Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 12, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Registrant Name | '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 | ' | 21,835,721 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Revenues | ' | ' | ' | ' |
Product sales | $469,315 | $866,529 | $1,234,576 | $2,225,640 |
Total revenues | 469,315 | 866,529 | 1,234,576 | 2,225,640 |
Cost of goods sold excluding depreciation and amortization (Note 17) | 1,447,819 | 655,175 | 3,978,780 | 2,264,916 |
Gross profit (loss) | -978,504 | 211,354 | -2,744,204 | -39,276 |
Operating expenses | ' | ' | ' | ' |
General and administrative | 2,420,584 | 2,296,293 | 8,204,822 | 6,926,688 |
Research and development, net | 3,577,733 | 2,760,006 | 11,150,536 | 13,079,726 |
Sales and marketing | 954,150 | 1,073,723 | 3,803,010 | 3,821,455 |
Depreciation of property and equipment and amortization of intangible assets | 68,645 | 40,321 | 188,228 | 1,112,486 |
Impairment loss and write-off of property and equipment and of intangible assets | ' | ' | ' | 8,619,405 |
Foreign exchange (gain) loss | 287,671 | -111,482 | 75,857 | -228,169 |
Operating expenses | 7,308,783 | 6,058,861 | 23,422,453 | 33,331,591 |
Operating loss | 8,287,287 | 5,847,507 | 26,166,657 | 33,370,867 |
Amortization of deferred financing costs and debt discounts | 72,952 | 191,289 | 217,661 | 377,722 |
Financial charges (income), net (Note 10) | 539,138 | 2,905,722 | 16,762,658 | -7,711,078 |
Gain on debt extinguishment (Note 8) | -451,450 | ' | -451,450 | -314,305 |
Equity participation in (income) losses of equity method investments (Note 3) | 216 | 52 | 108 | 15,442 |
Other expense (income), net | ' | ' | -185,000 | ' |
Loss before income taxes | 8,448,143 | 8,944,570 | 42,510,634 | 25,738,648 |
Income taxes (Note 14) | 18,048 | 22,186 | 52,738 | 68,757 |
Net loss | 8,466,191 | 8,966,756 | 42,563,372 | 25,807,405 |
Net loss attributable to: | ' | ' | ' | ' |
BioAmber Inc. shareholders | 8,161,302 | 8,833,499 | 42,064,908 | 25,390,632 |
Non-controlling interest | 304,889 | 133,257 | 498,464 | 416,773 |
Net loss | $8,466,191 | $8,966,756 | $42,563,372 | $25,807,405 |
Net loss per share attributable to BioAmber Inc. shareholders - basic | $0.39 | $0.48 | $2.17 | $1.74 |
Weighted-average of common shares outstanding - basic | 21,054,225 | 18,419,267 | 19,405,327 | 14,620,923 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Comprehensive Income Net Of Tax [Abstract] | ' | ' | ' | ' |
Net loss | $8,466,191 | $8,966,756 | $42,563,372 | $25,807,405 |
Foreign currency translation adjustment | 3,703,432 | -446,718 | 3,172,884 | 172,483 |
Total comprehensive loss | 12,169,623 | 8,520,038 | 45,736,256 | 25,979,888 |
Total comprehensive loss attributable to: | ' | ' | ' | ' |
BioAmber Inc. shareholders | 10,968,618 | 8,100,295 | 44,442,037 | 25,570,994 |
Non-controlling interest | 1,201,005 | 419,743 | 1,294,219 | 408,894 |
Total comprehensive loss | $12,169,623 | $8,520,038 | $45,736,256 | $25,979,888 |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Current assets | ' | ' |
Cash (Note 8 iv)) | $78,631,664 | $83,728,199 |
Accounts receivable | 334,594 | 754,987 |
Inventories (Note 4) | 2,992,371 | 2,415,402 |
Prepaid expenses and deposits (Note 4) | 1,459,255 | 5,131,367 |
Valued added tax, income taxes and other receivables | 3,243,162 | 2,262,139 |
Deferred financing costs | ' | 671,270 |
Total current assets | 86,661,046 | 94,963,364 |
Property and equipment, net (Note 5) | 69,093,600 | 13,554,279 |
Investment in equity method investments (Note 3) | 34,925 | 710,033 |
Intangible assets, net (Note 6) | 4,304,687 | 4,158,550 |
Goodwill | 634,917 | 692,788 |
Restricted cash | 669,675 | 0 |
Deferred financing costs (Note 8) | 1,044,227 | ' |
Total assets | 162,443,077 | 114,079,014 |
Current liabilities | ' | ' |
Accounts payable and accrued liabilities (Note 7) | 16,993,440 | 7,081,471 |
Income taxes payable (Note 14) | 1,008,090 | 1,120,669 |
Accounts payable Agro-industries Recherches et Développements (“ARDâ€) (Note 17) | 859,358 | 29,497 |
Deferred grants (Note 9) | 2,907,138 | 3,061,140 |
Short-term portion of long-term debt (Note 8) | 12,153,558 | 6,520,263 |
Total current liabilities | 33,921,584 | 17,813,040 |
Long-term debt (Note 8) | 20,372,612 | 23,209,629 |
Warrants financial liability (Note 13) | 20,239,200 | 5,840,000 |
Other long-term liabilities | 116,250 | 82,500 |
Total liabilities | 74,649,646 | 46,945,169 |
Commitments and contingencies (Note 11) | ' | ' |
Redeemable non-controlling interest (Note 12) | 25,440,406 | 0 |
Shareholders’ equity | ' | ' |
Common stock: $0.01 par value per share; 250,000,000 authorized, 21,809,099 and 18,558,369 issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 218,091 | 185,584 |
Additional paid-in capital | 219,045,886 | 177,275,934 |
Warrants | 2,949,018 | 2,964,335 |
Accumulated deficit | -157,108,858 | -115,043,950 |
Accumulated other comprehensive income (loss) | -2,751,112 | -373,983 |
Total BioAmber Inc. shareholders’ equity | 62,353,025 | 65,007,920 |
Non-controlling interest (Note 12) | ' | 2,125,925 |
Total shareholders’ equity | 62,353,025 | 67,133,845 |
Total liabilities and equity | $162,443,077 | $114,079,014 |
Consolidated_Balance_Sheets_Un1
Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Statement Of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 21,809,099 | 18,558,369 |
Common stock, shares outstanding | 21,809,099 | 18,558,369 |
Consolidated_Statements_of_Sha
Consolidated Statements of Shareholders' Equity (Unaudited) (USD $) | Total | Common stock | Additional paid-in capital | Warrants | Accumulated deficit | Accumulated other comprehensive loss | Non-controlling interest |
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 - Sinoven | ' | 630 | -630 | ' | ' | ' | ' |
Release of shares - Sinoven, shares | ' | 63,000 | ' | ' | ' | ' | ' |
Cancelation of shares - Sinoven | -140,000 | ' | -140,000 | ' | ' | ' | ' |
Stock-based compensation (Note 13) | 6,731,539 | ' | 6,731,539 | ' | ' | ' | ' |
IPO or Issuance of shares, value, net of issuance costs | 80,000,000 | 80,000 | 79,920,000 | ' | ' | ' | ' |
IPO or Issuance of shares, shares | ' | 8,000,000 | ' | ' | ' | ' | ' |
IPO costs | -7,136,291 | ' | -7,136,291 | ' | ' | ' | ' |
Warrants issued at IPO | -16,148,000 | ' | -16,148,000 | ' | ' | ' | ' |
Warrants exercised | 159,304 | 1,456 | 268,470 | -110,622 | ' | ' | ' |
Warrants exercised, shares | ' | 145,554 | ' | -145,554 | ' | ' | ' |
Net loss | -33,791,282 | ' | ' | ' | -33,217,758 | ' | -573,524 |
Foreign currency translation | -339,000 | ' | ' | ' | ' | -279,014 | -59,986 |
Balance at Dec. 31, 2013 | 67,133,845 | 185,584 | 177,275,934 | 2,964,335 | -115,043,950 | -373,983 | 2,125,925 |
Balance, shares at Dec. 31, 2013 | ' | 18,558,369 | ' | 1,312,301 | ' | ' | ' |
Stock-based compensation (Note 13) | 5,565,072 | ' | 5,565,072 | ' | ' | ' | ' |
Reclassification of non-controlling interest to redeemable non-controlling interest (Note 12) | -2,125,925 | ' | ' | ' | ' | ' | -2,125,925 |
IPO or Issuance of shares, value, net of issuance costs | 36,059,908 | 32,200 | 36,027,708 | ' | ' | ' | ' |
IPO or Issuance of shares, shares | ' | 3,220,000 | ' | ' | ' | ' | ' |
Warrants exercised | 23,450 | 69 | 38,698 | -15,317 | ' | ' | ' |
Warrants exercised, shares | ' | 6,930 | ' | -6,930 | ' | ' | ' |
Net loss | -42,563,372 | ' | ' | ' | ' | ' | ' |
Foreign currency translation | -3,172,884 | ' | ' | ' | ' | ' | ' |
Stock options exercised | 138,712 | 238 | 138,474 | ' | ' | ' | ' |
Stock options exercised, shares | 23,800 | 23,800 | ' | ' | ' | ' | ' |
Net loss | -42,064,908 | ' | ' | ' | -42,064,908 | ' | ' |
Foreign currency translation | -2,377,129 | ' | ' | ' | ' | -2,377,129 | ' |
Balance at Sep. 30, 2014 | $62,353,025 | $218,091 | $219,045,886 | $2,949,018 | ($157,108,858) | ($2,751,112) | ' |
Balance, shares at Sep. 30, 2014 | ' | 21,809,099 | ' | 1,305,371 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Cash flows from operating activities | ' | ' | ' | ' |
Net loss | ($8,466,191) | ($8,966,756) | ($42,563,372) | ($25,807,405) |
Adjustments to reconcile net loss to cash: | ' | ' | ' | ' |
Stock-based compensation | 1,043,431 | 986,153 | 5,565,072 | 5,462,744 |
Depreciation of property and equipment and amortization of intangible assets | 68,645 | 40,321 | 188,228 | 1,112,486 |
Impairment loss and write-off of property and equipment and of intangible assets | ' | ' | ' | 8,619,405 |
Amortization of deferred financing costs and debt discounts | 72,952 | 191,289 | 217,661 | 377,722 |
Equity participation in (income) losses of equity method investments (Note 3) | 216 | 52 | 108 | 15,442 |
Other long-term liabilities | 11,250 | 11,250 | 33,750 | 33,750 |
Financial charges (income), net (Note 10) | 312 | 2,251,595 | 15,114,674 | -9,496,405 |
Gain on debt extinguishment (Note 8) | -451,450 | ' | -451,450 | -314,305 |
Changes in operating assets and liabilities | ' | ' | ' | ' |
Change in accounts receivable | 292,914 | 53,154 | 420,393 | 22,030 |
Change in inventories | 985,289 | -481,957 | -576,969 | -903,148 |
Change in prepaid expenses and deposits | 1,859,474 | 424,042 | 3,111,550 | -2,970,633 |
Change in research and development tax credits receivable, value added tax, income taxes and other receivables | 18,272 | 617,551 | -1,228,144 | 529,475 |
Change in accounts payable to ARD | -1,779,822 | 162,657 | 826,640 | 43,786 |
Change in accounts payable and accrued liabilities | 4,092,090 | -631,267 | 9,138,372 | 564,407 |
Net cash used in operating activities | -2,252,618 | -5,341,916 | -10,203,487 | -22,710,649 |
Cash flows from investing activities | ' | ' | ' | ' |
Acquisition of property and equipment and intangible assets | -26,745,899 | -2,494,138 | -59,474,178 | -4,606,597 |
Change in restricted cash | ' | ' | -678,450 | ' |
Capital distribution from equity method investments (Note 3) | ' | ' | 675,000 | ' |
Net cash used in investing activities | -26,745,899 | -2,494,138 | -59,477,628 | -4,606,597 |
Cash flows from financing activities | ' | ' | ' | ' |
Deferred financing costs | 69,638 | 49,190 | -491,462 | -722,469 |
Issuance of long-term debt (Note 8) | 3,041,481 | ' | 5,232,699 | 25,589,855 |
Repayment of long-term debt (Note 8) | -2,846,411 | ' | -2,846,411 | ' |
Government grants (Note 9) | 3,307,554 | ' | 4,099,665 | 485,462 |
Net proceeds from issuance of common shares | 36,078,080 | 19,178 | 36,222,070 | 19,178 |
Proceeds from issuance of shares by a subsidiary (Note 12) | 16,488,000 | ' | 24,608,700 | ' |
Net proceeds on issuance of units (Note 13) | ' | ' | ' | 72,863,709 |
Cancellation of shares (Note 2) | ' | ' | ' | -140,000 |
Net cash provided by financing activities | 56,138,342 | 68,368 | 66,825,261 | 98,095,735 |
Foreign exchange impact on cash | -2,811,777 | 394,457 | -2,240,681 | -242,846 |
Increase (decrease) in cash | 24,328,048 | -7,373,229 | -5,096,535 | 70,535,643 |
Cash, beginning of period | 54,303,616 | 102,981,209 | 83,728,199 | 25,072,337 |
Cash, end of period | 78,631,664 | 95,607,980 | 78,631,664 | 95,607,980 |
Non-cash transactions: | ' | ' | ' | ' |
Deferred financing costs related to the second public offering not yet paid | 48,150 | ' | 48,150 | ' |
Construction in-progress (“CIPâ€) costs not yet paid | 12,984,161 | 1,049,084 | 12,984,161 | 1,049,084 |
Amortization of debt discounts capitalized to CIP | $179,901 | ' | $483,536 | ' |
Summary_of_significant_account
Summary of significant accounting policies | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
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 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. 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 Report on Form 10-K for the year ended December 31, 2013. | |||||
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 three and nine months ended September 30, 2014 are not necessarily indicative of results to be expected for the year ended December 31, 2014 or any other future period. | |||||
Risk and uncertainties | |||||
BioAmber is an industrial biotechnology company producing sustainable chemicals and the Company has not commenced planned, principal operations. The Company’s principal operations will start once commercial production begins at the Sarnia, Ontario facility, currently under construction. The Company’s activities since inception have consisted principally of raising capital for performing research and development activities, developing market related to its bio-succinic acid product and derived products, acquiring technology patents, producing and selling bio-succinic acid from a large-scale demonstration facility in Pomacle, France, building its Sarnia facility. Ultimately, the Company believes that the attainment of profitable operations is dependent upon future events, including completion of the construction and future operation of the commercial-scale manufacturing facility in Sarnia, Ontario, further advancing its existing commercial arrangements with strategic partners to generate revenue from the sale of its products that will support the Company’s cost structure, gaining market acceptance for its bio-succinic acid, its derivatives and other building block chemicals, obtaining adequate financing to complete its development activities, and attracting and retaining qualified personnel. | |||||
Fair value of financial instruments | |||||
The Company applies FASB ASC 820, Fair Value Measurement, which defines fair value and establishes a framework for measuring fair value and making disclosures about fair value measurements. FASB ASC 820 establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is impacted by a number of factors, including the type of financial instruments and the characteristics specific to them. Financial instruments with readily available quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. | |||||
There are three levels within the hierarchy that may be used to measure fair value: | |||||
Level 1 | — | A quoted price in an active market for identical assets or liabilities. | |||
Level 2 | — | Significant pricing inputs are observable inputs, which are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources. | |||
Level 3 | — | Significant pricing inputs are unobservable inputs, which are inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. | |||
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, 2013. | |||||
Restricted Cash | |||||
Cash amounts that are restricted to withdrawal or usage are presented as restricted cash. As of September 30, 2014 and December 31, 2013, the Company had $669,675 and nil, respectively, of restricted cash held in an escrow account as a guarantee to a long-term supply agreement. See also Note 17. | |||||
Revenue | |||||
The Company’s revenues represent sales of bio-succinic acid and derivative products to a limited number of customers. Revenues from two customers represented 43% and 62% of the consolidated revenue for the nine months ended September 30, 2014 and 2013, respectively. Revenues from three customers represented 54% of the consolidated revenue for the three months ended September 30, 2014 and revenues from two customers represented 53% of the consolidated revenue for the three months ended September 30, 2013. | |||||
