Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 16, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | GBSN | |
Entity Registrant Name | Great Basin Scientific, Inc. | |
Entity Central Index Key | 1,512,138 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 190,679,941 |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 7,303,711 | $ 2,017,823 |
Accounts receivable, net | 345,444 | 267,485 |
Inventory | 1,033,966 | 457,094 |
Prepaid and other current assets | 574,048 | 376,778 |
Total current assets | 9,257,169 | 3,119,180 |
Intangible assets, net | 143,072 | 216,580 |
Property and equipment, net | 7,486,384 | 4,237,467 |
Total assets | 16,886,625 | 7,573,227 |
Current liabilities: | ||
Accounts payable | 2,107,777 | 1,369,169 |
Accrued expenses | 1,164,634 | 612,359 |
Current portion of notes payable | 18,732 | 49,994 |
Notes payable - related party, net of discount | 500,000 | 441,667 |
Current portion of capital lease obligations | 1,229,566 | 947,422 |
Total current liabilities | 5,020,709 | 3,420,611 |
Notes payable, net of current portion | 5,693 | |
Capital lease obligations, net of current portion | 1,207,063 | 2,156,837 |
Derivative liability | 29,938,937 | 9,998,636 |
Total liabilities | $ 36,166,709 | $ 15,581,777 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
Preferred stock, $.001 par value, 5,000,000 shares authorized; 104,386 and 0 shares issued and outstanding, respectively | $ 104 | |
Common stock, $.001 par value: 200,000,000 shares authorized; 190,679,941 and 5,086,458 shares issued and outstanding, respectively | 190,680 | $ 5,086 |
Additional paid-in capital | 83,490,410 | 55,991,060 |
Accumulated deficit | (102,961,278) | (64,004,696) |
Total stockholders' deficit | (19,280,084) | (8,008,550) |
Total liabilities and stockholders' deficit | $ 16,886,625 | $ 7,573,227 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 104,386 | 0 |
Preferred stock, shares outstanding | 104,386 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 190,679,941 | 5,086,458 |
Common stock, shares outstanding | 190,679,941 | 5,086,458 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenues | $ 545,934 | $ 409,390 | $ 1,530,170 | $ 1,160,971 |
Cost of sales | 1,102,727 | 942,334 | 3,369,268 | 2,761,153 |
Gross loss | (556,793) | (532,944) | (1,839,098) | (1,600,182) |
Operating expenses: | ||||
Research and development | 2,878,316 | 1,424,877 | 6,284,170 | 3,265,149 |
Selling and marketing | 1,481,140 | 479,499 | 3,206,957 | 1,646,782 |
General and administrative | 1,795,766 | 597,795 | 4,132,973 | 2,004,080 |
(Gain) loss on sale of assets | (8,166) | |||
Total operating expenses | 6,155,222 | 2,502,171 | 13,624,100 | 6,907,845 |
Loss from operations | (6,712,015) | (3,035,115) | (15,463,198) | (8,508,027) |
Other income (expense): | ||||
Interest expense | (253,220) | (314,450) | (868,587) | (819,235) |
Interest income | 4,746 | 619 | 18,078 | 2,057 |
Change in fair value of derivative liability | 20,016,848 | (13,900,400) | (22,641,625) | (13,900,400) |
Total other income (expense) | 19,768,374 | (14,214,231) | (23,492,134) | (14,717,578) |
Income (loss) before provision for income taxes | 13,056,359 | (17,249,346) | (38,955,332) | (23,225,605) |
Provision for income taxes | 822 | (1,250) | (5,297) | |
Net income (loss) | $ 13,056,359 | $ (17,248,524) | $ (38,956,582) | $ (23,230,902) |
Net income (loss) per common share - basic | $ 0.35 | $ (117.59) | $ (2.37) | $ (184.35) |
Net income (loss) per common share - diluted | $ 0.26 | $ (117.59) | $ (2.37) | $ (184.35) |
Weighted average common shares - basic | 37,542,838 | 146,678 | 16,456,668 | 126,014 |
Weighted average common shares - diluted | 45,135,892 | 146,678 | 16,456,668 | 126,014 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (38,956,582) | $ (23,230,902) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,130,826 | 855,484 |
Change in fair value of derivative liability | 22,641,625 | 13,900,400 |
(Gain) loss on sale of assets | (8,166) | |
Interest converted to preferred stock | 13,129 | |
Employee stock compensation | 66,391 | 242,696 |
Warrant issuance and modifications | 54,489 | 25,063 |
Debt discount amortization | 58,333 | 16,667 |
Asset disposal | 11,124 | |
Changes in operating assets and liabilities: | ||
Increase in accounts receivable, net | (77,959) | (49,011) |
Increase in inventory | (576,872) | (61,713) |
Increase in prepaid and other assets | (197,270) | (269,459) |
Increase in accounts payable | 457,250 | 360,882 |
Increase in accrued liabilities | 552,275 | 42,598 |
Net cash used in operating activities | (14,847,494) | (8,151,208) |
Cash flows from investing activities: | ||
Acquisition of property and equipment | (842,225) | (222,584) |
Construction of equipment | (3,223,827) | (479,196) |
Proceeds from sale of assets | 35,000 | |
Proceeds from sale leaseback | 1,500,000 | |
Net cash provided by (used in) investing activities | (4,066,052) | 833,220 |
Cash flows from financing activities: | ||
Proceeds from exercise of warrants | 3,166,394 | |
Proceeds from issuance of convertible notes payable | 100,000 | |
Proceeds from issuance of convertible notes payable - related party | 300,000 | |
Proceeds from issuance of preferred stock | 6,569,886 | |
Proceeds from follow-on offering | 21,737,625 | |
Proceeds from issuance of notes payable - related party | 250,000 | 890,000 |
Principal payments of capital leases | (667,630) | (653,837) |
Principal payments of notes payable | (36,955) | (390,000) |
Principal payments of notes payable -related party | (250,000) | (33,013) |
Net cash provided by financing activities | 24,199,434 | 6,783,036 |
Net increase (decrease) in cash | 5,285,888 | (534,952) |
Cash, beginning of the period | 2,017,823 | 1,211,423 |
Cash, end of the period | 7,303,711 | 676,471 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 818,378 | 775,666 |
Income taxes paid | 1,250 | 6,447 |
Supplemental schedule of non-cash investing and financing activities: | ||
Conversion of preferred stock to common stock | 10,478 | 1,480,000 |
Issuance of preferred stock as debt discount | 100,000 | |
Conversion of note payable to preferred stock | 400,000 | |
Assets acquired through capital leases | 807,272 | |
Initial public offering and follow-on offering costs incurred but unpaid | 41,175 | 531,280 |
Property and equipment included in accounts payable | 240,183 | $ 70,784 |
Cashless exercise of warrants | 173,657 | |
Change in derivative liability from exercised and issued warrants | $ 24,400,224 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Description of Business | NOTE 1 DESCRIPTION OF BUSINESS Great Basin Scientific, Inc. (the “Company”) (d.b.a., Great Basin Corporation) is a Delaware corporation headquartered in Salt Lake City, Utah. The Company was originally incorporated as Diagnostic Micro Arrays, Inc., a Nevada corporation, on June 27, 2003. The Company changed its name to Great Basin Scientific, Inc. on April 19, 2006. On August 12, 2008, the Company took steps to change its corporate domicile from Nevada to Delaware by forming Great Basin Scientific, Inc., a Delaware corporation, and on August 29, 2008, Great Basin Scientific, Inc., a Nevada corporation, was merged with and into Great Basin Scientific, Inc., a Delaware corporation, wherein the Delaware corporation was the sole surviving entity. The Company is a molecular diagnostic testing company focused on improving patient care through the development and commercialization of its patented, molecular diagnostic platform designed to test for infectious disease, especially hospital-acquired infections. The Company’s focus is mainly on small to medium sized hospital laboratories, those under 400 beds, that are shifting from traditional testing methods to molecular methods of diagnosis. The Company’s platform includes an analyzer, which is provided for customers’ use without charge in the United States, and a diagnostic test cartridge, which is sold to customers. This platform combines both affordability and ease-of-use when compared to other commercially available molecular testing methods, which allows small to medium sized hospitals that traditionally could not afford more expensive molecular diagnostic systems to modernize their laboratory testing and provide better patient care. The Company currently has two commercially available tests, a diagnostic test for clostridium difficile, or C. diff E. coli Staphylococcus aureus |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These condensed unaudited financial statements have been prepared to reflect the financial position, results of operations and cash flows of the Company as of September 30, 2015 and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. The accompanying condensed financial statements and notes are unaudited. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements for the year ended December 31, 2014 and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2015 and its results of operations and cash flows for the three and nine months ended September 30, 2015 and 2014. The results for the three and nine months ended September 30, 2015 are not necessarily indicative of the results expected for the full fiscal year or any other interim period. Net Income (Loss) per Common Share Basic net income (loss) per share is computed by dividing net income or loss (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted net income (loss) per share is computed by dividing net income by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include convertible preferred stock, stock options and warrants. The number of potential common shares outstanding is computed using the treasury stock method. As the Company has incurred losses for the three months ended September 30, 2014 and for the nine months ended September 30, 2015 and 2014, the potentially dilutive shares are anti-dilutive and are thus not added into the diluted net income (loss) per share calculations. The Company had net income for the three months ended September 30, 2015 and therefore potentially dilutive shares must be added into the diluted net income (loss) per share calculations. The components of basic and diluted net income (loss) per share for the three months ended September 30, 2015 are as follows: Three Months Ended September 30, 2015 Basic: Numerator: Net income $ 13,056,359 Denominator: Weighted average common shares 37,542,838 Net income per common share - basic $ 0.35 Diluted: Numerator: Net income $ 13,056,359 Deduct fair value adjustment gain (1,186,850 ) Adjusted net income $ 11,869,509 Denominator: Weighted average common shares 37,542,838 Series E convertible preferred stock 7,417,940 Unit purchase option 174,948 Employee stock options 166 Denominator for Diluted Calculation 45,135,892 Net Income Per Common Share - Diluted $ 0.26 Reverse Stock Split On September 5, 2014, the Company effected a reverse stock split of the Company’s common stock whereby each two hundred shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value and authorized shares of the common stock were not adjusted as a result of the reverse stock split. All common shares, options, warrants and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. Derivative Instruments The Company accounts for derivative instruments under the provisions of ASC 815 Derivatives and Hedging New Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, In August 2014, the FASB issued ASU No. 2014-15 Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In April 2015, the Financial Accounting Standards Board issued ASU No. 2015-03 Interest – Imputation of Interest, Simplifying the Presentation of Debt Issuance Cost. |
Going Concern
Going Concern | 9 Months Ended |
Sep. 30, 2015 | |
Liquidity Disclosure Going Concern [Abstract] | |
Liquidity | NOTE 3 GOING CONCERN The Company’s condensed unaudited financial statements have been prepared on a going concern basis which contemplates the realization of assets and the liquidation of liabilities in the ordinary course of business. Although the Company has positive working capital of $4.2 million and a cash balance of $7.3 million as of September 30, 2015, the Company has incurred substantial losses from operations and negative operating cash flows which raise substantial doubt about the Company’s ability to continue as a going concern. The Company sustained a net loss for the nine months ended September 30, 2015 of $39.0 million and a net loss for the year ended December 31, 2014 of $21.7 million, and has an accumulated deficit of $103.0 million as of September 30, 2015. Whether and when the Company can attain profitability and positive cash flows from operations is uncertain. The Company intends to continue to develop its products and expand its customer base, but does not have sufficient realized revenues or operating cash flows in order to finance these activities internally. As a result, the Company has obtained and intends to continue to obtain financing in order to fund its working capital and development needs. In March 2015 the Company obtained financing by completing a follow-on offering for net proceeds of $21.7 million. The Company has been able to meet its short-term needs through private placements of convertible preferred securities, an initial public offering (“IPO”), a follow-on offering and the sale and leaseback of analyzers used to report test results. The Company will continue to seek funding through the issuance of additional equity securities, debt financing, the sale and leaseback of analyzers, or a combination of these items. Any proceeds received from these items could provide the needed funds for continued operations and development programs. The Company can provide no assurance that it will be able to obtain sufficient additional financing that it needs to alleviate doubt about its ability to continue as a going concern. If the Company is able to obtain sufficient additional financing proceeds, the Company cannot be certain that this additional financing will be available on acceptable terms, if at all. To the extent the Company raises additional funds by issuing equity securities, the Company’s stockholders may experience significant dilution. Any debt financing, if available, may involve restrictive covenants that impact the Company’s ability to conduct business. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. If the Company is unable to obtain additional financings, the impact on the Company’s operations will be material and adverse. |
Lease Commitments
Lease Commitments | 9 Months Ended |
Sep. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Lease Commitments | NOTE 4 LEASE COMMITMENTS On August 25, 2015, the Company entered into a new office lease to lease approximately 13,399 square feet of office space located at 420 E. South Temple, Suite 520, Salt Lake City, UT 84111 for use as the Company’s new executive offices and labs. The lease commences twenty-one days after the date upon which the Company’s work in the premises has been substantially completed (the “Commencement Date”). As of September 30, 2015, the Commencement Date has not occurred. The lease terminates sixty-five months after the Commencement Date. Base rent payments due under the lease are expected to be approximately $1,231,526 in the aggregate over the term of the lease. The Company is also responsible for certain other costs under the lease, such as certain operating expenses, taxes, assessments, insurance, and utilities. The Company also entered into a first amendment to the lease on August 26, 2015, pursuant to which the Company agreed to expand the premises under the lease by an additional 6,088 square feet on a month-to-month basis for an additional $8,437 per month. The Company still leases approximately 33,000 square feet of office and manufacturing space at 2441 South 3850 West, Salt Lake City, UT 84120, which lease was extended previously to April 30, 2016 and will continue to use the facility for manufacturing space. |
Notes Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Notes Payable | NOTE 5 NOTES PAYABLE The Company purchased certain machinery and equipment under two note payable agreements which consist of the following as of September 30, 2015 and December 31, 2014: September 30, December 31, 2015 2014 Note payable, 15.2% interest, monthly payments of $1,328, due February 6, 2016, secured by equipment. $ 6,395 $ 16,938 Note payable, 10.0% interest, monthly payments of $3,161, due January 1, 2016, secured by equipment. 12,337 38,749 Total notes payable 18,732 55,687 Less: current portion of notes payable (18,732 ) (49,994 ) Long term portion of notes payable $ - $ 5,693 |
Notes Payable - Related Party
Notes Payable - Related Party | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Notes Payable - Related Party | NOTE 6 NOTES PAYABLE – RELATED PARTY In July 2014, the Company entered into a note agreement for $500,000 with Spring Forth Investments, LLC a company owned by Mr. David Spafford, a director. The original maturity date for the note was July 18, 2015, which was extended by the Company to July 18, 2016 by giving notice and paying an extension fee of $10,000. The note pays interest at an annual rate of 20% and is paid monthly. The Company prepaid the last three months of interest for a total of $25,000 at the time of issuance of the note. As additional consideration for the note, the Company issued 4,000,000 Series D preferred stock units (which were separable into 4,000,000 shares of Series D preferred stock, 20,000 Class A warrants to purchase a share of common stock at $4.92 and 20,000 Class B warrants to purchase a share of common stock at $0.20) at a value of $100,000 or $0.025 per unit. The Series D preferred stock units were accounted as a debt discount to be amortized over the life of the note. As of September 30, 2015 there was no unamortized debt discount. In February 2015, the Company entered into another loan agreement for $250,000 with Spring Forth Investments, LLC. The loan had an interest rate of twelve percent (12%) per year and matured the earlier of (i) 90 days from the date of the loan agreement, or (ii) five days after the closing of a registered public offering of securities of the Company. In April 2015, the Company paid off the note along with the accrued interest in the amount of $4,192 and a termination fee of $12,500. |
Preferred Stock
Preferred Stock | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Preferred Stock | NOTE 7 PREFERRED STOCK In February 2015 the Company initiated a Units Offering (the “February 2015 Units Offering”) whereby the Company sold 2,724,000 units at a price of $8.80 per unit for net proceeds of $21.7 million after deducting underwriting commissions and offering costs. Each unit consisted of one share of our Series E Convertible Preferred Stock and eight Series C Warrants (the “Units”). The original terms of the Units provided that shares of Series E Convertible Preferred Stock and the Series C Warrants would automatically separate on August 25, 2015. However, the shares of Series E Convertible Preferred Stock and the Series C Warrants would separate prior to August 25, 2015 if at any time after 30 days from February 25, 2015 the closing price of our common stock was greater than $4.00 per share for 20 consecutive trading days (the “Separation Trigger Date”). The Company refers to this separation herein as Early Separation. In the event of Early Separation, the shares of Series E Convertible Preferred Stock and the Series C Warrants would separate 15 days after the Separation Trigger Date. In June 2015, the above terms of the Series E Convertible Preferred Stock and Series C Warrants were each modified to allow for an optional early separation and conversion upon the cash exercise of all eight of the Series C Warrants within the Unit. In June 2015, 48,000 of the Units were separated early pursuant to the exercise of 384,000 Series C Warrants for cash in the amount of $979,200 or $2.55 per share. On