Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 08, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Registrant Name | 'ARATANA THERAPEUTICS, INC. | ' |
Entity Central Index Key | '0001509190 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 34,705,312 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $56,786 | $41,084 |
Short-term investments | 51,470 | 4,670 |
Accounts receivable | 90 | ' |
Receivable from stockholder | ' | 1,001 |
Inventories | 203 | 55 |
Prepaid expenses and other current assets | 614 | 274 |
Deferred tax asset | 1,381 | 1,381 |
Total current assets | 110,544 | 48,465 |
Property and equipment, net | 741 | 98 |
Long-term marketable securities | 1,029 | ' |
Goodwill | 37,052 | 20,796 |
Intangible assets, net | 71,423 | 46,140 |
Other long-term assets | 534 | 37 |
Total assets | 221,323 | 115,536 |
Current liabilities: | ' | ' |
Accounts payable | 1,888 | 2,307 |
Accrued expenses | 3,007 | 2,495 |
Current portion-loan payable | ' | 5,625 |
Current portion-note payable | ' | 3,000 |
Current portion-deferred licensing revenue | 11 | 45 |
Current portion-contingent consideration | 4,169 | 2,572 |
Deferred income | 800 | 800 |
Other current liabilities | 45 | 57 |
Total current liabilities | 9,920 | 16,901 |
Loan payable | 14,957 | 9,310 |
Contingent consideration | ' | 1,543 |
Deferred tax liability | 3,396 | 1,666 |
Other long-term liabilities | 42 | 75 |
Total liabilities | 28,315 | 29,495 |
Commitments and contingencies (Notes 11 and 12) | ' | ' |
Stockholders' equity: | ' | ' |
Common stock, $0.001 par value; 100,000,000 shares authorized at September 30, 2014 and December 31, 2013, 34,055,464 and 23,425,487 issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 34 | 23 |
Treasury stock | -1,081 | ' |
Additional paid-in capital | 253,067 | 112,515 |
Accumulated deficit | -55,057 | -26,497 |
Accumulated other comprehensive loss | -3,955 | ' |
Total stockholders' equity | 193,008 | 86,041 |
Total liabilities and stockholders' equity | $221,323 | $115,536 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Consolidated Balance Sheets [Abstract] | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 34,055,464 | 23,425,487 |
Common stock, shares outstanding | 34,055,464 | 23,425,487 |
Consolidated_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Licensing and collaboration revenue | $43 | ' | $519 | ' |
Total revenues | 43 | ' | 519 | ' |
Costs and expenses: | ' | ' | ' | ' |
Royalty expense | 17 | ' | 52 | ' |
Research and development | 6,078 | 3,234 | 13,950 | 7,817 |
General and administrative | 3,897 | 1,427 | 12,913 | 3,911 |
In-process research and development | ' | ' | 1,157 | ' |
Amortization of acquired intangible assets | 581 | ' | 1,702 | ' |
Total costs and expenses | 10,573 | 4,661 | 29,774 | 11,728 |
Loss from operations | -10,530 | -4,661 | -29,255 | -11,728 |
Other income (expense) | ' | ' | ' | ' |
Interest income | 31 | 26 | 58 | 51 |
Interest expense | -222 | -80 | -768 | -182 |
Other income (expense), net | -10 | 44 | -158 | 455 |
Total other income (expense) | -201 | -10 | -868 | 324 |
Loss before income taxes | -10,731 | -4,671 | -30,123 | -11,404 |
Income tax benefit | 601 | 0 | 1,563 | 0 |
Net loss and comprehensive loss attributable to common stockholders | ($10,130) | ($4,671) | ($28,560) | ($11,404) |
Net loss per share, attributable to common stockholders, basic and diluted | ($0.35) | ($0.22) | ($1.01) | ($1.50) |
Weighted average shares outstanding, basic and diluted | 29,348,375 | 20,806,352 | 28,301,216 | 7,601,388 |
Consolidated_Statements_Of_Com
Consolidated Statements Of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Consolidated Statements Of Comprehensive Loss [Abstract] | ' | ' | ' | ' |
Net loss | ($10,130) | ($4,671) | ($28,560) | ($11,404) |
Other comprehensive loss: | ' | ' | ' | ' |
Foreign currency translation adjustments | -3,394 | ' | -3,784 | ' |
Unrealized gain (loss) on available-for-sale securities | 181 | ' | -171 | ' |
Other comprehensive loss | -3,213 | ' | -3,955 | ' |
Comprehensive loss | ($13,343) | ($4,671) | ($32,515) | ($11,404) |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities | ' | ' |
Net loss | ($28,560) | ($11,404) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Acquired in-process research and development | 1,157 | ' |
Stock-based compensation expense | 5,241 | 427 |
Depreciation and amortization expense | 1,884 | 9 |
Non-cash interest expense | 30 | 21 |
Change in fair value of contingent consideration | -183 | ' |
Change in fair value of derivative instruments | 202 | ' |
Deferred tax liability | -1,563 | ' |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | 174 | ' |
Inventories | -148 | ' |
Prepaid expenses | -337 | -280 |
Other assets | -41 | -11 |
Accounts payable | -763 | 36 |
Accrued expenses and other liabilities | 228 | 316 |
Deferred income | -81 | ' |
Other liabilities | ' | 2 |
Net cash used in operating activities | -22,760 | -10,884 |
Cash flows from investing activities | ' | ' |
Purchase of property and equipment, net | -634 | -11 |
Cash paid for acquisitions, net of cash received | -12,075 | ' |
Purchase of investments | -60,200 | -2,955 |
Proceeds from maturities of investments | 12,200 | 3,200 |
Purchase of derivative instruments | -643 | ' |
Purchase of in-process research and development | -1,157 | ' |
Change in restricted cash | ' | 141 |
Net cash (used in)/ provided by investing activities | -62,509 | 375 |
Cash flows from financing activities | ' | ' |
Proceeds from the issuance of Series C convertible preferred stock, net of issuance costs | ' | 3,406 |
Proceeds from the issuance of debt, net of discount | ' | 4,927 |
Repurchase of common stock | -1,081 | ' |
Proceeds from stock option exercises | 197 | 97 |
Repurchase, early exercised stock options | ' | -5 |
Proceeds from public offering, net of commission | 137,220 | 36,897 |
Payments of public offering costs | -2,139 | -2,617 |
Cash paid for promissory notes | -18,067 | ' |
Cash paid for contingent consideration | -15,166 | ' |
Net cash provided by financing activities | 100,964 | 42,705 |
Effect of exchange rate changes on cash | 7 | ' |
Net increase in cash and cash equivalents | 15,702 | 32,196 |
Cash and cash equivalents, beginning of period | 41,084 | 13,973 |
Cash and cash equivalents, end of period | 56,786 | 46,169 |
Supplemental disclosure of cash flow information | ' | ' |
Cash paid for interest | 584 | 161 |
Supplemental disclosure of noncash investing and financing activities: | ' | ' |
Conversion of preferred stock into common stock | ' | $41,953 |
Basis_Of_Presentation
Basis Of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Basis Of Presentation [Abstract] | ' |
Basis Of Presentation | ' |
1. Basis of Presentation | |
The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The consolidated financial statements include the accounts of Aratana Therapeutics, Inc. (the “Company” or “Aratana”) and its wholly owned subsidiaries. The Company has one operating segment. All intercompany balances and transactions have been eliminated in consolidation. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the year ended December 31, 2013 and the notes thereto in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 26, 2014. In the opinion of management, all adjustments, consisting of a normal and recurring nature, considered necessary for a fair presentation, have been included. | |
The Company expects that its cash, cash equivalents, and short-term investments, which include the net proceeds received in its public offering of common stock that closed on September 22, 2014, and existing Credit Facility (Note 11) will fund operations through December 31, 2016. | |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Summary Of Significant 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 | |
In 2013, the Company held no overnight reverse repurchase agreements. Beginning in 2014, the Company accounts for its overnight reverse repurchase agreements as cash equivalents. | |
Revenue Recognition | |
During 2013, the Company’s principal revenue streams were product sales and licensing revenue. Beginning in 2014, as a result of the Okapi Sciences, NV (“Okapi Sciences”) acquisition (Note 4), the Company generates revenue from research and development services. Revenues from the performance of research and development services are recorded as Licensing and collaboration revenue in the consolidated statements of operations and are recognized on a proportional basis as costs are incurred. | |
Accounting for Stock Based Compensation | |
In 2013, the Company used expected volatility based on the historical volatility of publicly-traded peer companies. Beginning in the first quarter of 2014, expected volatility is based on historical volatility of the Company’s stock as adequate historical data regarding the volatility of the Company’s common stock price became available. | |
Reverse Repurchase Agreements | |
In 2013, the Company held no reverse repurchase agreements. Beginning in 2014, the Company accounts for its reverse repurchase agreements with maturities greater than overnight as short-term investments and classifies them as available-for-sale. | |
Derivative Financial Instruments | |
In 2013, the Company held no derivative financial instruments. Beginning in 2014, the Company accounts for its derivative instruments as either assets or liabilities and carries them at fair value. The Company’s sole derivative (Note 6) has not been designated as a hedging instrument and is adjusted to fair value through current income. | |
Foreign Currency | |
During 2013, the Company had limited foreign currency exposure. With the acquisition of Okapi Sciences (Note 4) in 2014, the Company is exposed to effects of foreign currency from translation. Transactions in foreign currencies are translated into the relevant functional currency at the rate of exchange at the date of the transaction. Transaction gains and losses are recognized in arriving at loss from operations. The results of operations for subsidiaries, whose functional currency is not the U.S. Dollar, are translated into the U.S. Dollar at the average rates of exchange during the period, with the subsidiaries’ balance sheets translated at the rates accumulated at the balance sheet date. The cumulative effect of exchange rate movements is included in a separate component of other comprehensive income (loss) in the consolidated balance sheet. Gains and losses arising from intercompany foreign currency transactions are included in loss from operations unless the gains and losses arise from permanent differences in intercompany accounts. Gains and losses from permanent differences in intercompany accounts are included in a separate component of other comprehensive income (loss). | |
Comprehensive Loss | |
For the year ended December 31, 2013, there was no difference between net loss and comprehensive loss. During the first nine months of 2014, there were differences between net loss and comprehensive loss. The Company includes foreign currency translation adjustments related to the translation of foreign subsidiaries’ balance sheets, permanent differences in intercompany accounts and unrealized holding gains and losses on available-for-sale securities in comprehensive loss. | |
Goodwill | |
The Company completed its annual goodwill impairment testing during the third quarter of 2014. The Company elected to bypass the qualitative assessment. The Company determined as of the testing date that it still consisted of one operating segment which is comprised of one reporting unit. In performing step one of the assessment, the Company determined that its fair value, determined to be its market capitalization, was greater than its carrying value, determined to be stockholder’s equity. Based on this result, step two of the assessment was not required to be performed, and the Company determined there was no impairment of goodwill as of the testing date. | |
New Accounting Pronouncements | |
Revenue from Contracts with Customers | |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance on recognizing revenue in contracts with customers. The guidance affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). This guidance will supersede the revenue recognition requirements in topic, Revenue Recognition, and most industry-specific guidance. This guidance also supersedes some cost guidance included in subtopic, Revenue Recognition – Construction-Type and Production-Type Contracts. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (e.g., assets within the scope of topic, Property, Plant, and Equipment, and tangible assets within the scope of topic, Intangibles – Goodwill and Other) are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this guidance. | |
The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. | |
These changes become effective for the Company on January 1, 2017 and early adoption is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is currently assessing the impact, if any, this new guidance will have on the Company’s financial condition, results of operations or cash flows. | |
Development Stage Entities — Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance, Consolidations | |
In June 2014, the FASB issued guidance that removes all incremental reporting requirements from GAAP for development stage entities, including the removal of the topic development stage entities. These changes eliminate the requirement to report inception-to-date information in the statements of income, cash flows, and shareholder equity. These changes become effective for the Company on January 1, 2015 and early adoption is permitted. The Company opted to adopt this guidance as of June 30, 2014. The adoption of this guidance resulted in decreased financial statement disclosures, but did not impact the Company’s financial condition, results of operations or cash flows. | |
Disclosure of Uncertainties about an Entities Ability to Continue as a Going Concern | |
In August 2014, the FASB issued guidance which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide disclosure in the footnotes under certain circumstances. This guidance is effective for fiscal years ending after December 15, 2016 with early adoption permitted. The Company does not expect that this guidance will have a material impact on its consolidated financial statements. | |
Fair_Value_Of_Financial_Assets