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, business combinations, 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 deemed to be substantially complete, 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. | |||||
Long-lived asset impairment | |||||
Management assesses the fair value of its long-lived assets in accordance with FASB 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 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 assets, estimated by discounting cash flows techniques, an impairment charge is recorded. The impairment charge is determined as the difference between the fair value of the assets and their corresponding carrying value. | |||||
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 were valued using the Black-Scholes pricing model at the date of initial issuance and are valued 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. | |||||
Redeemable non-controlling interest | |||||
The Company accounts for redeemable non-controlling interest in accordance with FASB ASC 480-10-S99, Classification and Measurement of Redeemable Securities, under which the initial carrying value of the redeemable non-controlling interest is classified as temporary equity. The redeemable non-controlling interest is presented at the greater of their carrying amount or redemption value at the end of each reporting period. The changes in the value from period to period are charged to redeemable non-controlling interest on the consolidated balance sheets, or in reduction of retained earnings and earnings available to common shareholders if the redemption value is greater than the carrying amount. Refer to Note 12. | |||||
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. Losses have been incurred in each period since inception; accordingly, diluted loss per share is not presented. | |||||
Recently adopted and recently issued accounting guidance | |||||
In July 2013, the FASB issued an amended accounting standard update on the financial statement presentation of unrecognized tax benefits. The amended guidance provides that a liability related to an unrecognized tax benefit should be presented as a reduction of a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. The new guidance became effective for the Company on January 1, 2014 and was applied prospectively to unrecognized tax benefits that existed at the effective date with retrospective applications permitted. The Company’s current presentation of unrecognized tax benefits conforms with the amended guidance. Accordingly, there was no impact to the Company resulting from this amended standard. | |||||
In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, "Revenue Recognition - Revenue from Contracts with Customers," which is a comprehensive revenue recognition standard that will supersede nearly all existing revenue recognition guidance under U.S. GAAP. The standard is effective for interim and annual periods beginning after December 15, 2016, and either full retrospective adoption or modified retrospective adoption is permitted. The Company is in the process of evaluating the impact of the standard. | |||||
In June 2014, the FASB issued ASU No. 2014-10,"Development Stage Entities," - Elimination of Certain Financial Reporting Requirements, including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation, which eliminates the concept of a development stage entity (DSE) in its entirety from current accounting guidance. Amendments to the consolidation guidance may result in more DSEs being considered variable interest entities (VIEs). The new guidance is effective for fiscal years and interim periods beginning after 15 December 2014, with early adoption permitted. The Company has elected to early adopt ASU No. 2014-10 for the interim period ended September 30, 2014. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage. | |||||
In August 2014, the FASB issued ASU 2014-15 “Presentation of Financial Statements— Going Concern (Subtopic 205-40) (Topic 718): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. This ASU requires an entity to evaluate whether conditions or events, in the aggregate, raise substantial doubt about the entity's ability to continue as a going concern for one year from the date the financial statements are issued or are available to be issued. The new guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2016. The adoption of this ASU is not expected to have an impact on the Company’s consolidated financial position, results of operations or cash flows. | |||||
Sinoven_Biopolymers_Inc_Sinove
Sinoven Biopolymers Inc. ("Sinoven") | 9 Months Ended | |
Sep. 30, 2014 | ||
Compensation Related Costs [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, 2014 | |
Investment Holdings [Abstract] | ' |
Investment in AmberWorks LLC | ' |
3. Investment in AmberWorks LLC | |
AmberWorks had a net loss of $216 and $30,884 for the nine months ended September 30, 2014 and 2013, respectively. Sinoven’s share of the net loss amounted to $108 and $15,442 for those periods, respectively. | |
AmberWorks had a net loss of $432 and $104, for the three months ended September 30, 2014 and 2013, respectively. Sinoven’s share of the net loss amounted to $216 and $52 for those periods, respectively. | |
AmberWorks had total assets of $56,156 and $1,420,066 and total liabilities of nil as of September 30, 2014 and December 31, 2013, respectively. Sinoven’s share of net assets amounted to $34,925 and $710,033 as of those periods, respectively. | |
On May 6, 2014, AmberWorks made a capital distribution totaling $1,350,000, to Sinoven and NatureWorks LLC, both 50% holders of the joint venture, in proportion of their respective investments in the joint venture. This distribution was in the form of cash and was recorded as a reduction of investment. |
Inventories_and_Prepaid_expens
Inventories and Prepaid expenses and deposits | 9 Months Ended |
Sep. 30, 2014 | |
Inventory Disclosure [Abstract] | ' |
Inventories and Prepaid expenses and deposits | ' |
4. Inventories and Prepaid expenses and deposits | |
The Company had approximately $3.0 million and $2.4 million of finished goods inventory as of September 30, 2014 and December 31, 2013, respectively, net of an inventory reserve of $1.8 million and nil, as of September 30, 2014 and December 31, 2013, respectively. | |
The Company had approximately $1.5 million and $5.1 million of prepaid expenses and deposits as of September 30, 2014 and December 31, 2013, respectively, which was comprised primarily of deposits made to secure the purchase of equipment and advances for the construction of the manufacturing facility in Sarnia, Ontario. |
Property_and_equipment
Property and equipment | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Property Plant And Equipment [Abstract] | ' | |||||||||
Property and equipment | ' | |||||||||
5. Property and equipment | ||||||||||
Estimated | ||||||||||
Useful | September 30, | December 31, | ||||||||
Life | 2014 | 2013 | ||||||||
(years) | ||||||||||
$ | $ | |||||||||
Land | 300,757 | 316,689 | ||||||||
Furniture and fixtures | 5 - 8 | 98,312 | 80,081 | |||||||
Machinery and equipment | 5 - 15 | 858,295 | 747,549 | |||||||
Computers, office equipment and peripherals | 3 - 7 | 195,705 | 238,143 | |||||||
Leasehold improvement | 10 | 12,342 | — | |||||||
Construction in-progress | 76,112,150 | 16,784,763 | ||||||||
Grants applied to construction in-progress | (8,112,675 | ) | (4,338,168 | ) | ||||||
69,464,886 | 13,829,057 | |||||||||
Less: accumulated depreciation | (371,286 | ) | (274,778 | ) | ||||||
Property and equipment, net | 69,093,600 | 13,554,279 | ||||||||
Depreciation expense is recorded as an operating expense in the consolidated statements of operations and amounted to $165,424 and $110,519 for the nine months ended September 30, 2014 and 2013, respectively and to $45,841 and $40,321 for the three months ended September 30, 2014 and 2013, respectively. |
Intangible_assets
Intangible assets | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | |||||||
Intangible assets | ' | |||||||
6. Intangible assets | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
$ | $ | |||||||
Intellectual property, patents and licenses: | ||||||||
Beginning balance | 4,878,813 | 12,644,197 | ||||||
Write-off of patents and completed IPR&D | — | (7,785,384 | ) | |||||
4,878,813 | 4,878,813 | |||||||
Foreign currency translation adjustment | (350,074 | ) | (350,074 | ) | ||||
4,528,739 | 4,528,739 | |||||||
Less: accumulated amortization | (4,528,739 | ) | (4,528,739 | ) | ||||
Intellectual property, patents and licenses, net | — | — | ||||||
Acquired in-process research and development | 4,158,550 | 4,158,550 | ||||||
Computer software and license | 231,507 | — | ||||||
Less: accumulated depreciation | (85,370 | ) | — | |||||
Intangible assets, net | 4,304,687 | 4,158,550 | ||||||
Amortization expense is recorded as an operating expense in the consolidated statements of operations and amounted to 22,804 and $1,001,967 for the nine months ended September 30, 2014 and 2013, respectively and to $22,804 and nil for the three months ended September 30, 2014 and 2013, respectively. |
Accounts_payable_and_accrued_l
Accounts payable and accrued liabilities | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
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, | |||||||
2014 | 2013 | |||||||
$ | $ | |||||||
Trade accounts payable | 13,784,050 | 4,020,205 | ||||||
Accrued payroll and bonus | 2,011,509 | 2,291,369 | ||||||
Consulting and legal fees | 428,944 | 203,958 | ||||||
Other | 768,937 | 565,939 | ||||||
Total | 16,993,440 | 7,081,471 | ||||||
Longterm_debt
Long-term debt | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||||||||||||||
Long-term debt | ' | |||||||||||||||||||||||
8. Long-term debt | ||||||||||||||||||||||||
Project Financing | ||||||||||||||||||||||||
The Company entered into the following facilities to fund the construction of the manufacturing facility in Sarnia, Ontario: | ||||||||||||||||||||||||
i) | Sustainable Jobs and Investment Fund (“SJIF”) | |||||||||||||||||||||||
On September 30, 2011, BioAmber Sarnia Inc. (“BioAmber Sarnia”) and the Minister of Economic Development and Trade of Ontario, Canada (Sustainable Jobs Innovation Fund) entered into an agreement pursuant to which a loan in the amount of CAD$15,000,000, or $13,393,500 when converted into U.S. dollars as of September 30, 2014, was granted to BioAmber Sarnia, according to the following principal terms: | ||||||||||||||||||||||||
— | the loan is interest free during the first five years provided BioAmber Sarnia creates or retains an average of 31 jobs per year, calculated on an annual basis; | |||||||||||||||||||||||
— | the loan will bear interest from the fifth anniversary date of its disbursement at an annual rate of 3.98% (or 5.98% if BioAmber Sarnia does not fully achieve the cumulative job target for the first five years); | |||||||||||||||||||||||
— | the principal will be repayable in five annual equal installments from the sixth anniversary date of the disbursement of the loan; | |||||||||||||||||||||||
— | the loan is secured by a guarantee from BioAmber and Mitsui & Co., Ltd., the non-controlling shareholder of BioAmber Sarnia (the guarantee being limited to its percentage of ownership held in BioAmber Sarnia); and | |||||||||||||||||||||||
— | the loan is secured by (i) a general security agreement representing a valid charge on BioAmber Sarnia’s present and future accounts receivable, inventory, equipment and other personal property and (ii) a valid charge against the leasehold interest on the portion of the real property located in Sarnia Ontario, Canada and leased to BioAmber Sarnia. | |||||||||||||||||||||||
During March 2013, BioAmber Sarnia received the first disbursement of CAD$929,000, or $829,956 when converted into U.S. dollars as of September 30, 2014. The loan was originally recorded at $444,780 when converted into U.S. dollars as of September 30, 2014, 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. | ||||||||||||||||||||||||
The difference between the face value of the loan and the discounted amount of the loan of $385,176 when converted into U.S. dollars as of September 30, 2014 was recorded as a short-term deferred grant and subsequently reclassified to reduce the cost of construction in-progress. | ||||||||||||||||||||||||
During July 2014, BioAmber Sarnia received the second disbursement of CAD$4,976,000, or $4,442,823 when converted into U.S. dollars as of September 30, 2014. The loan was originally recorded at $2,309,761 when converted into U.S. dollars as of September 30, 2014, being the discounted amount of the future cash payments of principal and interest over the term of the loan. The discount rate used was 12%, being the interest rate a loan with similar terms and conditions would carry. | ||||||||||||||||||||||||
The difference between the face value of the loan and the discounted amount of the loan of $2,133,062 when converted into U.S. dollars as of September 30, 2014 was recorded as a grant classified in reduction of the cost of construction in-progress. | ||||||||||||||||||||||||
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) | Sustainable Chemistry Alliance (“SCA”) | |||||||||||||||||||||||
In November 2011, BioAmber Sarnia entered into a loan agreement with SCA in the amount of CAD$500,000, or $446,450 when converted into U.S. dollars as of September 30, 2014. The loan was interest free until November 30, 2013, and the unpaid balance of the loan subsequently bears interest at the rate of 5% per annum compounded monthly. The principal repayment will be effected by way of 20 consecutive quarterly installments of CAD$25,000 from November 2015 to November 2020. The loan agreement contains various legal and financial covenants including i) third party credit facilities which cannot exceed $45 million in the aggregate as long as any principal of the loan remains outstanding, ii) the funds are to be used for research and development expenses only and iii) dividends may not be declared or paid without the consent of the lender. | ||||||||||||||||||||||||
In July 2014, the loan agreement was amended to increase the third party credit facilities from $45 million in the aggregate as described above, to $60 million in the aggregate. | ||||||||||||||||||||||||
The loan was originally recorded at $231,598 when converted into U.S. dollars as of September 30, 2014, 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. | ||||||||||||||||||||||||
The difference between the face value of the loan and the discounted amount of the loan of $214,852 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. | ||||||||||||||||||||||||
iii) | Federal Economic Development Agency (“FEDDEV”) | |||||||||||||||||||||||
On September 30, 2011, BioAmber Sarnia and FEDDEV entered into a contribution agreement pursuant to which a loan of up to a maximum amount of CAD$12,000,000 or $10,714,800 when converted into U.S. dollars as of September 30, 2014, was granted to BioAmber Sarnia. The loan is non-interest bearing with original repayment of principal from October 2013 to October 2018 in 60 monthly installments. The repayment terms were later modified as described below. | ||||||||||||||||||||||||
