849 | ||||||||||||||
Series A-1 convertible preferred stock | 2,750,000 | 2,750,000 | 5,500 | 4,662 | 1,654,632 | ||||||||||||||||
Series B convertible preferred stock | 5,166,667 | 5,141,667 | 16,691 | 15,241 | 3,093,655 | ||||||||||||||||
Series C convertible preferred stock | 3,000,000 | 2,349,541 | 9,404 | 9,343 | 1,413,671 | ||||||||||||||||
20,916,667 | 20,241,207 | $ | 43,269 | $ | 39,197 | 12,178,807 | |||||||||||||||
In February 2013, the board of directors of the Company approved an amendment of the Company’s Certificate of Incorporation. The amendment to the Certificate of Incorporation increased the number of authorized shares of Series C Preferred Stock to 3,050,000 and decreased the number of authorized shares of Series B Preferred Stock to 5,141,667. | |||||||||||||||||||||
On June 26, 2013, the holders of at least seventy-five percent of the then-outstanding shares of Series A Preferred Stock elected and consented to the automatic conversion of each outstanding share of Preferred Stock into shares of common stock immediately prior to the consummation of the public offering contemplated by the Company’s Registration Statement on Form S-1 (No. 333-187372). | |||||||||||||||||||||
Immediately prior to the consummation of the initial public offering, all shares of the Company’s then-outstanding convertible preferred stock and accumulated dividends automatically converted into an aggregate of 13,351,902 shares of common stock, inclusive of accumulated dividends. | |||||||||||||||||||||
Issuances | |||||||||||||||||||||
On December 27, 2010, the Company issued 9,999,999 shares of Series A convertible preferred stock (the “Series A Preferred Stock”) at an issuance price equal to $1.00 per share and received gross proceeds of $10,000. In connection with the Series A Preferred Stock financing, the Company paid issuance costs totaling $49. | |||||||||||||||||||||
On December 27, 2010, the Company issued a total of 2,750,000 shares of Series A-1 convertible preferred stock (the “Series A-1 Preferred Stock”) to RaQualia at an issuance price equal to $2.00 per share and received gross proceeds of $5,500. Simultaneously, the Company used these proceeds as partial consideration to purchase intellectual property rights from RaQualia for $7,350 (Note 11). The fair value of these shares on the date of issuance was $1.70 per share for a total fair value of $4,675. Both the purchase of intellectual property rights and the sale of Series A-1 Preferred Stock, while subject to separate legal agreements, were executed in contemplation of each other. Accordingly, the Series A-1 Preferred Stock was recorded on the balance sheet at its fair value of $4,675, less issuance costs of $13, and the $825 of excess cash proceeds received from RaQualia over the fair value of the Series A-1 Preferred Stock was recorded as a reduction of the purchase price of the intellectual property purchased from RaQualia (which had the effect of reducing the in-process research and development expense recorded in the statement of operations), as the Series A-1 Preferred Stock was issued upon the simultaneous purchase of the intellectual property. The Company recorded a net charge of $6,525 to in-process research and development expense in the statement of operations to reflect the $7,350 consideration paid offset by the $825 excess of the cash proceeds received over the fair value of the shares. | |||||||||||||||||||||
The Series A-1 Preferred Stock does not have voting rights; however, it entitles the holder to a liquidation preference equal to the $2.00 original issue price per share, plus any declared and unpaid dividends. The holders of the Series A-1 Preferred Stock are entitled to receive their liquidation preference only after the holders of the Series A Preferred Stock have received their liquidation preference in full. The Series A Preferred Stock was issued at an original price per share of $1.00. As 60% of the Series A shares were issued to new investors, the $1.00 per share price was deemed to be the fair value of the Series A Preferred Stock at issuance. The Series A Preferred Stock has voting rights and entitles the holder to a liquidation preference equal to the original purchase price of $1.00 per share, plus accumulated and unpaid cumulative cash dividends, which accrue at a rate of 8% per annum, compounded annually. While the Series A-1 Preferred Stock is non-voting and junior in preference to the Series A Preferred Stock, it has a liquidation preference that is greater than that of the Series A Preferred Stock. Based on these differences, the Company determined the fair value of the Series A-1 Preferred Stock at issuance to be $1.70 per share, which was less than the $2.00 original issuance price. | |||||||||||||||||||||
On November 1, 2011 and December 2, 2011, the Company issued 2,500,000 and 70,833 shares of Series B convertible preferred stock, respectively (the “Series B Preferred Stock”), at an issuance price equal to $3.00 per share and received gross proceeds of $7,713. In connection with the 2011 Series B Preferred Stock financings, the Company paid issuance costs totaling $171. On February 15, 2012, the Company issued an additional 2,570,834 shares of the Series B Preferred Stock at an issuance price of $3.00 and received gross proceeds of $7,712. In connection with the 2012 Series B Preferred Stock financing, the Company paid issuance costs totaling $13. | |||||||||||||||||||||
On December 28, 2012, the Company issued 2,349,541 shares of Series C convertible preferred stock (the “Series C Preferred Stock”) at an issuance price of $4.00 per share and received gross proceeds of $9,398, which included a shareholder receivable of $650. The $650 of proceeds not received from the Series C shareholders is recorded as a receivable in the Company’s balance sheet at December 31, 2012. The Company subsequently received a cash payment related to these proceeds in January 2013. In connection with the Series C Preferred Stock financing, the Company paid issuance costs totaling $55. | |||||||||||||||||||||
On January 30, 2013, the Company closed a second tranche of Series C Preferred Stock financing and issued 650,459 shares at a purchase price of $4.00 per share for gross proceeds of $2,602. In connection with the Series C Preferred Stock financing, the Company paid issuance costs totaling $8. The rights and preferences of the Series C Preferred Stock issued in January 2013 are identical to the rights and preferences of the Series C Preferred Stock issued on December 28, 2012 (Note 12). | |||||||||||||||||||||
On February 11, 2013, the Company closed a third tranche of Series C Preferred Stock financing and issued 43,112 shares at a purchase price of $4.00 per share for gross proceeds of $172. In connection with the Series C Preferred Stock financing, the Company paid issuance costs totaling $1. The rights and preferences of the Series C Preferred Stock issued in February 2013 are identical to the rights and preferences of Series C Preferred Stock issued on December 28, 2012 (Note 12). | |||||||||||||||||||||
On May 22, 2013, the Company effected a 1-for-1.662 reverse stock split of its issued and outstanding shares of common stock and a proportional adjustment to the conversion ratio for each series of Convertible Preferred Stock (Note 12). Accordingly, all share and per share amounts for all periods presented in these consolidated financial statements and notes thereto have been adjusted retroactively, where applicable, to reflect the reverse stock split and adjustment of the preferred share conversion ratios. | |||||||||||||||||||||
Issuance costs incurred in the Series A, Series A-1, Series B and Series C Preferred Stock financings were recorded as a reduction to gross proceeds. | |||||||||||||||||||||
Conversion Rights | |||||||||||||||||||||
Optional Conversion | |||||||||||||||||||||
The shares of Series A, Series A-1, Series B and Series C Preferred Stock were convertible into shares of common stock at the option of the shareholders at any time after the date of issuance. Each share of Preferred Stock would be converted into shares of common stock at the applicable Series A, Series A-1, Series B and Series C conversion rate then in effect, which is calculated by dividing the original issue price by the respective conversion price. The conversion prices for Series A, Series A-1, Series B and Series C Preferred Stock was equal to $1.662 per share, $3.324 per share, $4.986 per share and $6.648 per share, respectively, and was subject to adjustments as set forth in the Company’s Certificate of Incorporation, as amended. As such, as of December 31, 2012, the shares of the Series A, Series A-1, Series B and Series C Preferred Stock were all convertible into shares of common stock on a 1-for-0.601685 basis. | |||||||||||||||||||||
Automatic Conversion | |||||||||||||||||||||
Each share of Preferred Stock would automatically be converted into shares of common stock: (i) at any time upon the affirmative election of the holders of at least 75% of the then-outstanding shares of Series A Preferred Stock, or (ii) immediately upon closing of an underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, covering the offer and sale of common stock on the NASDAQ Global Market or New York Stock Exchange in which (1) the per share price is at least $9.00 (as adjusted for any stock dividends, combinations, splits, recapitalizations and the like) and (2) the aggregate offering proceeds from the offering are at least $40,000. The conversion prices and rates for each series of Preferred Stock were the same in the event of an automatic conversion as they would have been in the event of an optional conversion. | |||||||||||||||||||||
Upon both an automatic conversion and an optional conversion, the board of directors could have elected to either pay any accumulated and unpaid dividends in cash or convert those dividends into additional shares of common stock to be determined by dividing each stockholder’s accumulated and unpaid dividends by the fair value of the Company’s common stock on the date of conversion, as determined by the board of directors. | |||||||||||||||||||||
Redemption Rights | |||||||||||||||||||||
There were no redemption rights afforded the holders of Series A, Series A-1, Series B and Series C Preferred Stock. The holders of Preferred Stock had liquidation rights in the event of a deemed liquidation that, in certain situations, was not solely within the control of the Company. Therefore, the Series A, Series A-1, Series B and Series C Preferred Stock were classified outside of stockholders’ deficit. | |||||||||||||||||||||
Reissuance | |||||||||||||||||||||
Any shares of Series A, Series A-1, Series B or Series C Preferred Stock that are converted into common stock will be canceled and will not be reissued by the Company. |
Common_Stock
Common Stock | 12 Months Ended |
Dec. 31, 2013 | |
Equity [Abstract] | ' |
Common Stock | ' |
13. Common Stock | |
As of December 31, 2013, there were 23,425,487 shares of the Company’s common stock outstanding, net of 672,251 shares of unvested restricted common stock. | |
Authorized Common Stock | |
In February 2013, the board of directors of the Company approved an amendment of the Company’s Certificate of Incorporation and increased the number of authorized shares of common stock to 25,041,667. On July 2, 2013, the Company increased the number of authorized shares of its common stock from 25,041,667 to 100,000,000, par value $0.001 per share. | |
Voting Rights | |
Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are entitled to receive dividends, as may be declared by the board of directors, if any. As of December 31, 2013 and 2012, the board of directors had not declared any dividends in any period. | |
Founder Shares | |
During the period from inception (December 1, 2010) to December 31, 2013, the Company sold 300,841 shares of common stock to its founders for cash proceeds of $500. | |
Stock-Based Awards | |
The Company issued common stock pursuant to the 2010 Equity Incentive Plan during the years ended December 31, 2013 and 2012 and the 2013 Incentive Award Plan for the year ended December 31, 2013 (Note 14). During the year ended December 31, 2013 the Company reacquired from its terminated employees 33,447 unvested shares of common that had been issued upon the exercise of a stock option prior to its vesting. During the year ended December 31, 2012, the Company did not reacquire from its terminated employees any unvested shares of common stock that had been issued upon the exercise of a stock option prior to its vesting. | |
Reverse Stock Split | |
On May 22, 2013, the Company effected a 1-for-1.662 reverse stock split of its issued and outstanding shares of common stock. No fractional shares were issued in connection with the reverse stock split. Accordingly, all share and per share amounts for all periods presented in these consolidated financial statements and notes thereto have been adjusted retroactively, where applicable, to reflect the reverse stock split. | |
Initial Public Offering | |
In July 2013, the Company completed the initial public offering of its common stock in which the Company issued and sold 6,612,500 shares of common stock at a public offering price of $6.00 per share. The Company received net proceeds of approximately $34,274 after deducting underwriting discounts and commissions of approximately $2,777 and other offering expenses of approximately $2,617. | |
Preferred Convertible Stock Conversion | |
On June 26, 2013, the holders of at least 75% of the then-outstanding shares of Series A Preferred Stock elected and consented to the automatic conversion of each outstanding share of Preferred Stock into shares of common stock immediately prior to the consummation of the public offering contemplated by the Company’s Registration Statement on Form S-1 (No. 333-187372). | |
Immediately prior to the consummation of the initial public offering, all shares of the Company’s then-outstanding convertible preferred stock and accumulated dividends automatically converted into an aggregate of 13,351,902 shares of common stock. | |
Vet Therapeutics Merger | |
On October 15, 2013, the Company completed the acquisition of Vet Therapeutics, in which the Company issued 624,997 shares of common stock to the former equity and stock option holders of Vet Therapeutics. The fair value of the common stock at time of the acquisition was determined to be $14,700. | |
Private Placement | |
On October 13, 2013, the Company completed a private placement in which the Company issued and sold 1,234,375 shares of its common stock for $16.00 an aggregate purchase price of $19,750, or $16.00 per share. | |
Public Offering | |
On February 3, 2014, the Company completed a public offering of its common stock in which the Company issued and sold 5,150,000 shares of common stock at a public offering price of $19.00 per share. The Company received net proceeds of approximately $90,507 after deducting underwriting discounts and commissions of approximately $5,871 and other offering expenses of approximately $1,472. |
StockBased_Awards
Stock-Based Awards | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Stock-Based Awards | ' | ||||||||||||||||
14. Stock-Based Awards | |||||||||||||||||
2010 Equity Incentive Plan | |||||||||||||||||
In 2010, the Company’s board of directors adopted the 2010 Equity Incentive Plan (the “2010 Plan”). The 2010 Plan provides for the Company to sell or issue common stock or restricted common stock and to grant incentive stock options or nonqualified stock options for the purchase of common stock with a maximum term of ten years to employees, members of the board of directors and consultants of the Company. No further awards will be granted from the 2010 Plan. | |||||||||||||||||
The 2010 Plan permits the exercise of stock options granted under the plan before the options are fully vested. If a stock option is early exercised in this circumstance, the issued common stock is subject to restrictions on the sale or transfer by the holder that lapse according to the vesting terms of the early-exercised stock option. Unvested shares may not be sold or transferred by the holder. In the event of termination of the holder’s employment, any unvested shares received upon early exercise are subject to repurchase by the Company, typically at the lesser of (1) the original purchase price per share or (2) the fair value of the common share on the date of termination. During the year ended December 31, 2012, the Company granted two restricted stock awards that were subject to repurchase at the greater of (1) the original purchase price per share or (2) the fair value of the common share on the date of termination. | |||||||||||||||||
Under the 2010 Plan, the Company has 90 days from the effective termination of the holder’s employment or service to repurchase unvested shares that are issued upon the exercise of a stock award prior to its vesting. If, after 90 days, the Company elects not to repurchase these unvested shares, the shares become vested in full. The Company would then apply modification accounting and any resulting compensation expense would be immediately recognized related to the award. Upon vesting, these shares would be considered issued and outstanding shares of common stock. | |||||||||||||||||
Retrospective Reassessment of the Fair Value of Common Stock | |||||||||||||||||
As required by the 2010 Plan, the exercise price for awards granted is not to be less than the fair market value of common stock as estimated by the Company’s board of directors as of the date of grant. The Company values its ordinary shares by taking into consideration its most recently available valuation of common stock performed by management and the board of directors as well as additional factors which may have changed since the date of the most recent contemporaneous valuation through the date of grant. Between October 4, 2012 and December 31, 2012, the board of directors granted stock options for the purchase of 87,241 shares of common stocks with a weighted-average exercise price of $0.40 per share based on its determination of the value of common stock as of the date of grant. On February 28, 2013, the board of directors approved the pursuit of an initial public offering of the Company’s common stock. As a result, in connection with the preparation of the Company’s financial statements for the year ended December 31, 2012, the Company reexamined, for financial reporting purposes only, the fair value of common stock during 2012. In connection with that reexamination, the Company determined that a retrospective valuation of the fair value of common stock as of October 4, 2012 was appropriate due to the acceleration of the timeframe to a potential liquidity event, the proposed initial public offering, which had not been contemplated in the original determination of the fair value of the Company’s stock options granted on or after October 4, 2012. Based on this analysis, the fair value of common stock was determined to be $1.06 at October 4, 2012 and $2.59 at December 22, 2012 and remained unchanged through December 31, 2012. As a result, the grant-date fair value of each of the awards granted on October 4, 2012 and October 23, 2012 was revalued to reflect an underlying common stock fair value of $1.06 and the grant-date fair value of each of the awards granted on December 22, 2012 was revalued to reflect an underlying common stock fair value of $2.59. The difference between the original estimated fair value and the reassessed fair value of the Company’s common stock is being, and will continue to be, recorded as additional compensation expense in the statement of operations over the requisite service periods. | |||||||||||||||||
Stock Options | |||||||||||||||||
During the years ended December 31, 2013 and 2012, the Company granted under the 2010 Plan stock options for the purchase of 231,445 and 588,775 shares of common stock, respectively, to certain employees, non-employee consultants and directors. The vesting conditions for most of these awards are time-based, and the awards typically vest 25% after one year and monthly thereafter for the next 36 months. Awards typically expire after 10 years. The 2010 Plan allows for the early exercise of unvested stock options subject to certain restrictions, including the ability of the Company to repurchase such options upon an option holder’s termination of employment with the Company if such options have not yet vested. | |||||||||||||||||
At the year ended December 31, 2013, 344,745 shares of restricted common shares issued due to early exercises were unvested and subject to repurchase. Early exercise is not considered an exercise for accounting purposes and, therefore, any payment for unvested shares is recognized as a liability at the original exercise price. As of December 31, 2013 and 2012, the liability related to the early exercise of awards was $132 and $158, respectively, and was recorded in other current liabilities and other long-term liabilities. During the year ended December 31, 2013, the Company repurchased 33,447 unvested shares from terminated employees. No shares were repurchased by the Company during the year ended December 31, 2012. | |||||||||||||||||
The following table summarizes stock option activity for the years ended December 31, 2013 and 2012: | |||||||||||||||||
SHARES | WEIGHTED | WEIGHTED | AGGREGATE | ||||||||||||||
ISSUABLE | AVERAGE | AVERAGE | INTRINSIC | ||||||||||||||
UNDER | EXERCISE | REMAINING | VALUE | ||||||||||||||
OPTIONS | PRICE | CONTRACTUAL | |||||||||||||||
TERM | |||||||||||||||||
(IN YEARS) | |||||||||||||||||
Outstanding as of December 31, 2012 | 564,636 | $ | 0.32 | 9 | $ | 1,286 | |||||||||||
Granted | 231,445 | 1.39 | |||||||||||||||
Exercised | (498,376 | ) | 0.31 | ||||||||||||||
Forfeited | (25,010 | ) | 0.4 | ||||||||||||||
Expired | (9,228 | ) | 0.43 | ||||||||||||||
Outstanding as of December 31, 2013 | 263,467 | $ | 1.25 | 8.94 | $ | 4,704 | |||||||||||
Options vested and expected to vest as of December 31, 2013 | 254,920 | $ | 1.24 | 8.94 | $ | 4,552 | |||||||||||
Options exercisable as of December 31, 2013 | 245,182 | $ | 0.92 | 8.91 | $ | 4,457 | |||||||||||
For the years ended December 31, 2013, 2012, and 2011, the weighted average grant date fair value of stock options granted was $2.48, $ .33 and $0.15, respectively. For the years ended December 31, 2013, 2012, and 2011, the total intrinsic value of options exercised was $4,840, $2,160 and $0 (no exercises occurred), respectively. For the years ended December 31, 2013, 2012 and 2011, the total fair value of awards vested during the period was $98, $85 and $0, respectively. The Company received cash proceeds of $153 and $266 from the exercise of stock options for the years ended December 31, 2013 and 2012, respectively, of which $97 and $266 were from the early exercise of stock options, respectively. | |||||||||||||||||
During August 2013, the Company modified two stock option awards granted to the Company’s former President, for the purchase of 269,817 shares of common stock in the aggregate. The modifications included the expiration of options to purchase 9,228 shares of common stock, and extended the expiration date of options from August 9, 2013 to January 31, 2014. No additional stock based compensation expense was recognized as a result of this modification. | |||||||||||||||||
Restricted Common Stock | |||||||||||||||||
The Company’s 2010 Plan provides for the award of restricted common stock. The Company has granted restricted common stock with time-based vesting conditions. Unvested shares of restricted common stock may not be sold or transferred by the holder. These restrictions lapse according to the time-based vesting. | |||||||||||||||||
During the years ended December 31, 2013 and 2012, the Company issued 76,496 and 58,013 shares respectively, of restricted common stock for no proceeds. The vesting of these awards is time-based, with terms between two and four years. During the year ended December 31, 2012, the Company also sold 347,238 shares of restricted common stock to an employee. The vesting of these shares is time-based, with terms between two and four years. The Company did not record compensation expense related to this award, as the shares were sold at fair value. | |||||||||||||||||
