Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 10, 2016 | |
Document and Entity Information | ||
Entity Registrant Name | Mirna Therapeutics, Inc. | |
Entity Central Index Key | 1,527,599 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Common stock outstanding | 20,830,555 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 52,875 | $ 89,713 |
Marketable securities | 27,713 | |
Grant reimbursement and other receivables | 168 | 36 |
Prepaid expenses and other current assets | 853 | 793 |
Total current assets | 81,609 | 90,542 |
Property and equipment, net | 516 | 375 |
Total assets | 82,125 | 90,917 |
Current liabilities: | ||
Accounts payable | 1,239 | 3,687 |
Accrued expenses | 1,985 | 2,214 |
Total liabilities | $ 3,224 | $ 5,901 |
Commitments and contingencies | ||
Stockholders' Equity (Deficit): | ||
Preferred stock, $0.001 par value, 5,000,000 and 0 shares authorized at March 31, 2016 and 2015; 0 shares outstanding at March 31, 2016 and 2015 | ||
Common stock, $0.001 par value; 250,000,000 shares authorized at March 31, 2016 and December 31, 2015; 20,830,555 shares issued and outstanding at March 31, 2016 and December 31, 2015 | $ 21 | $ 21 |
Additional paid in capital | 161,965 | 161,518 |
Accumulated other comprehensive income | 9 | |
Accumulated deficit | (83,094) | (76,523) |
Total stockholders’ equity | 78,901 | 85,016 |
Total liabilities and stockholders’ equity | $ 82,125 | $ 90,917 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Condensed Balance Sheets | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 20,830,555 | 20,830,555 |
Common stock, shares outstanding | 20,830,555 | 20,830,555 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating expenses: | ||
Research and development | $ 4,523 | $ 3,402 |
General and administrative | 2,130 | 877 |
Total operating expenses | 6,653 | 4,279 |
Other income: | ||
Interest income | 82 | |
Total other income | 82 | |
Net loss | (6,571) | (4,279) |
Less: Accretion and dividends on convertible preferred stock | (1,118) | |
Net loss attributable to common stockholders | (6,571) | $ (5,397) |
Other comprehensive income: | ||
Unrealized gain on available for sale securities, net of tax | 9 | |
Total Other Comprehensive (Loss) | $ (6,562) | |
Net loss per share attributable to common stockholders - basic and diluted | $ (0.32) | $ (60.99) |
Common shares used to compute basic and diluted net loss per share attributable to common stockholders | 20,830,555 | 88,484 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities | ||
Net loss | $ (6,571,000) | $ (4,279,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 19,000 | 12,000 |
Stock-based compensation | 447,000 | 134,000 |
Net amortization of premium/ discounts on marketable securities | 19,000 | |
Changes in operating assets and liabilities: | ||
Grant reimbursement and other receivables | (132,000) | (26,000) |
Prepaid expenses and other current assets | (60,000) | 16,000 |
Deferred financing costs | 92,000 | |
Accounts payable | (2,448,000) | 199,000 |
Accrued expenses | (247,000) | (698,000) |
Net cash used in operating activities | (8,973,000) | (4,550,000) |
Investing activities | ||
Purchases of marketable securities | (27,722,000) | |
Purchases of property and equipment | (143,000) | (5,000) |
Net cash used in investing activities | (27,865,000) | (5,000) |
Financing activities | ||
Proceeds from issuance of convertible preferred stock, net of issuance costs | 35,346,000 | |
Proceeds from exercise of stock options | 20,000 | |
Cash provided by financing activities | 35,366,000 | |
Net increase (decrease) in cash and cash equivalents | (36,838,000) | 30,811,000 |
Cash and cash equivalents at beginning of period | 89,713,000 | 9,319,000 |
Cash and cash equivalents at end of period | $ 52,875,000 | $ 40,130,000 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
Nature of Business and Basis of Presentation | |
Nature of Business and Basis of Presentation | Mirna Therapeutics, Inc. Notes to Condensed Financial Statements (Unaudited) 1. Nature of Business and Basis of Presentation Nature of business Mirna Therapeutics, Inc. (“Mirna” or “the Company”) is a clinical stage biopharmaceutical company developing a broad pipeline of microRNA ‑based oncology therapeutics. The Company was incorporated in Delaware in December 2007 as a wholly ‑owned subsidiary of Asuragen, Inc. (“Asuragen”) and was spun out to existing Asuragen stockholders in December 2009. The Company is located in Austin, Texas. In October 2015, the Company sold 6,250,000 shares of common stock, $0.001 par value per share, in an underwritten public offering (the “IPO”) and 2,395,010 shares of common stock in a concurrent private placement, with both offerings at a price of $7.00 per share. The underwriters of the IPO purchased an additional 704,962 shares of common stock pursuant to their option to purchase additional shares. The Company’s aggregate net proceeds from the IPO were $43.7 million, after deducting the transaction offering costs and the underwriting discounts incurred. The Company also received net proceeds of $16.7 million after deducting the offering transaction costs from the concurrent private placement. The Company continues to be subject to a number of risks common to companies in similar stages of development. Principal among these risks are the uncertainties of technological innovations, dependence on key individuals, development of the same or similar technological innovations by the Company’s competitors and protection of proprietary technology. The Company’s ability to fund its planned clinical operations, including completion of its planned trials, is expected to depend on the amount and timing of cash receipts from future collaboration or product sales and/or financing transactions. The Company believes that its cash and cash equivalents and marketable securities of $ 80. 6 million at March 31, 2016 will enable the Company to maintain its current and planned operations for the foreseeable future. Basis of presentation The accompanying interim condensed financial statements as of March 31, 2016 and for the three months ended March 31, 2016 and 2015, and the related interim information contained within the notes to the financial statements, are unaudited. The unaudited interim condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and on the same basis as the audited financial statements. In the opinion of management, the accompanying unaudited interim condensed financial statements contain all adjustments which include only normal recurring adjustments necessary to state fairly the Company’s financial position as of March 31, 2016, and the results of its operations and cash flows for the three months ended March 31, 2016 and 2015. Such adjustments are of a normal and recurring nature. The interim financial data as of March 31, 2016 is not necessarily indicative of the results to be expected for the year ending December 31, 2016, or for any future period. The accompanying condensed financial statements and related financial information should be read in conjunction with the audited financial statements and related notes thereto for the year ended December 31, 2015 included in the Company’s Form 10-K, most recently filed with the Securities and Exchange Commission on March 30, 2016. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the Company’s management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Research and development costs Research and development costs are expensed as incurred. Research and development costs include salaries and personnel ‑related costs, consulting fees, fees paid for contract research services, the costs of laboratory equipment and facilities, development of intellectual property, license fees and other external costs. The Company accounts for government grants as a reduction of research and development expenses. Government grants are recorded at the time the related research and development costs have been incurred by the Company and, accordingly, become eligible for reimbursement. The Company accrues for government grants that have been earned but not yet received. Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are deferred and capitalized. The capitalized amounts are expensed as the related goods are delivered or the services are performed. Clinical Trial and Pre-Clinical Study Accruals The Company estimates pre-clinical study and clinical trial expenses pursuant to contracts with research institutions and contract research organizations that conduct and manage preclinical studies and clinical trials on the Company’s behalf. These estimates are based on the level of service performed and the underlying agreement. Further, the Company accrues expenses related to clinical trials based on the level of patient enrollment and other activities according to the related agreements. The Company monitors patient enrollment levels and other activities to the extent reasonably possible and adjusts estimates accordingly. Stock ‑based compensation The Company accounts for its stock ‑based compensation awards in accordance with ASC Topic 718, Compensation—Stock Compensation (“ASC 718”). ASC 718 requires all stock ‑based payments to employees, including grants of employee stock options, to be recognized in the statements of operations based on their grant date fair values. For stock options granted to employees and to members of the board of directors for their services on the board of directors, the Company estimates the grant date fair value of each option award using the Black ‑Scholes option ‑pricing model. The use of the Black ‑Scholes option ‑pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected life of the option, risk ‑free interest rates and expected dividend yields of the common stock. For awards subject to service ‑based vesting conditions, the Company recognizes stock ‑based compensation expense, net of estimated forfeitures, equal to the grant date fair value of stock options on a straight ‑line basis over the requisite service period. Fair value measurements The Company records money market funds at fair value. ASC Topic 820, Fair Value Measurements and Disclosures , establishes a fair value hierarchy for those instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). The hierarchy consists of three levels: · Level 1 – Unadjusted prices in active markets for identical assets or liabilities. · Level 2 – Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. · Level 3 – Unobservable inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. The carrying amounts reflected in the balance sheets for cash, prepaid expenses and other current assets, accounts payable, and accrued expenses approximate their fair values at March 31, 2016 and December 31, 2015, due to their short ‑term nature. There have been no changes to the valuation methods for the three months ended March 31, 2016 and 2015. The Company evaluates transfers between levels at the end of each reporting period. There were no transfers of assets or liabilities between Level 1, Level 2 or Level 3 during the three months ended March 31, 2016 or 2015. Marketable Securities The Company classifies marketable securities with a remaining maturity when purchased of greater than three months as available-for-sale. Marketable securities with a remaining maturity date greater than one year are classified as non-current. Available-for-sale securities are maintained by an investment manager and may consist of U.S. Treasury securities and government agency securities and corporate debt securities. Available-for-sale securities are carried at fair value with the unrealized gains and losses included in other comprehensive income (loss) as a component of stockholders’ equity until realized. Any premium or discount arising at purchase is amortized and/or accreted to interest income and/or expense over the life of the instrument. Realized gains and losses are determined using the specific identification method and are included in other income (expense). If any adjustment to fair value reflects a decline in value of the investment, the Company considers all available evidence to evaluate the extent to which the decline is “other-than-temporary” and, if so, mark the investment to market through a charge to the Company’s statement of operations and comprehensive loss. Comprehensive loss Compreh ensive loss is composed of net loss and other comprehensive income or loss. Other comprehensive income consists of unrealized gains on marketable securities. Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share Based Payment Accounting ("ASU 2016-09") as part of the FASB simplification initiative. The new standard provides for changes to accounting for stock compensation including 1) excess tax benefits and tax deficiencies related to share based payment awards will be recognized as income tax expense in the reporting period in which they occur; 2) excess tax benefits will be classified as an operating activity in the statement of cash flow; 3) the option to elect to estimate forfeitures or account for them when they occur; and 4) increase tax withholding requirements threshold to qualify for equity classification. The ASU is effective for public companies for annual periods, and interim periods within those annual periods, beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the impact that ASU 2016-09 will have on the unaudited condensed financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The new standard requires the recognition of assets and liabilities arising from lease transactions on the balance sheet and the disclosure of key information about leasing arrangements. Accordingly, a lessee will recognize a lease asset for its right to use the underlying asset and a lease liability for the corresponding lease obligation. Both the asset and liability will initially be measured at the present value of the future minimum lease payments over the lease term. Subsequent measurement, including the presentation of expenses and cash flows, will depend on the classification of the lease as either a finance or an operating lease. Initial costs directly attributable to negotiating and arranging the lease will be included in the asset. For leases with a term of twelve months or less, a lessee can make an accounting policy election by class of underlying asset to not recognize an asset and corresponding liability. Lessees will also be required to provide additional qualitative and quantitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. These disclosures are intended to supplement the amounts recorded in the financial statements and provide additional information about the nature of an organization’s leasing activities. The new standard is effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. In transition, lessees are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The transition guidance also provides specific guidance for sale and leaseback transactions, build-to-suit leases and amounts previously recognized in accordance with the business combinations guidance for leases. We are currently evaluating our expected adoption method and the impact of this new standard on the unaudited condensed financial statements. |