The loan agreement contains various legal and financial covenants ordinarily found in such government agency loan agreements. In addition the following specific covenants also apply: | ||||||||||||||||||||||||
(a) | the Company will carry appropriate amounts of liability and casualty insurance during the duration of the loan agreement; | |||||||||||||||||||||||
(b) | the Company will file for and obtain all necessary permits and licenses from all required jurisdictional authorities in order to build the facility; | |||||||||||||||||||||||
(c) | the Company will not alter the project nor project management without prior written consent of the Minister; | |||||||||||||||||||||||
(d) | the Company will complete the project to the Minister’s satisfaction by the completion date; and | |||||||||||||||||||||||
(e) | the Company will not allow change of control without prior written consent of the Minister. | |||||||||||||||||||||||
These covenants were met as of September 30, 2014. | ||||||||||||||||||||||||
During October 2012, BioAmber Sarnia received the first disbursement for CAD$3,645,000 or $3,254,621 when converted into U.S. dollars as of September 30, 2014. The loan was originally recorded at $1,988,904 when converted into U.S. dollars as of September 30, 2014, 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. The difference between the face value of the loan and the discounted amount of the loan of $1,265,717 when converted into U.S. dollars as of September 30, 2014 was recorded as a deferred grant and subsequently reclassified to reduce the cost of construction in progress. | ||||||||||||||||||||||||
During January 2013, BioAmber Sarnia received a second disbursement for CAD$221,000, or $197,331 when converted into U.S. dollars as of September 30, 2014. The loan was originally recorded at $126,607 when converted into U.S. dollars as of September 30, 2014, 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. The difference between the face value of the loan and the discounted amount of the loan of $70,724 when converted into U.S. dollars as of September 30, 2014 was recorded as a deferred grant and subsequently reclassified to reduce the cost of construction in progress. | ||||||||||||||||||||||||
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. | ||||||||||||||||||||||||
During December 2013, BioAmber Sarnia received a third disbursement for CAD$1,882,700, or $1,681,063 when converted into U.S. dollars as of September 30, 2014. The loan was originally recorded at $1,053,135 when converted into U.S. dollars as of September 30, 2014, 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. The difference between the face value of the loan and the discounted amount of the loan of $627,928 when converted into U.S. dollars as of September 30, 2014 was recorded as a deferred grant and subsequently reclassified to reduce the cost of construction in progress. | ||||||||||||||||||||||||
During May 2014, the Company agreed with FEDDEV to amend the repayment of principal from the period October 2014 to October 2019, to the period from October 2015 to October 2020. 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 $451,450. | ||||||||||||||||||||||||
During June 2014, BioAmber Sarnia received a fourth disbursement for CAD$3,183,200, or $2,842,279 when converted into U.S. dollars as of September 30, 2014. The loan was originally recorded at $1,852,644 when converted into U.S. dollars as of September 30, 2014, being the discounted amount of the future cash payments of principal and interest over the term of the loan. The discount rate used was 12%, being the interest rate a loan with similar terms and conditions would carry. The difference between the face value of the loan and the discounted amount of the loan of $989,635 when converted into U.S. dollars as of September 30, 2014 was recorded as a grant classified in reduction of the cost of construction in progress. | ||||||||||||||||||||||||
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 | ||||||||||||||||||||||||
iv) | Hercules Technology Growth Capital, Inc. (“HTGC”) | |||||||||||||||||||||||
On June 27, 2013, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with 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 was an initial interest-only period until January 1, 2014, to be extended until July 1, 2014 in the event that the Company received 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, which was subsequently extended to January 31, 2014 pursuant to an amendment dated December 20, 2013. On January 24, 2014, the Company received the additional equity contribution from Mitsui of CAD $9 million, and fulfilled the condition to extend the initial interest-only period until July 1, 2014. | ||||||||||||||||||||||||
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, which is being accreted over the expected term of the loan. | ||||||||||||||||||||||||
As of September 30, 2014, the balance of deferred financing cost associated with this transaction was $469,668 and is being amortized over the estimated term of the loan using the effective interest method. | ||||||||||||||||||||||||
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. The security interest does not apply to any assets owned by BioAmber Sarnia, 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 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, 2014. | ||||||||||||||||||||||||
v) | Minister of Agriculture and Agri-Food of Canada (AAFC) | |||||||||||||||||||||||
On March 10, 2014, BioAmber Sarnia entered into a repayable contribution agreement in the form of a non-interest bearing loan with the Minister of Agriculture and Agri-Food of Canada in the amount of CAD$10 million for the AgriInnovation Program. This loan provides for progressive disbursements as eligible costs are incurred for building construction, installation of equipment and start-up and commissioning of the Sarnia facility. The loan is repayable in equal, monthly installments beginning March 31, 2016 through March 31, 2025 and it contains various legal and financial covenants ordinarily found in such government agency loan agreements. | ||||||||||||||||||||||||
During September 2014, BioAmber Sarnia received a first disbursement for CAD$2 million or, $1,785,800 when converted in U.S. dollars as of September 30, 2014. The loan was originally recorded at $915,743 when converted into U.S. dollars as of September 30, 2014, being the discounted amount of the future cash payments of principal and interest over the term of the loan. The discount rate used was 12%, being the interest rate a loan with similar terms and conditions would carry. The difference between the face value of the loan and the discounted amount of the loan of $870,057 when converted into U.S. dollars as of September 30, 2014 was recorded as a grant classified in reduction of the cost of construction in-progress. | ||||||||||||||||||||||||
vi) | Comerica Bank, Export Development Canada and Farm Credit Canada | |||||||||||||||||||||||
On June 20, 2014, BioAmber Sarnia signed a loan agreement with a financial consortium, comprised of Comerica Bank, Export Development Canada and Farm Credit Canada for a senior secured loan in the principal amount of CAD$20.0 million. The loan will bear interest at a floating interest rate per annum based on the greater of (i) the Canadian prime rate and (ii) the Canadian dealer offered rate plus 1%, in either case plus an interest spread of 5%. There will be an initial interest-only period from draw down of the term loan until the first payment of principal. The loan’s principal will be repaid in 26 equal, quarterly installments beginning three months after the completion of the commissioning and start-up phase of the Sarnia plant, but at the latest on June 30, 2015. The disbursement of the loan, net of a 2.5% upfront loan fee, is subject to customary conditions, including continued progress on the construction of the Sarnia plant, which are expected to be met in or around December 2014. The 2.5% upfront fee of CAD$500,000, or $446,450 when converted into U.S. dollars as of September 30, 2014, was recorded as deferred financing costs and will be amortized over the estimated term of the loan using the effective interest method. Until drawdown of the CAD$20.0 million term loan, BioAmber Sarnia will pay a 1.0% per annum commitment fee on the undrawn amount. BioAmber Sarnia may prepay all or a portion of the loan outstanding from and after the date of the first principal repayment, without penalty. | ||||||||||||||||||||||||
BioAmber Sarnia’s obligations under the loan are secured by (i) a security interest on all of BioAmber Sarnia’s assets and (ii) a pledge of all the shares of BioAmber Sarnia. In addition, the Company will provide the lenders with a guarantee representing 70% of the secured obligations under the loan, and Mitsui & Co., Ltd. will provide a guarantee representing 30% of the secured obligations under the loan that is capped at CAD$6.0 million plus all accrued interest on the secured obligations and fees and expenses. The proceeds of the loan will be used by BioAmber Sarnia to complete the ongoing construction of the Sarnia Plant and fund its startup and commissioning. | ||||||||||||||||||||||||
The loan agreement contains certain representations and warranties, affirmative covenants, negative covenants and conditions that are customarily required for similar financings, including in connection with the disbursement of the loan. The financial covenants require BioAmber Sarnia to maintain a minimum debt service ratio of 1.75 on a historical basis, at the end of any and each quarter during the term of the loan. The 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 agreement, the occurrence of a material adverse effect, defaults in respect of certain other indebtedness and agreements, and certain events of insolvency. If an event of default occurs, the principal, premium, if any, interest and any other monetary obligations on all the then outstanding amounts under the loan may become due and payable immediately. There is no outstanding balance as of September 30, 2014. | ||||||||||||||||||||||||
The balance of the outstanding long-term debt is as follows: | ||||||||||||||||||||||||
September 30, | December 31, | |||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||
$ | $ | |||||||||||||||||||||||
Sustainable Chemistry Alliance: | ||||||||||||||||||||||||
Face value (CAD $500,000) | 446,450 | 470,100 | ||||||||||||||||||||||
Less: debt discount | (214,852 | ) | (226,234 | ) | ||||||||||||||||||||
Amortization of debt discount | 96,813 | 83,344 | ||||||||||||||||||||||
328,411 | 327,210 | |||||||||||||||||||||||
Sustainable Jobs and Investment Fund: | ||||||||||||||||||||||||
Face value (CAD $5,905,000) | 5,272,779 | 873,922 | ||||||||||||||||||||||
Less: debt discount | (2,518,238 | ) | (405,580 | ) | ||||||||||||||||||||
Amortization of debt discount | 134,781 | 55,401 | ||||||||||||||||||||||
2,889,322 | 523,743 | |||||||||||||||||||||||
Federal Economic Development Agency: | ||||||||||||||||||||||||
Face value (CAD $8,931,900) | 7,975,640 | 5,405,259 | ||||||||||||||||||||||
Less: debt discount | (2,954,004 | ) | (2,068,429 | ) | ||||||||||||||||||||
Less: short-term portion of debt | — | (270,263 | ) | |||||||||||||||||||||
Gain on debt extinguishment | (721,827 | ) | (299,852 | ) | ||||||||||||||||||||
Amortization of debt discount | 731,115 | 349,254 | ||||||||||||||||||||||
5,030,924 | 3,115,969 | |||||||||||||||||||||||
Hercules Technology Growth Capital, Inc: | ||||||||||||||||||||||||
Face value | 22,153,589 | 25,000,000 | ||||||||||||||||||||||
Less: short-term portion of debt | (12,153,558 | ) | (6,250,000 | ) | ||||||||||||||||||||
Less: End of term charge | 1,208,181 | 492,707 | ||||||||||||||||||||||
11,208,212 | 19,242,707 | |||||||||||||||||||||||
Minister of Agriculture and Agri-Food Canada: | ||||||||||||||||||||||||
Face value (CAD $2,000,000) | 1,785,800 | — | ||||||||||||||||||||||
Less: debt discount | (870,057 | ) | — | |||||||||||||||||||||
915,743 | — | |||||||||||||||||||||||
Long-term debt, net | 20,372,612 | 23,209,629 | ||||||||||||||||||||||
The principal repayments of the outstanding loans payable are as follows: | ||||||||||||||||||||||||
SCA | SJIF | FEDDEV | HTGC | AAFC | Total | |||||||||||||||||||
$ | $ | $ | $ | $ | $ | |||||||||||||||||||
October 2014 - September 2015 | — | — | — | 12,153,558 | — | 12,153,558 | ||||||||||||||||||
October 2015 - September 2016 | 66,968 | — | 1,595,128 | 10,000,031 | 114,684 | 11,776,811 | ||||||||||||||||||
October 2016 - September 2017 | 89,290 | — | 1,595,128 | — | 196,602 | 1,881,020 | ||||||||||||||||||
October 2017 - September 2018 | 89,290 | — | 1,595,128 | — | 196,602 | 1,881,020 | ||||||||||||||||||
October 2018 and thereafter | 200,902 | 5,272,779 | 3,190,256 | — | 1,277,912 | 9,941,849 | ||||||||||||||||||
Total | 446,450 | 5,272,779 | 7,975,640 | 22,153,589 | 1,785,800 | 37,634,258 | ||||||||||||||||||
Deferred_Grants
Deferred Grants | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Receivables [Abstract] | ' | |||||||
Deferred Grants | ' | |||||||
9. Deferred Grants | ||||||||
As of September 30, 2014, the Company has the following deferred grants: | ||||||||
a) Sustainable Development Technology Canada (“SDTC”) | ||||||||
Grant from Sustainable Development Technology Canada to BioAmber Sarnia in the amount of CAD$7,500,000, or $6,696,750 when converted into U.S. dollars as of September 30, 2014, 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 2014. | |||||||
iii) | Commissioning, Start-up and Optimization of the manufacturing facility, expected to be prior to March 31, 2015. | |||||||
The grant is non-reimbursable by BioAmber Sarnia except upon the occurrence of certain events of default defined in the agreement. | ||||||||
An advance on Milestone I of CAD$1,982,726, or $1,770,376 when converted into U.S. dollars as of September 30, 2014, was received in December 2011 (net of 10% holdback) and was originally recorded as deferred grant. During October 2012, Milestone I was fulfilled and as a result BioAmber Sarnia received an additional amount of CAD$3,015,000, or $2,692,286 when converted into U.S. dollars as of September 30, 2014, 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 will be reclassified as a reduction of such expenses as they are incurred in the future. | ||||||||
During July 2014, BioAmber Sarnia secured an additional CAD$7.0 million grant to the initial grant of CAD$7.5 million from SDTC pursuant to a contribution agreement dated November 29, 2011, to support the ongoing construction of the Sarnia plant. There were no disbursements received from this additional grant as of September 30, 2014. | ||||||||
b) Sustainable Chemistry Alliance (“SCA”) | ||||||||
The loan received from SCA 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, 2014, but are expected to be incurred during the next year. Accordingly, the grant portion of the loan in the amount of $214,852 when converted into U.S. dollars as of September 30, 2014, has been deferred and will be reclassified as a reduction of such expenses as they are incurred in the future. | ||||||||