The restricted common stock awards issued in 2012, are subject to repurchase, such that the Company has the right, but not the obligation, to repurchase unvested shares upon the employee’s termination at the greater of (1) the original purchase price per share or (2) the fair value of the common share on the date of termination. The Company had concluded, that as of December 31, 2013, it is probable that one employee will be terminated. The Company, as part of the probable termination determined it would not exercise its repurchase right and the employee would receive all unvested restricted common shares at the termination of employment. For the other employee the Company concluded that it is not probable the individual will be terminated and that the repurchase right will become exercisable. As such, these restricted stock awards are classified as equity awards, and compensation expense related to them is equal to the excess, if any, of the fair value of the Company’s common stock on date of grant over the original purchase price per share, multiplied by the number of shares of restricted common stock issued. The restricted common stock awards issued in 2013, are subject to repurchase, such that the Company has the right, but not the obligation, to repurchase unvested shares upon the employee’s or non-employee director’s continuous service ending at the lesser of (1) the original purchase price per share or (2) the fair value of the common share on the date of termination. The Company has concluded, at each reporting date, that it is not probable that the employee’s and non-employee director’s continuous service will cease and that its repurchase right will become exercisable. As such, these restricted stock awards are classified as equity awards, and compensation expense related to them is equal to the excess, if any, of the fair value of the Company’s common stock on date of grant over the original purchase price per share, multiplied by the number of shares of restricted common stock issued. | |||||||||||||||||
SHARES | WEIGHTED | ||||||||||||||||
AVERAGE GRANT | |||||||||||||||||
DATE FAIR VALUE | |||||||||||||||||
Unvested restricted common stock as of December 31, 2012 | 390,209 | $ | 0.4 | ||||||||||||||
Restricted common stock issued | 76,496 | 2.59 | |||||||||||||||
Restricted common stock vested | (228,965 | ) | 0.7 | ||||||||||||||
Restricted common stock forfeited | — | — | |||||||||||||||
Unvested restricted common stock as of December 31, 2013 | 237,740 | $ | 0.82 | ||||||||||||||
For the years ended December 31, 2013, 2012, and 2011, the weighted average grant date fair value of restricted stock granted was $2.59, $0.40 and $0.00 (none issued) , respectively. For the years ended December 31, 2013, 2012, and 2011 the total fair value of restricted shares vested was $2,257, $6, and $0 (none vested) respectively. The Company received cash proceeds of $0 (none received), $139 and $0 (none issued) from the issuance of restricted common stock during the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||
As of December 31, 2013 and 2012, 237,740 and 390,209 shares of common stock related to restricted stock awards were unvested and subject to repurchase, respectively. | |||||||||||||||||
2013 Incentive Award Plan | |||||||||||||||||
In 2013, the Company’s Board of Directors adopted and stockholders approved the 2013 Incentive Award Plan (the “2013 Plan”) which became effective upon the effective date of the Company’s initial public offering. The 2013 Plan currently allows for the issuance of up to 983,250 shares of common stock, plus any additional shares represented by the 2010 Plan that are forfeited or lapse unexercised. The number of shares of common stock that may be issued under the plan is also subject to an annual increase on January 1 of each calendar year beginning in 2014 and ending in 2013, equal to the lesser of (i) 1,203,369 shares, (ii) 4% of the shares of common stock outstanding on the final day of the immediately preceding calendar year and (iii) and amount determined by the Board of Directors. As of December 31, 2013, there were 206,217 shares available for future grant under the 2013 Plan. On January 1, 2014 the annual increase was determined to be 963,909. | |||||||||||||||||
The 2013 Plan is administered by the Stock Option Committee of the Board of Directors, which selects the individuals eligible to receive awards, determines or modifies the terms and condition of the awards granted, accelerates the vesting schedule of any award and generally administers and interprets the 2013 Plan. The 2013 Plan permits the granting of incentive and nonqualified stock options, with terms of up to ten years and the granting of restricted stock, restricted stock units, performance stock awards, dividend equivalent rights, stock payments (i.e. unrestricted stock), and stock appreciation rights to employees, consultants, and non-employee directors. The 2013 Plan also provides for option grants to non-employee directors to automatically vest upon a change in control, as defined by the 2013 Plan. | |||||||||||||||||
Stock Options | |||||||||||||||||
During the year ended December 31, 2013, the Company granted under the 2013 Plan stock options for the purchase of 687,136 shares of common stock to certain employees and non-employee directors. The vesting conditions for most of these awards are time-based, and the awards typically vest 25% after one year and monthly thereafter for the next 36 months. Awards typically expire after 10 years. | |||||||||||||||||
The following table summarizes stock option activity for the year ended December 31, 2013: | |||||||||||||||||
SHARES | WEIGHTED | WEIGHTED | AGGREGATE | ||||||||||||||
ISSUABLE | AVERAGE | AVERAGE | INTRINSIC | ||||||||||||||
UNDER | EXERCISE | REMAINING | VALUE | ||||||||||||||
OPTIONS | PRICE | CONTRACTUAL | |||||||||||||||
TERM | |||||||||||||||||
Outstanding as of December 31, 2012 | — | $ | — | — | $ | — | |||||||||||
Granted | 687,136 | 15.3 | |||||||||||||||
Exercised | — | — | |||||||||||||||
Forfeited | (1,202 | ) | 6 | ||||||||||||||
Expired | — | — | |||||||||||||||
Outstanding as of December 31, 2013 | 685,934 | $ | 15.32 | 9.68 | $ | 4,151 | |||||||||||
Options vested and expected to vest as of December 31, 2013 | 639,102 | $ | 15.27 | 9.68 | $ | 3,892 | |||||||||||
Options exercisable as of December 31, 2013 | — | $ | — | — | $ | — | |||||||||||
For the year ended December 31, 2013, the weighted average grant date fair value of stock options granted was $9.16. For the year ended December 31, 2013, the total intrinsic value of options exercised was $0 (no exercises occurred). The Company received no cash proceeds during the year ended December 31, 2013 from stock option exercises. | |||||||||||||||||
Restricted Common Stock | |||||||||||||||||
The Company’s 2013 Plan provides for the award of restricted common stock. The Company has granted restricted common stock with time-based vesting conditions, with terms between several months and four years. Unvested shares of restricted common stock may not be sold or transferred by the holder. These restrictions lapse according to the time-based vesting. | |||||||||||||||||
The table below summarizes activity related to restricted stock for the year ended December 31, 2013: | |||||||||||||||||
SHARES | WEIGHTED | ||||||||||||||||
AVERAGE | |||||||||||||||||
GRANT | |||||||||||||||||
DATE FAIR | |||||||||||||||||
VALUE | |||||||||||||||||
Unvested restricted common stock as of December 31, 2012 | — | $ | — | ||||||||||||||
Restricted common stock issued | 91,099 | 18.91 | |||||||||||||||
Restricted common stock vested | (1,333 | ) | 8.17 | ||||||||||||||
Restricted common stock forfeited | — | — | |||||||||||||||
Unvested restricted common stock as of December 31, 2013 | 89,766 | $ | 19.07 | ||||||||||||||
For the year ended December 31, 2013, the weighted average grant date fair value of restricted common stock granted was $18.91. For the year ended December 31, 2013, the total fair value of restricted common stock vested was $25. The Company received no proceeds for any of the restricted common stock granted during the year ended December 31, 2013. | |||||||||||||||||
Stock-Based Compensation | |||||||||||||||||
The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of its publicly traded peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method as the Company has insufficient historical experience for option grants overall, rendering existing historical experience irrelevant to expectations for current grants. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. | |||||||||||||||||
The relevant data used to determine the value of the stock option grants is as follows, presented on a weighted average basis: | |||||||||||||||||
YEAR ENDED DECEMBER 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Risk-free interest rate | 1.59 | % | 0.9 | % | 1.94 | % | |||||||||||
Expected term (in years) | 6.1 | 6 | 5.8 | ||||||||||||||
Expected volatility | 66 | % | 67 | % | 67 | % | |||||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||
Compensation expense related to restricted stock granted to employees and non-employee directors is equal to the excess, if any, of the fair value of the Company’s common stock on date of grant over the original purchase price per share, multiplied by the number of shares of restricted common stock issued for employees. Compensation expense related to restricted stock granted to non-employee is equal to the excess, if any, of the fair value of the Company’s common stock on date of vesting over the original purchase price per share, multiplied by the number of shares of restricted common stock vesting. | |||||||||||||||||
The Company recognizes compensation expense for only the portion of awards that are expected to vest. In developing a forfeiture rate estimate, the Company has considered its historical experience to estimate pre-vesting forfeitures for service-based awards. The impact of a forfeiture rate adjustment will be recognized in full in the period of adjustment, and if the actual forfeiture rate is materially different from the Company’s estimate, the Company may be required to record adjustments to stock-based compensation expense in future periods. | |||||||||||||||||
The Company recorded stock-based compensation expense related to stock options and restricted stock for the years ended December 31, 2013, 2012 and 2011 as follows: | |||||||||||||||||
YEAR ENDED DECEMBER 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Research and development | $ | 419 | $ | 11 | $ | 10 | |||||||||||
General and administrative | 606 | 95 | 16 | ||||||||||||||
$ | 1,025 | $ | 106 | $ | 26 | ||||||||||||
The Company had an aggregate of $6,475 and $1,715 of unrecognized stock-based compensation expense for options outstanding and restricted stock awards, respectively, as of December 31, 2013, which is expected to be recognized over a weighted average period of 3.58 years. |
Net_Loss_Per_Share
Net Loss Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Net Loss Per Share | ' | ||||||||||||
15. Net Loss Per Share | |||||||||||||
Basic and diluted net loss per share attributable to common stockholders was calculated as follows for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
YEAR ENDED DECEMBER 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Numerator: | |||||||||||||
Net Loss | $ | (4,287 | ) | $ | (11,636 | ) | $ | (3,464 | ) | ||||
Unaccreted dividends on convertible preferred stock | — | (2,035 | ) | (1,178 | ) | ||||||||
Net loss attributable to common stockholders | $ | (4,287 | ) | $ | (13,671 | ) | $ | (4,642 | ) | ||||
Denominator: | |||||||||||||
Weighted average shares outstanding—basic and diluted | 11,059,382 | 395,918 | 300,841 | ||||||||||
Net loss per share attributable to common stockholders—basic and diluted(1) | $ | (0.39 | ) | $ | (34.53 | ) | $ | (15.43 | ) | ||||
(1) | All per share amounts and shares outstanding for all periods reflect the 1-for-1.662 reverse stock split, which was effective May 22, 2013. | ||||||||||||
Stock options for the purchase of 1,294,146, 952,957 and 1,040,307 shares of common stock were excluded from the computation of diluted net loss per, share attributable to common stockholders for the years ended December 31, 2013, 2012 and 2011, respectively, because those options had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the period. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||||||
16. Commitments and Contingencies | |||||||||||||||||||||||||
Operating Leases | |||||||||||||||||||||||||
Future minimum lease payments for operating leases as of December 31, 2013 are as follows: | |||||||||||||||||||||||||
YEAR ENDING DECEMBER 31, | |||||||||||||||||||||||||
2014 | $ | 137 | |||||||||||||||||||||||
2015 and thereafter | 103 | ||||||||||||||||||||||||
Total | $ | 240 | |||||||||||||||||||||||
The Company leases facilities and certain operating equipment under operating expiring through 2016. The Company incurred rent expense of $177, $158 and $84 for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||
Contingent Consideration Obligations | |||||||||||||||||||||||||
The Company determines the acquisition date fair value of the contingent consideration obligation based on a probability-weighted approach derived from the overall likelihood of achieving certain specified future milestones, such as certain regulatory and manufacturing milestones. The fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement (Note 3), as defined in fair value measurement accounting. The resultant probability-weighted earn-out payments are discounted using a discount rate based upon the Company’s current borrowing rate. At each reporting date, the Company revalues the contingent consideration obligations to the reporting date fair values and record increases and decreases in the fair values as income or expense in the consolidated statements of operations. | |||||||||||||||||||||||||
Increases or decreases in the fair values of the contingent consideration obligations may result from changes in discount periods and rates, changes in the timing and amount of earn-out criteria and changes in probability assumptions with respect to the likelihood of achieving the various earn-out criteria. | |||||||||||||||||||||||||
The Company has a contractual contingent purchase price consideration obligation related to acquisitions, as follows (in thousands): | |||||||||||||||||||||||||
Acquisition | Acquisition Date | Acquisition | Maximum | Remaining | Estimated | Payments | |||||||||||||||||||
Date Fair | Remaining | Earn-out | Fair Value | made | |||||||||||||||||||||
Value | Earn-out | Period | as of | during 2013 | |||||||||||||||||||||
Potential | as of | December 31, | |||||||||||||||||||||||
as of | December 31, | 2013 | |||||||||||||||||||||||
December 31, | 2013 | ||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Vet Therapeutics | October 15, 2013 | $ | 3,810 | $ | 5,000 | — | $ | 4,115 | $ | — | |||||||||||||||
$ | 5,000 | $ | 4,115 | $ | — | ||||||||||||||||||||
Litigation and Contingencies Related to Use of Intellectual Property | |||||||||||||||||||||||||
From time to time, the Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. The Company currently is not a party to any threatened or pending litigation. However, third parties might allege that the Company or its licensors are infringing their patent rights or that the Company is otherwise violating their intellectual property rights. Such third parties may resort to litigation against the Company or its licensors, which the Company has agreed to indemnify. With respect to some of these patents, the Company expects that it will be required to obtain licenses and could be required to pay license fees or royalties, or both. These licenses may not be available on acceptable terms, or at all. A costly license, or inability to obtain a necessary license, could have a material adverse effect on the Company’s financial condition, results of operations or cash flows. The Company accrues contingent liabilities when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. | |||||||||||||||||||||||||
Indemnification Agreements | |||||||||||||||||||||||||
In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to customers, vendors, lessors, business partners, and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements, from services to be provided by the Company, or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, not readily quantifiable. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company does not believe that the outcome of any claims under indemnification arrangements will have a material effect on its financial position, results of operations or cash flows, and it has not accrued any liabilities related to such obligations in its consolidated financial statements as of December 31, 2013 or 2012. |
Business_Combinations
Business Combinations | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Business Combinations | ' | ||||||||
17. Business Combinations | |||||||||
Acquisitions | |||||||||
Vet Therapeutics | |||||||||
On October 15, 2013, the Company acquired Vet Therapeutics, a San Diego, California based company with a proprietary antibody-based biologics platform. This acquisition further expanded the existing Company pipeline and will significantly accelerate Aratana’s pathway toward becoming a commercial-stage pet therapeutics company. The preliminary aggregate purchase price was approximately $51,515, which consisted of $30,005 in cash, 624,997 shares of Aratana’s common stock with an acquisition date fair value of $14,700, a promissory note in the principal amount of $3,000 with a maturity date of December 31, 2014, and a contingent consideration of up to $5,000 with an acquisition fair value of $3,810. The promissory note bears interest at a rate of 7% per annum, payable quarterly in arrears, and is subject to prepayment in the event of specified future equity financings by the Company. The Company could have to pay up to $5,000 in contingent cash consideration in connection with the achievement of certain regulatory and manufacturing milestones for AT-004. | |||||||||
Included in the Company’s consolidated statements of operations for the year end December 31, 2013 is revenue totaling approximately $123 related to Vet Therapeutics. The amount of goodwill from this acquisition is not deductible for tax purposes. | |||||||||
The acquisition date fair value of the consideration transferred to the sellers of Vet Therapeutics, less cash acquired, was $51,503, which consisted of the following: | |||||||||
Cash consideration | $ | 30,005 | |||||||
Fair value of Merger Shares | 14,700 | ||||||||
Fair value of promissory note | 3,000 | ||||||||
Fair value of contingent consideration | 3,810 | ||||||||
Fair value of total consideration | 51,515 | ||||||||
Less cash acquired | (12 | ) | |||||||
Total consideration transferred, net of cash acquired | $ | 51,503 | |||||||
Fair Value of Merger Shares: The Company agreed to transfer 624,997 unregistered shares of its common stock without registration rights to former Vet Therapeutics stock and option holders. On October 15, 2013, the closing date of the Vet Merger, the fair market value of Aratana’s publicly traded common stock was $27.67 per share. In order to determine the fair value of consideration transferred to Vet Therapeutics stock and option holders related to the Merger Shares, the Company applied a discount for the lack of marketability of 15% to the Company’s closing stock price on the closing date of the Vet Merger to account for the lack of access to an active public market for these shares. This resulted in aggregate purchase consideration related to the Merger Shares of $14,700. | |||||||||
Fair Value of Contingent Consideration: The Company agreed to pay up to $5,000 in contingent cash consideration in connection with the achievement of certain regulatory and manufacturing milestones for AT-004. Contingent consideration is recorded as a liability and measured at fair value using a discounted cash flow model utilizing significant unobservable inputs, including the probability of achieving each of the potential milestones and an estimated discount rate commensurate with the risks of the expected cash flows attributable to the milestones. This resulted in aggregate contingent purchase consideration of $3,810. Significant increases or decreases in any of the probabilities of success would result in a significantly higher or lower fair value, respectively, and commensurate changes to this liability. The fair value of contingent consideration and the associated liability will be adjusted to fair value at each reporting date until actual settlement occurs, with the changes in fair value reflected in earnings. | |||||||||
The acquisition of Vet Therapeutics was accounted for as a business combination under the acquisition method of accounting. Accordingly, the assets acquired and liabilities assumed were recorded at fair value with the remaining purchase price recorded as goodwill. The assets acquired and the liabilities assumed from Vet Therapeutics have been recorded at their fair values at the date of acquisition, being October 15, 2013. The Company’s consolidated financial statements and results of operations include the results of Vet Therapeutics from October 16, 2013. | |||||||||
In the year ended December 31, 2013 the Company incurred expenses totaling $1,369 relating to the Vet Therapeutics acquisition, which was recorded within general and administrative expenses in the Company’s consolidated statement of operations. | |||||||||
The Company has preliminarily valued the acquired assets and assumed liabilities based on their estimated fair values. These estimates are subject to change as additional information becomes available, including finalization of certain tax matters and finalization of the working capital adjustment. The preliminary fair values included in the balance sheet as of December 31, 2013 are based on the best estimates of management. The completion of the valuation may result in adjustments to the carrying value of Vet Therapeutics’ assets and liabilities, revision of useful lives of intangibles assets, the determination of any residual amount that will be allocated to goodwill and the related tax effects. The related amortization of acquired assets is also subject to revision based on the final valuation. Any adjustments to the preliminary fair values will be made as soon as practicable but no later than one year from the October 15, 2013 acquisition date. | |||||||||
The Company’s preliminary allocation of the purchase price to the assets acquired and liabilities assumed was as follows: | |||||||||
Cash | $ | 12 | |||||||
Inventory | 173 | ||||||||
Other current assets | 5 | ||||||||
Property, plant and equipment | 73 | ||||||||
Other long-term assets | 3 | ||||||||
Identifiable intangible assets | 46,520 | ||||||||
Accounts payable and accrued expenses | (273 | ) | |||||||
Deferred revenue | (55 | ) | |||||||
Deferred tax liabilities, net | (15,739 | ) | |||||||
Total identifiable net assets | 30,720 | ||||||||
Goodwill | 20,796 | ||||||||
Total net assets acquired | 51,515 | ||||||||
Less: | |||||||||
Merger shares | 14,700 | ||||||||
Promissory note | 3,000 | ||||||||
Contingent consideration | 3,810 | ||||||||
Cash paid | $ | 30,005 | |||||||
The following are the intangible assets acquired by drug program and their estimated useful lives as of the date of the acquisition: | |||||||||
FAIR VALUE | USEFUL LIFE | ||||||||
AT-004 (Antibody for B-cell lymphoma) | $ | 36,440 | 20 years | ||||||
AT-005 (Antibody for T-cell lymphoma) | 10,080 | 20 years | |||||||
Total intangible assets subject to amortization | $ | 46,520 | |||||||
The identifiable intangible assets recognized by the Company as a result of the Vet Therapeutics acquisition relate to Vet Therapeutics’ technology, and consist primarily of its intellectual property related to Vet Therapeutics’ B-cell and T-cell antibodies, and the estimated net present value of future cash flows from commercial agreements related to the B-cell technology. | |||||||||