Marketable Securities
Marketable Securities | 3 Months Ended |
Mar. 31, 2016 | |
Marketable Securities | |
Marketable Securities | Amortized Cost Unrealized Gains Unrealized Losses Fair Value March 31, 2016 U.S. government agency securities and treasuries $ $ $ — $ Corporate debt securities — Total available-for-sale securities $ $ $ — $ |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Measurements | |
Fair Value Measurements | 4. Fair Value Measurements The following table sets forth the Company’s assets that are measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 (in thousands): Quoted Significant prices in other Significant Total active observable unobservable markets inputs inputs (Level 1) (Level 2) (Level 3) March 31, 2016 Assets: Money Market Funds $ $ $ — $ — US government agency securities and treasuries — — Total cash and cash equivalents — Marketable securities: U.S. government agency securities and treasuries — — Corporate debt securities — — Total marketable securities — — Total assets $ $ $ $ — December 31, 2015 Assets: Money Market Funds — — Total Assets $ $ $ — $ — Cash and cash equivalents The Company considers all highly liquid securities with original final maturities of three months or less from the date of purchase to be cash equivalents. As of March 31, 2016 and December 31, 2015, cash and cash equivalents are comprised of money market accounts and U.S. government agency securities. Marketable securities The amortized cost of available-for-sale securities is adjusted for amortization of premiums and accretion of discounts to maturity. At March 31, 2016 and December 31, 2015, the balance in the Company’s accumulated other comprehensive income was composed solely of activity related to the Company’s available-for-sale marketable securities. There were no realized gains or losses recognized on the sale or maturity of available-for-sale securities during the three months ended March 31, 2016, and, as a result, the Company did not reclassify any amounts of accumulated other comprehensive income for the same period. There were not available for sale securities held by the Company in an unrealized loss position at March 31, 2016. The Company has the intent and ability to hold such securities until recovery. The Company determined that there was no material changes in the credit risk of the above investments. As a result, the Company determined it did not hold any investments with an other- than- temporary impairment as of March 31, 2016 and December 31, 2015. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2016 | |
Property and Equipment | |
Property and Equipment | 5. Property and Equipment Property and equipment consisted of the following (in thousands): March 31, December 31, 2016 2015 Machinery, computers and equipment $ $ Leasehold improvements Accumulated depreciation $ $ Depreciation expense was approxi mately $ 19,000 and $ 12,000 for the three mont hs ended March 31, 2016 and 2015, respectively. |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2016 | |
Common Stock. | |
Common Stock | 6. Common Stock The voting, dividend and liquidation rights of holders of shares of common stock are subject to and qualified by the rights, powers and preferences of the holders of shares of convertible preferred stock. The Company’s common stock has the following characteristics: · The holders of shares of common stock are entitled to one vote for each share of common stock held at all meetings of stockholders and written actions in lieu of meetings. · The holders of shares of common stock are entitled to receive dividends, if and when declared by the Company’s board of directors. Cash dividends may not be declared or paid to holders of common stock until paid on each series of outstanding convertible preferred stock in accordance with their respective terms. As of March 31, 2016 and December 31, 2015, no cash dividends have been declared. Offerings In September 2015, the Company entered into a new grant contract with Cancer Prevention and Research Institute of Texas (“CPRIT”), in connection with an award of approximately $16.8 million. The 2015 award was in the form of an agreement by CPRIT to purchase $16.8 million of shares of common stock of the Company in a private placement concurrent with the initial public offering of the Company’s common stock. On October 5, 2015, CPRIT purchased 2,395,010 shares of the Company’s common stock at $7.00 per share. Net proceeds from the private placement, after related transaction offering costs, were approximately $16.6 million. In October 2015, the Company issued 6.25 million shares of common stock in an underwritten public offering, with a price of $7.00 per share. The underwriters purchased an additional 704,962 shares of common stock pursuant to their option to purchase additional shares. The Company received aggregate net proceeds of approximately $43.7 million in the public offering, after deducting the underwriting discounts and commissions and estimated offering expenses payable by the Company. |
Stock Option Plans
Stock Option Plans | 3 Months Ended |
Mar. 31, 2016 | |
Stock Option Plans | |