Fair Value Of Financial Assets And Liabilities | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Of Financial Assets And Liabilities [Abstract] | ' | |||||||||||||||
Fair Value Of Financial Assets And Liabilities | ' | |||||||||||||||
3. Fair Value of Financial Assets and Liabilities | ||||||||||||||||
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | ||||||||||||||||
As of September 30, 2014 and December 31, 2013, 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). | ||||||||||||||||
FAIR VALUE MEASUREMENTS AS OF | ||||||||||||||||
CARRYING | SEPTEMBER 30, 2014 USING: | |||||||||||||||
VALUE | LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||
Assets: | ||||||||||||||||
Cash equivalents | ||||||||||||||||
Certificates of deposit | $ | 4,482 | $ | — | $ | 4,482 | $ | — | $ | 4,482 | ||||||
Overnight reverse repurchase agreements | 3,000 | — | 3,000 | — | 3,000 | |||||||||||
Money market fund | 2 | 2 | — | — | 2 | |||||||||||
Short-term investments | ||||||||||||||||
Short-term marketable securities | 1,470 | — | 1,470 | — | 1,470 | |||||||||||
Reverse repurchase agreements | 50,000 | — | 50,000 | — | 50,000 | |||||||||||
Long-term marketable securities | 1,029 | 1,029 | — | — | 1,029 | |||||||||||
Derivative financial instruments | 441 | — | 441 | — | 441 | |||||||||||
$ | 60,424 | $ | 1,031 | $ | 59,393 | $ | — | $ | 60,424 | |||||||
Liabilities: | ||||||||||||||||
Contingent consideration | $ | 4,169 | $ | — | $ | — | $ | 4,169 | $ | 4,169 | ||||||
$ | 4,169 | $ | — | $ | — | $ | 4,169 | $ | 4,169 | |||||||
FAIR VALUE MEASUREMENTS AS OF | ||||||||||||||||
CARRYING | DECEMBER 31, 2013 USING: | |||||||||||||||
VALUE | LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||
Assets: | ||||||||||||||||
Short-term 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 | |||||||
-1 | Contingent consideration consists of a current portion of $2,572 and long-term portion of $1,543 on the consolidated balance sheet. | |||||||||||||||
Certain estimates and judgments are required to develop the fair value amounts shown above. 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: | ||||||||||||||||
· | Cash equivalents – the fair value of the cash equivalents has been determined to be amortized cost. | |||||||||||||||
· | Reverse repurchase agreements – the fair value of the reverse repurchase agreements has been determined to be amortized cost. | |||||||||||||||
· | Marketable securities (long-term) – the fair value of marketable securities has been based on quoted prices in active markets or exchanges for identical assets. | |||||||||||||||
· | Marketable securities (short-term) – the fair value of marketable securities has been estimated based on quoted prices in active markets prices for identical assets or for similar assets in markets that are not active | |||||||||||||||
· | Derivative financial instruments – the fair value of the derivative instruments has been estimated using a modified Black-Scholes model. Inputs into the Black-Scholes model include interest rates, stock volatilities and dividends data. | |||||||||||||||
· | 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. Inputs into the discounted cash flow method include the probability of and period in which the relevant milestone event is expected to be achieved and the discount rate to be applied in calculating the present values of the relevant milestones. | |||||||||||||||
Transfers Between Levels of the Fair Value Hierarchy | ||||||||||||||||
Transfers between levels of the fair value hierarchy are reported at the beginning of the reporting period in which they occur. During the three and nine months ended September 30, 2014, transfer of investments between Level 1 and Level 2 were $1,029. In the third quarter of 2014, the Company re-classified its investment in Advaxis (Note 13) to a Level 1 investment from Level 2, because the Company is no longer precluded from selling shares due to restrictions imposed by Rule 144 of the Securities Act of 1933. Previously, the Company calculated a lack of marketability discount on the fair value of the Advaxis common stock because of trading restrictions on the shares. The Company considered the inputs used to calculate the lack of marketability discount Level 2 inputs and, as a result, the Company classified this investment as Level 2. The Company determined the lack of marketability discount by using a Black-Scholes model to value a hypothetical put option to approximate the cost of hedging the stock until the restriction ended. | ||||||||||||||||
During the year ended December 31, 2013, there were no transfers between levels of the fair value hierarchy. | ||||||||||||||||
Financial 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 | ||||||||||||||||
2014 | ||||||||||||||||
As of January 1 | $ | 4,115 | ||||||||||||||
Initial recognition of contingent consideration payable | 15,166 | |||||||||||||||
Settlement of contingent consideration payable | -15,235 | |||||||||||||||
Expense recognized in the consolidated statement of operations (within general and administrative) due to change in fair value | 123 | |||||||||||||||
As of the end of the period | $ | 4,169 | ||||||||||||||
Quantitative Information about Financial 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 | ||||||||||||||||
Valuation | Significant | (Weighted | ||||||||||||||
At September 30, 2014 | Fair value | technique | unobservable inputs | Range | Average) | |||||||||||
Contingent consideration | $ | 4,169 | Income approach (probability weighted discounted cash flow) | Probability of milestones being achieved | 47.50% to 95.00% | -75.55% | ||||||||||
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, Inc. (“Vet Therapeutics”) acquisition in October 2013. The amount of contingent consideration which may ultimately be payable by the Company in relation to the 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 amounts of contingent consideration at each 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 September 30, 2014 and 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: | ||||||||||||||||
30-Sep-14 | ||||||||||||||||
Carrying Amount | Fair Value | |||||||||||||||
Financial liabilities: | ||||||||||||||||
Loan payable (Level 2) | $ | 14,957 | $ | 16,358 | ||||||||||||
31-Dec-13 | ||||||||||||||||
Carrying Amount | Fair Value | |||||||||||||||
Financial liabilities: | ||||||||||||||||
Loan payable (Level 2) | $ | 14,935 | $ | 15,040 | ||||||||||||
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 | |||||||||||||||
Business_Combinations
Business Combinations | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Business Combinations [Abstract] | ' | ||||||
Business Combinations | ' | ||||||
4. Business Combinations | |||||||
Acquisition of Okapi Sciences | |||||||
On January 6, 2014, the Company acquired Okapi Sciences, a Leuven, Belgium based company with a proprietary antiviral platform and three clinical/development stage product candidates. This acquisition further expanded the existing Company pipeline. The aggregate purchase price was approximately $44,439, which consisted of $14,139 in cash, a promissory note in the principal amount of $15,134 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, and was subject to mandatory prepayment in the event of a specified equity financing by the Company. On February 4, 2014, the promissory note and accrued interest was paid in cash in the amount of $15,158. On March 17, 2014, the contingent consideration was settled in cash in the amount of $15,235. | |||||||
Included in the Company’s consolidated statements of operations for the three and nine months ended September 30, 2014 is revenue totaling approximately $0 and $452, respectively, related to Okapi Sciences. | |||||||
The acquisition-date fair value of the consideration transferred to the sellers of Okapi Sciences, less cash acquired, was $43,376, which consisted of the following: | |||||||
Cash consideration | $ | 14,139 | |||||
Fair value of promissory note | 15,134 | ||||||
Fair value of contingent consideration | 15,166 | ||||||
Fair value of total consideration | 44,439 | ||||||
Less cash acquired | -1,063 | ||||||
Total consideration transferred, net of cash acquired | $ | 43,376 | |||||
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 was to be made in the form of shares of the Company’s 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 was recorded as a liability and measured at fair value using a 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 an estimated fair value of contingent consideration of $15,166. The contingent consideration was settled March 17, 2014 for $15,235 and the difference between the initial fair value amount and settlement amount was $69 which is reflected as a charge to general and administrative expenses in the consolidated statement of operations. | |||||||
The acquisition of Okapi Sciences 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 Okapi Sciences have been recorded at their fair values at the date of acquisition, being January 6, 2014. The Company’s consolidated financial statements and results of operations include the results of Okapi Sciences from January 6, 2014. | |||||||
In the nine months ended September 30, 2014 the Company incurred expenses totaling $161 relating to the Okapi Sciences acquisition, which were 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 consolidated balance sheet as of September 30, 2014 are based on the best estimates of management. The completion of the valuation may result in adjustments to the carrying value of Okapi Sciences’ 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 allocation of the purchase price to the assets acquired and liabilities assumed was as follows: | |||||||
Cash | $ | 1,063 | |||||
Accounts receivable | 149 | ||||||
Other receivables | 60 | ||||||
Prepaid expenses and other current assets | 82 | ||||||
Property and equipment | 217 | ||||||
Other long-term assets | 18 | ||||||
Identifiable intangible assets | 29,400 | ||||||
Accounts payable and accrued expenses | -586 | ||||||
Deferred revenue | -83 | ||||||
Deferred tax liabilities, net | -3,588 | ||||||
Long-term debt | -4 | ||||||
Total identifiable net assets | 26,728 | ||||||
Goodwill | 17,711 | ||||||
Total net assets acquired | 44,439 | ||||||
Less: | |||||||
Promissory note | 15,134 | ||||||
Contingent consideration | 15,166 | ||||||
Cash paid | $ | 14,139 | |||||
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-006 | $ | 3,400 | 13 years | ||||
AT-007 | 13,500 | 15 years | |||||
AT-008 | 5,300 | 13 years | |||||
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 AT-006, AT-007, AT-008 and AT-011 programs, and the estimated net present value of future cash flows from commercial agreements related to the AT-006 program. | |||||||
All Okapi Sciences programs, which were considered in-process research and development (“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. | |||||||
The difference between the total consideration and the fair value of the net assets acquired of $17,711 was recorded as 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 antiviral platform. | |||||||
Pro Forma Financial Information | |||||||
The following pro forma financial information summarizes the combined results of operations for the Company as though the acquisition of Okapi Sciences occurred on January 1, 2013. The unaudited pro forma financial information is as follows: | |||||||
THREE MONTHS ENDED | NINE MONTHS ENDED | ||||||
30-Sep-13 | 30-Sep-13 | ||||||
Revenue | $ | — | $ | — | |||
Loss from operations | $ | -4,657 | $ | -13,912 | |||
Net and comprehensive loss before income taxes | $ | -4,910 | $ | -14,335 | |||
Net loss per share attributable to common stockholders—basic and diluted | $ | -0.24 | $ | -1.89 | |||
The pro forma financial information for all periods presented has been calculated after adjusting the results of the Company and Okapi Sciences to reflect the business combination accounting effects resulting from these acquisitions including the amortization expenses from acquired intangible assets, the depreciation 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, 2013. 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 2013 fiscal year. | |||||||
Investments
Investments | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Investments [Abstract] | ' | ||||||||||||
Investments | ' | ||||||||||||
5. Investments | |||||||||||||
Marketable Securities | |||||||||||||
As of September 30, 2014 and December 31, 2013, the fair value of available-for-sale marketable securities by type of security was as follows: | |||||||||||||
30-Sep-14 | |||||||||||||
GROSS | GROSS | ||||||||||||
AMORTIZED | UNREALIZED | UNREALIZED | FAIR | ||||||||||
COST | GAINS | LOSSES | VALUE | ||||||||||
Short-term marketable securities: | |||||||||||||
Certificates of deposit | $ | 1,470 | $ | — | $ | — | $ | 1,470 | |||||
Long-term marketable securities: | |||||||||||||
Common stock | 1,200 | — | -171 | 1,029 | |||||||||
$ | 2,670 | $ | — | $ | -171 | $ | 2,499 | ||||||
31-Dec-13 | |||||||||||||
GROSS | GROSS | ||||||||||||
AMORTIZED | UNREALIZED | UNREALIZED | FAIR | ||||||||||
COST | GAINS | LOSSES | VALUE | ||||||||||
Short-term marketable securities: | |||||||||||||
Certificates of deposit | $ | 4,670 | $ | — | $ | — | $ | 4,670 | |||||
$ | 4,670 | $ | — | $ | — | $ | 4,670 | ||||||
At September 30, 2014, and at December 31, 2013, certificates of deposit consisted of investments that mature within one year. | |||||||||||||
At September 30, 2014, unrealized losses in the amount of $171 were recorded as a component of other comprehensive loss. As of September 30, 2014, no gross unrealized losses related to individual securities had been in a continuous loss position for 12 months or longer. | |||||||||||||
As of September 30, 2014, the Company considers the declines in market value of its marketable securities investment portfolio to be temporary in nature and does not consider any of its investments other-than-temporarily impaired. Fair values were determined for each individual security in the investment portfolio. When evaluating an investment for other-than-temporary impairment, the Company reviews factors such as the length of time and extent to which fair value has been below its cost basis, the financial condition of the issuer and any changes thereto, and the Company’s intent to sell, or whether it is more likely than not it will be required to sell the investment before recovery of the investment’s cost basis. During the three months and nine months ended September 30, 2014, the Company did not recognize any impairment charges. | |||||||||||||