August 25, 2015 the remaining 2,676,000 Units separated into 2,676,000 shares of Series E Convertible Preferred Stock and 21,408,000 Series C Warrants. As of September 30, 2015, 2,619,614 shares of Series E Convertible Preferred Stock were converted into 10,478,456 shares of common stock at a conversion ratio of 1 to 4 and 104,386 shares of Series E Convertible Preferred Stock remain outstanding. Each share of Series E Convertible Preferred Stock is convertible at the option of the holder into four shares of common stock. The Series E Convertible Preferred Stock has no voting rights, except that the holders of shares of at least a majority of the Series E Convertible Preferred Stock will be able to effect or validate any amendment, alteration or repeal of any of the provisions of the Certificate of Designation that materially and adversely affects the powers, preferences or special rights of the Series E Convertible Preferred Stock, whether by merger or consolidation or otherwise; provided however With respect to payment of dividends and distribution of assets upon liquidation or dissolution or winding up of the Company, the Series E Preferred Stock shall rank equal to the common stock of the Company. No sinking fund has been established for the retirement or redemption of the Convertible Preferred Stock. As such, the Series E Convertible Preferred Stock is not subject to any restriction on the repurchase or redemption of shares by the Company due to an arrearage in the payment of dividends or sinking fund installments. The Series E Convertible Preferred Stock also has no liquidation rights or preemption rights, and there are no special classifications of our Board of Directors related to the Series E Convertible Preferred Stock. |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Common Stock | NOTE 8 COMMON STOCK In May 2015 the Company’s stockholders approved an increase in the number of shares of authorized common stock from 50,000,000 shares to 200,000,000 shares at a par value of $0.001 per share, which increase was effected on June 2, 2015. As of September 30, 2015, there were 190,679,941 shares of common stock issued and outstanding. During the nine months ended September 30, 2015, the Company issued 1,074,082 shares of common stock pursuant to the cash exercise of 1,074,082 Series A Warrants at an exercise price of $2.20 per share for total net proceeds of $2,182,020. In conjunction with the exercise of the Series A Warrants, 1,074,082 Series B Warrants to purchase shares of common stock were also issued. During the nine months ended September 30, 2015, the Company issued 384,000 shares of common stock pursuant to the cash exercise of 384,000 Series C Warrants at an exercise price of $2.55 for total net proceeds of $979,200. During the nine months ended September 30, 2015, the Company issued 10,286,456 shares of common stock pursuant to the conversion of 2,571,614 Series E Convertible preferred stock at a conversion ratio of 1 to 4 (see NOTE 7 PREFERRED STOCK). During the nine months ended September 30, 2015, the Company issued 553,148 shares of common stock pursuant to the cashless exercise of 508,641 Class A Warrants with an exercise price of $2.20 and 334,889 Class B Warrants with an exercise price of $0.20. During the nine months ended September 30, 2015, the Company issued 173,103,797 shares of common stock pursuant to the cashless exercise of 8,595,444 Class C Warrants. |
Warrants
Warrants | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Warrants | NOTE 9 WARRANTS As of September 30, 2015, the Company had 17,441,966 warrants outstanding to purchase shares of common stock. The following table outlines the warrants outstanding and exercisable as of September 30, 2015: Exercise Warrants Price Outstanding Exercisable Expiration Class A $2.20 1,532,598 1,532,598 April 2021 - July 2021 Class B $0.20 1,310,956 1,310,956 April 2012 - July 2021 Series A $2.20 248,418 248,418 October 2015 Series B $8.75 1,074,082 1,074,082 March 2021 - July 2021 Series C $2.55 12,812,556 12,812,556 February 2020 Common $2.00 - $32.00 463,356 463,356 April 2016 - July 2021 Total Warrants 17,441,966 17,441,966 Class A Warrants During the nine months ended September 30, 2015, 508,641 Class A Warrants were exercised pursuant to the cashless exercise provision of the warrant resulting in the issuance of 236,124 shares of common stock. Class B Warrants During the nine months ended September 30, 2015, 334,889 Class B Warrants were exercised pursuant to the cashless exercise provision of the warrant resulting in the issuance of 317,024 shares of common stock. Series A Warrants During the nine months ended September 30, 2015, 1,074,082 Series A Warrants were exercised for cash at an exercise price of $2.20 per share for total net proceeds of $2,182,020, resulting in the issuance of 1,074,082 shares of common stock. Series B Warrants During the nine months ended September 30, 2015, the Company issued 1,074,082 Series B Warrants pursuant to the exercise of 1,074,082 Series A Warrants. The Series B Warrants have an exercise price of $8.75 and expire six years from the date of issue. The Company sold Units in connection with the Company’s IPO in October 2014, with one Unit consisting of one share of common stock and one Series A Warrant to purchase: (i) one share of common stock and (ii) one Series B Warrant to purchase one share of common stock. The Series B Warrants are only issued upon the exercise of the Series A Warrants, are exercisable immediately at an exercise price of 125% of the public offering price or $8.75 and expire 6 years from the date of issue. The exercise price and the number of shares for which each Series B Warrant may be exercised is subject to adjustment in the event of stock dividends, stock splits, reorganizations or similar events affecting our common stock. In addition, subject to certain exceptions, the exercise price of the Series B Warrants is subject to reduction if the Company issues shares of common stock (or securities convertible into common stock) in the future at a price below the then current exercise price. Series C Warrants In connection with the February 2015 Units Offering, the Company issued Series C Warrants to purchase 21,792,000 shares of common stock as part of the Units sold in the follow-on offering (see NOTE 7 PREFERRED STOCK). The Series C Warrants have an exercise price of $2.55 and will expire on February 25, 2020. The Series C Warrants were not exercisable until they separated from the Units on August 25, 2015 or earlier upon the delivery of the exercise price in cash. The exercise price and number of shares of common stock issuable upon exercise is subject to appropriate adjustment in the event of stock dividends, stock splits, reorganizations or similar events affecting our common stock and the exercise price. The Series C Warrants have a cashless exercise provision where in lieu of payment of the exercise price in cash, the holder may receive, at the Company’s discretion, either a cash payment of a predetermined Black Scholes Value of the number of shares the holder elects to exercise, or a number of shares of the Company’s common stock determined according to a cashless exercise formula using the predetermined Black Scholes Value. In June 2015, 384,000 Series C Warrants were exercised for cash in the amount of $979,200 at an exercise price of $2.55 per share resulting in the issuance of 384,000 shares of common stock. From August 25, 2015 through September 21, 2015, 8,595,444 Series C Warrants were exercised pursuant to the cashless exercise provision resulting in the issuance of 173,103,797 shares of Common Stock. On September 21, 2015 the number of authorized and unissued shares of Common Stock was not sufficient to satisfy all cashless exercises we received on that day and although we allocated shares of Common Stock to permit the exercise of some of the Series C Warrants, such shares were insufficient and we had to stop accepting exercises of Series C Warrants resulting in an Authorized Share Failure. With an Authorized Share Failure, the Series C Warrants are no longer exercisable and the Company has 90 days to obtain additional authorized shares of common stock or we will be required to make cash payments pursuant to the terms of the Series C Warrant. As of September 30, 2015, 12,812,556 Series C Warrants remain outstanding. Had the cashless exercise provision been exercised by all holders of our Series C Warrants at September 30, 2015, the Company would have had to either pay $28.5 million in cash or issue 370,521,472 shares of common stock. The number of shares of common stock that would be required to satisfy the cashless exercise provision increases as the price of the Company’s stock decreases and decreases as the price of the Company’s stock increases. Common Warrants In August 2015, the Company granted 25,000 Common Stock warrants to a consultant of the company. The warrants are fully vested, have an exercise price of $2.56 per share and expire in August 2020. The Company recorded an expense in the amount of $54,489 on the date of grant which represents the fair value of the warrants. The Company estimates the fair value of the warrants at grant date using a Black-Scholes valuation model. The estimates in the Black-Scholes option-pricing model are based, in part, on assumptions, including a stock price volatility of 127.37%, the warrant life of 5 years, a risk free rate of 1.53%, the fair value of $2.56 of the equity stock underlying the option and the exercise price of $2.56 per share. The following table summarizes the common stock warrant activity during the nine months ended September 30, 2015: Weighted Average Weighted Remainder Common Average Contractual Stock Exercise Term in Warrants Price Years As of September 30, 2015: Warrants Outstanding as of January 1, 2015 5,447,940 $ 4.17 4.9 Granted 22,891,082 $ 2.84 4.5 Exercised (10,897,056 ) $ 2.43 — Expired — — — Warrants outstanding as of