Stock Option Plans | 7. Stock Option Plans 2008 Long Term Incentive Plan During 2008, the Company adopted the 2008 Long Term Incentive Plan, which allows for incentive stock options for its employees and nonqualified stock options (inclusive of restricted stock units and stock appreciation rights) (the “2008 Plan”) for employees and nonemployees under which an aggregate of 330,582 stock options and stock purchase rights may be granted. In December 2013, the total amount available for grant under the 2008 Plan was increased by 224,200 to 554,782 . In March 2014, the Company’s board of directors approved an increase of 115,153 shares available for grant pursuant to the 2008 Plan to 669,935 . In March 2015, the total amount of available to grant under the 2008 Plan was increased in conjunction with the Company’s offering of Series D preferred stock by 391,650 shares to 1,061,585 . Options under the 2008 Plan have a maximum life of 10 years. Options vest at various intervals, as determined by the Company’s board of directors at the date of grant. 2015 Equity Incentive Plan In August 2015, the Company’s board of directors approved the 2015 Equity Incentive Award Plan, (the “2015 Plan”), which was effective in connection with the pricing of the IPO on September 30, 2015. The 2015 Plan provides for the granting of a variety of stock ‑based compensation awards, including stock options, stock appreciation rights, or SARs, restricted stock awards, restricted stock unit awards, deferred stock awards, dividend equivalent awards, stock payment awards, performance awards and other stock ‑based awards. The 2015 Plan is the successor to the 2008 Plan and the 800,478 options outstanding in the 2008 Plan at March 31, 2016 may be transferred to the 2015 Plan if awards thereunder terminate, expire or lapse for any reason without the delivery of shares to the holder thereof. Under the 2015 Plan, 1,671,800 shares of the Company’s common stock were initially authorized and reserved for issuance. In March 2016, the Company’s board of directors approved an increase of 1,041,527 shares available for grant pursuant to the 2015 Plan. Accordingly, a total of 3,513,805 shares have been authorized and reserved for issuance under the 2015 Plan at March 31, 2016. 2015 Employee Stock Purchase Plan In August 2015, the Company’s board of directors approved the 2015 Employee Stock Purchase Plan (the “ESPP”), which was effective in connection with the pricing of the IPO on September 30, 2015. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. The ESPP generally provides for set offering periods, and at the end of each offering period, employees are able to purchase shares at 85% of the lower of the fair market value of the Company’s common stock on the first trading day of the offering period or on the last trading day of the offering period. There were no sales under the ESPP as of March 31, 2016. Shares available for future purchase under the ESPP were 375,485 at March 31, 2016. Stock Option Activity The Company’s stock option activity for the three months ended March 31, 2016 was as follows: Weighted ‑ Average Weighted ‑ Average Number Exercise Contractual of Shares Price Life (years) Outstanding at December 31, 2015 Granted Exercised — — Forfeited/canceled — — Outstanding at March 31, 2016 $ Options exercisable at March 31, 2016 $ Stock Compensation Expense Total stock- based compensation expense for the three months ended March 31, 2016 was allocated as follows in the statements of comprehensive loss (in thousands): Three Months Ended March 31, 2016 2015 Research and development expense $ $ General and administrative expense Total stock based compensation $ $ As of March 31, 2016 there was approximately $5.9 million of unrecognized compensation cost related to the stock options granted under the 2015 Plan, which is expected to be amortized over a weighted average period of 3.2 years. There were no restricted stock units or stock appreciation rights granted under the 2015 Plan as of March 31, 2016. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Taxes | |
Income Taxes | 8. Income Taxes The Company recorded no provision for income taxes as of March 31, 2016 due to reported net losses since inception. During the three months ended March 31, 2016 and 2015, the Company had no interest and penalties related to income taxes. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company has established a valuation allowance due to uncertainties regarding the realization of deferred tax assets based upon the Company’s lack of earnings history. The Company files income tax returns in the U.S. federal and Texas jurisdictions. The statute of limitations for assessment by the Internal Revenue Service (“IRS”) is open for tax years ending December 31, 2014, 2013, 2012 and 2010, although carryforward attributes that were generated for tax years prior to 2011 may still be adjusted upon examination by the IRS if they either have been, or will be, used in a future period. The 2010 and subsequent tax years remain open and subject to examination by the State of Texas. There are currently no federal or state income tax audits in progress. |
Shared Services Agreement with
Shared Services Agreement with Asuragen | 3 Months Ended |
Mar. 31, 2016 | |
Shared Services Agreement with Asuragen | |
Shared Services Agreement with Asuragen | 9. Shared Services Agreement with Asuragen On November 3, 2009, the Company entered into an agreement with Asuragen under which Asuragen shares space with and provides services to the Company in support of the Company’s business. Such services have included human resources, finance and accounting, information technology, purchasing, shipping and receiving, equipment use, and various facility expenses. The Company pays Asuragen a monthly service fee for the services provided by Asuragen to the Company, which does not include direct charges incurred by Asuragen on behalf of the Company. The Company paid Asuragen approxi mately $ 94,000 and $98,00 0 for the three months ended March 31, 2016 and 2015, respectively. On October 31, 2014, the Company entered into a sublease agreement with Asuragen for use of office, laboratory and shared space. Total rent expense was $22,200 for the first three months of 2016. Both the lease and the shared service agreements expire on August 31, 2016. |
License Agreements
License Agreements | 3 Months Ended |
Mar. 31, 2016 | |
License Agreements | |
License agreements | 10. License agreements Rosetta Genomics Ltd. In December 2015, the Company entered into a Patent License Agreement (the “License Agreement”) with Rosetta Genomics Ltd. (“Rosetta”), licensing to the Company certain patents owned or controlled by Rosetta as specified in the License Agreement. Under the License Agreement, Rosetta has granted the Company a non-assignable, non- transferable, worldwide license for certain patents in connection with the development and commercialization of products that relate to the tumor suppressor microRNA MIR-34 (“Products”). This license is exclusive with respect to Products that relate to MRX34, the Company’s lead product candidate, and non-exclusive for products that are not related. Under the License Agreement, the Company paid Rosetta an up-front, non- refundable payment of $1.6 million, which was recorded as an expense within research and development in 2015 and subsequently paid in January 2016. The Company is obligated to pay low single- digit royalties on net sales of Products, as well as royalties on sublicense revenues. Certain development and regulatory milestone payments totaling $3 million may also be payable in connection with specified types of Products, upon the achievement of certain development and/ or regulatory milestone events. Marina Biotech, Inc. In December 2011, the Company entered into a licensing agreement with Marina, pursuant to which Marina granted to the Company a license to liposomal delivery technology, NOV340, known under the brand name “SMARTICLES,” to develop and commercialize drug products incorporating Marina’s delivery system exclusively in combination with the Company’s