The balance of the outstanding current liability deferred grant is as follows: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
$ | $ | |||||||
SDTC | 2,692,286 | 2,834,906 | ||||||
SCA | 214,852 | 226,234 | ||||||
Total | 2,907,138 | 3,061,140 | ||||||
Financial_charges_income
Financial charges (income) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Debt Instruments [Abstract] | ' | |||||||||||||||
Financial charges (income) | ' | |||||||||||||||
10. Financial charges (income) | ||||||||||||||||
Three Months | Nine Months | |||||||||||||||
ended | ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
$ | $ | $ | $ | |||||||||||||
End of term charge on long-term debt (Note 8) | 241,112 | 251,595 | 715,474 | 251,595 | ||||||||||||
Interest on long-term debt | 590,847 | 666,665 | 1,847,791 | 666,665 | ||||||||||||
Revaluation of the warrants financial liability (Note 13) | (240,800 | ) | 2,000,000 | 14,399,200 | (9,748,000 | ) | ||||||||||
Issuance of the warrants financial liability | — | — | — | 1,131,200 | ||||||||||||
Other Interest charge (income), net | (52,021 | ) | (12,538 | ) | (199,807 | ) | (12,538 | ) | ||||||||
Total financial charges (income), net | 539,138 | 2,905,722 | 16,762,658 | (7,711,078 | ) | |||||||||||
Commitments_and_contingencies
Commitments and contingencies | 9 Months Ended | |||
Sep. 30, 2014 | ||||
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 $1,062,636 as at December 31, 2013 and include the following future amounts payable on a twelve month basis: | ||||
December 31, 2013 | ||||
$ | ||||
2014 | 489,997 | |||
2015 | 433,744 | |||
2016 | 138,895 | |||
2017 and thereafter | — | |||
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, 2013, the Company has commitments related to royalty payments as follows: | ||||
December 31, 2013 | ||||
$ | ||||
2014 | 601,824 | |||
2015 | 597,667 | |||
2016 | 593,500 | |||
2017 | 722,667 | |||
2018 and thereafter | 7,688,667 | |||
The Company has such contractual agreements with the following partners: Cargill Inc., DuPont, Michigan State University, UT-Batelle on behalf of the U.S. National Laboratories and the U.S. DOE, Celexion LLC, University of Guelph, 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 the use or development of proprietary tools, patents and know-how and the actual expenses incurred amounted to a total of $461,339 and $ 1,041,539 for the nine months ended September 30, 2014 and 2013, respectively, and to a total of $144,032 and $ 350,097 for the three months ended September 30, 2014 and 2013, respectively, and are included in research and development expenses in the consolidated statements of operations. | ||||
Purchase Obligations | ||||
BioAmber Sarnia has entered into a steam supply agreement with LANXESS Inc., under which, BioAmber Sarnia has agreed to pay a Monthly Take or Pay fee during the term of the contract, which will vary upon the natural gas price index. BioAmber Sarnia has also entered into a service agreement with LANXESS Inc. under which minimum yearly payments are required. As of December 31, 2013, BioAmber Sarnia has commitments related to purchase obligations and service payments as follows: | ||||
December 31, 2013 | ||||
$ | ||||
2014 | 642,000 | |||
2015 | 1,608,914 | |||
2016 | 3,022,829 | |||
2017 | 3,315,612 | |||
2018 and thereafter | 17,804,060 | |||
No payments were made during the nine and three months ended September 30, 2014 under those agreements. | ||||
Litigation | ||||
As of September 30, 2014 there were no outstanding claims or litigations. |
Redeemable_noncontrolling_inte
Redeemable non-controlling interest | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Comprehensive Income Net Of Tax Including Portion Attributable To Noncontrolling Interest [Abstract] | ' | |||
Redeemable non-controlling interest | ' | |||
12. Redeemable non-controlling interest | ||||
On January 24, 2014, the Company signed an amended and restated joint venture agreement (the “Amended JV Agreement”) with Mitsui & Co. Ltd. related to the Sarnia joint venture. Under the Amended JV Agreement, Mitsui invested an additional $8.1 million (CAD$9 million) on January 29, 2014 in BioAmber Sarnia to maintain its 30% ownership. The Amended JV Agreement also revised each party’s rights and obligations under the buy/sell provisions of the Agreement, including a put option exercisable at Mitsui’s sole discretion that requires the Company to purchase Mitsui’s equity for a purchase price of 50% of Mitsui’s equity in the joint venture. This option remains in effect until December 31, 2018. As a result of the Amended JV Agreement, the Company’s previously recorded non-controlling interest in BioAmber Sarnia joint venture of $2.1 million as at December 31, 2013 in shareholders’ equity on the consolidated balance sheet, was re-classified to redeemable non-controlling interest in temporary equity on the Company’s consolidated balance sheets, at the greater of the carrying value or the redemption value, in accordance with FASB ASC 480-10-S99. | ||||
On August 15, 2014, Mitsui invested an additional $16.5 million (CAD$18 million) of equity in BioAmber Sarnia maintaining its 30% ownership. As of September 30, 2014, the estimated redemption value of the redeemable non-controlling interest was $13.8 million. | ||||
The following table reflects the activity of the redeemable non-controlling interest: | ||||
Balance, January 1, 2014 | $ | - | ||
Reclassification of non-controlling interest to redeemable non-controlling | 2,125,925 | |||
interest | ||||
Mitsui’s additional capital contribution | 24,608,700 | |||
Net loss attributable to non-controlling interest (NCI) | (498,464 | ) | ||
Accumulated other comprehensive income attributable to NCI | (795,755 | ) | ||
25,440,406 | ||||
Balance, September 30, 2014 | ||||
Share_capital
Share capital | 9 Months Ended | |||||||||||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | |||||||||||||||||||||||||||||||
Share capital | ' | |||||||||||||||||||||||||||||||
13. 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. | ||||||||||||||||||||||||||||||||
On May 1, 2013, the Company’s board of directors resolved (i) to increase the total number of authorized shares of common stock to 250,000,000, and (ii) to authorize to issue 5,000,000 shares of undesignated preferred shares, which became effective May 2, 2013, upon the filing of the Company’s amended and restated certificate of incorporation. | ||||||||||||||||||||||||||||||||
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 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 was 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, net of fees, expenses and underwriting discounts of $8.3 million, of which $1.1 million was allocated to the warrants and recorded as financial charges in the Consolidated Statements of Operations. | ||||||||||||||||||||||||||||||||
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. | ||||||||||||||||||||||||||||||||
Secondary Public Offering | ||||||||||||||||||||||||||||||||
On July 21, 2014, the Company completed the initial closing of a secondary public offering (the “Offering”) and issued 2,800,000 shares of common stock, at a public offering price of $12.00 per share, with an option to the underwriters to purchase an additional 420,000 shares of common stock at the public offering price, which was fully exercised on July 24, 2014, for total aggregate offering proceeds of $38.6 million. The Company received approximately 36.0 million in net proceeds from the Offering, net of fees, expenses and after underwriting discounts. | ||||||||||||||||||||||||||||||||
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, 2014, the closing value of the warrant on the New York Stock Exchange, a level 1 fair value measure, was $2.53 per warrant, as compared to $0.73 per warrant on December 31, 2013. As a result, the liability was revalued at the balance sheet date resulting in a financial charge (income) of $14.4 million and $(0.2) million for the nine and three months ended September 30, 2014, respectively. | ||||||||||||||||||||||||||||||||
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 were approved under the initial plan, 1,050,000 were approved by the Company’s board of directors on June 27, 2011 and 96,250 were approved by the Company’s board of directors on December 6, 2011. | ||||||||||||||||||||||||||||||||
On April 10, 2013, the Company’s board of directors adopted the 2013 Stock Option and Incentive Plan, or the 2013 Plan, which was subsequently approved by the stockholders on May 2, 2013. 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 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 changes in the Company’s capitalization. | ||||||||||||||||||||||||||||||||
The 2013 Plan is administered by the Company’s board of directors or the compensation committee of the board of directors (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 | |||||||||||||||||||||||||||||||
ended | ended | |||||||||||||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||
$ | $ | $ | $ | |||||||||||||||||||||||||||||
General and administrative | 572,110 | 406,678 | 2,032,347 | 1,694,522 | ||||||||||||||||||||||||||||
Research and development | 371,566 | 447,824 | 2,602,352 | 2,857,904 | ||||||||||||||||||||||||||||
Sales and marketing | 99,755 | 131,651 | 930,373 | 910,318 | ||||||||||||||||||||||||||||
Total compensation expense | 1,043,431 | 986,153 | 5,565,072 | 5,462,744 | ||||||||||||||||||||||||||||
The following table summarizes activity under the Plan: | ||||||||||||||||||||||||||||||||
Three Months ended | Nine Months ended | |||||||||||||||||||||||||||||||
September 30, | September 30, | September 30, | September 30, | |||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||
Weighted | Weighted | Weighted | Weighted | |||||||||||||||||||||||||||||
Number | Average | Number | Average | Number | Average | Number | Average | |||||||||||||||||||||||||
of | Exercise | of | Exercise | of | Exercise | of | Exercise | |||||||||||||||||||||||||
options | price | options | price | options | price | options | price | |||||||||||||||||||||||||
$ | $ | $ | $ | |||||||||||||||||||||||||||||
Options outstanding, beginning of period | 4,133,200 | 7.15 | 2,232,851 | 10.31 | 4,329,560 | 8.46 | 2,072,000 | 10.89 | ||||||||||||||||||||||||
Granted | 20,000 | 11.17 | 52,500 | 8.26 | 205,901 | 10.87 | 304,716 | 10.36 | ||||||||||||||||||||||||
Exercised | (2,800 | ) | 6.49 | — | — | (23,800 | ) | 5.83 | — | — | ||||||||||||||||||||||
Forfeited | (32,166 | ) | 11.31 | (79,843 | ) | 18.38 | (393,427 | ) | 23.75 | (171,208 | ) | 22.41 | ||||||||||||||||||||
Options outstanding, end of period | 4,118,234 | 7.14 | 2,205,508 | 9.97 | 4,118,234 | 7.14 | 2,205,508 | 9.97 | ||||||||||||||||||||||||
Options exercisable, end of period | 1,663,826 | 6.54 | 1,526,610 | 7.73 | 1,663,826 | 6.54 | 1,526,610 | 7.73 | ||||||||||||||||||||||||
Per share weighted average grant-date fair value of options granted | 6.17 | 4.4 | 6.07 | 5.02 | ||||||||||||||||||||||||||||
On May 31, 2014, all holders of options outstanding at an exercise price of $28.49 per share agreed to cancel these options for no consideration, whereby the remaining expense associated with the unvested options of $1,852,787 was recorded as stock-based compensation expense during the three months ended September 30, 2014. | ||||||||||||||||||||||||||||||||
As of September 30, 2014, the weighted-average remaining contractual life of options outstanding and options exercisable were 7.85 years and 6.12 years, respectively. | ||||||||||||||||||||||||||||||||
The fair value of options granted during the three months ended September 30, 2014 and 2013, respectively, was determined using the Black-Scholes option pricing model and the following weighted-average assumptions: | ||||||||||||||||||||||||||||||||
Three Months ended | Nine Months | |||||||||||||||||||||||||||||||
ended | ended | |||||||||||||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||
Risk-free interest rate | 1.97 | % | 2.62 | % | 1.93 | % | 2.53 | % | ||||||||||||||||||||||||
Expected life | 6.25 years | 10 years | 6.25 years | 10 years | ||||||||||||||||||||||||||||
Volatility | 57.01 | % | 72.37 | % | 57.85 | % | 72.31 | % | ||||||||||||||||||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | 0 | % | ||||||||||||||||||||||||
Warrants | ||||||||||||||||||||||||||||||||
During the nine months ended September 30, 2014, 3,500 warrants were exercised at an exercise price of $1.07 per share and an additional 3,430 warrants were exercised at an exercise price of $1.43 per share. During the three months ended September 30, 2014, no warrants were exercised. | ||||||||||||||||||||||||||||||||
As at September 30, 2014, the Company had the following warrants outstanding to acquire common shares: | ||||||||||||||||||||||||||||||||
Number | Exercise price | Expiration date | ||||||||||||||||||||||||||||||
335,066 | $ | 1.07 | February 2014 - September 2019 | |||||||||||||||||||||||||||||
610,890 | $ | 1.43 | 1-Feb-19 | |||||||||||||||||||||||||||||
264,670 | $ | 5.74 | October 2014 - June 2019 | |||||||||||||||||||||||||||||
94,745 | $ | 10.55 | 1-Apr-21 | |||||||||||||||||||||||||||||
4,000,000 | $ | 11 | 1-May-17 | |||||||||||||||||||||||||||||
5,305,371 | ||||||||||||||||||||||||||||||||
Income_taxes
Income taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income taxes | ' |
14. 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, 2014, 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, 2010 through December 31, 2013. | |
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 three month periods ended September 30, 2014 and September 30, 2013, the Company’s effective income tax rates was (0.21)% and (0.28)% 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, 2014 is primarily due the existence of valuation allowances for deferred tax assets including net operating losses and stock options. For the three months ended September 30, 2014, the Company recorded valuation allowances on deferred tax assets relating to current year losses. As of September 30, 2014, 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, 2014 | |
Investments All Other Investments [Abstract] | ' |
Financial instruments | ' |
15. 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, 2014, is equal to the carrying amount of its financial assets. |
Fair_value_of_financial_assets
Fair value of financial assets and liabilities | 9 Months Ended |
Sep. 30, 2014 | |
Fair Value Disclosures [Abstract] | ' |
Fair value of financial assets and liabilities | ' |
16. Fair value of financial assets and liabilities | |
For cash, accounts receivable and accounts payable and accrued liabilities, the carrying amount approximates fair value because of the short-term maturity of those instruments. | |