The Vet Therapeutics B-cell technology, which is now referred to as AT-004, was valued using the discounted cash flow method, a form of the income approach, which incorporates the estimated royalty income and milestone payments to be generated from this technology. The estimated cash flows are then discounted to present value. Accordingly, the primary components of this method consist of the determination of cash flows, the probability of achieving and the anticipated timing of the milestone payments, and an appropriate rate of return. | |||||||||
The Vet Therapeutics T-cell technology, which was considered in-process research and development at the acquisition date and which is now referred to as AT-005, was valued using a multi-period excess earnings method, a form of the income approach, which incorporates the estimated future cash flows to be generated from this technology. Excess earnings are the earnings remaining after deducting the market rates of return on the estimated values of contributory assets, including debt-free net working capital, tangible, and intangible assets. The excess earnings are thereby calculated for each year of a multi-year projection period and discounted to present value. Accordingly, the primary components of this method consist of the determination of excess earnings and an appropriate rate of return. | |||||||||
For the B-cell technology, the Company will recognize straight-line amortization expense over the estimated useful life of the asset. The Company will not amortize the asset related to the T-cell technology until commercialization has been achieved. | |||||||||
The difference between the total consideration and the fair value of the net assets acquired of $20,796 was recorded to Goodwill in the consolidated balance sheet. This goodwill represents the excess of the purchase price over the fair value of the tangible and identifiable intangible assets acquired and liabilities assumed, principally representing the tax attributes of the acquisition and certain operational and strategic synergies such as advancement toward becoming a commercial company and acquiring a proprietary antibody-based biologics platform focused on the treatment of lymphoma. | |||||||||
Pro forma financial information | |||||||||
The following pro forma financial information summarizes the combined results of operations for the Company as though the acquisition of Vet Therapeutics occurred on January 1, 2012. The unaudited pro forma financial information is as follows: | |||||||||
UNAUDITED | |||||||||
YEAR ENDED DECEMBER 31, | |||||||||
2013 | 2012 | ||||||||
Revenue | $ | 1,720 | $ | 160 | |||||
Net loss | $ | (13,469 | ) | $ | (10,303 | ) | |||
Net loss attributable to common stockholders | $ | (13,469 | ) | $ | (12,338 | ) | |||
The pro forma financial information for all periods presented has been calculated after adjusting the results of the Company and Vet Therapeutics to reflect the business combination accounting effects resulting from these acquisitions including the amortization expenses from acquired intangible assets, the deprecation expenses from acquired tangible assets, the stock-based compensation expense for unvested stock options and restricted stock units assumed and the related tax effects as though the acquisition occurred as of January 1, 2012. The pro forma financial information is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the Company’s 2012 fiscal year. | |||||||||
Okapi Sciences | |||||||||
In January 2014, the Company acquired Okapi Sciences (Note 20), a Leuven, Belgium based company with a proprietary antiviral platform and five clinical/development state product candidates. This acquisition further expanded the existing Company pipeline. The preliminary aggregate purchase price was approximately $43,965, which consisted of $13,910 in cash, a promissory note in the principal amount of $14,889 with a maturity date of December 31, 2014, and a contingent consideration of up to $16,308 with an acquisition fair value of $15,166. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Income Taxes | ' | ||||||||
18. Income Taxes | |||||||||
In all periods presented, all income before income taxes was sourced from the U.S. The components of the income tax benefit (provisions) from operations are as follows: | |||||||||
YEAR ENDED DECEMBER 31, | |||||||||
2013 | 2012 | ||||||||
Current: | $ | $ | |||||||
Federal | — | — | |||||||
State | — | — | |||||||
Deferred: | — | — | |||||||
Federal | 12,996 | — | |||||||
State | 2,459 | — | |||||||
$ | 15,455 | $ | — | ||||||
A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows: | |||||||||
YEAR ENDED DECEMBER 31, | |||||||||
2013 | 2012 | ||||||||
Federal statutory income tax rate | 34 | % | 34 | % | |||||
State income taxes, net of federal tax benefit | 7.1 | 2.6 | |||||||
Non-deductible expenses | (2.4 | ) | — | ||||||
Research credits | 0.9 | 0 | |||||||
Losses benefitted/(not benefitted) | 38.9 | (36.6 | ) | ||||||
Total | 78.5 | % | 0 | % | |||||
Net deferred tax assets as of December 31, 2013 and 2012 consisted of the following: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Net operating loss carry forwards | $ | 3,180 | $ | 388 | |||||
Capitalized start-up costs | 3,751 | 1,328 | |||||||
Tax credit carryforwards | 784 | 71 | |||||||
Other temporary differences | 1,421 | 479 | |||||||
Capitalized research and development, net | 5,788 | 3,192 | |||||||
Intangibles, net | — | 2,605 | |||||||
Depreciation | — | 2 | |||||||
Total deferred tax assets | 14,924 | 8,065 | |||||||
Valuation allowance | (417 | ) | (8,065 | ) | |||||
Net deferred tax assets | 14,507 | — | |||||||
Intangibles, net | (14,776 | ) | — | ||||||
Depreciation | (16 | ) | — | ||||||
Total deferred tax liabilities | (14,792 | ) | — | ||||||
Net deferred tax liability | $ | (285 | ) | $ | — | ||||
As of December 31, 2013, the Company had net operating loss carryforwards for federal and state income tax purposes of $12,832 and $12,846, respectively, which begin to expire in fiscal year 2031 and 2021, respectively. The Company also has available research and development tax credit carryforwards for federal and state income tax purposes of $524 and $394, respectively, which begin to expire in fiscal year 2031 and until utilized, respectively. Approximately $4,712 of the of the federal and $5,040 of the state net operating loss carryforwards was generated from excess tax deductions from share-based payments, the tax benefit of which would be credited to additional paid-in capital when the deductions reduce cash taxes payable. | |||||||||
During 2012, management of the Company evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets, which were comprised principally of net operating loss carryforwards and research and development credits. Under the applicable accounting standards, management considered the Company’s history of losses and concluded that it was more likely than not that the Company would not recognize the benefits of net federal and state deferred tax assets. Accordingly, a full valuation allowance of $8,065, was established at December 31, 2012. During 2013, as a result of the acquisition of Vet Therapeutics, the Company recorded approximately $15,740 of net deferred tax liability, primarily related to the step-up of intangible assets for book purposes. The taxable temporary difference from the acquisition is considered as a source of taxable income in determining the realizability of the Company’s deferred tax assets. The Company recognized a deferred tax benefit of approximately $15,455 due to a release of the valuation allowance against net federal deferred tax assets of $7,462, change in the state valuation allowance of $186, and current year recording of deferred tax assets in 2013 of $6,693. At December 31, 2013, the Company has a valuation allowance of $417 established against its state deferred tax assets. | |||||||||
Utilization of the net operating loss and research and development credit carryforwards may be subject to a substantial annual limitation under Section 382 of the Internal Revenue Code of 1986 due to ownership change limitations that have occurred previously or that could occur in the future. These ownership changes may limit the amount of net operating loss and research and development credit carryforwards that can be utilized annually to offset future taxable income and tax, respectively. The Company has not completed a study to assess whether an ownership change has occurred, or whether there have been multiple ownership changes since its formation, due to significant complexity and related costs associated with such a study. | |||||||||
Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2013 and 2012 were as follows: | |||||||||
YEAR ENDED DECEMBER 31, | |||||||||
2013 | 2012 | ||||||||
Valuation allowance as of beginning of year | $ | 8,065 | $ | 3,812 | |||||
Decreases recorded as income tax benefit | 7,648 | — | |||||||
Increases recorded as income tax expense | — | 4,253 | |||||||
Valuation allowance as of end of year | $ | 417 | $ | 8,065 | |||||
The Company has not recorded any amounts for unrecognized tax benefits as of December 31, 2013 and 2012. The Company will recognize interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2013 and 2012, the Company had no accrued interest or penalties related to uncertain tax positions and no amounts have been recognized in the Company’s consolidated statements of operations. | |||||||||
The Company files tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal and state jurisdictions, where applicable. There are currently no pending income tax examinations. The Company’s tax years are still open under statute from 2010 to the present. The Company’s policy is to record interest and penalties related to income taxes as part of its income tax provision. | |||||||||
On January 2, 2013, the American Taxpayer Relief Act of 2012 was signed into law reinstating the federal research and development credit for the 2012 and 2013 years. Under the accounting guidance on this topic, the effects are recognized as a component of income tax expense or benefit from continuing operations in the financial statements for the interim or annual period that includes the enactment date. The deferred benefit recorded in 2013 related to the 2012 federal research and development credit was $37. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
19. Related Party Transactions | |
MPM Asset Management, LLC | |
The Company entered into consulting agreements for business management activities with certain members of the Company’s board of directors. Consulting fees paid for the years ended December 31, 2013 and December 31, 2012 were $56 and $51 respectively. In September 2013, the Company terminated this services agreement. | |
The Company has entered into a services agreement to sublease office space (Heartland House in Kansas City, Kansas) and receive office related services from MPM Asset Management, LLC, an affiliate of two of the Company’s principal stockholders. Rent paid in each of the years ended December 31, 2013 and December 31, 2012 was $59 and $42, respectively. | |
The Company leases office space (Boston) and receives certain office-related services. The term of the agreement was from February 9, 2013 through December 31, 2013. Rent and services paid in the year ended December 31, 3013 was $52. | |
MPM Heartland House, LLC | |
The Company leases its corporate headquarters office space in Kansas City, Kansas from MPM Heartland House, LLC, a company in which the current Chief Executive Officer and President of the Company, also a director of the Company, is the principal owner (Note 16). Rent paid for the years ended December 31, 2013 and December 31, 2012 were $60 and $26, respectively. The current lease period is from May 1, 2013 to September 30, 2015. The rent payable under the lease is $63 per year. The Company believes the terms of the lease agreement with MPM Heartland House are no less favorable than those that the Company could have obtained from an unaffiliated third party. | |
Indemnification Agreements | |
The Company has entered into indemnification agreements with each of its directors and executive officers. These agreements, among other things, require the Company or will require the Company to indemnify each director (and in certain cases their related venture capital funds) and executive officer to the fullest extent permitted by Delaware law, including indemnification of expenses such as attorneys’ fees, judgments, fines and settlement amounts incurred by the director or executive officer in any action or proceeding, including any action or proceeding by or in right of the Company, arising out of the person’s services as a director or executive officer. | |
Policies and Procedures for Related Party Transactions | |
The Company’s board of directors has adopted a written related person transaction policy, setting forth the policies and procedures for the review and approval or ratification of related-person transactions. This policy covers, with certain exceptions set forth in Item 404 of Regulation S-K under the Securities Act, any transaction, arrangement or relationship, or any series of similar transactions, arrangements or relationships, in which the Company was or will be a participant, where the amount involved exceeds $120,000 in any fiscal year and a related person had, has or will have a direct or indirect material interest. In reviewing and approving any such transactions, the Company’s audit committee is tasked to consider all relevant facts and circumstances, including, but not limited to, whether the transaction is on terms comparable to those that could be obtained in an arm’s length transaction and the extent of the related person’s interest in the transaction. All of the transactions described in this section occurred prior to the adoption of this policy. |
Subsequent_Events
Subsequent Events | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Subsequent Events [Abstract] | ' | ||||||||
Subsequent Events | ' | ||||||||
20. Subsequent Events | |||||||||
Acquisition of Okapi Sciences | |||||||||
Okapi Sciences | |||||||||
In January 2014, the Company acquired Okapi Sciences, a Leuven, Belgium based company with a proprietary antiviral platform and five clinical/development state product candidates. This acquisition further expanded the existing Company pipeline. The preliminary aggregate purchase price was approximately $43,965, which consisted of $13,910 in cash, a promissory note in the principal amount of $14,889 with a maturity date of December 31, 2014, and a contingent consideration of up to $16,308 with an acquisition fair value of $15,166. The promissory note bore interest at a rate of 7% per annum, payable quarterly in arrears, with a maturity date of December 31, 2014, and was subject to mandatory prepayment in the event of a specified equity financing by the Company. The promissory note was paid in full after the closing of the Company’s public offering of common stock that closed on February 3, 2014. Subsequent to the equity offering this consideration was paid in cash in the amount of $15,236. | |||||||||
The acquisition-date fair value of the consideration transferred to the sellers of Okapi Sciences, less cash acquired, was $43,238, which consisted of the following: | |||||||||
Cash consideration | $ | 13,910 | |||||||
Fair value of promissory note | 14,889 | ||||||||
Fair value of contingent consideration | 15,166 | ||||||||
Fair value of total consideration | 43,965 | ||||||||
Less cash acquired | (727 | ) | |||||||
Total consideration transferred, net of cash acquired | $ | 43,238 | |||||||
Fair Value of Contingent Consideration: The Company agreed to pay up to $16,308 on or prior to April 7, 2014, subject to mandatory prepayment in cash in the event of a specified future equity financing, provided that if not paid in cash by April 7, 2014, payment shall be made in the form of shares of Aratana common stock-based on the average closing price of the Company’s common stock during the 10-trading day period ending April 4, 2014, subject to a maximum of 1,060,740 shares and a minimum of 707,160 shares. This contingent consideration is recorded as a liability and measured at fair value using probability-weighted model utilizing significant observable and unobservable inputs, including the volatility in the market price of the Company’s common stock, the expected probability of settling the contingent consideration in either cash or shares and an estimated discount rate commensurate with the risks of these outcomes. The analysis resulted in a preliminary estimated fair value of contingent consideration of $15,166. This estimate is preliminary, subject to finalization of the Company’s determination of the fair value of the contingent consideration liability as of the closing date. Significant increases or decreases in any of the probabilities of the settlement method and stock price volatility would result in a significantly higher or lower fair value, respectively, and commensurate changes to this liability. The fair value of contingent consideration and the associated liability will be adjusted to fair value at each reporting date until actual settlement occurs, with the changes in fair value reflected in earnings. | |||||||||
The Okapi Sciences acquisition will be accounted for as purchase business combination. The assets acquired and the liabilities assumed from Okapi Sciences will be recorded at their fair values at the date of acquisition, being January 6, 2014. | |||||||||
The Company has preliminarily valued the acquired assets and assumed liabilities based on their estimated fair values. These estimates are subject to change as additional information becomes available, including finalization of certain tax matters and finalization of the working capital adjustment. The completion of the valuation may result in adjustments to the carrying value of Vet Therapeutics’ assets and liabilities, revision of useful lives of intangibles assets, the determination of any residual amount that will be allocated to goodwill and the related tax effects. The related amortization of acquired assets is also subject to revision based on the final valuation. Any adjustments to the preliminary fair values will be made as soon as practicable but no later than one year from the January 6, 2014 acquisition date. | |||||||||
The Company’s preliminary allocation of the purchase price to the assets acquired and liabilities assumes was as follows: | |||||||||
Cash | $ | 727 | |||||||
Accounts receivable | 72 | ||||||||
Prepaid expenses and other current assets | 666 | ||||||||
Property and equipment | 233 | ||||||||
Other long-term assets | 18 | ||||||||
Identifiable intangible assets | 29,400 | ||||||||
Accounts payable and accrued expenses | (492 | ) | |||||||
Deferred revenue | (753 | ) | |||||||
Deferred tax liabilities, net | (3,813 | ) | |||||||
Total identifiable net assets | 26,058 | ||||||||
Goodwill | 17,907 | ||||||||
Total net assets acquired | 43,965 | ||||||||
Less: | |||||||||
Promissory note | 14,889 | ||||||||
Contingent consideration | 15,166 | ||||||||
Cash paid | $ | 13,910 | |||||||
The following are the intangible assets acquired by drug program and their estimated useful lives as of the date of the acquisition: | |||||||||
FAIR VALUE | USEFUL LIFE | ||||||||
Ciprovir (now referred to as AT-006) | $ | 3,400 | 13 years | ||||||
Felivir (now referred to as AT-007) | 13,500 | 15 years | |||||||
Canilox (now referred to as AT-008) | 5,300 | 13 years | |||||||
Parvo (now referred to as AT-011) | 7,200 | 14 years | |||||||
Total intangible assets subject to amortization | $ | 29,400 | |||||||
The identifiable intangible assets recognized by the Company as a result of the Okapi Sciences Acquisition relate to Okapi Sciences technology, and consist primarily of its intellectual property related to Okapi Sciences Ciprovir, Felivir, Canilox and Parvo programs, and the estimated net present value of future cash flows from commercial agreements related to the Ciprovir program. | |||||||||
All Okapi Sciences programs, which were considered IPR&D at the acquisition date, were valued using a multi-period excess earnings method, a form of the income approach, which incorporates the estimated future cash flows to be generated from this technology. Excess earnings are the earnings remaining after deducting the market rates of return on the estimated values of contributory assets, including debt-free net working capital, tangible, and intangible assets. The excess earnings are thereby calculated for each year of a multi-year projection period and discounted to present value. Accordingly, the primary components of this method consist of the determination of excess earnings and an appropriate rate of return. | |||||||||
The Company will not amortize the assets related to the Okapi Sciences programs until commercialization has been achieved. | |||||||||
The preliminary valuation analysis conducted by the Company determined that the aggregate fair value of identifiable assets acquired less the aggregate fair value of identifiable liabilities assumed by the Company is less than the purchase price. As the purchase price exceeds the fair value of assets and liabilities acquired or assumed, goodwill will be recognized. Goodwill is calculated as the difference between the Okapi Sciences Acquisition-date fair value of the consideration transferred and the fair values of the assets acquired and liabilities assumed. The goodwill is not expected to be deductible for income tax purposes. Goodwill is recorded as an indefinite-lived asset and is not amortized but tested for impairment on an annual basis or when indications of impairment exist. | |||||||||
Additionally, in conjunction with the acquisition of Okapi Sciences, the Company agreed to hold a minimum of $15,000 of cash in its account at Square 1 Bank. At December 31, 2013, the Company was in compliance with all financial covenants. | |||||||||
Public Offering | |||||||||
On February 3, 2014, the Company completed a public offering of its common stock in which the Company issued and sold 5,150,000 shares of common stock at a public offering price of $19.00 per share. The Company received net proceeds of approximately $90,507 after deducting underwriting discounts and commissions of approximately $5,871 and other offering expenses of approximately $1,472. | |||||||||
License Agreement and Investment | |||||||||
On March 19, 2014, the Company entered into a license agreement with Advaxis, Inc. to develop and commercialize four products in the treatment of cancer in dogs and cats. Advaxis’ technology enables the design of an immunotherapy that utilizes live attenuatedListeria monocytogenes bioengineered to secrete fusion proteins consisting of antigen and adjuvant molecules. Per the terms of the agreement, the Company paid an up-front license fee of $1,000. In addition, the agreement calls for milestone payments of up to $51,500 related to achievement of various U.S. and European licensures, regulatory approvals and sales levels. There are also tiered royalties payable by the Company ranging from mid-single digit to ten percent on sales of the licensed products. | |||||||||
Concurrent with the execution of the license agreement, the Company entered into a stock subscription agreement with Advaxis whereby the Company, for $1,500, acquired 306,122 shares of Advaxis unregistered common stock and a warrant to purchase 153,061 additional shares at an exercise price of $4.90 per share within ten years. |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Selected Quarterly Financial Data (Unaudited) | ' | ||||||||||||||||
21. Selected Quarterly Financial Data (unaudited) | |||||||||||||||||
The following table presents selected unaudited quarterly financial data for each of the quarters in the years ended December 31, 2013 and 2012 (in thousands, except per share data): | |||||||||||||||||
2013 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter (2) | ||||||||||||||
Net revenue | $ | — | $ | — | $ | — | $ | 123 | |||||||||
Gross profit | — | — | — | 14 | |||||||||||||
Net income (loss) and comprehensive income (loss) | (3,293 | ) | (3,440 | ) | (4,671 | ) | 7,118 | ||||||||||
Net income (loss) attributable to common stockholders | (4,066 | ) | (4,248 | ) | (4,671 | ) | 7,118 | ||||||||||
Basic—income (loss) per common share: | |||||||||||||||||
Net income (loss) per common share (1) | (4.73 | ) | (4.62 | ) | (0.22 | ) | 0.33 | ||||||||||
Diluted—income (loss) per common share: | |||||||||||||||||
