Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 13, 2013 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Registrant Name | 'BioAmber Inc. | ' |
Entity Central Index Key | '0001534287 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 18,427,655 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | 59 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Revenues | ' | ' | ' | ' | ' |
Licensing revenue from related parties (Note 16) | ' | ' | ' | ' | $1,300,580 |
Product sales | 866,529 | 473,486 | 2,225,640 | 1,459,549 | 5,077,259 |
Total revenues | 866,529 | 473,486 | 2,225,640 | 1,459,549 | 6,377,839 |
Cost of goods sold (Note 16) | 655,175 | 583,998 | 2,264,916 | 1,275,755 | 4,847,800 |
Gross profit (loss) | 211,354 | -110,512 | -39,276 | 183,794 | 1,530,039 |
Operating expenses | ' | ' | ' | ' | ' |
General and administrative | 2,296,293 | 4,713,125 | 6,926,688 | 9,730,305 | 29,153,056 |
Research and development, net | 2,760,006 | 4,791,129 | 13,079,726 | 15,604,153 | 56,916,822 |
Sales and marketing | 1,073,723 | 1,236,851 | 3,821,455 | 3,137,783 | 10,647,463 |
Depreciation of property and equipment and amortization of intangible assets | 40,321 | 524,412 | 1,112,486 | 1,575,178 | 4,760,019 |
Impairment loss and write-off of property and equipment and of intangible assets (Note 1) | ' | ' | 8,619,405 | ' | 9,960,743 |
Foreign exchange (gain) loss | -111,482 | 181,695 | -228,169 | 79,517 | 25,156 |
Operating expenses | 6,058,861 | 11,447,212 | 33,331,592 | 30,126,936 | 111,463,259 |
Operating loss | 5,847,507 | 11,557,724 | 33,370,868 | 29,943,142 | 109,933,220 |
Amortization of deferred financing costs and debt discounts | 191,289 | 10,445 | 377,722 | 33,070 | 663,231 |
Financial charges (income), net (Note 10) | 2,905,722 | ' | -8,842,278 | ' | -3,199,343 |
Gain on debt extinguishment (Note 8) | ' | ' | -314,305 | ' | -314,305 |
Interest revenue from related parties (Note 16) | ' | ' | ' | ' | -161,771 |
Income taxes (Note 13) | 22,186 | ' | 68,756 | ' | -668,179 |
Equity participation in losses of equity method investments (Note 3) | 52 | 85,304 | 15,442 | 217,608 | 7,063,023 |
Gain on re-measurement of Bioamber S.A.S. | ' | ' | ' | ' | -6,215,594 |
Net loss | 8,966,756 | 11,653,473 | 24,676,205 | 30,193,820 | 107,100,282 |
Net loss attributable to: | ' | ' | ' | ' | ' |
BioAmber Inc. shareholders | 8,833,499 | 11,581,418 | 24,259,432 | 30,060,428 | 106,085,624 |
Non-controlling interest | 133,257 | 72,055 | 416,773 | 133,392 | 1,014,658 |
Net loss | $8,966,756 | $11,653,473 | $24,676,205 | $30,193,820 | $107,100,282 |
Net loss per share attributable to BioAmber Inc. shareholders - basic | $0.48 | $1.12 | $1.66 | $2.92 | ' |
Weighted-average of common shares outstanding - basic | 18,419,267 | 10,332,315 | 14,620,923 | 10,279,045 | ' |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | 59 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Amounts Reclassified Out Of Accumulated Other Comprehensive Income Loss [Abstract] | ' | ' | ' | ' | ' |
Net loss | $8,966,756 | $11,653,473 | $24,676,205 | $30,193,820 | $107,100,282 |
Foreign currency translation adjustment | -446,718 | -529,523 | 172,484 | -343,126 | 165,852 |
Total comprehensive loss | 8,520,038 | 11,123,950 | 24,848,689 | 29,850,694 | 107,266,134 |
Total comprehensive loss attributable to: | ' | ' | ' | ' | ' |
BioAmber Inc. shareholders | 8,434,417 | 11,150,155 | 24,439,795 | 29,852,572 | 106,360,956 |
Non-controlling interest | 85,621 | -26,205 | 408,894 | -1,878 | 905,178 |
Total comprehensive loss | $8,520,038 | $11,123,950 | $24,848,689 | $29,850,694 | $107,266,134 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Current assets | ' | ' |
Cash (Note 8, iii) | $95,607,980 | $25,072,337 |
Accounts receivable | 574,141 | 596,171 |
Inventories (Note 4) | 2,797,467 | 1,894,319 |
Prepaid expenses and deposits (Note 4) | 5,365,806 | 2,364,934 |
Valued added tax, income taxes and other receivables | 1,465,392 | 1,969,681 |
Deferred financing costs | 739,210 | 16,741 |
Total current assets | 106,549,996 | 31,914,183 |
Property and equipment, net (Note 5) | 6,711,048 | 3,650,984 |
Investment in equity method investments (Note 3) | 710,087 | 725,529 |
Intangible assets, net (Note 6) | 4,158,550 | 13,050,153 |
Goodwill | 680,520 | 662,972 |
Total assets | 118,810,201 | 50,003,821 |
Current liabilities | ' | ' |
Accounts payable and accrued liabilities (Note 7) | 5,182,511 | 4,677,920 |
Income taxes payable (Note 13) | 1,078,351 | 982,658 |
Accounts payable Agro-industries Recherches et Développements ("ARD") (Note 16) | 238,286 | 197,019 |
Deferred grants (Note 9) | 3,583,965 | 3,711,356 |
Short-term portion of long-term debt (Note 8) | 3,125,000 | 183,177 |
Total current liabilities | 13,208,113 | 9,752,130 |
Long-term debt (Note 8) | 25,255,521 | 2,416,616 |
Warrants financial liability (Note 12) | 6,400,000 | ' |
Other long-term liabilities | 71,250 | 37,500 |
Total liabilities | 44,934,884 | 12,206,246 |
Commitments and contingencies (Note 11) | ' | ' |
Shareholders' equity | ' | ' |
Common stock: $0.01 par value per share; 55,000,000 authorized, 18,427,655 and 10,349,815 issued and outstanding at September 30, 2013 and December 31, 2012, respectively | 184,277 | 103,498 |
Additional paid-in capital | 174,637,777 | 113,780,846 |
Warrants | 3,063,678 | 3,074,957 |
Deficit accumulated during the development stage | -106,085,624 | -81,826,192 |
Accumulated other comprehensive income (loss) | -275,332 | -94,969 |
Total BioAmber Inc. shareholders' equity | 71,524,776 | 35,038,140 |
Non-controlling interest | 2,350,541 | 2,759,435 |
Total shareholders' equity | 73,875,317 | 37,797,575 |
Total liabilities and equity | $118,810,201 | $50,003,821 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Statement Of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 55,000,000 | 55,000,000 |
Common stock, shares issued | 18,427,655 | 10,349,815 |
Common stock, shares outstanding | 18,427,655 | 10,349,815 |
Consolidated_Statements_of_Sha
Consolidated Statements of Shareholders' Equity (USD $) | Total | Common Stock [Member] | Series A Participating Convertible Preferred Shares [Member] | Additional Paid-in Capital [Member] | Warrants [Member] | Deficit Accumulated During Development Stage [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Non-Controlling Interest [Member] |
Balance at Jun. 30, 2009 | $3,970,779 | $4,081 | $11,779 | $3,691,382 | $2,118,563 | ($1,850,906) | ($4,120) | ' |
Balance, shares at Jun. 30, 2009 | ' | 408,100 | 1,177,925 | ' | 1,522,465 | ' | ' | ' |
Issuance of shares of common stock pursuant to the conversion of warrants (Note 12) | 3,999,900 | 6,965 | ' | 3,992,935 | ' | ' | ' | ' |
Issuance of shares of common stock pursuant to the conversion of warrants, shares (Note 12) | ' | 696,500 | ' | ' | ' | ' | ' | ' |
Issuance of common stock pursuant to private placement, net of issuance costs (Note 12) | 7,410,348 | 13,931 | ' | 7,396,417 | ' | ' | ' | ' |
Issuance of common stock pursuant to private placement, shares (Note 12) | ' | 1,393,070 | ' | ' | ' | ' | ' | ' |
Issuance of warrants pursuant to a private placement (Note 12) | ' | ' | ' | -244,373 | 244,373 | ' | ' | ' |
Issuance of warrants pursuant to a private placement, shares (Note 12) | ' | ' | ' | ' | 66,185 | ' | ' | ' |
Conversion of preferred shares to shares of common stock pursuant to private placement (Note 12) | ' | 11,779 | -11,779 | ' | ' | ' | ' | ' |
Conversion of preferred shares to shares of common stock pursuant to private placement, shares (Note 12) | ' | 1,177,925 | -1,177,925 | ' | ' | ' | ' | ' |
Warrants exercised | 102,967 | 824 | ' | 156,445 | -54,302 | ' | ' | ' |
Warrants exercised, shares | ' | 82,355 | ' | ' | -82,355 | ' | ' | ' |
Warrants expired | ' | ' | ' | 11,769 | -11,769 | ' | ' | ' |
Warrants expired, shares | ' | ' | ' | ' | -29,050 | ' | ' | ' |
Stock options exercised (Note 12) | 7,504 | 70 | ' | 7,434 | ' | ' | ' | ' |
Stock options exercised, shares (Note 12) | ' | 7,000 | ' | ' | ' | ' | ' | ' |
Stock-based compensation (Note 12) | 470,325 | ' | ' | 470,325 | ' | ' | ' | ' |
Net loss | -8,069,522 | ' | ' | ' | ' | -7,992,216 | ' | -77,306 |
Acquisition of non-controlling interest/ Sinoven Biopolymers Inc | 339,142 | ' | ' | ' | ' | ' | ' | 339,142 |
Foreign currency translation | -646,824 | ' | ' | ' | ' | ' | -646,824 | ' |
Balance at Jun. 30, 2010 | 7,584,619 | 37,650 | ' | 15,482,334 | 2,296,865 | -9,843,122 | -650,944 | 261,836 |
Balance, shares at Jun. 30, 2010 | ' | 3,764,950 | ' | ' | 1,477,245 | ' | ' | ' |
Warrants expired | ' | ' | ' | 7,879 | -7,879 | ' | ' | ' |
Warrants expired, shares | ' | ' | ' | ' | -7,350 | ' | ' | ' |
Issuance of common stock pursuant to the acquisition of Bioamber S.A.S. | 7,344,224 | 11,075 | ' | 7,333,149 | ' | ' | ' | ' |
Issuance of common stock pursuant to the acquisition of Bioamber S.A.S, shares | ' | 1,107,540 | ' | ' | ' | ' | ' | ' |
Stock-based compensation (Note 12) | 635,284 | ' | ' | 635,284 | ' | ' | ' | ' |
Net loss | -2,112,784 | ' | ' | ' | ' | -2,010,861 | ' | -101,923 |
Foreign currency translation | 403,302 | ' | ' | ' | ' | ' | 403,302 | ' |
Balance at Dec. 31, 2010 | 13,854,645 | 48,725 | ' | 23,458,646 | 2,288,986 | -11,853,983 | -247,642 | 159,913 |
Balance, shares at Dec. 31, 2010 | ' | 4,872,490 | ' | ' | 1,469,895 | ' | ' | ' |
Issuance of common stock pursuant to private placement, net of issuance costs | 40,769,375 | 38,875 | ' | 40,730,500 | ' | ' | ' | ' |
Issuance of common stock pursuant to private placement, shares | ' | 3,887,485 | ' | ' | ' | ' | ' | ' |
Issuance of common stock pursuant to private placement, net of issuance costs (Note 12) | 19,969,587 | 7,021 | ' | 19,962,566 | ' | ' | ' | ' |
Issuance of common stock pursuant to private placement, shares (Note 12) | ' | 702,135 | ' | ' | ' | ' | ' | ' |
Issuance of common stock pursuant to conversion of unsecured convertible notes, net of costs of $8,626 (Note 12) | 3,990,267 | 3,792 | ' | 3,986,475 | ' | ' | ' | ' |
Issuance of common stock pursuant to conversion of unsecured convertible notes, shares (Note 12) | 379,155 | 379,155 | ' | ' | ' | ' | ' | ' |
Issuance of warrants pursuant to a private placement (Note 12) | 810,448 | ' | ' | ' | 810,448 | ' | ' | ' |
Issuance of warrants pursuant to a private placement, shares (Note 12) | ' | ' | ' | ' | 94,745 | ' | ' | ' |
Release of common stock to Sinoven owners | 1,229,100 | 700 | ' | 1,228,400 | ' | ' | ' | ' |
Release of common stock to Sinoven owners, shares | ' | 70,000 | ' | ' | ' | ' | ' | ' |
Warrants exercised | 87,717 | 455 | ' | 97,164 | -9,902 | ' | ' | ' |
Warrants exercised, shares | ' | 45,500 | ' | ' | -45,500 | ' | ' | ' |
Warrants expired | ' | ' | ' | 14,254 | -14,254 | ' | ' | ' |
Warrants expired, shares | ' | ' | ' | ' | -59,850 | ' | ' | ' |
Stock options exercised (Note 12) | 7,504 | 70 | ' | 7,434 | ' | ' | ' | ' |
Stock options exercised, shares (Note 12) | ' | 7,000 | ' | ' | ' | ' | ' | ' |
Stock-based compensation (Note 12) | 3,905,478 | ' | ' | 3,905,478 | ' | ' | ' | ' |
Net loss | -30,852,403 | ' | ' | ' | ' | -30,621,159 | ' | -231,244 |
Acquisition of non-controlling interest/ Sinoven Biopolymers Inc | 2,988,500 | ' | ' | 2,984,550 | ' | ' | ' | 3,950 |
Contribution by non-controlling interest | 2,912,628 | ' | ' | ' | ' | ' | ' | 2,912,628 |
Foreign currency translation | -257,615 | ' | ' | ' | ' | ' | -257,615 | ' |
Balance at Dec. 31, 2011 | 59,415,231 | 99,638 | ' | 96,375,467 | 3,075,278 | -42,475,142 | -505,257 | 2,845,247 |
Balance, shares at Dec. 31, 2011 | ' | 9,963,765 | ' | ' | 1,459,290 | ' | ' | ' |
Issuance of common stock pursuant to private placement, net of issuance costs (Note 12) | 9,977,656 | 3,510 | ' | 9,974,146 | ' | ' | ' | ' |
Issuance of common stock pursuant to private placement, shares (Note 12) | ' | 351,050 | ' | ' | ' | ' | ' | ' |
Release of shares held in trust (Note 2) | ' | 350 | ' | -350 | ' | ' | ' | ' |
Release of shares held in trust, shares (Note 2) | ' | 35,000 | ' | ' | ' | ' | ' | ' |
Warrants expired | ' | ' | ' | 321 | -321 | ' | ' | ' |
Warrants expired, shares | ' | ' | ' | ' | -1,435 | ' | ' | ' |
Stock-based compensation (Note 12) | 7,431,262 | ' | ' | 7,431,262 | ' | ' | ' | ' |
Net loss | -39,538,463 | ' | ' | ' | ' | -39,351,050 | ' | -187,413 |
Foreign currency translation | 511,889 | ' | ' | ' | ' | ' | 410,288 | 101,601 |
Balance at Dec. 31, 2012 | 37,797,575 | 103,498 | ' | 113,780,846 | 3,074,957 | -81,826,192 | -94,969 | 2,759,435 |
Balance, shares at Dec. 31, 2012 | ' | 10,349,815 | ' | ' | 1,457,855 | ' | ' | ' |
Release of shares held in trust (Note 2) | ' | 630 | ' | -630 | ' | ' | ' | ' |
Release of shares held in trust, shares (Note 2) | ' | 63,000 | ' | ' | ' | ' | ' | ' |
Cancellation of shares (Note 2) | -140,000 | ' | ' | -140,000 | ' | ' | ' | ' |
Warrants exercised | 19,178 | 149 | ' | 30,308 | -11,279 | ' | ' | ' |
Warrants exercised, shares | ' | 14,840 | ' | ' | -14,480 | ' | ' | ' |
Stock-based compensation (Note 12) | 5,462,744 | ' | ' | 5,462,744 | ' | ' | ' | ' |
Issuance of units, net of issuance costs (Note 12) | 55,584,509 | 80,000 | ' | 55,504,509 | ' | ' | ' | ' |
Issuance of units, net of issuance costs, shares (Note 12) | ' | 8,000,000 | ' | ' | ' | ' | ' | ' |
Net loss | -24,676,205 | ' | ' | ' | ' | -24,259,432 | ' | -416,773 |
Foreign currency translation | -172,484 | ' | ' | ' | ' | ' | -180,363 | 7,879 |
Balance at Sep. 30, 2013 | $73,875,317 | $184,277 | ' | $174,637,777 | $3,063,678 | ($106,085,624) | ($275,332) | $2,350,541 |
Balance, shares at Sep. 30, 2013 | ' | 18,427,655 | ' | ' | 1,443,015 | ' | ' | ' |
Consolidated_Statements_of_Sha1
Consolidated Statements of Shareholders' Equity (Parenthetical) (USD $) | 12 Months Ended | ||
Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2010 | |
Issuance of common stock pursuant to private placement, issuance costs | ' | $231,374 | ' |
Issuance of common stock pursuant to private placement, issuance costs | 22,254 | 31,230 | 589,854 |
Issuance of common stock pursuant to conversion of unsecured convertible notes, issuance costs | ' | 8,626 | ' |
Common Stock [Member] | ' | ' | ' |
Issuance of common stock pursuant to private placement, issuance costs | ' | 231,374 | ' |
Issuance of common stock pursuant to private placement, issuance costs | 22,254 | 31,230 | 589,854 |
Issuance of common stock pursuant to conversion of unsecured convertible notes, issuance costs | ' | 8,626 | ' |
Additional Paid-in Capital [Member] | ' | ' | ' |
Issuance of common stock pursuant to private placement, issuance costs | ' | 231,374 | ' |
Issuance of common stock pursuant to private placement, issuance costs | 22,254 | 31,230 | 589,854 |
Issuance of common stock pursuant to conversion of unsecured convertible notes, issuance costs | ' | $8,626 | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | 9 Months Ended | 59 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Cash flows from operating activities | ' | ' | ' | ' | ' |
Net loss | ($8,966,756) | ($11,653,473) | ($24,676,205) | ($30,193,820) | ($107,100,282) |
Adjustments to reconcile net loss to cash: | ' | ' | ' | ' | ' |
Stock-based compensation | 986,153 | 2,006,053 | 5,462,744 | 5,755,106 | 18,102,090 |
Depreciation of property and equipment and amortization of intangible assets | 40,321 | 524,412 | 1,112,486 | 1,575,178 | 4,760,019 |
Impairment loss and write-off of property and equipment and of intangible assets (Note 1) | ' | ' | 8,619,405 | ' | 9,960,743 |
Amortization of deferred financing costs and debt discounts | 191,289 | 10,445 | 377,722 | 33,070 | 663,231 |
Write-off of IPO costs | ' | ' | ' | ' | 1,828,074 |
Equity participation in losses of equity method investments | 52 | 85,304 | 15,442 | 217,608 | 7,063,023 |
Other long-term liabilities | 11,250 | ' | 33,750 | ' | 71,250 |
Gain on re-measurement of Bioamber S.A.S. | ' | ' | ' | ' | -6,215,594 |
Financial charges (income), net (Note 10) | 2,251,595 | ' | -9,496,405 | ' | -3,853,470 |
(Gain) loss on debt extinguishment (Note 8, ii) | ' | ' | -314,305 | ' | -314,305 |
Deferred income taxes | ' | ' | ' | ' | -736,935 |
Changes in operating assets and liabilities | ' | ' | ' | ' | ' |
Change in accounts receivable | 53,154 | 230,225 | 22,030 | -104,314 | -574,141 |
Change in accounts receivable from Bioamber S.A.S. | ' | ' | ' | ' | -5,963,869 |
Change in inventories | -481,957 | 72,087 | -903,148 | -1,471,500 | -2,797,467 |
Change in prepaid expenses and deposits | 424,042 | 85,304 | -2,970,633 | -2,069,290 | -5,372,753 |
Change in research and development tax credits receivable, value added tax, income taxes and other receivables | 617,551 | -521,645 | 529,475 | -944,782 | 1,065,659 |
Change in accounts payable to ARD | 162,657 | -715,902 | 43,786 | 518,662 | 597,063 |
Change in accounts payable and accrued liabilities | -631,267 | 497,465 | 564,407 | 149,540 | 1,860,603 |
Net cash used in operating activities | -5,341,916 | -9,379,725 | -21,579,449 | -26,534,542 | -86,957,061 |
Cash flows from investing activities | ' | ' | ' | ' | ' |
Acquisition of property and equipment | -2,494,138 | -2,257,259 | -4,606,597 | -5,776,733 | -11,334,902 |
Cash consideration paid on the acquisition of Sinoven | ' | ' | ' | ' | -20 |
Investment in equity method investments | ' | ' | ' | -1,000,000 | -1,000,000 |
Net cash from acquisition of Bioamber S.A.S. | ' | ' | ' | ' | 1,016,969 |
Net cash used in investing activities | -2,494,138 | -2,257,259 | -4,606,597 | -6,776,733 | -11,317,953 |
