Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 07, 2019 | Jun. 29, 2018 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | sbph | ||
Entity Registrant Name | Spring Bank Pharmaceuticals, Inc. | ||
Entity Central Index Key | 0001566373 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 128.9 | ||
Entity Common Stock, Shares Outstanding | 16,436,895 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 14,724 | $ 23,649 |
Marketable securities | 32,914 | 26,906 |
Prepaid expenses and other current assets | 1,649 | 580 |
Total current assets | 49,287 | 51,135 |
Marketable securities, long-term | 16,804 | |
Property and equipment, net | 2,319 | 687 |
Restricted cash | 234 | 484 |
Other assets | 167 | 35 |
Total | 68,811 | 52,341 |
Current liabilities: | ||
Accounts payable | 1,880 | 1,700 |
Accrued expenses and other current liabilities | 2,367 | 2,734 |
Total current liabilities | 4,247 | 4,434 |
Warrant liabilities | 8,511 | 13,128 |
Other long-term liabilities | 193 | 31 |
Total liabilities | 12,951 | 17,593 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value—authorized, 10,000,000 shares at December 31, 2018 and 2017; no shares issued or outstanding at December 31, 2018 and 2017 | ||
Common stock, $0.0001 par value—authorized, 200,000,000 shares at December 31, 2018 and 2017; 16,434,614 and 12,961,993 shares issued and outstanding outstanding at December 31, 2018 and 2017, respectively | 2 | 1 |
Additional paid-in capital | 157,931 | 113,984 |
Accumulated deficit | (102,068) | (79,214) |
Other comprehensive loss | (5) | (23) |
Total stockholders’ equity | 55,860 | 34,748 |
Total | $ 68,811 | $ 52,341 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 16,434,614 | 12,961,993 |
Common stock, shares outstanding | 16,434,614 | 12,961,993 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating expenses: | ||
Research and development | $ 19,751 | $ 13,075 |
General and administrative | 8,719 | 8,178 |
Total operating expenses | 28,470 | 21,253 |
Loss from operations | (28,470) | (21,253) |
Other income (expense): | ||
Interest income | 999 | 369 |
Change in fair value of warrant liabilities | 4,617 | (6,795) |
Net loss | (22,854) | (27,679) |
Unrealized gain (loss) on marketable securities | 18 | (16) |
Comprehensive loss | $ (22,836) | $ (27,695) |
Net loss per common share: | ||
Basic | $ (1.59) | $ (2.48) |
Diluted | $ (1.88) | $ (2.48) |
Weighted-average number of shares outstanding: | ||
Basic | 14,372,174 | 11,153,269 |
Diluted | 14,618,976 | 11,153,269 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Sales Agreement [Member] | Public Offering [Member] | Common Stock [Member] | Common Stock [Member]Sales Agreement [Member] | Common Stock [Member]Public Offering [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member]Sales Agreement [Member] | Additional Paid-in Capital [Member]Public Offering [Member] | Accumulated Deficit [Member] | Other Comprehensive Income (Loss) [Member] |
Balance at Dec. 31, 2016 | $ 17,018 | $ 1 | $ 68,559 | $ (51,535) | $ (7) | ||||||
Balance, shares at Dec. 31, 2016 | 9,416,238 | ||||||||||
Stock-based compensation | 1,840 | 1,840 | |||||||||
Issuance of common stock for services rendered | 47 | 47 | |||||||||
Issuance of common stock for services rendered, shares | 3,133 | ||||||||||
Exercise of warrants | 118 | 118 | |||||||||
Exercise of warrants, shares | 10,960 | ||||||||||
Exercise of stock options | 92 | 92 | |||||||||
Exercise of stock options, shares | 10,000 | ||||||||||
Issuance of common stock | $ 3,653 | $ 39,675 | $ 3,653 | $ 39,675 | |||||||
Issuance of common stock, shares | 252,443 | 3,269,219 | |||||||||
Net unrealized gain (loss) on marketable securities | (16) | (16) | |||||||||
Net loss | (27,679) | (27,679) | |||||||||
Balance at Dec. 31, 2017 | 34,748 | $ 1 | 113,984 | (79,214) | (23) | ||||||
Balance, shares at Dec. 31, 2017 | 12,961,993 | ||||||||||
Stock-based compensation | 2,662 | 2,662 | |||||||||
Issuance of common stock for services rendered | 114 | 114 | |||||||||
Issuance of common stock for services rendered, shares | 9,213 | ||||||||||
Issuance of common stock | $ 3,212 | $ 37,960 | $ 1 | $ 3,212 | $ 37,959 | ||||||
Issuance of common stock, shares | 217,329 | 3,246,079 | |||||||||
Net unrealized gain (loss) on marketable securities | 18 | 18 | |||||||||
Net loss | (22,854) | (22,854) | |||||||||
Balance at Dec. 31, 2018 | $ 55,860 | $ 2 | $ 157,931 | $ (102,068) | $ (5) | ||||||
Balance, shares at Dec. 31, 2018 | 16,434,614 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Offering [Member] | ||
Common stock issuance costs | $ 2,618 | $ 2,826 |
At-The-Market Offering [Member] | ||
Common stock issuance costs | $ 140 | $ 273 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (22,854) | $ (27,679) |
Adjustments for: | ||
Depreciation and amortization | 288 | 158 |
Loss on disposal of property and equipment | 52 | |
Change in fair value of warrant liabilities | (4,617) | 6,795 |
Non-cash investment income (expense) | 337 | (41) |
Non-cash stock-based compensation | 2,776 | 1,911 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (1,069) | 260 |
Other assets | (132) | |
Accounts payable | 180 | 181 |
Accrued expenses and other liabilities | (205) | 732 |
Net cash used in operating activities | (25,244) | (17,683) |
Cash flows from investing activities: | ||
Purchases of marketable securities | (58,000) | (34,397) |
Proceeds from sale of marketable securities | 34,869 | 22,314 |
Purchases of property and equipment | (1,972) | (323) |
Net cash used in investing activities | (25,103) | (12,406) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock, net of issuance costs | 37,960 | 39,675 |
Proceeds from issuance of common stock in connection with at-the-market offering, net of issuance costs | 3,212 | 3,653 |
Proceeds from exercise of warrants | 118 | |
Proceeds from exercise of stock options | 92 | |
Cash provided by financing activities | 41,172 | 43,538 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (9,175) | 13,449 |
Cash, cash equivalents and restricted cash, beginning of period | 24,133 | 10,684 |
Cash, cash equivalents and restricted cash, end of period | 14,958 | 24,133 |
Supplemental disclosures of cash flow information: | ||
Cash paid for taxes | $ 3 | $ 1 |
Nature of Business, Basis of Pr
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Nature of Business, Basis of presentation and Summary of Significant Accounting Policies | 1. NATURE OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Business Spring Bank Pharmaceuticals, Inc. (the “Company”) is a clinical-stage biopharmaceutical company engaged in the discovery and development of a novel class of therapeutics using a proprietary small molecule nucleotide platform. The Company is developing its most advanced product candidate, inarigivir soproxil (“inarigivir”), for the treatment of chronic hepatitis B virus. Since inception in 2002 and prior to its initial public offering (“IPO”) in May 2016, the Company built its technology platform and product candidate pipeline, supported by grants and through private financings. In September 2015, the Company formed a wholly owned subsidiary, Sperovie Biosciences, Inc., and in December 2016, the Company formed a wholly owned subsidiary, SBP Securities Corporation. The Company’s success is dependent upon its ability to successfully complete clinical development and obtain regulatory approval of its product candidates, successfully commercialize approved products, generate revenue, and, ultimately, attain profitable operations. The Company’s operations to date have been primarily limited to the development of inarigivir, SB 11285, SB 9225 and the Company’s other product candidates. Basis of Presentation and Liquidity The accompanying consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”). As of December 31, 2018, the Company had an accumulated deficit of $102.1 million and $64.4 million in cash, cash equivalents and marketable securities. The Company expects to continue to incur significant and increasing losses for the foreseeable future. The Company anticipates that its expenses will increase significantly as it continues to develop inarigivir, SB 11285, SB 9225 and its other product candidates. The Company does not have any committed external source of funds. As a result, the Company will need additional financing to support its continuing operations. Adequate additional funds may not be available to the Company on acceptable terms, or at all. To the extent that the Company raises additional capital through the sale of equity or convertible debt securities, stockholders’ ownership interests will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect common stockholder rights. If the Company raises additional funds through collaborations, strategic alliances or licensing arrangements with third parties, the Company may have to relinquish valuable rights to its technologies, future revenue streams, research programs, or product candidates or grant licenses on terms that may not be favorable to the Company. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Sperovie Biosciences, Inc. and SBP Securities Corporation. Sperovie Biosciences, Inc. had operations consisting mainly of legal fees associates with intellectual property activities as of December 31, 2018. SBP Securities Corporation had assets primarily related to investments in marketable securities and operations consisting primarily of interest income as of December 31, 2018. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. Significant estimates relied upon in preparing the accompanying financial statements related to the fair value of marketable securities, common stock and warrant liabilities, accounting for stock-based compensation, income taxes, useful lives of long-lived assets, and accounting for certain accruals. The Company evaluates its estimates and assumptions on an ongoing basis. The Company’s actual results may differ from these estimates. Cash and Cash Equivalents Cash equivalents are stated at fair value and include short-term, highly liquid investments with remaining maturities of 90 days or less at the date of purchase. Included in cash and cash equivalents as of December 31, 2018 are money market fund investments of $13.3 million. As of December 31, 2017, included in cash and cash equivalents are money market fund investments of $21.3 million, which are reported at fair value (Note 5). Restricted Cash As of December 31, 2018, restricted cash consisted of approximately $234,000, which is held as a security deposit required in conjunction with the lease agreement entered into in October 2017 . Concentration of Credit Risk Financial instruments that subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash and marketable securities. Substantially all of the Company’s cash is held at financial institutions that management believes to be of high-credit quality. Deposits with these financial institutions may exceed the amount of insurance provided on such deposits; however, these deposits may be redeemed upon demand and, therefore, bear minimal risk. Investments in Marketable Securities The Company invests excess cash balances in short-term and long-term marketable securities. The Company classifies investments in marketable securities as either held-to-maturity or available-for-sale based on facts and circumstances present at the time of purchase. At each balance sheet date presented, all investments in securities are classified as available-for-sale. The Company reports available-for-sale investments at fair value at each balance sheet date and includes any unrealized holding gains and losses (the adjustment to fair value) in accumulated other comprehensive income (loss), a component of stockholders’ equity. Realized gains and losses are determined using the specific identification method and are included in other income (expense). If any adjustment to fair value reflects a decline in the value of the investment, the Company considers all available evidence to evaluate the extent to which the decline is “other than temporary,” including the intention to sell and, if so, marks the investment to market through a charge to the Company’s consolidated statements of operations and comprehensive loss. Property and Equipment, Net Property and equipment are recorded at cost. Costs associated with maintenance and repairs are expensed as incurred. Depreciation and amortization are provided using the straight-line method over the estimated useful lives: Asset Category Useful Life Equipment 5-7 years Furniture and fixtures 5 years Leasehold improvements Lesser of 10 years or the remaining term of the respective lease Impairment of Long-Lived Assets Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. When such events occur, the Company compares the carrying amounts of the assets to their undiscounted expected future cash flows. If the undiscounted cash flows are insufficient to recover the carrying value, an impairment loss is recorded for the difference between the carrying value and fair value of the asset. Through December 31, 2018, no such impairment has occurred. Deferred Rent The Company’s operating leases include rent escalation payment terms and other incentives received from landlords. Deferred rent represents the difference between actual operating lease payments due and straight-line rent expense over the term of the lease, which is recorded in accrued expenses and other current liabilities. The Company had deferred aggregate rent of $249,000 and $35,000 as of December 31, 2018 and 2017, respectively. Research and Development Costs Research and development expenses consist primarily of costs incurred for the Company’s research activities, including discovery efforts, and the development of product candidates, which include: • expenses incurred under agreements with third parties, including contract research organizations, or CROs, that conduct research, preclinical activities and clinical trials on the Company’s behalf as well as contract manufacturing organizations, or CMOs, that manufacture drug products for use in the Company’s preclinical and clinical trials; • salaries, benefits and other related costs, including stock-based compensation expense, for personnel in the Company’s research and development functions; • costs of outside consultants, including their fees, stock-based compensation and related travel expenses; • the cost of laboratory supplies and acquiring, developing and manufacturing preclinical study and clinical trial materials; • costs related to compliance with regulatory requirements; and • facility-related expenses, which include direct depreciation costs and allocated expenses for rent and maintenance of facilities and other operating costs. The Company expenses research and development costs as incurred. The Company recognizes external development costs based on an evaluation of the progress to completion of specific tasks using information provided to the Company by its vendors and its clinical investigative sites. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and are reflected in the Company’s consolidated financial statements as prepaid or accrued research and development expenses. Warrants The Company reviews the terms of all warrants issued and classifies the warrants as a component of permanent equity if they are freestanding financial instruments that are legally detachable and separately exercisable, contingently exercisable, do not embody an obligation for the Company to repurchase its own shares, and permit the holders to receive a fixed number of shares of common stock upon exercise. In addition, the warrants must require physical settlement and may not provide any guarantee of value or return. Warrants that meet these criteria are initially recorded at their grant date fair value and are not subsequently remeasured. Warrants that do not meet this criteria are classified as liabilities and remeasured to their fair value at each reporting period. Stock-Based Compensation The Company accounts for all stock-based payment awards granted to employees and nonemployees using a fair value method. The Company’s stock-based payments include stock options and grants of common stock, including common stock subject to vesting. The measurement date for employee awards is the date of grant, and stock-based compensation costs are recognized as expense over the employees’ requisite service period, which is generally the vesting period, on a straight-line basis. The Company adopted ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting Financial Instruments The Company’s financial instruments consisted of cash equivalents, marketable securities, accounts payable and liability classified warrants. The carrying amounts of cash and cash equivalents and accounts payable approximate their fair value due to the short-term nature of those financial instruments. The fair value of the marketable securities and liability classified warrants are remeasured to fair value each reporting period as described in Note 5. Fair Value Measurements The Company is required to disclose information on all assets and liabilities reported at fair value that enables an assessment of the inputs used in determining the reported fair values. Accounting Standards Codification 820, Fair Value Measurements and Disclosures Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 – Valuations based on quoted prices for similar assets or liabilities in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 – Valuations that require inputs that reflect the Company’s own assumptions that are both significant to the fair value measurement and unobservable. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s assets and liabilities measured at fair value on a recurring basis include cash equivalents, marketable securities and warrant liabilities. Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock and dilutive common stock equivalents outstanding for the period, determined using the treasury-stock method and the as if-converted method, for convertible securities, if inclusion of these instruments is dilutive. For the year ended December 31, 2018, diluted net loss per share amounts were calculated based on the dilutive effect of the total number of shares of common stock related to the November 2016 Private Placement Warrants and the change in the fair value of the warrant liability. As of December 31, 2017, both methods are equivalent. Basic and diluted net loss per share is described further in Note 2. Income Taxes Deferred tax assets and liabilities are determined based upon the differences between the financial statement carrying amounts and the tax basis of existing assets and liabilities and for loss and credit carryforwards using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company assesses its income tax positions and records tax benefits based upon management’s evaluation of the facts, circumstances, and information available at the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, the Company records the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit is recognized in the consolidated financial statements. The Company classifies interest and penalties associated with such uncertain tax positions as a component of interest expense. As of December 31, 2018 and 2017, the Company has not identified any material uncertain tax positions. Guarantees and Indemnifications As permitted under Delaware law, the Company indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The Company leases office and laboratory space in Hopkinton, Massachusetts and previously leased research and development space in Milford, Massachusetts under non-cancelable operating leases. The Company has standard indemnification arrangements under these leases that require it to indemnify the landlords against liability for injury, loss, accident, or damage from any claims, actions, proceedings, or costs resulting from certain acts, breaches, violations, or nonperformance under the Company’s lease. Through December 31, 2018, the Company had not experienced any losses related to these indemnification obligations and no material claims were outstanding. The Company does not expect significant claims related to these indemnification obligations, and consequently, concluded that the fair value of these obligations is negligible, and no related reserves were established. Segment Information Operating segments are identified as components of an enterprise about which separate and discrete financial information is available for evaluation by the chief operating decision maker, the Company’s Chief Executive Officer, in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment and does not track expenses on a program-by-program basis. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued ASU 2014-09, Revenue from Contracts with Customers In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities Financial Instruments - Overall In September 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments Statement of Cash Flows In February 2016, the FASB issued ASU No. 2016-02, Leases “Codification Improvements to Topic 842, Leases” The Company adopted the standard on the effective date of January 1, 2019 by applying the new lease requirements at the effective date. The Company also elected the package of practical expedients permitted under the transition guidance within the new standard, which, among other things, allows the Company to carry forward the historical lease classification. The Company is currently evaluating the potential changes from this ASU to our future financial reporting and disclosures and designing and implementing related processes and controls. The Company expects the standard to have an impact of approximately $3.0 million on our assets and $3.4 million on our liabilities for the recognition of right-of-use-assets and lease liabilities, which are primarily related to the lease of our corporate headquarters in Hopkinton, Massachusetts. The Company does not expect the standard to have a material impact on our results of operations or liquidity. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features and II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception . In June 2018, the FASB issued ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting Compensation – Stock Compensation |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 2. NET LOSS PER SHARE The following table summarizes the computation of basic and diluted net loss per share of the Company for such periods (in thousands, except share and per share data): Year Ended December 31, 2018 2017 Net loss $ (22,854 ) $ (27,679 ) Less: decrease in change in fair value of warrant liabilities (4,617 ) — Net loss available to common shareholders $ (27,471 ) $ (27,679 ) Weighted-average number of shares outstanding: Basic 14,372,174 11,153,269 Effect of dilutive securities: Common stock warrants 246,802 — Dilutive potential common shares 14,618,976 11,153,269 Net loss per common share: Basic $ (1.59 ) $ (2.48 ) Diluted $ (1.88 ) $ (2.48 ) For the year ended December 31, 2018, the diluted net loss per common share amounts under the treasury stock method was calculated based on the dilutive effect of the total number of shares of common stock related to the November 2016 Private Placement Warrants of 1,633,777 shares with an exercise price of $10.79. For the period ended December 31, 2018, the average stock price was $12.71, providing 246,802 dilutive shares for the November 2016 Private Placement Warrants. The change in the fair value of the warrant liability of $4.6 million is included in the net loss available to common shareholders for the diluted net loss per common share amount. For the year ended December 31, 2017, the diluted net loss per common share is the same as basic net loss per common share. The following potentially dilutive securities outstanding, prior to the use of the treasury stock method or if-converted method, have been excluded from the computation of diluted weighted-average shares outstanding, because such securities had an antidilutive impact due to the losses reported: Year 2018 2017 Common stock warrants 28,347 1,787,124 Stock options 1,349,565 988,565 |
Investments
Investments | 12 Months Ended |
Dec. 31, 2018 | |
Investments Debt And Equity Securities [Abstract] | |
Investments | 3. INVESTMENTS Cash in excess of the Company’s immediate requirements is invested in accordance with the Company’s investments policy that primarily seeks to maintain adequate liquidity and preserve capital. The following table summarizes the Company’s investments, by category, as of December 31, 2018 and 2017 (in thousands): December 31, December 31, Investments - Current: 2018 2017 Debt securities - available for sale $ 32,914 $ 26,906 Total $ 32,914 $ 26,906 Investments - Noncurrent: Debt securities - available for sale $ 16,804 $ — Total $ 16,804 $ — A summary of the Company’s available-for-sale classified investments as of December 31, 2018 and 2017 consisted of the following (in thousands): At December 31, 2018 Cost Basis Unrealized Gains Unrealized Losses Fair Value Investments - Current: Corporate bonds $ 16,028 $ — $ (19 ) $ 16,009 United States treasury securities 16,913 — (8 ) 16,905 Total $ 32,941 $ — $ (27 ) $ 32,914 Investments - Noncurrent: Corporate bonds $ 4,930 $ 2 $ — $ 4,932 United States treasury securities 11,852 20 — 11,872 Total $ 16,782 $ 22 $ — $ 16,804 At December 31, 2017 Cost Basis Unrealized Gains Unrealized Losses Fair Value Investments - Current: Commercial paper $ 9,584 $ — $ — $ 9,584 Corporate bonds 15,347 — (23 ) 15,324 United States treasury securities 1,998 — — 1,998 Total $ 26,929 $ — $ (23 ) $ 26,906 The amortized cost and fair value of the Company’s available-for-sale investments, by contract maturity, as of December 31, 2018 consisted of the following (in thousands): Amortized Cost Fair Value Due in one year or less $ 32,941 $ 32,914 Due after one year through two years 16,782 16,804 Total $ 49,723 $ 49,718 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | 4. PROPERTY AND EQUIPMENT, NET Property and equipment as of December 31, 2018 and 2017 consisted of the following (in thousands): December 31, December 31, 2018 2017 Equipment $ 1,064 $ 727 Furniture and fixtures 400 292 Leasehold improvements 1,347 153 Total property and equipment 2,811 1,172 Less: accumulated depreciation and amortization (492 ) (485 ) Property and equipment, net $ 2,319 $ 687 Depreciation expense for the years ended December 31, 2018 and 2017 was $288,000 and $158,000, respectively. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5 . FAIR VALUE MEASUREMENTS Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value are performed in a manner to maximize the use of observable inputs and minimize the use of unobservable inputs. The Company classified its money market funds within Level 1 because their fair values are based on their quoted market prices. The Company classified its commercial paper and fixed income securities within Level 2 because their fair values are determined using alternative pricing sources or models that utilized market observable inputs. A summary of the assets and liabilities that are measured at fair value as of December 31, 2018 and 2017 is as follows (in thousands): Fair Value Measurement at December 31, 2018 Carrying Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 13,264 $ 13,264 $ — $ — Fixed income securities 49,718 — 49,718 — Total $ 62,982 $ 13,264 $ 49,718 $ — Liabilities: Warrant liabilities $ 8,511 $ — $ — $ 8,511 Total $ 8,511 $ — $ — $ 8,511 Fair Value Measurement at December 31, 2017 Assets: Carrying Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Money market funds (1) $ 21,265 $ 21,265 $ — $ — Fixed income securities 26,906 — 26,906 — Total $ 48,171 $ 21,265 $ 26,906 $ — Liabilities: Warrant liabilities $ 13,128 $ — $ — $ 13,128 Total $ 13,128 $ — $ — $ 13,128 (1) Money market funds are included within cash and cash equivalents in the accompanying consolidated balance sheets and are recognized at fair value. The following table reflects the change in the Company’s Level 3 liabilities, which consist of the warrants issued in a private placement in November 2016 (see Note 7), for the year ended December 31, 2018 (in thousands): November Private Placement Warrants Balance at December 31, 2016 $ 6,333 Change in fair value 6,795 Balance at December 31, 2017 $ 13,128 Change in fair value (4,617 ) Balance at December 31, 2018 $ 8,511 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 6 . ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses as of December 31, 2018 and 2017 consisted of the following (in thousands): December 31, December 31, 2018 2017 Clinical $ 941 $ 1,093 Compensation and benefits 830 1,024 Accounting and legal 227 453 Other 369 164 Total accrued expenses and other current liabilities $ 2,367 $ 2,734 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | 7 . STOCKHOLDERS’ EQUITY Common Stock In June 2017, the Company issued and sold in an underwritten public offering an aggregate of 3,269,219 shares of its common stock at $13.00 per share, which included 384,604 shares pursuant to the exercise of an option to purchase additional shares granted to the underwriters in connection with the offering. The offering resulted in $39.7 million of net proceeds to the Company, after deducting underwriting discounts and commissions and other offering expenses payable by the Company. In August 2017, the Company entered into a Controlled Equity Offering SM aggregate In August 2018, the Company issued and sold in an underwritten public offering an aggregate of 3,246,079 shares of our common stock at $12.50 per share, which included 246,079 shares pursuant to the exercise of an option to purchase additional shares granted to the underwriters in connection with the offering. The offering resulted in $38.0 million of net proceeds, after deducting underwriting discounts and commissions and other offering expenses payable by the Company. Warrants In connection with the amendment and restatement of a license agreement with BioHEP in February 2016, the Company issued a warrant to purchase 