lead therapeutic product, MRX34. In December 2013, the license agreement was amended to include three additional specific mimics selected by the Company to use with SMARTICLES on an exclusive basis, and in May 2015, the license agreement was further amended to reduce the amount of a specific milestone payment and to provide for the prepayment of such milestone payment. In August 2015, the Company also entered into a side letter to the license agreement, under which it exercised its right to select an additional specific microRNA, in exchange for the payment of a specified selection fee payment. The Company has cumulatively paid Marina approximately $2.1 million through December 31, 2015 in up ‑front and milestone payments and as consideration for the inclusion within the license of four additional microRNA compounds. As the Company progresses with respect to development and commercialization of its products, the Company will be required to make payments to Marina based upon the achievement of certain development and regulatory milestones, totaling up to $6 million in the aggregate for each licensed product. The Company has agreed to pay up to an additional $4 million per licensed product upon the achievement of certain regulatory milestones for a specified number of additional indications, leading to a maximum cap on all milestone payments of $10 million per product. The exception to this is for the Company’s lead therapeutic product, MRX34, where the aggregate of all remaining development and regulatory milestone payments due to Marina, including for all additional indications, is $4.0 million. In addition to milestone payments, the Company will be required to pay low single digit royalties on net sales of licensed products other than MRX34, subject to customary reductions and offsets. As a result of the Company’s 2013 amendment to the agreement with Marina, the Company is no longer required to pay a royalty to Marina with respect to sales of the Company’s lead therapeutic product, MRX34. If the Company sublicenses its rights under the license from Marina, for each optioned microRNA compound covered by such sublicense the Company is required to pay a specified lump ‑sum payment representing the remainder of the selection fee for the inclusion of such microRNA compound within the scope of the license agreement, as well as a portion of any revenue the Company receives from such sublicensees at a tiered percentage between the very low single digits and the mid ‑teens, depending on the circumstances in which the sublicense is entered into. Yale University In 2006, Asuragen entered into an exclusive license agreement with Yale University (“Yale”) under certain patent rights relating to microRNAs arising from the laboratory of Dr. Frank Slack. This agreement was assigned to the Company by Asuragen in connection with the Company’s acquisition of certain assets, including patent rights, in 2009. In February 2014, the Company as successor ‑in ‑interest to Asuragen, amended and restated the exclusive license agreement. Some of the patent filings in the Company’s intellectual property portfolio that are licensed to the Company by Asuragen are also included in the patents licensed under the agreement with Yale. The Company will be required to pay royalties to Yale on net sales of licensed products that contain specified microRNAs, at a percentage ranging from the very low to the low single digits, subject to customary reductions and offsets. The Company will also be required to pay to Yale a portion of specified gross revenue that the Company receives from the Company’s sublicensees at a percentage in the mid ‑single digits. The Company will be required to make payments for achievement of certain development and regulatory milestones by products containing one specified microRNA and covered by the licensed patents, of up to $600,000 in the aggregate for each such product, subject to reduction in certain circumstances. In addition, the Company is required to pay an annual license maintenance fee and minimum annual royalties under certain circumstances. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies. | |
Commitments and Contingencies | 11. Commitments and Contingencies Shared Services Agreement Pursuant to a shared services agreement and sublease with Asuragen (see Note 9), the Company has remaining commitments for payments through August 2016 under the shares services agreement and sublease of $197,510 and $37,000 , respectively. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 3 Months Ended |
Mar. 31, 2016 | |
Net Loss Per Share Attributable to Common Stockholders | |
Net Loss Per Share Attributable to Common Stockholders | 12. Net Loss Per Share Attributable to Common Stockholders The following table summarizes the computation of basic and diluted net loss per share attributable to common stockholders of the Company (in thousands, except share and per share data): Three Months Ended March 31, 2016 2015 Net loss $ $ Accretion of convertible preferred stock to redemption value — Accrued dividends on convertible preferred stock — Net loss attributable to common stockholders—basic and diluted Weighted-average number of common shares—basic and diluted Net loss per share attributable to common stockholders—basic and diluted $ $ The following potentially dilutive securities outstanding, prior to the use of the treasury stock method or if ‑converted method, have been excluded from the computation of diluted weighted ‑average common shares outstanding, because including them would have had an anti ‑dilutive effect due to the losses reported. March 31, 2016 2015 Convertible preferred stock — Stock options As the Company incurred a net loss for the three months ended March 31, 2016 there is no income allocation required under the two ‑class method or dilution attributed to weighted ‑average shares outstanding in the computation of diluted loss per share attributable to common stockholders. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Summary of Significant Accounting Policies | |
Use of estimates | Use of estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the Company’s management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Research and development costs | Research and development costs Research and development costs are expensed as incurred. Research and development costs include salaries and personnel ‑related costs, consulting fees, fees paid for contract research services, the costs of laboratory equipment and facilities, development of intellectual property, license fees and other external costs. The Company accounts for government grants as a reduction of research and development expenses. Government grants are recorded at the time the related research and development costs have been incurred by the Company and, accordingly, become eligible for reimbursement. The Company accrues for government grants that have been earned but not yet received. Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are deferred and capitalized. The capitalized amounts are expensed as the related goods are delivered or the services are performed. |