Cash flows from financing activities | ' | ' | ' | ' | ' |
Issuance of bridge loan | ' | ' | ' | ' | 585,000 |
Repayment of bridge loan | ' | ' | ' | ' | -585,000 |
Deferred financing costs | 49,190 | 2,524,975 | -722,469 | 1,844,815 | -2,104,825 |
Issuance of long-term debt (Note 8 iii) | ' | ' | 25,589,855 | ' | 28,322,839 |
Government grants (Note 9) | ' | ' | 485,462 | ' | 6,900,546 |
Proceeds from issuance of convertible notes, net of financing costs | ' | ' | ' | ' | 7,805,798 |
Net proceeds from issuance of common shares | 19,178 | ' | 19,178 | 9,977,656 | 78,350,626 |
Proceeds from issuance of shares by a subsidiary | ' | ' | ' | ' | 2,912,628 |
Net proceeds on issuance of units (Note 12) | ' | ' | 71,732,509 | ' | 71,732,509 |
Cancellation of shares (Note 2) | ' | ' | -140,000 | ' | -140,000 |
Net cash provided by financing activities | 68,368 | 2,524,975 | 96,964,535 | 11,822,471 | 193,780,121 |
Foreign exchange impact on cash | 394,457 | 426,366 | -242,846 | 468,971 | 102,873 |
Increase (decrease) in cash | -7,373,229 | -8,685,643 | 70,535,643 | -21,019,833 | 95,607,980 |
Cash, beginning of period | 102,981,209 | 35,621,951 | 25,072,337 | 47,956,141 | ' |
Cash, end of period | 95,607,980 | 26,936,308 | 95,607,980 | 26,936,308 | 95,607,980 |
Non-cash transactions: | ' | ' | ' | ' | ' |
Shares and warrants issued in connection with the spin-off transaction | ' | ' | ' | ' | 4,011,220 |
Conversion of convertible notes into common shares (Note 12) | ' | ' | ' | ' | 5,999,347 |
Forgiveness of convertible note | ' | ' | ' | ' | 100 |
Conversion of preferred shares into common shares | ' | ' | ' | ' | 11,779 |
Acquisition of Sinoven-contingent consideration | ' | ' | ' | ' | 1,005,000 |
Acquisition of Bioamber S.A.S. common stock | ' | ' | ' | ' | 7,344,224 |
Warrants issued in connection with the bridge loan and closing of private placement | ' | ' | ' | ' | 810,448 |
Construction in Progress costs not yet paid | $1,049,084 | ' | $1,049,084 | ' | $1,049,084 |
Summary_of_significant_account
Summary of significant accounting policies | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Summary of significant accounting policies | ' |
1. Summary of significant accounting policies | |
Basis of presentation | |
The accompanying unaudited consolidated financial statements have been prepared in accordance with SEC rules and regulations and using the same accounting policies as described in Note 2 of the 2012 audited consolidated financial statements. Accordingly, these unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s annual consolidated financial statements for the year ended December 31, 2012. | |
The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management bases its estimates on various assumptions and historical experience, which are believed to be reasonable; however, due to the inherent nature of estimates, actual results may differ significantly due to changed conditions or assumptions. The results of operations for the nine and three months ended September 30, 2013 are not necessarily indicative of results to be expected for the year ended December 31, 2013 or any other future period. | |
Revenue | |
The Company’s revenues represent sales of bio-succinic acid to a limited number of customers. Revenues from the Company’s two largest customers represented 62% and 84% of the consolidated revenue for the nine months ended September 30, 2013 and 2012, respectively. Revenues from two customers represented 53% and 74% of the consolidated revenue for the three months ended September 30, 2013 and 2012, respectively. | |
Intangible assets | |
Costs incurred in obtaining patents are capitalized and amortized on a straight-line basis over their estimated useful lives of between 8 and 15 years. The Company’s patent portfolio was acquired as part of the spin-off transaction and the acquisition of Bioamber SAS. The cost of servicing the patents is expensed as incurred. | |
As required by FASB ASC 805, acquired in-process research and development (IPR&D) through business combinations is accounted for as an indefinite-lived intangible asset until completion or abandonment of the associated research and development efforts. Therefore, such assets are not amortized but are tested for impairment at least annually. Once the research and development activities are completed, the assets will be amortized over the related product’s useful life. If the project is abandoned, the assets will be written off if they have no alternative future use. | |
The Company reviews its portfolio of patents and acquired in-process research and development taking into consideration events or circumstances that may affect its recoverable value. | |
During the second quarter of 2013, the Company’s board of directors approved the transition from an E. coli-based technology to its yeast-based technology to be used in the production process at its manufacturing facility in Sarnia, Ontario planned to be mechanically complete in December 2014. FASB ASC 350 requires evaluating the remaining useful life of an intangible asset that is being amortized each reporting period to determine whether events and circumstances warrant a revision to the remaining period of amortization. The decision to remove the E. coli as the core technology from the Company’s production process required the Company to assess for potential impairment by conducting a recoverability test of this intellectual property (IP) portfolio and determining whether the carrying value of the IP is less than or equal to the fair value of the IP. The test comprised determining the fair value by discounting future cash flows from the future expected sales of succinic acid manufactured using the E. coli technology. The tests indicated that the fair market value was nominal. The non-recurring fair value measure is a level 3 fair value measure. As a consequence, the Company recognized an impairment loss on the intangible assets related to the E. coli technology, comprised of patents and IPR&D acquired as part of the spin-off transaction and the acquisition of Bioamber S.A.S. in the amount of $7.8 million during the second quarter of 2013. | |
Long-lived asset impairment | |
Management assesses the fair value of its long-lived assets in accordance with ASC 360, Property, Plant, and Equipment. At the end of each reporting period, it evaluates whether there is objective evidence of events or changes in business conditions which suggest that an asset may be impaired. In such cases, the Company determines the fair value based upon forecasted, undiscounted cash flows which the assets are expected to generate and the net proceeds expected from their sale. If the carrying amount exceeds the fair value of the asset, it is decreased by the difference between the two being the amount of the impairment. | |
As a result of the Company’s board of directors approving the transition from an E. coli-based technology to yeast-based technology in the second quarter of 2013, the Company conducted an analysis of the costs capitalized in construction in progress to determine whether such costs would still provide future benefits as part of the planned manufacturing facility in Sarnia, Ontario. The assessment conducted by the Company identified certain costs that are no longer useful for a productive process based on its yeast. Accordingly, the Company recognized a write-off in an amount of $834,000 during the second quarter of 2013. | |
Warrants financial liability | |
The Company accounts for common stock warrants in accordance with applicable accounting guidance provided in FASB ASC 815, Derivatives and Hedging—Contracts in Entity’s Own Equity, as either derivative liabilities or as equity instruments depending on the specific terms of the warrant agreement. Derivative warrant liabilities are valued using the Black-Scholes pricing model at the date of initial issuance and using the closing value as quoted on the New York Stock Exchange at each subsequent balance sheet date. | |
The liability is presented as warrants financial liability in the consolidated balance sheet, and changes in the fair value of the warrants are reflected in the consolidated statement of operations as part of financial charges (income), net. | |
Net loss per share | |
The Company computes net loss per share in accordance with FASB ASC 260, Earnings per share, under which basic net loss per share attributable to common shareholders is computed by dividing net loss attributable to common shareholders by the basic weighted-average number of common shares outstanding during the period. Shares issued and reacquired during the period are weighted for the portion of the period that they were outstanding. The computation of diluted earnings per share (“EPS”) is similar to the computation of the basic EPS except that the denominator is increased to include the number of additional shares of common stock that would have been outstanding if all of the potentially dilutive shares of common stock had been issued. In addition, in computing the dilutive effect of convertible securities, the numerator is adjusted to add back any convertible preferred dividends and the after-tax amount of interest recognized in the period associated with any convertible debt. The numerator is also adjusted for any other changes in income or loss that would result from the assumed conversion of those potential shares of common stock such as profit-sharing expenses. Common equivalent shares are excluded from the diluted EPS calculation if their effect is anti-dilutive. We have incurred losses in each period since inception; accordingly, diluted loss per share is not presented as it is identical to basic EPS. | |
Recent accounting pronouncements | |
In February 2013, the FASB amended the guidance on the presentation of comprehensive income in order to improve the reporting of reclassifications out of accumulated other comprehensive income. The amendment does not change the current requirements for reporting net income or other comprehensive income in financial statements. Rather, it requires the entity to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount being reclassified is required under GAAP to be reclassified in its entirety to net income in the same reporting period. For other amounts that are not required under GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under GAAP that provide additional detail about those amounts. The new guidance is effective prospectively for reporting periods beginning after December 15, 2012. The standard does not impact the Company. |
Sinoven_Biopolymers_Inc_Sinove
Sinoven Biopolymers Inc. ("Sinoven") | 9 Months Ended |
Sep. 30, 2013 | |
Postemployment Benefits [Abstract] | ' |
Sinoven Biopolymers Inc. ("Sinoven") | ' |
2. Sinoven Biopolymers Inc. (“Sinoven”) | |
On March 1, 2013, the Company and Sinoven’s selling shareholders entered into a Termination and Release Agreement (the “Termination Agreement”), whereby their employment was terminated. Pursuant to the Termination Agreement, the 70,000 shares held in trust on behalf of the selling shareholders were dealt with as follows: | |
i) 63,000 shares were released, and | |
ii) 7,000 shares were forfeited in exchange for cash consideration of $140,000. | |
The shares held in trust were considered deferred stock-based compensation and expensed in accordance with FASB ASC 718, ratably over the period in which the shares vested. As a result of entering into the Termination Agreement, the Company recognized the remaining deferred compensation as an expense in the amount of $872,375 on March 1, 2013 and recorded the $140,000 paid in cash as a decrease of additional paid-in capital. |
Investment_in_AmberWorks_LLC
Investment in AmberWorks LLC | 9 Months Ended |
Sep. 30, 2013 | |
Schedule Of Investments [Abstract] | ' |
Investment in AmberWorks LLC | ' |
3. Investment in AmberWorks LLC | |
AmberWorks had revenue of nil and $45,893 and a net loss of $30,884 and $435,216, for the nine months ended September 30, 2013 and 2012, respectively. Sinoven’s share of the net loss amounted to $15,442 and $217,608 for those periods. | |
AmberWorks had revenue of nil and a net loss of $104 and $170,608, for the three months ended September 30, 2013 and 2012, respectively. Sinoven’s share of the net loss amounted to $52 and $85,304 for those periods. | |
AmberWorks had total assets of $1,420,174 and $1,484,611 and total liabilities of nil and $33,553 as of September 30, 2013 and December 31, 2012, respectively. Sinoven’s share of net assets amounted to $710,087 and $725,529 as of those periods. |
Inventories_and_Prepaid_Expens
Inventories and Prepaid Expenses and Deposits | 9 Months Ended |
Sep. 30, 2013 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ' |
Inventories and Prepaid Expenses and Deposits | ' |
4. Inventories and Prepaid expenses and deposits | |
The Company had $2.8 million and $1.9 million of finished goods inventory as of September 30, 2013 and December 31, 2012, respectively. | |
The Company had $5.4 million and $2.4 million of prepaid expenses and deposits as of September 30, 2013 and December 31, 2012, respectively, which was comprised primarily of deposits made to secure the purchase of equipment and advances for the planned construction of the manufacturing facility in Sarnia, Ontario. |
Property_and_Equipment
Property and Equipment | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||||
Property and Equipment | ' | ||||||||||
5. Property and equipment | |||||||||||
Estimated | September 30, | December 31, | |||||||||
Useful | 2013 | 2012 | |||||||||
Life | |||||||||||
(years) | |||||||||||
$ | $ | ||||||||||
Land | 326,929 | 338,550 | |||||||||
Furniture and fixtures | 5 - 8 | 50,797 | 51,354 | ||||||||
Machinery and equipment | 5 -15 | 515,319 | 328,595 | ||||||||
Computers, office equipment and peripherals | 3 - 7 | 207,823 | 180,689 | ||||||||
Construction in-progress | 9,206,808 | 5,851,247 | |||||||||
Grants applied to construction in-progress | (3,372,018 | ) | (2,978,689 | ) | |||||||
6,935,658 | 3,771,746 | ||||||||||
Less: accumulated depreciation | (224,610 | ) | (120,762 | ) | |||||||
Property and equipment, net | 6,711,048 | 3,650,984 | |||||||||
Depreciation expense is recorded as an operating expense in the consolidated statements of operations and amounted to $110,519 and $53,405 for the nine months ended September 30, 2013 and 2012, respectively and to $40,321 and $24,219 as for the three months ended September 30, 2013 and 2012, respectively. |
Intangible_Assets
Intangible Assets | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||
Intangible Assets | ' | ||||||||
6. Intangible assets | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Intellectual property, patents and licenses: | |||||||||
Beginning balance | 12,664,197 | 5,006,495 | |||||||
Completion of in-process research and development | — | 8,056,451 | |||||||
Write-off of patents and completed IPR&D | (7,785,384 | ) | (398,749 | ) | |||||
4,878,813 | 12,664,197 | ||||||||
Foreign currency translation adjustment | (350,074 | ) | (245,823 | ) | |||||
4,528,739 | 12,418,374 | ||||||||
Less: accumulated amortization | (4,528,739 | ) | (3,526,771 | ) | |||||
Intellectual property, patents and licenses, net | — | 8,891,603 | |||||||
Acquired in-process research and development: | |||||||||
Beginning balance | 4,158,550 | 13,028,942 | |||||||
Completion of in-process research and development | — | (8,056,451 | ) | ||||||
Write-off of in-process research and development | — | (813,941 | ) | ||||||
Acquired in-process research and development, net | 4,158,550 | 4,158,550 | |||||||
Intangible assets, net | 4,158,550 | 13,050,153 | |||||||
Amortization expense is recorded as an operating expense in the consolidated statements of operations and amounted to $1,001,967 and $1,521,773 for the nine months ended September 30, 2013 and 2012, respectively and to nil and $500,193 for the three months ended September 30, 2013 and 2012, respectively. |
Accounts_Payable_and_Accrued_L
Accounts Payable and Accrued Liabilities | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accounts Payable and Accrued Liabilities | ' | ||||||||
7. Accounts payable and accrued liabilities | |||||||||
Accounts payable and accrued liabilities consisted of the following: | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Trade accounts payable | 2,966,035 | 3,196,160 | |||||||
Accrued payroll and bonus | 1,659,603 | 1,122,566 | |||||||
Consulting and legal fees | 346,398 | 167,774 | |||||||
Other | 210,475 | 191,420 | |||||||
Total | 5,182,511 | 4,677,920 | |||||||
Longterm_Debt
Long-term Debt | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||
Long-term Debt | ' | ||||||||||||||||||||
8. Long-term debt | |||||||||||||||||||||
Project Financing | |||||||||||||||||||||
The Company entered into the following facilities to fund the construction of a manufacturing facility in Sarnia, Ontario, Canada: | |||||||||||||||||||||
i) | Sustainable Jobs and Investment Fund (SJIF) | ||||||||||||||||||||
During March 2013, BioAmber Sarnia Inc. received the first disbursement of CAD$929,000, or $902,179 when converted into U.S. dollars as of September 30, 2013. The loan was originally recorded at $483,485 when converted into U.S. dollars as of September 30, 2013, being the discounted amount of the future cash payments of principal and interest over the term of the loan. The discount rate used was 15%, being the interest rate a loan with similar terms and conditions would carry. There were no disbursements during the three months ended September 30, 2013. | |||||||||||||||||||||