Reverse Repurchase Agreements | |||||||||||||
The Company, as part of its cash management strategy, may invest excess cash in reverse repurchase agreements. All reverse repurchase agreements are tri-party and have maturities of 90 days or less at time of investment. The underlying collateral is U.S. government securities including U.S. treasuries, agency debt and agency mortgage securities. The underlying collateral posted by each counterparty is required to cover 102% of the principal amount and accrued interest after the application of a discount to fair value. The Company classifies overnight reverse repurchase agreements and term reverse repurchase agreements as cash equivalents and short-term investments, respectively on the consolidated balance sheet. | |||||||||||||
Derivative_Financial_Instrumen
Derivative Financial Instruments | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Derivative Financial Instruments [Abstract] | ' | ||||||||||||
Derivative Financial Instruments | ' | ||||||||||||
6. Derivative Financial Instruments | |||||||||||||
The Company records all derivatives in the consolidated balance sheets at fair value in the other long-term assets. In 2014, the Company’s derivative financial instrument is not designated as a hedging instrument and is adjusted to fair value through earnings in the Other income (expense). | |||||||||||||
The following table shows the Company’s derivative instrument at gross fair value: | |||||||||||||
FAIR VALUE OF DERIVATIVES NOT | |||||||||||||
DESIGNATED AS HEDGE INSTRUMENT | |||||||||||||
30-Sep-14 | 31-Dec-13 | ||||||||||||
Derivative assets: | |||||||||||||
Warrant (Notes 3 and 13) | $ | 441 | $ | — | |||||||||
The following table shows the gain (loss) recognized in other income (expense) for the three months and nine months ended: | |||||||||||||
GAIN/(LOSS) RECOGNIZED IN OTHER INCOME/(EXPENSE) | |||||||||||||
THREE MONTHS ENDED | NINE MONTHS ENDED | ||||||||||||
SEPTEMBER 30, | SEPTEMBER 30, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
Derivative assets: | |||||||||||||
Warrant | $ | 17 | $ | — | $ | -202 | $ | — | |||||
The following table shows the notional principal amounts of the Company’s outstanding derivative instruments and credit risk amounts associated with outstanding or unsettled derivative instruments as of September 30, 2014: | |||||||||||||
30-Sep-14 | |||||||||||||
NOTIONAL/ | CREDIT | ||||||||||||
PRINCIPAL/SHARES | RISK | ||||||||||||
Instruments not designated as accounting hedges: | |||||||||||||
Warrant | 153,061 | $ | — | ||||||||||
The notional principal shares amounts for outstanding derivative instruments provide one measure of the transaction volume outstanding and do not represent the amount of the Company’s exposure to credit or market loss. The credit risk amount represents the Company’s gross exposure to potential accounting loss on derivative instruments that are outstanding or unsettled if all counterparties failed to perform according to the terms of the contract, based on then-current market prices at each respective date. | |||||||||||||
Inventories
Inventories | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Inventories [Abstract] | ' | ||||||
Inventories | ' | ||||||
7. Inventories | |||||||
Inventories are stated at the lower of cost or market and are comprised of the following: | |||||||
30-Sep-14 | 31-Dec-13 | ||||||
Raw materials | $ | 48 | — | ||||
Work-in-process | 155 | $ | 55 | ||||
$ | 203 | $ | 55 | ||||
Property_And_Equipment_Net
Property And Equipment, Net | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Property And Equipment, Net [Abstract] | ' | ||||||
Property And Equipment, Net | ' | ||||||
8. Property and Equipment, Net | |||||||
Property and equipment consisted of the following: | |||||||
30-Sep-14 | 31-Dec-13 | ||||||
Laboratory and office equipment | $ | 459 | $ | 90 | |||
Computer equipment and software | 61 | 40 | |||||
Furniture | 72 | 2 | |||||
Vehicles | 72 | — | |||||
Leasehold improvements | 100 | — | |||||
Construction in process | 129 | 7 | |||||
Total property and equipment | 893 | 139 | |||||
Less: Accumulated depreciation and amortization | -152 | -41 | |||||
Property and equipment, net | $ | 741 | $ | 98 | |||
Depreciation and amortization expense was $50 and $111 for the three months and nine months ended September 30, 2014, respectively. | |||||||
Goodwill
Goodwill | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | |||||||||
Goodwill | ' | |||||||||
9. Goodwill | ||||||||||
In October 2013, the Company completed its acquisition of Vet Therapeutics. The fair value of consideration exceeded the fair value of assets and liabilities acquired, which resulted in goodwill of $20,796. In January 2014, the Company completed its acquisition of Okapi Sciences. The fair value of consideration exceeded the fair value of assets and liabilities acquired which resulted in goodwill of $17,711. | ||||||||||
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 performs 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 September 30, 2014: | ||||||||||
GROSS | IMPAIRMENT | NET | ||||||||
CARRYING AMOUNT | LOSSES | CARRYING VALUE | ||||||||
Goodwill | $ | 37,052 | $ | — | $ | 37,052 | ||||
The change in the net book value of goodwill for the nine months ended September 30, 2014 is shown in the table below: | ||||||||||
2014 | ||||||||||
As of January 1 | $ | 20,796 | ||||||||
Acquisitions | 17,711 | |||||||||
Effect of foreign currency exchange | -1,455 | |||||||||
As of the end of the period | $ | 37,052 | ||||||||
Intangible_Assets_Net
Intangible Assets, Net | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | |||
Intangible Assets, Net | ' | |||
10. Intangible Assets, Net | ||||
In January 2014, the Company completed its acquisition of Okapi Sciences (Note 4). The Company acquired certain identifiable intangible assets related to Okapi Sciences’ technology. | ||||
The following is a summary of intangible assets acquired during the nine months ended September 30, 2014: | ||||
GROSS | ||||
CARRYING | ||||
AMOUNT | ||||
Unamortized intangible assets: | ||||
Intellectual property rights acquired for IPR&D | $ | 26,985 | ||
The change in the net book value of other intangible assets for the nine months ended September 30, 2014 is shown in the table below: | ||||
2014 | ||||
As of January 1 | $ | 46,140 | ||
Acquisitions | 29,400 | |||
Amortization charged | -1,702 | |||
Effect of foreign currency exchange | -2,415 | |||
As of the end of the period | $ | 71,423 | ||
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 of intangible assets for the three months and nine months ended September 30, 2014 amounted to $581 and $1,702, respectively. | ||||
Debt
Debt | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Debt [Abstract] | ' | |||
Debt | ' | |||
11. Debt | ||||
Converted Loans | ||||
On March 4, 2013, the Company entered into a credit facility (the “Credit Facility”) with Square 1 Bank (“Square 1”) as lender. The Credit Facility provided 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. On October 11, 2013, the Company and Vet Therapeutics entered into an amendment of the Credit Facility (the “Credit Facility Amendment”), which, among other things, increased the amount that remained available for the Company to draw by an additional $5,000, to a total of $10,000 (the “Additional Term Loan”). Simultaneously with the closing of the Credit Facility Amendment on October 11, 2013, the Company borrowed the total $10,000 available, and upon consummation of the merger with Vet Therapeutics, Vet Therapeutics became a co-borrower under the Credit Facility. | ||||
On June 13, 2014, the Company and Vet Therapeutics entered into an additional amendment of the Credit Facility (the “Second Credit Facility Amendment”), which, among other things, converted $15,000 in outstanding term loans under the Credit Facility into non-revolving loans (the “Converted Loans”) and modified certain terms and conditions of the loans, including fixing the interest rate at a fixed annual rate of 5.50%. The Company is obligated to make interest-only payments on any loans funded under the Credit Facility until June 13, 2016, on which date such non-revolving term loans will be due. If the Company and Vet Therapeutics remain in compliance with the terms of the Credit Facility through June 13, 2016 and Square 1, the Company and Vet Therapeutics mutually agree to new financial covenants, the Company and Vet Therapeutics shall have the option (subject to Square 1’s agreement to such new financial covenants) to amortize the principal amount of the loans under the Credit Facility starting on June 13, 2016. If the Company and Vet Therapeutics elect to amortize the principal amount of the loans under the Credit Facility on June 13, 2016 (subject to Square 1’s agreement to new financial covenants), the principal amount of the loans shall be payable in 24 equal monthly installments of principal, plus all accrued but unpaid interest, beginning on the date that is one month immediately following June 13, 2016. | ||||
Simultaneously with the closing of the Second Credit Facility Amendment on June 13, 2014, the Company entered into a pledge and security agreement with Square 1, pursuant to which the Company pledged 65% of the issued and outstanding shares of Wildcat Acquisition BVBA, a private limited liability company formed in Belgium and a wholly owned subsidiary of the Company, to Square 1 as collateral under the Credit Facility. | ||||
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. The additional $11 of fees assessed by Square 1 in connection with the Second Credit Facility Agreement were capitalized and will be recognized over the term of the loan as the amendment was determined to be a debt modification. 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 two-year term of the term to the maturity date of June 13, 2016. At September 30, 2014, the debt discount balance totaled $43. Accretion amounts recognized as interest expense for the three months and nine months ended September 30, 2014 were $6 and $21, respectively. | ||||
Estimated future principal payments under the Credit Facility, as amended are as follows: | ||||
YEARS ENDING DECEMBER 31, | ||||
2014 | $ | — | ||
2015 | — | |||
2016 | 15,000 | |||
2017 | — | |||
Thereafter | — | |||
Total | $ | 15,000 | ||
During the three months and nine months ended September 30, 2014, the Company recognized $222 and $654 of interest expense related to the Credit Facility, respectively. | ||||
Promissory Note | ||||
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 bore interest at a rate of 7% per annum, payable quarterly in arrears, and was subject to prepayment in the event of specified future equity financings by the Company. On February 4, 2014, the promissory note and accrued interest of $20 was paid by the Company. | ||||
Accrued_Expenses
Accrued Expenses | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Accrued Expenses [Abstract] | ' | ||||||
Accrued Expenses | ' | ||||||
12. Accrued Expenses | |||||||
Accrued expenses consisted of the following as of September 30, 2014 and December 31, 2013: | |||||||
30-Sep-14 | 31-Dec-13 | ||||||
Accrued expenses: | |||||||
Accrued payroll and related expenses | $ | 1,418 | $ | 1,017 | |||
Accrued professional fees | 523 | 600 | |||||
Accrued minimum royalties | 53 | 70 | |||||
Accrued interest | 39 | 71 | |||||
Accrued research and development costs | 943 | 662 | |||||
Accrued other | 31 | 75 | |||||
$ | 3,007 | $ | 2,495 | ||||
Agreements
Agreements | 9 Months Ended |
Sep. 30, 2014 | |
Agreements [Abstract] | ' |
Agreements | ' |
13. Agreements | |
Kansas Bioscience Authority (“KBA”) Programs | |
During the three and nine months ended September 30, 2014, the Company recognized income from a research and development grant from the KBA of $0 and $62, respectively. The Company received $641 during the life of the agreement. | |
Option Programs | |
During June 2014, the Company entered into an amendment to extend the option with a third party for a molecule to treat seizures in dogs (“AT-Beta”) for an additional 12 months in exchange for a non-refundable, non-creditable extension fee. | |
In August 2014, the Company elected to exercise the opt-in right for a CRTH2 antagonist for atopic dermatitis (“AT-Gamma”) which triggers the commencement of an exclusive negotiation period for a definitive agreement between the parties. In October 2014, the Company entered into an exclusive license agreement with Atopix Therapeutics Ltd. (“Atopix”). See Atopix Therapeutics Ltd. subsection below for a description of the agreement with Atopix. | |
During the three and nine months ended September 30, 2014, the Company recognized expenses of $0 and $129, respectively, due to these option programs as Research and development expense. | |
Novartis Animal Health (“NAH”) | |
On August 21, 2013, Okapi Sciences entered into an Exclusive License, Development, and Commercialization Agreement with NAH (the “NAH AT-006 Agreement”) that granted NAH global rights for development and commercialization of licensed animal health products for an anti-viral for the treatment of feline herpes virus induced ophthalmic conditions. As a result of the Company’s acquisition of Okapi Sciences, the Company has assumed the rights and obligations under this agreement. The Company is responsible for the development and obtaining regulatory approval of AT-006 and NAH is responsible for the commercialization. The Company will be entitled to receive from NAH milestone payments of up to €7,500 upon Aratana’s achievement of certain regulatory milestones and NAH achievement of certain commercial milestones, as well as tiered royalties on NAH’s product sales, if any. The Company is entitled to receive from NAH up to $2,500 in reimbursement for development expenses, unless additional monies are approved by the joint steering committee. As of the acquisition date, Okapi Sciences had incurred $930 of development expenses. The remaining funding of up to $1,570 will be recognized as revenue as development expenses are incurred by the Company and all revenue recognition criteria are met. | |
During the three and nine months ended September 30, 2014, the Company recognized $0 and $452, respectively, of research and development services revenue related to the NAH AT-006 Agreement. As of September 30, 2014, the Company had not accrued or received any milestone or royalty payments since execution of the NAH AT-006 Agreement. | |