Net income (loss) per common share (1) | $ | (4.73 | ) | $ | (4.62 | ) | $ | (0.22 | ) | $ | 0.32 | ||||||
Weighted average number of common shares outstanding, basic | 860,350 | 918,397 | 20,806,352 | 21,320,775 | |||||||||||||
Weighted average number of common shares outstanding, diluted | 860,350 | 918,397 | 20,806,352 | 22,468,031 | (3) | ||||||||||||
2012 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net revenue | $ | — | $ | — | $ | — | $ | — | |||||||||
Gross profit | — | — | — | — | |||||||||||||
Net loss and comprehensive loss | (2,245 | ) | (2,549 | ) | (2,637 | ) | (4,254 | ) | |||||||||
Net loss attributable to common stockholders | (2,689 | ) | (3,071 | ) | (3,164 | ) | (4,747 | ) | |||||||||
Basic—loss per common share: | |||||||||||||||||
Net loss per common share (1) | (8.94 | ) | (10.21 | ) | (9.64 | ) | (6.50 | ) | |||||||||
Diluted—loss per common share: | |||||||||||||||||
Net loss per common share (1) | $ | (8.94 | ) | $ | (10.21 | ) | $ | (9.64 | ) | $ | (6.50 | ) | |||||
Weighted average number of common shares outstanding, basic and diluted | 300,841 | 300,841 | 328,101 | 729,778 | |||||||||||||
(1) | Net income (loss) available to common stockholders and basic and diluted net income (loss) per common share are computed consistent with annual per share calculations described in Notes 2 (Net Loss Per Share) and 15 of its consolidated financial statements included elsewhere in this Annual Report on Form 10-K. | ||||||||||||||||
(2) | Included in the net income for the fourth quarter of 2013 is an income tax benefit of $15,455 related to the Vet Therapeutics acquisition and $305 of expense recorded in connection with fair value adjustments to acquisition related contingent consideration obligations. | ||||||||||||||||
(3) | Includes 1,147,256 dilutive shares related to employee stock compensation plans, net of assumed buy-back. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Accounting Policies [Abstract] | ' | ||||
Use of Estimates | ' | ||||
Use of Estimates | |||||
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Actual results could differ from those estimates. | |||||
Cash and Cash Equivalents | ' | ||||
Cash and Cash Equivalents | |||||
The Company classifies all highly liquid investments with stated maturities of three months or less from the date of purchase as cash equivalents. The company held no cash equivalents as of December 31, 2013 and 2012. | |||||
Marketable Securities | ' | ||||
Marketable Securities | |||||
The Company classifies all highly liquid investments with stated maturities of greater than three months from the date of purchase as marketable securities. The Company determines the appropriate classification of investments in marketable securities at the time of purchase and re-evaluates such designation at each consolidated balance sheet date. The Company classifies and accounts for marketable securities as available-for-sale. The Company may or may not hold securities with stated maturities greater than 12 months until maturity. After consideration of the risk versus reward objectives, as well as the Company’s liquidity requirements, the Company may sell these securities prior to their stated maturities. These securities are viewed as being available to support current operations. As a result, the Company classifies securities with maturities beyond 12 months as current assets under the caption short-term marketable securities in the consolidated balance sheet. The Company reports available-for-sale investments at fair value as of each consolidated balance sheet date and records any unrealized gains and losses as a component of stockholders’ equity (deficit). At December 31, 2013 and 2012, the fair value of marketable securities approximated par value and as such, no gains or losses were recorded as a component of other comprehensive income. No marketable securities were held as of December 31, 2011. The cost of securities sold is determined on a specific identification basis, and realized gains and losses are included in other income (expense) within the consolidated statement of operations. If any adjustment to fair value reflects a decline in the value of the investment, the Company considers available evidence to evaluate the extent to which the decline is “other than temporary” and recognizes the impairment by releasing other comprehensive income to the consolidated statement of operations. There were no such adjustments necessary during the years ended December 31, 2013 and 2012 or the cumulative period from inception (December 1, 2010) to December 31, 2013. | |||||
Inventory | ' | ||||
Inventory | |||||
Inventory is stated at the lower of cost (specific identification) or market and are made up of raw material, work-in-process and finished goods. The cost elements of work-in-process and finished goods inventory consist of raw material, direct labor and manufacturing overhead. Inventory acquired in business combinations is recorded at fair value as of acquisition date. | |||||
Property and Equipment | ' | ||||
Property and Equipment | |||||
The Company records property and equipment at historical cost or, in the case of a business combination, at fair value on the date of the business combination, less accumulated depreciation. Depreciation expense is recognized using the straight-line method over the following estimated useful lives: | |||||
Laboratory and office equipment | 3–5 years | ||||
Computer equipment | 3–5 years | ||||
Furniture | 3–7 years | ||||
Expenditures for repairs and maintenance of assets are charged to expense as incurred. Costs of major additions and betterments are capitalized and depreciated on a straight-line basis over their useful lives. Fully depreciated property and equipment that are still in use remain on the books until disposal or retirement. When property and equipment are retired or disposed of, the cost and respective accumulated depreciation are removed from the books. Any gain or loss on disposal is recorded in the consolidated statement of operations. | |||||
Goodwill | ' | ||||
Goodwill | |||||
Goodwill relates to amounts that arose in connection with the Company’s business combination (Note 17) and represents the difference between the purchase price and the estimated fair value of the identifiable tangible and intangible net assets when accounted for using the acquisition method of accounting. Goodwill is not amortized, but is subject to periodic review for impairment. | |||||
The Company will test goodwill at the reporting unit level for impairment on an annual basis and between annual tests, if events and circumstances indicate impairment may exist. Events that would indicate impairment and trigger an interim impairment assessment include, but are not limited to, current economic and market conditions, including a decline in market capitalization, a significant adverse change in legal factors, business climate or operational performance of the business and an adverse action or assessment by a regulator. | |||||
Impairment charges related to goodwill have no impact on the Company’s compliance with financial covenants. | |||||
The Company will conduct its first goodwill impairment test during the third quarter 2014. The Company has one operating segment which is comprised of one reporting unit. Consequently, the fair value of the Company would have to decline below the carrying value of the Company in order for a second level of analysis to be performed. In the further analysis, step two, if required, the fair value of the Company would be compared to the fair value of all assets and liabilities of the Company in order to measure impairment, if any. | |||||
Intangible Assets | ' | ||||
Intangible Assets | |||||
The Company’s intangible assets consist of intellectual property rights acquired for currently marketed products and intellectual property rights acquired for in-process research and development. All of the Company’s intangible assets were recorded in connection with the Company’s business combination (Note 17). The Company’s intangible assets are recorded at fair value at the time of their acquisition. The Company amortizes intangible assets over their estimated useful lives once the acquired technology is developed into a commercially viable product. | |||||
The estimated useful lives of the individual categories of intangible assets were based on the nature of the applicable intangible asset and the expected future cash flows to be derived from the intangible asset. Amortization of intangible assets with finite lives is recognized over the time the intangible assets are estimated to contribute to future cash flows. The Company amortizes finite-lived intangible assets using the straight-line method. | |||||
IPR&D is assessed for impairment at least annually and the Company will perform its first impairment test during the third quarter 2014. In addition, the Company will evaluate intangible assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the product or product candidate in relation to expectations, significant negative industry or economic trends affecting market size, significant changes in cost or time to develop, obtain regulatory approval and commercialize the product, and significant changes or planned changes in the use of the assets. If indicators of impairment are present with respect to intangible assets used in operations and undiscounted future cash flows are not expected to be sufficient to recover the assets’ carrying amount, additional analysis is performed as appropriate and the carrying value of the intangible assets is reduced to the estimated fair value, if this is lower, and an impairment loss is charged to expense in the period the impairment is identified. | |||||
Business Combinations | ' | ||||
Business Combinations | |||||
The Company’s business acquisition was made at a price above the fair value of the assets acquired and liabilities assumed, resulting in goodwill, based on the Company’s expectations of synergies and other benefits of combining the business. These synergies and benefits include elimination of redundant facilities, functions and staffing; use of the Company’s existing commercial infrastructure to expand sales of the products of the acquired businesses; and use of the commercial infrastructure of the acquired businesses to expand product sales in a cost-efficient manner. | |||||
Significant judgment is required in estimating the fair value of intangible assets and in assigning their respective useful lives. The fair value estimates are based on available historical information and on future expectations and assumptions deemed reasonable by management, but which are inherently uncertain. | |||||
The Company generally employs the income method to estimate the fair value of intangible assets, which is based on forecasts of the expected future cash flows attributable to the respective assets. Significant estimates and assumptions inherent in the valuations reflect a consideration of other marketplace participants, and include the amount and timing of future cash flows (including expected growth rates and profitability), the underlying product life cycles, economic barriers to entry, a brand’s relative market position and the discount rate applied to the cash flows. Unanticipated market or macroeconomic events and circumstances may occur, which could affect the accuracy or validity of the estimates and assumptions. | |||||
Net assets acquired are recorded at their fair value and are subject to adjustment upon finalization of the fair value analysis. The Company is not aware of any information that indicates the final fair value analysis will differ materially from the preliminary estimates. | |||||
Contingent consideration is recorded as a liability and measured at fair value using a discounted cash flow model utilizing significant unobservable inputs, including the probability of achieving each of the potential milestones and an estimated discount rate commensurate with the risks of the expected cash flows attributable to the milestones. Significant increases or decreases in any of the probabilities of success would result in a significantly higher or lower fair value, respectively, and commensurate changes to this liability. At each reporting date, we revalue the contingent consideration obligations to the reporting date fair values and record increases and decreases in the fair values as income or expense in the consolidated statements of operations until actual settlement occurs. | |||||
Increases or decreases in the fair values of the contingent consideration obligations may result from changes in discount periods and rates, changes in the timing and amount of earn-out criteria and changes in probability assumptions with respect to the likelihood of achieving the various earn-out criteria. | |||||
Deferred Public Offering Costs | ' | ||||
Deferred Public Offering Costs | |||||
The Company capitalizes certain legal, accounting and other third-party fees that are directly associated with in-process equity financings as other assets until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholders’ equity (deficit) as a reduction of additional paid-in capital generated as a result of the offering. Should it no longer be considered probable that the equity financing will be consummated, the deferred offering costs would be expensed immediately as a charge to operating expenses in the consolidated statement of operations. The Company recorded $33 and $0 deferred offering costs as of December 31, 2013 and 2012, respectively. | |||||
Income Taxes | ' | ||||
Income Taxes | |||||
The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred taxes are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. | |||||
The Company accounts for uncertainty in income taxes recognized in the consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. | |||||
Debt Issuance Costs, Net | ' | ||||
Debt Issuance Costs, net | |||||
Debt issuance costs, net represent legal and other direct costs related to the Company’s Credit Facility (Note 9). These costs are recorded as debt issuance costs on the consolidated balance sheet at the time they are incurred and are amortized to interest expense through the scheduled final principal payment date. The Company recorded $83 of debt issuance costs during the year ended December 31, 2013 and recognized $33 expense related to debt issuance costs during the year ended December 31, 2013. The Company did not record any debt issuance costs and did not recognize any interest expense during the years ended December 31, 2012 and 2011. | |||||
Revenue Recognition | ' | ||||
Revenue Recognition | |||||
The Company is a development stage enterprise and has not generated any significant revenue since inception. | |||||
The Company recognizes revenue when all of the following conditions are met: | |||||
• | there is persuasive evidence of an agreement or arrangement; | ||||
• | delivery of products has occurred or services have been rendered; | ||||
• | the seller’s price to the buyer is fixed or determinable; and | ||||
• | collectability is reasonably assured. | ||||
The Company’s principal revenue streams and their respective accounting treatments are discussed below: | |||||
(i) Product sales - Revenue for the sale of products is recognized when delivery has occurred and substantially all the risks and rewards of ownership have been transferred to the customer. | |||||
(ii) Royalty revenue - Royalty revenue relating to the Company’s out-licensed technology is recognized when reasonably estimable. The revenues are recorded based on estimates of the licensee’s sales that occurred during the relevant period. Differences between actual and estimated royalty revenues are adjusted for in the period in which they become known, typically in the following quarter. If the Company is unable to reasonably estimate royalty revenue or do not have access to the information, then the Company records royalty revenue on a cash basis. | |||||
(iii) Licensing revenues - Revenues derived from product out-licensing arrangements typically consist of an initial up-front payment on inception of the license and subsequent milestone payments contingent on the achievement of certain clinical and sales milestones. Product out licensing arrangements may require the Company to provide multiple deliverables to the licensee which would require the total selling price to be allocated between each of the separable elements in the arrangement using the relative selling price method. An element is considered separable if it has value to the customer on a stand-alone basis. The selling price used for each separable element will be based on vendor specific objective evidence (“VSOE”) if available, third party evidence if VSOE is not available, or estimated selling price if neither VSOE nor third party evidence is available. Revenue is then recognized as each of the separable elements to which the revenue has been allocated is delivered. | |||||
Research and Development Costs | ' | ||||
Research and Development Costs | |||||
Research and development costs are expensed as incurred. Included in research and development costs are wages, stock-based compensation and employee benefits, and other operational costs related to the Company’s research and development activities, including facility-related expenses, external costs of outside contractors engaged to conduct both preclinical and clinical studies and allocation of corporate costs. Payments received from external parties to fund the Company’s research and development activities are used to reduce the Company’s research and development expenses. If in-process research and development is acquired in an asset purchase then the acquired IPR&D is expensed on its acquisition date. Future costs to develop these assets are recorded to research and development expense as they are incurred. | |||||
Patent Costs | ' | ||||
Patent Costs | |||||
All patent-related costs incurred in connection with filing and prosecuting patent applications are recorded as general and administrative expenses as incurred, as recoverability of such expenditures is uncertain. | |||||
Accounting for Stock-Based Compensation | ' | ||||
Accounting for Stock-Based Compensation | |||||
The Company’s stock-based compensation program grants awards that may consist of stock options and restricted stock awards. The fair values of stock option grants are determined as of the date of grant using the Black-Scholes option pricing method. This method incorporates the fair value of the Company’s common stock at the date of each grant and various assumptions such as the risk-free interest rate, expected volatility based on the historic volatility of publicly-traded peer companies, expected dividend yield, and expected term of the options. The fair values of restricted stock awards are determined based on the fair value of the Company’s common stock. Prior to the Company’s initial public offering of its common stock in June 2013, the fair value of the common stock was determined by management and the board of directors, on the date of grant. The fair values of the stock-based awards, including the effect of estimated forfeitures, are then expensed over the requisite service period, which is generally the award’s vesting period. The Company classifies stock-based compensation expense in the consolidated statement of operations in the same manner in which the respective award recipient’s payroll costs are classified. | |||||
For stock-based awards granted to consultants and nonemployees, compensation expense is recognized over the period during which services are rendered by such consultants and nonemployees until completed. At the end of each financial reporting period prior to completion of the service, the value of these awards is remeasured using the then-current fair value of the Company’s common stock and updated assumption inputs in the Black-Scholes option pricing model. | |||||
For stock-based awards granted to employees, the Company allows employees to exercise certain awards prior to vesting. However, the employee may not sell or transfer these awards prior to vesting. For most of these awards, the Company has the right, but not the obligation, to repurchase any unvested (but issued) shares of common stock upon termination of employment or service at the lesser of (1) the original purchase price per share or (2) the fair value of the common share on the date of termination. If a stock option is early exercised in this circumstance, the consideration received for an exercise of an option is considered a deposit of the exercise price, and the related dollar amount is recorded as a liability. The unvested shares and liability are reclassified to equity as the award vests. The Company has 90 days from the effective termination of employment or service to repurchase unvested shares that are issued upon the exercise of a stock option prior to its vesting. If, after 90 days, the Company has elected not to repurchase the unvested shares, the shares would become vested in full. The Company would then apply modification accounting and any resulting compensation expense would be immediately recognized related to the award. Upon vesting, these shares would be considered issued and outstanding shares of common stock. | |||||
In addition, the Company has granted restricted stock awards subject to repurchase to three employees under which the Company has the right, but not the obligation, upon termination of the holder’s employment or service, to repurchase unvested shares at the greater of (1) the original purchase price per share or (2) the fair value of the common share on the date of termination (Note 14). | |||||
Comprehensive Loss | ' | ||||
Comprehensive Loss | |||||
For the years ended December 31, 2013, 2012, and 2011 and the cumulative period from inception (December 1, 2010) through December 31, 2013, there was no difference between net loss and comprehensive loss. | |||||
Net Loss Per Share | ' | ||||
Net Loss Per Share | |||||
The Company follows the two-class method when computing net loss per share, as the Company has issued shares that meet the definition of participating securities. The two-class method determines net loss per share for each class of common and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. | |||||
The Company’s convertible preferred stock contractually entitled the holders of such shares to participate in dividends but did not contractually require the holders of such shares to participate in losses of the Company. Similarly, restricted stock awards granted by the Company entitle the holder of such awards to dividends declared or paid by the board of directors, regardless of whether such awards are unvested, as if such shares were outstanding common shares at the time of the dividend. However, the unvested restricted stock awards are not entitled to share in the residual net assets (deficit) of the Company. Accordingly, in periods in which the Company reports a net loss or a net loss attributable to common stockholders resulting from preferred stock dividends, accretion or modifications, net losses are not allocated to participating securities. The Company reported a net loss attributable to common stockholders in each of the years ended December 31, 2013, 2012 and 2011. | |||||
Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted net loss attributable to common stockholders is computed by adjusting net loss attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities, including outstanding stock options. Diluted net loss per share attributable to common stockholders is computed by dividing the diluted net loss attributable to common stockholders by the weighted average number of shares of common stock, including potential dilutive shares of common stock assuming the dilutive effect of potentially dilutive securities. For periods in which the Company has reported net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since their impact would be anti-dilutive to the calculation of net loss per share. Diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders for each of the years ended December 31, 2013, 2012 and 2011. | |||||
Concentration of Credit Risk and of Significant Suppliers and Customers | ' | ||||
Concentration of Credit Risk and of Significant Suppliers and Customers | |||||