The difference between the face value of the loan and the discounted amount of the loan of $418,694 when converted into U.S. dollars as of September 30, 2013 was recorded as a deferred grant (see Note 9). | |||||||||||||||||||||
The discounted loan is being accreted to its face value through a charge in the consolidated statement of operations using the effective interest method over the term of the loan. | |||||||||||||||||||||
ii) | Federal Economic Development Agency (FEDDEV) | ||||||||||||||||||||
On September 30, 2011, BioAmber Sarnia Inc. and Canadian Federal Economic Development Agency entered into a contribution agreement pursuant to which a loan of up to a maximum amount of CAD $12,000,000 or $11,647,000 when converted into U.S. dollars as of September 30, 2013, was granted to BioAmber Sarnia Inc. The loan is non-interest bearing with repayment of principal from October 2013 to October 2018 in 60 monthly installments. The repayment terms were later modified as described below. | |||||||||||||||||||||
During October 2012, BioAmber Sarnia Inc. received the first disbursement for CAD $3,645,000 or $3,537,797 when converted into U.S. dollars as of September 30, 2013. The loan was originally recorded at $1,871,742 when converted into U.S. dollars as of September 30, 2013, being the discounted amount of the future cash payments of principal and interest over the term of the loan. The discount rate used was 15%, being the interest rate a loan with similar terms and conditions would carry. There were no disbursements during the three months ended September 30, 2013. | |||||||||||||||||||||
The difference between the face value of the loan and the discounted amount of the loan of $1,375,859 when converted into U.S. dollars as of September 30, 2013 was recorded as a deferred grant (see Note 9). | |||||||||||||||||||||
During January 2013, BioAmber Sarnia Inc. received a second disbursement for CAD $221,000, or $214,881 when converted into U.S. dollars as of September 30, 2013. The loan was originally recorded at $118,652 when converted into U.S. dollars as of September 30, 2013, being the discounted amount of the future cash payments of principal and interest over the term of the loan. The discount rate used was 15%, being the interest rate a loan with similar terms and conditions would carry. There were no disbursements during the three months ended September 30, 2013. | |||||||||||||||||||||
The difference between the face value of the loan and the discounted amount of the loan of $76,878 when converted into U.S. dollars as of September 30, 2013 was recorded as a deferred grant (see Note 9). | |||||||||||||||||||||
The discounted loan is being accreted to its face value through a charge in the consolidated statement of operations using the effective interest method over the term of the loan. | |||||||||||||||||||||
On March 20, 2013, the Company agreed with FEDDEV to amend the repayment of principal from the period October 2013 to October 2018, to the period October 2014 to October 2019. The Company recorded the impact of the amendment in accordance with FASB ASC 470-50, Debt Modifications and Extinguishments. Accordingly, the amendment was recorded as a debt extinguishment and the issuance of new debt, with new terms. As a result, the Company recognized a gain on debt extinguishment of $314,305. | |||||||||||||||||||||
iii) | Hercules Technology Growth Capital, Inc. | ||||||||||||||||||||
On June 27, 2013, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with Hercules Technology Growth Capital, Inc. (HTGC). Pursuant to the Loan Agreement, HTGC agreed to make a senior secured term loan of $25 million, which was funded on June 27, 2013, net of a 2.5% loan fee. The term loan is repayable over 36 months after closing, at a floating interest rate per annum based on the greater of (a) 10% and (b) the prime rate (as reported in the Wall Street Journal) plus 6.75% and is subject to an end of term charge of 11.5% based on the $25 million loaned amount ($2,875,000). There will be an initial interest-only period until January 1, 2014, which will continue in the event that the Company receives an additional equity contribution by its joint venture partner of at least $1.5 million relating to its planned Sarnia facility by December 31, 2013, in which case the initial interest-only period will be extended until July 1, 2014. The proceeds are expected to be used to fund the construction of the initial phase of the Company’s planned facility in Sarnia, Ontario with an expected capacity of 30,000 metric tons of bio-succinic acid and for general corporate purposes. | |||||||||||||||||||||
At its option, the Company may prepay some or all of the loan balance, subject to a prepayment fee equal to 2% of the amount prepaid during the first 12 months after closing, 1% after 12 months but prior to 24 months after closing, and without prepayment fee thereafter. In addition, the Company is obligated to pay an end of term charge (as referenced above) in the amount of $2,875,000 on the date on which the term loan is paid or becomes due and payable in full. | |||||||||||||||||||||
The loan obligation is secured by a security interest on substantially all of the Company’s assets (subject to certain exceptions), including its intellectual property, but excluding certain licenses from third parties and its equity interest in its subsidiary, BioAmber Sarnia Inc. The security interest does not apply to any assets owned by BioAmber Sarnia Inc., the entity that will own the Company’s planned Sarnia, Ontario manufacturing facility. | |||||||||||||||||||||
The Loan Agreement contains certain representations and warranties, affirmative covenants, negative covenants and conditions that are customarily required for similar financings. The Loan Agreement also contains customary events of default (subject, in certain instances, to specified grace periods) including, but not limited to, the failure to make payments of interest or premium, if any, on, or principal under the loan, the failure to comply with certain covenants and agreements specified in the Loan Agreement, the occurrence of a material adverse effect, defaults in respect of certain other indebtedness, and certain events of insolvency. The Company must maintain at least $10 million in unrestricted cash as long as the loan remains outstanding. If the Company makes investments into BioAmber Sarnia Inc. in an amount exceeding $15 million per quarter, or an aggregate amount exceeding $50 million during the term of the loan, the Company is required to maintain an amount not less than the lesser of (a) $20 million and (b) the then outstanding principal balance of the term loan, in unrestricted cash through the period ending December 31, 2014 at which time, under the terms of the Loan Agreement, the planned Sarnia facility must be mechanically complete. If any event of default occurs, the principal, premium, if any (including the end of term fee referenced above), interest and any other monetary obligations on all the then outstanding amounts under the loan may become due and payable immediately. These covenants were met as of September 30, 2013. | |||||||||||||||||||||
The balance of the outstanding long term debt is as follows: | |||||||||||||||||||||
September 30, | December 31, | ||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
$ | $ | ||||||||||||||||||||
Sustainable Chemistry Alliance: | |||||||||||||||||||||
Face value (CAD $500,000) | 485,300 | 502,550 | |||||||||||||||||||
Less: debt discount | (233,549 | ) | (241,474 | ) | |||||||||||||||||
Amortization of debt discount | 76,041 | 43,614 | |||||||||||||||||||
327,792 | 304,690 | ||||||||||||||||||||
Sustainable Jobs and Investment Fund: | |||||||||||||||||||||
Face value (CAD $929,000) | 902,179 | — | |||||||||||||||||||
Less: debt discount | (418,694 | ) | — | ||||||||||||||||||
Amortization of debt discount | 37,414 | — | |||||||||||||||||||
520,899 | — | ||||||||||||||||||||
Federal Economic Development Agency: | |||||||||||||||||||||
Face value (CAD $3,866,000) | 3,752,678 | 3,663,548 | |||||||||||||||||||
Less: debt discount | (1,452,737 | ) | (1,424,764 | ) | |||||||||||||||||
Less: short-term portion of debt | — | (183,177 | ) | ||||||||||||||||||
Gain on debt extinguishment | (309,547 | ) | — | ||||||||||||||||||
Amortization of debt discount | 289,841 | 56,319 | |||||||||||||||||||
2,280,235 | 2,111,926 | ||||||||||||||||||||
Hercules Technology Growth Capital, Inc: | |||||||||||||||||||||
Face value | 25,000,000 | — | |||||||||||||||||||
Less: short-term portion of debt | (3,125,000 | ) | — | ||||||||||||||||||
Accretion of the end of term charge | 251,595 | ||||||||||||||||||||
22,126,595 | — | ||||||||||||||||||||
Long-term debt, net | 25,255,521 | 2,416,616 | |||||||||||||||||||
The principal repayments of the outstanding loans payable are as follows: | |||||||||||||||||||||
SCA | SJIF | FEDDEV | HTGC | Total | |||||||||||||||||
$ | $ | $ | $ | $ | |||||||||||||||||
October 2013 - September 2014 | — | — | — | 3,125,000 | 3,125,000 | ||||||||||||||||
October 2014 - September 2015 | — | — | 750,536 | 12,500,000 | 13,250,536 | ||||||||||||||||
October 2015 - September 2016 | 72,795 | — | 750,536 | 9,375,000 | 10,198,331 | ||||||||||||||||
October 2016 - September 2017 | 97,060 | — | 750,536 | — | 847,596 | ||||||||||||||||
October 2017 and thereafter | 315,445 | 902,179 | 1,501,070 | — | 2,718,694 | ||||||||||||||||
Total | 485,300 | 902,179 | 3,752,678 | 25,000,000 | 30,140,157 | ||||||||||||||||
Deferred_Grants
Deferred Grants | 9 Months Ended | ||
Sep. 30, 2013 | |||
Text Block [Abstract] | ' | ||
Deferred Grants | ' | ||
9. Deferred Grants | |||
As of December 31, 2012, the Company has received the following grants: | |||
a) Sustainable Development Technology Canada | |||
Grant from Sustainable Development Technology Canada to BioAmber Sarnia Inc. in the amount of CAD$7,500,000, or $7,538,000 when converted into U.S. dollars as of December 31, 2012, with progressive disbursements according to the terms of the agreement and milestones, as follows: | |||
i) | Detailed Engineering Package, Construction and Procurement. The Company fulfilled this milestone in October 2012. | ||
ii) | Procurement of Equipment and Construction of the manufacturing facility, expected to be prior to December 2013. | ||
iii) | Commissioning, Start-up and Optimization of the manufacturing facility, expected to be prior to June 2014. | ||
The grant is non-reimbursable by BioAmber Sarnia Inc., except upon the occurrence of certain events of default defined in the agreement. | |||
An advance on Milestone I of CAD$1,982,726, or $1,924,434 when converted into U.S. dollars as of September 30, 2013, was received in December 2011 (net of 10% holdback) and was recorded as deferred grant and presented in current liabilities as of December 31, 2011. During October 2012, Milestone I was fulfilled and as a result BioAmber Sarnia Inc. received CAD$3,015,000, or $2,926,569 when converted into U.S. dollars as of September 30, 2013, as advance on Milestone II. Accordingly, the advance on Milestone I was reclassified from deferred grants reducing the cost of construction in-progress, whereas the advance in Milestone II has been recorded as a deferred grant and presented in current liabilities. | |||
b) Sustainable Chemistry Alliance | |||
The loan received from the Sustainable Chemistry Alliance is to be used primarily for maintenance and operation of the Company’s facility, staff salaries and commercialization costs. As the loan bears a below market interest rate, it has been recorded at a discount and a portion of the proceeds has been recorded as a deferred grant. The expenses for which the loan was received have not yet been incurred as of September 30, 2013, but are expected to be incurred during the next year. Accordingly, the grant portion of the loan in the amount of $233,549 when converted into U.S. dollars as of September 30, 2013, has been deferred and will be reclassified as a reduction of such expenses as they are incurred in the future. The deferred grant has been presented in current liabilities. | |||
c) Federal Economic Development Agency | |||
The loan proceeds received from the Federal Economic Development Agency are being used to finance the construction and start-up of the Company’s bio-based succinic acid plant in Sarnia, Ontario. The terms of the loan agreement require the Company to submit a claim for eligible expenses incurred for subsequent reimbursement by the Federal Economic Development Agency. As the loan bears a zero interest rate, it was recorded at a discount and a portion of the proceeds in the amount of $1,375,859 when converted into U.S. dollars as of September 30, 2013, was recorded as a short term deferred grant. Subsequently, the Company reclassified a portion of the deferred grant in the amount of $952,012 to reduce the cost of the construction in progress. The remaining balance of the deferred grant for $423,847 is presented in current liabilities. | |||
During the nine month period ended September 30, 2013, the Company received the following grants: | |||
a) Federal Economic Development Agency | |||
The loan proceeds received in January 2013 from the Federal Economic Development Agency (see Note 8) are being used to finance the construction and start-up of the Company’s bio-based succinic acid plant in Sarnia, Ontario. The terms of the loan agreement require the Company to submit a claim for eligible expenses incurred for subsequent reimbursement by the Federal Economic Development Agency. As the loan bears no interest, it was recorded at a discount and a portion of the proceeds in the amount of $76,878 when converted into U.S. dollars as of September 30, 2013, was recorded as a short term deferred grant and subsequently reclassified to reduce the cost of construction in progress. | |||
b) Sustainable Jobs and Investment Fund | |||
The loan proceeds received from the Sustainable Jobs and Investment Fund (see Note 8) are being used to finance the construction and start-up of the Company’s bio-based succinic acid plant in Sarnia, Ontario. The terms of the loan agreement require the Company to submit a claim for eligible expenses incurred for subsequent reimbursement by the Sustainable Jobs and Investment Fund. As the loan bears a below market interest rate, it was recorded at a discount and a portion of the proceeds in the amount of $418,694 when converted into U.S. dollars as of September 30, 2013, was recorded as a short term deferred grant and subsequently reclassified to reduce the cost of construction in progress. |
Financial_Charges_Income
Financial Charges (Income) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||
Financial Charges (Income) | ' | ||||||||||||||||||||
10. Financial charges (income) | |||||||||||||||||||||
Three Months | Nine Months | Cumulative | |||||||||||||||||||
ended | ended | from | |||||||||||||||||||
September 30, | September 30, | inception to | |||||||||||||||||||
September 30, | |||||||||||||||||||||
2013 | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
$ | $ | $ | $ | $ | |||||||||||||||||
End of term charge on long-term debt | 251,595 | — | 251,595 | — | 251,595 | ||||||||||||||||
Interest on long-term debt | 666,665 | — | 666,665 | — | 666,665 | ||||||||||||||||
Reevaluation of the warrants financial liability | 2,000,000 | — | (9,748,000 | ) | — | (9,748,000 | ) | ||||||||||||||
Increase in estimated fair value of shares to be issued to the non-controlling shareholders of SB | — | — | — | — | 3,215,100 | ||||||||||||||||
Accreted interest on convertible notes | — | — | — | — | 1,855,755 | ||||||||||||||||
Bridge loan financing charge | — | — | — | — | 572,080 | ||||||||||||||||
Other | (12,538 | ) | — | (12,538 | ) | — | (12,538 | ) | |||||||||||||
Total financial charges (income), net | 2,905,722 | — | (8,842,278 | ) | — | (3,199,343 | ) | ||||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
11. Commitments and contingencies | |||||
Leases | |||||
The Company leases its premises and other assets under various operating leases. Future lease payments aggregate $1,121,638 as at December 31, 2012 and include the following future amounts payable on a twelve month basis: | |||||
December 31, 2012 | |||||
$ | |||||
2013 | 355,422 | ||||
2014 | 339,941 | ||||
2015 | 330,428 | ||||
2016 | 95,847 | ||||
2017 | — | ||||
Royalties | |||||
The Company has entered into exclusive license agreements that provide for the payment of royalties in the form of up-front payments, minimum annual royalties, and milestone payments. The Company has the right to convert such exclusive agreements into non-exclusive agreements without the right to sublicense and without the obligation to pay minimum royalties. As of December 31, 2012, the Company has commitments related to royalty payments as follows: | |||||
December 31, 2012 | |||||
$ | |||||
2013 | 1,123,272 | ||||
2014 | 592,790 | ||||
2015 | 638,917 | ||||
2016 | 643,500 | ||||
2017 and thereafter | 8,423,834 | ||||