Advaxis Inc. (“Advaxis”) | |
On March 19, 2014, the Company entered into an Exclusive License Agreement with Advaxis (the “Advaxis Agreement”) that granted the Company global rights for development and commercialization of licensed animal health products for Advaxis’ ADXS-cHER2 for the treatment of osteosarcoma in dogs (“AT-014”) and three additional cancer immunotherapy products for the treatment of three other types of cancer. Under the terms of the Advaxis Agreement, the Company paid $2,500 in exchange for the license, 306,122 shares of common stock, and a warrant to purchase 153,061 shares of common stock. The consideration was allocated to the common stock and warrant based on their fair values on the date of issuance of $1,200 and $643, respectively. The remaining consideration of $657 was allocated to the licensed technology. 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 $657 was expensed upon acquisition. The Company will be required to pay Advaxis milestone payments of up to an additional $6,000 in clinical and regulatory milestones for each of the four products, assuming approvals in both cats and dogs, in both the United States and the European Union. In addition, the Company agreed to pay up to $28,500 in commercial milestones, as well as tiered royalties ranging from mid-single digit to 10% on the Company’s product sales, if any. | |
The Company does not expect to achieve additional milestones related to the Advaxis Agreement within the next twelve months. | |
Under the terms of the subscription agreement, the Company acquired 306,122 shares of common stock and a warrant to purchase another 153,061 shares of common stock for $1,843. The warrant is exercisable through March 19, 2024, at an exercise price of $4.90 per share of common stock and is to be settled through physical share issuance or net share settlement where the total number of issued shares is based on the amount the market price of common stock exceeds the exercise price of $4.90 on date of exercise. Neither the common stock nor warrant have registration rights. The Company allocated the consideration of $1,843 to Advaxis common stock ($1,200) and the Advaxis warrant ($643) based on their respective fair values and recorded the purchase in marketable securities and other long-term assets, respectively. See Note 3 for subsequent fair value matters related to the Advaxis common stock and warrant. | |
Vet-Stem, Inc. (“Vet-Stem”) | |
On June 12, 2014, the Company entered into an Exclusive License Agreement with Vet-Stem (the “Vet-Stem Agreement”) that granted the Company the exclusive United States rights for commercialization and development of Vet-Stem’s allogeneic stem cells being developed for the treatment of pain and inflammation of canine osteoarthritis (“AT-016”). Vet-Stem is responsible for the development and obtaining regulatory approval of AT-016 and the Company is responsible for the commercialization. Under the terms of the Vet-Stem Agreement, the Company paid an initial license fee of $500. 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 $500 was expensed upon acquisition. The Company will be required to pay Vet-Stem milestone payments of up to $4,500 upon Vet-Stem’s achievement of certain development and regulatory milestones, as well as tiered royalties on the Company’s product sales, if any. The Company could be required to pay to Vet-Stem up to $3,600 in reimbursement for development expenses, unless additional monies are approved by the joint steering committee. | |
The Company expects Vet-Stem to achieve multiple development and regulatory milestones related to the Vet-Stem Agreement within the next twelve months. | |
Atopix Therapeutics Ltd. | |
On October 10, 2014, the Company entered into an Exclusive License Agreement with Atopix (the “Atopix Agreement”) that granted the Company the exclusive global rights for development and commercialization of licensed animal health products for Atopix’s CRTH2 antagonist for the treatment of atopic dermatitis (“AT-018”). Under the terms of the Atopix 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 will be expensed upon acquisition in the fourth quarter of 2014. The Company will be required to pay Atopix milestone payments of up to an additional $4,500 in clinical and regulatory milestones, assuming approvals in both cats and dogs, in both the United States and the European Union, as well as tiered royalties in the mid-single digits on the Company’s product sales, if any. | |
The Company does not expect to achieve additional milestones related to the Atopix Agreement within the next twelve months. | |
RaQualia Pharma Inc. (“RaQualia”) | |
In October 2014, the Company received notice that Active Pharmaceutical Ingredient (“API”) delivered to RaQualia was accepted. Per the terms of the AT-001 RaQualia API Development Agreement, the Company was entitled to an $800 payment for the successful development and delivery of the API to RaQualia. During the fourth quarter of 2014, the Company will recognize the $800 deferred income related to the payment received at execution and another $800 of income from the successful delivery. | |
Common_Stock
Common Stock | 9 Months Ended |
Sep. 30, 2014 | |
Equity [Abstract] | ' |
Common Stock | ' |
14. Common Stock | |
Public Offerings | |
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 $1,483. | |
On September 22, 2014, the Company completed a public offering of its common stock in which the Company issued and sold 5,175,000 shares of common stock at a public offering price of $9.25 per share. The Company received net proceeds of approximately $44,827 after deducting underwriting discounts and commissions of approximately $2,872 and other offering expenses of approximately $409. | |
As of September 30, 2014, there were 34,055,464 shares of the Company’s common stock outstanding, net of 592,148 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. | |
Treasury Stock | |
As part of the Company’s stock plans, the Company offers employees the opportunity to make required tax payments with cash or through a net share settlement. For employees choosing net share settlement, the Company makes required tax payments on behalf of employees as their stock awards vest and then withholds a number of vested shares having a value on the date of vesting equal to the tax obligation. The shares withheld are recorded as treasury shares. During the three and nine months ended September 30, 2014, the Company repurchased 576 and 5,449 shares, respectively, in settlement of employees’ tax obligations for a total of $7 and $95, respectively or an average of $12.31 and $17.44 per share, respectively. The Company accounts for treasury stock using the cost method. | |
On April 15, 2014, the Company purchased 71,918 shares from a former stockholder of a subsidiary of the Company in a non-recurring private transaction for $986 or $13.71 per share. | |
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. | |
Stock-Based Awards | |
The Company issued common stock pursuant to the 2010 Equity Incentive Plan during the year ended December 31, 2013, and both 2010 Equity Incentive Plan and 2013 Incentive Award Plan for the nine months ended September 30, 2014, and year ended December 31, 2013 (Note 15). | |
StockBased_Awards
Stock-Based Awards | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Stock-Based Awards [Abstract] | ' | ||||||||||||
Stock-Based Awards | ' | ||||||||||||
15. Stock-Based Awards | |||||||||||||
The following table summarizes stock option activity under the 2010 Equity Incentive Plan (the “2010 Plan”) for the nine months ended September 30, 2014: | |||||||||||||
WEIGHTED | |||||||||||||
SHARES | WEIGHTED | AVERAGE | |||||||||||
ISSUABLE | AVERAGE | REMAINING | AGGREGATE | ||||||||||
UNDER | EXERCISE | CONTRACTUAL | INTRINSIC | ||||||||||
OPTIONS | PRICE | TERM | VALUE | ||||||||||
(IN YEARS) | |||||||||||||
Outstanding as of December 31, 2013 | 263,467 | $ | 1.25 | 8.94 | $ | 4,704 | |||||||
Granted | — | — | |||||||||||
Exercised | -47,555 | 0.40 | |||||||||||
Forfeited | -45,446 | 0.40 | |||||||||||
Expired | — | — | |||||||||||
Outstanding as of September 30, 2014 | 170,466 | $ | 1.71 | 8.30 | $ | 1,413 | |||||||
For the nine months ended September 30, 2014, the total intrinsic value of options exercised was $871. The Company received $19 during the nine months ended September 30, 2014 from stock option exercises. | |||||||||||||
The table below summarizes activity under the 2010 Plan related to restricted stock for the nine months ended September 30, 2014: | |||||||||||||
WEIGHTED | |||||||||||||
AVERAGE GRANT | |||||||||||||
SHARES | DATE FAIR VALUE | ||||||||||||
Unvested restricted common stock as of December 31, 2013 | 237,740 | $ | 0.82 | ||||||||||
Restricted common stock issued | — | — | |||||||||||
Restricted common stock vested | -132,843 | 0.73 | |||||||||||
Restricted common stock forfeited | — | — | |||||||||||
Unvested restricted common stock as of September 30, 2014 | 104,897 | $ | 0.93 | ||||||||||
As of September 30, 2014, options for the purchase of 1,447,832 shares of the Company’s common stock (net of repurchased shares) have been exercised, of which 227,177 are unvested and subject to repurchase. | |||||||||||||
The following table summarizes stock option activity under the 2013 Incentive Award Plan (the “2013 Plan”) for the nine months ended September 30, 2014: | |||||||||||||
WEIGHTED | |||||||||||||
SHARES | WEIGHTED | AVERAGE | |||||||||||
ISSUABLE | AVERAGE | REMAINING | AGGREGATE | ||||||||||
UNDER | EXERCISE | CONTRACTUAL | INTRINSIC | ||||||||||
OPTIONS | PRICE | TERM | VALUE | ||||||||||
(IN YEARS) | |||||||||||||
Outstanding as of December 31, 2013 | 685,934 | $ | 15.32 | 9.68 | $ | 4,151 | |||||||
Granted | 839,211 | 17.98 | |||||||||||
Exercised | -29,686 | 6.00 | |||||||||||
Forfeited | -25,893 | 6.97 | |||||||||||
Expired | — | — | |||||||||||
Outstanding as of September 30, 2014 | 1,469,566 | $ | 17.17 | 9.20 | $ | 1,026 | |||||||
For the nine months ended September 30, 2014, the weighted average grant date fair value of stock options granted was $12.96. For the nine months ended September 30, 2014, the total intrinsic value of options exercised was $195. The Company received $178 during the nine months ended September 30, 2014 from stock option exercises. | |||||||||||||
The table below summarizes activity under the 2013 Plan related to restricted stock for the nine months ended September 30, 2014: | |||||||||||||
WEIGHTED | |||||||||||||
AVERAGE GRANT | |||||||||||||
SHARES | DATE FAIR VALUE | ||||||||||||
Unvested restricted common stock as of December 31, 2013 | 89,766 | $ | 19.07 | ||||||||||
Restricted common stock issued | 225,000 | 18.42 | |||||||||||
Restricted common stock vested | -54,692 | 17.77 | |||||||||||
Restricted common stock forfeited | — | — | |||||||||||
Unvested restricted common stock as of September 30, 2014 | 260,074 | $ | 18.78 | ||||||||||
For the nine months ended September 30, 2014, the weighted average grant date fair value of restricted common stock granted was $18.42. For the nine months ended September 30, 2014, the total fair value of restricted common stock vested was $766. The Company did not receive cash proceeds for any of the restricted common stock granted during the nine months ended September 30, 2014. | |||||||||||||
Stock-Based Compensation | |||||||||||||
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 three and nine months ended September 30, 2014 and 2013 as follows: | |||||||||||||
THREE MONTHS ENDED | NINE MONTHS ENDED | ||||||||||||
SEPTEMBER 30, | SEPTEMBER 30, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
Research and development | $ | 381 | $ | 68 | $ | 1,163 | $ | 130 | |||||
General and administrative | 1,160 | 167 | 4,078 | 297 | |||||||||
$ | 1,541 | $ | 235 | $ | 5,241 | $ | 427 | ||||||
The Company had an aggregate of $14,413 and $4,299 of unrecognized stock-based compensation expense for options outstanding and restricted stock awards, respectively, as of September 30, 2014, which is expected to be recognized over a weighted average period of 3.0 years. | |||||||||||||
Net_Loss_Per_Share
Net Loss Per Share | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Net Loss Per Share [Abstract] | ' | ||||||||||||
Net Loss Per Share | ' | ||||||||||||
16. Net Loss Per Share | |||||||||||||
Basic and diluted net loss per share attributable to common stockholders was calculated as follows for the three and nine months ended September 30, 2014 and 2013. | |||||||||||||
THREE MONTHS ENDED | NINE MONTHS ENDED | ||||||||||||
SEPTEMBER 30, | SEPTEMBER 30, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
Basic and diluted net loss per share attributable to common stockholders: | |||||||||||||
Numerator: | |||||||||||||
Net loss | $ | -10,731 | $ | -4,671 | $ | -30,123 | $ | -11,404 | |||||
Income tax benefit | 601 | — | 1,563 | — | |||||||||
Net loss attributable to common stockholders | $ | -10,130 | $ | -4,671 | $ | -28,560 | $ | -11,404 | |||||
Denominator: | |||||||||||||
Weighted average shares outstanding—basic and diluted | 29,348,375 | 20,806,352 | 28,301,216 | 7,601,388 | |||||||||
Net loss per share attributable to common stockholders—basic and diluted | $ | -0.35 | $ | -0.22 | $ | -1.01 | $ | -1.5 | |||||
Stock options for the purchase of 1,640,032 shares of common stock were excluded from the computation of diluted net loss per share attributable to common stockholders for both the three and nine months ended September 30, 2014, respectively, because those options had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the period. | |||||||||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Taxes [Abstract] | ' |
Income Taxes | ' |
17. Income Taxes | |
The Company recorded income tax benefit of $601 and $1,563 during the three and nine months ended September 30, 2014, respectively, compared to $0 during the three and nine months ended September 30, 2013. The Company’s effective tax rate of 5.2% for the nine months ended September 30, 2014, was based on the Company’s projected annual estimated effective tax rate for 2014. The Company’s income tax benefit consists of deferred tax benefit for losses incurred that would reduce the amount of deferred tax liability related to intangible assets. | |