125,000 shares of the Company’s common stock to BioHEP (the “BioHEP Warrant”). The BioHEP Warrant had an exercise price of $16.00 per share. The Company evaluated the terms of the warrant and concluded that it should be equity-classified. The fair value of the warrant, $0.8 million, was estimated on the issuance date using a Black-Scholes pricing model based on the following assumptions: an expected term of two and a half years, expected stock price volatility of 71%, a risk-free rate of 1.01%, and a dividend yield of 0%. The fair value was expensed as research and development costs. The warrant expired unexercised on August 1, 2018. In connection with the Company’s IPO, the Company issued to the sole book-running manager for the IPO a warrant to purchase 27,600 shares of common stock in May 2016 and a warrant to purchase 747 shares of common stock in June 2016 (together, the “IPO Warrants”). The IPO Warrants are exercisable at an exercise price of $15.00 per share and expire on May 5, 2021. The Company evaluated the terms of the IPO Warrants and concluded that they should be equity-classified. The fair value of the May 2016 IPO Warrants was estimated on the applicable issuance dates using a Black Scholes pricing model based on the following assumptions: an expected term of 4.99 years; expected stock price volatility of 87%; a risk-free rate of 1.20%; and a dividend yield of 0%. The fair value of the June 2016 IPO Warrants was estimated on the applicable issuance dates using a Black Scholes pricing model based on the following assumptions: an expected term of 4.92 years; expected stock price volatility of 87%; a risk-free rate of 1.23%; and a dividend yield of 0%. The aggregate fair value of the IPO Warrants was $0.2 million. In November 2016, the Company entered into a definitive agreement with respect to the private placement of 1,644,737 shares of common stock and warrants to purchase 1,644,737 shares of common stock (the “November 2016 Private Placement Warrants”) to a group of accredited investors. These investors paid $9.12 for each share of common stock and warrant to purchase one share of common stock. The November 2016 Private Placement Warrants are exercisable at an exercise price of $10.79 per share and expire on November 23, 2021. The Company evaluated the terms of these warrants and concluded that they are liability-classified. In November 2016, the Company recorded the fair value of these warrants of approximately $8.3 million using a Black-Scholes pricing model. The Company must recognize any change in the value of the warrant liability each reporting period in the statement of operations. As of December 31, 2018 and 2017, the fair value of the November 2016 Private Placement Warrants was approximately $8.5 million and $13.1 million, respectively (see Note 5). A summary of the Black Scholes pricing model assumptions used to record the fair value of the warrants is as follows: December 31, 2018 December 31, 2017 Risk-free interest rate 2.5 % 2.0 % Expected term (in years) 2.9 3.9 Expected volatility 78.1 % 73.1 % Expected dividend yield 0 % 0 % The following table summarizes the warrant activity for the years ended December 31, 2018 and 2017 is as follows: Warrants Outstanding at December 31, 2016 1,798,084 Grants — Exercises (10,960 ) Expirations/cancellations — Outstanding at December 31, 2017 1,787,124 Grants — Exercises — Expirations/cancellations (125,000 ) Outstanding at December 31, 2018 1,662,124 2014 Stock Incentive Plan In April 2014, the Company’s Board of Directors approved the 2014 Stock Incentive Plan (the “2014 Plan”) and authorized 750,000 shares of common stock to be issued under the 2014 Plan. The Company’s 2014 Plan provides for the issuance of common stock, stock options and other stock-based awards to employees, officers, directors, consultants, and advisors. The Company’s 2015 Stock Incentive Plan (the “2015 Plan”) became effective immediately prior to the closing of the Company’s IPO on May 11, 2016. Upon the effectiveness of the 2015 Plan, 116,863 shares of common stock that remained available for grant under the 2014 Plan became available for grant under the 2015 Plan, and no further awards were available to be issued under the 2014 Plan. 2015 Stock Incentive Plan The Board initially adopted the 2015 Plan in December 2015, subject to stockholder approval. The 2015 Plan become effective upon the closing of the Company’s IPO on May 11, 2016 after approval by the Company’s stockholders. The 2015 Plan provides for the issuance of common stock, stock options and other stock-based awards to employees, officers, directors, consultants and advisors of the Company. In June 2018, upon receipt of stockholder approval at the Company’s 2018 annual meeting, the 2015 Plan was amended and restated in its entirety increasing the authorized number of shares of common stock reserved for issuance by 800,000 shares (together with the 2014 Plan, the 2015 Plan, the “Stock Incentive Plans”). The Board approved the Amended and Restated 2015 Plan on March 9, 2018. Pursuant to the Amended and Restated 2015 Plan, there are 1,666,863 shares authorized for issuance. In addition, to the extent any outstanding awards under the 2014 Plan expire, terminate or are otherwise surrendered, cancelled or forfeited after the closing of the Company’s IPO, those shares shall be added to the authorized shares under the Amended and Restated 2015 Plan. The total amount of shares authorized for issuance under both the 2014 Plan and the Amended and Restated 2015 Plan is 2,300,000. As of December 31, 2018, the Company had 939,322 shares available for issuance under the Amended and Restated 2015 Plan. The exercise price of stock options cannot be less than the fair value of the common stock on the date of grant. Stock options awarded under the Stock Incentive Plans expire 10 years after the grant date, unless the Board sets a shorter term. The following table summarizes the option activity under the Stock Incentive Plans for the years ended December 31, 2018 and 2017: Options Weighted-Average Exercise Price Per Share Aggregate Intrinsic Value Options outstanding at December 31, 2016 704,315 $ 11.82 $ — Granted 297,500 8.45 — Exercised (10,000 ) 9.28 11,228 Cancelled (3,250 ) 12.44 — Options outstanding at December 31, 2017 988,565 $ 10.83 $ 2,617,859 Granted 311,000 12.28 — Exercised — — — Cancelled — — — Options outstanding at December 31, 2018 1,299,565 $ 11.18 $ 881,385 Options exercisable at December 31, 2018 748,511 $ 11.23 $ 499,147 As of December 31, 2018, all options outstanding have a weighted-average remaining contractual life of 7.6 years. The weighted-average fair value of all stock options granted for the year ended December 31, 2018 was $8.67. The intrinsic value at December 31, 2018 and 2017 is based on the closing price of the Company’s common stock on that date of $10.39 per share and $13.44 per share, respectively. In January 2018, the Company issued a stock option award as an inducement grant (“Inducement Award”) for the purchase of an aggregate of 50,000 shares of the Company’s common stock, outside of the Stock Incentive Plans, at an exercise price of $12.02 per share. The inducement grant is excluded from the option activity table above. There were no stock options granted prior to 2015. The assumptions the Company used to determine the fair value of stock options granted in 2018 and 2017 are as follows, presented on a weighted-average basis: Year Ended December 31, 2018 2017 Risk-free interest rate 2.5 % 2.0 % Expected term (in years) 5.9 6.0 Expected volatility 82.5 % 80 % Expected dividend yield 0 % 0 % The following table summarizes the stock-based compensation expense for the years ended December 31, 2018 and 2017 (in thousands): Year Ended December 31, Stock-based compensation: 2018 2017 Research and development $ 843 $ 489 General and administrative 1,933 1,422 Total Stock-based compensation $ 2,776 $ 1,911 The fair value of stock options vested during the year ended December 31, 2018 was $2.3 million. At December 31, 2018, there was $3.7 million of unrecognized stock-based compensation expense relating to stock options granted pursuant to the Plans, which will be recognized over the weighted-average remaining vesting period of 2.1 years. Reserved Shares As of December 31, 2018 and 2017, the Company reserved the following shares of common stock for issuance of shares resulting from the exercise of outstanding warrants and options, as well as the issuance of shares available for grant under the Stock Incentive Plans: December 31, 2018 2017 2016 BioHEP warrants — 125,000 2016 IPO warrants 28,347 28,347 November Private Placement Warrants 1,633,777 1,633,777 2014 and 2015 Stock Incentive Plans 2,238,887 1,448,100 Inducement Award 50,000 — Total 3,951,011 3,235,224 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8 . INCOME TAXES In general, the Company has not recorded a provision for federal or state income taxes as it has had cumulative net operating losses since inception On December 22, 2017 the President signed the Tax Cuts and Jobs Act (the “JOBS Act”) which reduced the US corporate income tax rate to 21% effective January 1, 2018 as well as a variety of other changes including the limitation of the tax deductibility of interest expense, acceleration of expensing of certain business assets and reductions in the amount of executive pay that could qualify as a tax deduction. ASC 740 requires us to recognize the effect of the tax law changes in the period of enactment. The Company recalculated its deferred tax balances at the new 21% corporate tax rate and recorded an offset for the net amount as a component of income tax expense. This change was offset by a corresponding change in the valuation allowance because the Company maintains a full valuation allowance as of December 31, 2017. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin ("SAB") 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act ("SAB 118"), which provides guidance on accounting for the impact of the JOBS Act, in effect allowing an entity to use a methodology similar to the measurement period in a business combination. Pursuant to the disclosure provisions of SAB 118, as of December 31, 2017 the Company made a reasonable estimate of the effects of the JOBS Act on its existing deferred tax balances. The Company completed its accounting for the tax effects of the JOBS Act as of December 31, 2018 and did not record any material adjustments to the original estimate. A reconciliation of the statutory U.S. Federal Tax Rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2018 2017 U.S. statutory federal income tax rate (21.0 )% (34.0 )% State income taxes, net of federal income tax benefit (7.6 )% (3.8 )% Permanent items 0.6 % 0.8 % Warrant adjustment (4.2 )% 8.3 % R&D credit (0.6 )% (0.3 )% Change in valuation allowance 32.7 % — Change in federal rate impact — 29.2 % Other 0.1 % (0.2 )% Effective income tax rate 0.0 % 0.0 % The significant components of the Company’s deferred tax assets as of December 31, 2018 and 2017 are as follows (in thousands): December 31, 2018 2017 Net operating loss carryforwards $ 23,582 $ 16,781 Research and development credits 649 520 Accrued expenses 209 265 Property and equipment (37 ) (11 ) License payments 612 663 Stock based compensation 1,383 831 Other – net 138 22 Deferred tax assets 26,536 19,071 Valuation allowance (26,536 ) (19,071 ) Net deferred tax asset and liability $ — $ — Because of the Company’s recurring losses since inception, management has concluded that it is more likely than not that the benefits of losses to date which result in deferred tax assets will not be realized and, accordingly, the Company provided a full valuation allowance against the net deferred tax assets. The valuation allowance increased by approximately $7.5 million in 2018 due to the increase in the deferred tax assets (primarily due to the net operating loss carryforwards). In comparison, the valuation allowance increased by approximately $8,000 in 2017 due to the increase in the deferred tax assets (primarily due to the net operating loss carryforwards) largely offset by a decrease from the deferred tax assets previously being valued at 34% and now being valued at 21%. At December 31, 2018, the Company had federal and state net operating loss carryforwards of approximately $86.3 million and $86.4 million, respectively, available to reduce future taxable income, if any. The federal net operating loss carryforwards expire beginning in 2029 and ending in 2037, with the exception of federal net operating losses created after tax years ending December 31, 2017. These net operating loss carryforwards have an indefinite life and do not expire. The state net operating loss carryforwards expire beginning in 2029 and ending in 2038 At December 31, 2018, the Company had available federal and state income tax credits of approximately $294,000 and $449,000, respectively, which are available to reduce future income taxes, if any, through 2038 . Realization of the future tax benefits is dependent on many factors, including the Company’s ability to generate taxable income within the net operating loss carryforward period. Under the provisions of the Internal Revenue Code, the net operating loss and tax credit carry-forwards are subject to review and possible adjustment by the Internal Revenue Service and state tax authorities. Net operating loss and tax credit carry-forwards may become subject to an annual limitation in the event of certain cumulative changes in the ownership interest of significant shareholders over a three-year period in excess of 50%, as defined under Sections 382 and 383 of the Internal Revenue Code, respectively, as well as similar state provisions. This could limit the amount of tax attributes that can be utilized annually to offset future taxable income or tax liabilities. The amount of the annual limitations is determined based on the value of the Company immediately prior to the ownership change. Subsequent ownership changes may further affect the limitation in future years. The Company has completed several financings since its inception, which may have resulted in a change in control as defined by Sections 382 and 383 of the Internal Revenue Code, or could result in a change in control in the future. The Company has performed a Section 382 study from its inception through December 31, 2017. The Company determined it experienced two ownership changes, but it expects to be able to utilize all its tax attributes despite the limitations calculated from the ownership changes. If ownership changes occur in the future, they could limit the amount of tax attributes available to offset tax due and increase the Company’s tax expense adversely. The Company has generated research and development tax credits but has not conducted a study to document its activities that qualify for research and development tax credits. This study may result in an adjustment to the Company’s research and development credit carryforwards; however, since the Company has not conducted a study any adjustment is unknown, no amounts are being presented as an uncertain tax position. A full valuation allowance has been provided against the Company’s research and development tax credits and, if an adjustment is required, this adjustment would be offset by an adjustment to the deferred tax asset established for the research and development tax credit carry-forwards and the valuation allowance. The Company files income tax returns in the U.S. federal and Massachusetts jurisdictions. The statute of limitations for assessment by the Internal Revenue Service, or IRS, and state tax authorities is closed for tax years prior to 2015, although carryforward attributes that were generated prior to tax year 2015 may still be adjusted upon examination by the IRS or state tax authorities if they either have been or will be used in a future period. The Company is currently not under examination by the Internal Revenue Service or any other jurisdictions for any tax years. The Company’s policy is to record interest and penalties on any unrecognized tax benefits as part of tax expense. The Company has not recorded any interest or penalties on any unrecognized tax benefits since its inception. The Company does not believe material uncertain tax positions have arisen to date. During the first quarter of 2016, the FASB issued ASU 2016-09 that amends its guidance on certain aspects of accounting for share-based payments to employees. Companies will no longer record excess tax benefits and tax deficiencies related to stock compensation in addition paid-in capital (APIC). Excess tax benefits occur when the amount deductible for an award of equity instruments on the employer’s tax return is more than the cumulative compensation cost recognized for financial reporting purposes. Tax deficiencies occur when the amount deductible for an award of equity instruments on the employer’s tax return is less than the cumulative compensation cost recognized for financial reporting purposes. Under ASU 2016-09, all excess tax benefits and tax deficiencies are recorded as income tax expense or benefit in the income statement in the interim period in which they occur. The Company adopted ASU 2016-09 in the first quarter of 2017 and there was no impact to the income tax provision or footnote as a result of the adoption because the Company did not have any historical excess tax benefits. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9 . COMMITMENTS AND CONTINGENCIES Leases In March 2016, the Company entered into an operating lease for its former headquarters in Hopkinton, Massachusetts with a lease term through May 31, 2021. The total payments due during the term of the lease are approximately $771,000. The Company vacated the premises as of June 1, 2018 and in July 2018, the Company entered into a sublease agreement to sublease its former Hopkinton, Massachusetts premises. The Company incurred a loss on the lease of approximately $269,000, net of expected sublease income of approximately $294,000. The loss on the lease is included the general and administrative expenses in the consolidated statement of operations and in other current liabilities (for the short-term liability) and other long-term liabilities (for the remaining long-term liability) in the consolidated balance sheet. In October 2017, the Company entered into a lease agreement for the Company’s new principal office and laboratory space located in Hopkinton, Massachusetts. The initial term of the lease is 125 months beginning on June 1, 2018, the date the Company began occupying the new premises. The Company has the option to extend the lease one time for an additional 5-year period. Following an eleven-month rent abatement period, the Company will be obligated to make monthly rent payments in the amount of $34,699, which is subject to increase by approximately 3% annually for the first five years of the lease and by approximately 2.5% annually thereafter. The total lease payments due during the term of the lease are approximately $4.4 million. In addition, the Company is responsible under the lease for specified costs and charges, including certain operating expenses, utilities, taxes and insurance. Rent paid under both leases for the years ended December 31, 2018 and 2017 was $207,000 and $233,000, respectively. Future minimum commitments due under all leases at December 31, 2018 are as follows (in thousands): Year 2019 $ 417 2020 588 2021 508 2022 450 Thereafter 2,867 Total minimum lease payments $ 4,830 The commitments under the lease agreement entered into in October 2017 are included in the table above. BioHEP Technologies Ltd. License Agreement In January 2016, the Company entered into an amended and restated license agreement with BioHEP, which became effective on February 1, 2016. Under the amended and restated license agreement, the Company agreed to pay BioHEP up to $3.5 million in development and regulatory milestone payments for disease(s) caused by each distinct virus for which the Company develops licensed product(s). BioHEP is also eligible to receive tiered royalties in the low-to-mid single-digits on net product sales of licensed products by the Company and its affiliates and sub licensees, and a specified share of non-royalty sublicensing revenues the Company and its affiliates receive from sub licensees, which share of sublicensing revenues is capped at a maximum aggregate of $2.0 million under all such sublicenses. Milestone and royalty payments associated with the Company’s amended and restated license agreement with BioHEP have not been included in the above table of contractual obligations as the Company cannot reasonably estimate if or when they will occur. As of December 31, 2018, there have been no milestone or royalty payments made to BioHEP. Contingencies The Company accrues for contingent liabilities to the extent that the liability is probable and estimable. There are no accruals for contingent liabilities in these consolidated financial statements. |