The carrying amount of long-term debt approximates fair value as at September 30, 2014 and December 31, 2013. The fair value of long-term debt received from government organizations was determined using Level 3 information as the Company produces an estimate of fair value based on internally developed valuation techniques which are based on a discounted cash flow methodology and incorporates all relevant observable market inputs. The interest free loans were discounted using an interest rate between 12% and 15%, a level 3 fair value measurement, representing the interest rate a loan with similar terms and conditions would carry. | |
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 13, 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. |
Related_party_transactions
Related party transactions | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||||||
Related party transactions | ' | ||||||||||||||||
17. Related party transactions | |||||||||||||||||
Transactions with related parties not disclosed elsewhere were as follows: | |||||||||||||||||
Three Months | Nine Months | ||||||||||||||||
ended | ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
$ | $ | $ | $ | ||||||||||||||
Product sales to a shareholder | 26,825 | 127,674 | 90,511 | 424,796 | |||||||||||||
Toll manufacturing services provided by ARD recorded as research and development expenses | — | 136,329 | 376,005 | 532,529 | |||||||||||||
Toll manufacturing services provided by ARD initially recorded as cost of goods sold | 425,569 | — | 425,569 | — | |||||||||||||
Toll manufacturing services provided by ARD initially recorded as inventory | 120,235 | 914,608 | 4,018,901 | 3,030,060 | |||||||||||||
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 until June 30, 2013, and the Company has exercised its option to extend the access to this facility through the end of 2014, during which time the Company is only guaranteed 60% of the capacity of this facility. The Company purchases 100% of the succinic acid produced by the demonstration plant from ARD. ARD remains a shareholder of the Company. | |||||||||||||||||
BioAmber Sarnia has entered into a steam supply agreement and a service agreement with LANXESS Inc. under which, an amount of CAD$750,000 or $669,675 when converted into U.S. dollars as of September 30, 2014 is held in an escrow account as a guarantee for the supply agreement. Refer to Note 11. | |||||||||||||||||
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, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||||||
Business segments | ' | |||||||||||||||||||||||
18. Business segments | ||||||||||||||||||||||||
For the purpose of geographic segment reporting, the Company allocates 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 | North America | Consolidated | ||||||||||||||||||||||
September 30, | December 31, | September 30, | December 31, | September 30, | December 31, | |||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||
$ | $ | $ | $ | $ | $ | |||||||||||||||||||
Property and equipment, net | 1,982 | 3,333 | 69,091,618 | 13,550,946 | 69,093,600 | 13,554,279 | ||||||||||||||||||
Investment in equity method investments | — | — | 34,925 | 710,033 | 34,925 | 710,033 | ||||||||||||||||||
Intangible assets, net (Note 6) | 4,158,550 | 4,158,550 | 146,137 | — | 4,304,687 | 4,158,550 | ||||||||||||||||||
Goodwill | 634,917 | 692,788 | — | — | 634,917 | 692,788 | ||||||||||||||||||
Subsequent_events
Subsequent events | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent events | ' |
19. Subsequent events | |
No subsequent event were identified. | |
Summary_of_significant_account1
Summary of significant accounting policies (Policies) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
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 audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. 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 Report on Form 10-K for the year ended December 31, 2013. | |||||
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 three and nine months ended September 30, 2014 are not necessarily indicative of results to be expected for the year ended December 31, 2014 or any other future period. | |||||
Risk and uncertainties | ' | ||||
Risk and uncertainties | |||||
BioAmber is an industrial biotechnology company producing sustainable chemicals and the Company has not commenced planned, principal operations. The Company’s principal operations will start once commercial production begins at the Sarnia, Ontario facility, currently under construction. The Company’s activities since inception have consisted principally of raising capital for performing research and development activities, developing market related to its bio-succinic acid product and derived products, acquiring technology patents, producing and selling bio-succinic acid from a large-scale demonstration facility in Pomacle, France, building its Sarnia facility. Ultimately, the Company believes that the attainment of profitable operations is dependent upon future events, including completion of the construction and future operation of the commercial-scale manufacturing facility in Sarnia, Ontario, further advancing its existing commercial arrangements with strategic partners to generate revenue from the sale of its products that will support the Company’s cost structure, gaining market acceptance for its bio-succinic acid, its derivatives and other building block chemicals, obtaining adequate financing to complete its development activities, and attracting and retaining qualified personnel. | |||||
Fair value of financial instruments | ' | ||||
Fair value of financial instruments | |||||
The Company applies FASB ASC 820, Fair Value Measurement, which defines fair value and establishes a framework for measuring fair value and making disclosures about fair value measurements. FASB ASC 820 establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is impacted by a number of factors, including the type of financial instruments and the characteristics specific to them. Financial instruments with readily available quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. | |||||
There are three levels within the hierarchy that may be used to measure fair value: | |||||
Level 1 | — | A quoted price in an active market for identical assets or liabilities. | |||
Level 2 | — | Significant pricing inputs are observable inputs, which are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources. | |||
Level 3 | — | Significant pricing inputs are unobservable inputs, which are inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. | |||
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, 2013. | |||||
Restricted Cash | ' | ||||
Restricted Cash | |||||
Cash amounts that are restricted to withdrawal or usage are presented as restricted cash. As of September 30, 2014 and December 31, 2013, the Company had $669,675 and nil, respectively, of restricted cash held in an escrow account as a guarantee to a long-term supply agreement. See also Note 17. | |||||
Revenue | ' | ||||
Revenue | |||||
The Company’s revenues represent sales of bio-succinic acid and derivative products to a limited number of customers. Revenues from two customers represented 43% and 62% of the consolidated revenue for the nine months ended September 30, 2014 and 2013, respectively. Revenues from three customers represented 54% of the consolidated revenue for the three months ended September 30, 2014 and revenues from two customers represented 53% of the consolidated revenue for the three months ended September 30, 2013. | |||||
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, business combinations, 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 deemed to be substantially complete, 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. | |||||
Long-lived asset impairment | ' | ||||
Long-lived asset impairment | |||||
Management assesses the fair value of its long-lived assets in accordance with FASB 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 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 assets, estimated by discounting cash flows techniques, an impairment charge is recorded. The impairment charge is determined as the difference between the fair value of the assets and their corresponding carrying value. | |||||
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 were valued using the Black-Scholes pricing model at the date of initial issuance and are valued 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. | |||||
Redeemable non-controlling interest | ' | ||||
Redeemable non-controlling interest | |||||
The Company accounts for redeemable non-controlling interest in accordance with FASB ASC 480-10-S99, Classification and Measurement of Redeemable Securities, under which the initial carrying value of the redeemable non-controlling interest is classified as temporary equity. The redeemable non-controlling interest is presented at the greater of their carrying amount or redemption value at the end of each reporting period. The changes in the value from period to period are charged to redeemable non-controlling interest on the consolidated balance sheets, or in reduction of retained earnings and earnings available to common shareholders if the redemption value is greater than the carrying amount. Refer to Note 12. | |||||
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. Losses have been incurred in each period since inception; accordingly, diluted loss per share is not presented. | |||||
Recently adopted and recently issued accounting guidance | ' | ||||
Recently adopted and recently issued accounting guidance | |||||
In July 2013, the FASB issued an amended accounting standard update on the financial statement presentation of unrecognized tax benefits. The amended guidance provides that a liability related to an unrecognized tax benefit should be presented as a reduction of a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. The new guidance became effective for the Company on January 1, 2014 and was applied prospectively to unrecognized tax benefits that existed at the effective date with retrospective applications permitted. The Company’s current presentation of unrecognized tax benefits conforms with the amended guidance. Accordingly, there was no impact to the Company resulting from this amended standard. | |||||
In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, "Revenue Recognition - Revenue from Contracts with Customers," which is a comprehensive revenue recognition standard that will supersede nearly all existing revenue recognition guidance under U.S. GAAP. The standard is effective for interim and annual periods beginning after December 15, 2016, and either full retrospective adoption or modified retrospective adoption is permitted. The Company is in the process of evaluating the impact of the standard. | |||||
In June 2014, the FASB issued ASU No. 2014-10,"Development Stage Entities," - Elimination of Certain Financial Reporting Requirements, including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation, which eliminates the concept of a development stage entity (DSE) in its entirety from current accounting guidance. Amendments to the consolidation guidance may result in more DSEs being considered variable interest entities (VIEs). The new guidance is effective for fiscal years and interim periods beginning after 15 December 2014, with early adoption permitted. The Company has elected to early adopt ASU No. 2014-10 for the interim period ended September 30, 2014. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage. | |||||
In August 2014, the FASB issued ASU 2014-15 “Presentation of Financial Statements— Going Concern (Subtopic 205-40) (Topic 718): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. This ASU requires an entity to evaluate whether conditions or events, in the aggregate, raise substantial doubt about the entity's ability to continue as a going concern for one year from the date the financial statements are issued or are available to be issued. The new guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2016. The adoption of this ASU is not expected to have an impact on the Company’s consolidated financial position, results of operations or cash flows. |
Property_and_equipment_Tables
Property and equipment (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Property Plant And Equipment [Abstract] | ' | |||||||||
Schedule of Property and Equipment | ' | |||||||||
Estimated | ||||||||||
Useful | September 30, | December 31, | ||||||||
Life | 2014 | 2013 | ||||||||
(years) | ||||||||||
$ | $ | |||||||||
Land | 300,757 | 316,689 | ||||||||
Furniture and fixtures | 5 - 8 | 98,312 | 80,081 | |||||||
Machinery and equipment | 5 - 15 | 858,295 | 747,549 | |||||||
Computers, office equipment and peripherals | 3 - 7 | 195,705 | 238,143 | |||||||
Leasehold improvement | 10 | 12,342 | — | |||||||
Construction in-progress | 76,112,150 | 16,784,763 | ||||||||
Grants applied to construction in-progress | (8,112,675 | ) | (4,338,168 | ) | ||||||
69,464,886 | 13,829,057 | |||||||||
Less: accumulated depreciation | (371,286 | ) | (274,778 | ) | ||||||
Property and equipment, net | 69,093,600 | 13,554,279 | ||||||||
Intangible_assets_Tables
Intangible assets (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | |||||||
Schedule of Intangible Assets | ' | |||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
$ | $ | |||||||
Intellectual property, patents and licenses: | ||||||||
Beginning balance | 4,878,813 | 12,644,197 | ||||||
Write-off of patents and completed IPR&D | — | (7,785,384 | ) | |||||
4,878,813 | 4,878,813 | |||||||
Foreign currency translation adjustment | (350,074 | ) | (350,074 | ) | ||||
4,528,739 | 4,528,739 | |||||||
Less: accumulated amortization | (4,528,739 | ) | (4,528,739 | ) | ||||
Intellectual property, patents and licenses, net | — | — | ||||||
Acquired in-process research and development | 4,158,550 | 4,158,550 | ||||||
Computer software and license | 231,507 | — | ||||||
Less: accumulated depreciation | (85,370 | ) | — | |||||
Intangible assets, net | 4,304,687 | 4,158,550 | ||||||
Accounts_payable_and_accrued_l1
Accounts payable and accrued liabilities (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Payables And Accruals [Abstract] | ' | |||||||
Summary of Accounts Payable and Accrued Liabilities | ' | |||||||
Accounts payable and accrued liabilities consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
$ | $ | |||||||
Trade accounts payable | 13,784,050 | 4,020,205 | ||||||
Accrued payroll and bonus | 2,011,509 | 2,291,369 | ||||||
Consulting and legal fees | 428,944 | 203,958 | ||||||
Other | 768,937 | 565,939 | ||||||
Total | 16,993,440 | 7,081,471 | ||||||
Longterm_debt_Tables
Long-term debt (Tables) | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||||||||||||||
Schedule of Outstanding Long Term Debt | ' | |||||||||||||||||||||||
The balance of the outstanding long-term debt is as follows: | ||||||||||||||||||||||||
September 30, | December 31, | |||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||
$ | $ | |||||||||||||||||||||||
Sustainable Chemistry Alliance: | ||||||||||||||||||||||||
Face value (CAD $500,000) | 446,450 | 470,100 | ||||||||||||||||||||||
Less: debt discount | (214,852 | ) | (226,234 | ) | ||||||||||||||||||||
Amortization of debt discount | 96,813 | 83,344 | ||||||||||||||||||||||
328,411 | 327,210 | |||||||||||||||||||||||