September 30, 2015 17,441,966 $ 2.81 4.6 Underwriters’ Unit Purchase Option In connection with the February 2015 Units Offering, the Company issued to the representative of the underwriters’ a Unit Purchase Option (“option”) to purchase a number of our Units equal to an aggregate of 5% of the Units sold or 136,200 Units. The purchase option has an exercise price equal to 125% of the public offering price of the Units or $11.00, and the units may be exercised on a cashless basis and will expire 5 years from the date of issue. Each Unit consists of one share of Series E Convertible Preferred Stock and eight Series C Warrants. As of September 30, 2015 there were no options exercised. The option contains a cashless exercise provision as well as Series C Warrants that are accounted for as derivative liabilities. Accordingly, this option was recorded at fair value at inception and at each reporting date. Since the option is considered part of the offering costs of the February 2015 Units Offering, the fair value at inception is recognized in equity and the change in fair value at each reporting date is recognized in earnings. Common Warrant Derivative Liability Our Class A Warrants, Class B Warrants, Series A Warrants, Series B Warrants and certain common warrants, have an exercise price adjustment provision that in the event the Company sells shares of any additional stock, subject to certain exceptions, at a price per share less than the original exercise price of the respective warrant, the exercise price shall be adjusted to a price equal to the price paid per share for such additional stock. Such exercise price adjustment prohibits the Company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, these warrants are accounted for as derivative liabilities and are recorded at fair value at each reporting date with the change in fair value being recorded in earnings for the period. In March 2015, as a result of the February 2015 Unit Offering, the price adjustment provision was triggered for our Class A Warrants, Series A Warrants and certain common warrants. The exercise price was adjusted for these warrants from an original exercise price of $4.92, $7.00, and $5.00 respectively, to a new exercise price of $2.20. Since no Series B Warrants were outstanding at the time of the February 2015 Unit Offering, the exercise price was not adjusted on these warrants. Our Series C Warrants contain a cashless exercise provision using a predetermined Black Scholes Value. Such provision, if exercised by the holder, would require the Company to settle these warrants, at its option, either by cash payment or the granting of a variable number of common shares. This provision results in the potential for the Company to either have to net cash settle the warrant or potentially issue an indeterminate number of common shares which prohibits the Company from being able to conclude that the warrants are indexed to the Company’s own stock. Accordingly, the warrants are accounted for as derivative liabilities and are recorded at fair value at inception and at each reporting date. Since the derivative liability is required to be measured at fair value, the excess of the fair value over the net proceeds received at the transaction date is recognized as a loss in earnings. The derivative liability for warrants and the option classified as derivative liabilities was revalued at September 30, 2015 and the change in the fair value of the warrant derivative liability was included as a component of Other income (expense) and the change in the fair value of the option was included in equity. The change in fair value of the warrant and option derivative liability has no effect on the Company’s cash flows. The Company estimates the fair value of the warrants and option at inception, at date of exercise and at each reporting date using a Black-Scholes option valuation model utilizing the fair value of underlying common stock and has determined the fair value measurement to be a level 3 measurement (see NOTE 11 FAIR VALUE). Black-Scholes has inherent limitations for use in the case of a warrant with a price protection provision, since the model is designed to be used when the inputs to the model are static throughout the life of a security. The estimates in the Black-Scholes option-pricing model are based, in part, on assumptions, including but not limited to stock price volatility, the contractual life of the warrants, the risk free rate and the fair value of the equity stock underlying the warrants and the option. The following are the assumptions used in the Black-Scholes method for calculating the fair value of the warrants and option that are considered derivative liabilities at September 30, 2015: Fair Market Value $0.10 - $7.22 Exercise Price $0.20 - $11.00 Risk Free Rate 0.02% - 1.56% Dividend Yield 0.00 % Expected Volatility 135.00% - 203.98% Contractual Term 0.02 - 5.84 years The following summarizes the change in the value of the warrant and option liability during the nine months ended September 30, 2015: Balance at December 31, 2014 $ 9,998,636 Issuance of warrants and option 22,765,661 Exercise of warrants (25,466,985 ) Change in fair value of warrant and option liability 22,641,625 Balance at September 30, 2015 $ 29,938,937 |
Employee Stock Options
Employee Stock Options | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Employee Stock Options | NOTE 10 EMPLOYEE STOCK OPTIONS The Company has three stock based employee compensation plans pursuant to which stock option grants have been made. Under the Great Basin Scientific, Inc. 2014 Omnibus Plan, the 2014 Stock Option Plan and the 2006 Stock Option Plan certain employees and non-employee directors have been granted options to purchase common stock. The Company has 792,534 employee stock options outstanding as of September 30, 2015. All options vest in installments over a three to four year period and expire ten years from the date of grant. In May 2015 at our annual stockholders meeting, an amendment to the 2014 Omnibus Plan was approved to increase the number of shares of common stock that may be issued under all awards under the plan from 500,000 shares to 2,940,000 shares. An evergreen provision was also added whereby the amount of shares available for grant under all awards under the plan would adjust automatically on the first day of each fiscal quarter to an amount equal to the greater of (i) fifteen percent (15%) of the number of shares of common stock outstanding on the last day of the immediately preceding fiscal quarter, or (ii) 2,940,000 shares of common stock, provided that this amount shall not exceed 30,000,000 shares of common stock (fifteen percent (15%) of the total amount of 200,000,000 shares of common stock authorized for issuance under our Seventh Amended and Restated Certificate of Incorporation, as amended). As of September 30, 2015, 236,284 employee stock options have been granted pursuant to the 2014 Omnibus Plan. As of September 30, 2015, 2,703,716 shares of common stock remain available for issuance under the 2014 Omnibus Plan. In August 2015, the Company awarded 117,500 common stock options to certain employees under the 2014 Omnibus Plan with an exercise price of $2.56 that expire in August 2025. The options vest over a period of three to four years. The Company accounts for employee stock options according to FASB ASC 718 which requires the Company to calculate the fair value of the stock options on the date of grant and amortize over the vesting period of the options. The Company determined the value of the 117,500 options granted in August 2015 to be $268,202. The Company estimates the fair value of the options at grant date using a Black-Scholes option valuation model. The following are the assumptions used in the Black-Scholes method for calculating the fair value of the options at grant date: Fair Market Value $ 2.56 Exercise Price $ 2.56 Risk Free Rate 1.71% Dividend Yield 0.00% Expected Volatility 127.45% - 127.53% Expected Term 5.81 - 6.20 years The following table summarizes the Company’s total option activity for the nine months ended September 30, 2015: Weighted Average Weighted Remaining Average Contractual Exercise Term in Options Price Years As of September 30, 2015: Options outstanding as of January 1, 2015 703,034 $ 2.98 8.8 Granted 117,500 $ 2.56 9.9 Exercised — — — Forfeited 28,000 $ 5.16 — Options outstanding as of September 30, 2015 792,534 $ 2.84 8.3 Outstanding and exercisable stock options as of September 30, 2015 are as follows: Options Outstanding Options Exercisable Number of Remaining Number of Options Life Exercise Options Exercise Outstanding (Years) Price Exercisable Price September 30, 2015 792,534 8.3 $ 2.84 294,003 $ 3.09 The estimated fair value of the Company’s stock options, less expected forfeitures, is amortized over the options vesting period on the straight-line basis. The Company recognized $66,391 in equity-based compensation expenses during the nine months ended September 30, 2015. There were $445,951 of total unrecognized compensation cost with a remaining vesting period of 2.96 years and $0 in intrinsic value of outstanding and vested stock options as of September 30, 2015. |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value | NOTE 11 FAIR VALUE FASB ASC 820 defines fair value, establishes a framework for measuring fair value under GAAP and enhances disclosures about fair value measurements. Fair value is defined under FASB ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under FASB ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, with the first two inputs considered observable and the last input considered unobservable, that may be used to measure fair value as follows: · Level one — Quoted market prices in active markets for identical assets or liabilities; · Level two — Inputs other than level one inputs that are either directly or indirectly observable; and · Level three — Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each quarter. The Company issued certain common stock warrants and employee stock options that are required to be recorded at fair value measured at the transaction date. In addition certain other warrants and options to purchase common stock qualify as derivative liabilities and are therefore required to be recorded at fair value measured at the transaction date and again at each reporting period end. The fair value of these warrants and options was determined using estimates and assumptions that are not readily available in public markets and the Company has designated this liability as Level 3. The assumptions used for the fair value calculation as well as the changes in the value of the warrant liability are shown in NOTE 9 WARRANTS. |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Sep. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal Proceedings | NOTE 12 LEGAL PROCEEDINGS We are not currently a party to any material pending or threatened legal proceeding or regulatory or government investigations. We may become involved in litigation from time to time relating to claims arising in the ordinary course of our business. We do not believe that the ultimate resolution of such claims would have a material effect on our business, results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material effect on our business, results of operations, financial condition and cash flows. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 13 SUBSEQUENT EVENTS On October 15, 2015, 248,418 outstanding and unexercised Series A Warrants expired according to their terms. Accordingly, any outstanding Series A Warrants may not be exercised and therefore no additional Series B Warrants may be issued. On November 3, 2015, the Company filed a Definitive Proxy Statement on Schedule 14A announcing a special meeting of stockholders, at which meeting the stockholders will vote to, among other items, (i) approve an amendment to the Company’s Seventh Amended and Restated Certificate of Incorporation, as amended (the “ Certificate of Incorporation On November 3, 2015, the Company filed a registration statement on Form S-1 to register the issuance of certain equity securities of the Company in a potential public offering. The size, pricing and other terms of the potential offering have not been determined and there can be no guarantee that the offering will be conducted on the terms described in the registration statement or that the Company will be able to complete the offering. The registration statement has not yet become effective and no securities may be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These condensed unaudited financial statements have been prepared to reflect the financial position, results of operations and cash flows of the Company as of September 30, 2015 and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. The accompanying condensed financial statements and notes are unaudited. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements for the year ended December 31, 2014 and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2015 and its results of operations and cash flows for the three and nine months ended September 30, 2015 and 2014. The results for the three and nine months ended September 30, 2015 are not necessarily indicative of the results expected for the full fiscal year or any other interim period. |
Net Income (Loss) per Common Share | Net Income (Loss) per Common Share Basic net income (loss) per share is computed by dividing net income or loss (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted net income (loss) per share is computed by dividing net income by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include convertible preferred stock, stock options and warrants. The number of potential common shares outstanding is computed using the treasury stock method. As the Company has incurred losses for the three months ended September 30, 2014 and for the nine months ended September 30, 2015 and 2014, the potentially dilutive shares are anti-dilutive and are thus not added into the diluted net income (loss) per share calculations. The Company had net income for the three months ended September 30, 2015 and therefore potentially dilutive shares must be added into the diluted net income (loss) per share calculations. The components of basic and diluted net income (loss) per share for the three months ended September 30, 2015 are as follows: Three Months Ended September 30, 2015 Basic: Numerator: Net income $ 13,056,359 Denominator: Weighted average common shares 37,542,838 Net income per common share - basic $ 0.35 Diluted: Numerator: Net income $ 13,056,359 Deduct fair value adjustment gain (1,186,850 ) Adjusted net income $ 11,869,509 Denominator: Weighted average common shares 37,542,838 Series E convertible preferred stock 7,417,940 Unit purchase option 174,948 Employee stock options 166 Denominator for Diluted Calculation 45,135,892 Net Income Per Common Share - Diluted $ 0.26 |
Reverse Stock Split | Reverse Stock Split On September 5, 2014, the Company effected a reverse stock split of the Company’s common stock whereby each two hundred shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value and authorized shares of the common stock were not adjusted as a result of the reverse stock split. All common shares, options, warrants and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. |
Derivative Instruments | Derivative Instruments The Company accounts for derivative instruments under the provisions of ASC 815 Derivatives and Hedging |
New Accounting Pronouncements | New Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, In August 2014, the FASB issued ASU No. 2014-15 Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In April 2015, the Financial Accounting Standards Board issued ASU No. 2015-03 Interest – Imputation of Interest, Simplifying the Presentation of Debt Issuance Cost. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Basic and Diluted Net Income (Loss) Per Share | The components of basic and diluted net income (loss) per share for the three months ended September 30, 2015 are as follows: Three Months Ended September 30, 2015 Basic: Numerator: Net income $ 13,056,359 Denominator: Weighted average common shares 37,542,838 Net income per common share - basic $ 0.35 Diluted: Numerator: Net income $ 13,056,359 Deduct fair value adjustment gain (1,186,850 ) Adjusted net income $ 11,869,509 Denominator: Weighted average common shares 37,542,838 Series E convertible preferred stock 7,417,940 Unit purchase option 174,948 Employee stock options 166 Denominator for Diluted Calculation 45,135,892 Net Income Per Common Share - Diluted $ 0.26 |
Notes Payable (Tables)
Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements | The Company purchased certain machinery and equipment under two note payable agreements which consist of the following as of September 30, 2015 and December 31, 2014: September 30, December 31, 2015 2014 Note payable, 15.2% interest, monthly payments of $1,328, due February 6, 2016, secured by equipment. $ 6,395 $ 16,938 Note payable, 10.0% interest, monthly payments of $3,161, due January 1, 2016, secured by equipment. 12,337 38,749 Total notes payable 18,732 55,687 Less: current portion of notes payable (18,732 ) (49,994 ) Long term portion of notes payable $ - $ 5,693 |
Warrants (Tables)
Warrants (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Schedule Of Warrants Outstanding and Exercisable | The following table outlines the warrants outstanding and exercisable as of September 30, 2015: Exercise Warrants Price Outstanding Exercisable Expiration Class A $2.20 1,532,598 1,532,598 April 2021 - July 2021 Class B $0.20 1,310,956 1,310,956 April 2012 - July 2021 Series A $2.20 248,418 248,418 October 2015 Series B $8.75 1,074,082 1,074,082 March 2021 - July 2021 Series C $2.55 12,812,556 12,812,556 February 2020 Common $2.00 - $32.00 463,356 463,356 April 2016 - July 2021 Total Warrants 17,441,966 17,441,966 |
Common Stock Warrants Activity | The following table summarizes the common stock warrant activity during the nine months ended September 30, 2015: Weighted Average Weighted Remainder Common Average Contractual Stock Exercise Term in Warrants Price Years As of September 30, 2015: Warrants Outstanding as of January 1, 2015 5,447,940 $ 4.17 4.9 Granted 22,891,082 $ 2.84 4.5 Exercised (10,897,056 ) $ 2.43 — Expired — — — Warrants outstanding as of September 30, 2015 17,441,966 $ 2.81 4.6 |
Summary of Changes in the Value of the Warrant and Option Liability | The following summarizes the change in the value of the warrant and option liability during the nine months ended September 30, 2015: Balance at December 31, 2014 $ 9,998,636 Issuance of warrants and option 22,765,661 Exercise of warrants (25,466,985 ) Change in fair value of warrant and option liability 22,641,625 Balance at September 30, 2015 $ 29,938,937 |
Warrant | |
Assumptions used in Calculating Fair Value of Warrants and Option Granted | The following are the assumptions used in the Black-Scholes method for calculating the fair value of the warrants and option that are considered derivative liabilities at September 30, 2015: Fair Market Value $0.10 - $7.22 Exercise Price $0.20 - $11.00 Risk Free Rate 0.02% - 1.56% Dividend Yield 0.00 % Expected Volatility 135.00% - 203.98% Contractual Term 0.02 - 5.84 years |
Employee Stock Options (Tables)
Employee Stock Options (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Assumptions Used in Calculation of Fair Value of the Options Exchanged | The following are the assumptions used in the Black-Scholes method for calculating the fair value of the options at grant date: Fair Market Value $ 2.56 Exercise Price $ 2.56 Risk Free Rate 1.71% Dividend Yield 0.00% Expected Volatility 127.45% - 127.53% Expected Term 5.81 - 6.20 years |