As of September 30, 2014, the Company had net deferred tax liability of approximately $2,015. On January 6, 2014, the Company completed the acquisition of Okapi Sciences. As a result of the acquisition, the company recognized approximately $3,600 of net deferred tax liability primarily related to the step-up of intangible assets for book purposes, net of foreign net operating loss carryforwards. | |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Loss | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Equity [Abstract] | ' | |||||||||
Accumulated Other Comprehensive Loss | ' | |||||||||
18. Accumulated Other Comprehensive Loss | ||||||||||
The changes in accumulated other comprehensive loss, net of their related tax effects, for the nine months ended September 30, 2014 were: | ||||||||||
UNREALIZED HOLDING | ||||||||||
GAIN/(LOSS) ON | ||||||||||
FOREIGN CURRENCY | AVAILABLE FOR SALE | ACCUMULATED OTHER | ||||||||
TRANSLATION ADJUSTMENT | SECURITIES | COMPREHENSIVE LOSS | ||||||||
As of January 1, 2014 | $ | — | $ | — | $ | — | ||||
Current period change | -3,784 | -171 | -3,955 | |||||||
As of September 30, 2014 | $ | -3,784 | $ | -171 | $ | -3,955 | ||||
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
19. Related Party Transactions | |
On May 7, 2014 the Company amended its corporate office lease in Kansas City, Kansas with 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. The amendment was made effective May 1, 2014. Under the terms of the amendment, the Company expanded leased office space, shared access areas and parking spaces for a total rent of $115 per year. All other lease terms remain unaltered. The Company believes the terms of the lease agreement, as amended, are no less favorable than those that the Company could have obtained from an unaffiliated third party. | |
Recovered_Sheet1
Summary of Significant Accounting Policies (Policy) | 9 Months Ended |
Sep. 30, 2014 | |
Summary Of Significant 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 | |
In 2013, the Company held no overnight reverse repurchase agreements. Beginning in 2014, the Company accounts for its overnight reverse repurchase agreements as cash equivalents. | |
Revenue Recognition | ' |
Revenue Recognition | |
During 2013, the Company’s principal revenue streams were product sales and licensing revenue. Beginning in 2014, as a result of the Okapi Sciences, NV (“Okapi Sciences”) acquisition (Note 4), the Company generates revenue from research and development services. Revenues from the performance of research and development services are recorded as Licensing and collaboration revenue in the consolidated statements of operations and are recognized on a proportional basis as costs are incurred. | |
Accounting For Stock Based Compensation | ' |
Accounting for Stock Based Compensation | |
In 2013, the Company used expected volatility based on the historical volatility of publicly-traded peer companies. Beginning in the first quarter of 2014, expected volatility is based on historical volatility of the Company’s stock as adequate historical data regarding the volatility of the Company’s common stock price became available. | |
Reverse Repurchase Agreements | ' |
Reverse Repurchase Agreements | |
In 2013, the Company held no reverse repurchase agreements. Beginning in 2014, the Company accounts for its reverse repurchase agreements with maturities greater than overnight as short-term investments and classifies them as available-for-sale. | |
Derivative Financial Instruments | ' |
Derivative Financial Instruments | |
In 2013, the Company held no derivative financial instruments. Beginning in 2014, the Company accounts for its derivative instruments as either assets or liabilities and carries them at fair value. The Company’s sole derivative (Note 6) has not been designated as a hedging instrument and is adjusted to fair value through current income. | |
Foreign Currency | ' |
Foreign Currency | |
During 2013, the Company had limited foreign currency exposure. With the acquisition of Okapi Sciences (Note 4) in 2014, the Company is exposed to effects of foreign currency from translation. Transactions in foreign currencies are translated into the relevant functional currency at the rate of exchange at the date of the transaction. Transaction gains and losses are recognized in arriving at loss from operations. The results of operations for subsidiaries, whose functional currency is not the U.S. Dollar, are translated into the U.S. Dollar at the average rates of exchange during the period, with the subsidiaries’ balance sheets translated at the rates accumulated at the balance sheet date. The cumulative effect of exchange rate movements is included in a separate component of other comprehensive income (loss) in the consolidated balance sheet. Gains and losses arising from intercompany foreign currency transactions are included in loss from operations unless the gains and losses arise from permanent differences in intercompany accounts. Gains and losses from permanent differences in intercompany accounts are included in a separate component of other comprehensive income (loss). | |
Comprehensive Loss | ' |
Comprehensive Loss | |
For the year ended December 31, 2013, there was no difference between net loss and comprehensive loss. During the first nine months of 2014, there were differences between net loss and comprehensive loss. The Company includes foreign currency translation adjustments related to the translation of foreign subsidiaries’ balance sheets, permanent differences in intercompany accounts and unrealized holding gains and losses on available-for-sale securities in comprehensive loss. | |
Goodwill | ' |
Goodwill | |
The Company completed its annual goodwill impairment testing during the third quarter of 2014. The Company elected to bypass the qualitative assessment. The Company determined as of the testing date that it still consisted of one operating segment which is comprised of one reporting unit. In performing step one of the assessment, the Company determined that its fair value, determined to be its market capitalization, was greater than its carrying value, determined to be stockholder’s equity. Based on this result, step two of the assessment was not required to be performed, and the Company determined there was no impairment of goodwill as of the testing date. | |
New Accounting Pronouncements | ' |
New Accounting Pronouncements | |
Revenue from Contracts with Customers | |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance on recognizing revenue in contracts with customers. The guidance affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). This guidance will supersede the revenue recognition requirements in topic, Revenue Recognition, and most industry-specific guidance. This guidance also supersedes some cost guidance included in subtopic, Revenue Recognition – Construction-Type and Production-Type Contracts. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (e.g., assets within the scope of topic, Property, Plant, and Equipment, and tangible assets within the scope of topic, Intangibles – Goodwill and Other) are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this guidance. | |
The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. | |
These changes become effective for the Company on January 1, 2017 and early adoption is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is currently assessing the impact, if any, this new guidance will have on the Company’s financial condition, results of operations or cash flows. | |
Development Stage Entities — Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance, Consolidations | |
In June 2014, the FASB issued guidance that removes all incremental reporting requirements from GAAP for development stage entities, including the removal of the topic development stage entities. These changes eliminate the requirement to report inception-to-date information in the statements of income, cash flows, and shareholder equity. These changes become effective for the Company on January 1, 2015 and early adoption is permitted. The Company opted to adopt this guidance as of June 30, 2014. The adoption of this guidance resulted in decreased financial statement disclosures, but did not impact the Company’s financial condition, results of operations or cash flows. | |
Disclosure of Uncertainties about an Entities Ability to Continue as a Going Concern | |
In August 2014, the FASB issued guidance which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide disclosure in the footnotes under certain circumstances. This guidance is effective for fiscal years ending after December 15, 2016 with early adoption permitted. The Company does not expect that this guidance will have a material impact on its consolidated financial statements. | |
Recovered_Sheet2
Fair Value of Financial Assets and Liabilities (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Of Financial Assets And Liabilities [Abstract] | ' | |||||||||||||||
Summary Of Information About Company's Financial Assets And Liabilities Subject To Fair Value Measurement On Recurring Basis | ' | |||||||||||||||
FAIR VALUE MEASUREMENTS AS OF | ||||||||||||||||
CARRYING | SEPTEMBER 30, 2014 USING: | |||||||||||||||
VALUE | LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||
Assets: | ||||||||||||||||
Cash equivalents | ||||||||||||||||
Certificates of deposit | $ | 4,482 | $ | — | $ | 4,482 | $ | — | $ | 4,482 | ||||||
Overnight reverse repurchase agreements | 3,000 | — | 3,000 | — | 3,000 | |||||||||||
Money market fund | 2 | 2 | — | — | 2 | |||||||||||
Short-term investments | ||||||||||||||||
Short-term marketable securities | 1,470 | — | 1,470 | — | 1,470 | |||||||||||
Reverse repurchase agreements | 50,000 | — | 50,000 | — | 50,000 | |||||||||||
Long-term marketable securities | 1,029 | 1,029 | — | — | 1,029 | |||||||||||
Derivative financial instruments | 441 | — | 441 | — | 441 | |||||||||||
$ | 60,424 | $ | 1,031 | $ | 59,393 | $ | — | $ | 60,424 | |||||||
Liabilities: | ||||||||||||||||
Contingent consideration | $ | 4,169 | $ | — | $ | — | $ | 4,169 | $ | 4,169 | ||||||
$ | 4,169 | $ | — | $ | — | $ | 4,169 | $ | 4,169 | |||||||
FAIR VALUE MEASUREMENTS AS OF | ||||||||||||||||
CARRYING | DECEMBER 31, 2013 USING: | |||||||||||||||
VALUE | LEVEL 1 | LEVEL 2 | LEVEL 3 | TOTAL | ||||||||||||
Assets: | ||||||||||||||||
Short-term 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 | |||||||
-1 | Contingent consideration consists of a current portion of $2,572 and long-term portion of $1,543 on the consolidated balance sheet. | |||||||||||||||
Change In Fair Value Of Company's Contingent Consideration Payable Measured At Fair Value On Recurring Basis | ' | |||||||||||||||
2014 | ||||||||||||||||
As of January 1 | $ | 4,115 | ||||||||||||||
Initial recognition of contingent consideration payable | 15,166 | |||||||||||||||
Settlement of contingent consideration payable | -15,235 | |||||||||||||||
Expense recognized in the consolidated statement of operations (within general and administrative) due to change in fair value | 123 | |||||||||||||||
As of the end of the period | $ | 4,169 | ||||||||||||||
Quantitative Information About Company's Recurring Level 3 Fair Value Measurements | ' | |||||||||||||||
FAIR VALUE AT MEASUREMENT DATE | ||||||||||||||||
Valuation | Significant | (Weighted | ||||||||||||||
At September 30, 2014 | Fair value | technique | unobservable inputs | Range | Average) | |||||||||||
Contingent consideration | $ | 4,169 | Income approach (probability weighted discounted cash flow) | Probability of milestones being achieved | 47.50% to 95.00% | -75.55% | ||||||||||
Assumed market participant discount rate | 5.50% | |||||||||||||||
Periods in which milestones are expected to be achieved | 2014 to 2015 | |||||||||||||||
Carrying Amounts And Estimated Fair Value Of Company's Financial Assets And Liabilities Not Measured At Fair Value On Recurring Basis | ' | |||||||||||||||
30-Sep-14 | ||||||||||||||||
Carrying Amount | Fair Value | |||||||||||||||
Financial liabilities: | ||||||||||||||||
Loan payable (Level 2) | $ | 14,957 | $ | 16,358 | ||||||||||||
31-Dec-13 | ||||||||||||||||
Carrying Amount | Fair Value | |||||||||||||||
Financial liabilities: | ||||||||||||||||
Loan payable (Level 2) | $ | 14,935 | $ | 15,040 | ||||||||||||
Business_Combinations_Tables
Business Combinations (Tables) (Okapi Sciences NV [Member]) | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Okapi Sciences NV [Member] | ' | ||||||
Business Acquisition [Line Items] | ' | ||||||
Acquisition Date Fair Value Of Consideration Transferred | ' | ||||||
Cash consideration | $ | 14,139 | |||||
Fair value of promissory note | 15,134 | ||||||
Fair value of contingent consideration | 15,166 | ||||||
Fair value of total consideration | 44,439 | ||||||
Less cash acquired | -1,063 | ||||||
Total consideration transferred, net of cash acquired | $ | 43,376 | |||||
Allocation Of Purchase Price To Assets Acquired And Liabilities Assumed | ' | ||||||
Cash | $ | 1,063 | |||||
Accounts receivable | 149 | ||||||
Other receivables | 60 | ||||||
Prepaid expenses and other current assets | 82 | ||||||
Property and equipment | 217 | ||||||
Other long-term assets | 18 | ||||||
Identifiable intangible assets | 29,400 | ||||||
Accounts payable and accrued expenses | -586 | ||||||
Deferred revenue | -83 | ||||||
Deferred tax liabilities, net | -3,588 | ||||||
Long-term debt | -4 | ||||||
Total identifiable net assets | 26,728 | ||||||
Goodwill | 17,711 | ||||||
Total net assets acquired | 44,439 | ||||||
Less: | |||||||
Promissory note | 15,134 | ||||||
Contingent consideration | 15,166 | ||||||
Cash paid | $ | 14,139 | |||||
Components Of Intangible Assets Acquired | ' | ||||||
FAIR VALUE | USEFUL LIFE | ||||||
AT-006 | $ | 3,400 | 13 years | ||||
AT-007 | 13,500 | 15 years | |||||
AT-008 | 5,300 | 13 years | |||||
AT-011 | 7,200 | 14 years | |||||
Total intangible assets subject to amortization | $ | 29,400 | |||||
Summary Of Proforma Financial Information | ' | ||||||
THREE MONTHS ENDED | NINE MONTHS ENDED | ||||||
30-Sep-13 | 30-Sep-13 | ||||||
Revenue | $ | — | $ | — | |||
Loss from operations | $ | -4,657 | $ | -13,912 | |||
Net and comprehensive loss before income taxes | $ | -4,910 | $ | -14,335 | |||
Net loss per share attributable to common stockholders—basic and diluted | $ | -0.24 | $ | -1.89 | |||
Investments_Tables
Investments (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Investments [Abstract] | ' | ||||||||||||
Fair Value Of Available-For-Sale Marketable Securities | ' | ||||||||||||
30-Sep-14 | |||||||||||||