Sustainable Jobs and Investment Fund: | ||||||||||||||||||||||||
Face value (CAD $5,905,000) | 5,272,779 | 873,922 | ||||||||||||||||||||||
Less: debt discount | (2,518,238 | ) | (405,580 | ) | ||||||||||||||||||||
Amortization of debt discount | 134,781 | 55,401 | ||||||||||||||||||||||
2,889,322 | 523,743 | |||||||||||||||||||||||
Federal Economic Development Agency: | ||||||||||||||||||||||||
Face value (CAD $8,931,900) | 7,975,640 | 5,405,259 | ||||||||||||||||||||||
Less: debt discount | (2,954,004 | ) | (2,068,429 | ) | ||||||||||||||||||||
Less: short-term portion of debt | — | (270,263 | ) | |||||||||||||||||||||
Gain on debt extinguishment | (721,827 | ) | (299,852 | ) | ||||||||||||||||||||
Amortization of debt discount | 731,115 | 349,254 | ||||||||||||||||||||||
5,030,924 | 3,115,969 | |||||||||||||||||||||||
Hercules Technology Growth Capital, Inc: | ||||||||||||||||||||||||
Face value | 22,153,589 | 25,000,000 | ||||||||||||||||||||||
Less: short-term portion of debt | (12,153,558 | ) | (6,250,000 | ) | ||||||||||||||||||||
Less: End of term charge | 1,208,181 | 492,707 | ||||||||||||||||||||||
11,208,212 | 19,242,707 | |||||||||||||||||||||||
Minister of Agriculture and Agri-Food Canada: | ||||||||||||||||||||||||
Face value (CAD $2,000,000) | 1,785,800 | — | ||||||||||||||||||||||
Less: debt discount | (870,057 | ) | — | |||||||||||||||||||||
915,743 | — | |||||||||||||||||||||||
Long-term debt, net | 20,372,612 | 23,209,629 | ||||||||||||||||||||||
Principal Repayments of Outstanding Loans Payable | ' | |||||||||||||||||||||||
The principal repayments of the outstanding loans payable are as follows: | ||||||||||||||||||||||||
SCA | SJIF | FEDDEV | HTGC | AAFC | Total | |||||||||||||||||||
$ | $ | $ | $ | $ | $ | |||||||||||||||||||
October 2014 - September 2015 | — | — | — | 12,153,558 | — | 12,153,558 | ||||||||||||||||||
October 2015 - September 2016 | 66,968 | — | 1,595,128 | 10,000,031 | 114,684 | 11,776,811 | ||||||||||||||||||
October 2016 - September 2017 | 89,290 | — | 1,595,128 | — | 196,602 | 1,881,020 | ||||||||||||||||||
October 2017 - September 2018 | 89,290 | — | 1,595,128 | — | 196,602 | 1,881,020 | ||||||||||||||||||
October 2018 and thereafter | 200,902 | 5,272,779 | 3,190,256 | — | 1,277,912 | 9,941,849 | ||||||||||||||||||
Total | 446,450 | 5,272,779 | 7,975,640 | 22,153,589 | 1,785,800 | 37,634,258 | ||||||||||||||||||
Deferred_Grants_Tables
Deferred Grants (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Receivables [Abstract] | ' | |||||||
Summary of Outstanding Current Liability Deferred Grant | ' | |||||||
The balance of the outstanding current liability deferred grant is as follows: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
$ | $ | |||||||
SDTC | 2,692,286 | 2,834,906 | ||||||
SCA | 214,852 | 226,234 | ||||||
Total | 2,907,138 | 3,061,140 | ||||||
Financial_charges_income_Table
Financial charges (income) (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Debt Instruments [Abstract] | ' | |||||||||||||||
Schedule of Financial Charges or Income Net | ' | |||||||||||||||
Three Months | Nine Months | |||||||||||||||
ended | ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
$ | $ | $ | $ | |||||||||||||
End of term charge on long-term debt (Note 8) | 241,112 | 251,595 | 715,474 | 251,595 | ||||||||||||
Interest on long-term debt | 590,847 | 666,665 | 1,847,791 | 666,665 | ||||||||||||
Revaluation of the warrants financial liability (Note 13) | (240,800 | ) | 2,000,000 | 14,399,200 | (9,748,000 | ) | ||||||||||
Issuance of the warrants financial liability | — | — | — | 1,131,200 | ||||||||||||
Other Interest charge (income), net | (52,021 | ) | (12,538 | ) | (199,807 | ) | (12,538 | ) | ||||||||
Total financial charges (income), net | 539,138 | 2,905,722 | 16,762,658 | (7,711,078 | ) | |||||||||||
Commitments_and_contingencies_
Commitments and contingencies (Tables) | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Schedule of Future Lease Payments | ' | |||
Future lease payments aggregate $1,062,636 as at December 31, 2013 and include the following future amounts payable on a twelve month basis: | ||||
December 31, 2013 | ||||
$ | ||||
2014 | 489,997 | |||
2015 | 433,744 | |||
2016 | 138,895 | |||
2017 and thereafter | — | |||
Schedule of Royalty Payments | ' | |||
As of December 31, 2013, the Company has commitments related to royalty payments as follows: | ||||
December 31, 2013 | ||||
$ | ||||
2014 | 601,824 | |||
2015 | 597,667 | |||
2016 | 593,500 | |||
2017 | 722,667 | |||
2018 and thereafter | 7,688,667 | |||
Commitments Related to Purchase Obligations and Service Payments | ' | |||
As of December 31, 2013, BioAmber Sarnia has commitments related to purchase obligations and service payments as follows: | ||||
BioAmber Sarnia [Member] | ' | |||
Commitments Related to Purchase Obligations and Service Payments | ' | |||
December 31, 2013 | ||||
$ | ||||
2014 | 642,000 | |||
2015 | 1,608,914 | |||
2016 | 3,022,829 | |||
2017 | 3,315,612 | |||
2018 and thereafter | 17,804,060 | |||
Redeemable_noncontrolling_inte1
Redeemable non-controlling interest (Tables) | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Comprehensive Income Net Of Tax Including Portion Attributable To Noncontrolling Interest [Abstract] | ' | |||
Schedule of Redeemable Non-controlling Interest Activity | ' | |||
The following table reflects the activity of the redeemable non-controlling interest: | ||||
Balance, January 1, 2014 | $ | - | ||
Reclassification of non-controlling interest to redeemable non-controlling | 2,125,925 | |||
interest | ||||
Mitsui’s additional capital contribution | 24,608,700 | |||
Net loss attributable to non-controlling interest (NCI) | (498,464 | ) | ||
Accumulated other comprehensive income attributable to NCI | (795,755 | ) | ||
25,440,406 | ||||
Balance, September 30, 2014 | ||||
Share_capital_Tables
Share capital (Tables) | 9 Months Ended | |||||||||||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||||||||||
Schedule of Assumptions Using Black-Scholes Option Pricing Model | ' | |||||||||||||||||||||||||||||||
The fair value of options granted during the three months ended September 30, 2014 and 2013, respectively, was determined using the Black-Scholes option pricing model and the following weighted-average assumptions: | ||||||||||||||||||||||||||||||||
Three Months ended | Nine Months | |||||||||||||||||||||||||||||||
ended | ended | |||||||||||||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||
Risk-free interest rate | 1.97 | % | 2.62 | % | 1.93 | % | 2.53 | % | ||||||||||||||||||||||||
Expected life | 6.25 years | 10 years | 6.25 years | 10 years | ||||||||||||||||||||||||||||
Volatility | 57.01 | % | 72.37 | % | 57.85 | % | 72.31 | % | ||||||||||||||||||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | 0 | % | ||||||||||||||||||||||||
Summary of Stock-Based Compensation Expense | ' | |||||||||||||||||||||||||||||||
Stock-based compensation expense was allocated as follows: | ||||||||||||||||||||||||||||||||
Three Months | Nine Months | |||||||||||||||||||||||||||||||
ended | ended | |||||||||||||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||
$ | $ | $ | $ | |||||||||||||||||||||||||||||
General and administrative | 572,110 | 406,678 | 2,032,347 | 1,694,522 | ||||||||||||||||||||||||||||
Research and development | 371,566 | 447,824 | 2,602,352 | 2,857,904 | ||||||||||||||||||||||||||||
Sales and marketing | 99,755 | 131,651 | 930,373 | 910,318 | ||||||||||||||||||||||||||||
Total compensation expense | 1,043,431 | 986,153 | 5,565,072 | 5,462,744 | ||||||||||||||||||||||||||||
Summary of Options Activity | ' | |||||||||||||||||||||||||||||||
The following table summarizes activity under the Plan: | ||||||||||||||||||||||||||||||||
Three Months ended | Nine Months ended | |||||||||||||||||||||||||||||||
September 30, | September 30, | September 30, | September 30, | |||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||
Weighted | Weighted | Weighted | Weighted | |||||||||||||||||||||||||||||
Number | Average | Number | Average | Number | Average | Number | Average | |||||||||||||||||||||||||
of | Exercise | of | Exercise | of | Exercise | of | Exercise | |||||||||||||||||||||||||
options | price | options | price | options | price | options | price | |||||||||||||||||||||||||
$ | $ | $ | $ | |||||||||||||||||||||||||||||
Options outstanding, beginning of period | 4,133,200 | 7.15 | 2,232,851 | 10.31 | 4,329,560 | 8.46 | 2,072,000 | 10.89 | ||||||||||||||||||||||||
Granted | 20,000 | 11.17 | 52,500 | 8.26 | 205,901 | 10.87 | 304,716 | 10.36 | ||||||||||||||||||||||||
Exercised | (2,800 | ) | 6.49 | — | — | (23,800 | ) | 5.83 | — | — | ||||||||||||||||||||||
Forfeited | (32,166 | ) | 11.31 | (79,843 | ) | 18.38 | (393,427 | ) | 23.75 | (171,208 | ) | 22.41 | ||||||||||||||||||||
Options outstanding, end of period | 4,118,234 | 7.14 | 2,205,508 | 9.97 | 4,118,234 | 7.14 | 2,205,508 | 9.97 | ||||||||||||||||||||||||
Options exercisable, end of period | 1,663,826 | 6.54 | 1,526,610 | 7.73 | 1,663,826 | 6.54 | 1,526,610 | 7.73 | ||||||||||||||||||||||||
Per share weighted average grant-date fair value of options granted | 6.17 | 4.4 | 6.07 | 5.02 | ||||||||||||||||||||||||||||
Summary of Warrants Outstanding to Acquire Common Shares | ' | |||||||||||||||||||||||||||||||
As at September 30, 2014, the Company had the following warrants outstanding to acquire common shares: | ||||||||||||||||||||||||||||||||
Number | Exercise price | Expiration date | ||||||||||||||||||||||||||||||
335,066 | $ | 1.07 | February 2014 - September 2019 | |||||||||||||||||||||||||||||
610,890 | $ | 1.43 | 1-Feb-19 | |||||||||||||||||||||||||||||
264,670 | $ | 5.74 | October 2014 - June 2019 | |||||||||||||||||||||||||||||
94,745 | $ | 10.55 | 1-Apr-21 | |||||||||||||||||||||||||||||
4,000,000 | $ | 11 | 1-May-17 | |||||||||||||||||||||||||||||
5,305,371 | ||||||||||||||||||||||||||||||||
Warrants | ' | |||||||||||||||||||||||||||||||
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, 2014 | |||||||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||||||
Schedule of Transactions with Related Parties | ' | ||||||||||||||||
Transactions with related parties not disclosed elsewhere were as follows: | |||||||||||||||||
Three Months | Nine Months | ||||||||||||||||
ended | ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
$ | $ | $ | $ | ||||||||||||||
Product sales to a shareholder | 26,825 | 127,674 | 90,511 | 424,796 | |||||||||||||
Toll manufacturing services provided by ARD recorded as research and development expenses | — | 136,329 | 376,005 | 532,529 | |||||||||||||
Toll manufacturing services provided by ARD initially recorded as cost of goods sold | 425,569 | — | 425,569 | — | |||||||||||||
Toll manufacturing services provided by ARD initially recorded as inventory | 120,235 | 914,608 | 4,018,901 | 3,030,060 | |||||||||||||
Business_segments_Tables
Business segments (Tables) | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||
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 | North America | Consolidated | ||||||||||||||||||||||
September 30, | December 31, | September 30, | December 31, | September 30, | December 31, | |||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||
$ | $ | $ | $ | $ | $ | |||||||||||||||||||
Property and equipment, net | 1,982 | 3,333 | 69,091,618 | 13,550,946 | 69,093,600 | 13,554,279 | ||||||||||||||||||
Investment in equity method investments | — | — | 34,925 | 710,033 | 34,925 | 710,033 | ||||||||||||||||||
Intangible assets, net (Note 6) | 4,158,550 | 4,158,550 | 146,137 | — | 4,304,687 | 4,158,550 | ||||||||||||||||||
Goodwill | 634,917 | 692,788 | — | — | 634,917 | 692,788 | ||||||||||||||||||
Summary_of_significant_account2
Summary of significant accounting policies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Customer | Customer | Customer | Customer | ||
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Restricted cash | $669,675 | ' | $669,675 | ' | $0 |
Maximum Percentage Of Consolidated Revenue Customers | 54.00% | 53.00% | 43.00% | 62.00% | ' |
Number of major customers | 3 | 2 | 2 | 2 | ' |
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 $) | 0 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 | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | ||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | 6-May-14 | Sep. 30, 2014 | |
AmberWorks [Member] | AmberWorks [Member] | AmberWorks [Member] | AmberWorks [Member] | AmberWorks [Member] | Sinoven [Member] | Sinoven [Member] | Sinoven [Member] | Sinoven [Member] | Sinoven [Member] | Sinoven and Nature Works LLC | Sinoven and Nature Works LLC | ||||||
Investment Holdings [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss | ($8,161,302) | ($8,833,499) | ($42,064,908) | ($25,390,632) | ' | $432 | $104 | $216 | $30,884 | ' | $216 | $52 | $108 | $15,442 | ' | ' | ' |
Total assets | 162,443,077 | ' | 162,443,077 | ' | 114,079,014 | 56,156 | ' | 56,156 | ' | 1,420,066 | 34,925 | ' | 34,925 | ' | 710,033 | ' | ' |
Total liabilities | 74,649,646 | ' | 74,649,646 | ' | 46,945,169 | 0 | ' | 0 | ' | 0 | ' | ' | ' | ' | ' | ' | ' |
Proceeded to a Capital Distribution | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,350,000 | ' |
Equity Method Investment, Ownership Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% |
Inventories_and_Prepaid_expens1
Inventories and Prepaid expenses and deposits - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Inventory Disclosure [Abstract] | ' | ' |
Finished goods inventory | $3,000,000 | $2,400,000 |
Inventory reserve | 1,800,000 | 0 |
Prepaid expenses and deposits | $1,459,255 | $5,131,367 |
Property_and_equipment_Schedul
Property and equipment - Schedule of Property and Equipment (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Leasehold improvement [Member] | 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 | $300,757 | $316,689 | ' | ' | ' | ' | ' | ' | ' |
Furniture and fixtures | 98,312 | 80,081 | ' | ' | ' | ' | ' | ' | ' |
Machinery and equipment | 858,295 | 747,549 | ' | ' | ' | ' | ' | ' | ' |
Computers, office equipment and peripherals | 195,705 | 238,143 | ' | ' | ' | ' | ' | ' | ' |
Leasehold improvement | 12,342 | 0 | ' | ' | ' | ' | ' | ' | ' |
Construction in-progress | 76,112,150 | 16,784,763 | ' | ' | ' | ' | ' | ' | ' |
Grants applied to construction in-progress | -8,112,675 | -4,338,168 | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, gross | 69,464,886 | 13,829,057 | ' | ' | ' | ' | ' | ' | ' |
Less: accumulated depreciation | -371,286 | -274,778 | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, net | $69,093,600 | $13,554,279 | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, Estimated Useful Life | ' | ' | '10 years | '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, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Property Plant And Equipment [Abstract] | ' | ' | ' | ' |
Depreciation expense | $45,841 | $40,321 | $165,424 | $110,519 |
Intangible_assets_Schedule_of_
Intangible assets - Schedule of Intangible Assets (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Intellectual property, patents and licenses: | ' | ' |
Intellectual property, patents and licenses, Beginning balance | $4,878,813 | $12,644,197 |