The Company had such contractual agreements with ten partners: Cargill Inc., DuPont, Michigan State University, UT-Batelle on behalf of the U.S. National Laboratories and the U.S. DOE, Seton Hall University, Celexion LLC, University of Guelph, MuCell Extrusion LLC, Gene Bridges GmbH, the University of North Dakota and the National Research Council of Canada in partnership with the INRS University. | |||||
The royalties which the Company owes are in return for use or development of proprietary tools, patents and know-how and the actual expenses incurred amounted to a total of $1,041,539 and $1,176,510 for the nine months ended September 30, 2013 and 2012, respectively. These amounts form part of the expenses recorded in research and development in the consolidated statements of operations. | |||||
Litigation | |||||
As of September 30, 2013 and for each preceding periods, there were no outstanding claims or litigations. |
Share_Capital
Share Capital | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||||||||||||||
Share Capital | ' | ||||||||||||||||||||||||||||||||
12. Share capital | |||||||||||||||||||||||||||||||||
On April 10, 2013, the Company’s board of directors approved a 35-for-1 forward stock split of the Company’s outstanding common stock, with a post-split par value of $0.01 per share of common stock, which became effective May 2, 2013, upon the filing of the Company’s amended and restated certificate of incorporation. All share and per share information in the accompanying consolidated financial statements and related notes have been retroactively adjusted to reflect the stock split for all periods presented. | |||||||||||||||||||||||||||||||||
Authorized | |||||||||||||||||||||||||||||||||
The Company was authorized to issue from the date of inception to April 13, 2011, 9,310,000 shares of common stock and 1,190,000 preferred shares, issuable in series, each with a par value of $0.01 per share. | |||||||||||||||||||||||||||||||||
On April 14, 2011, the Company’s board of directors resolved (i) to increase the total number of authorized shares of common stock to 17,500,000 and (ii) to eliminate the authorization for issuance of preferred shares. | |||||||||||||||||||||||||||||||||
Common stock—dividends and voting rights | |||||||||||||||||||||||||||||||||
Each share entitles the record holders thereof to one vote per share on all matters on which shareholders shall have the right to vote. The holders of shares shall be entitled to such dividends, if any, as may be declared thereon by the Company’s board of directors at its sole discretion. | |||||||||||||||||||||||||||||||||
Preferred stock—dividends and voting rights | |||||||||||||||||||||||||||||||||
Holders of Series A of preferred stock were entitled to dividends and votes on the same basis as the common stock, and had a liquidation preference of $2.72 per share. In addition, the Series A participating convertible stock were convertible, at the option of the holders, into shares of common stock on a one-to-one basis. As of September 30, 2010 all shares of preferred stock had been converted into shares of common stock. | |||||||||||||||||||||||||||||||||
Liquidation, dissolution and winding up rights | |||||||||||||||||||||||||||||||||
In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company, the holders of shares of common stock shall be entitled to receive all of the remaining assets of the Company available for distribution to its shareholders, ratably in proportion to the number of shares held by them. | |||||||||||||||||||||||||||||||||
Initial Public Offering | |||||||||||||||||||||||||||||||||
On May 9, 2013, the Company completed an initial public offering (IPO) of 8,000,000 units, each unit consisting of one share of common stock and one warrant to purchase half of one share of common stock, at a price of $10.00 per unit. Each warrant is exercisable during the period commencing on August 8, 2013 and ending on May 9, 2017 at an exercise price of $11.00 per whole share of common stock. | |||||||||||||||||||||||||||||||||
The Company received approximately $71.7 million in net proceeds from the IPO after estimated payment of fees, expenses and underwriting discounts of approximately $8.3 million. | |||||||||||||||||||||||||||||||||
The units began trading on the New York Stock Exchange on May 10, 2013 under the symbol BIOA.U. On June 10, 2013, the common shares began trading on the New York Stock Exchange separately under the symbol BIOA and the warrants began trading on the New York Stock Exchange separately under the symbol BIOA.WS and the trading of the units was suspended and they were de-listed. | |||||||||||||||||||||||||||||||||
Warrants financial liability | |||||||||||||||||||||||||||||||||
The warrants issued upon the completion of the IPO, are exercisable during the period beginning on August 8, 2013 and ending on May 9, 2017. The warrants contain full ratchet, anti-dilution protection upon the issuance of any common stock, securities convertible into common stock, or certain other issuances at a price below the then-existing exercise price of the warrant, with certain exceptions. The exercise price of $11.00 per whole share of common stock is subject to appropriate adjustment in the event of certain stock dividends and distributions, stock splits, stock issuances or other similar events affecting the company’s common stock. At issuance, the fair value of the warrants was classified as a financial liability as a result of their characteristics, in accordance with FASB ASC 815. | |||||||||||||||||||||||||||||||||
The fair value of the warrants was determined to be $2.02 per warrant using the Black-Scholes option pricing model using the following assumptions: | |||||||||||||||||||||||||||||||||
Risk free interest rate | 0.54 | % | |||||||||||||||||||||||||||||||
Expected life | 4 years | ||||||||||||||||||||||||||||||||
Volatility | 56.06 | % | |||||||||||||||||||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||||||||||||||||||
Forfeiture rate | 0 | % | |||||||||||||||||||||||||||||||
Accordingly, a liability of $16.1 million was recorded at the unit issuance date. On September 30, 2013 the closing value of the warrant on the New York Stock Exchange, a level 1 fair value measure, was $0.80 per warrant. As a result we revalued the liability on the balance sheet resulting in a financial income of $9.7 million for the nine months ended September 30, 2013 and a financial charge of $2 million for the three months ended September 30, 2013. | |||||||||||||||||||||||||||||||||
Private placement—period ended December 31, 2012 | |||||||||||||||||||||||||||||||||
On February 6, 2012, the Company completed a private placement for gross proceeds of $9,999,910, pursuant to which 351,050 shares of common stock were issued at a price per share of $28.49. | |||||||||||||||||||||||||||||||||
Share issue costs incurred amounted to $22,254 consisting principally of legal fees. | |||||||||||||||||||||||||||||||||
Private placements—period ended December 31, 2011 | |||||||||||||||||||||||||||||||||
On April 15, 2011 the Company completed a private placement for gross proceeds of approximately $45,000,000, pursuant to which 4,266,640 shares of common stock were issued at a price per share of $10.55. The private placement consisted of the following: | |||||||||||||||||||||||||||||||||
• | Issuance of 379,155 shares of common stock resulting from the conversion of $3,998,893 in unsecured convertible notes; | ||||||||||||||||||||||||||||||||
• | Issuance of 3,887,485 shares of common stock for gross cash proceeds of $41,000,749; and | ||||||||||||||||||||||||||||||||
• | Issuance of 94,745 warrants with fair value of $810,448 recorded as a financial charge. Each warrant expires 10 years from the warrant issue date and entitles the holder to purchase one share of common stock at a price of $10.55 per share. The fair value of the warrants was determined using the Black-Scholes option pricing model using the following assumptions: | ||||||||||||||||||||||||||||||||
Risk-free interest rate | 2.62 | % | |||||||||||||||||||||||||||||||
Expected life | 10 years | ||||||||||||||||||||||||||||||||
Volatility | 78.25 | % | |||||||||||||||||||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||||||||||||||||||
Share issue costs incurred amounted to approximately $240,000 consisting principally of legal fees, of which $231,374 were allocated to the share issuance and $8,626 were allocated to the conversion of the unsecured convertible note. | |||||||||||||||||||||||||||||||||
On November 4, 2011 the Company completed a private placement for gross proceeds of approximately $20,000,817, pursuant to which 702,135 shares of common stock were issued at a price per share of $28.49. | |||||||||||||||||||||||||||||||||
Share issue costs incurred amounted to $31,230 consisting principally of legal fees. | |||||||||||||||||||||||||||||||||
Private placement—period ended September 30, 2010 | |||||||||||||||||||||||||||||||||
In October 2009, the Company completed a private placement for gross proceeds of approximately $12,000,000, pursuant to which 2,089,570 shares of common stock were issued at a price of $5.74 per share as follows: | |||||||||||||||||||||||||||||||||
• | Conversion of a secured convertible note, for a total amount of $4,000,000, into 696,500 shares of common stock, at $5.74 per share price totaling $3,999,900. The remaining $100 was forgiven; | ||||||||||||||||||||||||||||||||
• | Issuance of 1,393,070 shares of common stock for gross cash proceeds of $8,000,102; and | ||||||||||||||||||||||||||||||||
• | Issuance of 66,185 warrants as broker fees with a fair value of $244,373. Each warrant expires five years from the warrant issue date and entitles the holder to purchase one share of common stock at a price of $5.74 per share. The fair value of the warrants was determined using the Black-Scholes option pricing model, using the following assumptions: | ||||||||||||||||||||||||||||||||
Risk-free interest rate | 2.62 | % | |||||||||||||||||||||||||||||||
Expected life | 5 years | ||||||||||||||||||||||||||||||||
Volatility | 78.25 | % | |||||||||||||||||||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||||||||||||||||||
In October 2009, as part of the private placement transaction, all outstanding issued preferred stock were converted into 1,177,925 shares of common stock. | |||||||||||||||||||||||||||||||||
Share issue costs incurred amounted to $589,854 consisting principally of legal fees and commissions. | |||||||||||||||||||||||||||||||||
Stock option plan | |||||||||||||||||||||||||||||||||
On December 8, 2008, the Company’s board of directors approved the Company’s Employee Stock Option Plan (the “Plan”), available to certain employees, outside directors and consultants of the Company and its affiliated companies. The options under the Plan are granted for the purchase of common stock at exercise prices determined by the Company’s board of directors and generally vest two, three and four years from the date of grant and expire in 10 years. The total number of options allowable in the plan is 2,121,000, of which 974,750 under the initial plan, 1,050,000 approved by the Company’s board of directors on June 27, 2011 and 96,250 approved by the Company’s board of directors on December 6, 2011. | |||||||||||||||||||||||||||||||||
On April 10, 2013, the Company’s board of directors, upon the recommendation of the compensation committee, adopted the 2013 Stock Option and Incentive Plan, or the 2013 Plan, which was subsequently approved by our stockholders. The 2013 Plan replaced the 2008 Plan, as the Company’s board of directors has determined not to make additional awards under that plan. The 2013 Plan provides flexibility to the compensation committee to use various equity-based incentive awards as compensation tools to motivate its workforce. | |||||||||||||||||||||||||||||||||
The Company has initially reserved 2,761,922 shares of its common stock for the issuance of awards under the 2013 Plan. The 2013 Plan may also provide that the number of shares reserved and available for issuance under the plan will automatically increase each January 1, beginning in 2014, by 3% of the outstanding number of shares of common stock on the immediately preceding December 31. This number is subject to adjustment in the event of a stock split, stock dividend or other change in the Company’s capitalization. | |||||||||||||||||||||||||||||||||
The 2013 Plan is administered by the Company’s board of directors or the compensation committee (the “Administrator”). The Administrator has full power to select, from among the individuals eligible for awards, the individuals to whom awards will be granted, to make any combination of awards to participants, and to determine the specific terms and conditions of each award, subject to the provisions of the 2013 Plan. Persons eligible to participate in the 2013 Plan are those full or part-time officers, employees, non-employee directors and other key persons (including consultants and prospective officers) of the Company and its subsidiaries as selected from time to time by the Administrator in its discretion. | |||||||||||||||||||||||||||||||||
The 2013 Plan permits the granting of (1) options to purchase common stock intended to qualify as incentive stock options under Section 422 of the Code and (2) options that do not so qualify. The exercise price of each option will be determined by the Administrator but may not be less than 100% of the fair market value of the common stock on the date of grant. The term of each option will be fixed by the Administrator and may not exceed ten years from the date of grant. The Administrator will determine at what time or times each option may be exercised. | |||||||||||||||||||||||||||||||||
The Administrator may award stock appreciation rights, restricted shares of common stock, restricted stock units and may also grant shares of common stock which are free from any restrictions under the 2013 Plan. The Administrator may grant performance share awards to any participant, which entitle the recipient to receive shares of common stock upon the achievement of certain performance goals and such other conditions as the Administrator shall determine. The Administrator may grant dividend equivalent rights to participants which entitle the recipient to receive credits for dividends that would be paid if the recipient had held specified shares of common stock. | |||||||||||||||||||||||||||||||||
The 2013 Plan provides that upon the effectiveness of a “sale event” as defined in the 2013 Plan, except as otherwise provided by the Administrator in the award agreement, all stock options and stock appreciation rights will automatically become fully exercisable and the restrictions and conditions on all other awards with time-based conditions will automatically be deemed waived, unless the parties to the sale event agree that such awards will be assumed or continued by the successor entity. | |||||||||||||||||||||||||||||||||
No other awards may be granted under the 2013 Plan after the date that is ten years from the date of stockholder approval. | |||||||||||||||||||||||||||||||||
Stock-based compensation expense was allocated as follows: | |||||||||||||||||||||||||||||||||
Three Months | Nine Months | Cumulative | |||||||||||||||||||||||||||||||
ended | ended | from | |||||||||||||||||||||||||||||||
September 30, | September 30, | inception to | |||||||||||||||||||||||||||||||
September 30, | |||||||||||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
$ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
General and administrative | 406,678 | 553,403 | 1,694,522 | 1,737,267 | 6,276,590 | ||||||||||||||||||||||||||||
Research and development | 447,824 | 1,225,110 | 2,857,904 | 3,356,903 | 9,391,010 | ||||||||||||||||||||||||||||
Sales and marketing | 131,651 | 227,540 | 910,318 | 660,936 | 2,434,490 | ||||||||||||||||||||||||||||
Total compensation expense | 986,153 | 2,006,053 | 5,462,744 | 5,755,106 | 18,102,090 | ||||||||||||||||||||||||||||
The following table summarizes activity under the Plan: | |||||||||||||||||||||||||||||||||
Three Months ended | Nine Months ended | ||||||||||||||||||||||||||||||||
September 30, | September 30, | September 30, | September 30, | ||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Number | Weighted | Number | Weighted | Number | Weighted | Number | Weighted | ||||||||||||||||||||||||||
of | Average | of | Average | of | Average | of | Average | ||||||||||||||||||||||||||
options | Exercise | options | Exercise | options | Exercise | options | Exercise | ||||||||||||||||||||||||||
price | price | price | price | ||||||||||||||||||||||||||||||
$ | $ | $ | $ | ||||||||||||||||||||||||||||||
Options outstanding, beginning of period | 2,232,851 | 10.31 | 2,040,500 | 10.62 | 2,072,000 | 10.89 | 1,898,750 | 9.25 | |||||||||||||||||||||||||
Granted | 52,500 | 8.26 | 43,750 | 28.49 | 304,716 | 10.36 | 189,000 | 28.49 | |||||||||||||||||||||||||
Forfeited | (79,843 | ) | 18.38 | — | — | (171,208 | ) | 22.41 | (3,500 | ) | 10.55 | ||||||||||||||||||||||
Options outstanding, end of period | 2,205,508 | 9.97 | 2,084,250 | 10.99 | 2,205,508 | 9.97 | 2,084,250 | 10.99 | |||||||||||||||||||||||||
Options exercisable, end of period | 1,526,610 | 7.73 | 964,565 | 4.78 | 1,526,610 | 7.73 | 964,565 | 4.78 | |||||||||||||||||||||||||
Per share weighted average grant-date fair value of options granted | $ | 4.4 | $ | 23.44 | $5.02 | $22.61 | |||||||||||||||||||||||||||