GROSS | GROSS | ||||||||||||
AMORTIZED | UNREALIZED | UNREALIZED | FAIR | ||||||||||
COST | GAINS | LOSSES | VALUE | ||||||||||
Short-term marketable securities: | |||||||||||||
Certificates of deposit | $ | 1,470 | $ | — | $ | — | $ | 1,470 | |||||
Long-term marketable securities: | |||||||||||||
Common stock | 1,200 | — | -171 | 1,029 | |||||||||
$ | 2,670 | $ | — | $ | -171 | $ | 2,499 | ||||||
31-Dec-13 | |||||||||||||
GROSS | GROSS | ||||||||||||
AMORTIZED | UNREALIZED | UNREALIZED | FAIR | ||||||||||
COST | GAINS | LOSSES | VALUE | ||||||||||
Short-term marketable securities: | |||||||||||||
Certificates of deposit | $ | 4,670 | $ | — | $ | — | $ | 4,670 | |||||
$ | 4,670 | $ | — | $ | — | $ | 4,670 | ||||||
Derivative_Financial_Instrumen1
Derivative Financial Instruments (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Derivative Financial Instruments [Abstract] | ' | ||||||||||||
Derivative Instrument At Gross Fair Value As Reflected | ' | ||||||||||||
FAIR VALUE OF DERIVATIVES NOT | |||||||||||||
DESIGNATED AS HEDGE INSTRUMENT | |||||||||||||
30-Sep-14 | 31-Dec-13 | ||||||||||||
Derivative assets: | |||||||||||||
Warrant (Notes 3 and 13) | $ | 441 | $ | — | |||||||||
Gain (Loss) Recognized In Other Income (Expense) | ' | ||||||||||||
GAIN/(LOSS) RECOGNIZED IN OTHER INCOME/(EXPENSE) | |||||||||||||
THREE MONTHS ENDED | NINE MONTHS ENDED | ||||||||||||
SEPTEMBER 30, | SEPTEMBER 30, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
Derivative assets: | |||||||||||||
Warrant | $ | 17 | $ | — | $ | -202 | $ | — | |||||
Notional Principal Amounts Of Outstanding Derivative Instruments And Credit Risk Amounts Associated With Outstanding Or Unsettled Derivative Instruments | ' | ||||||||||||
30-Sep-14 | |||||||||||||
NOTIONAL/ | CREDIT | ||||||||||||
PRINCIPAL/SHARES | RISK | ||||||||||||
Instruments not designated as accounting hedges: | |||||||||||||
Warrant | 153,061 | $ | — | ||||||||||
Inventories_Tables
Inventories (Tables) | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Inventories [Abstract] | ' | ||||||
Components Of Inventories | ' | ||||||
30-Sep-14 | 31-Dec-13 | ||||||
Raw materials | $ | 48 | — | ||||
Work-in-process | 155 | $ | 55 | ||||
$ | 203 | $ | 55 | ||||
Property_and_Equipment_Net_Tab
Property and Equipment, Net (Tables) | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Property And Equipment, Net [Abstract] | ' | ||||||
Schedule Of Property And Equipment | ' | ||||||
30-Sep-14 | 31-Dec-13 | ||||||
Laboratory and office equipment | $ | 459 | $ | 90 | |||
Computer equipment and software | 61 | 40 | |||||
Furniture | 72 | 2 | |||||
Vehicles | 72 | — | |||||
Leasehold improvements | 100 | — | |||||
Construction in process | 129 | 7 | |||||
Total property and equipment | 893 | 139 | |||||
Less: Accumulated depreciation and amortization | -152 | -41 | |||||
Property and equipment, net | $ | 741 | $ | 98 | |||
Goodwill_Tables
Goodwill (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | |||||||||
Summary Of Goodwill | ' | |||||||||
GROSS | IMPAIRMENT | NET | ||||||||
CARRYING AMOUNT | LOSSES | CARRYING VALUE | ||||||||
Goodwill | $ | 37,052 | $ | — | $ | 37,052 | ||||
Summary Of Change In The Net Book Value Of Goodwill | ' | |||||||||
2014 | ||||||||||
As of January 1 | $ | 20,796 | ||||||||
Acquisitions | 17,711 | |||||||||
Effect of foreign currency exchange | -1,455 | |||||||||
As of the end of the period | $ | 37,052 | ||||||||
Intangible_Assets_Net_Tables
Intangible Assets, Net (Tables) | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | |||
Summary Of Intangible Assets Acquired | ' | |||
GROSS | ||||
CARRYING | ||||
AMOUNT | ||||
Unamortized intangible assets: | ||||
Intellectual property rights acquired for IPR&D | $ | 26,985 | ||
Summary Of Change In The Net Book Value Of Other Intangible Assets | ' | |||
2014 | ||||
As of January 1 | $ | 46,140 | ||
Acquisitions | 29,400 | |||
Amortization charged | -1,702 | |||
Effect of foreign currency exchange | -2,415 | |||
As of the end of the period | $ | 71,423 | ||
Debt_Tables
Debt (Tables) | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Debt [Abstract] | ' | |||
Estimated Future Principal Payments Under Additional Term Loan | ' | |||
YEARS ENDING DECEMBER 31, | ||||
2014 | $ | — | ||
2015 | — | |||
2016 | 15,000 | |||
2017 | — | |||
Thereafter | — | |||
Total | $ | 15,000 | ||
Accrued_Expenses_Tables
Accrued Expenses (Tables) | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Accrued Expenses [Abstract] | ' | ||||||
Summary Of Accrued Expenses | ' | ||||||
30-Sep-14 | 31-Dec-13 | ||||||
Accrued expenses: | |||||||
Accrued payroll and related expenses | $ | 1,418 | $ | 1,017 | |||
Accrued professional fees | 523 | 600 | |||||
Accrued minimum royalties | 53 | 70 | |||||
Accrued interest | 39 | 71 | |||||
Accrued research and development costs | 943 | 662 | |||||
Accrued other | 31 | 75 | |||||
$ | 3,007 | $ | 2,495 | ||||
StockBased_Awards_Tables
Stock-Based Awards (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
2010 Equity Incentive Plan [Member] | ' | ||||||||||||
Compensation Related Costs, Share-based Payments [Line Items] | ' | ||||||||||||
Summary Of Stock Option Activity | ' | ||||||||||||
WEIGHTED | |||||||||||||
SHARES | WEIGHTED | AVERAGE | |||||||||||
ISSUABLE | AVERAGE | REMAINING | AGGREGATE | ||||||||||
UNDER | EXERCISE | CONTRACTUAL | INTRINSIC | ||||||||||
OPTIONS | PRICE | TERM | VALUE | ||||||||||
(IN YEARS) | |||||||||||||
Outstanding as of December 31, 2013 | 263,467 | $ | 1.25 | 8.94 | $ | 4,704 | |||||||
Granted | — | — | |||||||||||
Exercised | -47,555 | 0.40 | |||||||||||
Forfeited | -45,446 | 0.40 | |||||||||||
Expired | — | — | |||||||||||
Outstanding as of September 30, 2014 | 170,466 | $ | 1.71 | 8.30 | $ | 1,413 | |||||||
Summary Of Restricted Stock Activity | ' | ||||||||||||
WEIGHTED | |||||||||||||
AVERAGE GRANT | |||||||||||||
SHARES | DATE FAIR VALUE | ||||||||||||
Unvested restricted common stock as of December 31, 2013 | 237,740 | $ | 0.82 | ||||||||||
Restricted common stock issued | — | — | |||||||||||
Restricted common stock vested | -132,843 | 0.73 | |||||||||||
Restricted common stock forfeited | — | — | |||||||||||
Unvested restricted common stock as of September 30, 2014 | 104,897 | $ | 0.93 | ||||||||||
2013 Equity Incentive Plan [Member] | ' | ||||||||||||
Compensation Related Costs, Share-based Payments [Line Items] | ' | ||||||||||||
Summary Of Stock Option Activity | ' | ||||||||||||
WEIGHTED | |||||||||||||
SHARES | WEIGHTED | AVERAGE | |||||||||||
ISSUABLE | AVERAGE | REMAINING | AGGREGATE | ||||||||||
UNDER | EXERCISE | CONTRACTUAL | INTRINSIC | ||||||||||
OPTIONS | PRICE | TERM | VALUE | ||||||||||
(IN YEARS) | |||||||||||||
Outstanding as of December 31, 2013 | 685,934 | $ | 15.32 | 9.68 | $ | 4,151 | |||||||
Granted | 839,211 | 17.98 | |||||||||||
Exercised | -29,686 | 6.00 | |||||||||||
Forfeited | -25,893 | 6.97 | |||||||||||
Expired | — | — | |||||||||||
Outstanding as of September 30, 2014 | 1,469,566 | $ | 17.17 | 9.20 | $ | 1,026 | |||||||
Summary Of Restricted Stock Activity | ' | ||||||||||||
WEIGHTED | |||||||||||||
AVERAGE GRANT | |||||||||||||
SHARES | DATE FAIR VALUE | ||||||||||||
Unvested restricted common stock as of December 31, 2013 | 89,766 | $ | 19.07 | ||||||||||
Restricted common stock issued | 225,000 | 18.42 | |||||||||||
Restricted common stock vested | -54,692 | 17.77 | |||||||||||
Restricted common stock forfeited | — | — | |||||||||||
Unvested restricted common stock as of September 30, 2014 | 260,074 | $ | 18.78 | ||||||||||
Summary Of Stock-Based Compensation Expense Related To Stock Options And Restricted Stock | ' | ||||||||||||
THREE MONTHS ENDED | NINE MONTHS ENDED | ||||||||||||
SEPTEMBER 30, | SEPTEMBER 30, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
Research and development | $ | 381 | $ | 68 | $ | 1,163 | $ | 130 | |||||
General and administrative | 1,160 | 167 | 4,078 | 297 | |||||||||
$ | 1,541 | $ | 235 | $ | 5,241 | $ | 427 | ||||||
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Net Loss Per Share [Abstract] | ' | ||||||||||||
Schedule Of Basic And Diluted Net Loss Per Share Attributable To Common Stockholders | ' | ||||||||||||
THREE MONTHS ENDED | NINE MONTHS ENDED | ||||||||||||
SEPTEMBER 30, | SEPTEMBER 30, | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
Basic and diluted net loss per share attributable to common stockholders: | |||||||||||||
Numerator: | |||||||||||||
Net loss | $ | -10,731 | $ | -4,671 | $ | -30,123 | $ | -11,404 | |||||
Income tax benefit | 601 | — | 1,563 | — | |||||||||
Net loss attributable to common stockholders | $ | -10,130 | $ | -4,671 | $ | -28,560 | $ | -11,404 | |||||
Denominator: | |||||||||||||
Weighted average shares outstanding—basic and diluted | 29,348,375 | 20,806,352 | 28,301,216 | 7,601,388 | |||||||||
Net loss per share attributable to common stockholders—basic and diluted | $ | -0.35 | $ | -0.22 | $ | -1.01 | $ | -1.5 | |||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Equity [Abstract] | ' | |||||||||
Summary Of Changes In Accumulated Other Comprehensive Loss | ' | |||||||||
UNREALIZED HOLDING | ||||||||||
GAIN/(LOSS) ON | ||||||||||
FOREIGN CURRENCY | AVAILABLE FOR SALE | ACCUMULATED OTHER | ||||||||
TRANSLATION ADJUSTMENT | SECURITIES | COMPREHENSIVE LOSS | ||||||||
As of January 1, 2014 | $ | — | $ | — | $ | — | ||||
Current period change | -3,784 | -171 | -3,955 | |||||||
As of September 30, 2014 | $ | -3,784 | $ | -171 | $ | -3,955 | ||||
Basis_Of_Presentation_Details
Basis Of Presentation (Details) | 9 Months Ended |
Sep. 30, 2014 | |
segment | |
Basis Of Presentation [Abstract] | ' |
Number of operating segments | 1 |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
item | ||
Summary Of Significant Accounting Policies [Abstract] | ' | ' |
Number of derivative instruments held | ' | 0 |
Number of reverse repurchase agreements | ' | 0 |
Goodwill impairment losses | $0 | ' |
Fair_Value_Of_Financial_Assets1
Fair Value Of Financial Assets And Liabilities (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Fair Value Of Financial Assets And Liabilities [Abstract] | ' | ' | ' |
Transfers between Level 1, Level 2 and Level 3 | $1,029,000 | $1,029,000 | $0 |
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) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Assets: | ' | ' | |
Short-term marketable securities | $1,470 | ' | |
Long-term marketable securities | 1,029 | ' | |
Derivative financial instruments | 441 | ' | |
Marketable securities | ' | 4,670 | |
Assets, fair value | 60,424 | 4,670 | |
Liabilities: | ' | ' | |
Contingent consideration | 4,169 | 4,115 | [1] |
Liabilities, fair value | 4,169 | 4,115 | |
Current portion-contingent consideration | 4,169 | 2,572 | |
Long-term portion contingent consideration | ' | 1,543 | |
Certificates of Deposit [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | 4,482 | ' | |
Overnight Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | 3,000 | ' | |
Money Market Funds [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | 2 | ' | |
Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | 50,000 | ' | |
Level 1 [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | ' | ' | |
Short-term marketable securities | ' | ' | |
Long-term marketable securities | 1,029 | ' | |
Derivative financial instruments | ' | ' | |
Assets, fair value | 1,031 | ' | |
Liabilities: | ' | ' | |
Contingent consideration | ' | ' | |
Liabilities, fair value | ' | ' | |
Level 1 [Member] | Certificates of Deposit [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | ' | ' | |
Level 1 [Member] | Overnight Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | ' | ' | |
Level 1 [Member] | Money Market Funds [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | 2 | ' | |
Level 1 [Member] | Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | ' | ' | |
Level 2 [Member] | ' | ' | |
Assets: | ' | ' | |
Short-term marketable securities | 1,470 | ' | |
Derivative financial instruments | 441 | ' | |
Marketable securities | ' | 4,670 | |
Assets, fair value | 59,393 | 4,670 | |
Level 2 [Member] | Certificates of Deposit [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | 4,482 | ' | |
Level 2 [Member] | Overnight Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | 3,000 | ' | |
Level 2 [Member] | Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | 50,000 | ' | |
Level 3 [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | ' | ' | |
Short-term marketable securities | ' | ' | |
Long-term marketable securities | ' | ' | |
Derivative financial instruments | ' | ' | |
Assets, fair value | ' | ' | |
Liabilities: | ' | ' | |
Contingent consideration | 4,169 | 4,115 | [1] |
Liabilities, fair value | 4,169 | 4,115 | |
Level 3 [Member] | Certificates of Deposit [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | ' | ' | |
Level 3 [Member] | Overnight Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | ' | ' | |
Level 3 [Member] | Money Market Funds [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | ' | ' | |
Level 3 [Member] | Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | ' | ' | |
Carrying Value [Member] | ' | ' | |
Assets: | ' | ' | |
Short-term marketable securities | 1,470 | ' | |
Long-term marketable securities | 1,029 | ' | |
Derivative financial instruments | 441 | ' | |
Marketable securities | ' | 4,670 | |
Assets, fair value | 60,424 | 4,670 | |
Liabilities: | ' | ' | |
Contingent consideration | 4,169 | 4,115 | [1] |
Liabilities, fair value | 4,169 | 4,115 | |
Carrying Value [Member] | Certificates of Deposit [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | 4,482 | ' | |
Carrying Value [Member] | Overnight Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | 3,000 | ' | |
Carrying Value [Member] | Money Market Funds [Member] | ' | ' | |
Assets: | ' | ' | |
Cash equivalents | 2 | ' | |
Carrying Value [Member] | Reverse Repurchase Agreements [Member] | ' | ' | |
Assets: | ' | ' | |
Reverse repurchase agreements | $50,000 | ' | |
[1] | Contingent consideration consists of a current portion of $2,572 and long-term portion of $1,543 on the consolidated balance sheet. |
Fair_Value_Of_Financial_Assets3
Fair Value Of Financial Assets And Liabilities (Change In Fair Value Of Company's Contingent Consideration Payable Measured At Fair Value On Recurring Basis) (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Fair Value Of Financial Assets And Liabilities [Abstract] | ' |
As of January 1 | $4,115 |
Initial recognition of contingent consideration payable | 15,166 |