Write-off of patents and completed IPR&D | ' | -7,785,384 |
Intellectual property, patents and licenses, Ending Balance | 4,878,813 | 4,878,813 |
Foreign currency translation adjustment | -350,074 | -350,074 |
Intellectual property, patents and licenses, after currency translation | 4,528,739 | 4,528,739 |
Less: accumulated amortization | -4,528,739 | -4,528,739 |
Intellectual property, patents and licenses, net | 0 | 0 |
Acquired in-process research and development | 4,158,550 | 4,158,550 |
Computer software and license | 231,507 | ' |
Less: accumulated depreciation | -85,370 | ' |
Intangible assets, net | $4,304,687 | $4,158,550 |
Intangible_assets_Additional_I
Intangible assets - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' | ' | ' |
Amortization expense | $22,804 | $0 | $22,804 | $1,001,967 |
Accounts_payable_and_accrued_l2
Accounts payable and accrued liabilities - Summary of Accounts Payable and Accrued Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Payables And Accruals [Abstract] | ' | ' |
Trade accounts payable | $13,784,050 | $4,020,205 |
Accrued payroll and bonus | 2,011,509 | 2,291,369 |
Consulting and legal fees | 428,944 | 203,958 |
Other | 768,937 | 565,939 |
Total | $16,993,440 | $7,081,471 |
Longterm_debt_Additional_Infor
Long-term debt - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | |||||||||||||||||||||||||||
Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Jan. 24, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Jul. 31, 2014 | 31-May-14 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Jun. 20, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
USD ($) | CAD | USD ($) | CAD | USD ($) | USD ($) | BioAmber Sarnia [Member] | Mitsui & Co | Loan Agreement [Member] | Loan Agreement [Member] | Loan Agreement [Member] | Loan Agreement [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Senior secured term loan [Member] | Senior secured term loan [Member] | Minister of Agriculture and Agri Food of Canada [Member] | Minister of Agriculture and Agri Food of Canada [Member] | |
USD ($) | Minimum [Member] | Maximum [Member] | Mitsui [Member] | USD ($) | CAD | USD ($) | First disbursement [Member] | First disbursement [Member] | Second disbursement [Member] | Second disbursement [Member] | USD ($) | CAD | USD ($) | Amendment | USD ($) | USD ($) | CAD | USD ($) | First disbursement [Member] | First disbursement [Member] | Second disbursement [Member] | Second disbursement [Member] | Third disbursement [Member] | Third disbursement [Member] | Fourth disbursement [Member] | Fourth disbursement [Member] | CAD | Loan Agreement [Member] | USD ($) | CAD | |||||||||
USD ($) | USD ($) | USD ($) | Job | Job | USD ($) | CAD | USD ($) | CAD | Installment | USD ($) | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | ||||||||||||||||||||
Installment | Installment | ||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan granted under the Contribution agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $13,393,500 | 15,000,000 | ' | ' | ' | ' | ' | $446,450 | 500,000 | ' | ' | ' | $10,714,800 | 12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 |
Period for interest free loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of jobs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31 | 31 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual rate for interest of loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.98% | 3.98% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increased annual interest rate of loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.98% | 5.98% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of annual installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from loans disbursement | ' | ' | 1,785,800 | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 829,956 | 929,000 | 4,442,823 | 4,976,000 | ' | ' | ' | ' | ' | ' | ' | ' | 3,254,621 | 3,645,000 | 197,331 | 221,000 | 1,681,063 | 1,882,700 | 2,842,279 | 3,183,200 | ' | ' | ' | ' |
Discounted amount of the loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 444,780 | ' | 2,309,761 | ' | 231,598 | ' | ' | ' | ' | ' | ' | ' | 1,988,904 | ' | 126,607 | ' | 1,053,135 | ' | 1,852,644 | ' | ' | ' | 915,743 | ' |
Discount rate of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | 15.00% | 12.00% | 12.00% | 15.00% | 15.00% | ' | ' | ' | ' | ' | ' | 15.00% | 15.00% | 15.00% | 15.00% | 15.00% | 15.00% | 12.00% | 12.00% | ' | ' | 12.00% | ' |
Percentage of interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Quarterly installment amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Starting period of repayment of principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2015-11 | '2015-11 | ' | ' | ' | '2013-10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending period of repayment of principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2020-11 | '2020-11 | ' | ' | ' | '2018-10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principle payment of loan outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 45,000,000 | ' | ' | 60,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of quarterly installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20 | 20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discounted amount of the loan | 2,907,138 | ' | 2,907,138 | ' | ' | 3,061,140 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 214,852 | ' | 226,234 | ' | ' | ' | ' | ' | 1,265,717 | ' | 70,724 | ' | 627,928 | ' | 989,635 | ' | ' | ' | 870,057 | ' |
Repayment term of principal amount in installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '60 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gains Losses On Extinguishment Of Debt | 451,450 | ' | 451,450 | ' | 314,305 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 451,450 | 314,305 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior secured loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,272,779 | 5,905,000 | 873,922 | ' | ' | ' | ' | 446,450 | 500,000 | 470,100 | ' | ' | 7,975,640 | 8,931,900 | 5,405,259 | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | 25,000,000 | 1,785,800 | 2,000,000 |
Percentage of loan fee funded for secured term loan | ' | ' | ' | ' | ' | ' | ' | ' | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of repayment of term loan | ' | ' | ' | ' | ' | ' | ' | ' | '36 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Floating interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage spread on prime rate | ' | ' | ' | ' | ' | ' | ' | ' | 6.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of term charge | ' | ' | ' | ' | ' | ' | ' | ' | 11.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan amount | ' | ' | ' | ' | ' | ' | ' | ' | 2,875,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional equity contribution by joint venture partner | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | 9,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of prepayment fee | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of prepayment fee after 12 months | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred financing cost | 1,044,227 | ' | 1,044,227 | ' | ' | ' | ' | ' | 469,668 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrestricted cash | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate amount exceeding investment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding principal balance of the term loan | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Starting period of repayment of loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Mar-16 | ' |
Ending period of repayment of loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Mar-25 | ' |
Variable interest rate | 1.00% | 1.00% | 1.00% | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest spread on variable rate | 5.00% | 5.00% | 5.00% | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment terms | ' | ' | 'The loanbs principal will be repaid in 26 equal, quarterly installments beginning three months after the completion of the commissioning and start-up phase of the Sarnia plant, but at the latest on June 30, 2015. | 'The loanbs principal will be repaid in 26 equal, quarterly installments beginning three months after the completion of the commissioning and start-up phase of the Sarnia plant, but at the latest on June 30, 2015. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Upfront fee percentage | 2.50% | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred financing costs | 446,450 | 500,000 | 446,450 | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitment fee percentage | 1.00% | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage Of Secured Obligations | ' | ' | ' | ' | ' | ' | 70.00% | 30.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Increase, Accrued Interest | ' | 6,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum debt service ratio | 1.75 | 1.75 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Longterm_debt_Additional_Infor1
Long-term debt - Additional Information 1 (Detail) (Sustainable Jobs and Investment Fund [Member], USD $) | Sep. 30, 2014 |
Debt Instrument [Line Items] | ' |
Debt discount | $385,176 |
Second disbursement [Member] | ' |
Debt Instrument [Line Items] | ' |
Debt discount | $2,133,062 |
Longterm_debt_Schedule_of_Outs
Long-term debt - Schedule of Outstanding Long Term Debt (Detail) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | |
USD ($) | USD ($) | USD ($) | 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] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Hercules Technology Growth Capital Inc. [Member] | Hercules Technology Growth Capital Inc. [Member] | Minister of Agriculture and Agri Food Canada [Member] | Minister of Agriculture and Agri Food Canada [Member] | |
USD ($) | USD ($) | CAD | USD ($) | USD ($) | CAD | USD ($) | USD ($) | CAD | USD ($) | USD ($) | USD ($) | CAD | ||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Face value | ' | ' | ' | $446,450 | $470,100 | 500,000 | $5,272,779 | $873,922 | 5,905,000 | $7,975,640 | $5,405,259 | 8,931,900 | $22,153,589 | $25,000,000 | $1,785,800 | 2,000,000 |
Less: debt discount | ' | ' | ' | -214,852 | -226,234 | ' | -2,518,238 | -405,580 | ' | -2,954,004 | -2,068,429 | ' | ' | ' | -870,057 | ' |
Less: short-term portion of debt | -12,153,558 | -12,153,558 | -6,520,263 | ' | ' | ' | ' | ' | ' | ' | -270,263 | ' | -12,153,558 | -6,250,000 | ' | ' |
Gain on debt extinguishment | ' | ' | ' | ' | ' | ' | ' | ' | ' | -721,827 | -299,852 | ' | ' | ' | ' | ' |
Less: End of term charge | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,208,181 | 492,707 | ' | ' |
Amortization of debt discount | 179,901 | 483,536 | ' | 96,813 | 83,344 | ' | 134,781 | 55,401 | ' | 731,115 | 349,254 | ' | ' | ' | ' | ' |
Long-term debt | ' | ' | ' | 328,411 | 327,210 | ' | 2,889,322 | 523,743 | ' | 5,030,924 | 3,115,969 | ' | 11,208,212 | 19,242,707 | 915,743 | ' |
Long-term debt, net | $20,372,612 | $20,372,612 | $23,209,629 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Longterm_debt_Schedule_of_Outs1
Long-term debt - Schedule of Outstanding Long Term Debt (Parenthetical) (Detail) | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 |
Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Chemistry Alliance [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Sustainable Jobs and Investment Fund [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Federal Economic Development Agency [Member] | Minister of Agriculture and Agri Food Canada [Member] | Minister of Agriculture and Agri Food Canada [Member] | |
USD ($) | CAD | USD ($) | USD ($) | CAD | USD ($) | USD ($) | CAD | USD ($) | USD ($) | CAD | |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Face value | $446,450 | 500,000 | $470,100 | $5,272,779 | 5,905,000 | $873,922 | $7,975,640 | 8,931,900 | $5,405,259 | $1,785,800 | 2,000,000 |
Longterm_debt_Principal_Repaym
Long-term debt - Principal Repayments of Outstanding Loans Payable (Detail) (USD $) | Sep. 30, 2014 |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2014 - September 2015 | $12,153,558 |
October 2015 - September 2016 | 11,776,811 |
October 2016 - September 2017 | 1,881,020 |
October 2017 - September 2018 | 1,881,020 |
October 2018 and thereafter | 9,941,849 |
Total | 37,634,258 |
Sustainable Chemistry Alliance [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2015 - September 2016 | 66,968 |
October 2016 - September 2017 | 89,290 |
October 2017 - September 2018 | 89,290 |
October 2018 and thereafter | 200,902 |
Total | 446,450 |
Sustainable Jobs and Investment Fund [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2018 and thereafter | 5,272,779 |
Total | 5,272,779 |
Federal Economic Development Agency [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2015 - September 2016 | 1,595,128 |
October 2016 - September 2017 | 1,595,128 |
October 2017 - September 2018 | 1,595,128 |
October 2018 and thereafter | 3,190,256 |
Total | 7,975,640 |
Hercules Technology Growth Capital Inc. [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2014 - September 2015 | 12,153,558 |
October 2015 - September 2016 | 10,000,031 |
Total | 22,153,589 |
Minister of Agriculture and Agri Food of Canada [Member] | ' |
Schedule Of Outstanding Principal Balance And Related Carrying Amount Of Acquired Loans [Line Items] | ' |
October 2015 - September 2016 | 114,684 |
October 2016 - September 2017 | 196,602 |
October 2017 - September 2018 | 196,602 |
October 2018 and thereafter | 1,277,912 |
Total | $1,785,800 |
Deferred_Grants_Additional_Inf
Deferred Grants - Additional Information (Detail) | 9 Months Ended | 12 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2011 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | Sep. 30, 2014 | |
Milestone I [Member] | Milestone I [Member] | Milestone I [Member] | Milestone II [Member] | Milestone II [Member] | Milestone III [Member] | Sustainable Development Technology Canada [Member] | Sustainable Development Technology Canada [Member] | Sustainable Development Technology Canada [Member] | Sustainable Chemistry Alliance [Member] | ||
USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | CAD | USD ($) | ||||
Deferred Grant [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grants to be received | ' | ' | ' | ' | ' | ' | ' | $6,696,750 | 7,500,000 | 7,000,000 | ' |
Milestone achievement date | ' | 31-Oct-12 | 31-Oct-12 | ' | 31-Dec-14 | 31-Dec-14 | 31-Mar-15 | ' | ' | ' | ' |
Grants received | ' | 1,770,376 | 1,982,726 | ' | 2,692,286 | 3,015,000 | ' | ' | ' | ' | ' |
Deferred grant percentage of holdback | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' |
Disbursements received from additional grant | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Loan grant portion deferred amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $214,852 |
Number of years in which loan expenses expected to be incurred | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred_Grants_Summary_of_Out
Deferred Grants - Summary of Outstanding Current Liability Deferred Grant (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Receivables Net [Line Items] | ' | ' |
Total | $2,907,138 | $3,061,140 |