As of September 30, 2013, the weighted-average remaining contractual life of options outstanding and options exercisable were 7.1 years and 6.8 years, respectively. | |||||||||||||||||||||||||||||||||
The fair value of options granted during the nine months and three months periods ended September 30, 2013 and 2012, respectively, was determined using the Black-Scholes option pricing model and the following weighted-average assumptions: | |||||||||||||||||||||||||||||||||
Three Months | Nine Months | ||||||||||||||||||||||||||||||||
ended | ended | ||||||||||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Risk-free interest rate | 2.62 | % | 1.75 | % | 2.53 | % | 1.88 | % | |||||||||||||||||||||||||
Expected life | 10 years | 10 years | 10 years | 10 years | |||||||||||||||||||||||||||||
Volatility | 72.37 | % | 82.2 | % | 72.31 | % | 76.27 | % | |||||||||||||||||||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | 0 | % | |||||||||||||||||||||||||
Forfeiture rate | 0 | % | 0 | % | 0 | % | 0 | % | |||||||||||||||||||||||||
Warrants | |||||||||||||||||||||||||||||||||
During the three months ended September 30, 2013, 9,170 warrants were exercised at an exercise price of $1.43 per share, and an additional 5,670 warrants were exercised at an exercise price of $1.07 per share. | |||||||||||||||||||||||||||||||||
As at September 30, 2013, the Company had the following warrants outstanding to acquire common shares: | |||||||||||||||||||||||||||||||||
Number | Exercise price | Expiration date | |||||||||||||||||||||||||||||||
469,280 | $ | 1.07 | February 2014 - September 2019 | ||||||||||||||||||||||||||||||
610,890 | $ | 1.43 | Feb-19 | ||||||||||||||||||||||||||||||
268,100 | $ | 5.74 | October 2014 - June 2019 | ||||||||||||||||||||||||||||||
94,745 | $ | 10.55 | Apr-21 | ||||||||||||||||||||||||||||||
4,000,000 | $ | 11 | May-17 | ||||||||||||||||||||||||||||||
5,443,015 |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
13. Income taxes | |
Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial reporting and tax bases of assets and liabilities and available net operating loss carry forwards. A valuation allowance is established to reduce tax assets if it is more likely than not that all or some portions of such tax assets will not be realized. | |
The Company’s valuation allowance was recorded on the deferred tax assets to provide for a reasonable provision, which in the Company’s estimation is more likely than not that all or some portions of such tax assets will not be realized. In determining the adequacy of the valuation allowance, the Company applied the authoritative guidance and considered such factors as (i) which subsidiaries were producing income and which subsidiaries were producing losses and (ii) temporary differences occurring from depreciation and amortization which the Company expects to increase the taxable income over future periods. | |
The Company follows the guidance concerning accounting for uncertainty in income taxes, which clarifies the accounting and disclosure for uncertainty in tax positions. The guidance requires that the Company determine whether it is more likely than not that a tax position will not be sustained upon examination by the appropriate taxing authority. If a tax position does not meet the more likely than not recognition criterion, the guidance requires that the tax position be measured at the largest amount of benefit greater than 50 percent not likely of being sustained upon ultimate settlement. | |
Based on the Company’s evaluation at September 30, 2013, management has concluded that there has been no change to the recorded uncertain tax positions requiring recognition in the consolidated financial statements or adjustments to deferred tax assets and related valuation allowance. Open tax years include the tax years December 31, 2009 through December 31, 2012. | |
The Company from time to time has been assessed interest or penalties by major tax jurisdictions; however such assessments historically have been minimal and immaterial to our financial results. If the Company receives an assessment for interest and/or penalties, it would be classified in the consolidated financial statements as an income tax expense. | |
For the nine month periods ended September 30, 2013 and September 30, 2012, the Company’s effective income tax rates was (0.28%) and 0%, respectively compared to an applicable U.S. federal statutory income tax rate of 34%. The difference between the effective tax rate and U.S. statutory tax as of September 30, 2013 is primarily due the existence of valuation allowances for deferred tax assets including net operating losses and stock options. For the nine months ended September 30, 2013, the Company recorded valuation allowances on deferred tax assets relating to current year losses. As of September 30, 2013, no changes have been made to the unrecognized tax benefits that were previously recorded. | |
The Company accounts for interest and penalties related to uncertain tax positions, if any, as part of tax expense unless it is associated with intercompany profits. The Company recognizes interest and penalties related to uncertain tax positions associated with intercompany profits as prepaid tax expense. The asset is amortized over the life of the assets involved in the intercompany sale. For each of the periods presented herein, there were no material changes to the amounts accrued or charged to expense for tax-related interest and penalties. | |
The Company is subject to possible income tax examinations for its U.S. federal and state income tax returns filed for the tax years 2009 to present. International tax statutes may vary widely regarding the tax years subject to examination, but generally range from 2009 to the present. |
Financial_Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2013 | |
Investments All Other Investments [Abstract] | ' |
Financial Instruments | ' |
14. Financial instruments | |
Currency risk | |
The Company is exposed to foreign currency risk as result of foreign-denominated transactions and balances. The Company does not hold any financial instruments that mitigate this risk. | |
Credit risk | |
The Company’s exposure to credit risk as of September 30, 2013, is equal to the carrying amount of its financial assets. As of September 30, 2013, amounts due from one customer represented approximately 89% of the total accounts receivable. |
Fair_Value_of_Financial_Assets
Fair Value of Financial Assets and Liabilities | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Fair Value Disclosures [Abstract] | ' | |||
Fair Value of Financial Assets and Liabilities | ' | |||
15. Fair value of financial assets and liabilities | ||||
The Fair Value Measurement and Disclosure framework provides a three-tiered fair value hierarchy that gives highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: | ||||
Level 1: Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access. | ||||
Level 2: Inputs to the valuation methodology include: | ||||
• | Quoted prices for similar assets and liabilities in active markets. | |||
• | Quoted prices for identical or similar assets or liabilities in inactive markets. | |||
• | Inputs other than quoted market prices that are observable for the asset or liability. | |||
• | Inputs that are derived principally from or corroborated by observable market data by correlation or other means. | |||
Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. | ||||
• | Fair value is often based on developed models in which there are few, if any, external observations. | |||
The fair value measurements level of an asset or liability within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used should maximize the use of observable inputs and minimize the use of unobservable inputs. | ||||
The valuation methodologies described above may produce a fair value calculation that may not be indicative of future net realizable value or reflective of future fair values. There have been no changes in the methodologies used since December 31, 2012. | ||||
Long-Term Debt | ||||
The interest free loans were discounted using an interest rate of 15%, a level 3 fair value measurement, representing the interest rate a loan with similar terms and conditions would carry. The carrying value of debt with an original maturity of less than one year approximates market value. | ||||
Warrants—Financial Liability | ||||
The fair value of the warrants which were issued upon the completion of the IPO on May 10, 2013 was calculated using the Black-Scholes option pricing model using various assumptions described in note 12, which was a level 3 fair value measurement. As these warrants starting trading freely on the New York Stock Exchange on June 10, 2013, the closing value of these warrants, which is a level 1 measurement was used to calculate the fair value from June 10, 2013 onwards instead of the level 3 fair value measurement initially used. The closing value of these warrants is used to revalue the liability at the end of each reporting period and the difference in the fair value is recorded in the consolidated statement of operations as a financial charge. As a result of the revaluation of the liability a financial income of $9.7 million for the nine months ended September 30, 2013 and a financial charge of $2 million for the three months ended September 30, 2013 was recorded. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||||||||||
Related Party Transactions | ' | ||||||||||||||||||||
16. Related party transactions | |||||||||||||||||||||
Transactions with related parties not disclosed elsewhere were as follows: | |||||||||||||||||||||
Three Months | Nine Months | Cumulative | |||||||||||||||||||
ended | ended | from | |||||||||||||||||||
September 30, | September 30, | inception to | |||||||||||||||||||
September 30, | |||||||||||||||||||||
2013 | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
$ | $ | $ | $ | $ | |||||||||||||||||
Licensing fees charged to Bioamber S.A.S. | — | — | — | — | 1,300,580 | ||||||||||||||||
Interest revenue from Bioamber S.A.S. | — | — | — | — | 161,771 | ||||||||||||||||
Product sales to companies under the common control of a shareholder | — | — | — | 128,250 | 257,865 | ||||||||||||||||
Product sales to a shareholder | 127,674 | — | 424,796 | — | 424,796 | ||||||||||||||||
Toll manufacturing services provided by ARD recorded as research and development expenses | 136,329 | — | 532,529 | 134,000 | 2,985,581 | ||||||||||||||||
Toll manufacturing services provided by ARD initially recorded as inventory | 914,608 | 1,466,053 | 3,030,060 | 2,747,255 | 6,899,319 | ||||||||||||||||
Land purchased from Lanxess | — | — | — | — | 338,550 | ||||||||||||||||
Services provided by Saltigo, a subsidiary of Lanxess, recorded as research and development expenses | — | — | — | — | 387,440 | ||||||||||||||||
On December 7, 2012, the Company entered into a restated toll manufacturing agreement with ARD, whereby ARD granted the Company exclusive access to a demonstration plant in France to develop and produce succinic acid. The Company purchases 100% of the succinic acid produced by the demonstration plant from ARD. ARD remains a shareholder of the Company. | |||||||||||||||||||||
The related party transactions noted above were undertaken in the normal course of operations and were measured at the exchange amount, which is the amount of consideration established and agreed to by the parties. |
Business_Segments
Business Segments | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Business Segments | ' | ||||||||
17. Business segments | |||||||||
The Company allocates, for the purpose of geographic segment reporting, its revenue based on the location of the seller. The Company’s licensing revenues have been generated in the United States while the product sales have been generated in France. | |||||||||
For the purpose of geographic segment reporting, the non-current assets of the Company are allocated as follows: | |||||||||
Europe | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Property and equipment, net | 4,057 | 4,638 | |||||||
Investment in equity method investments | — | — | |||||||
Intangible assets, net (Note 6) | 4,158,550 | 10,439,305 | |||||||
Goodwill | 680,520 | 662,972 | |||||||
North America | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Property and equipment, net | 6,706,991 | 3,646,346 | |||||||
Investment in equity method investments | 710,087 | 725,529 | |||||||
Intangible assets, net | — | 2,610,848 | |||||||
Goodwill | — | — | |||||||
Consolidated | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Property and equipment, net | 6,711,048 | 3,650,984 | |||||||
Investment in equity method investments | 710,087 | 725,529 | |||||||
Intangible assets, net | 4,158,550 | 13,050,153 | |||||||
Goodwill | 680,520 | 662,972 |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
18. Subsequent events | |
The Company has evaluated and determined that there has been no subsequent event through November 13, 2013, the date of issuance of the consolidated financial statements. |
Summary_of_significant_account1
Summary of significant accounting policies (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation | ' |
Basis of presentation | |
The accompanying unaudited consolidated financial statements have been prepared in accordance with SEC rules and regulations and using the same accounting policies as described in Note 2 of the 2012 audited consolidated financial statements. Accordingly, these unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s annual consolidated financial statements for the year ended December 31, 2012. | |
The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management bases its estimates on various assumptions and historical experience, which are believed to be reasonable; however, due to the inherent nature of estimates, actual results may differ significantly due to changed conditions or assumptions. The results of operations for the nine and three months ended September 30, 2013 are not necessarily indicative of results to be expected for the year ended December 31, 2013 or any other future period. | |
Revenue | ' |
Revenue | |
The Company’s revenues represent sales of bio-succinic acid to a limited number of customers. Revenues from the Company’s two largest customers represented 62% and 84% of the consolidated revenue for the nine months ended September 30, 2013 and 2012, respectively. Revenues from two customers represented 53% and 74% of the consolidated revenue for the three months ended September 30, 2013 and 2012, respectively. | |
Intangible Assets | ' |
Intangible assets | |
Costs incurred in obtaining patents are capitalized and amortized on a straight-line basis over their estimated useful lives of between 8 and 15 years. The Company’s patent portfolio was acquired as part of the spin-off transaction and the acquisition of Bioamber SAS. The cost of servicing the patents is expensed as incurred. | |
As required by FASB ASC 805, acquired in-process research and development (IPR&D) through business combinations is accounted for as an indefinite-lived intangible asset until completion or abandonment of the associated research and development efforts. Therefore, such assets are not amortized but are tested for impairment at least annually. Once the research and development activities are completed, the assets will be amortized over the related product’s useful life. If the project is abandoned, the assets will be written off if they have no alternative future use. | |
The Company reviews its portfolio of patents and acquired in-process research and development taking into consideration events or circumstances that may affect its recoverable value. | |
During the second quarter of 2013, the Company’s board of directors approved the transition from an E. coli-based technology to its yeast-based technology to be used in the production process at its manufacturing facility in Sarnia, Ontario planned to be mechanically complete in December 2014. FASB ASC 350 requires evaluating the remaining useful life of an intangible asset that is being amortized each reporting period to determine whether events and circumstances warrant a revision to the remaining period of amortization. The decision to remove the E. coli as the core technology from the Company’s production process required the Company to assess for potential impairment by conducting a recoverability test of this intellectual property (IP) portfolio and determining whether the carrying value of the IP is less than or equal to the fair value of the IP. The test comprised determining the fair value by discounting future cash flows from the future expected sales of succinic acid manufactured using the E. coli technology. The tests indicated that the fair market value was nominal. The non-recurring fair value measure is a level 3 fair value measure. As a consequence, the Company recognized an impairment loss on the intangible assets related to the E. coli technology, comprised of patents and IPR&D acquired as part of the spin-off transaction and the acquisition of Bioamber S.A.S. in the amount of $7.8 million during the second quarter of 2013. | |
Long-Lived Asset Impairment | ' |
Long-lived asset impairment | |