401(k) Plan
401(k) Plan | 12 Months Ended |
Dec. 31, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
401(k) Plan | 10. 401(k) PLAN The Company has a 401(k)-defined contribution plan (the “401(k) Plan”) for substantially all of its employees. Eligible employees may make pretax contributions to the 401(k) Plan up to statutory limits. At the election of its Board, the Company may elect to match employee contributions. For the years ended December 31, 2018 and 2017, the Company paid a match of up to 4%, up to the maximum permitted by the Internal Revenue Code, which amounted to $142,000 and $124,000, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. RELATED PARTY TRANSACTIONS During the years ended December 31, 2018 and 2017, the Company had no material related party transactions. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date on which the consolidated financial statements were issued, to ensure that this submission includes appropriate disclosure of events both recognized in the consolidated financial statements and events which occurred subsequently but were not recognized in the consolidated financial statements. |
Nature of Business, Basis of _2
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Liquidity | Basis of Presentation and Liquidity The accompanying consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”). As of December 31, 2018, the Company had an accumulated deficit of $102.1 million and $64.4 million in cash, cash equivalents and marketable securities. The Company expects to continue to incur significant and increasing losses for the foreseeable future. The Company anticipates that its expenses will increase significantly as it continues to develop inarigivir, SB 11285, SB 9225 and its other product candidates. The Company does not have any committed external source of funds. As a result, the Company will need additional financing to support its continuing operations. Adequate additional funds may not be available to the Company on acceptable terms, or at all. To the extent that the Company raises additional capital through the sale of equity or convertible debt securities, stockholders’ ownership interests will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect common stockholder rights. If the Company raises additional funds through collaborations, strategic alliances or licensing arrangements with third parties, the Company may have to relinquish valuable rights to its technologies, future revenue streams, research programs, or product candidates or grant licenses on terms that may not be favorable to the Company. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Sperovie Biosciences, Inc. and SBP Securities Corporation. Sperovie Biosciences, Inc. had operations consisting mainly of legal fees associates with intellectual property activities as of December 31, 2018. SBP Securities Corporation had assets primarily related to investments in marketable securities and operations consisting primarily of interest income as of December 31, 2018. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. Significant estimates relied upon in preparing the accompanying financial statements related to the fair value of marketable securities, common stock and warrant liabilities, accounting for stock-based compensation, income taxes, useful lives of long-lived assets, and accounting for certain accruals. The Company evaluates its estimates and assumptions on an ongoing basis. The Company’s actual results may differ from these estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents are stated at fair value and include short-term, highly liquid investments with remaining maturities of 90 days or less at the date of purchase. Included in cash and cash equivalents as of December 31, 2018 are money market fund investments of $13.3 million. As of December 31, 2017, included in cash and cash equivalents are money market fund investments of $21.3 million, which are reported at fair value (Note 5). |
Restricted Cash | Restricted Cash As of December 31, 2018, restricted cash consisted of approximately $234,000, which is held as a security deposit required in conjunction with the lease agreement entered into in October 2017 . |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash and marketable securities. Substantially all of the Company’s cash is held at financial institutions that management believes to be of high-credit quality. Deposits with these financial institutions may exceed the amount of insurance provided on such deposits; however, these deposits may be redeemed upon demand and, therefore, bear minimal risk. |
Investments in Marketable Securities | Investments in Marketable Securities The Company invests excess cash balances in short-term and long-term marketable securities. The Company classifies investments in marketable securities as either held-to-maturity or available-for-sale based on facts and circumstances present at the time of purchase. At each balance sheet date presented, all investments in securities are classified as available-for-sale. The Company reports available-for-sale investments at fair value at each balance sheet date and includes any unrealized holding gains and losses (the adjustment to fair value) in accumulated other comprehensive income (loss), a component of stockholders’ equity. Realized gains and losses are determined using the specific identification method and are included in other income (expense). If any adjustment to fair value reflects a decline in the value of the investment, the Company considers all available evidence to evaluate the extent to which the decline is “other than temporary,” including the intention to sell and, if so, marks the investment to market through a charge to the Company’s consolidated statements of operations and comprehensive loss. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are recorded at cost. Costs associated with maintenance and repairs are expensed as incurred. Depreciation and amortization are provided using the straight-line method over the estimated useful lives: Asset Category Useful Life Equipment 5-7 years Furniture and fixtures 5 years Leasehold improvements Lesser of 10 years or the remaining term of the respective lease |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. When such events occur, the Company compares the carrying amounts of the assets to their undiscounted expected future cash flows. If the undiscounted cash flows are insufficient to recover the carrying value, an impairment loss is recorded for the difference between the carrying value and fair value of the asset. Through December 31, 2018, no such impairment has occurred. |
Deferred Rent | Deferred Rent The Company’s operating leases include rent escalation payment terms and other incentives received from landlords. Deferred rent represents the difference between actual operating lease payments due and straight-line rent expense over the term of the lease, which is recorded in accrued expenses and other current liabilities. The Company had deferred aggregate rent of $249,000 and $35,000 as of December 31, 2018 and 2017, respectively. |
Research and Development Costs | Research and Development Costs Research and development expenses consist primarily of costs incurred for the Company’s research activities, including discovery efforts, and the development of product candidates, which include: • expenses incurred under agreements with third parties, including contract research organizations, or CROs, that conduct research, preclinical activities and clinical trials on the Company’s behalf as well as contract manufacturing organizations, or CMOs, that manufacture drug products for use in the Company’s preclinical and clinical trials; • salaries, benefits and other related costs, including stock-based compensation expense, for personnel in the Company’s research and development functions; • costs of outside consultants, including their fees, stock-based compensation and related travel expenses; • the cost of laboratory supplies and acquiring, developing and manufacturing preclinical study and clinical trial materials; • costs related to compliance with regulatory requirements; and • facility-related expenses, which include direct depreciation costs and allocated expenses for rent and maintenance of facilities and other operating costs. The Company expenses research and development costs as incurred. The Company recognizes external development costs based on an evaluation of the progress to completion of specific tasks using information provided to the Company by its vendors and its clinical investigative sites. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and are reflected in the Company’s consolidated financial statements as prepaid or accrued research and development expenses. |