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and marketable securities. At December 31, 2013 and 2012, all of the Company’s marketable securities were invested in Certificates of Deposit (“CDs”) insured by the Federal Deposit Insurance Corporation (“FDIC”). The Company also generally maintains balances in various operating accounts in excess of federally insured limits at two accredited financial institutions. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. | |||||
The Company is dependent on third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients (“API”), and formulated drugs related to these programs. These programs would be adversely affected by a significant interruption in the supply of API. As of December 31, 2013 and December 31, 2012, the Company had one customer. | |||||
Fair Value Measurements | ' | ||||
Fair Value Measurements | |||||
Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: | |||||
• | Level 1—Quoted prices in active markets for identical assets or liabilities. | ||||
• | Level 2—Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. | ||||
• | Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. | ||||
Segment Data | ' | ||||
Segment Data | |||||
The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company is a pet therapeutics company developing compounds to address unmet and under-served medical needs in companion animals. All assets were held in the United States as of December 31, 2013 and December 31, 2012. | |||||
Recently Issued and Adopted Accounting Pronouncements | ' | ||||
Recently Issued and Adopted Accounting Pronouncements | |||||
Intangibles—Goodwill and Other: Testing Goodwill for Impairment: In September 2011, the Financial Accounting Standards Board (“FASB”) issued guidance that simplifies how an entity tests goodwill for impairment. This guidance allows an entity the option to first assess qualitative factors to determine whether it is necessary to perform the current two-step impairment test. If an entity believes, as a result the existence of its qualitative ,events and circumstances indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the quantitative two-step impairment test is required; otherwise, no further testing is required. This update does not change the current guidance for testing other indefinite-lived intangible assets for impairment. If an entity concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired, then the entity is not required to take further action. However, if an entity concludes otherwise, then it is required to determine the fair value of the indefinite-lived intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying amount. An entity also has the option to bypass the qualitative assessment for any indefinite-lived intangible asset in any period and proceed directly to performing the quantitative impairment test. An entity will be able to resume performing the qualitative assessment in any subsequent period. The adoption of this standard resulted from the Company’s business combination and did not have any impact on the Company’s financial position, results of operations, comprehensive income or cash flows as the guidance will not apply until the first year the Company will complete a goodwill impairment test. | |||||
Comprehensive Income—Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income: In February 2013, the FASB issued guidance requiring entities to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount is required to be reclassified under GAAP. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures that provide additional details about those amounts. This guidance revised the previous guidance issued in June 2011 that was deferred and was applicable for the Company for interim and annual periods beginning on January 1, 2013. The adoption of this guidance did not have a material impact on its financial condition, results of operations or cash flows. | |||||
Income Taxes—Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists: In July 2013, the FASB issued changes to the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. These changes require an entity to present an unrecognized tax benefit as a liability in the consolidated financial statements if a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position, or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset to settle any additional income taxes that would result from the disallowance of a tax position. Otherwise, an unrecognized tax benefit is required to be presented in the consolidated financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. These changes become effective for the Company on January 1, 2014. The Company is currently assessing the impacts, if any, of this new guidance on the Company’s financial condition, results of operations or cash flows. | |||||
Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Accounting Policies [Abstract] | ' | ||||
Estimated Useful Lives of Property, Plant and Equipment | ' | ||||
Depreciation expense is recognized using the straight-line method over the following estimated useful lives: | |||||
Laboratory and office equipment | 3–5 years | ||||
Computer equipment | 3–5 years | ||||
Furniture | 3–7 years |
Fair_Value_of_Financial_Assets1
Fair Value of Financial Assets and Liabilities (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Summary of Information about Company's Financial Assets and Liabilities Subject to Fair Value Measurement on Recurring Basis | ' | ||||||||||||||||||||
As of December 31, 2013 and 2012 the following financial assets and liabilities are measured at fair value on a recurring basis using quoted prices in active markets for identical assets (Level 1); significant other observable inputs (Level 2); and significant unobservable inputs (Level 3). | |||||||||||||||||||||
CARRYING | FAIR VALUE MEASUREMENTS AS OF | ||||||||||||||||||||
VALUE | DECEMBER 31, 2013 USING: | ||||||||||||||||||||
LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||||||||
Assets: | |||||||||||||||||||||
Marketable securities | $ | 4,670 | $ | — | $ | 4,670 | $ | — | $ | 4,670 | |||||||||||
$ | 4,670 | $ | — | $ | 4,670 | $ | — | $ | 4,670 | ||||||||||||
Liabilities: | |||||||||||||||||||||
Contingent consideration(1) | $ | 4,115 | $ | — | $ | — | $ | 4,115 | $ | 4,115 | |||||||||||
$ | 4,115 | $ | — | $ | — | $ | 4,115 | $ | 4,115 | ||||||||||||
CARRYING | FAIR VALUE MEASUREMENTS AS OF | ||||||||||||||||||||
VALUE | DECEMBER 31, 2012 USING: | ||||||||||||||||||||
LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||||||||
Assets: | |||||||||||||||||||||
Marketable securities | $ | 6,382 | $ | — | $ | 6,382 | $ | — | $ | 6,382 | |||||||||||
$ | 6,382 | $ | — | $ | 6,382 | $ | — | $ | 6,382 | ||||||||||||
(1) | Contingent consideration consists of current portion: $2,572 and long term contingent consideration: $1,543 on the consolidated balance sheet. | ||||||||||||||||||||
Change in Fair Value of Company's Contingent Consideration Payable Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||||||
The change in the fair value of the Company’s contingent consideration payable, which is measured at fair value on a recurring basis using significant unobservable inputs (Level 3), is as follows: | |||||||||||||||||||||
Contingent consideration | |||||||||||||||||||||
2013 | |||||||||||||||||||||
Balance at beginning of period | $ | — | |||||||||||||||||||
Initial recognition of contingent consideration payable | 3,810 | ||||||||||||||||||||
Expense recognized in the consolidated statement of operations (within general and administrative) due to change in fair value during the period | 305 | ||||||||||||||||||||
Balance at end of period | $ | 4,115 | |||||||||||||||||||
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ' | ||||||||||||||||||||
Quantitative Information About Company's Recurring Level 3 Fair Value Measurements | ' | ||||||||||||||||||||
Quantitative information about the Company’s recurring Level 3 fair value measurements is included below: | |||||||||||||||||||||
Financial liabilities: | FAIR VALUE AT MEASUREMENT DATE | ||||||||||||||||||||
At December 31, 2013 | Fair value | Valuation | Significant | Range | (Weighted | ||||||||||||||||
technique | unobservable | Average) | |||||||||||||||||||
inputs | |||||||||||||||||||||
Contingent consideration | $ | 4,115 | Income approach (probability weighted discounted cash flow) | Probability of milestones being achieved | 3.80% to 95.00% | -71.44% | |||||||||||||||
Assumed market participant discount rate | 5.50% | ||||||||||||||||||||
Periods in which milestones are expected to be achieved | 2014 to 2015 | ||||||||||||||||||||
Fair Value, Measurements, Nonrecurring [Member] | ' | ||||||||||||||||||||
Carrying Amounts and Estimated Fair Value of Company's Financial Assets and Liabilities Not Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||||||
The carrying amounts and estimated fair value as at December 31, 2013 of the Company’s financial assets and liabilities which are not measured at fair value on a recurring basis are as follows: | |||||||||||||||||||||
DECEMBER 31, 2013 | |||||||||||||||||||||
Year to | Carrying Amount | Fair Value | |||||||||||||||||||
Financial liabilities: | |||||||||||||||||||||
Loan payable (Level 2)(1) | $ | 14,935 | $ | 15,040 | |||||||||||||||||
(1) | Loan payable consists of Current portion—loan payable: $5,625 in Current liabilities and Loan payable: $9,310 on the consolidated balance sheet. |
Marketable_Securities_Tables
Marketable Securities (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||
Fair Value of Available-for-Sale Marketable Securities | ' | ||||||||||||||||
As of December 31, 2013 and 2012, the fair value of available-for-sale marketable securities by type of security was as follows: | |||||||||||||||||
31-Dec-13 | |||||||||||||||||
AMORTIZED | GROSS | GROSS | FAIR | ||||||||||||||
COST | UNREALIZED | UNREALIZED | VALUE | ||||||||||||||
GAINS | LOSSES | ||||||||||||||||
Certificates of deposit | $ | 4,670 | $ | — | $ | — | $ | 4,670 | |||||||||
$ | 4,670 | $ | — | $ | — | $ | 4,670 | ||||||||||
31-Dec-12 | |||||||||||||||||
AMORTIZED | GROSS | GROSS | FAIR | ||||||||||||||
COST | UNREALIZED | UNREALIZED | VALUE | ||||||||||||||
GAINS | LOSSES | ||||||||||||||||
Certificates of deposit | $ | 6,382 | $ | — | $ | — | $ | 6,382 | |||||||||
$ | 6,382 | $ | — | $ | — | $ | 6,382 |
Receivable_from_Stockholder_Ta
Receivable from Stockholder (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Text Block [Abstract] | ' | ||||||||
Receivable from Stockholder | ' | ||||||||
At December 31, 2013 and December 31, 2012, receivable from stockholder consisted of the following: | |||||||||
DECEMBER 31, | DECEMBER 31, | ||||||||
2013 | 2012 | ||||||||
Receivable from stockholder | $ | 1,001 | $ | 650 |
Property_and_Equipment_Net_Tab
Property and Equipment, Net (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Schedule of Property and Equipment | ' | ||||||||
Property and equipment consisted of the following as of December 31, 2013 and 2012: | |||||||||
DECEMBER 31, | DECEMBER 31, | ||||||||
2013 | 2012 | ||||||||
Laboratory and office equipment | $ | 90 | $ | 2 | |||||
Computer equipment | 40 | 32 | |||||||
Furniture | 2 | 2 | |||||||
Construction in process | 7 | — | |||||||
Total property and equipment | 139 | 36 | |||||||
Less: Accumulated depreciation | (41 | ) | (17 | ) | |||||
Property and equipment, net | $ | 98 | $ | 19 | |||||
Goodwill_Tables
Goodwill (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Summary of Goodwill | ' | ||||||||||||
The following is a summary of goodwill as of December 31, 2013: | |||||||||||||
Gross Carrying | Impairment | Net Carrying | |||||||||||
Amount | Losses | Value | |||||||||||
Goodwill | $ | 20,796 | $ | — | $ | 20,796 | |||||||
Summary of Change in the Net Book Value of Goodwill | ' | ||||||||||||
The change in the net book value of goodwill for the year to December 31, 2013 and 2012 is shown in the table below: | |||||||||||||
2013 | 2012 | ||||||||||||
As of January 1 | $ | — | $ | — | |||||||||
Acquisitions | 20,796 | — | |||||||||||
As of December 31 | $ | 20,796 | $ | — |
Intangible_Assets_Net_Tables
Intangible Assets, Net (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Summary of Other Intangible Assets | ' | ||||||||||||||||
The following is a summary of other intangible assets as of December 31, 2013: | |||||||||||||||||
Gross Carrying | Accumulated Amortization | Net Carrying | Weighted-average | ||||||||||||||
Amount | and Impairment Losses | Value | Useful Life | ||||||||||||||
Amortized intangible assets: | |||||||||||||||||
Intellectual property rights acquired for currently marketed products | $ | 36,440 | $ | 380 | $ | 36,060 | 20.00 years | ||||||||||
Unamortized intangible assets: | |||||||||||||||||
Intellectual property rights acquired for IPR&D(1) | $ | 10,080 | $ | — | $ | 10,080 | 20.00 years | ||||||||||
(1) | AT-005 received a conditional license in early 2014 which will start amortization for this intangible in 2014. | ||||||||||||||||
Summary of Change in the Net Book Value of Other Intangible Assets | ' | ||||||||||||||||
The change in the net book value of other intangible assets for the year to December 31, 2013 and 2012 is shown in the table below: | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
As of January 1 | $ | — | $ | — | |||||||||||||
Acquisitions | 46,520 | — | |||||||||||||||
Amortization charged | (380 | ) | — | ||||||||||||||
As of December 31 | $ | 46,140 | $ | — | |||||||||||||
Estimated Aggregate Amortization Expense of Intangible Assets | ' | ||||||||||||||||
The following is a summary of estimated aggregate amortization expense of intangible assets for each of the five succeeding years as of December 31, 2013: | |||||||||||||||||
YEAR ENDING DECEMBER 31, | |||||||||||||||||
2014 | $ | 1,822 | |||||||||||||||
2015 | 1,822 | ||||||||||||||||
2016 | 1,822 | ||||||||||||||||
2017 | 1,822 | ||||||||||||||||
2018 | 1,822 |
Debt_Tables
Debt (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Debt Disclosure [Abstract] | ' | ||||
Estimated Future Principal Payments under Initial Term Loan | ' | ||||
Estimated future principal payments under the Initial Term Loan are as follows: | |||||
YEARS ENDING DECEMBER 31, | |||||
2014 | $ | 5,625 | |||
2015 | 7,500 | ||||
2016 | 1,875 | ||||
2017 | — | ||||
Thereafter | — | ||||
Total | $ | 15,000 |
Accrued_Expenses_Other_Current1
Accrued Expenses, Other Current Liabilities and Other Long-Term Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Summary of Accrued Expenses (Current), Other Current Liabilities and Other Long-Term Liabilities | ' | ||||||||
Accrued expenses (current), other current liabilities and other long-term liabilities consisted of the following as of December 31, 2013 and December 31, 2012: | |||||||||
DECEMBER 31, | DECEMBER 31, | ||||||||
2013 | 2012 | ||||||||
Accrued expenses: | |||||||||
Accrued payroll and related expenses | $ | 1,017 | $ | 571 | |||||
Accrued professional fees | 600 | 88 | |||||||
Accrued minimum royalty | 70 | — | |||||||
Accrued interest | 71 | — | |||||||
Accrued research and development costs | 662 | 695 | |||||||
Accrued other | 75 | 7 | |||||||
$ | 2,495 | $ | 1,361 | ||||||
Other current liabilities: | |||||||||
Early exercise of stock-based awards | $ | 57 | $ | 62 | |||||
Accrued third-party license fee | — | 500 | |||||||
$ | 57 | $ | 562 | ||||||
Other long-term liabilities: | |||||||||
Early exercise of stock-based awards | $ | 75 | $ | 96 | |||||
$ | 75 | $ | 96 |
Preferred_Stock_Tables
Preferred Stock (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||||||
Issuance of Convertible Preferred Stock | ' | ||||||||||||||||||||
Preferred Stock consisted of the following as of December 31, 2012: | |||||||||||||||||||||
PREFERRED | PREFERRED | LIQUIDATION | CARRYING | COMMON | |||||||||||||||||
STOCK | STOCK | PREFERENCE | VALUE | STOCK ISSUABLE | |||||||||||||||||
AUTHORIZED | ISSUED AND | UPON | |||||||||||||||||||
OUTSTANDING | CONVERSION | ||||||||||||||||||||
Series A convertible preferred stock | 10,000,000 | 9,999,999 | $ | 11,674 | $ | 9,951 | 6,016,849 | ||||||||||||||
Series A-1 convertible preferred stock | 2,750,000 | 2,750,000 | 5,500 | 4,662 | 1,654,632 | ||||||||||||||||
Series B convertible preferred stock | 5,166,667 | 5,141,667 | 16,691 | 15,241 | 3,093,655 | ||||||||||||||||
Series C convertible preferred stock | 3,000,000 | 2,349,541 | 9,404 | 9,343 | 1,413,671 | ||||||||||||||||
20,916,667 | 20,241,207 | $ | 43,269 | $ | 39,197 | 12,178,807 |
StockBased_Awards_Tables
Stock-Based Awards (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
2010 Equity Incentive Plan [Member] | ' | ||||||||||||||||
Summary of Stock Option Activity | ' | ||||||||||||||||
The following table summarizes stock option activity for the years ended December 31, 2013 and 2012: | |||||||||||||||||
SHARES | WEIGHTED | WEIGHTED | AGGREGATE | ||||||||||||||
ISSUABLE | AVERAGE | AVERAGE | INTRINSIC | ||||||||||||||
UNDER | EXERCISE | REMAINING | VALUE | ||||||||||||||
OPTIONS | PRICE | CONTRACTUAL | |||||||||||||||
TERM | |||||||||||||||||
(IN YEARS) | |||||||||||||||||
Outstanding as of December 31, 2012 | 564,636 | $ | 0.32 | 9 | $ | 1,286 | |||||||||||
Granted | 231,445 | 1.39 | |||||||||||||||
Exercised | (498,376 | ) | 0.31 | ||||||||||||||
Forfeited | (25,010 | ) | 0.4 | ||||||||||||||
Expired | (9,228 | ) | 0.43 | ||||||||||||||
Outstanding as of December 31, 2013 | 263,467 | $ | 1.25 | 8.94 | $ | 4,704 | |||||||||||
Options vested and expected to vest as of December 31, 2013 | 254,920 | $ | 1.24 | 8.94 | $ | 4,552 | |||||||||||
Options exercisable as of December 31, 2013 | 245,182 | $ | 0.92 | 8.91 | $ | 4,457 | |||||||||||
Summary of Restricted Stock Activity | ' | ||||||||||||||||
SHARES | WEIGHTED | ||||||||||||||||
AVERAGE GRANT | |||||||||||||||||
DATE FAIR VALUE | |||||||||||||||||
Unvested restricted common stock as of December 31, 2012 | 390,209 | $ | 0.4 | ||||||||||||||
Restricted common stock issued | 76,496 | 2.59 | |||||||||||||||
Restricted common stock vested | (228,965 | ) | 0.7 | ||||||||||||||
Restricted common stock forfeited | — | — | |||||||||||||||
Unvested restricted common stock as of December 31, 2013 | 237,740 | $ | 0.82 | ||||||||||||||
2013 Equity Incentive Plan [Member] | ' | ||||||||||||||||
Summary of Stock Option Activity | ' | ||||||||||||||||
The following table summarizes stock option activity for the year ended December 31, 2013: | |||||||||||||||||
SHARES | WEIGHTED | WEIGHTED | AGGREGATE | ||||||||||||||
ISSUABLE | AVERAGE | AVERAGE | INTRINSIC | ||||||||||||||
UNDER | EXERCISE | REMAINING | VALUE | ||||||||||||||
OPTIONS | PRICE | CONTRACTUAL | |||||||||||||||
TERM | |||||||||||||||||
Outstanding as of December 31, 2012 | — | $ | — | — | $ | — | |||||||||||
Granted | 687,136 | 15.3 | |||||||||||||||
Exercised | — | — | |||||||||||||||
Forfeited | (1,202 | ) | 6 | ||||||||||||||
Expired | — | — | |||||||||||||||
Outstanding as of December 31, 2013 | 685,934 | $ | 15.32 | 9.68 | $ | 4,151 | |||||||||||
Options vested and expected to vest as of December 31, 2013 | 639,102 | $ | 15.27 | 9.68 | $ | 3,892 | |||||||||||
Options exercisable as of December 31, 2013 | — | $ | — | — | $ | — | |||||||||||
Summary of Restricted Stock Activity | ' | ||||||||||||||||
The table below summarizes activity related to restricted stock for the year ended December 31, 2013: | |||||||||||||||||
SHARES | WEIGHTED | ||||||||||||||||
AVERAGE | |||||||||||||||||
GRANT | |||||||||||||||||
DATE FAIR | |||||||||||||||||
VALUE | |||||||||||||||||
Unvested restricted common stock as of December 31, 2012 | — | $ | — | ||||||||||||||
Restricted common stock issued | 91,099 | 18.91 | |||||||||||||||
Restricted common stock vested | (1,333 | ) | 8.17 | ||||||||||||||
Restricted common stock forfeited | — | — | |||||||||||||||
Unvested restricted common stock as of December 31, 2013 | 89,766 | $ | 19.07 | ||||||||||||||
Data Used to Determine Stock Options Grants | ' | ||||||||||||||||
The relevant data used to determine the value of the stock option grants is as follows, presented on a weighted average basis: | |||||||||||||||||
YEAR ENDED DECEMBER 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Risk-free interest rate | 1.59 | % | 0.9 | % | 1.94 | % | |||||||||||
Expected term (in years) | 6.1 | 6 | 5.8 | ||||||||||||||
Expected volatility | 66 | % | 67 | % | 67 | % | |||||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||
Summary of Stock-Based Compensation Expense Related to Stock Options and Restricted Stock | ' | ||||||||||||||||
The Company recorded stock-based compensation expense related to stock options and restricted stock for the years ended December 31, 2013, 2012 and 2011 as follows: | |||||||||||||||||
YEAR ENDED DECEMBER 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Research and development | $ | 419 | $ | 11 | $ | 10 | |||||||||||
General and administrative | 606 | 95 | 16 | ||||||||||||||
$ | 1,025 | $ | 106 | $ | 26 |
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Schedule of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders | ' | ||||||||||||
Basic and diluted net loss per share attributable to common stockholders was calculated as follows for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
YEAR ENDED DECEMBER 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Numerator: | |||||||||||||
Net Loss | $ | (4,287 | ) | $ | (11,636 | ) | $ | (3,464 | ) | ||||
Unaccreted dividends on convertible preferred stock | — | (2,035 | ) | (1,178 | ) | ||||||||
Net loss attributable to common stockholders | $ | (4,287 | ) | $ | (13,671 | ) | $ | (4,642 | ) | ||||
Denominator: | |||||||||||||
Weighted average shares outstanding—basic and diluted | 11,059,382 | 395,918 | 300,841 | ||||||||||
Net loss per share attributable to common stockholders—basic and diluted(1) | $ | (0.39 | ) | $ | (34.53 | ) | $ | (15.43 | ) | ||||
(1) | All per share amounts and shares outstanding for all periods reflect the 1-for-1.662 reverse stock split, which was effective May 22, 2013. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Future Minimum Lease Payments for Operating Leases | ' | ||||||||||||||||||||||||
Future minimum lease payments for operating leases as of December 31, 2013 are as follows: | |||||||||||||||||||||||||
YEAR ENDING DECEMBER 31, | |||||||||||||||||||||||||
2014 | $ | 137 | |||||||||||||||||||||||
2015 and thereafter | 103 | ||||||||||||||||||||||||
Total | $ | 240 | |||||||||||||||||||||||
Summary of Contractual Contingent Purchase Price Consideration Obligation | ' | ||||||||||||||||||||||||
The Company has a contractual contingent purchase price consideration obligation related to acquisitions, as follows (in thousands): | |||||||||||||||||||||||||
Acquisition | Acquisition Date | Acquisition | Maximum | Remaining | Estimated | Payments | |||||||||||||||||||
Date Fair | Remaining | Earn-out | Fair Value | made | |||||||||||||||||||||
Value | Earn-out | Period | as of | during 2013 | |||||||||||||||||||||
Potential | as of | December 31, | |||||||||||||||||||||||
as of | December 31, | 2013 | |||||||||||||||||||||||
December 31, | 2013 | ||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Vet Therapeutics | October 15, 2013 | $ | 3,810 | $ | 5,000 | — | $ | 4,115 | $ | — | |||||||||||||||
$ | 5,000 | $ | 4,115 | $ | — | ||||||||||||||||||||
Subsequent_Events_Tables
Subsequent Events (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Okapi Sciences NV [Member] | ' | ||||||||
Acquisition Date Fair Value of Consideration Transferred | ' | ||||||||
The acquisition-date fair value of the consideration transferred to the sellers of Okapi Sciences, less cash acquired, was $43,238, which consisted of the following: | |||||||||
Cash consideration | $ | 13,910 | |||||||
Fair value of promissory note | 14,889 | ||||||||
Fair value of contingent consideration | 15,166 | ||||||||
Fair value of total consideration | 43,965 | ||||||||
Less cash acquired | (727 | ) | |||||||
Total consideration transferred, net of cash acquired | $ | 43,238 | |||||||
Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed | ' | ||||||||
The Company’s preliminary allocation of the purchase price to the assets acquired and liabilities assumes was as follows: | |||||||||
Cash | $ | 727 | |||||||
Accounts receivable | 72 | ||||||||
Prepaid expenses and other current assets | 666 | ||||||||
Property and equipment | 233 | ||||||||