Management assesses the fair value of its long-lived assets in accordance with ASC 360, Property, Plant, and Equipment. At the end of each reporting period, it evaluates whether there is objective evidence of events or changes in business conditions which suggest that an asset may be impaired. In such cases, the Company determines the fair value based upon forecasted, undiscounted cash flows which the assets are expected to generate and the net proceeds expected from their sale. If the carrying amount exceeds the fair value of the asset, it is decreased by the difference between the two being the amount of the impairment. | |
As a result of the Company’s board of directors approving the transition from an E. coli-based technology to yeast-based technology in the second quarter of 2013, the Company conducted an analysis of the costs capitalized in construction in progress to determine whether such costs would still provide future benefits as part of the planned manufacturing facility in Sarnia, Ontario. The assessment conducted by the Company identified certain costs that are no longer useful for a productive process based on its yeast. Accordingly, the Company recognized a write-off in an amount of $834,000 during the second quarter of 2013. | |
Warrants Financial Liability | ' |
Warrants financial liability | |
The Company accounts for common stock warrants in accordance with applicable accounting guidance provided in FASB ASC 815, Derivatives and Hedging—Contracts in Entity’s Own Equity, as either derivative liabilities or as equity instruments depending on the specific terms of the warrant agreement. Derivative warrant liabilities are valued using the Black-Scholes pricing model at the date of initial issuance and using the closing value as quoted on the New York Stock Exchange at each subsequent balance sheet date. | |
The liability is presented as warrants financial liability in the consolidated balance sheet, and changes in the fair value of the warrants are reflected in the consolidated statement of operations as part of financial charges (income), net. | |
Net Loss Per Share | ' |
Net loss per share | |
The Company computes net loss per share in accordance with FASB ASC 260, Earnings per share, under which basic net loss per share attributable to common shareholders is computed by dividing net loss attributable to common shareholders by the basic weighted-average number of common shares outstanding during the period. Shares issued and reacquired during the period are weighted for the portion of the period that they were outstanding. The computation of diluted earnings per share (“EPS”) is similar to the computation of the basic EPS except that the denominator is increased to include the number of additional shares of common stock that would have been outstanding if all of the potentially dilutive shares of common stock had been issued. In addition, in computing the dilutive effect of convertible securities, the numerator is adjusted to add back any convertible preferred dividends and the after-tax amount of interest recognized in the period associated with any convertible debt. The numerator is also adjusted for any other changes in income or loss that would result from the assumed conversion of those potential shares of common stock such as profit-sharing expenses. Common equivalent shares are excluded from the diluted EPS calculation if their effect is anti-dilutive. We have incurred losses in each period since inception; accordi | |
Recent Accounting Pronouncements | ' |
Recent accounting pronouncements | |
In February 2013, the FASB amended the guidance on the presentation of comprehensive income in order to improve the reporting of reclassifications out of accumulated other comprehensive income. The amendment does not change the current requirements for reporting net income or other comprehensive income in financial statements. Rather, it requires the entity to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount being reclassified is required under GAAP to be reclassified in its entirety to net income in the same reporting period. For other amounts that are not required under GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under GAAP that provide additional detail about those amounts. The new guidance is effective prospectively for reporting periods beginning after December 15, 2012. The standard does not impact the Company. |
Property_and_Equipment_Tables
Property and Equipment (Tables) | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||||
Schedule of Property and Equipment | ' | ||||||||||
Estimated | September 30, | December 31, | |||||||||
Useful | 2013 | 2012 | |||||||||
Life | |||||||||||
(years) | |||||||||||
$ | $ | ||||||||||
Land | 326,929 | 338,550 | |||||||||
Furniture and fixtures | 5 - 8 | 50,797 | 51,354 | ||||||||
Machinery and equipment | 5 -15 | 515,319 | 328,595 | ||||||||
Computers, office equipment and peripherals | 3 - 7 | 207,823 | 180,689 | ||||||||
Construction in-progress | 9,206,808 | 5,851,247 | |||||||||
Grants applied to construction in-progress | (3,372,018 | ) | (2,978,689 | ) | |||||||
6,935,658 | 3,771,746 | ||||||||||
Less: accumulated depreciation | (224,610 | ) | (120,762 | ) | |||||||
Property and equipment, net | 6,711,048 | 3,650,984 | |||||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||
Schedule of Intangible Assets | ' | ||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Intellectual property, patents and licenses: | |||||||||
Beginning balance | 12,664,197 | 5,006,495 | |||||||
Completion of in-process research and development | — | 8,056,451 | |||||||
Write-off of patents and completed IPR&D | (7,785,384 | ) | (398,749 | ) | |||||
4,878,813 | 12,664,197 | ||||||||
Foreign currency translation adjustment | (350,074 | ) | (245,823 | ) | |||||
4,528,739 | 12,418,374 | ||||||||
Less: accumulated amortization | (4,528,739 | ) | (3,526,771 | ) | |||||
Intellectual property, patents and licenses, net | — | 8,891,603 | |||||||
Acquired in-process research and development: | |||||||||
Beginning balance | 4,158,550 | 13,028,942 | |||||||
Completion of in-process research and development | — | (8,056,451 | ) | ||||||
Write-off of in-process research and development | — | (813,941 | ) | ||||||
Acquired in-process research and development, net | 4,158,550 | 4,158,550 | |||||||
Intangible assets, net | 4,158,550 | 13,050,153 |
Accounts_Payable_and_Accrued_L1
Accounts Payable and Accrued Liabilities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Summary of Accounts Payable and Accrued Liabilities | ' | ||||||||
Accounts payable and accrued liabilities consisted of the following: | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Trade accounts payable | 2,966,035 | 3,196,160 | |||||||
Accrued payroll and bonus | 1,659,603 | 1,122,566 | |||||||
Consulting and legal fees | 346,398 | 167,774 | |||||||
Other | 210,475 | 191,420 | |||||||
Total | 5,182,511 | 4,677,920 | |||||||
Longterm_Debt_Tables
Long-term Debt (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||
Schedule of Outstanding Long Term Debt | ' | ||||||||||||||||||||
The balance of the outstanding long term debt is as follows: | |||||||||||||||||||||
September 30, | December 31, | ||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
$ | $ | ||||||||||||||||||||
Sustainable Chemistry Alliance: | |||||||||||||||||||||
Face value (CAD $500,000) | 485,300 | 502,550 | |||||||||||||||||||
Less: debt discount | (233,549 | ) | (241,474 | ) | |||||||||||||||||
Amortization of debt discount | 76,041 | 43,614 | |||||||||||||||||||
327,792 | 304,690 | ||||||||||||||||||||
Sustainable Jobs and Investment Fund: | |||||||||||||||||||||
Face value (CAD $929,000) | 902,179 | — | |||||||||||||||||||
Less: debt discount | (418,694 | ) | — | ||||||||||||||||||
Amortization of debt discount | 37,414 | — | |||||||||||||||||||
520,899 | — | ||||||||||||||||||||
Federal Economic Development Agency: | |||||||||||||||||||||
Face value (CAD $3,866,000) | 3,752,678 | 3,663,548 | |||||||||||||||||||
Less: debt discount | (1,452,737 | ) | (1,424,764 | ) | |||||||||||||||||
Less: short-term portion of debt | — | (183,177 | ) | ||||||||||||||||||
Gain on debt extinguishment | (309,547 | ) | — | ||||||||||||||||||
Amortization of debt discount | 289,841 | 56,319 | |||||||||||||||||||
2,280,235 | 2,111,926 | ||||||||||||||||||||
Hercules Technology Growth Capital, Inc: | |||||||||||||||||||||
Face value | 25,000,000 | — | |||||||||||||||||||
Less: short-term portion of debt | (3,125,000 | ) | — | ||||||||||||||||||
Accretion of the end of term charge | 251,595 | ||||||||||||||||||||
22,126,595 | — | ||||||||||||||||||||
Long-term debt, net | 25,255,521 | 2,416,616 | |||||||||||||||||||
Principal Repayments of Outstanding Loans Payable | ' | ||||||||||||||||||||
The principal repayments of the outstanding loans payable are as follows: | |||||||||||||||||||||
SCA | SJIF | FEDDEV | HTGC | Total | |||||||||||||||||
$ | $ | $ | $ | $ | |||||||||||||||||
October 2013 - September 2014 | — | — | — | 3,125,000 | 3,125,000 | ||||||||||||||||
October 2014 - September 2015 | — | — | 750,536 | 12,500,000 | 13,250,536 | ||||||||||||||||
October 2015 - September 2016 | 72,795 | — | 750,536 | 9,375,000 | 10,198,331 | ||||||||||||||||
October 2016 - September 2017 | 97,060 | — | 750,536 | — | 847,596 | ||||||||||||||||
October 2017 and thereafter | 315,445 | 902,179 | 1,501,070 | — | 2,718,694 | ||||||||||||||||
Total | 485,300 | 902,179 | 3,752,678 | 25,000,000 | 30,140,157 | ||||||||||||||||
Financial_Charges_Income_Table
Financial Charges (Income) (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||
Schedule of Financial Charges or Income Net | ' | ||||||||||||||||||||
Three Months | Nine Months | Cumulative | |||||||||||||||||||
ended | ended | from | |||||||||||||||||||
September 30, | September 30, | inception to | |||||||||||||||||||
September 30, | |||||||||||||||||||||
2013 | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
$ | $ | $ | $ | $ | |||||||||||||||||
End of term charge on long-term debt | 251,595 | — | 251,595 | — | 251,595 | ||||||||||||||||
Interest on long-term debt | 666,665 | — | 666,665 | — | 666,665 | ||||||||||||||||
Reevaluation of the warrants financial liability | 2,000,000 | — | (9,748,000 | ) | — | (9,748,000 | ) | ||||||||||||||
Increase in estimated fair value of shares to be issued to the non-controlling shareholders of SB | — | — | — | — | 3,215,100 | ||||||||||||||||
Accreted interest on convertible notes | — | — | — | — | 1,855,755 | ||||||||||||||||
Bridge loan financing charge | — | — | — | — | 572,080 | ||||||||||||||||
Other | (12,538 | ) | — | (12,538 | ) | — | (12,538 | ) | |||||||||||||
Total financial charges (income), net | 2,905,722 | — | (8,842,278 | ) | — | (3,199,343 | ) | ||||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Schedule of Future Lease Payments | ' | ||||
Future lease payments aggregate $1,121,638 as at December 31, 2012 and include the following future amounts payable on a twelve month basis: | |||||
December 31, 2012 | |||||
$ | |||||
2013 | 355,422 | ||||
2014 | 339,941 | ||||
2015 | 330,428 | ||||
2016 | 95,847 | ||||
2017 | — | ||||
Schedule of Royalty Payment | ' | ||||
without the obligation to pay minimum royalties. As of December 31, 2012, the Company has commitments related to royalty payments as follows: | |||||
December 31, 2012 | |||||
$ | |||||
2013 | 1,123,272 | ||||
2014 | 592,790 | ||||
2015 | 638,917 | ||||
2016 | 643,500 | ||||
2017 and thereafter | 8,423,834 |
Share_Capital_Tables
Share Capital (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||||||||||
Schedule of Assumptions Using Black-Scholes Option Pricing Model | ' | ||||||||||||||||||||||||||||||||
The fair value of options granted during the nine months and three months periods ended September 30, 2013 and 2012, respectively, was determined using the Black-Scholes option pricing model and the following weighted-average assumptions: | |||||||||||||||||||||||||||||||||
Three Months | Nine Months | ||||||||||||||||||||||||||||||||
ended | ended | ||||||||||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Risk-free interest rate | 2.62 | % | 1.75 | % | 2.53 | % | 1.88 | % | |||||||||||||||||||||||||
Expected life | 10 years | 10 years | 10 years | 10 years | |||||||||||||||||||||||||||||
Volatility | 72.37 | % | 82.2 | % | 72.31 | % | 76.27 | % | |||||||||||||||||||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | 0 | % | |||||||||||||||||||||||||
Forfeiture rate | 0 | % | 0 | % | 0 | % | 0 | % | |||||||||||||||||||||||||
Summary of Stock-Based Compensation Expense | ' | ||||||||||||||||||||||||||||||||
Stock-based compensation expense was allocated as follows: | |||||||||||||||||||||||||||||||||
Three Months | Nine Months | Cumulative | |||||||||||||||||||||||||||||||
ended | ended | from | |||||||||||||||||||||||||||||||
September 30, | September 30, | inception to | |||||||||||||||||||||||||||||||
September 30, | |||||||||||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
$ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
General and administrative | 406,678 | 553,403 | 1,694,522 | 1,737,267 | 6,276,590 | ||||||||||||||||||||||||||||
Research and development | 447,824 | 1,225,110 | 2,857,904 | 3,356,903 | 9,391,010 | ||||||||||||||||||||||||||||
Sales and marketing | 131,651 | 227,540 | 910,318 | 660,936 | 2,434,490 | ||||||||||||||||||||||||||||
Total compensation expense | 986,153 | 2,006,053 | 5,462,744 | 5,755,106 | 18,102,090 | ||||||||||||||||||||||||||||
Summary of Option Activity | ' | ||||||||||||||||||||||||||||||||
The following table summarizes activity under the Plan: | |||||||||||||||||||||||||||||||||
Three Months ended | Nine Months ended | ||||||||||||||||||||||||||||||||
September 30, | September 30, | September 30, | September 30, | ||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Number | Weighted | Number | Weighted | Number | Weighted | Number | Weighted | ||||||||||||||||||||||||||
of | Average | of | Average | of | Average | of | Average | ||||||||||||||||||||||||||
options | Exercise | options | Exercise | options | Exercise | options | Exercise | ||||||||||||||||||||||||||
price | price | price | price | ||||||||||||||||||||||||||||||
$ | $ | $ | $ | ||||||||||||||||||||||||||||||
Options outstanding, beginning of period | 2,232,851 | 10.31 | 2,040,500 | 10.62 | 2,072,000 | 10.89 | 1,898,750 | 9.25 | |||||||||||||||||||||||||
Granted | 52,500 | 8.26 | 43,750 | 28.49 | 304,716 | 10.36 | 189,000 | 28.49 | |||||||||||||||||||||||||
Forfeited | (79,843 | ) | 18.38 | — | — | (171,208 | ) | 22.41 | (3,500 | ) | 10.55 | ||||||||||||||||||||||
Options outstanding, end of period | 2,205,508 | 9.97 | 2,084,250 | 10.99 | 2,205,508 | 9.97 | 2,084,250 | 10.99 | |||||||||||||||||||||||||
Options exercisable, end of period | 1,526,610 | 7.73 | 964,565 | 4.78 | 1,526,610 | 7.73 | 964,565 | 4.78 | |||||||||||||||||||||||||
Per share weighted average grant-date fair value of options granted | $ | 4.4 | $ | 23.44 | $5.02 | $22.61 | |||||||||||||||||||||||||||
Summary of Warrants Outstanding to Acquire Common Shares | ' | ||||||||||||||||||||||||||||||||
As at September 30, 2013, the Company had the following warrants outstanding to acquire common shares: | |||||||||||||||||||||||||||||||||
Number | Exercise price | Expiration date | |||||||||||||||||||||||||||||||
469,280 | $ | 1.07 | February 2014 - September 2019 | ||||||||||||||||||||||||||||||
610,890 | $ | 1.43 | Feb-19 | ||||||||||||||||||||||||||||||
268,100 | $ | 5.74 | October 2014 - June 2019 | ||||||||||||||||||||||||||||||
94,745 | $ | 10.55 | Apr-21 | ||||||||||||||||||||||||||||||
4,000,000 | $ | 11 | May-17 | ||||||||||||||||||||||||||||||
5,443,015 | |||||||||||||||||||||||||||||||||
Private placement-period ended June 30, 2010 [Member] | ' | ||||||||||||||||||||||||||||||||
Schedule of Assumptions Using Black-Scholes Option Pricing Model | ' | ||||||||||||||||||||||||||||||||
• | Issuance of 94,745 warrants with fair value of $810,448 recorded as a financial charge. Each warrant expires 10 years from the warrant issue date and entitles the holder to purchase one share of common stock at a price of $10.55 per share. The fair value of the warrants was determined using the Black-Scholes option pricing model using the following assumptions: | ||||||||||||||||||||||||||||||||
Risk-free interest rate | 2.62 | % | |||||||||||||||||||||||||||||||
Expected life | 10 years | ||||||||||||||||||||||||||||||||
Volatility | 78.25 | % | |||||||||||||||||||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||||||||||||||||||
Private placements-period ended December 31, 2011 [Member] | ' | ||||||||||||||||||||||||||||||||
Schedule of Assumptions Using Black-Scholes Option Pricing Model | ' | ||||||||||||||||||||||||||||||||
• | Issuance of 66,185 warrants as broker fees with a fair value of $244,373. Each warrant expires five years from the warrant issue date and entitles the holder to purchase one share of common stock at a price of $5.74 per share. The fair value of the warrants was determined using the Black-Scholes option pricing model, using the following assumptions: | ||||||||||||||||||||||||||||||||
Risk-free interest rate | 2.62 | % | |||||||||||||||||||||||||||||||
Expected life | 5 years | ||||||||||||||||||||||||||||||||
Volatility | 78.25 | % | |||||||||||||||||||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||||||||||||||||||
Warrants [Member] | ' | ||||||||||||||||||||||||||||||||
Schedule of Assumptions Using Black-Scholes Option Pricing Model | ' | ||||||||||||||||||||||||||||||||