Warrants | Warrants The Company reviews the terms of all warrants issued and classifies the warrants as a component of permanent equity if they are freestanding financial instruments that are legally detachable and separately exercisable, contingently exercisable, do not embody an obligation for the Company to repurchase its own shares, and permit the holders to receive a fixed number of shares of common stock upon exercise. In addition, the warrants must require physical settlement and may not provide any guarantee of value or return. Warrants that meet these criteria are initially recorded at their grant date fair value and are not subsequently remeasured. Warrants that do not meet this criteria are classified as liabilities and remeasured to their fair value at each reporting period. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for all stock-based payment awards granted to employees and nonemployees using a fair value method. The Company’s stock-based payments include stock options and grants of common stock, including common stock subject to vesting. The measurement date for employee awards is the date of grant, and stock-based compensation costs are recognized as expense over the employees’ requisite service period, which is generally the vesting period, on a straight-line basis. The Company adopted ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting |
Financial Instruments | Financial Instruments The Company’s financial instruments consisted of cash equivalents, marketable securities, accounts payable and liability classified warrants. The carrying amounts of cash and cash equivalents and accounts payable approximate their fair value due to the short-term nature of those financial instruments. The fair value of the marketable securities and liability classified warrants are remeasured to fair value each reporting period as described in Note 5. |
Fair Value Measurements | Fair Value Measurements The Company is required to disclose information on all assets and liabilities reported at fair value that enables an assessment of the inputs used in determining the reported fair values. Accounting Standards Codification 820, Fair Value Measurements and Disclosures Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 – Valuations based on quoted prices for similar assets or liabilities in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 – Valuations that require inputs that reflect the Company’s own assumptions that are both significant to the fair value measurement and unobservable. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s assets and liabilities measured at fair value on a recurring basis include cash equivalents, marketable securities and warrant liabilities. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock and dilutive common stock equivalents outstanding for the period, determined using the treasury-stock method and the as if-converted method, for convertible securities, if inclusion of these instruments is dilutive. For the year ended December 31, 2018, diluted net loss per share amounts were calculated based on the dilutive effect of the total number of shares of common stock related to the November 2016 Private Placement Warrants and the change in the fair value of the warrant liability. As of December 31, 2017, both methods are equivalent. Basic and diluted net loss per share is described further in Note 2. |
Income Taxes | Income Taxes Deferred tax assets and liabilities are determined based upon the differences between the financial statement carrying amounts and the tax basis of existing assets and liabilities and for loss and credit carryforwards using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company assesses its income tax positions and records tax benefits based upon management’s evaluation of the facts, circumstances, and information available at the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, the Company records the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit is recognized in the consolidated financial statements. The Company classifies interest and penalties associated with such uncertain tax positions as a component of interest expense. As of December 31, 2018 and 2017, the Company has not identified any material uncertain tax positions. |
Guarantees and Indemnifications | Guarantees and Indemnifications As permitted under Delaware law, the Company indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The Company leases office and laboratory space in Hopkinton, Massachusetts and previously leased research and development space in Milford, Massachusetts under non-cancelable operating leases. The Company has standard indemnification arrangements under these leases that require it to indemnify the landlords against liability for injury, loss, accident, or damage from any claims, actions, proceedings, or costs resulting from certain acts, breaches, violations, or nonperformance under the Company’s lease. Through December 31, 2018, the Company had not experienced any losses related to these indemnification obligations and no material claims were outstanding. The Company does not expect significant claims related to these indemnification obligations, and consequently, concluded that the fair value of these obligations is negligible, and no related reserves were established. |
Segment Information | Segment Information Operating segments are identified as components of an enterprise about which separate and discrete financial information is available for evaluation by the chief operating decision maker, the Company’s Chief Executive Officer, in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment and does not track expenses on a program-by-program basis. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued ASU 2014-09, Revenue from Contracts with Customers In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities Financial Instruments - Overall In September 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments Statement of Cash Flows In February 2016, the FASB issued ASU No. 2016-02, Leases “Codification Improvements to Topic 842, Leases” The Company adopted the standard on the effective date of January 1, 2019 by applying the new lease requirements at the effective date. The Company also elected the package of practical expedients permitted under the transition guidance within the new standard, which, among other things, allows the Company to carry forward the historical lease classification. The Company is currently evaluating the potential changes from this ASU to our future financial reporting and disclosures and designing and implementing related processes and controls. The Company expects the standard to have an impact of approximately $3.0 million on our assets and $3.4 million on our liabilities for the recognition of right-of-use-assets and lease liabilities, which are primarily related to the lease of our corporate headquarters in Hopkinton, Massachusetts. The Company does not expect the standard to have a material impact on our results of operations or liquidity. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features and II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception . In June 2018, the FASB issued ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting Compensation – Stock Compensation |
Nature of Business, Basis of _3
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Estimated Useful Lives of Property and Equipment | Depreciation and amortization are provided using the straight-line method over the estimated useful lives: Asset Category Useful Life Equipment 5-7 years Furniture and fixtures 5 years Leasehold improvements Lesser of 10 years or the remaining term of the respective lease |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Summary of Computation of Basic and Diluted Net Loss Per Share | The following table summarizes the computation of basic and diluted net loss per share of the Company for such periods (in thousands, except share and per share data): Year Ended December 31, 2018 2017 Net loss $ (22,854 ) $ (27,679 ) Less: decrease in change in fair value of warrant liabilities (4,617 ) — Net loss available to common shareholders $ (27,471 ) $ (27,679 ) Weighted-average number of shares outstanding: Basic 14,372,174 11,153,269 Effect of dilutive securities: Common stock warrants 246,802 — Dilutive potential common shares 14,618,976 11,153,269 Net loss per common share: Basic $ (1.59 ) $ (2.48 ) Diluted $ (1.88 ) $ (2.48 ) |
Summary of Potentially Dilutive Securities Outstanding Excluded from Computation of Diluted Weighted-Average Shares Outstanding | The following potentially dilutive securities outstanding, prior to the use of the treasury stock method or if-converted method, have been excluded from the computation of diluted weighted-average shares outstanding, because such securities had an antidilutive impact due to the losses reported: Year 2018 2017 Common stock warrants 28,347 1,787,124 Stock options 1,349,565 988,565 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Investments by Category | The following table summarizes the Company’s investments, by category, as of December 31, 2018 and 2017 (in thousands): December 31, December 31, Investments - Current: 2018 2017 Debt securities - available for sale $ 32,914 $ 26,906 Total $ 32,914 $ 26,906 Investments - Noncurrent: Debt securities - available for sale $ 16,804 $ — Total $ 16,804 $ — |
Summary of Available-for-Sale Classified Investments | A summary of the Company’s available-for-sale classified investments as of December 31, 2018 and 2017 consisted of the following (in thousands): At December 31, 2018 Cost Basis Unrealized Gains Unrealized Losses Fair Value Investments - Current: Corporate bonds $ 16,028 $ — $ (19 ) $ 16,009 United States treasury securities 16,913 — (8 ) 16,905 Total $ 32,941 $ — $ (27 ) $ 32,914 Investments - Noncurrent: Corporate bonds $ 4,930 $ 2 $ — $ 4,932 United States treasury securities 11,852 20 — 11,872 Total $ 16,782 $ 22 $ — $ 16,804 At December 31, 2017 Cost Basis Unrealized Gains Unrealized Losses Fair Value Investments - Current: Commercial paper $ 9,584 $ — $ — $ 9,584 Corporate bonds 15,347 — (23 ) 15,324 United States treasury securities 1,998 — — 1,998 Total $ 26,929 $ — $ (23 ) $ 26,906 |