Clinical Trial and Pre-Clinical Study Accruals | Clinical Trial and Pre-Clinical Study Accruals The Company estimates pre-clinical study and clinical trial expenses pursuant to contracts with research institutions and contract research organizations that conduct and manage preclinical studies and clinical trials on the Company’s behalf. These estimates are based on the level of service performed and the underlying agreement. Further, the Company accrues expenses related to clinical trials based on the level of patient enrollment and other activities according to the related agreements. The Company monitors patient enrollment levels and other activities to the extent reasonably possible and adjusts estimates accordingly. |
Stock-based compensation | Stock ‑based compensation The Company accounts for its stock ‑based compensation awards in accordance with ASC Topic 718, Compensation—Stock Compensation (“ASC 718”). ASC 718 requires all stock ‑based payments to employees, including grants of employee stock options, to be recognized in the statements of operations based on their grant date fair values. For stock options granted to employees and to members of the board of directors for their services on the board of directors, the Company estimates the grant date fair value of each option award using the Black ‑Scholes option ‑pricing model. The use of the Black ‑Scholes option ‑pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected life of the option, risk ‑free interest rates and expected dividend yields of the common stock. For awards subject to service ‑based vesting conditions, the Company recognizes stock ‑based compensation expense, net of estimated forfeitures, equal to the grant date fair value of stock options on a straight ‑line basis over the requisite service period. |
Fair value measurements | Fair value measurements The Company records money market funds at fair value. ASC Topic 820, Fair Value Measurements and Disclosures , establishes a fair value hierarchy for those instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). The hierarchy consists of three levels: · Level 1 – Unadjusted prices in active markets for identical assets or liabilities. · Level 2 – Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. · Level 3 – Unobservable inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. The carrying amounts reflected in the balance sheets for cash, prepaid expenses and other current assets, accounts payable, and accrued expenses approximate their fair values at March 31, 2016 and December 31, 2015, due to their short ‑term nature. There have been no changes to the valuation methods for the three months ended March 31, 2016 and 2015. The Company evaluates transfers between levels at the end of each reporting period. There were no transfers of assets or liabilities between Level 1, Level 2 or Level 3 during the three months ended March 31, 2016 or 2015. |
Marketable Securities | Marketable Securities The Company classifies marketable securities with a remaining maturity when purchased of greater than three months as available-for-sale. Marketable securities with a remaining maturity date greater than one year are classified as non-current. Available-for-sale securities are maintained by an investment manager and may consist of U.S. Treasury securities and government agency securities and corporate debt securities. Available-for-sale securities are carried at fair value with the unrealized gains and losses included in other comprehensive income (loss) as a component of stockholders’ equity until realized. Any premium or discount arising at purchase is amortized and/or accreted to interest income and/or expense over the life of the instrument. Realized gains and losses are determined using the specific identification method and are included in other income (expense). If any adjustment to fair value reflects a decline in value of the investment, the Company considers all available evidence to evaluate the extent to which the decline is “other-than-temporary” and, if so, mark the investment to market through a charge to the Company’s statement of operations and comprehensive loss. |
Comprehensive loss | Comprehensive loss Comprehensive loss is composed of net loss and other comprehensive income or loss. Other comprehensive income consists of unrealized gains on marketable securities. |
Recent accounting pronouncements | Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share Based Payment Accounting ("ASU 2016-09") as part of the FASB simplification initiative. The new standard provides for changes to accounting for stock compensation including 1) excess tax benefits and tax deficiencies related to share based payment awards will be recognized as income tax expense in the reporting period in which they occur; 2) excess tax benefits will be classified as an operating activity in the statement of cash flow; 3) the option to elect to estimate forfeitures or account for them when they occur; and 4) increase tax withholding requirements threshold to qualify for equity classification. The ASU is effective for public companies for annual periods, and interim periods within those annual periods, beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the impact that ASU 2016-09 will have on the unaudited condensed financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The new standard requires the recognition of assets and liabilities arising from lease transactions on the balance sheet and the disclosure of key information about leasing arrangements. Accordingly, a lessee will recognize a lease asset for its right to use the underlying asset and a lease liability for the corresponding lease obligation. Both the asset and liability will initially be measured at the present value of the future minimum lease payments over the lease term. Subsequent measurement, including the presentation of expenses and cash flows, will depend on the classification of the lease as either a finance or an operating lease. Initial costs directly attributable to negotiating and arranging the lease will be included in the asset. For leases with a term of twelve months or less, a lessee can make an accounting policy election by class of underlying asset to not recognize an asset and corresponding liability. Lessees will also be required to provide additional qualitative and quantitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. These disclosures are intended to supplement the amounts recorded in the financial statements and provide additional information about the nature of an organization’s leasing activities. The new standard is effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. In transition, lessees are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The transition guidance also provides specific guidance for sale and leaseback transactions, build-to-suit leases and amounts previously recognized in accordance with the business combinations guidance for leases. We are currently evaluating our expected adoption method and the impact of this new standard on the unaudited condensed financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Measurements | |