Settlement of contingent consideration payable | -15,235 |
Expense recognized in the consolidated statement of operations (within general and administrative) due to change in fair value | 123 |
As of the end of the period | $4,169 |
Fair_Value_Of_Financial_Assets4
Fair Value Of Financial Assets And Liabilities (Quantitative Information About Company's Recurring Level 3 Fair Value Measurements) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | Level 3 [Member] | Level 3 [Member] | Income Approach Valuation Technique [Member] | Income Approach Valuation Technique [Member] | Income Approach Valuation Technique [Member] | Income Approach Valuation Technique [Member] | ||
Level 3 [Member] | Level 3 [Member] | Level 3 [Member] | Level 3 [Member] | |||||
Fair Value, Measurements, Recurring [Member] | Minimum [Member] | Maximum [Member] | Weighted Average [Member] | |||||
Contingent Consideration [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | |||||
Contingent Consideration [Member] | Contingent Consideration [Member] | Contingent Consideration [Member] | ||||||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Contingent consideration, Fair value | $4,169 | $4,115 | $4,169 | $4,115 | $4,169 | ' | ' | ' |
Contingent consideration, Valuation technique | ' | ' | ' | ' | 'Income approach (probability weighted discounted cash flow) | ' | ' | ' |
Probability of milestones being achieved | ' | ' | ' | ' | ' | 47.50% | 95.00% | ' |
Assumed market participant discount rate | ' | ' | ' | ' | 5.50% | ' | ' | 75.55% |
Periods in which milestones are expected to be achieved | ' | ' | ' | ' | ' | '2014 | '2015 | ' |
Fair_Value_Of_Financial_Assets5
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) (Details) (Level 2 [Member], Fair Value, Measurements, Nonrecurring [Member], USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Level 2 [Member] | Fair Value, Measurements, Nonrecurring [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Loan payable, Carrying Amount | $14,957 | $14,935 |
Loan payable, Fair Value | $16,358 | $15,040 |
Business_Combinations_Narrativ
Business Combinations (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | |||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Mar. 17, 2014 | Feb. 04, 2014 | Jan. 06, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Jan. 06, 2014 | Mar. 17, 2014 | Sep. 30, 2014 | Jan. 06, 2014 | Jan. 06, 2014 |
Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | ||||
item | General and Administrative [Member] | General and Administrative [Member] | Maximum [Member] | Minimum [Member] | |||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition date | ' | ' | ' | ' | ' | ' | ' | 6-Jan-14 | ' | ' | ' | ' | ' |
Number of clinical/development state product candidates | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' |
Purchase price of acquisition | ' | ' | ' | ' | ' | $44,439 | ' | ' | ' | ' | ' | ' | ' |
Aggregate merger consideration, cash paid | ' | 15,166 | ' | ' | ' | 14,139 | ' | 14,139 | ' | ' | ' | ' | ' |
Aggregate merger consideration, principal amount of promissory note issued | ' | ' | ' | ' | ' | 15,134 | ' | 15,134 | ' | ' | ' | ' | ' |
Promissory note maturity date | ' | ' | ' | ' | ' | ' | ' | 31-Dec-14 | ' | ' | ' | ' | ' |
Contingent consideration payable related to the merger | ' | ' | ' | ' | ' | ' | ' | ' | 16,308 | ' | ' | ' | ' |
Fair value of contingent consideration | ' | ' | ' | ' | ' | 15,166 | ' | 15,166 | ' | ' | ' | ' | ' |
Debt Instrument interest rate percentage | ' | ' | ' | ' | ' | ' | ' | ' | 7.00% | ' | ' | ' | ' |
Settlement of contingent consideration | ' | -183 | ' | -15,235 | -15,158 | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenue | 43 | 519 | ' | ' | ' | ' | 0 | 452 | ' | ' | ' | ' | ' |
Total consideration paid, net of cash acquired | ' | 12,075 | ' | ' | ' | 43,376 | ' | ' | ' | ' | ' | ' | ' |
Aggregate merger consideration, shares issued/issuable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,060,740 | 707,160 |
Contingent consideration difference in fair value and settlement amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 69 | ' | ' | ' |
Business acquisition expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 161 | ' | ' |
Goodwill | $37,052 | $37,052 | $20,796 | ' | ' | ' | $17,711 | $17,711 | $17,711 | ' | ' | ' | ' |
Business_Combinations_Acquisit
Business Combinations (Acquisition Date Fair Value Of Consideration Transferred) (Details) (USD $) | 0 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Jan. 06, 2014 | Sep. 30, 2014 |
Business Acquisition [Line Items] | ' | ' |
Cash consideration | ' | $15,166 |
Total consideration transferred, net of cash acquired | ' | 12,075 |
Okapi Sciences NV [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Cash consideration | 14,139 | 14,139 |
Fair value of promissory note | 15,134 | 15,134 |
Fair value of contingent consideration | 15,166 | 15,166 |
Fair value of total consideration | 44,439 | ' |
Less cash acquired | -1,063 | ' |
Total consideration transferred, net of cash acquired | $43,376 | ' |
Business_Combinations_Allocati
Business Combinations (Allocation Of Purchase Price To Assets Acquired And Liabilities Assumed) (Details) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Jan. 06, 2014 | Sep. 30, 2014 | Jan. 06, 2014 |
Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | $1,063 | ' |
Accounts receivable | ' | ' | ' | 149 | ' |
Other receivables | ' | ' | ' | 60 | ' |
Prepaid expenses and other current assets | ' | ' | ' | 82 | ' |
Property and equipment | ' | ' | ' | 217 | ' |
Other long-term assets | ' | ' | ' | 18 | ' |
Identifiable intangible assets | ' | ' | ' | 29,400 | ' |
Accounts payable and accrued expenses | ' | ' | ' | -586 | ' |
Deferred revenue | ' | ' | ' | -83 | ' |
Deferred tax liabilities, net | ' | ' | ' | -3,588 | ' |
Long-term debt | ' | ' | ' | -4 | ' |
Total identifiable net assets | ' | ' | ' | 26,728 | ' |
Goodwill | 37,052 | 20,796 | ' | 17,711 | 17,711 |
Total net assets acquired | ' | ' | ' | 44,439 | ' |
Less: | ' | ' | ' | ' | ' |
Promissory note | ' | ' | 15,134 | 15,134 | ' |
Contingent consideration | ' | ' | 15,166 | 15,166 | ' |
Cash paid | $15,166 | ' | $14,139 | $14,139 | ' |
Business_Combinations_Componen
Business Combinations (Components Of Intangible Assets Acquired) (Details) (Okapi Sciences NV [Member], USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Business Acquisition [Line Items] | ' |
Total intangible assets subject to amortization, fair value | $29,400 |
AT-006 [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 |
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 |
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 |
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 |
Business_Combinations_Summary_
Business Combinations (Summary Of Proforma Financial Information) (Details) (Okapi Sciences NV [Member], USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 |
Okapi Sciences NV [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Revenue | ' | ' |
Loss from operations | -4,657 | -13,912 |
Net loss and comprehensive loss before income taxes | ($4,910) | ($14,335) |
Net loss per share attributable to common stockholdersbbasic and diluted | ($0.24) | ($1.89) |
Investments_Narrative_Details
Investments (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Investments [Abstract] | ' | ' | ' |
Investment maturities | ' | '1 year | '1 year |
Unrealized losses | $181,000 | ($171,000) | ' |
Gross unrealized losses | ' | 0 | ' |
Impairment charges | ' | $0 | ' |
Reverse repurchase agreements, maximum maturity | ' | '90 days | ' |
Reverse repurchase agreements, collateral securities, percentage of principal and interest required | ' | 102.00% | ' |
Investments_Fair_Value_Of_Avai
Investments (Fair Value Of Available-For-Sale Marketable Securities) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | $2,670 | $4,670 |
Gross Unrealized Gains | ' | ' |
Gross Unrealized Losses | -171 | ' |
Fair Value | 2,499 | 4,670 |
Certificates of Deposit [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 1,470 | 4,670 |
Gross Unrealized Gains | ' | ' |
Gross Unrealized Losses | ' | ' |
Fair Value | 1,470 | 4,670 |
Common Stock [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 1,200 | ' |
Gross Unrealized Gains | ' | ' |
Gross Unrealized Losses | -171 | ' |
Fair Value | $1,029 | ' |
Derivative_Financial_Instrumen2
Derivative Financial Instruments (Derivative Instrument At Gross Fair Value As Reflected) (Details) (Warrant [Member], USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Warrant [Member] | ' | ' |
Derivative assets: | ' | ' |
Fair value of derivatives not designated as hedge instrument | $441 | ' |
Derivative_Financial_Instrumen3
Derivative Financial Instruments (Gain (Loss) Recognized In Other Income (Expense)) (Details) (Warrant [Member], USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 |
Warrant [Member] | ' | ' |
Derivative assets: | ' | ' |
Gain/(loss) recognized in other income/(expense) | $17 | ($202) |
Derivative_Financial_Instrumen4
Derivative Financial Instruments (Notional Principal Amounts Of Outstanding Derivative Instruments And Credit Risk Amounts Associated With Outstanding Or Unsettled Derivative Instruments) (Details) (Warrant [Member], USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Warrant [Member] | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' |
Notional/Principal/Shares | 153,061 |
Credit risk | ' |
Inventories_Components_Of_Inve
Inventories (Components Of Inventories) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventories [Abstract] | ' | ' |
Raw materials | $48 | ' |
Work-in-process | 155 | 55 |
Total inventories | $203 | $55 |
Property_And_Equipment_Net_Nar
Property And Equipment, Net (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 |
Property And Equipment, Net [Abstract] | ' | ' |
Depreciation expense | $50 | $111 |
Property_And_Equipment_Net_Sch
Property And Equipment, Net (Schedule Of Property And Equipment) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Total property and equipment | $893 | $139 |
Less: Accumulated depreciation and amortization | -152 | -41 |
Property and equipment, net | 741 | 98 |
Laboratory And Office Equipment [Member] | ' | ' |
Total property and equipment | 459 | 90 |
Computer Equipment And Software [Member] | ' | ' |
Total property and equipment | 61 | 40 |
Furniture [Member] | ' | ' |
Total property and equipment | 72 | 2 |
Vehicles [Member] | ' | ' |
Total property and equipment | 72 | ' |
Leasehold Improvements [Member] | ' | ' |
Total property and equipment | 100 | ' |
Construction In Progress [Member] | ' | ' |
Total property and equipment | $129 | $7 |
Goodwill_Narrative_Details
Goodwill (Narrative) (Details) (USD $) | 9 Months Ended | 0 Months Ended | ||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Oct. 31, 2013 | Jan. 06, 2014 | Sep. 30, 2014 | Jan. 06, 2014 |
Vet Therapeutics Inc., [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | Okapi Sciences NV [Member] | |||
Goodwill [Line Items] | ' | ' | ' | ' | ' | ' |
Total consideration paid, net of cash acquired | $12,075 | ' | ' | $43,376 | ' | ' |
Goodwill | $37,052 | $20,796 | $20,796 | ' | $17,711 | $17,711 |
Goodwill_Summary_Of_Goodwill_D
Goodwill (Summary Of Goodwill) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Gross Carrying Amount | $37,052 | ' |
Impairment Losses | ' | ' |
Net Carrying Value | $37,052 | $20,796 |
Goodwill_Summary_Of_Change_In_
Goodwill (Summary Of Change In The Net Book Value Of Goodwill) (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
As of January 1 | $20,796 |
Acquisitions | 17,711 |
Effect of foreign currency exchange | -1,455 |
As of the end of the period | $37,052 |
Intangible_Assets_Net_Narrativ
Intangible Assets, Net (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Amortization of intangible assets | $581 | $1,702 |
Intangible_Assets_Net_Summary_
Intangible Assets, Net (Summary Of Intangible Assets Acquired) (Details) (Intellectual Property Rights Acquired For IPR&D [Member], USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Intellectual Property Rights Acquired For IPR&D [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
GROSS CARRYING AMOUNT | $26,985 |
Intangible_Assets_Net_Summary_1
Intangible Assets, Net (Summary Of Change In The Net Book Value Of Other Intangible Assets) (Details) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
As of January 1 | ' | $46,140 |
Acquisitions | ' | 29,400 |
Amortization charged | -581 | -1,702 |
Effect of foreign currency exchange | ' | -2,415 |
As of the end of the period | $71,423 | $71,423 |
Debt_Narrative_Details
Debt (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | ||||
Sep. 30, 2014 | Sep. 30, 2014 | Jun. 13, 2014 | Jun. 13, 2014 | Sep. 30, 2014 | Oct. 11, 2013 | Sep. 30, 2014 | Jun. 13, 2014 | Oct. 11, 2013 | Mar. 04, 2013 | Feb. 04, 2014 | Sep. 30, 2014 | |
Non-Revolving Loan [Member] | Non-Revolving Loan [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Promissory Note [Member] | Promissory Note [Member] | |||
item | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Vet Therapeutics Inc., [Member] | Vet Therapeutics Inc., [Member] | |||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5,000,000 | ' | $3,000,000 |
Remaining borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | 5,000,000 | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' |
Increased credit facility | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' |
Amount borrowed | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' |
Outstanding term loans converted | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate | ' | ' | ' | 5.50% | ' | ' | ' | ' | ' | ' | ' | 7.00% |
Credit facility maturity date | ' | ' | ' | ' | 13-Jun-16 | ' | ' | ' | ' | ' | ' | ' |
Credit facility, number of installments | ' | ' | ' | ' | 24 | ' | ' | ' | ' | ' | ' | ' |
Percentage of common shares pledged to secured loans | ' | 65.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt discount | 43,000 | 43,000 | ' | ' | ' | ' | ' | 11,000 | ' | 73,000 | ' | ' |
Payment term of debt accreted | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' |
Accretion expense | 6,000 | 21,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense on credit facility | 222,000 | 654,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Date of maturity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Dec-14 |
Accrued interest and promissory note paid by the company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $20,000 | ' |