Summary of Stock Option Activity | The following table summarizes the Company’s total option activity for the nine months ended September 30, 2015: Weighted Average Weighted Remaining Average Contractual Exercise Term in Options Price Years As of September 30, 2015: Options outstanding as of January 1, 2015 703,034 $ 2.98 8.8 Granted 117,500 $ 2.56 9.9 Exercised — — — Forfeited 28,000 $ 5.16 — Options outstanding as of September 30, 2015 792,534 $ 2.84 8.3 |
Summary of Stock Options Outstanding and Exercisable | Outstanding and exercisable stock options as of September 30, 2015 are as follows: Options Outstanding Options Exercisable Number of Remaining Number of Options Life Exercise Options Exercise Outstanding (Years) Price Exercisable Price September 30, 2015 792,534 8.3 $ 2.84 294,003 $ 3.09 |
Description of Business - Addit
Description of Business - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2015 | |
Description Of Business [Line Items] | |
Date of incorporation | Jun. 27, 2003 |
Nevada Corporation | |
Description Of Business [Line Items] | |
Date of merger | Aug. 29, 2008 |
Summary of Significant Accoun25
Summary of Significant Accounting Policies - Schedule of Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Numerator: | |||||
Net income | $ 13,056,359 | $ (17,248,524) | $ (38,956,582) | $ (23,230,902) | $ (21,700,000) |
Deduct fair value adjustment gain | (1,186,850) | ||||
Adjusted net income | $ 11,869,509 | ||||
Denominator: | |||||
Weighted average common shares - basic | 37,542,838 | 146,678 | 16,456,668 | 126,014 | |
Net income (loss) per common share - basic | $ 0.35 | $ (117.59) | $ (2.37) | $ (184.35) | |
Series E convertible preferred stock | 7,417,940 | ||||
Unit purchase option | 174,948 | ||||
Employee stock options | 166 | ||||
Denominator for Diluted Calculation | 45,135,892 | 146,678 | 16,456,668 | 126,014 | |
Net income (loss) per common share - diluted | $ 0.26 | $ (117.59) | $ (2.37) | $ (184.35) |
Summary of Significant Accoun26
Summary of Significant Accounting Policies - Additional Information (Detail) | Sep. 05, 2014 |
Common Stock | |
Summary Of Significant Accounting Policies [Line Items] | |
Reverse stock split ratio | 0.005 |
Going Concern - Additional Info
Going Concern - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Mar. 31, 2015 | Feb. 28, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Liquidity Disclosure Going Concern [Abstract] | ||||||||
Net loss | $ 13,056,359 | $ (17,248,524) | $ (38,956,582) | $ (23,230,902) | $ (21,700,000) | |||
Accumulated deficit | (102,961,278) | (102,961,278) | (64,004,696) | |||||
Cash | 7,303,711 | $ 676,471 | 7,303,711 | 676,471 | $ 2,017,823 | $ 1,211,423 | ||
Working capital | $ 4,200,000 | $ 4,200,000 | ||||||
Proceeds from issuance of preferred stock | $ 21,700,000 | $ 21,700,000 | $ 6,569,886 |
Lease Commitments - Additional
Lease Commitments - Additional Information (Detail) | Sep. 30, 2015ft² | Aug. 26, 2015USD ($)ft² | Sep. 30, 2015ft² | Aug. 25, 2015USD ($)ft² |
Commitments And Contingencies Disclosure [Abstract] | ||||
Area of office space leased | 13,399 | |||
Lease commencement description | The lease commences twenty-one days after the date upon which the Company’s work in the premises has been substantially completed (the “Commencement Date”). | |||
Termination period after commencement | 65 months | |||
Base rental payment under lease | $ | $ 1,231,526 | |||
Additional area of office space leased | 6,088 | |||
Additional lease rental monthly payments | $ | $ 8,437 | |||
Area of office and manufacturing space leased | 33,000 | 33,000 | ||
Extended lease expiration date | Apr. 30, 2016 |
Notes Payable - Summary of Purc
Notes Payable - Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements (Detail) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Total notes payable | $ 18,732 | $ 55,687 |
Less: current portion of notes payable | (18,732) | (49,994) |
Long term portion of notes payable | 5,693 | |
Note Payable, 15.2% Interest | ||
Debt Instrument [Line Items] | ||
Total notes payable | 6,395 | 16,938 |
Note Payable, 10.0% Interest | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 12,337 | $ 38,749 |
Notes Payable - Summary of Pu30
Notes Payable - Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements (Parenthetical) (Detail) | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Note Payable, 15.2% Interest | |
Debt Instrument [Line Items] | |
Notes payable, interest rate | 15.20% |
Notes payable, monthly payments | $ 1,328 |
Maturity date of notes | Feb. 6, 2016 |
Note Payable, 10.0% Interest | |
Debt Instrument [Line Items] | |
Notes payable, interest rate | 10.00% |
Notes payable, monthly payments | $ 3,161 |
Maturity date of notes | Jan. 1, 2016 |
Notes Payable - Related Party -
Notes Payable - Related Party - Additional Information (Detail) | Sep. 05, 2014 | Apr. 30, 2015USD ($) | Feb. 28, 2015USD ($) | Jul. 31, 2014USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Dec. 31, 2014$ / shares |
Related Party Transaction [Line Items] | ||||||
Number of preferred units issued as consideration | 4,000,000 | |||||
Value of preferred units issued as consideration | $ | $ 100,000 | |||||
Warrants issued | 17,441,966 | |||||
Preferred units issued as consideration, series D preferred shares | 4,000,000 | |||||
Preferred units issued as consideration, price per share | $ / shares | $ 0.025 | |||||
Common Stock | ||||||
Related Party Transaction [Line Items] | ||||||
Conversion of preferred stock to common stock, conversion ratio | 0.005 | |||||
Notes Payable To Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Note agreement amount | $ | $ 500,000 | |||||
Notes payable, interest rate | 20.00% | |||||
Note maturity date description | The original maturity date for the note was July 18, 2015, which was extended by the Company to July 18, 2016 by giving notice | |||||
Note extension fee amount | $ | $ 10,000 | |||||
Maturity date of notes | Jul. 18, 2015 | Jul. 18, 2016 | ||||
Prepaid interest | $ | $ 25,000 | |||||
Notes payable - related party, discount | $ | $ 0 | |||||
Notes Payable To Related Party | IPO | ||||||
Related Party Transaction [Line Items] | ||||||
Conversion of preferred stock to common stock, conversion ratio | 200 | |||||
Notes Payable To Related Party | Common Stock | IPO | ||||||
Related Party Transaction [Line Items] | ||||||
Conversion of stock, shares issued | 20,000 | |||||
Loan Agreement | ||||||
Related Party Transaction [Line Items] | ||||||
Note agreement amount | $ | $ 250,000 | |||||
Notes payable, interest rate | 12.00% | |||||
Note maturity date description | The loan had an interest rate of twelve percent (12%) per year and matured the earlier of (i) 90 days from the date of the loan agreement, or (ii) five days after the closing of a registered public offering of securities of the Company | |||||
Debt instrument maturity period after loan agreement | 90 days | |||||
Debt instrument maturity period after closing of registered public offering | 5 days | |||||
Loan Agreement | Spring Forth Investments, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable, interest rate | $ | $ 4,192 | |||||
Termination Fee | $ | $ 12,500 | |||||
Class A Warrant | ||||||
Related Party Transaction [Line Items] | ||||||
Warrants issued | 1,532,598 | |||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 2.20 | $ 4.92 | ||||
Class A Warrant | Notes Payable To Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Warrants issued | 20,000 | |||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 4.92 | |||||
Class B Warrant | ||||||
Related Party Transaction [Line Items] | ||||||
Warrants issued | 1,310,956 | |||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.20 | |||||
Class B Warrant | Notes Payable To Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Warrants issued | 20,000 | |||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.20 | |||||
Series D Convertible Preferred Stock | Notes Payable To Related Party | IPO | ||||||
Related Party Transaction [Line Items] | ||||||
Conversion of stock, shares converted | 4,000,000 |
Preferred Stock - Additional In
Preferred Stock - Additional Information (Detail) | Aug. 25, 2015shares | Sep. 30, 2015$ / sharesshares | Jun. 30, 2015USD ($)$ / sharesshares | Mar. 31, 2015USD ($) | Feb. 28, 2015USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($) |
Class Of Stock [Line Items] | |||||||
Preferred shares issued, price per share | $ / shares | $ 8.80 | ||||||
Proceeds from issuance of preferred stock | $ | $ 21,700,000 | $ 21,700,000 | $ 6,569,886 | ||||
Preferred unit description | Each unit consisted of one share of our Series E Convertible Preferred Stock and eight Series C Warrants (the “Units”). | ||||||
Number of trading days | 20 days | ||||||
Convertible Preferred Stock Terms Of Conversion | The original terms of the Units provided that shares of Series E Convertible Preferred Stock and the Series C Warrants would automatically separate on August 25, 2015. However, the shares of Series E Convertible Preferred Stock and the Series C Warrants would separate prior to August 25, 2015 if at any time after 30 days from February 25, 2015 the closing price of our common stock was greater than $4.00 per share for 20 consecutive trading days (the “Separation Trigger Date”). The Company refers to this separation herein as Early Separation. In the event of Early Separation, the shares of Series E Convertible Preferred Stock and the Series C Warrants would separate 15 days after the Separation Trigger Date. In June 2015, the above terms of the Series E Convertible Preferred Stock and Series C Warrants were each modified to allow for an optional early separation and conversion upon the cash exercise of all eight of the Series C Warrants within the Unit. | ||||||
Proceeds from exercise of warrants | $ | $ 3,166,394 | ||||||
Preferred units outstanding | 2,676,000 | ||||||
Common Stock | |||||||
Class Of Stock [Line Items] | |||||||
Conversion of convertible preferred shares | 4 | 4 | |||||
Minimum | Common Stock | |||||||
Class Of Stock [Line Items] | |||||||
Closing price of common stock | $ / shares | $ 4 | $ 4 | |||||