The fair value of the warrants was determined to be $2.02 per warrant using the Black-Scholes option pricing model using the following assumptions: | |||||||||||||||||||||||||||||||||
Risk free interest rate | 0.54 | % | |||||||||||||||||||||||||||||||
Expected life | 4 years | ||||||||||||||||||||||||||||||||
Volatility | 56.06 | % | |||||||||||||||||||||||||||||||
Expected dividend yield | 0 | % | |||||||||||||||||||||||||||||||
Forfeiture rate | 0 | % |
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||||||||||
Schedule of Transactions with Related Parties | ' | ||||||||||||||||||||
Transactions with related parties not disclosed elsewhere were as follows: | |||||||||||||||||||||
Three Months | Nine Months | Cumulative | |||||||||||||||||||
ended | ended | from | |||||||||||||||||||
September 30, | September 30, | inception to | |||||||||||||||||||
September 30, | |||||||||||||||||||||
2013 | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
$ | $ | $ | $ | $ | |||||||||||||||||
Licensing fees charged to Bioamber S.A.S. | — | — | — | — | 1,300,580 | ||||||||||||||||
Interest revenue from Bioamber S.A.S. | — | — | — | — | 161,771 | ||||||||||||||||
Product sales to companies under the common control of a shareholder | — | — | — | 128,250 | 257,865 | ||||||||||||||||
Product sales to a shareholder | 127,674 | — | 424,796 | — | 424,796 | ||||||||||||||||
Toll manufacturing services provided by ARD recorded as research and development expenses | 136,329 | — | 532,529 | 134,000 | 2,985,581 | ||||||||||||||||
Toll manufacturing services provided by ARD initially recorded as inventory | 914,608 | 1,466,053 | 3,030,060 | 2,747,255 | 6,899,319 | ||||||||||||||||
Land purchased from Lanxess | — | — | — | — | 338,550 | ||||||||||||||||
Services provided by Saltigo, a subsidiary of Lanxess, recorded as research and development expenses | — | — | — | — | 387,440 |
Business_Segments_Tables
Business Segments (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Non-Current Assets of Company Geographic Segment | ' | ||||||||
For the purpose of geographic segment reporting, the non-current assets of the Company are allocated as follows: | |||||||||
Europe | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Property and equipment, net | 4,057 | 4,638 | |||||||
Investment in equity method investments | — | — | |||||||
Intangible assets, net (Note 6) | 4,158,550 | 10,439,305 | |||||||
Goodwill | 680,520 | 662,972 | |||||||
North America | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Property and equipment, net | 6,706,991 | 3,646,346 | |||||||
Investment in equity method investments | 710,087 | 725,529 | |||||||
Intangible assets, net | — | 2,610,848 | |||||||
Goodwill | — | — | |||||||
Consolidated | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
$ | $ | ||||||||
Property and equipment, net | 6,711,048 | 3,650,984 | |||||||
Investment in equity method investments | 710,087 | 725,529 | |||||||
Intangible assets, net | 4,158,550 | 13,050,153 | |||||||
Goodwill | 680,520 | 662,972 |
Recovered_Sheet1
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 59 Months Ended | |||
Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Customer | Customer | Customer | Customer | |||
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Revenue from customers | 53.00% | ' | 74.00% | 62.00% | 84.00% | ' |
Number of major customers | 2 | ' | 2 | 2 | 2 | ' |
Acquisition | ' | $7,800,000 | ' | ' | ' | ' |
Write-off | ' | $834,000 | ' | $8,619,405 | ' | $9,960,743 |
Minimum [Member] | ' | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Period of estimated useful lives | ' | ' | ' | '8 years | ' | ' |
Maximum [Member] | ' | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Period of estimated useful lives | ' | ' | ' | '15 years | ' | ' |
Sinoven_Biopolymers_Inc_Sinove1
Sinoven Biopolymers Inc. ("Sinoven") - Additional Information (Detail) (USD $) | 1 Months Ended |
Mar. 01, 2013 | |
Compensation Related Costs [Abstract] | ' |
Shares held in trust | 70,000 |
Shares released | 63,000 |
Shares forfeited | 7,000 |
Shares forfeited for cash consideration | $140,000 |
Deferred compensation expense | 872,375 |
Decrease of additional paid-in capital | $140,000 |
Investment_in_AmberWorks_LLC_A
Investment in AmberWorks LLC - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 59 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
Investment Holdings [Line Items] | ' | ' | ' | ' | ' | ' |
Net loss | $8,833,499 | $11,581,418 | $24,259,432 | $30,060,428 | $106,085,624 | ' |
Revenue | 866,529 | 473,486 | 2,225,640 | 1,459,549 | 6,377,839 | ' |
Total assets | 118,810,201 | ' | 118,810,201 | ' | 118,810,201 | 50,003,821 |
Total liabilities | 44,934,884 | ' | 44,934,884 | ' | 44,934,884 | 12,206,246 |
AmberWorks [Member] | ' | ' | ' | ' | ' | ' |
Investment Holdings [Line Items] | ' | ' | ' | ' | ' | ' |
Net loss | 104 | 170,608 | 30,884 | 435,216 | ' | ' |
Revenue | ' | ' | ' | 45,893 | ' | ' |
Total assets | 1,420,174 | ' | 1,420,174 | ' | 1,420,174 | 1,484,611 |
Total liabilities | ' | ' | ' | ' | ' | 33,553 |
Sinoven's Share [Member] | ' | ' | ' | ' | ' | ' |
Investment Holdings [Line Items] | ' | ' | ' | ' | ' | ' |
Net loss | 52 | 85,304 | 15,442 | 217,608 | ' | ' |
Total assets | $710,087 | ' | $710,087 | ' | $710,087 | $725,529 |
Inventories_and_Prepaid_Expens1
Inventories and Prepaid Expenses and Deposits - Additional Information (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Inventory Disclosure [Abstract] | ' | ' |
Finished goods of inventory | $2,797,467 | $1,894,319 |
Prepaid expenses and deposits | $5,365,806 | $2,364,934 |
Property_and_Equipment_Schedul
Property and Equipment - Schedule of Property and Equipment (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | |||
Furniture and Fixtures [Member] | Machinery and Equipment [Member] | Computers, Office Equipment and Peripherals [Member] | Furniture and Fixtures [Member] | Machinery and Equipment [Member] | Computers, Office Equipment and Peripherals [Member] | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Land | $326,929 | $338,550 | ' | ' | ' | ' | ' | ' |
Furniture and fixtures | 50,797 | 51,354 | ' | ' | ' | ' | ' | ' |
Machinery and equipment | 515,319 | 328,595 | ' | ' | ' | ' | ' | ' |
Computers, office equipment and peripherals | 207,823 | 180,689 | ' | ' | ' | ' | ' | ' |
Construction in-progress | 9,206,808 | 5,851,247 | ' | ' | ' | ' | ' | ' |
Grants applied to construction in-progress | -3,372,018 | -2,978,689 | ' | ' | ' | ' | ' | ' |
Property and equipment, gross | 6,935,658 | 3,771,746 | ' | ' | ' | ' | ' | ' |
Less: accumulated depreciation | -224,610 | -120,762 | ' | ' | ' | ' | ' | ' |
Property and equipment, net | $6,711,048 | $3,650,984 | ' | ' | ' | ' | ' | ' |
Property and equipment, Estimated Useful Life | ' | ' | '5 years | '5 years | '3 years | '8 years | '15 years | '7 years |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Property Plant And Equipment Useful Life And Values [Abstract] | ' | ' | ' | ' |
Depreciation expense | $40,321 | $24,219 | $110,519 | $53,405 |
Intangible_Assets_Schedule_of_
Intangible Assets - Schedule of Intangible Assets (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Intellectual property, patents and licenses: | ' | ' |
Intellectual property, patents and licenses, Beginning balance | $12,664,197 | $5,006,495 |
Completion of in-process research and development | ' | 8,056,451 |
Write-off of patents and completed IPR&D | -7,785,384 | -398,749 |
Intellectual property, patents and licenses, Ending Balance | 4,878,813 | 12,664,197 |
Foreign currency translation adjustment | -350,074 | -245,823 |
Intellectual property, patents and licenses, after currency translation | 4,528,739 | 12,418,374 |
Less: accumulated amortization | -4,528,739 | -3,526,771 |
Intellectual property, patents and licenses, net | ' | 8,891,603 |
Acquired in-process research and development: | ' | ' |
Acquired in-process research and development, Beginning balance | 4,158,550 | 13,028,942 |
Completion of in-process research and development | ' | -8,056,451 |
Write-off of in-process research and development | ' | -813,941 |
Acquired in-process research and development, net, Ending Balance | 4,158,550 | 4,158,550 |
Intangible assets, net | $4,158,550 | $13,050,153 |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' | ' | ' |
Amortization expense | ' | $500,193 | $1,001,967 | $1,521,773 |
Accounts_Payable_and_Accrued_L2
Accounts Payable and Accrued Liabilities - Summary of Accounts Payable and Accrued Liabilities (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Payables And Accruals [Abstract] | ' | ' |
Trade accounts payable | $2,966,035 | $3,196,160 |
Accrued payroll and bonus | 1,659,603 | 1,122,566 |
Consulting and legal fees | 346,398 | 167,774 |
Other | 210,475 | 191,420 |
Total | $5,182,511 | $4,677,920 |
Longterm_Debt_Additional_Infor
Long-term Debt - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 59 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Senior Secured Term Loan [Member] | |
t | USD ($) | USD ($) | CAD | USD ($) | CAD | First Disbursement [Member] | First Disbursement [Member] | First Disbursement [Member] | Second Disbursement [Member] | Second Disbursement [Member] | USD ($) | USD ($) | CAD | USD ($) | CAD | USD ($) | |||||
USD ($) | USD ($) | CAD | USD ($) | CAD | |||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from loans disbursement | ' | ' | ' | ' | ' | $0 | ' | ' | ' | ' | $0 | $3,537,797 | 3,645,000 | $214,881 | 221,000 | $0 | $902,179 | 929,000 | ' | ' | ' |
Discounted amount of the loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,871,742 | ' | 118,652 | ' | ' | 483,485 | ' | ' | ' | ' |
Discount rate of debt | ' | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | 15.00% | 15.00% | ' | ' | ' | 15.00% | 15.00% | ' | ' | ' |
Loan granted under the Contribution agreement | ' | ' | ' | ' | ' | 11,647,000 | 11,647,000 | 12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Starting period of repayment of principal amount | ' | ' | ' | ' | ' | ' | '2013-10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending period of repayment of principal amount | ' | ' | ' | ' | ' | ' | '2018-10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment term of principal amount in installments | ' | ' | ' | ' | ' | ' | '60 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on debt extinguishment | ' | ' | 314,305 | ' | 314,305 | ' | 314,305 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior secured loan | ' | ' | ' | ' | ' | 3,752,678 | 3,752,678 | 3,866,000 | 3,663,548 | 3,866,000 | ' | ' | ' | ' | ' | 902,179 | 902,179 | 929,000 | ' | ' | 25,000,000 |
Percentage of loan fee funded for secured term loan | ' | ' | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of repayment of term loan | ' | ' | '36 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Floating interest rate | 10.00% | ' | 10.00% | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage spread on prime rate | ' | ' | 6.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of term charge | ' | ' | 11.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan amount | 2,875,000 | ' | 2,875,000 | ' | 2,875,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional equity contribution by joint venture partner | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected capacity of bio-succinic acid | ' | ' | 30,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of prepayment fee | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of prepayment fee after 12 months | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrestricted cash | 10,000,000 | ' | 10,000,000 | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investments | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate amount exceeding investment | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding principal balance of the term loan | $20,000,000 | ' | $20,000,000 | ' | $20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Longterm_Debt_Additional_Infor1
Long-term Debt - Additional Information 1 (Detail) (USD $) | Sep. 30, 2013 |
Sustainable Jobs and Investment Fund [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt Discount | $418,694 |
Federal Economic Development Agency [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt Discount | 1,375,859 |
Federal Economic Development Agency [Member] | Second Disbursement [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt Discount | $76,878 |
Longterm_Debt_Schedule_of_Outs
Long-term Debt - Schedule of Outstanding Long Term Debt (Detail) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 |
USD ($) | USD ($) | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Hercules Technology Growth Capital [Member] | Hercules Technology Growth Capital [Member] | |
USD ($) | USD ($) | CAD | CAD | USD ($) | USD ($) | CAD | CAD | USD ($) | USD ($) | CAD | CAD | USD ($) | USD ($) | |||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Face value | ' | ' | $485,300 | $502,550 | 500,000 | 500,000 | $902,179 | ' | 929,000 | ' | $3,752,678 | $3,663,548 | 3,866,000 | 3,866,000 | $25,000,000 | ' |
Less: debt discount | ' | ' | -233,549 | -241,474 | ' | ' | -418,694 | ' | ' | ' | -1,452,737 | -1,424,764 | ' | ' | ' | ' |
Less: short-term portion of debt | -3,125,000 | -183,177 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -183,177 | ' | ' | -3,125,000 | ' |
Gain on debt extinguishment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -309,547 | ' | ' | ' | ' | ' |
Accretion of the end of term charge | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 251,595 | ' |
Amortization of debt discount | ' | ' | 76,041 | 43,614 | ' | ' | 37,414 | ' | ' | ' | 289,841 | 56,319 | ' | ' | ' | ' |
Long-term debt | 22,126,595 | ' | 327,792 | 304,690 | ' | ' | 520,899 | ' | ' | ' | 2,280,235 | 2,111,926 | ' | ' | ' | ' |
Long-term debt, net | $25,255,521 | $2,416,616 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Longterm_Debt_Schedule_of_Outs1
Long-term Debt - Schedule of Outstanding Long Term Debt (Parenthetical) (Detail) | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 |
Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | |
USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Face value | $485,300 | 500,000 | $502,550 | 500,000 | $902,179 | 929,000 | ' | ' | $3,752,678 | 3,866,000 | $3,663,548 | 3,866,000 |
Longterm_Debt_Principal_Repaym
Long-term Debt - Principal Repayments of Outstanding Loans Payable (Detail) (USD $) | Sep. 30, 2013 |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2013 - September 2014 | $3,125,000 |
October 2014 - September 2015 | 13,250,536 |
October 2015 - September 2016 | 10,198,331 |
October 2016 - September 2017 | 847,596 |
October 2017 and thereafter | 2,718,694 |
Total | 30,140,157 |
Sustainable Chemistry Alliance [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2013 - September 2014 | ' |
October 2014 - September 2015 | ' |
October 2015 - September 2016 | 72,795 |
October 2016 - September 2017 | 97,060 |
October 2017 and thereafter | 315,445 |
Total | 485,300 |
Sustainable Jobs and Investment Fund [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2013 - September 2014 | ' |
October 2014 - September 2015 | ' |
October 2015 - September 2016 | ' |
October 2016 - September 2017 | ' |
October 2017 and thereafter | 902,179 |
Total | 902,179 |
Federal Economic Development Agency [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2013 - September 2014 | ' |
October 2014 - September 2015 | 750,536 |
October 2015 - September 2016 | 750,536 |
October 2016 - September 2017 | 750,536 |
October 2017 and thereafter | 1,501,070 |
Total | 3,752,678 |
Hercules Technology Growth Capital [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2013 - September 2014 | 3,125,000 |
October 2014 - September 2015 | 12,500,000 |
October 2015 - September 2016 | 9,375,000 |
October 2016 - September 2017 | ' |
October 2017 and thereafter | ' |
Total | $25,000,000 |
Deferred_Grants_Additional_Inf
Deferred Grants - Additional Information (Detail) | 9 Months Ended | 12 Months Ended | ||||||||||||
Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
USD ($) | USD ($) | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Development Technology Canada [Member] | Sustainable Development Technology Canada [Member] | Sustainable Chemistry Alliance [Member] | Milestone I [Member] | Milestone I [Member] | Milestone I [Member] | Milestone II [Member] | Milestone II [Member] | Reclassified [Member] | |
Y | USD ($) | Second Disbursement [Member] | USD ($) | USD ($) | CAD | USD ($) | USD ($) | CAD | USD ($) | CAD | Federal Economic Development Agency [Member] | |||
USD ($) | USD ($) | |||||||||||||
Deferred Grant [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grants to be received | ' | ' | ' | ' | ' | $7,538,000 | 7,500,000 | ' | ' | ' | ' | ' | ' | ' |
Grant received | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,924,434 | 1,982,726 | 2,926,569 | 3,015,000 | ' |
Deferred grant percentage of holdback | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' |
Loans grant portion deferred amount | ' | ' | ' | 76,878 | 418,694 | ' | ' | 233,549 | ' | ' | ' | ' | ' | ' |
Number of years in which loan expenses expected to be incurred | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of loan bearing interest | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Discount | ' | ' | 1,375,859 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred grant amount | $3,583,965 | $3,711,356 | $423,847 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $952,012 |