Debt_Estimated_Future_Principa
Debt (Estimated Future Principal Payments Under Additional Term Loan) (Details) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Debt [Abstract] | ' |
2014 | ' |
2015 | ' |
2016 | 15,000 |
2017 | ' |
Thereafter | ' |
Total | $15,000 |
Accrued_Expenses_Summary_Of_Ac
Accrued Expenses (Summary Of Accrued Expenses) (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued expenses: | ' | ' |
Accrued payroll and related expenses | $1,418 | $1,017 |
Accrued professional fees | 523 | 600 |
Accrued minimum royalties | 53 | 70 |
Accrued interest | 39 | 71 |
Accrued research and development costs | 943 | 662 |
Accrued other | 31 | 75 |
Accrued expenses, Total | $3,007 | $2,495 |
Agreements_Details
Agreements (Details) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | ||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 21, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 21, 2013 | Aug. 21, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Jun. 12, 2014 | Mar. 19, 2013 | Sep. 30, 2014 | Mar. 19, 2013 | Mar. 19, 2013 | Mar. 19, 2013 | Mar. 19, 2013 | Oct. 10, 2014 | Dec. 31, 2014 | Oct. 31, 2014 | |
USD ($) | USD ($) | USD ($) | USD ($) | Research and Development [Member] | Research and Development [Member] | Research and Development [Member] | Research and Development [Member] | Kansas Bioscience Authority ("KBA") Programs [Member] | Kansas Bioscience Authority ("KBA") Programs [Member] | NAH Agreement [Member] | NAH Agreement [Member] | NAH Agreement [Member] | NAH Agreement [Member] | Vet-Stem [Member] | Advaxis [Member] | Advaxis [Member] | Advaxis [Member] | Advaxis [Member] | Advaxis [Member] | Advaxis [Member] | Atopix Therapeutics Ltd [Member] | RaQualia [Member] | RaQualia [Member] | |
USD ($) | USD ($) | Okapi Sciences NV [Member] | USD ($) | USD ($) | USD ($) | EUR (€) | Research and Development [Member] | Research and Development [Member] | USD ($) | USD ($) | Common Stock [Member] | Warrant [Member] | Clinical Development And Regulatory Milestone [Member] | Maximum [Member] | USD ($) | Scenario, Forecast [Member] | Subsequent Event [Member] | |||||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized income | ' | ' | ' | ' | ' | ' | ' | ' | $0 | $62,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $800,000 | ' |
Amount received during life of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | 641,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Option program extension | ' | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Development expenses | 6,078,000 | 3,234,000 | 13,950,000 | 7,817,000 | ' | 0 | 129,000 | 930,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone Payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500,000 | 7,500,000 | ' | ' | 3,600,000 | 28,500,000 | ' | ' | ' | ' | ' | 4,500,000 | ' | ' |
Revenue recognized related to milestone payments | ' | ' | ' | ' | ' | ' | ' | 1,570,000 | ' | ' | ' | ' | 0 | 452,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
License fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | 657,000 | ' | ' | ' | ' | ' | 1,000,000 | ' | ' |
In-process research and development | ' | ' | 1,157,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | 657,000 | ' | ' | ' | ' | ' | 1,000,000 | ' | ' |
Cash payment related to license agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Royalty as percentage of product sales | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' |
Clinical and regulatory milestones | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,500,000 | ' | ' | ' | ' | 6,000,000 | ' | ' | ' | ' |
Payment for common share acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,843,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 306,122 | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant purchase | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 153,061 | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercisable date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19-Mar-24 | ' | ' | ' | ' | ' | ' | ' |
Exercise price per share of additional warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.90 | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,843,000 | ' | 1,200,000 | 643,000 | ' | ' | ' | ' | ' |
Accounts receivable for successful development and delivery | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 |
Deferred revenue recognized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $800,000 | ' |
Common_Stock_Details
Common Stock (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |||||||
In Thousands, except Share data, unless otherwise specified | Sep. 22, 2014 | Apr. 15, 2014 | Feb. 03, 2014 | 22-May-13 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Jul. 02, 2013 | Feb. 28, 2013 |
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of common stock resulted from public offering | 5,175,000 | ' | 5,150,000 | ' | ' | ' | ' | ' | ' | ' |
Common stock per share, offering price | $9.25 | ' | $19 | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from public offering | $44,827 | ' | $90,507 | ' | ' | $137,220 | $36,897 | ' | ' | ' |
Underwriting discount and commission | 2,872 | ' | 5,871 | ' | ' | ' | ' | ' | ' | ' |
Offering expenses | 409 | ' | 1,483 | ' | ' | ' | ' | ' | ' | ' |
Common stock outstanding, shares | ' | ' | ' | ' | 34,055,464 | 34,055,464 | ' | 23,425,487 | ' | ' |
Common stock, authorized | ' | ' | ' | ' | 100,000,000 | 100,000,000 | ' | 100,000,000 | 100,000,000 | 25,041,667 |
Common stock, par value | ' | ' | ' | ' | $0.00 | $0.00 | ' | $0.00 | $0.00 | ' |
Stock repurchased | ' | 71,918 | ' | ' | 576 | 5,449 | ' | ' | ' | ' |
Stock repurchased, value | ' | $986 | ' | ' | $7 | $95 | ' | ' | ' | ' |
Stock repurchased, average price per share | ' | $13.71 | ' | ' | $12.31 | $17.44 | ' | ' | ' | ' |
Reverse stock split ratio | ' | ' | ' | '1-for-1.662 | ' | ' | ' | ' | ' | ' |
Number of fractional shares issued for reverse stock split | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' |
Reverse stock split ratio on shares | ' | ' | ' | 1.662 | ' | ' | ' | ' | ' | ' |
Unvested Restricted Common Stock [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock outstanding, shares | ' | ' | ' | ' | 592,148 | 592,148 | ' | ' | ' | ' |
StockBased_Awards_Narrative_De
Stock-Based Awards (Narrative) (Details) (USD $) | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | 2013 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] | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic value | ' | ' | $871,000 | ' | ' | $195,000 | ' |
Proceed from stock options exercised | 197,000 | 97,000 | 19,000 | ' | 178,000 | ' | ' |
Options exercised | 1,447,832 | ' | 47,555 | ' | ' | 29,686 | ' |
Restricted stock unvested | 227,177 | ' | 104,897 | 237,740 | 260,074 | 260,074 | 89,766 |
Weighted average grant date fair value of options granted | ' | ' | ' | ' | ' | $12.96 | ' |
Weighted average grant date fair value of restricted stock granted | ' | ' | ' | ' | ' | $18.42 | ' |
Fair value of restricted stock awards that vested | ' | ' | ' | ' | ' | 766,000 | ' |
Cash proceeds for restricted common stock granted | ' | ' | ' | ' | ' | 0 | ' |
Unrecognized stock-based compensation expense for options outstanding | ' | ' | ' | ' | 14,413,000 | 14,413,000 | ' |
Unrecognized stock-based compensation expense for restricted stock awards | ' | ' | ' | ' | $4,299,000 | $4,299,000 | ' |
Unrecognized stock-based compensation expense, recognition period | ' | ' | ' | ' | ' | '3 years | ' |
StockBased_Awards_Summary_Of_S
Stock-Based Awards (Summary Of Stock Option Activity) (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares Issuable Under Options, Exercised | -1,447,832 | ' |
2010 Equity Incentive Plan [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares Issuable Under Options, Outstanding as of December 31, 2013 | 263,467 | ' |
Shares Issuable Under Options, Granted | ' | ' |
Shares Issuable Under Options, Exercised | -47,555 | ' |
Shares Issuable Under Options, Forfeited | -45,446 | ' |
Shares Issuable Under Options, Expired | ' | ' |
Shares Issuable Under Options, Outstanding as of September 30, 2014 | 170,466 | 263,467 |
Weighted Average Exercise Price, Outstanding as of December 31, 2013 | $1.25 | ' |
Weighted Average Exercise Price, Granted | ' | ' |
Weighted Average Exercise Price, Exercised | $0.40 | ' |
Weighted Average Exercise Price, Forfeited | $0.40 | ' |
Weighted Average Exercise Price, Expired | ' | ' |
Weighted Average Exercise Price, Outstanding as of September 30, 2014 | $1.71 | $1.25 |
Weighted Average Remaining Contractual Term, Outstanding | '8 years 3 months 18 days | '8 years 11 months 9 days |
Aggregate Intrinsic Value, Outstanding | $1,413 | $4,704 |
2013 Equity Incentive Plan [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares Issuable Under Options, Outstanding as of December 31, 2013 | 685,934 | ' |
Shares Issuable Under Options, Granted | 839,211 | ' |
Shares Issuable Under Options, Exercised | -29,686 | ' |
Shares Issuable Under Options, Forfeited | -25,893 | ' |
Shares Issuable Under Options, Expired | ' | ' |
Shares Issuable Under Options, Outstanding as of September 30, 2014 | 1,469,566 | 685,934 |
Weighted Average Exercise Price, Outstanding as of December 31, 2013 | $15.32 | ' |
Weighted Average Exercise Price, Granted | $17.98 | ' |
Weighted Average Exercise Price, Exercised | $6 | ' |
Weighted Average Exercise Price, Forfeited | $6.97 | ' |
Weighted Average Exercise Price, Expired | ' | ' |
Weighted Average Exercise Price, Outstanding as of September 30, 2014 | $17.17 | $15.32 |
Weighted Average Remaining Contractual Term, Outstanding | '9 years 2 months 12 days | '9 years 8 months 5 days |
Aggregate Intrinsic Value, Outstanding | $1,026 | $4,151 |
StockBased_Awards_Summary_Of_R
Stock-Based Awards (Summary Of Restricted Stock Activity) (Details) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Unvested restricted common stock as of September 30, 2014, Shares | 227,177 |
2010 Equity Incentive Plan [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Unvested restricted common stock as of December 31, 2013, Shares | 237,740 |
Restricted common stock issued, Shares | ' |
Restricted common stock vested, Shares | -132,843 |
Restricted common stock forfeited, Shares | ' |
Unvested restricted common stock as of September 30, 2014, Shares | 104,897 |
Unvested restricted common stock as of December 31, 2014, Weighted Average Grant Date Fair Value | $0.82 |
Restricted common stock issued, Weighted Average Grant Date Fair Value | ' |
Restricted common stock vested, Weighted Average Grant Date Fair Value | $0.73 |
Restricted common stock forfeited, Weighted Average Grant Date Fair Value | ' |
Unvested restricted common stock as of September 30, 2014, Weighted Average Grant Date Fair Value | $0.93 |
2013 Equity Incentive Plan [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Unvested restricted common stock as of December 31, 2013, Shares | 89,766 |
Restricted common stock issued, Shares | 225,000 |
Restricted common stock vested, Shares | -54,692 |
Restricted common stock forfeited, Shares | ' |
Unvested restricted common stock as of September 30, 2014, Shares | 260,074 |
Unvested restricted common stock as of December 31, 2014, Weighted Average Grant Date Fair Value | $19.07 |
Restricted common stock issued, Weighted Average Grant Date Fair Value | $18.42 |
Restricted common stock vested, Weighted Average Grant Date Fair Value | $17.77 |
Restricted common stock forfeited, Weighted Average Grant Date Fair Value | ' |
Unvested restricted common stock as of September 30, 2014, Weighted Average Grant Date Fair Value | $18.78 |
StockBased_Awards_Summary_Of_S1
Stock-Based Awards (Summary Of Stock-Based Compensation Expense Related To Stock Options And Restricted Stock) (Details) (2013 Equity Incentive Plan [Member], USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $1,541 | $235 | $5,241 | $427 |
Research and Development [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 381 | 68 | 1,163 | 130 |
General and Administrative [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $1,160 | $167 | $4,078 | $297 |
Net_Loss_Per_Share_Narrative_D
Net Loss Per Share (Narrative) (Details) (Stock Options [Member]) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2014 | Sep. 30, 2014 | |
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 | 1,640,032 | 1,640,032 |
Net_Loss_Per_Share_Schedule_Of
Net Loss Per Share (Schedule Of Basic And Diluted Net Loss Per Share Attributable To Common Stockholders) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Numerator: | ' | ' | ' | ' |
Net loss | ($10,731) | ($4,671) | ($30,123) | ($11,404) |
Income tax benefit | 601 | 0 | 1,563 | 0 |
Net loss and comprehensive loss attributable to common stockholders | ($10,130) | ($4,671) | ($28,560) | ($11,404) |
Denominator: | ' | ' | ' | ' |
Weighted average shares outstanding, basic and diluted | 29,348,375 | 20,806,352 | 28,301,216 | 7,601,388 |
Net loss per share, attributable to common stockholders, basic and diluted | ($0.35) | ($0.22) | ($1.01) | ($1.50) |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Taxes [Line Items] | ' | ' | ' | ' |
Income tax benefit recognized | ($601) | $0 | ($1,563) | $0 |
Effective income tax rate | ' | ' | 5.20% | ' |
Deferred tax liability, net | 2,015 | ' | 2,015 | ' |
Okapi Sciences NV [Member] | ' | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' | ' |
Acquisition date | ' | ' | 6-Jan-14 | ' |
Deferred tax liability, net | $3,600 | ' | $3,600 | ' |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Loss (Summary Of Changes In Accumulated Other Comprehensive Loss) (Details) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Current period change | ($3,213) | ($3,955) |
As of September 30, 2014 | -3,955 | -3,955 |
Foreign Currency Translation Adjustment [Member] | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Current period change | ' | -3,784 |
As of September 30, 2014 | -3,784 | -3,784 |
Unrealized Holding Gain/(Loss) on Available for Sale Securities [Member] | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Current period change | ' | -171 |
As of September 30, 2014 | ($171) | ($171) |
Related_Party_Transactions_Det
Related Party Transactions (Details) (MPM Heartland House LLC [Member], USD $) | 1-May-14 |
In Thousands, unless otherwise specified | |
MPM Heartland House LLC [Member] | ' |
Related Party Transaction [Line Items] | ' |
Total rent for expanded leased | $115 |