Other long-term assets | 18 | ||||||||
Identifiable intangible assets | 29,400 | ||||||||
Accounts payable and accrued expenses | (492 | ) | |||||||
Deferred revenue | (753 | ) | |||||||
Deferred tax liabilities, net | (3,813 | ) | |||||||
Total identifiable net assets | 26,058 | ||||||||
Goodwill | 17,907 | ||||||||
Total net assets acquired | 43,965 | ||||||||
Less: | |||||||||
Promissory note | 14,889 | ||||||||
Contingent consideration | 15,166 | ||||||||
Cash paid | $ | 13,910 | |||||||
Components of Identifiable Intangible Assets Acquired | ' | ||||||||
The following are the intangible assets acquired by drug program and their estimated useful lives as of the date of the acquisition: | |||||||||
FAIR VALUE | USEFUL LIFE | ||||||||
Ciprovir (now referred to as AT-006) | $ | 3,400 | 13 years | ||||||
Felivir (now referred to as AT-007) | 13,500 | 15 years | |||||||
Canilox (now referred to as AT-008) | 5,300 | 13 years | |||||||
Parvo (now referred to as AT-011) | 7,200 | 14 years | |||||||
Total intangible assets subject to amortization | $ | 29,400 | |||||||
Vet Therapeutics, Inc [Member] | ' | ||||||||
Acquisition Date Fair Value of Consideration Transferred | ' | ||||||||
The acquisition date fair value of the consideration transferred to the sellers of Vet Therapeutics, less cash acquired, was $51,503, which consisted of the following: | |||||||||
Cash consideration | $ | 30,005 | |||||||
Fair value of Merger Shares | 14,700 | ||||||||
Fair value of promissory note | 3,000 | ||||||||
Fair value of contingent consideration | 3,810 | ||||||||
Fair value of total consideration | 51,515 | ||||||||
Less cash acquired | (12 | ) | |||||||
Total consideration transferred, net of cash acquired | $ | 51,503 | |||||||
Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed | ' | ||||||||
The Company’s preliminary allocation of the purchase price to the assets acquired and liabilities assumed was as follows: | |||||||||
Cash | $ | 12 | |||||||
Inventory | 173 | ||||||||
Other current assets | 5 | ||||||||
Property, plant and equipment | 73 | ||||||||
Other long-term assets | 3 | ||||||||
Identifiable intangible assets | 46,520 | ||||||||
Accounts payable and accrued expenses | (273 | ) | |||||||
Deferred revenue | (55 | ) | |||||||
Deferred tax liabilities, net | (15,739 | ) | |||||||
Total identifiable net assets | 30,720 | ||||||||
Goodwill | 20,796 | ||||||||
Total net assets acquired | 51,515 | ||||||||
Less: | |||||||||
Merger shares | 14,700 | ||||||||
Promissory note | 3,000 | ||||||||
Contingent consideration | 3,810 | ||||||||
Cash paid | $ | 30,005 | |||||||
Components of Identifiable Intangible Assets Acquired | ' | ||||||||
The following are the intangible assets acquired by drug program and their estimated useful lives as of the date of the acquisition: | |||||||||
FAIR VALUE | USEFUL LIFE | ||||||||
AT-004 (Antibody for B-cell lymphoma) | $ | 36,440 | 20 years | ||||||
AT-005 (Antibody for T-cell lymphoma) | 10,080 | 20 years | |||||||
Total intangible assets subject to amortization | $ | 46,520 |
Business_Combinations_Tables
Business Combinations (Tables) (Vet Therapeutics, Inc [Member]) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Vet Therapeutics, Inc [Member] | ' | ||||||||
Summary of Financial Proforma Information | ' | ||||||||
The following pro forma financial information summarizes the combined results of operations for the Company as though the acquisition of Vet Therapeutics occurred on January 1, 2012. The unaudited pro forma financial information is as follows: | |||||||||
UNAUDITED | |||||||||
YEAR ENDED DECEMBER 31, | |||||||||
2013 | 2012 | ||||||||
Revenue | $ | 1,720 | $ | 160 | |||||
Net loss | $ | (13,469 | ) | $ | (10,303 | ) | |||
Net loss attributable to common stockholders | $ | (13,469 | ) | $ | (12,338 | ) |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Components of Income Tax Benefit (Provisions) from Operations | ' | ||||||||
The components of the income tax benefit (provisions) from operations are as follows: | |||||||||
YEAR ENDED DECEMBER 31, | |||||||||
2013 | 2012 | ||||||||
Current: | $ | $ | |||||||
Federal | — | — | |||||||
State | — | — | |||||||
Deferred: | — | — | |||||||
Federal | 12,996 | — | |||||||
State | 2,459 | — | |||||||
$ | 15,455 | $ | — | ||||||
Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate | ' | ||||||||
A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows: | |||||||||
YEAR ENDED DECEMBER 31, | |||||||||
2013 | 2012 | ||||||||
Federal statutory income tax rate | 34 | % | 34 | % | |||||
State income taxes, net of federal tax benefit | 7.1 | 2.6 | |||||||
Non-deductible expenses | (2.4 | ) | — | ||||||
Research credits | 0.9 | 0 | |||||||
Losses benefitted/(not benefitted) | 38.9 | (36.6 | ) | ||||||
Total | 78.5 | % | 0 | % | |||||
Net Deferred Tax Assets | ' | ||||||||
Net deferred tax assets as of December 31, 2013 and 2012 consisted of the following: | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Net operating loss carry forwards | $ | 3,180 | $ | 388 | |||||
Capitalized start-up costs | 3,751 | 1,328 | |||||||
Tax credit carryforwards | 784 | 71 | |||||||
Other temporary differences | 1,421 | 479 | |||||||
Capitalized research and development, net | 5,788 | 3,192 | |||||||
Intangibles, net | — | 2,605 | |||||||
Depreciation | — | 2 | |||||||
Total deferred tax assets | 14,924 | 8,065 | |||||||
Valuation allowance | (417 | ) | (8,065 | ) | |||||
Net deferred tax assets | 14,507 | — | |||||||
Intangibles, net | (14,776 | ) | — | ||||||
Depreciation | (16 | ) | — | ||||||
Total deferred tax liabilities | (14,792 | ) | — | ||||||
Net deferred tax liability | $ | (285 | ) | $ | — | ||||
Changes in Valuation Allowance for Deferred Tax Assets | ' | ||||||||
Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2013 and 2012 were as follows: | |||||||||
YEAR ENDED DECEMBER 31, | |||||||||
2013 | 2012 | ||||||||
Valuation allowance as of beginning of year | $ | 8,065 | $ | 3,812 | |||||
Decreases recorded as income tax benefit | 7,648 | — | |||||||
Increases recorded as income tax expense | — | 4,253 | |||||||
Valuation allowance as of end of year | $ | 417 | $ | 8,065 |
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Selected Unaudited Quarterly Financial Data | ' | ||||||||||||||||
The following table presents selected unaudited quarterly financial data for each of the quarters in the years ended December 31, 2013 and 2012 (in thousands, except per share data): | |||||||||||||||||
2013 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter (2) | ||||||||||||||
Net revenue | $ | — | $ | — | $ | — | $ | 123 | |||||||||
Gross profit | — | — | — | 14 | |||||||||||||
Net income (loss) and comprehensive income (loss) | (3,293 | ) | (3,440 | ) | (4,671 | ) | 7,118 | ||||||||||
Net income (loss) attributable to common stockholders | (4,066 | ) | (4,248 | ) | (4,671 | ) | 7,118 | ||||||||||
Basic—income (loss) per common share: | |||||||||||||||||
Net income (loss) per common share (1) | (4.73 | ) | (4.62 | ) | (0.22 | ) | 0.33 | ||||||||||
Diluted—income (loss) per common share: | |||||||||||||||||
Net income (loss) per common share (1) | $ | (4.73 | ) | $ | (4.62 | ) | $ | (0.22 | ) | $ | 0.32 | ||||||
Weighted average number of common shares outstanding, basic | 860,350 | 918,397 | 20,806,352 | 21,320,775 | |||||||||||||
Weighted average number of common shares outstanding, diluted | 860,350 | 918,397 | 20,806,352 | 22,468,031 | (3) | ||||||||||||
2012 | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
Net revenue | $ | — | $ | — | $ | — | $ | — | |||||||||
Gross profit | — | — | — | — | |||||||||||||
Net loss and comprehensive loss | (2,245 | ) | (2,549 | ) | (2,637 | ) | (4,254 | ) | |||||||||
Net loss attributable to common stockholders | (2,689 | ) | (3,071 | ) | (3,164 | ) | (4,747 | ) | |||||||||
Basic—loss per common share: | |||||||||||||||||
Net loss per common share (1) | (8.94 | ) | (10.21 | ) | (9.64 | ) | (6.50 | ) | |||||||||
Diluted—loss per common share: | |||||||||||||||||
Net loss per common share (1) | $ | (8.94 | ) | $ | (10.21 | ) | $ | (9.64 | ) | $ | (6.50 | ) | |||||
Weighted average number of common shares outstanding, basic and diluted | 300,841 | 300,841 | 328,101 | 729,778 | |||||||||||||
(1) | Net income (loss) available to common stockholders and basic and diluted net income (loss) per common share are computed consistent with annual per share calculations described in Notes 2 (Net Loss Per Share) and 15 of its consolidated financial statements included elsewhere in this Annual Report on Form 10-K. | ||||||||||||||||
(2) | Included in the net income for the fourth quarter of 2013 is an income tax benefit of $15,455 related to the Vet Therapeutics acquisition and $305 of expense recorded in connection with fair value adjustments to acquisition related contingent | ||||||||||||||||
(3) | Includes 1,147,256 dilutive shares related to employee stock compensation plans, net of assumed buy-back. |
Nature_of_the_Business_and_Bas1
Nature of the Business and Basis of Presentation - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 37 Months Ended | 12 Months Ended | ||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2010 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Oct. 31, 2013 | Dec. 31, 2013 |
Vet Therapeutics, Inc [Member] | Okapi Sciences NV [Member] | ||||||||||||||
Program | Candidate | ||||||||||||||
Business And Basis Of Presentation [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Entity incorporation date | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Dec-10 | ' | ' | ' | ' | ' |
Number of development programs added | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' |
Number of clinical/development state product candidates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 |
Cumulative net losses | ($6,834) | $7,118 | ($4,671) | ($3,440) | ($3,293) | ($4,254) | ($2,637) | ($2,549) | ($2,245) | ($4,287) | ($11,636) | ($3,464) | ($26,220) | ' | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Segment | Customer | Security | |
Customer | Security | ||
Institution | |||
Summary of Accounting and Financial Policies [Line Items] | ' | ' | ' |
Cash equivalents | $0 | $0 | ' |
Unrealized gain or loss related to marketable securities | 0 | 0 | ' |
Marketable securities | ' | ' | 0 |
No. of operating segment | 1 | ' | ' |
No. of reporting unit | 1 | ' | ' |
Deferred offering costs | 33 | 0 | ' |
Recognized income tax expense benefits percentage | 50.00% | ' | ' |
Debt issuance costs | 83 | 0 | 0 |
Interest expense | $33 | $0 | $0 |
Number of financial institutions | 2 | ' | ' |
Number of customers | 1 | 1 | ' |
Maximum [Member] | ' | ' | ' |
Summary of Accounting and Financial Policies [Line Items] | ' | ' | ' |
Period for repurchase of unvested shares | '90 days | ' | ' |
Stock Options [Member] | ' | ' | ' |
Summary of Accounting and Financial Policies [Line Items] | ' | ' | ' |
Repurchase of unvested shares, condition | 'If, after 90 days, the Company has elected not to repurchase the unvested shares, the shares would become vested in full | ' | ' |
Restricted Stock [Member] | ' | ' | ' |
Summary of Accounting and Financial Policies [Line Items] | ' | ' | ' |
Number of employees | 3 | ' | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Estimated Useful Lives of Property, Plant and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Laboratory and Office Equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '3 years |
Laboratory and Office Equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '5 years |
Computer Equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '3 years |
Computer Equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '5 years |
Furniture [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '3 years |
Furniture [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '7 years |
Fair_Value_of_Financial_Assets2
Fair Value of Financial Assets and Liabilities - Summary of Information about Company's Financial Assets and Liabilities Subject to Fair Value Measurement on Recurring Basis (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Assets: | ' | ' |
Marketable securities | $4,670 | $6,382 |
Assets, fair value | 4,670 | 6,382 |
Liabilities: | ' | ' |
Contingent consideration | 4,115 | ' |
Liabilities, fair value | 4,115 | ' |
Carrying Value [Member] | ' | ' |
Assets: | ' | ' |
Marketable securities | 4,670 | 6,382 |
Assets, fair value | 4,670 | 6,382 |
Liabilities: | ' | ' |
Contingent consideration | 4,115 | ' |
Liabilities, fair value | 4,115 | ' |
Level 1 [Member] | ' | ' |
Assets: | ' | ' |
Marketable securities | ' | ' |
Assets, fair value | ' | ' |
Liabilities: | ' | ' |
Contingent consideration | ' | ' |
Liabilities, fair value | ' | ' |
Level 2 [Member] | ' | ' |
Assets: | ' | ' |
Marketable securities | 4,670 | 6,382 |
Assets, fair value | 4,670 | 6,382 |
Liabilities: | ' | ' |
Contingent consideration | ' | ' |
Liabilities, fair value | ' | ' |
Level 3 [Member] | ' | ' |
Assets: | ' | ' |
Marketable securities | ' | ' |
Assets, fair value | ' | ' |
Liabilities: | ' | ' |
Contingent consideration | 4,115 | ' |
Liabilities, fair value | $4,115 | ' |
Fair_Value_of_Financial_Assets3
Fair Value of Financial Assets and Liabilities - Summary of Information about Company's Financial Assets and Liabilities Subject to Fair Value Measurement on Recurring Basis (Parenthetical) (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Fair Value Disclosures [Abstract] | ' |
Current portion-contingent consideration | $2,572 |
Contingent consideration | $1,543 |
Fair_Value_of_Financial_Assets4
Fair Value of Financial Assets and Liabilities - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Financial_Instrument | ||
Fair Value Disclosures [Abstract] | ' | ' |
Transfers between Level 1, Level 2 and Level 3 | 'No transfers between Level 1, Level 2 and Level 3 | 'No transfers between Level 1, Level 2 and Level 3 |
Financial assets and liabilities measured at fair value on recurring basis | ' | 0 |
Fair_Value_of_Financial_Assets5
Fair Value of Financial Assets and Liabilities - Change in Fair Value of Company's Contingent Consideration Payable Measured at Fair Value on Recurring Basis (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Fair Value Disclosures [Abstract] | ' |
Balance at beginning of period | ' |
Initial recognition of contingent consideration payable | 3,810 |
Expense recognized in the consolidated statement of operations (within general and administrative) due to change in fair value during the period | 305 |
Balance at end of period | $4,115 |
Fair_Value_of_Financial_Assets6
Fair Value of Financial Assets and Liabilities - Quantitative Information About Company's Recurring Level 3 Fair Value Measurements (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Contingent consideration, Fair value | 4,115 |
Level 3 [Member] | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Contingent consideration, Fair value | 4,115 |
Income Approach Valuation Technique [Member] | Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Contingent consideration, Valuation technique | 'Income approach (probability weighted discounted cash flow) |
Assumed market participant discount rate | 5.50% |
Weighted Average | -71.44% |
Income Approach Valuation Technique [Member] | Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Minimum [Member] | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Probability of milestones being achieved | 3.80% |
Periods in which milestones are expected to be achieved | '2014 |
Income Approach Valuation Technique [Member] | Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Maximum [Member] | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Probability of milestones being achieved | 95.00% |
Periods in which milestones are expected to be achieved | '2015 |
Income Approach Valuation Technique [Member] | Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Contingent consideration, Fair value | 4,115 |
Fair_Value_of_Financial_Assets7
Fair Value of Financial Assets and Liabilities - Carrying Amounts and Estimated Fair Value of Company's Financial Assets and Liabilities Not Measured at Fair Value on Recurring Basis (Detail) (Fair Value, Measurements, Nonrecurring [Member], USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Fair Value, Measurements, Nonrecurring [Member] | ' |
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items] | ' |
Loan payable, Carrying Amount | $14,935 |
Loan payable, Fair Value | $15,040 |
Fair_Value_of_Financial_Assets8
Fair Value of Financial Assets and Liabilities - Carrying Amounts and Estimated Fair Value of Company's Financial Assets and Liabilities Not Measured at Fair Value on Recurring Basis (Parenthetical) (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Debt Instrument Fair Value Carrying Value [Abstract] | ' |
Current portion-loan payable | $5,625 |
Loan payable | $9,310 |
Marketable_Securities_Fair_Val
Marketable Securities - Fair Value of Available-for-Sale Marketable Securities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | $4,670 | $6,382 |
Gross Unrealized Gains | ' | ' |
Gross unrealized Losses | ' | ' |
Fair Value | 4,670 | 6,382 |
Certificates of Deposit [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 4,670 | 6,382 |
Gross Unrealized Gains | ' | ' |
Gross unrealized Losses | ' | ' |
Fair Value | $4,670 | $6,382 |
Marketable_Securities_Addition
Marketable Securities - Additional Information (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Aggregate fair value of investments | ' | $245 |
Investment maturities | '1 year | '1 year |
Certificates of Deposit [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Investment maturities | ' | '2 years |
Receivable_from_Stockholder_Re
Receivable from Stockholder - Receivable from Stockholder (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Stockholder Loans Receivable [Line Items] | ' | ' |
Receivable from stockholder | $1,001 | $650 |
Vet Therapeutics, Inc [Member] | ' | ' |
Stockholder Loans Receivable [Line Items] | ' | ' |
Receivable from stockholder | 1,001 | ' |
Convertible Preferred Stock [Member] | ' | ' |
Stockholder Loans Receivable [Line Items] | ' | ' |
Receivable from stockholder | ' | $650 |
Receivable_from_Stockholder_Ad
Receivable from Stockholder - Additional Information (Detail) (Vet Therapeutics, Inc [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Vet Therapeutics, Inc [Member] | ' |
Stockholder Loans Receivable [Line Items] | ' |
Excess amount of initial closing current consideration due | $1,001 |
Property_and_Equipment_Net_Sch
Property and Equipment, Net - Schedule of Property and Equipment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property Plant And Equipment [Abstract] | ' | ' |
Laboratory and office equipment | $90 | $2 |
Computer equipment | 40 | 32 |
Furniture | 2 | 2 |
Construction in process | 7 | ' |
Total property and equipment | 139 | 36 |
Less: Accumulated depreciation | -41 | -17 |
Property and equipment, net | $98 | $19 |
Property_and_Equipment_Net_Add
Property and Equipment, Net - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property Plant And Equipment [Abstract] | ' | ' | ' |
Depreciation expense | $16 | $13 | $4 |
Assets sold or disposed | 9 | 0 | 0 |
Gain/loss on assets sold | $0 | ' | ' |
Goodwill_Additional_Informatio
Goodwill - Additional Information (Detail) (USD $) | 12 Months Ended | 37 Months Ended | 0 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 15, 2013 |
Segment | Vet Therapeutics, Inc [Member] | ||||
Goodwill [Line Items] | ' | ' | ' | ' | ' |
Total consideration transferred, net of cash acquired | $30,994 | $30,994 | ' | ' | $51,503 |
Goodwill | 20,796 | 20,796 | ' | ' | 20,796 |
Operating segment | 1 | ' | ' | ' | ' |
Goodwill impairment losses | $0 | ' | ' | ' | ' |
Goodwill_Summary_of_Goodwill_D
Goodwill - Summary of Goodwill (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Intangible Liability Disclosure [Abstract] | ' | ' | ' |
Gross Carrying Amount | $20,796 | ' | ' |
Impairment Losses | ' | ' | ' |
Net Carrying Value | $20,796 | ' | ' |
Goodwill_Summary_of_Change_in_
Goodwill - Summary of Change in the Net Book Value of Goodwill (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2011 |
Intangible Liability Disclosure [Abstract] | ' | ' |
As of January 1 | ' | ' |
Acquisitions | 20,796 | ' |
As of December 31 | $20,796 | ' |
Intangible_Assets_Net_Summary_
Intangible Assets, Net - Summary of Other Intangible Assets (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Intangible Assets Net Excluding Goodwill [Line Items] | ' |
Net Carrying Value | $46,140 |
Intellectual Property [Member] | ' |
Intangible Assets Net Excluding Goodwill [Line Items] | ' |
Gross Carrying Amount | 36,440 |
Accumulated Amortization and Impairment Losses | 380 |
Net Carrying Value | 36,060 |
Weighted-average Useful Life | '20 years |
Intellectual Property [Member] | ' |
Intangible Assets Net Excluding Goodwill [Line Items] | ' |
Gross Carrying Amount | 10,080 |
Net Carrying Value | $10,080 |
Weighted-average Useful Life | '20 years |
Intangible_Assets_Net_Addition
Intangible Assets, Net - Additional Information (Detail) (USD $) | 12 Months Ended | 37 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 |
Intangible Liability Disclosure [Abstract] | ' | ' | ' | ' |
Value of intangible assets | $46,140 | $0 | ' | $46,140 |
Amortization Expense | $380 | $0 | $0 | $380 |
Intangible_Assets_Net_Summary_1
Intangible Assets, Net - Summary of Change in the Net Book Value of Other Intangible Assets (Detail) (USD $) | 12 Months Ended | 37 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 |
Intangible Liability Disclosure [Abstract] | ' | ' | ' | ' |
As of January 1 | $0 | ' | ' | ' |
Acquisitions | 46,520 | ' | ' | ' |
Amortization charged | -380 | 0 | 0 | -380 |
As of December 31 | $46,140 | $0 | ' | $46,140 |
Intangible_Assets_Net_Estimate
Intangible Assets, Net - Estimated Amortization Expense (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
2014 | $1,822 |
2015 | 1,822 |
2016 | 1,822 |
2017 | 1,822 |
2018 | $1,822 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Oct. 11, 2013 | Dec. 31, 2013 | Mar. 04, 2013 | Dec. 31, 2012 | Oct. 15, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Installment | Vet Therapeutics, Inc [Member] | Promissory Note [Member] | Minimum [Member] | Prior to March 4, 2014 [Member] | On or After March 4, 2014 [Member] | ||||
Vet Therapeutics, Inc [Member] | |||||||||
Proforma Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial term loan | ' | $15,000 | $5,000 | ' | ' | ' | ' | ' | ' |
Additional term loans | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' |
Total borrowings | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' |
Credit facility maturity date | ' | 4-Mar-16 | ' | ' | ' | ' | ' | ' | ' |
Credit facility, number of installments | ' | 24 | ' | ' | ' | ' | ' | ' | ' |
Interest rate on credit facility | ' | ' | ' | ' | ' | ' | ' | 'The prime rate then in effect plus 2.25% or (ii) 5.50%. | 'Prime rate in effect on March 4, 2014 plus 2.25% or (ii) 5.50% |
Excess interest rate over prime rate | ' | ' | ' | ' | ' | ' | ' | 2.25% | 2.25% |
Interest rate on credit facility | ' | ' | ' | ' | ' | 7.00% | ' | 5.50% | 5.50% |
Fee for sale of assets or capital stock | ' | 250 | ' | ' | ' | ' | ' | ' | ' |
Fee payment obligation | ' | '100% of voting stockholders hold less than 50% of voting securities after such transaction | ' | ' | ' | ' | ' | ' | ' |
Voting percentage of shareholders under obligation of success fee | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' |
Percentage of voting securities of shareholders after success fee payment | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' |
Credit facility default amount | ' | 350 | ' | ' | ' | ' | ' | ' | ' |
Increased credit facility | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Total credit facility | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Available under the credit facility | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Total borrowings under the credit facility | ' | 15,000 | ' | ' | ' | ' | ' | ' | ' |
Liquidity ratio of unrestricted cash | ' | 1 | ' | ' | ' | ' | ' | ' | ' |
Percentage of accounts receivable to maintain liquidity | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' |
Holding of minimum cash in conjunction with the Okapi Sciences | ' | 15,000 | ' | ' | ' | ' | ' | ' | ' |
Term loan discount | 13 | 53 | 73 | ' | ' | ' | ' | ' | ' |
