Subsequent Events | 9 Months Ended |
Sep. 30, 2014 |
Subsequent Events | ' |
Subsequent Events | ' |
11. Subsequent Events |
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a. Reverse Stock Split |
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On October 10, 2014, the board of directors and stockholders approved an amendment to the Company’s fourth amended and restated certificate of incorporation, which was filed on October 17, 2014, which effected a 1 for 2.75 reverse stock split of the Company’s issued and outstanding shares of common stock. The par value of the common stock was not adjusted as a result of the reverse stock split. All issued and outstanding shares of common stock, stock options and warrants and the related per share amounts contained in the Company’s condensed financial statements have been retroactively adjusted to reflect this reverse stock split for all periods presented. Also, as a result of the reverse stock split of the common stock, the conversion ratios for all of the Company’s convertible preferred stock have been adjusted such that the preferred stock are now convertible into shares of common stock at a conversion rate of 2.75-to-1 instead of 1-to-1. The number of issued and outstanding shares of preferred stock and their related per share amounts have not been affected by the reverse stock split and therefore have not been adjusted in the Company’s condensed financial statements. However, to the extent that the convertible preferred stock are presented on an as converted to common stock basis, such share and per share amounts contained in the Company’s financial statements have been retroactively adjusted to reflect this reverse stock split for all periods presented. |
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b. Initial Public Offering |
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On November 3, 2014, the Company completed the IPO whereby it sold a total of 5,750,000 shares of common stock at $15.00 per share including 750,000 shares sold to underwriters for the exercise of their option to purchase additional shares. The Company received net proceeds from the IPO of approximately $77,213, after deducting underwriting discounts and commissions and offering expenses of approximately $9,038. These expenses will be recorded against the proceeds received from the IPO. |
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The interest-only period for the tranche D term loan was extended from August 1, 2015 to August 1, 2016 as a result of having raised at least $50,000 in gross proceeds in the IPO and the completion of the IPO before June 30, 2015. |
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The outstanding shares of convertible preferred stock were converted on a 2.75-to-1 basis into shares of common stock concurrent with the closing of the IPO. All of the outstanding shares of Series A, Series B and Series C preferred stock converted into 8,942,925 shares of common stock. Following the closing of the IPO, there were no shares of preferred stock outstanding. |
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The accompanying unaudited pro forma balance sheet data as of September 30, 2014 has been prepared to give effect to the automatic conversion of all outstanding shares of convertible preferred stock into 8,942,925 shares of common stock and the issuance of 5,750,000 shares of common stock at a price of $15.00 per share, net of deducting underwriting discounts and estimated offering costs in connection with the closing of this IPO. |
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| | As of September 30, 2014 (Unaudited) | |
(In thousands) |
Balance sheet data (at end of period): | | Actual | | Pro Forma As | |
Adjusted |
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Cash and cash equivalents | | $ | 19,816 | | 97,029 | |
Total assets | | 62,275 | | 139,488 | |
Long-term debt | | 25,304 | | 25,304 | |
Convertible preferred stock | | 150,456 | | — | |
Total stockholders’ (deficit) equity | | (128,910 | ) | 98,759 | |
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c. 2014 Equity Incentive Plan |
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Our board of directors adopted our 2014 Equity Incentive Plan, or 2014 Plan, in July 2014, and our stockholders approved the 2014 Plan in October 2014. The 2014 Plan became effective upon completion of the IPO, at which time the Company ceased making awards under the 2007 Plan. Under the 2014 Plan, the Company may issue ISO, NSOs, stock appreciation rights, restricted stock awards, restricted stock unit awards and other forms of stock awards, or collectively, stock awards, all of which may be granted to employees, including officers, non-employee directors and consultants of us and our affiliates. ISOs may be granted only to employees. A total of 1,027,500 shares of common stock were initially reserved for issuance under the 2014 Plan, subject to certain annual increases. |
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d. 2014 Employee Stock Purchase Plan |
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Our board of directors adopted our 2014 Employee Stock Purchase Plan, or our ESPP, in July 2014, and our stockholders approved the ESPP in October 2014. Our ESPP is intended to qualify as an employee stock purchase plan under Section 423 of the Code. The ESPP became effective upon the completion of the IPO. A total of 255,500 shares were initially reserved for issuance under the ESPP, subject to certain annual increases. |
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