Series C Warrant | |||||||
Class Of Stock [Line Items] | |||||||
Number of shares included in preferred unit | 8 | ||||||
Number of preferred units separated | 48,000 | ||||||
Warrants exercised | 384,000 | 384,000 | |||||
Number of warrants separated | 21,408,000 | ||||||
Proceeds from exercise of warrants | $ | $ 979,200 | ||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 2.55 | $ 2.55 | $ 2.55 | ||||
Convertible Preferred Stock | |||||||
Class Of Stock [Line Items] | |||||||
Preferred stock, sold | 2,724,000 | ||||||
Series E Convertible Preferred Stock | |||||||
Class Of Stock [Line Items] | |||||||
Number of shares included in preferred unit | 1 | ||||||
Convertible Preferred Stock Terms Of Conversion | Each share of Series E Convertible Preferred Stock is convertible at the option of the holder into four shares of common stock. | ||||||
Number of preferred units separated | 2,676,000 | ||||||
Preferred units outstanding | 104,386 | 104,386 | |||||
Preferred stock, voting rights | The Series E Convertible Preferred Stock has no voting rights | ||||||
Convertible preferred stock liquidation terms | The Series E Convertible Preferred Stock also has no liquidation rights or preemption rights, and there are no special classifications of our Board of Directors related to the Series E Convertible Preferred Stock. | ||||||
Series E Convertible Preferred Stock | Common Stock | |||||||
Class Of Stock [Line Items] | |||||||
Conversion of stock, shares converted | 2,619,614 | ||||||
Conversion of stock, shares issued | 10,478,456 | ||||||
Conversion of preferred stock to common stock, conversion ratio | 4 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) | 1 Months Ended | 9 Months Ended | |||||
Sep. 21, 2015shares | Jun. 30, 2015$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Jun. 02, 2015shares | Mar. 31, 2015shares | Feb. 28, 2015shares | Dec. 31, 2014$ / sharesshares | |
Class Of Stock [Line Items] | |||||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 50,000,000 | 200,000,000 | |||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | |||||
Common stock, shares issued | 190,679,941 | 5,086,458 | |||||
Common stock, shares outstanding | 190,679,941 | 5,086,458 | |||||
Warrants issued | 17,441,966 | ||||||
Common shares issued upon cash less exercise of warrants | 553,148 | ||||||
Series A Warrant | |||||||
Class Of Stock [Line Items] | |||||||
Common shares issued upon exercise of warrants | 1,074,082 | ||||||
Warrants exercised | 1,074,082 | ||||||
Proceeds from exercise of warrants | $ | $ 2,182,020 | ||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 2.20 | $ 7 | |||||
Warrants issued | 248,418 | ||||||
Series B Warrant | |||||||
Class Of Stock [Line Items] | |||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 8.75 | ||||||
Warrants issued | 1,074,082 | ||||||
Series C Warrant | |||||||
Class Of Stock [Line Items] | |||||||
Common shares issued upon exercise of warrants | 384,000 | ||||||
Warrants exercised | 384,000 | 384,000 | |||||
Proceeds from exercise of warrants | $ | $ 979,200 | ||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 2.55 | $ 2.55 | |||||
Warrants issued | 12,812,556 | 21,792,000 | |||||
Cash less exercise of warrants | 8,595,444 | ||||||
Series E Convertible Preferred Stock | |||||||
Class Of Stock [Line Items] | |||||||
Conversion of stock, shares issued | 10,286,456 | ||||||
Conversion of stock, shares converted | 2,571,614 | ||||||
Conversion of preferred stock to common stock, conversion ratio | 0.25 | ||||||
Class A Warrant | |||||||
Class Of Stock [Line Items] | |||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 2.20 | $ 4.92 | |||||
Warrants issued | 1,532,598 | ||||||
Cash less exercise of warrants | 508,641 | ||||||
Class B Warrant | |||||||
Class Of Stock [Line Items] | |||||||
Preferred units issued as consideration, warrants price per share | $ / shares | $ 0.20 | ||||||
Warrants issued | 1,310,956 | ||||||
Cash less exercise of warrants | 334,889 | ||||||
Class C Warrant | |||||||
Class Of Stock [Line Items] | |||||||
Common shares issued upon cash less exercise of warrants | 173,103,797 | ||||||
Cash less exercise of warrants | 8,595,444 |
Warrants - Additional Informati
Warrants - Additional Information (Detail) - USD ($) | 1 Months Ended | 9 Months Ended | ||||||
Sep. 21, 2015 | Aug. 31, 2015 | Jun. 30, 2015 | Feb. 28, 2015 | Oct. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants outstanding | 17,441,966 | |||||||
Proceeds from exercise of warrants | $ 3,166,394 | |||||||
Warrants issued | 17,441,966 | |||||||
Warrant issuance and modifications | $ 54,489 | $ 25,063 | ||||||
New Exercise Price | $ 2.20 | |||||||
Underwriters Unit Purchase Option | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants exercised | 0 | |||||||
Warrant Exercise Price | $ 11 | |||||||
Weighted Average Remainder Contractual Term in Years, Exercised | 5 years | |||||||
Percentage of public offering price | 125.00% | |||||||
Aggregate number of units purchased | 5.00% | |||||||
Aggregate number of units Sold | 136,200 | |||||||
Series E Convertible Preferred Stock | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Number of shares included in preferred unit | 1 | |||||||
Series E Convertible Preferred Stock | Underwriters Unit Purchase Option | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Number of shares included in preferred unit | 1 | |||||||
Common Stock Warrants | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants outstanding | 17,441,966 | |||||||
Weighted Average Exercise Price, Granted | $ 2.56 | |||||||
Warrants granted | 25,000 | |||||||
Warrants Expiration | 2020-08 | |||||||
Warrant issuance and modifications | $ 54,489 | |||||||
Stock price volatility | 127.37% | |||||||
Warrant life | 5 years | |||||||
Risk free rate | 1.53% | |||||||
Closing price of common stock | $ 2.56 | |||||||
Exercise price | $ 2.56 | |||||||
Class A Warrant | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants outstanding | 1,532,598 | |||||||
Cash less exercise of warrants | 508,641 | |||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 236,124 | |||||||
Warrant Exercise Price | $ 2.20 | $ 4.92 | ||||||
Warrants issued | 1,532,598 | |||||||
Class B Warrant | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants outstanding | 1,310,956 | |||||||
Cash less exercise of warrants | 334,889 | |||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 317,024 | |||||||
Warrant Exercise Price | $ 0.20 | |||||||
Warrants issued | 1,310,956 | |||||||
Series A Warrant | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants outstanding | 248,418 | |||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 1,074,082 | |||||||
Warrants exercised | 1,074,082 | |||||||
Warrant Exercise Price | $ 2.20 | 7 | ||||||
Proceeds from exercise of warrants | $ 2,182,020 | |||||||
Warrants issued | 248,418 | |||||||
Warrants Expiration | 2015-10 | |||||||
Series B Warrant | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants outstanding | 0 | 1,074,082 | ||||||
Warrant Exercise Price | $ 8.75 | |||||||
Warrants issued | 1,074,082 | |||||||
Weighted Average Remainder Contractual Term in Years, Exercised | 6 years | |||||||
Percentage of public offering price | 125.00% | |||||||
Series C Warrant | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants outstanding | 12,812,556 | |||||||
Cash less exercise of warrants | 8,595,444 | |||||||
Issuance of common stock upon exercise of warrants under cashless exercise provision | 173,103,797 | 370,521,472 | ||||||
Warrants exercised | 384,000 | 384,000 | ||||||
Warrant Exercise Price | $ 2.55 | $ 2.55 | ||||||
Proceeds from exercise of warrants | $ 979,200 | |||||||
Warrants issued | 21,792,000 | 12,812,556 | ||||||
Weighted Average Exercise Price, Granted | $ 2.55 | |||||||
Warrants expire period | Feb. 25, 2020 | |||||||
Payable on exercise of warrants under cashless exercise provision | $ 28,500,000 | |||||||
Warrants Expiration | 2020-02 | |||||||
Number of shares included in preferred unit | 8 | |||||||
Series C Warrant | Underwriters Unit Purchase Option | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Number of shares included in preferred unit | 8 | |||||||
Common Warrants | ||||||||
Class Of Warrant Or Right [Line Items] | ||||||||
Warrants outstanding | 463,356 | |||||||
Warrant Exercise Price | $ 5 | |||||||
Warrants issued | 463,356 |
Warrants - Warrants Outstanding
Warrants - Warrants Outstanding and Exercisable (Detail) - $ / shares | 9 Months Ended | |||
Sep. 30, 2015 | Jun. 30, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | |
Class Of Warrant Or Right [Line Items] | ||||
Warrants outstanding | 17,441,966 | |||
Warrants Exercisable | 17,441,966 | |||
Class A Warrant | ||||
Class Of Warrant Or Right [Line Items] | ||||
Preferred units issued as consideration, warrants price per share | $ 2.20 | $ 4.92 | ||
Warrants outstanding | 1,532,598 | |||
Warrants Exercisable | 1,532,598 | |||
Class A Warrant | Minimum | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants Expiration | 2021-04 | |||
Class A Warrant | Maximum | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants Expiration | 2021-07 | |||
Class B Warrant | ||||
Class Of Warrant Or Right [Line Items] | ||||
Preferred units issued as consideration, warrants price per share | $ 0.20 | |||
Warrants outstanding | 1,310,956 | |||
Warrants Exercisable | 1,310,956 | |||
Class B Warrant | Minimum | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants Expiration | 2012-04 | |||
Class B Warrant | Maximum | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants Expiration | 2021-07 | |||
Series A Warrant | ||||
Class Of Warrant Or Right [Line Items] | ||||
Preferred units issued as consideration, warrants price per share | $ 2.20 | 7 | ||
Warrants outstanding | 248,418 | |||
Warrants Exercisable | 248,418 | |||
Warrants Expiration | 2015-10 | |||
Series B Warrant | ||||
Class Of Warrant Or Right [Line Items] | ||||