Accretion expense | ' | 33 | ' | ' | ' | ' | ' | ' | ' |
Payment term of debt accreted | ' | '3 years | ' | ' | ' | ' | ' | ' | ' |
Additional term loan period | ' | '3 years | ' | ' | ' | ' | ' | ' | ' |
Interest expense on credit facility | ' | 357 | ' | ' | ' | ' | ' | ' | ' |
Principal amount of promissory note | ' | ' | ' | ' | ' | 3,000 | ' | ' | ' |
Date of maturity | ' | ' | ' | ' | 31-Dec-14 | 31-Dec-14 | ' | ' | ' |
Debt outstanding | ' | ' | ' | $0 | ' | ' | ' | ' | ' |
Debt_Estimated_Future_Principa
Debt - Estimated Future Principal Payments under Initial Term Loan (Detail) (USD $) | Dec. 31, 2013 | Mar. 04, 2013 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
2014 | $5,625 | ' |
2015 | 7,500 | ' |
2016 | 1,875 | ' |
2017 | ' | ' |
Thereafter | ' | ' |
Total | $15,000 | $5,000 |
Accrued_Expenses_Other_Current2
Accrued Expenses, Other Current Liabilities and Other Long-Term Liabilities - Summary of Accrued Expenses (Current), Other Current Liabilities and Other Long-Term Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accrued expenses: | ' | ' |
Accrued payroll and related expenses | $1,017 | $571 |
Accrued professional fees | 600 | 88 |
Accrued minimum royalty | 70 | ' |
Accrued interest | 71 | ' |
Accrued research and development costs | 662 | 695 |
Accrued other | 75 | 7 |
Accrued expenses, Total | 2,495 | 1,361 |
Other current liabilities: | ' | ' |
Early exercise of stock-based awards | 57 | 62 |
Accrued third-party license fee | ' | 500 |
Other current liabilities, Total | 57 | 562 |
Other long-term liabilities: | ' | ' |
Early exercise of stock-based awards | 75 | 96 |
Other long-term liabilities, Total | $75 | $96 |
Agreements_Additional_Informat
Agreements - Additional Information (Detail) (USD $) | 12 Months Ended | 37 Months Ended | 0 Months Ended | 12 Months Ended | 37 Months Ended | 0 Months Ended | 12 Months Ended | 37 Months Ended | 0 Months Ended | 12 Months Ended | 37 Months Ended | 0 Months Ended | 12 Months Ended | 37 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||||||||||||||||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 27, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2010 | Feb. 15, 2012 | Dec. 02, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Feb. 28, 2012 | Nov. 01, 2011 | Feb. 11, 2013 | Jan. 30, 2013 | Dec. 28, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Jan. 31, 2013 | Dec. 27, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Mar. 06, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Mar. 06, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 27, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 27, 2010 | Dec. 27, 2010 | Dec. 27, 2010 | Jul. 12, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 05, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Apr. 02, 2013 | Apr. 02, 2013 | Apr. 02, 2013 | Oct. 15, 2013 | Dec. 06, 2012 |
Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Kansas Bioscience Authority ("KBA") Programs [Member] | Kansas Bioscience Authority ("KBA") Programs [Member] | Kansas Bioscience Authority ("KBA") Programs [Member] | Kansas Bioscience Authority ("KBA") Programs [Member] | Kansas Bioscience Authority ("KBA") Programs [Member] | Kansas Department of Commerce Program [Member] | Kansas Department of Commerce Program [Member] | Kansas Department of Commerce Program [Member] | Kansas Department of Commerce Program [Member] | Kansas Department of Commerce Program [Member] | RaQualia Agreements [Member] | RaQualia Agreements [Member] | RaQualia Agreements [Member] | RaQualia Agreements [Member] | RaQualia Agreements [Member] | RaQualia Agreements [Member] | RaQualia API Agreement [Member] | RaQualia API Agreement [Member] | RaQualia API Agreement [Member] | Pacira Agreement [Member] | Pacira Agreement [Member] | Pacira Agreement [Member] | Alere Agreement [Member] | Crucell Commercial Agreement [Member] | Crucell Commercial Agreement [Member] | Crucell Commercial Agreement [Member] | Nah Agreement [Member] | Nah Agreement [Member] | |||||
Agreement | Agreement | Initial Agreement [Member] | Maximum [Member] | Series B Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | Agreement | Series A-1 Convertible Preferred Stock [Member] | RQ-00000005 (AT-002) [Member] | RQ-00000007 (AT-001) [Member] | Vet Therapeutics, Inc [Member] | Vet Therapeutics, Inc [Member] | Vet Therapeutics, Inc [Member] | Vet Therapeutics, Inc [Member] | |||||||||||||||||||||||||||||||||||||||||||
Investor | Series C Convertible Preferred Stock [Member] | Group Three [Member] | Group Four [Member] | Maximum [Member] | Minimum [Member] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Investor | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of license Agreements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash payment related to license agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,000 | $4,350 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock shares issued | ' | ' | ' | ' | 9,999,999 | ' | ' | ' | ' | 500,000 | 2,570,834 | 70,833 | ' | ' | ' | ' | 166,666 | 2,500,000 | 43,112 | 650,459 | 2,349,541 | ' | ' | ' | ' | 81,037 | 2,750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share issue price | ' | ' | ' | ' | ' | $1 | ' | ' | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issuance of preference stock | 1,300 | ' | ' | ' | ' | ' | ' | ' | 9,951 | ' | ' | ' | ' | 7,699 | 7,542 | 15,241 | ' | ' | ' | ' | ' | 3,406 | 8,693 | ' | 12,099 | ' | ' | ' | ' | ' | 4,662 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock shares issued, value | ' | 39,197 | ' | ' | ' | ' | 9,951 | ' | ' | ' | ' | ' | ' | 15,241 | ' | ' | ' | ' | ' | ' | 9,398 | ' | 9,343 | ' | ' | ' | 4,675 | ' | 4,662 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,675 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock shares issued, issuance price per share | ' | ' | ' | ' | $1 | ' | ' | ' | ' | ' | $3 | $3 | ' | ' | ' | ' | ' | ' | $4 | $4 | $4 | ' | ' | ' | ' | ' | $1.70 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.70 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
In-process research and development | ' | 1,500 | ' | 8,025 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,525 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,525 | 7,350 | ' | ' | ' | 1,000 | 500 | ' | ' | ' | ' | ' | ' | ' |
Excess of the cash proceeds received over the fair value of the shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 825 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 825 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | 8,500 | ' | ' | ' | 42,500 | ' | ' | ' | ' | ' | ' | ' | ' |
Payments for royalties | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,350 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800 | 800 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected revenue from development agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount receivable on agreement execution | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
License fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Milestones accrued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500 | ' | 0 | ' | ' | ' | ' |
Royalty expense | 1 | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | 0 | ' | ' | ' | ' |
Minimum royalty paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70 | ' | ' | ' | ' |
Sales milestone payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 405 | ' | ' | ' |
Minimum royalty accrued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70 | ' | ' |
In-process research and development | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 |
Upfront nonrefundable payment received | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 |
Upfront nonrefundable payment received for conditional license | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 |
Current portion-contingent consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' |
Number of exclusive agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Option agreement expires | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2014 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized as research and development expense | 10,925 | 7,291 | 2,196 | 20,412 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 915 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grant receivable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,333 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Funding term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized income | 478 | 121 | ' | 599 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 478 | 100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grant term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '24 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of investors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13 | ' | 18 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tax credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of business | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | 80.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred_Stock_Additional_Inf
Preferred Stock - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 37 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||||||||||
In Thousands, except Share data, unless otherwise specified | Jun. 26, 2013 | 22-May-13 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jul. 02, 2013 | Dec. 31, 2013 | Feb. 11, 2013 | Jan. 30, 2013 | Dec. 28, 2012 | Dec. 31, 2013 | Feb. 28, 2013 | Jan. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2013 | Feb. 15, 2012 | Dec. 02, 2011 | Dec. 31, 2013 | Feb. 28, 2013 | Dec. 31, 2012 | Feb. 28, 2012 | Nov. 01, 2011 | Jun. 26, 2013 | Dec. 27, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 27, 2010 | Dec. 31, 2013 | Dec. 31, 2012 |
Automatically Conversion, Scenario Two [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | |||||||
Minimum [Member] | Receivables from Stockholder [Member] | Automatically Conversion, Scenario One [Member] | |||||||||||||||||||||||||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock shares authorized | ' | ' | ' | 20,916,667 | ' | 10,000,000 | ' | ' | ' | ' | ' | 3,050,000 | ' | 3,000,000 | ' | ' | ' | ' | 5,141,667 | 5,166,667 | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | 2,750,000 |
Preferred stock, par value | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock shares, outstanding | ' | ' | 0 | 20,241,207 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | 2,349,541 | ' | ' | ' | ' | ' | 5,141,667 | ' | ' | ' | ' | ' | 9,999,999 | ' | ' | ' | ' | 2,750,000 |
Holding percentage of share for conversion | 75.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible preferred stock converted into common stock | ' | ' | 13,351,902 | ' | 13,351,902 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, shares issued | ' | ' | ' | ' | ' | ' | ' | 43,112 | 650,459 | 2,349,541 | ' | ' | 81,037 | ' | ' | 2,570,834 | 70,833 | ' | ' | ' | 166,666 | 2,500,000 | ' | 9,999,999 | ' | ' | 500,000 | ' | 2,750,000 | ' | ' |
Preferred stock shares issued, issuance price per share | ' | ' | ' | ' | ' | ' | ' | $4 | $4 | $4 | ' | ' | ' | ' | ' | $3 | $3 | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | ' | $1.70 | ' | ' |
Gross proceeds received | ' | ' | ' | ' | ' | ' | ' | $172 | $2,602 | ' | ' | ' | ' | ' | $650 | $7,712 | $7,713 | ' | ' | ' | ' | ' | ' | $10,000 | ' | ' | ' | ' | $5,500 | ' | ' |
Issuance costs | ' | ' | 2,617 | ' | 2,617 | ' | ' | 1 | 8 | 55 | ' | ' | ' | ' | ' | 13 | 171 | ' | ' | ' | ' | ' | ' | 49 | ' | ' | ' | ' | 13 | ' | ' |
Share issue price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | $2 | ' | ' |
Payment for intellectual property rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,350 | ' | ' |
Preferred stock, value | ' | ' | ' | 39,197 | ' | ' | ' | ' | ' | 9,398 | ' | ' | ' | 9,343 | ' | ' | ' | ' | ' | 15,241 | ' | ' | ' | ' | ' | 9,951 | ' | ' | 4,675 | ' | 4,662 |
In-process research and development expense | ' | ' | ' | 1,500 | 8,025 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,525 | ' | ' |
Excess of the cash proceeds received over the fair value of the shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 825 | ' | ' |
Preferred stock, liquidation preference per share in addition to any declared and unpaid dividends | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | ' | $2 | ' |
Percentage of shares issued to new investors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60.00% | ' | ' | ' | ' | ' | ' |
Preference dividend rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' |
Due from stockholder | ' | ' | 1,001 | 650 | 1,001 | ' | ' | ' | ' | 650 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split ratio | ' | '1-for-1.662 reverse stock split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split ratio on shares | ' | 0.601685 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, conversion prices per share | ' | ' | ' | ' | ' | ' | $9 | ' | ' | ' | $6.65 | ' | ' | ' | ' | ' | ' | $4.99 | ' | ' | ' | ' | ' | ' | $1.66 | ' | ' | ' | ' | $3.32 | ' |
Preferred stock, conversion basis | ' | ' | ' | '1-for-0.601685 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of elected shareholder to convert common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | ' | ' | ' | ' | 75.00% | ' | ' | ' |
Preferred stock , redemption value | ' | ' | ' | ' | ' | ' | $40,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred_Stock_Summary_of_Pre
Preferred Stock - Summary of Preferred Stock (Detail) (USD $) | Dec. 31, 2013 | Jul. 02, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 27, 2010 | Feb. 28, 2013 | Dec. 31, 2012 | Feb. 28, 2013 | Dec. 31, 2012 | Dec. 28, 2012 |
In Thousands, except Share data, unless otherwise specified | Series A Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | |||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock Authorized | ' | 10,000,000 | 20,916,667 | 10,000,000 | 2,750,000 | ' | 5,141,667 | 5,166,667 | 3,050,000 | 3,000,000 | ' |
Preferred Stock Issued and Outstanding | 0 | ' | 20,241,207 | 9,999,999 | 2,750,000 | ' | ' | 5,141,667 | ' | 2,349,541 | ' |
Liquidation Preference | ' | ' | $43,269 | $11,674 | $5,500 | ' | ' | $16,691 | ' | $9,404 | ' |
Carrying Value | ' | ' | $39,197 | $9,951 | $4,662 | $4,675 | ' | $15,241 | ' | $9,343 | $9,398 |
Common Stock Issuable Upon Conversion | ' | ' | 12,178,807 | 6,016,849 | 1,654,632 | ' | ' | 3,093,655 | ' | 1,413,671 | ' |
Common_Stock_Additional_Inform
Common Stock - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 37 Months Ended | 0 Months Ended | 12 Months Ended | 25 Months Ended | |||||||||||
In Thousands, except Share data, unless otherwise specified | 22-May-13 | Jul. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jul. 02, 2013 | Feb. 28, 2013 | Feb. 03, 2014 | Oct. 13, 2013 | Oct. 15, 2013 | Jun. 26, 2013 | Jul. 02, 2013 | Jul. 02, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Subsequent Event [Member] | Private Placement [Member] | Vet Therapeutics, Inc [Member] | Series A Convertible Preferred Stock [Member] | Minimum [Member] | Maximum [Member] | Unvested Restricted Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | |||||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock outstanding, shares | ' | ' | ' | 23,425,487 | 830,823 | 23,425,487 | ' | ' | ' | ' | ' | ' | ' | ' | 672,251 | ' | ' | ' |
Common stock, authorized | ' | ' | ' | 100,000,000 | 25,016,667 | 100,000,000 | ' | 25,041,667 | ' | ' | ' | ' | 25,041,667 | 100,000,000 | ' | ' | ' | ' |
Common stock, par value | ' | ' | ' | $0.00 | $0.00 | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | $23 | ' | $1 |
Common stock holders, voting right | ' | ' | ' | 'One Vote | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock to founders, in shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,612,500 | 300,841 | ' |
Issuance of common stock to founders | ' | ' | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $500 | ' |
Terminated employees reacquired | ' | ' | ' | 33,447 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split ratio | '1-for-1.662 reverse stock split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of fractional shares issued for reverse stock split | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split ratio on shares | 0.601685 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of common stock resulted from IPO | ' | 6,612,500 | ' | 23,425,487 | 830,823 | 23,425,487 | ' | ' | 5,150,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate purchase price per share | ' | $6 | ' | ' | ' | ' | ' | ' | $19 | $16 | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from IPO | ' | 34,274 | ' | 36,897 | ' | 36,897 | ' | ' | 90,507 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Underwriting discount and commission | ' | 2,777 | ' | ' | ' | ' | ' | ' | 5,871 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Offering expenses | ' | 2,617 | ' | ' | ' | ' | ' | ' | 1,472 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of elected shareholder to convert common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | ' | ' | ' | ' | ' | ' |
Convertible preferred stock converted into common stock | ' | ' | ' | 13,351,902 | ' | 13,351,902 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issued of stock to Vet Therapeutics | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 624,997 | ' | ' | ' | ' | 624,997 | ' | ' |
Common stock fair value acquisition | ' | ' | ' | 14,700 | ' | ' | ' | ' | ' | ' | 14,700 | ' | ' | ' | ' | ' | ' | ' |
Sell of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,234,375 | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate purchase price, total | ' | ' | ' | ' | ' | ' | ' | ' | ' | $19,750 | ' | ' | ' | ' | ' | ' | ' | ' |
StockBased_Awards_Additional_I
Stock-Based Awards - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | 37 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 22, 2012 | Oct. 04, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Aug. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Former President [Member] | Two Employees [Member] | Two Employees [Member] | Third Employee [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | 2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | Two Thousand Ten Equity Incentive Award Plan [Member] | Two Thousand Ten Equity Incentive Award Plan [Member] | Two Thousand Ten Equity Incentive Award Plan [Member] | Two Thousand Thirteen Incentive Award Plan [Member] | Two Thousand Thirteen Incentive Award Plan [Member] | Two Thousand Thirteen Incentive Award Plan [Member] | Two Thousand Thirteen Incentive Award Plan [Member] | ||||||||
Employees | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Certain Employees Non-Employee Consultants and Directors [Member] | Certain Employees Non-Employee Consultants and Directors [Member] | Employee Stock Options [Member] | Employee Stock Options [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Maximum [Member] | Certain Employees and Non-Employee Directors [Member] | Employee Stock Options [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase of common stock with maximum term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | '10 years | '10 years | ' | ' | ' | ' | ' | ' | '10 years |
Shares available for future grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 206,217 | ' | ' | ' |
Number of shares purchase by modification in stock option awards | ' | ' | 87,241 | ' | ' | ' | ' | 269,817 | ' | ' | ' | ' | ' | ' | ' | ' | 231,445 | ' | ' | 231,445 | 588,775 | ' | ' | ' | ' | ' | ' | ' | 687,136 | ' |
Stock options exercise price | ' | ' | $0.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.39 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average grant date fair value of options granted | $2.59 | $1.06 | ' | $2.48 | $0.33 | $0.15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $9.16 | ' | ' | ' |
Stock based compensation, vesting percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | 25.00% | ' | ' | ' | ' | ' | ' | 25.00% |
Liability related to early exercise of stock-based awards | ' | ' | $158 | $132 | $158 | ' | $132 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares unvested | ' | ' | ' | 344,745 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested shares from terminated employees | ' | ' | ' | 33,447 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic value | ' | ' | ' | 4,840 | 2,160 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' |
Cash proceeds | ' | ' | ' | 153 | 266 | ' | 419 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' |
Proceed from stock options exercised | ' | ' | ' | 97 | 266 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of award vested | ' | ' | ' | 98 | 85 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Modified stock option awards grant | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeiture of option to purchase shares | ' | ' | ' | ' | ' | ' | ' | 9,228 | ' | ' | ' | ' | ' | ' | ' | ' | 25,010 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in expiration date | ' | ' | ' | ' | ' | ' | ' | 31-Jan-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock based compensation expected | ' | ' | ' | 1,025 | 106 | 26 | 1,157 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of restricted stock awards to employees, in shares | ' | ' | ' | ' | ' | ' | ' | ' | 76,496 | 58,013 | 347,238 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock awards, vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | '2 years | '4 years | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of employees awarded | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average grant date fair value of restricted stock granted | ' | ' | ' | $18.91 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.59 | ' | ' | ' | ' | ' | ' | $2.59 | $0.40 | $0 | ' | ' | ' | ' |
Fair value of restricted stock awards that vested | ' | ' | ' | 25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,257 | 6 | 0 | ' | ' | ' | ' |
Proceed from issuance of restricted stock awards to employees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 139 | 0 | ' | ' | ' | ' |
Restricted stock unvested | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 237,740 | ' | 390,209 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum issuance of shares common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 983,250 | ' | ' | ' |
Maximum increase of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,203,369 | ' | ' |
Percentage increase of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | ' | ' |
Annual increase in shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 963,909 | ' | ' | ' |
Purchase of common stock with maximum term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Ten years | ' | ' | ' |
Unrecognized stock-based compensation expense, options | ' | ' | ' | 6,475 | ' | ' | 6,475 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized stock-based compensation expense, restricted stock | ' | ' | ' | $1,715 | ' | ' | $1,715 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized stock-based compensation expense, recognition period | ' | ' | ' | '3 years 6 months 29 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
StockBased_Awards_Summary_of_S
Stock-Based Awards - Summary of Stock Option Activity (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 |
2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | 2013 Equity Incentive Plan [Member] | 2013 Equity Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' |
Shares Issuable Under Options, Outstanding, Beginning balance | ' | 564,636 | ' | ' | ' |
Shares Issuable Under Options, Granted | 87,241 | 231,445 | ' | 687,136 | ' |
Shares Issuable Under Options, Exercised | ' | -498,376 | ' | ' | ' |
Shares Issuable Under Options, Forfeited | ' | -25,010 | ' | -1,202 | ' |
Shares Issuable Under Options, Expired | ' | -9,228 | ' | ' | ' |
Shares Issuable Under Options, Outstanding, Ending balance | ' | 263,467 | 564,636 | 685,934 | ' |
Shares Issuable Under Options, vested and expected to vest, Ending balance | ' | 254,920 | ' | 639,102 | ' |
Shares Issuable Under Options, exercisable, Ending balance | ' | 245,182 | ' | ' | ' |
Weighted Average Exercise Price, Outstanding, Beginning balance | ' | $0.32 | ' | ' | ' |
Weighted Average Exercise Price, Granted | $0.40 | $1.39 | ' | $15.30 | ' |
Weighted Average Exercise Price, Exercised | ' | $0.31 | ' | ' | ' |