Financial_Charges_Income_Sched
Financial Charges (Income) - Schedule of Financial Charges or Income Net (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 59 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Debt Disclosure [Abstract] | ' | ' | ' | ' | ' |
End of term charge on long-term debt | $251,595 | ' | $251,595 | ' | $251,595 |
Interest on long-term debt | 666,665 | ' | 666,665 | ' | 666,665 |
Reevaluation of the warrants financial liability | 2,000,000 | ' | -9,748,000 | ' | -9,748,000 |
Increase in estimated fair value of shares to be issued to the non-controlling shareholders of SB | ' | ' | ' | ' | 3,215,100 |
Accreted interest on convertible notes | ' | ' | ' | ' | 1,855,755 |
Bridge loan financing charge | ' | ' | ' | ' | 572,080 |
Other | -12,538 | ' | -12,538 | ' | -12,538 |
Total financial charges (income), net | $2,905,722 | ' | ($8,842,278) | ' | ($3,199,343) |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Partner | |||
Commitments And Contingencies Disclosure [Abstract] | ' | ' | ' |
Future lease payments | ' | ' | $1,121,638 |
Number of partners | 10 | ' | ' |
Royalty expenses | 1,041,539 | 1,176,510 | ' |
Litigations outstanding | $0 | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Future Lease Payments (Detail) (USD $) | Dec. 31, 2012 |
Commitments And Contingencies Disclosure [Abstract] | ' |
2013 | $355,422 |
2014 | 339,941 |
2015 | 330,428 |
2016 | 95,847 |
2017 | ' |
Commitments_and_Contingencies_3
Commitments and Contingencies - Schedule of Royalty Payment (Detail) (USD $) | Dec. 31, 2012 |
Commitments And Contingencies Disclosure [Abstract] | ' |
2013 | $1,123,272 |
2014 | 592,790 |
2015 | 638,917 |
2016 | 643,500 |
2017 and thereafter | $8,423,834 |
Share_Capital_Additional_Infor
Share Capital - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 59 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||||||||||||||
9-May-13 | Apr. 10, 2013 | Feb. 06, 2012 | Nov. 04, 2011 | Apr. 15, 2011 | Oct. 31, 2009 | Dec. 08, 2008 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2010 | Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Apr. 14, 2011 | Apr. 13, 2011 | Sep. 30, 2010 | Sep. 30, 2010 | Dec. 06, 2011 | Jun. 27, 2011 | Sep. 30, 2013 | Dec. 08, 2008 | Oct. 31, 2009 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Nov. 04, 2011 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Sep. 30, 2010 | Oct. 31, 2009 | |
Secured Convertible Note [Member] | Forgiven [Member] | Employee Stock Option Plan [Member] | Employee Stock Option Plan [Member] | Employee Stock Option Plan [Member] | Initial Plan [Member] | Convertible Preferred Stock [Member] | Class of Warrant One [Member] | Class of Warrant Two [Member] | Two Thousand Thirteen Plan [Member] | Legal Fees [Member] | Legal Fees [Member] | Legal Fees [Member] | Financial Charge [Member] | Share Issuance [Member] | Conversion of Unsecured Convertible Note [Member] | Broker Fees [Member] | Legal Fees and Commissions [Member] | ||||||||||||||||||
Employee Stock Option Plan [Member] | |||||||||||||||||||||||||||||||||||
Share Activity [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock split of outstanding common stock | ' | '35-for-1 forward stock split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, par value | ' | $0.01 | ' | ' | ' | ' | ' | $0.01 | ' | $0.01 | ' | ' | ' | $0.01 | $0.01 | ' | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | ' | ' | ' | ' | ' | ' | ' | 55,000,000 | ' | 55,000,000 | ' | ' | ' | 55,000,000 | 55,000,000 | 17,500,000 | 9,310,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock shares authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,190,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, par value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Voting rights on shareholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Each share entitles the record holders thereof to one vote per share on all matters on which shareholders shall have the right to vote. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock liquidation preference | ' | ' | ' | ' | ' | ' | ' | $2.72 | ' | $2.72 | ' | ' | ' | $2.72 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Series A convertible stock convertible, at option description | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The Series A participating convertible stock were convertible, at the option of the holders, into shares of common stock on a one-to-one basis. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial public offering | 8,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share of common stock in iso | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share of warrant stock in IPO | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Price of common stock per unit | $10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of common stock | ' | ' | ' | ' | ' | ' | ' | 11 | ' | 11 | ' | ' | ' | 11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from IPO | ' | ' | ' | ' | ' | ' | ' | ' | ' | $71,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment of fees, expenses and underwriting discounts | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31,230 | 22,254 | 240,000 | ' | 231,374 | 8,626 | ' | 589,854 |
Fair value of warrants | ' | ' | ' | ' | ' | ' | ' | 2.02 | ' | 2.02 | ' | ' | ' | 2.02 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liability recorded at unit issuance date | ' | ' | ' | ' | ' | ' | ' | 3,063,678 | ' | 3,063,678 | ' | ' | ' | 3,063,678 | 3,074,957 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Closing value of per warrant | ' | ' | ' | ' | ' | ' | ' | $0.80 | ' | $0.80 | ' | ' | ' | $0.80 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financial Charge related to warrants fair value adjustments | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | -9,748,000 | ' | ' | ' | -9,748,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross proceeds on private placement | ' | ' | 9,999,910 | 20,000,817 | 45,000,000 | 12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | ' | ' | 351,050 | 702,135 | 4,266,640 | 2,089,570 | ' | 18,427,655 | ' | 18,427,655 | ' | 1,393,070 | 3,887,485 | 18,427,655 | 10,349,815 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued, price per share | ' | ' | $28.49 | $28.49 | $10.55 | $5.74 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock shares issued resulting from conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 379,155 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion in convertible notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,999,900 | 3,998,893 | ' | ' | ' | ' | 4,000,000 | 100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross cash proceed from issuance of common stock | ' | ' | ' | ' | ' | ' | ' | 19,178 | ' | 19,178 | 9,977,656 | 8,000,102 | 41,000,749 | 78,350,626 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 66,185 | 94,745 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants, fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $810,448 | ' | ' | $244,373 | ' |
Warrant expiry period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase one share of common stock, price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5.74 | $10.55 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of shares of common stock pursuant to the conversion of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 696,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of preferred stock issued to common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,177,925 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Stock Option Plan description | ' | ' | ' | ' | ' | ' | 'The options under the Plan are granted for the purchase of common stock at exercise prices determined by the Company's board of directors and generally vest two, three and four years from the date of grant. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expiration period of Employee Stock Option Plan | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total number of options allowable in the plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,121,000 | 974,750 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of options approved by the board | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 96,250 | 1,050,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reserved shares of common stock for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,761,922 | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of increase in outstanding of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of market value of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Period of awards granted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' |
Awards granted | ' | ' | ' | ' | ' | ' | ' | 52,500 | 43,750 | 304,716 | 189,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Period of awards granted | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average remaining contractual life of options outstanding | ' | ' | ' | ' | ' | ' | ' | '7 years 1 month 6 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average remaining contractual life of options exercisable | ' | ' | ' | ' | ' | ' | ' | '6 years 9 months 18 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional number of Warrants exercised | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,170 | 5,670 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional warrants exercise price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.43 | $1.07 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share_Capital_Schedule_of_Assu
Share Capital - Schedule of Assumptions Using Black-Scholes Option Pricing Model (Detail) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2010 | Dec. 31, 2011 | |
Warrants [Member] | Warrants [Member] | Warrants [Member] | |||||
Warrant Fair Value Black Scholes Method [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Risk free interest rate | 2.62% | 1.75% | 2.53% | 1.88% | 0.54% | 2.62% | 2.62% |
Expected life | '10 years | '10 years | '10 years | '10 years | '4 years | '5 years | '10 years |
Volatility | 72.37% | 82.20% | 72.31% | 76.27% | 56.06% | 78.25% | 78.25% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% |
Forfeiture rate | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | ' | ' |
Share_Capital_Summary_of_Stock
Share Capital - Summary of Stock-Based Compensation Expense (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 39 Months Ended | 59 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | $986,153 | $2,006,053 | $5,462,744 | $5,755,106 | $18,102,090 | $18,102,090 |
General and Administrative [Member] | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | 406,678 | 553,403 | 1,694,522 | 1,737,267 | 6,276,590 | ' |
Research and Development [Member] | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | 447,824 | 1,225,110 | 2,857,904 | 3,356,903 | 9,391,010 | ' |
Sales and Marketing [Member] | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | $131,651 | $227,540 | $910,318 | $660,936 | $2,434,490 | ' |
Share_Capital_Summary_of_Optio
Share Capital - Summary of Option Activity (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Equity [Abstract] | ' | ' | ' | ' |
Number of options, Options outstanding, beginning of period | 2,232,851 | 2,040,500 | 2,072,000 | 1,898,750 |
Number of options, Granted | 52,500 | 43,750 | 304,716 | 189,000 |
Number of options, Forfeited | -79,843 | ' | -171,208 | -3,500 |
Number of options, Options outstanding, end of period | 2,205,508 | 2,084,250 | 2,205,508 | 2,084,250 |
Number of options, Options exercisable, end of period | 1,526,610 | 964,565 | 1,526,610 | 964,565 |
Weighted Average Exercise price, Options outstanding, beginning of period | $10.31 | $10.62 | $10.89 | $9.25 |
Weighted Average Exercise price, Granted | $8.26 | $28.49 | $10.36 | $28.49 |
Weighted Average Exercise price, Forfeited | $18.38 | ' | $22.41 | $10.55 |
Weighted Average Exercise price, Options outstanding, end of period | $9.97 | $10.99 | $9.97 | $10.99 |
Weighted Average Exercise price, Options exercisable, end of period | $7.73 | $4.78 | $7.73 | $4.78 |
Weighted Average Exercise price, Per share weighted average grant-date fair value of options granted | $4.40 | $23.44 | $5.02 | $22.61 |
Share_Capital_Schedule_of_Weig
Share Capital - Schedule of Weighted-Average Assumptions Using Black-Scholes Option Pricing Model (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Equity [Abstract] | ' | ' | ' | ' |
Risk-free interest rate | 2.62% | 1.75% | 2.53% | 1.88% |
Expected life | '10 years | '10 years | '10 years | '10 years |
Volatility | 72.37% | 82.20% | 72.31% | 76.27% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Forfeiture rate | 0.00% | 0.00% | 0.00% | 0.00% |
Share_Capital_Summary_of_Warra
Share Capital - Summary of Warrants Outstanding to Acquire Common Shares (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Class of Warrant or Right [Line Items] | ' |
Number | 5,443,015 |
$1.07 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Number | 469,280 |
Exercise price | $1.07 |
$1.43 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Number | 610,890 |
Exercise price | $1.43 |
Expiration date | 28-Feb-19 |
$5.74 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Number | 268,100 |
Exercise price | $5.74 |
$10.55 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Number | 94,745 |
Exercise price | $10.55 |
Expiration date | 30-Apr-21 |
$11.00 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Number | 4,000,000 |
Exercise price | $11 |
Expiration date | 31-May-17 |
Minimum [Member] | $1.07 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Expiration date | 28-Feb-14 |
Minimum [Member] | $5.74 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Expiration date | 31-Oct-14 |
Maximum [Member] | $1.07 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Expiration date | 30-Sep-19 |
Maximum [Member] | $5.74 [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Expiration date | 30-Jun-19 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' |
Measurement of tax position | 'greater than 50 percent | ' |
Open tax years, Starts | 31-Dec-09 | ' |
Open tax years, Ends | 31-Dec-12 | ' |
Effective income tax rates | -0.28% | 0.00% |
U.S. federal statutory income tax rate | 34.00% | ' |
Change in unrecognized tax benefits | $0 | ' |
Income tax examination, beginning year | '2009 | ' |
Income tax examination, ending year | '2013 | ' |
Financial_Instruments_Addition
Financial Instruments - Additional Information (Detail) | Sep. 30, 2013 |
Fair Value Disclosures [Abstract] | ' |
Percentage of amount due from one customer of total accounts receivables | 89.00% |
Fair_Value_of_Financial_Assets1
Fair Value of Financial Assets and Liabilities - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 59 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Fair Value Disclosures [Abstract] | ' | ' | ' | ' | ' |
Discount Rate for Interest Free Loans | ' | ' | 15.00% | ' | ' |
Financial Income related to warrants fair value adjustments | $2,000,000 | ' | ($9,748,000) | ' | ($9,748,000) |
Related_Party_Transactions_Sch
Related Party Transactions - Schedule of Transactions with Related Parties (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 59 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Licensing fees charged to Bioamber S.A.S. | ' | ' | ' | ' | $1,300,580 |
Interest revenue from Bioamber S.A.S. | ' | ' | ' | ' | 161,771 |
Product sales to companies under the common control of a shareholder | ' | ' | ' | 128,250 | 257,865 |
Land purchased from Lanxess | ' | ' | ' | ' | 338,550 |
Investor [Member] | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Product sales to a shareholder | 127,674 | ' | 424,796 | ' | 424,796 |
ARD [Member] | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Research and development expenses | 136,329 | ' | 532,529 | 134,000 | 2,985,581 |
Toll manufacturing services provided by ARD initially recorded as inventory | 914,608 | 1,466,053 | 3,030,060 | 2,747,255 | 6,899,319 |
Saltigo [Member] | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Research and development expenses | ' | ' | ' | ' | $387,440 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (ARD [Member]) | 1 Months Ended |
Dec. 07, 2012 | |
ARD [Member] | ' |
Related Party Transaction [Line Items] | ' |
Purchases of succinic acid from ARD | 100.00% |
Business_Segments_NonCurrent_A
Business Segments - Non-Current Assets of Company Geographic Segment (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, net | $6,711,048 | $3,650,984 |
Investment in equity method investments | 710,087 | 725,529 |
Intangible assets, net | 4,158,550 | 13,050,153 |
Goodwill | 680,520 | 662,972 |
Europe [Member] | Reportable Geographical Components [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, net | 4,057 | 4,638 |
Investment in equity method investments | ' | ' |
Intangible assets, net | 4,158,550 | 10,439,305 |
Goodwill | 680,520 | 662,972 |
North America [Member] | Reportable Geographical Components [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, net | 6,706,991 | 3,646,346 |
Investment in equity method investments | 710,087 | 725,529 |
Intangible assets, net | ' | 2,610,848 |
Goodwill | ' | ' |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2013 | |
Segment Reporting [Abstract] | ' |
Issuance date of consolidated financial statements | 13-Nov-13 |