Preferred units issued as consideration, warrants price per share | $ 8.75 | |||
Warrants outstanding | 1,074,082 | 0 | ||
Warrants Exercisable | 1,074,082 | |||
Series B Warrant | Minimum | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants Expiration | 2021-03 | |||
Series B Warrant | Maximum | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrants Expiration | 2021-07 | |||
Series C Warrant | ||||
Class Of Warrant Or Right [Line Items] | ||||
Preferred units issued as consideration, warrants price per share | $ 2.55 | $ 2.55 | ||
Warrants outstanding | 12,812,556 | |||
Warrants Exercisable | 12,812,556 | 21,792,000 | ||
Warrants Expiration | 2020-02 | |||
Common Warrants | ||||
Class Of Warrant Or Right [Line Items] | ||||
Preferred units issued as consideration, warrants price per share | $ 5 | |||
Warrants outstanding | 463,356 | |||
Warrants Exercisable | 463,356 | |||
Common Warrants | Minimum | ||||
Class Of Warrant Or Right [Line Items] | ||||
Preferred units issued as consideration, warrants price per share | $ 2 | |||
Warrants Expiration | 2016-04 | |||
Common Warrants | Maximum | ||||
Class Of Warrant Or Right [Line Items] | ||||
Preferred units issued as consideration, warrants price per share | $ 32 | |||
Warrants Expiration | 2021-07 |
Warrants - Common Stock Warrant
Warrants - Common Stock Warrants Activity (Detail) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Class Of Warrant Or Right [Line Items] | ||
Warrants, Ending Balance | 17,441,966 | |
Common Stock Warrant and Purchase Option | ||
Class Of Warrant Or Right [Line Items] | ||
Warrants, Beginning Balance | 5,447,940 | |
Warrants granted | 22,891,082 | |
Warrants Exercised | (10,897,056) | |
Warrants, Ending Balance | 17,441,966 | 5,447,940 |
Weighted Average Exercise Price, Warrants Outstanding Beginning Balance | $ 4.17 | |
Weighted Average Exercise Price, Granted | 2.84 | |
Weighted Average Exercise Price, Exercised | 2.43 | |
Weighted Average Exercise Price, Warrants Outstanding Ending Balance | $ 2.81 | $ 4.17 |
Weighted Average Remainder Contractual Term in Years, Warrants Outstanding | 4 years 7 months 6 days | 4 years 10 months 24 days |
Warrants Weighted Average Remainder Contractual Terms Granted | 4 years 6 months |
Warrants - Black-Scholes-Merton
Warrants - Black-Scholes-Merton Option Pricing Model (Detail) - Common Stock Warrant and Purchase Option | 9 Months Ended |
Sep. 30, 2015$ / shares | |
Class Of Warrant Or Right [Line Items] | |
Dividend Yield | 0.00% |
Minimum | |
Class Of Warrant Or Right [Line Items] | |
Fair Market Value | $ 0.10 |
Exercise price | $ 0.20 |
Risk free rate | 0.02% |
Stock price volatility | 135.00% |
Warrant life | 7 days |
Maximum | |
Class Of Warrant Or Right [Line Items] | |
Fair Market Value | $ 7.22 |
Exercise price | $ 11 |
Risk free rate | 1.56% |
Stock price volatility | 203.98% |
Warrant life | 5 years 10 months 2 days |
Warrants - Summary of Change in
Warrants - Summary of Change in the Value of the Warrant and Option Liability (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Class Of Warrant Or Right [Line Items] | ||||
Balance at beginning of period | $ 9,998,636 | |||
Change in fair value of warrant and option liability | $ (20,016,848) | $ 13,900,400 | 22,641,625 | $ 13,900,400 |
Balance at end of period | 29,938,937 | 29,938,937 | ||
Common Stock Warrant and Purchase Option | ||||
Class Of Warrant Or Right [Line Items] | ||||
Balance at beginning of period | 9,998,636 | |||
Issuance of warrants and option | 22,765,661 | |||
Exercise of warrants | (25,466,985) | |||
Change in fair value of warrant and option liability | 22,641,625 | |||
Balance at end of period | $ 29,938,937 | $ 29,938,937 |
Employee Stock Options - Additi
Employee Stock Options - Additional Information (Detail) | 1 Months Ended | 9 Months Ended | |||||
Aug. 31, 2015USD ($)$ / sharesshares | Sep. 30, 2015USD ($)CompensationPlan$ / sharesshares | Jul. 31, 2015shares | Jun. 02, 2015shares | May. 01, 2015shares | Mar. 31, 2015shares | Dec. 31, 2014shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of stock options, outstanding | 792,534 | 703,034 | |||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 50,000,000 | 200,000,000 | |||
Options, granted | 117,500 | ||||||
Weighted Average Exercise Price, Granted | $ / shares | $ 2.56 | ||||||
Equity based compensation expense | $ | $ 66,391 | ||||||
Unrecognized compensation cost related to stock option | $ | $ 445,951 | ||||||
Remaining vesting period of stock option | 2 years 11 months 16 days | ||||||
Intrinsic value of outstanding and vested stock options | $ | $ 0 | ||||||
2014 Omnibus Plan [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of stock options, outstanding | 236,284 | ||||||
Share based compensation issued under award plan, number of shares | 2,940,000 | 500,000 | |||||
Share based compensation arrangement by share-based payment award modified plan description. | An evergreen provision was also added whereby the amount of shares available for grant under all awards under the plan would adjust automatically on the first day of each fiscal quarter to an amount equal to the greater of (i) fifteen percent (15%) of the number of shares of common stock outstanding on the last day of the immediately preceding fiscal quarter, or (ii) 2,940,000 shares of common stock, provided that this amount shall not exceed 30,000,000 shares of common stock (fifteen percent (15%) of the total amount of 200,000,000 shares of common stock authorized for issuance under our Seventh Amended and Restated Certificate of Incorporation, as amended). | ||||||
Share-based compensation arrangement award number of common stock remain available for issuance | 2,703,716 | ||||||
Options, granted | 117,500 | ||||||
Weighted Average Exercise Price, Granted | $ / shares | $ 2.56 | ||||||
Stock options, expiration date | 2025-08 | ||||||
Stock options, share value | $ | $ 268,202 | ||||||
2014 Omnibus Plan [Member] | 2014 Omnibus Plan Quarter automatic adjustments | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of stock options, outstanding | 2,940,000 | ||||||
Option of common stock outstanding percentage | 15.00% | ||||||
Share based compensation arrangement award maximum number of authorized shares | 30,000,000 | ||||||
Minimum | 2014 Omnibus Plan [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock options, vesting period | 3 years | ||||||
Maximum | 2014 Omnibus Plan [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock options, vesting period | 4 years | ||||||
Employee Stock Option | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of stock options, outstanding | 792,534 | ||||||
Stock options, maturity period | 10 years | ||||||
Number of stock based compensation plans | CompensationPlan | 3 | ||||||
Employee Stock Option | Minimum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock options, vesting period | 3 years | ||||||
Employee Stock Option | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock options, vesting period | 4 years |
Employee Stock Options - Schedu
Employee Stock Options - Schedule of Assumptions Used in Calculation of Fair Value of the Options Exchanged (Detail) - Employee Stock Option | 9 Months Ended |
Sep. 30, 2015$ / shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Fair Market Value | $ 2.56 |
Exercise Price | $ 2.56 |
Risk Free Rate | 1.71% |
Dividend Yield | 0.00% |
Minimum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected Volatility | 127.45% |
Expected Term | 5 years 9 months 22 days |
Maximum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected Volatility | 127.53% |
Expected Term | 6 years 2 months 12 days |
Employee Stock Options - Summar
Employee Stock Options - Summary of Stock Option Activity (Detail) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Options outstanding, Beginning balance | 703,034 | |
Options, Granted | 117,500 | |
Options, Forfeited | 28,000 | |
Options outstanding, Ending Balance | 792,534 | 703,034 |
Weighted Average Exercise Price Outstanding, Beginning Balance | $ 2.98 | |
Weighted Average Exercise Price, Granted | 2.56 | |
Weighted Average Exercise Price, Forfeited | 5.16 | |
Weighted Average Exercise Price, Outstanding Ending Balance | $ 2.84 | $ 2.98 |
Weighted Average Remainder Contractual Terms Outstanding Beginning | 8 years 3 months 18 days | 8 years 9 months 18 days |
Weighted Average Remaining Contractual Term in Years, Granted | 9 years 10 months 24 days |
Employee Stock Options - Summ42
Employee Stock Options - Summary of Stock Options Outstanding and Exercisable (Detail) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Number of Options Outstanding | 792,534 | 703,034 |
Weighted Average Remainder Contractual Terms Outstanding Beginning | 8 years 3 months 18 days | 8 years 9 months 18 days |
Options Outstanding, Exercise Price | $ 2.84 | |
Number of Options Exercisable | 294,003 | |
Options Exercisable, Exercise Price | $ 3.09 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - $ / shares | Oct. 15, 2015 | Nov. 03, 2015 | Sep. 30, 2015 | Jun. 02, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Subsequent Event [Line Items] | ||||||
Warrants issued | 17,441,966 | |||||
Common stock, par value | $ 0.001 | $ 0.001 | ||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 50,000,000 | 200,000,000 | ||
Series A Warrant | ||||||
Subsequent Event [Line Items] | ||||||
Warrants issued | 248,418 | |||||
Series B Warrant | ||||||
Subsequent Event [Line Items] | ||||||
Warrants issued | 1,074,082 | |||||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Common stock, par value | $ 0.001 | |||||
Common stock, shares authorized | 950,000,000 | |||||
Subsequent Event | Reverse Stock Split of Common Stock | ||||||
Subsequent Event [Line Items] | ||||||
Common stock, par value | $ 0.0001 | |||||
Subsequent Event | Series A Warrant | ||||||
Subsequent Event [Line Items] | ||||||
Number of Warrants expired | 248,418 | |||||
Subsequent Event | Series B Warrant | ||||||
Subsequent Event [Line Items] | ||||||
Warrants issued | 0 |