Weighted Average Exercise Price, Forfeited | ' | $0.40 | ' | $6 | ' |
Weighted Average Exercise Price, Expired | ' | $0.43 | ' | ' | ' |
Weighted Average Exercise Price, Outstanding, Ending balance | ' | $1.25 | $0.32 | $15.32 | ' |
Weighted Average Exercise Price, vested and expected to vest, Ending balance | ' | $1.24 | ' | $15.27 | ' |
Weighted Average Exercise Price, exercisable, Ending balance | ' | $0.92 | ' | ' | ' |
Weighted Average Remaining Contractual Term, Outstanding | ' | '8 years 11 months 9 days | '9 years | '9 years 8 months 5 days | ' |
Weighted Average Remaining Contractual Term, Options vested and expected to vest | ' | '8 years 11 months 9 days | ' | '9 years 8 months 5 days | ' |
Weighted Average Remaining Contractual Term, Options exercisable | ' | '8 years 10 months 28 days | ' | ' | ' |
Aggregate Intrinsic Value, Outstanding, Beginning balance | ' | $4,704 | $1,286 | $4,151 | ' |
Aggregate Intrinsic Value, Options vested and expected to vest, Ending balance | ' | 4,552 | ' | 3,892 | ' |
Aggregate Intrinsic Value, Options exercisable, Ending balance | ' | $4,457 | ' | ' | ' |
StockBased_Awards_Summary_of_R
Stock-Based Awards - Summary of Restricted Stock Activity (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Restricted common stock issued, Weighted Average Grant Date Fair Value | $18.91 |
2010 Equity Incentive Plan [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Unvested restricted common stock, Shares, Beginning balance | 390,209 |
Restricted common stock issued, Shares | 76,496 |
Restricted common stock vested, Shares | -228,965 |
Restricted common stock forfeited, Shares | ' |
Unvested restricted common stock, Shares, Ending balance | 237,740 |
Unvested restricted common stock, Weighted Average Grant Date Fair Value, Beginning balance | $0.40 |
Restricted common stock issued, Weighted Average Grant Date Fair Value | $2.59 |
Restricted common stock vested, Weighted Average Grant Date Fair Value | $0.70 |
Restricted common stock forfeited, Weighted Average Grant Date Fair Value | ' |
Unvested restricted common stock, Weighted Average Grant Date Fair Value, Ending balance | $0.82 |
2013 Equity Incentive Plan [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Unvested restricted common stock, Shares, Beginning balance | ' |
Restricted common stock issued, Shares | 91,099 |
Restricted common stock vested, Shares | -1,333 |
Restricted common stock forfeited, Shares | ' |
Unvested restricted common stock, Shares, Ending balance | 89,766 |
Unvested restricted common stock, Weighted Average Grant Date Fair Value, Beginning balance | ' |
Restricted common stock issued, Weighted Average Grant Date Fair Value | $18.91 |
Restricted common stock vested, Weighted Average Grant Date Fair Value | $8.17 |
Restricted common stock forfeited, Weighted Average Grant Date Fair Value | ' |
Unvested restricted common stock, Weighted Average Grant Date Fair Value, Ending balance | $19.07 |
StockBased_Awards_Data_Used_to
Stock-Based Awards - Data Used to Determine Stock Options Grants (Detail) (2013 Equity Incentive Plan [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
2013 Equity Incentive Plan [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Risk-free interest rate | 1.59% | 0.90% | 1.94% |
Expected term (in years) | '6 years 1 month 6 days | '6 years | '5 years 9 months 18 days |
Expected volatility | 66.00% | 67.00% | 67.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
StockBased_Awards_Summary_of_S1
Stock-Based Awards - Summary of Stock-Based Compensation Expense Related to Stock Options and Restricted Stock (Detail) (2013 Equity Incentive Plan [Member], USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | $1,025 | $106 | $26 |
Research and Development [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | 419 | 11 | 10 |
General and Administrative [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Stock-based compensation expense | $606 | $95 | $16 |
Net_Loss_Per_Share_Schedule_of
Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 37 Months Ended | ||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2010 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | |||
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net loss | ($6,834) | $7,118 | ($4,671) | ($3,440) | ($3,293) | ($4,254) | ($2,637) | ($2,549) | ($2,245) | ($4,287) | ($11,636) | ($3,464) | ($26,220) | |||
Unaccreted dividends on convertible preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,035 | -1,178 | ' | |||
Net loss attributable to common stockholders | ' | $7,118 | ($4,671) | ($4,248) | ($4,066) | ($4,747) | ($3,164) | ($3,071) | ($2,689) | ($4,287) | ($13,671) | ($4,642) | ' | |||
Denominator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Weighted average shares outstanding - basic and diluted | ' | ' | ' | ' | ' | 729,778 | 328,101 | 300,841 | 300,841 | 11,059,382 | 395,918 | 300,841 | ' | |||
Net loss per share attributable to common stockholders-basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($0.39) | [1] | ($34.53) | [1] | ($15.43) | [1] | ' |
[1] | All per share amounts and shares outstanding for all periods reflect the 1-for-1.662 reverse stock split, which was effective May 22, 2013. |
Net_Loss_Per_Share_Schedule_of1
Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Parenthetical) (Detail) | 0 Months Ended |
22-May-13 | |
Earnings Per Share [Abstract] | ' |
Reverse stock split ratio | '1-for-1.662 reverse stock split |
Reverse stock split ratio on shares | 0.601685 |
Net_Loss_Per_Share_Additional_
Net Loss Per Share - Additional Information (Detail) (Stock Options [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Stock Options [Member] | ' | ' | ' |
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Common stock excluded from diluted net loss per share | 1,294,146 | 952,957 | 1,040,307 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Future Minimum Lease Payments for Operating Leases (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $137 |
2015 and thereafter | 103 |
Total | $240 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Commitments And Contingencies Disclosure [Abstract] | ' | ' | ' |
Rent expense | $177 | $158 | $84 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Summary of Contractual Contingent Purchase Price Consideration Obligation (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Business Acquisition, Contingent Consideration [Line Items] | ' |
Maximum Remaining Earn-out Potential | $5,000 |
Estimated Fair Value | 4,115 |
Payments made during 2013 | ' |
Vet Therapeutics, Inc [Member] | ' |
Business Acquisition, Contingent Consideration [Line Items] | ' |
Acquisition date | 15-Oct-13 |
Acquisition Date Fair Value | 3,810 |
Maximum Remaining Earn-out Potential | 5,000 |
Remaining Earn-out Period | ' |
Estimated Fair Value | 4,115 |
Payments made during 2013 | ' |
Business_Combinations_Addition
Business Combinations - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 37 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 15, 2013 | Oct. 15, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 15, 2013 | Dec. 31, 2013 | Jan. 06, 2014 | Jan. 31, 2014 | Jan. 06, 2014 |
Aratana [Member] | Vet Therapeutics, Inc [Member] | Vet Therapeutics, Inc [Member] | Vet Therapeutics, Inc [Member] | Vet Therapeutics, Inc [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | ||||||
General and Administrative [Member] | Maximum [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Maximum [Member] | ||||||||||
Subsequent Event [Member] | ||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition date | ' | ' | ' | ' | ' | ' | ' | 15-Oct-13 | ' | ' | 6-Jan-14 | ' | ' | ' |
Purchase price of acquisition | ' | ' | ' | ' | ' | ' | $51,515 | ' | ' | ' | ' | $43,965 | $43,965 | ' |
Aggregate merger consideration, cash paid | ' | ' | ' | ' | ' | ' | 30,005 | ' | ' | ' | ' | 13,910 | 13,910 | ' |
Aggregate merger consideration, shares issued/issuable | ' | ' | ' | ' | ' | ' | 624,997 | ' | ' | ' | ' | ' | ' | 1,060,740 |
Aggregate merger consideration, value of shares issued | ' | 14,700 | ' | ' | ' | ' | 14,700 | ' | ' | ' | ' | ' | ' | ' |
Aggregate merger consideration, principal amount of promissory note issued | ' | 3,000 | ' | ' | ' | ' | 3,000 | ' | ' | ' | ' | 14,889 | 14,889 | ' |
Promissory note maturity date | ' | ' | ' | ' | ' | ' | 31-Dec-14 | ' | ' | ' | ' | 31-Dec-14 | 31-Dec-14 | ' |
Debt Instrument interest rate percentage | ' | ' | ' | ' | ' | ' | 7.00% | ' | ' | ' | ' | 7.00% | ' | ' |
Contingent consideration payable related to the merger | 4,115 | 4,115 | 4,115 | ' | ' | ' | ' | 4,115 | ' | 5,000 | ' | 16,308 | 16,308 | ' |
Total revenue | 123 | 123 | 123 | ' | ' | ' | ' | 123 | ' | ' | ' | ' | ' | ' |
Total consideration transferred, net of cash acquired | ' | 30,994 | 30,994 | ' | ' | ' | 51,503 | ' | ' | ' | ' | 43,238 | ' | ' |
Fair market value publicly traded common stock | ' | ' | ' | ' | ' | $27.67 | ' | ' | ' | ' | ' | ' | ' | ' |
Discount for lack of marketability | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate contingent purchase consideration | ' | 4,115 | ' | ' | ' | ' | 3,810 | ' | ' | ' | ' | 15,166 | 15,166 | ' |
General and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | 1,369 | ' | ' | ' | ' | ' |
Purchase price allocation adjustment period | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' |
Goodwill | $20,796 | $20,796 | $20,796 | ' | ' | ' | $20,796 | ' | ' | ' | ' | $17,907 | ' | ' |
Business_Combinations_Acquisit
Business Combinations - Acquisition Date Fair Value of Consideration Transferred (Detail) (USD $) | 12 Months Ended | 37 Months Ended | 0 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 15, 2013 |
Vet Therapeutics, Inc [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' |
Cash consideration | ' | ' | $30,005 |
Fair value of Merger Shares | 14,700 | ' | 14,700 |
Fair value of promissory note | 3,000 | ' | 3,000 |
Fair value of contingent consideration | 4,115 | ' | 3,810 |
Fair value of total consideration | ' | ' | 51,515 |
Less cash acquired | ' | ' | -12 |
Total consideration transferred, net of cash acquired | $30,994 | $30,994 | $51,503 |
Business_Combinations_Prelimin
Business Combinations - Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed (Detail) (USD $) | 12 Months Ended | 0 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 15, 2013 |
Vet Therapeutics, Inc [Member] | ||||
Business Acquisition [Line Items] | ' | ' | ' | ' |
Cash | ' | ' | ' | $12 |
Inventory | ' | ' | ' | 173 |
Other current assets | ' | ' | ' | 5 |
Property, plant and equipment | ' | ' | ' | 73 |
Other long-term assets | ' | ' | ' | 3 |
Identifiable intangible assets | ' | ' | ' | 46,520 |
Accounts payable and accrued expenses | ' | ' | ' | -273 |
Deferred revenue | ' | ' | ' | -55 |
Deferred tax liabilities, net | ' | ' | ' | -15,739 |
Total identifiable net assets | ' | ' | ' | 30,720 |
Goodwill | 20,796 | ' | ' | 20,796 |
Total net assets acquired | ' | ' | ' | 51,515 |
Less: | ' | ' | ' | ' |
Merger shares | 14,700 | ' | ' | 14,700 |
Promissory note | 3,000 | ' | ' | 3,000 |
Contingent consideration | 4,115 | ' | ' | 3,810 |
Cash paid | ' | ' | ' | $30,005 |
Business_Combinations_Componen
Business Combinations - Components of Identifiable Intangible Assets Acquired (Detail) (Vet Therapeutics, Inc [Member], USD $) | 0 Months Ended |
In Thousands, unless otherwise specified | Oct. 15, 2013 |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | $46,520 |
Antibody for B-Cell Lymphoma (Now Referred to as AT-004) [Member] | ' |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | 36,440 |
Total intangible assets subject to amortization, useful life | '20 years |
Antibody for T-Cell Lymphoma (Now Referred to as AT-005) [Member] | ' |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | $10,080 |
Total intangible assets subject to amortization, useful life | '20 years |
Business_Combinations_Summary_
Business Combinations - Summary of Financial Proforma Information (Detail) (Vet Therapeutics, Inc [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Vet Therapeutics, Inc [Member] | ' | ' |
Loans At Acquisition Date [Line Items] | ' | ' |
Revenue | $1,720 | $160 |
Net loss | -13,469 | -10,303 |
Net loss attributable to common stockholders | ($13,469) | ($12,338) |
Income_Taxes_Components_of_Inc
Income Taxes - Components of Income Tax Benefit (Provisions) from Operations (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Current: | ' | ' |
Federal | ' | ' |
State | ' | ' |
Deferred: | ' | ' |
Federal | 12,996 | ' |
State | 2,459 | ' |
Total | $15,455 | ' |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate (Detail) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' |
Federal statutory income tax rate | 34.00% | 34.00% |
State income taxes, net of federal tax benefit | 7.10% | 2.60% |
Non-deductible expenses | -2.40% | ' |
Research credits | 0.90% | 0.00% |
Losses benefitted/(not benefitted) | 38.90% | -36.60% |
Effective income tax rate | 78.50% | 0.00% |
Income_Taxes_Net_Deferred_Tax_
Income Taxes - Net Deferred Tax Assets (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Income Tax Disclosure [Abstract] | ' | ' | ' |
Net operating loss carry forwards | $3,180 | $388 | ' |
Capitalized start-up costs | 3,751 | 1,328 | ' |
Tax credit carryforwards | 784 | 71 | ' |
Other temporary differences | 1,421 | 479 | ' |
Capitalized research and development, net | 5,788 | 3,192 | ' |
Intangibles, net | ' | 2,605 | ' |
Depreciation | ' | 2 | ' |
Total deferred tax assets | 14,924 | 8,065 | ' |
Valuation allowance | -417 | -8,065 | -3,812 |
Net deferred tax assets | 14,507 | ' | ' |
Intangibles, net | -14,776 | ' | ' |
Depreciation | -16 | ' | ' |
Total deferred tax liabilities | -14,792 | ' | ' |
Net deferred tax liability | ($285) | ' | ' |
Income_Tax_Additional_Informat
Income Tax - Additional Information (Detail) (USD $) | 12 Months Ended | 37 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2011 |
Income Taxes [Line Items] | ' | ' | ' | ' |
Amount credited to additional paid-in-capital due to excess tax deductions | $4,712 | ' | $4,712 | ' |
Income tax benefit recognized | 15,455 | ' | 15,455 | ' |
Valuation allowance | 417 | 8,065 | 417 | 3,812 |
Net federal deferred tax assets | 7,462 | ' | ' | ' |
Changes in state valuation allowances | 186 | ' | ' | ' |
Recognition of deferred tax assets | 6,693 | ' | 6,693 | ' |
Unrecognized tax benefits | 0 | 0 | 0 | ' |
Accrued interest or penalities related to uncertain tax position | 0 | 0 | 0 | ' |
Recognized accrued or interest or penalities | 0 | 0 | ' | ' |
Federal research and development credit | 37 | ' | ' | ' |
Vet Therapeutics, Inc [Member] | ' | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' | ' |
Deferred tax liability, net | 15,740 | ' | 15,740 | ' |
Federal [Member] | ' | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' | ' |
Net operating loss carryforwards | 12,832 | ' | 12,832 | ' |
Research and development tax credit carryforwards | 524 | ' | 524 | ' |
Operating loss carryforwards expiration year | '2031 | ' | ' | ' |
Research and development tax credit carryforwards expiration year | '2031 | ' | ' | ' |
State and Local Jurisdiction [Member] | ' | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' | ' |
Net operating loss carryforwards | 12,846 | ' | 12,846 | ' |
Research and development tax credit carryforwards | 394 | ' | 394 | ' |
Operating loss carryforwards expiration year | '2021 | ' | ' | ' |
Research and development tax credit carryforwards expiration year | '2031 | ' | ' | ' |
Net operating loss carryforwards | $5,040 | ' | $5,040 | ' |
Income_Taxes_Changes_in_Valuat
Income Taxes - Changes in Valuation Allowance for Deferred Tax Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | ' | ' |
Valuation allowance as of beginning of year | $8,065 | $3,812 |
Decreases recorded as income tax benefit | 7,648 | ' |
Increases recorded as income tax expense | ' | 4,253 |
Valuation allowance as of end of year | $417 | $8,065 |
Related_Party_Transaction_Addi
Related Party Transaction - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Related Party Transaction [Line Items] | ' | ' |
Related party transaction, Consulting fees paid | $56,000 | $51,000 |
Agreement period start date | 9-Feb-13 | ' |
Agreement period end date | 31-Dec-13 | ' |
Rent and services paid | 52,000 | ' |
Rent payable under lease | 240,000 | ' |
Related party transaction minimum value | 120,000 | ' |
MPM Asset Management LLC [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Rent paid | 59,000 | 42,000 |
MPM Heartland House LLC [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Rent paid | 60,000 | 26,000 |
Rent payable under lease | $63,000 | ' |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 37 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Mar. 19, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Jul. 31, 2013 | Dec. 31, 2012 | Mar. 19, 2014 | Feb. 03, 2014 | Dec. 31, 2013 | Jan. 06, 2014 | Jan. 31, 2014 | Jan. 06, 2014 | Jan. 06, 2014 |
Advaxis [Member] | Subsequent Event [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | ||||||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |||||||||
Candidate | Maximum [Member] | Minimum [Member] | ||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate merger consideration, cash paid | ' | ' | ' | ' | ' | ' | ' | ' | $13,910 | $13,910 | ' | ' |
Purchase price of acquisition | ' | ' | ' | ' | ' | ' | ' | ' | 43,965 | 43,965 | ' | ' |
Promissory note maturity date | ' | ' | ' | ' | ' | ' | ' | ' | 31-Dec-14 | 31-Dec-14 | ' | ' |
Aggregate merger consideration, principal amount of promissory note issued | ' | 3,000 | ' | ' | ' | ' | ' | ' | 14,889 | 14,889 | ' | ' |
Debt instrument, interest rate percentage | ' | ' | ' | ' | ' | ' | ' | ' | 7.00% | ' | ' | ' |
Contingent consideration payable related to merger | ' | 4,115 | 4,115 | ' | ' | ' | ' | ' | 16,308 | 16,308 | ' | ' |
Fair value of contingent consideration | ' | 4,115 | ' | ' | ' | ' | ' | ' | 15,166 | 15,166 | ' | ' |
Aggregate merger consideration, shares issued/issuable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,060,740 | 707,160 |
Number of clinical/development state product candidates | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' |
Equity offering consideration payment | ' | ' | ' | ' | ' | ' | ' | ' | 15,236 | ' | ' | ' |
Acquisition date | ' | ' | ' | ' | ' | ' | ' | 6-Jan-14 | ' | ' | ' | ' |
Total borrowings under the credit facility | ' | 15,000 | 15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of common stock resulted from IPO | ' | 23,425,487 | 23,425,487 | 6,612,500 | 830,823 | ' | 5,150,000 | ' | ' | ' | ' | ' |
Common stock per share, offering price | ' | ' | ' | $6 | ' | ' | $19 | ' | ' | ' | ' | ' |
Net proceeds from IPO | ' | 19,750 | 19,750 | ' | ' | ' | 90,507 | ' | ' | ' | ' | ' |
Underwriting discount and commission | ' | ' | ' | ' | ' | ' | 5,871 | ' | ' | ' | ' | ' |
Offering expenses | ' | 2,617 | 2,617 | ' | ' | ' | 1,472 | ' | ' | ' | ' | ' |
Up-front license fee | 1,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone payment | 51,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment for common shares acquired | ' | ' | ' | ' | ' | $1,500 | ' | ' | ' | ' | ' | ' |
Common shares | ' | ' | ' | ' | ' | 306,122 | ' | ' | ' | ' | ' | ' |
Warrant purchase | ' | ' | ' | ' | ' | 153,061 | ' | ' | ' | ' | ' | ' |
Exercise price per share of additional warrants | ' | ' | ' | ' | ' | 4.9 | ' | ' | ' | ' | ' | ' |
Exercise price Period | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' |
Subsequent_Events_Acquisition_
Subsequent Events - Acquisition Date Fair Value of Consideration Transferred (Detail) (USD $) | 12 Months Ended | 37 Months Ended | 0 Months Ended | 1 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Jan. 06, 2014 | Jan. 31, 2014 |
Subsequent Event [Member] | Subsequent Event [Member] | |||
Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' | ' |
Cash consideration | ' | ' | $13,910 | $13,910 |
Fair value of promissory note | 3,000 | ' | 14,889 | 14,889 |
Fair value of contingent consideration | 4,115 | ' | 15,166 | 15,166 |
Fair value of total consideration | ' | ' | 43,965 | 43,965 |
Less cash acquired | ' | ' | -727 | ' |
Total consideration transferred, net of cash acquired | $30,994 | $30,994 | $43,238 | ' |
Subsequent_Events_Preliminary_
Subsequent Events - Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jan. 06, 2014 | Jan. 31, 2014 |
Subsequent Event [Member] | Subsequent Event [Member] | ||||
Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | ||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | $727 | ' |
Accounts receivable | ' | ' | ' | 72 | ' |
Prepaid expenses and other current assets | ' | ' | ' | 666 | ' |
Property and equipment | ' | ' | ' | 233 | ' |
Other long-term assets | ' | ' | ' | 18 | ' |
Identifiable intangible assets | ' | ' | ' | 29,400 | ' |
Accounts payable and accrued expenses | ' | ' | ' | -492 | ' |
Deferred revenue | ' | ' | ' | -753 | ' |
Deferred tax liabilities, net | ' | ' | ' | -3,813 | ' |
Total identifiable net assets | ' | ' | ' | 26,058 | ' |
Goodwill | 20,796 | ' | ' | 17,907 | ' |
Total net assets acquired | ' | ' | ' | 43,965 | ' |
Less: | ' | ' | ' | ' | ' |
Promissory note | 3,000 | ' | ' | 14,889 | 14,889 |
Contingent consideration | 4,115 | ' | ' | 15,166 | 15,166 |
Cash paid | ' | ' | ' | $13,910 | $13,910 |
Subsequent_Events_Components_o
Subsequent Events - Components of Identifiable Intangible Assets Acquired (Detail) (Subsequent Event [Member], Okapi Sciences NV [Member], USD $) | 0 Months Ended |
In Thousands, unless otherwise specified | Jan. 06, 2014 |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | $29,400 |
Ciprovir [Member] | ' |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | 3,400 |
Total intangible assets subject to amortization, useful life | '13 years |
Felivir (now referred to as AT-007) [Member] | ' |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | 13,500 |
Total intangible assets subject to amortization, useful life | '15 years |
Canilox (now referred to as AT-008) [Member] | ' |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | 5,300 |
Total intangible assets subject to amortization, useful life | '13 years |
Parvo (now referred to as AT-011) [Member] | ' |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | $7,200 |
Total intangible assets subject to amortization, useful life | '14 years |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Unaudited) - Selected Unaudited Quarterly Financial Data (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 37 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2010 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue | ' | $123 | ' | ' | ' | ' | ' | ' | ' | $123 | ' | ' | $123 |
Gross profit | ' | 14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) and comprehensive income (loss) | -6,834 | 7,118 | -4,671 | -3,440 | -3,293 | -4,254 | -2,637 | -2,549 | -2,245 | -4,287 | -11,636 | -3,464 | -26,220 |
Net income (loss) attributable to common stockholders | ' | $7,118 | ($4,671) | ($4,248) | ($4,066) | ($4,747) | ($3,164) | ($3,071) | ($2,689) | ($4,287) | ($13,671) | ($4,642) | ' |
Basic-income (loss) per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) per common share | ' | $0.33 | ($0.22) | ($4.62) | ($4.73) | ($6.50) | ($9.64) | ($10.21) | ($8.94) | ' | ' | ' | ' |
Diluted-income (loss) per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) per common share | ' | $0.32 | ($0.22) | ($4.62) | ($4.73) | ($6.50) | ($9.64) | ($10.21) | ($8.94) | ' | ' | ' | ' |
Weighted average number of common shares outstanding, basic | ' | 21,320,775 | 20,806,352 | 918,397 | 860,350 | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average number of common shares outstanding, basic and diluted | ' | ' | ' | ' | ' | 729,778 | 328,101 | 300,841 | 300,841 | 11,059,382 | 395,918 | 300,841 | ' |
Weighted average number of common shares outstanding, diluted | ' | 22,468,031 | 20,806,352 | 918,397 | 860,350 | ' | ' | ' | ' | ' | ' | ' | ' |
Selected_Quarterly_Financial_D3
Selected Quarterly Financial Data (Unaudited) - Selected Unaudited Quarterly Financial Data (Parenthetical) (Detail) (USD $) | 12 Months Ended | 37 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' |
Income tax benefit | $15,455 | $15,455 |
Expense related to fair value adjustments | $305 | ' |
Dilutive shares related to employee | 1,147,256 | ' |