Schedule of entity's assets that are measured at fair value on recurring basis | Quoted Significant prices in other Significant Total active observable unobservable markets inputs inputs (Level 1) (Level 2) (Level 3) March 31, 2016 Assets: Money Market Funds $ $ $ — $ — US government agency securities and treasuries — — Total cash and cash equivalents — Marketable securities: U.S. government agency securities and treasuries — — Corporate debt securities — — Total marketable securities — — Total assets $ $ $ $ — December 31, 2015 Assets: Money Market Funds — — Total Assets $ $ $ — $ — |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Property and Equipment | |
Schedule of property and equipment | March 31, December 31, 2016 2015 Machinery, computers and equipment $ $ Leasehold improvements Accumulated depreciation $ $ |
Stock Option Plans (Tables)
Stock Option Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Stock Option Plans | |
Schedule of stock option activity | Weighted ‑ Average Weighted ‑ Average Number Exercise Contractual of Shares Price Life (years) Outstanding at December 31, 2015 Granted Exercised — — Forfeited/canceled — — Outstanding at March 31, 2016 $ Options exercisable at March 31, 2016 $ |
Schedule of stock-based compensation expense for employee stock options, allocation of expense in statement of operations | Three Months Ended March 31, 2016 2015 Research and development expense $ $ General and administrative expense Total stock based compensation $ $ |
Net Loss Per Share Attributab22
Net Loss Per Share Attributable to Common Stockholders (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Net Loss Per Share Attributable to Common Stockholders | |
Schedule of computation of basic and diluted net loss per share | Three Months Ended March 31, 2016 2015 Net loss $ $ Accretion of convertible preferred stock to redemption value — Accrued dividends on convertible preferred stock — Net loss attributable to common stockholders—basic and diluted Weighted-average number of common shares—basic and diluted Net loss per share attributable to common stockholders—basic and diluted $ $ |
Schedule of potentially dilutive securities excluded from the computation of weighted average common shares outstanding | March 31, 2016 2015 Convertible preferred stock — Stock options |
Nature of Business and Basis 23
Nature of Business and Basis of Presentation (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | ||
Oct. 31, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | |
Equity transactions | |||
Par value (in dollars per share) | $ 0.001 | $ 0.001 | |
Cash and cash equivalents and marketable securities | $ 80.6 | ||
Private Placement | Common Stock | |||
Equity transactions | |||
Shares issued (in shares) | 2,395,010 | ||
Proceeds from issuance of common stock in private placement | $ 16.7 | ||
Initial Public Offering | Common Stock | |||
Equity transactions | |||
Shares issued (in shares) | 6,250,000 | ||
Par value (in dollars per share) | $ 0.001 | ||
Share price (in dollars per share) | $ 7 | ||
Proceeds from issuance of common stock in initial public offering | $ 43.7 | ||
Over-Allotment Option | Common Stock | |||
Equity transactions | |||
Shares issued (in shares) | 704,962 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies - Fair value measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Summary of Significant Accounting Policies | ||
Transfers in and out of assets and liabilities measured at fair value on a recurring basis using Level 1, Level 2 and Level 3 inputs. | $ 0 | $ 0 |
Marketable Securities (Details)
Marketable Securities (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Available-for-sale securities held | |
Amortized Cost | $ 27,704 |
Unrealized Gains | 9 |
Fair Value | 27,713 |
Maturities | |
Remaining maturities greater than one year | 0 |
U.S. government agency securities and treasuries | |
Available-for-sale securities held | |
Amortized Cost | 19,046 |
Unrealized Gains | 6 |
Fair Value | 19,052 |
Corporate debt securities | |
Available-for-sale securities held | |
Amortized Cost | 8,658 |
Unrealized Gains | 3 |
Fair Value | $ 8,661 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Fair value of assets measured at fair value on a recurring basis | ||
Total marketable securities | $ 27,713 | |
Marketable securities | ||
Realized gains or losses recognized | 0 | |
U.S. government agency securities and treasuries | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total marketable securities | 19,052 | |
Corporate debt securities | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total marketable securities | 8,661 | |
Recurring | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total cash and cash equivalents | 52,875 | |
Total marketable securities | 27,713 | |
Total assets | 80,588 | $ 89,713 |
Recurring | Money Market Funds | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total cash and cash equivalents | 46,118 | 89,713 |
Recurring | U.S. government agency securities and treasuries | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total cash and cash equivalents | 6,757 | |
Total marketable securities | 19,052 | |
Recurring | Corporate debt securities | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total marketable securities | 8,661 | |
Recurring | Level 1 | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total cash and cash equivalents | 46,118 | |
Total assets | 46,118 | 89,713 |
Recurring | Level 1 | Money Market Funds | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total cash and cash equivalents | 46,118 | $ 89,713 |
Recurring | Level 2 | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total cash and cash equivalents | 6,757 | |
Total marketable securities | 27,713 | |
Total assets | 34,470 | |
Recurring | Level 2 | U.S. government agency securities and treasuries | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total cash and cash equivalents | 6,757 | |
Total marketable securities | 19,052 | |
Recurring | Level 2 | Corporate debt securities | ||
Fair value of assets measured at fair value on a recurring basis | ||
Total marketable securities | $ 8,661 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Property and equipment | |||
Less accumulated depreciation and amortization | $ (349,000) | $ (330,000) | |
Property and equipment, net | 516,000 | 375,000 | |
Depreciation expense | 19,000 | $ 12,000 | |
Machinery, computers and equipment | |||
Property and equipment | |||
Property and equipment, gross | 847,000 | 687,000 | |
Leasehold improvements | |||
Property and equipment | |||
Property and equipment, gross | $ 18,000 | $ 18,000 |
Common Stock - Voting and Divid
Common Stock - Voting and Dividends (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016USD ($)Vote | Dec. 31, 2015USD ($) | |
Common Stock. | ||
Number of votes per common stock | Vote | 1 | |
Cash dividends | $ | $ 0 | $ 0 |
Common Stock - Offerings (Detai
Common Stock - Offerings (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 05, 2015 | Oct. 31, 2015 | Sep. 30, 2015 |
Common Stock | Private Placement | |||