Sustainable Development Technology Canada [Member] | ' | ' |
Receivables Net [Line Items] | ' | ' |
Total | 2,692,286 | 2,834,906 |
Sustainable Chemistry Alliance [Member] | ' | ' |
Receivables Net [Line Items] | ' | ' |
Total | $214,852 | $226,234 |
Financial_charges_income_Sched
Financial charges (income) - Schedule of Financial Charges or Income Net (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Debt Disclosure [Abstract] | ' | ' | ' | ' |
End of term charge on long-term debt (Note 8) | $241,112 | $251,595 | $715,474 | $251,595 |
Interest on long-term debt | 590,847 | 666,665 | 1,847,791 | 666,665 |
Revaluation of the warrants financial liability (Note 13) | -240,800 | 2,000,000 | 14,399,200 | -9,748,000 |
Issuance of the warrants financial liability | ' | ' | ' | 1,131,200 |
Other Interest charge (income), net | -52,021 | -12,538 | -199,807 | -12,538 |
Total financial charges (income), net | $539,138 | $2,905,722 | $16,762,658 | ($7,711,078) |
Commitments_and_contingencies_1
Commitments and contingencies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Commitments And Contingencies [Line Items] | ' | ' | ' | ' | ' |
Future lease payments | ' | ' | ' | ' | $1,062,636 |
Royalty Expense | 144,032 | 350,097 | 461,339 | 1,041,539 | ' |
Litigations outstanding | 0 | ' | 0 | ' | ' |
BioAmber Sarnia [Member] | ' | ' | ' | ' | ' |
Commitments And Contingencies [Line Items] | ' | ' | ' | ' | ' |
Payments related to agreements | $0 | ' | $0 | ' | ' |
Commitments_and_contingencies_2
Commitments and contingencies - Schedule of Future Lease Payments (Detail) (USD $) | Dec. 31, 2013 |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $489,997 |
2015 | 433,744 |
2016 | 138,895 |
2017 and thereafter | $0 |
Commitments_and_contingencies_3
Commitments and contingencies - Schedule of Royalty Payments (Detail) (USD $) | Dec. 31, 2013 |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $601,824 |
2015 | 597,667 |
2016 | 593,500 |
2017 | 722,667 |
2018 and thereafter | $7,688,667 |
Commitments_and_contingencies_4
Commitments and contingencies - Commitments Related to Purchase Obligations and Service Payments (Detail) (BioAmber Sarnia [Member], USD $) | Dec. 31, 2013 |
BioAmber Sarnia [Member] | ' |
Commitments And Contingencies [Line Items] | ' |
2014 | $642,000 |
2015 | 1,608,914 |
2016 | 3,022,829 |
2017 | 3,315,612 |
2018 and thereafter | $17,804,060 |
Redeemable_noncontrolling_inte2
Redeemable non-controlling interest - Additional Information (Detail) | 9 Months Ended | |||||
Sep. 30, 2014 | Aug. 15, 2014 | Aug. 15, 2014 | Jan. 29, 2014 | Jan. 29, 2014 | Jan. 24, 2014 | |
USD ($) | Mitsui [Member] | Mitsui [Member] | Mitsui [Member] | Mitsui [Member] | Mitsui [Member] | |
USD ($) | CAD | USD ($) | CAD | |||
Redeemable Noncontrolling Interest [Line Items] | ' | ' | ' | ' | ' | ' |
Amended joint venture agreement date | 24-Jan-14 | ' | ' | ' | ' | ' |
Additional investment | $24,608,700 | $16,500,000 | 18,000,000 | $8,100,000 | 9,000,000 | ' |
Percentage of ownership maintained | ' | 30.00% | 30.00% | 30.00% | 30.00% | ' |
Percentage of ownership maintained | ' | ' | ' | ' | ' | 50.00% |
Put option expiration date | 31-Dec-18 | ' | ' | ' | ' | ' |
Reclassification of non-controlling interest to redeemable non-controlling interest | 2,125,925 | ' | ' | ' | ' | ' |
Estimated redeemable non-controlling interest redemption value | $13,800,000 | ' | ' | ' | ' | ' |
Redeemable_noncontrolling_inte3
Redeemable non-controlling interest - Schedule of Redeemable Non-controlling Interest Activity (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Statement Of Stockholders Equity [Abstract] | ' | ' | ' | ' |
Beginning balance | ' | ' | $0 | ' |
Reclassification of non-controlling interest to redeemable non-controlling interest | ' | ' | 2,125,925 | ' |
Mitsuibs additional capital contribution | 24,608,700 | ' | 24,608,700 | ' |
Net loss attributable to non-controlling interest (NCI) | -304,889 | -133,257 | -498,464 | -416,773 |
Accumulated other comprehensive income attributable to NCI | ' | ' | -795,755 | ' |
Ending balance | $25,440,406 | ' | $25,440,406 | ' |
Share_capital_Additional_Infor
Share capital - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 9 Months Ended | |||||||||||||||||
9-May-13 | Dec. 08, 2008 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | 31-May-14 | Jun. 30, 2013 | 1-May-13 | Apr. 10, 2013 | Dec. 31, 2012 | Apr. 14, 2011 | Apr. 13, 2011 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 06, 2011 | Jun. 27, 2011 | Dec. 08, 2008 | Dec. 08, 2008 | Jul. 24, 2014 | Jul. 21, 2014 | Sep. 30, 2014 | |
Class Of Warrant One | Class Of Warrant Two | 2013 Plan [Member] | Employee Stock Option Plan [Member] | Employee Stock Option Plan [Member] | Employee Stock Option Plan [Member] | Initial Plan [Member] | Secondary Public Offering | Secondary Public Offering | Warrants | ||||||||||||||||
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 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock shares authorized | ' | ' | 250,000,000 | ' | 250,000,000 | ' | 250,000,000 | ' | ' | ' | 250,000,000 | ' | ' | 17,500,000 | 9,310,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock shares authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | 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 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
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 IPO | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share of warrant stock in IPO | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Price of common stock per unit | $10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercising commencing date | ' | ' | ' | ' | 8-Aug-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercising ending date | ' | ' | ' | ' | 9-May-17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of common stock | ' | ' | $11 | ' | $11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from IPO | ' | ' | ' | ' | $71,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment of fees, expenses and underwriting discounts | ' | ' | ' | ' | 8,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance costs of the warrants financial liability | ' | ' | ' | ' | ' | 1,131,200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,100,000 |
IPO or Issuance of shares, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,800,000 | ' |
Price per share issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $12 | ' |
Stock options exercised, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 420,000 | ' | ' |
Exercisable date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24-Jul-14 | ' |
IPO or Issuance of shares, value, net of issuance costs | ' | ' | ' | ' | 36,059,908 | ' | 80,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 38,600,000 | ' |
Net proceeds from IPO | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36,000,000 | ' |
Fair value of warrants | ' | ' | 2.02 | ' | 2.02 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liability recorded at unit issuance date | ' | ' | ' | ' | 16,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Closing value of per warrant | ' | ' | $2.53 | ' | $2.53 | ' | $0.73 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financial charge related to warrants fair value adjustments | ' | ' | -240,800 | 2,000,000 | 14,399,200 | -9,748,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Stock Option Plan description | ' | ' | ' | ' | 'The options under the Plan are granted for the purchase of common stock at exercise prices determined by the Companybs board of directors and generally vest two, three and four years from the date of grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of awards granted | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '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% | ' | ' | ' | ' | ' | ' | ' |
Awards granted | ' | ' | 20,000 | 52,500 | 205,901 | 304,716 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' |
Period of awards granted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' |
Exercise price of common stock | ' | ' | $7.14 | $9.97 | $7.14 | $9.97 | $8.46 | $7.15 | $28.49 | $10.31 | ' | ' | $10.89 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation (Note 13) | ' | ' | $1,852,787 | ' | $5,565,072 | ' | $6,731,539 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average contractual life of options outstanding | ' | ' | ' | ' | '7 years 10 months 6 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average contractual life of options exercisable | ' | ' | ' | ' | '6 years 1 month 13 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional number of warrants exercised | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,500 | 3,430 | ' | ' | ' | ' | ' | ' | ' | ' |
Additional warrants exercise price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.07 | $1.43 | ' | ' | ' | ' | ' | ' | ' | ' |
Share_capital_Schedule_of_Assu
Share capital - Schedule of Assumptions Using Black-Scholes Option Pricing Model (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Warrant Fair Value Black Scholes Method [Line Items] | ' | ' | ' | ' |
Risk free interest rate | 1.97% | 2.62% | 1.93% | 2.53% |
Expected life | '6 years 3 months | '10 years | '6 years 3 months | '10 years |
Volatility | 57.01% | 72.37% | 57.85% | 72.31% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Warrants | ' | ' | ' | ' |
Warrant Fair Value Black Scholes Method [Line Items] | ' | ' | ' | ' |
Risk free interest rate | ' | ' | 0.54% | ' |
Expected life | ' | ' | '4 years | ' |
Volatility | ' | ' | 56.06% | ' |
Expected dividend yield | ' | ' | 0.00% | ' |
Forfeiture rate | ' | ' | 0.00% | ' |
Share_capital_Summary_of_Stock
Share capital - Summary of Stock-Based Compensation Expense (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $1,043,431 | $986,153 | $5,565,072 | $5,462,744 |
General and administrative [Member] | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 572,110 | 406,678 | 2,032,347 | 1,694,522 |
Research and development [Member] | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 371,566 | 447,824 | 2,602,352 | 2,857,904 |
Sales and marketing [Member] | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $99,755 | $131,651 | $930,373 | $910,318 |
Share_capital_Summary_of_Optio
Share capital - Summary of Options Activity (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | 31-May-14 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' | ' | ' | ' |
Number of options, Outstanding, beginning of period | 4,133,200 | 2,232,851 | 4,329,560 | 2,072,000 | ' |
Number of options, Granted | 20,000 | 52,500 | 205,901 | 304,716 | ' |
Number of options, Exercised | -2,800 | ' | -23,800 | ' | ' |
Number of options, Forfeited | -32,166 | -79,843 | -393,427 | -171,208 | ' |
Number of options, Options Outstanding, end of period | 4,118,234 | 2,205,508 | 4,118,234 | 2,205,508 | ' |
Number of options, Options Exercisable, end of period | 1,663,826 | 1,526,610 | 1,663,826 | 1,526,610 | ' |
Weighted Average Exercise price, beginning of period | $7.15 | $10.31 | $8.46 | $10.89 | $28.49 |
Weighted Average Exercise price, Granted | $11.17 | $8.26 | $10.87 | $10.36 | ' |
Weighted Average Exercise price, Exercised | $6.49 | ' | $5.83 | ' | ' |
Weighted Average Exercise price, Forfeited | $11.31 | $18.38 | $23.75 | $22.41 | ' |
Weighted Average Exercise price, end of period | $7.14 | $9.97 | $7.14 | $9.97 | $28.49 |
Weighted Average Exercise price, Exercisable | $6.54 | $7.73 | $6.54 | $7.73 | ' |
Per share weighted average grant-date fair value of options granted | $6.17 | $4.40 | $6.07 | $5.02 | ' |
Share_capital_Summary_of_Warra
Share capital - Summary of Warrants Outstanding to Acquire Common Shares (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Class Of Warrant Or Right [Line Items] | ' |
Number | 5,305,371 |
Exercise price | $11 |
$1.07 [Member] | ' |
Class Of Warrant Or Right [Line Items] | ' |
Number | 335,066 |
Exercise price | $1.07 |
$1.43 [Member] | ' |
Class Of Warrant Or Right [Line Items] | ' |
Number | 610,890 |
Exercise price | $1.43 |
Expiration date | 1-Feb-19 |
$5.74 [Member] | ' |
Class Of Warrant Or Right [Line Items] | ' |
Number | 264,670 |
Exercise price | $5.74 |
$10.55 [Member] | ' |
Class Of Warrant Or Right [Line Items] | ' |
Number | 94,745 |
Exercise price | $10.55 |
Expiration date | 1-Apr-21 |
$11.00 [Member] | ' |
Class Of Warrant Or Right [Line Items] | ' |
Number | 4,000,000 |
Exercise price | $11 |
Expiration date | 1-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 $) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Measurement of tax position | ' | ' | 'Greater than 50 percent |
Percentage of tax position is measured | ' | ' | 50.00% |
Open tax years, starts | ' | ' | 31-Dec-10 |
Open tax years, ends | ' | ' | 31-Dec-13 |
Change in uncertain tax positions | ' | ' | $0 |
Effective income tax rates | -0.21% | -0.28% | ' |
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 | ' | ' | '2014 |
Fair_value_of_financial_assets1
Fair value of financial assets and liabilities - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2014 | |
Minimum [Member] | ' |
Fair Value Disclosures [Abstract] | ' |
Discount rate for interest free loans | 12.00% |
Maximum [Member] | ' |
Fair Value Disclosures [Abstract] | ' |
Discount rate for interest free loans | 15.00% |
Related_party_transactions_Sch
Related party transactions - Schedule of Transactions with Related Parties (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Product sales to a shareholder | $26,825 | $127,674 | $90,511 | $424,796 |
ARD [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Toll manufacturing services provided by ARD recorded as research and development expenses | ' | 136,329 | 376,005 | 532,529 |
Toll manufacturing services provided by ARD initially recorded as cost of goods sold | 425,569 | ' | 425,569 | ' |
Toll manufacturing services provided by ARD initially recorded as inventory | $120,235 | $914,608 | $4,018,901 | $3,030,060 |
Related_party_transactions_Add
Related party transactions - Additional Information (Detail) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 07, 2012 | Sep. 30, 2014 | Sep. 30, 2014 |
USD ($) | USD ($) | ARD [Member] | ARD [Member] | ARD [Member] | |
USD ($) | CAD | ||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Guaranteed percentage of facility's capacity | ' | ' | 60.00% | ' | ' |
Purchases of succinic acid from ARD | ' | ' | 100.00% | ' | ' |
Restricted cash | $669,675 | $0 | ' | $669,675 | 750,000 |
Business_segments_NonCurrent_A
Business segments - Non-Current Assets of Company Geographic Segment (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, net | $69,093,600 | $13,554,279 |
Investment in equity method investments | 34,925 | 710,033 |
Intangible assets, net (Note 6) | 4,304,687 | 4,158,550 |
Goodwill | 634,917 | 692,788 |
Europe [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, net | 1,982 | 3,333 |
Intangible assets, net (Note 6) | 4,158,550 | 4,158,550 |
Goodwill | 634,917 | 692,788 |
North America [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, net | 69,091,618 | 13,550,946 |
Investment in equity method investments | 34,925 | 710,033 |
Intangible assets, net (Note 6) | $146,137 | ' |