Class of Stock [Line Items] | |||
Shares issued (in shares) | 2,395,010 | ||
Proceeds from issuance of common stock in private placement | $ 16.7 | ||
Common Stock | Initial Public Offering | |||
Class of Stock [Line Items] | |||
Shares issued (in shares) | 6,250,000 | ||
Share price (in dollars per share) | $ 7 | ||
Proceeds from issuance of common stock in initial public offering | $ 43.7 | ||
Common Stock | Over-Allotment Option | |||
Class of Stock [Line Items] | |||
Shares issued (in shares) | 704,962 | ||
CPRIT | |||
Class of Stock [Line Items] | |||
Grant award | $ 16.8 | ||
Shares of common stock to be purchased in private placement per the agreement | $ 16.8 | ||
CPRIT | Common Stock | Private Placement | |||
Class of Stock [Line Items] | |||
Shares issued (in shares) | 2,395,010 | ||
Share price (in dollars per share) | $ 7 | ||
Proceeds from issuance of common stock in private placement | $ 16.6 |
Stock Option Plans - Plan Infor
Stock Option Plans - Plan Information (Details) - $ / shares | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 29, 2015 | Dec. 31, 2008 | |
Number of Shares | ||||||||
Outstanding at beginning of period (in shares) | 1,529,459 | |||||||
Granted (in shares) | 386,250 | |||||||
Outstanding at end of period (in shares) | 1,915,709 | 1,915,709 | 1,529,459 | |||||
Exercisable at end of period (in shares) | 420,417 | 420,417 | ||||||
Weighted Average Exercise Price | ||||||||
Outstanding at beginning of period (in dollars per share) | $ 6.29 | |||||||
Granted (in dollars per share) | 4.37 | |||||||
Outstanding at end of period (in dollars per share) | $ 5.90 | 5.90 | $ 6.29 | |||||
Exercisable at end of period (in dollars per share) | $ 4.77 | $ 4.77 | ||||||
Additional disclosures | ||||||||
Weighted Average Remaining Contractual Life | 8 years 11 months 27 days | 9 years | ||||||
Weighted Average Remaining Contractual Life, Exercisable at end of period | 7 years 6 months 7 days | |||||||
ESPP | ||||||||
Stock Option Plans | ||||||||
Number of stock option and stock purchase rights available for grant | 375,485 | 375,485 | ||||||
Percentage of discount for employees under ESPP | 15.00% | |||||||
Purchase price as a percentage over fair value under ESPP | 85.00% | |||||||
Shares issued during the period under ESPP | 0 | |||||||
2008 Plan | ||||||||
Stock Option Plans | ||||||||
Number of stock option and stock purchase rights available for grant | 1,061,585 | 669,935 | 554,782 | 330,582 | ||||
Expiration period | 10 years | |||||||
Additional stock option and stock purchase rights available for grant | 391,650 | 115,153 | 224,200 | |||||
Number of Shares | ||||||||
Outstanding at end of period (in shares) | 800,478 | 800,478 | ||||||
2015 Plan | ||||||||
Stock Option Plans | ||||||||
Number of stock option and stock purchase rights available for grant | 3,513,805 | 3,513,805 | 1,671,800 | |||||
Additional stock option and stock purchase rights available for grant | 1,041,527 |
Stock Option Plans - Stock-Base
Stock Option Plans - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Stock-based compensation expense allocation | ||
Stock-based compensation expense | $ 447 | $ 134 |
2015 Plan | Stock Options | ||
Stock-based compensation expense allocation | ||
Unrecognized compensation cost | $ 5,900 | |
Unrecognized compensation cost, period of recognition | 3 years 2 months 12 days | |
2015 Plan | Restricted Stock Units | ||
Stock-based compensation expense allocation | ||
Awards granted (in shares) | 0 | |
2015 Plan | Stock Appreciation Rights | ||
Stock-based compensation expense allocation | ||
Awards granted (in shares) | 0 | |
Research and development expense. | ||
Stock-based compensation expense allocation | ||
Stock-based compensation expense | $ 171 | 32 |
General and administrative expense. | ||
Stock-based compensation expense allocation | ||
Stock-based compensation expense | $ 276 | $ 102 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Taxes | ||
Provision for income taxes | $ 0 | |
Interest and penalties related to income taxes | $ 0 | $ 0 |
Shared Services Agreement wit33
Shared Services Agreement with Asuragen (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Shared Services Agreement with Asuragen | ||
Shared Services | ||
Expenses | $ 94,000 | $ 98,000 |
Sublease Agreement with Asuragen | ||
Shared Services | ||
Expenses | $ 22,200 |
License Agreements (Details)
License Agreements (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | |
Rosetta Genomics | |||
License Agreements | |||
Up-front and milestone payments | $ 1,600,000 | ||
Aggregate payments to be made for each licensed product upon achievement of certain development and regulatory milestones | $ 3,000,000 | ||
Marina Biotech | |||
License Agreements | |||
Cumulative up-front and milestone payments | $ 2,100,000 | ||
Aggregate payments to be made for each licensed product upon achievement of certain development and regulatory milestones | 6,000,000 | ||
Additional payments to be made for each licensed product upon achievement of certain development and regulatory milestones for a specified number of additional indications | 4,000,000 | ||
Maximum cap on all milestone payments per product | 10,000,000 | ||
Aggregate of all remaining development and regulatory milestone payments upon additional indications | 4,000,000 | ||
Yale University | |||
License Agreements | |||
Maximum cap on all milestone payments per product | $ 600,000 |
Commitments and Contingencies (
Commitments and Contingencies (Detail) - Asuragen Inc | Mar. 31, 2016USD ($) |
Shared Services Agreement with Asuragen | |
Remaining commitments | |
Remaining commitments due in 2016 | $ 197,510 |
Sublease Agreement with Asuragen | |
Remaining commitments | |
Remaining commitments due in 2016 | $ 37,000 |
Net Loss Per Share Attributab36
Net Loss Per Share Attributable to Common Stockholders - Computation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net Loss Per Share Attributable to Common Stockholders | ||
Net loss | $ (6,571) | $ (4,279) |
Accretion of convertible preferred stock to redemption value | (422) | |
Accrued dividends on convertible preferred stock | (696) | |
Net loss attributable to common stockholders | $ (6,571) | $ (5,397) |
Weighted‑average number of common shares—basic and diluted | 20,830,555 | 88,484 |
Net loss per share attributable to common stockholders - basic and diluted | $ (0.32) | $ (60.99) |
Net Loss Per Share Attributab37
Net Loss Per Share Attributable to Common Stockholders - Dilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Potentially dilutive securities | ||
Potentially dilutive securities excluded from the computation of weighted average common shares outstanding | 1,915,709 | 10,029,275 |
Convertible Preferred Stock | ||
Potentially dilutive securities | ||
Potentially dilutive securities excluded from the computation of weighted average common shares outstanding | 9,472,340 | |
Options to purchase common stock | ||
Potentially dilutive securities | ||
Potentially dilutive securities excluded from the computation of weighted average common shares outstanding | 1,915,709 | 556,935 |