Schedule of Amortized Cost and Fair Value of Available-for-Sale Investments, by Contract Maturity | The amortized cost and fair value of the Company’s available-for-sale investments, by contract maturity, as of December 31, 2018 consisted of the following (in thousands): Amortized Cost Fair Value Due in one year or less $ 32,941 $ 32,914 Due after one year through two years 16,782 16,804 Total $ 49,723 $ 49,718 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment as of December 31, 2018 and 2017 consisted of the following (in thousands): December 31, December 31, 2018 2017 Equipment $ 1,064 $ 727 Furniture and fixtures 400 292 Leasehold improvements 1,347 153 Total property and equipment 2,811 1,172 Less: accumulated depreciation and amortization (492 ) (485 ) Property and equipment, net $ 2,319 $ 687 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Measured at Fair Value | A summary of the assets and liabilities that are measured at fair value as of December 31, 2018 and 2017 is as follows (in thousands): Fair Value Measurement at December 31, 2018 Carrying Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 13,264 $ 13,264 $ — $ — Fixed income securities 49,718 — 49,718 — Total $ 62,982 $ 13,264 $ 49,718 $ — Liabilities: Warrant liabilities $ 8,511 $ — $ — $ 8,511 Total $ 8,511 $ — $ — $ 8,511 Fair Value Measurement at December 31, 2017 Assets: Carrying Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Money market funds (1) $ 21,265 $ 21,265 $ — $ — Fixed income securities 26,906 — 26,906 — Total $ 48,171 $ 21,265 $ 26,906 $ — Liabilities: Warrant liabilities $ 13,128 $ — $ — $ 13,128 Total $ 13,128 $ — $ — $ 13,128 (1) Money market funds are included within cash and cash equivalents in the accompanying consolidated balance sheets and are recognized at fair value. |
Summary of Change in Company's Level 3 Liabilities, Warrants Issued in a Private Placement | The following table reflects the change in the Company’s Level 3 liabilities, which consist of the warrants issued in a private placement in November 2016 (see Note 7), for the year ended December 31, 2018 (in thousands): November Private Placement Warrants Balance at December 31, 2016 $ 6,333 Change in fair value 6,795 Balance at December 31, 2017 $ 13,128 Change in fair value (4,617 ) Balance at December 31, 2018 $ 8,511 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses as of December 31, 2018 and 2017 consisted of the following (in thousands): December 31, December 31, 2018 2017 Clinical $ 941 $ 1,093 Compensation and benefits 830 1,024 Accounting and legal 227 453 Other 369 164 Total accrued expenses and other current liabilities $ 2,367 $ 2,734 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Summary of Assumptions Used to Record Fair Value of Warrants | A summary of the Black Scholes pricing model assumptions used to record the fair value of the warrants is as follows: December 31, 2018 December 31, 2017 Risk-free interest rate 2.5 % 2.0 % Expected term (in years) 2.9 3.9 Expected volatility 78.1 % 73.1 % Expected dividend yield 0 % 0 % |
Summary of Warrant Activity | The following table summarizes the warrant activity for the years ended December 31, 2018 and 2017 is as follows: Warrants Outstanding at December 31, 2016 1,798,084 Grants — Exercises (10,960 ) Expirations/cancellations — Outstanding at December 31, 2017 1,787,124 Grants — Exercises — Expirations/cancellations (125,000 ) Outstanding at December 31, 2018 1,662,124 |
Summary of Option Activity | The following table summarizes the option activity under the Stock Incentive Plans for the years ended December 31, 2018 and 2017: Options Weighted-Average Exercise Price Per Share Aggregate Intrinsic Value Options outstanding at December 31, 2016 704,315 $ 11.82 $ — Granted 297,500 8.45 — Exercised (10,000 ) 9.28 11,228 Cancelled (3,250 ) 12.44 — Options outstanding at December 31, 2017 988,565 $ 10.83 $ 2,617,859 Granted 311,000 12.28 — Exercised — — — Cancelled — — — Options outstanding at December 31, 2018 1,299,565 $ 11.18 $ 881,385 Options exercisable at December 31, 2018 748,511 $ 11.23 $ 499,147 |
Summary of Assumptions to Determine Fair Value of Stock Options Granted | There were no stock options granted prior to 2015. The assumptions the Company used to determine the fair value of stock options granted in 2018 and 2017 are as follows, presented on a weighted-average basis Year Ended December 31, 2018 2017 Risk-free interest rate 2.5 % 2.0 % Expected term (in years) 5.9 6.0 Expected volatility 82.5 % 80 % Expected dividend yield 0 % 0 % |
Summary of Stock-Based Compensation Expense | The following table summarizes the stock-based compensation expense for the years ended December 31, 2018 and 2017 (in thousands): Year Ended December 31, Stock-based compensation: 2018 2017 Research and development $ 843 $ 489 General and administrative 1,933 1,422 Total Stock-based compensation $ 2,776 $ 1,911 |
Summary of Shares of Common Stock Reserved | As of December 31, 2018 and 2017, the Company reserved the following shares of common stock for issuance of shares resulting from the exercise of outstanding warrants and options, as well as the issuance of shares available for grant under the Stock Incentive Plans: December 31, 2018 2017 2016 BioHEP warrants — 125,000 2016 IPO warrants 28,347 28,347 November Private Placement Warrants 1,633,777 1,633,777 2014 and 2015 Stock Incentive Plans 2,238,887 1,448,100 Inducement Award 50,000 — Total 3,951,011 3,235,224 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Reconciliation of Statutory U.S. Federal Tax Rate with Effective Tax Rate | A reconciliation of the statutory U.S. Federal Tax Rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2018 2017 U.S. statutory federal income tax rate (21.0 )% (34.0 )% State income taxes, net of federal income tax benefit (7.6 )% (3.8 )% Permanent items 0.6 % 0.8 % Warrant adjustment (4.2 )% 8.3 % R&D credit (0.6 )% (0.3 )% Change in valuation allowance 32.7 % — Change in federal rate impact — 29.2 % Other 0.1 % (0.2 )% Effective income tax rate 0.0 % 0.0 % |
Components of Deferred Tax Assets | The significant components of the Company’s deferred tax assets as of December 31, 2018 and 2017 are as follows (in thousands): December 31, 2018 2017 Net operating loss carryforwards $ 23,582 $ 16,781 Research and development credits 649 520 Accrued expenses 209 265 Property and equipment (37 ) (11 ) License payments 612 663 Stock based compensation 1,383 831 Other – net 138 22 Deferred tax assets 26,536 19,071 Valuation allowance (26,536 ) (19,071 ) Net deferred tax asset and liability $ — $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Lease Payments for Operating Leases | Future minimum commitments due under all leases at December 31, 2018 are as follows (in thousands): Year 2019 $ 417 2020 588 2021 508 2022 450 Thereafter 2,867 Total minimum lease payments $ 4,830 |
Nature of Business, Basis of _4
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2018USD ($)Segment | Jan. 01, 2019USD ($) | Dec. 31, 2017USD ($) | |
Nature Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Accumulated deficit | $ (102,068,000) | $ (79,214,000) | |
Cash, cash equivalents and marketable securities | 64,400,000 | ||
Restricted cash | 234,000 | 484,000 | |
Impairment of long-lived assets | 0 | ||
Deferred aggregate rent | 249,000 | 35,000 | |
Income tax benefit | 0 | ||
Uncertain tax positions | 0 | 0 | |
Indemnification obligations loss | 0 | ||
Outstanding material claims | 0 | ||
Indemnification obligation reserve | $ 0 | ||
Number of operating segment | Segment | 1 | ||
ASU 2016-02 [Member] | |||
Nature Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Right-of-use-assets | $ 3,000,000 | ||
Lease liabilities | $ 3,400,000 | ||
Lease Agreement [Member] | |||
Nature Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Restricted cash | 234,000 | ||
Collateral for Credit Card Program [Member] | |||
Nature Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Restricted cash | 250,000 | ||
Money Market Funds [Member] | |||
Nature Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Cash and cash equivalents fair value | $ 13,300,000 | $ 21,300,000 |
Nature of Business, Basis of _5
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Property and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2018 | |
Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | Lesser of 10 years or the remaining term of the respective lease |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Computation of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share Basic And Diluted [Abstract] | ||
Net loss | $ (22,854) | $ (27,679) |
Change in fair value of warrant liabilities | (4,617) | 6,795 |
Net loss available to common shareholders | $ (27,471) | $ (27,679) |
Weighted-average number of shares outstanding: | ||
Basic | 14,372,174 | 11,153,269 |
Effect of dilutive securities: | ||
Common stock warrants | 246,802 | |
Dilutive potential common shares | 14,618,976 | 11,153,269 |
Net loss per common share: | ||
Basic | $ (1.59) | $ (2.48) |
Diluted | $ (1.88) | $ (2.48) |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Nov. 30, 2016 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Common stock warrant | 3,951,011 | 3,235,224 | |
Dilutive shares of common stock warrants | 246,802 | ||
Average stock price per share | $ 12.71 | ||
Change in fair value of warrant liabilities | $ 4,617 | $ (6,795) | |
Private Placement [Member] | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Common stock warrant | 1,633,777 | ||
Exercise price | $ 10.79 | $ 10.79 |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Potentially Dilutive Securities Outstanding Excluded from Computation of Diluted Weighted-Average Shares Outstanding (Detail) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Common Stock Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities outstanding excluded from the computation of diluted weighted-average shares outstanding | 28,347 | 1,787,124 |
Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities outstanding excluded from the computation of diluted weighted-average shares outstanding | 1,349,565 | 988,565 |
Investments - Summary of Invest
Investments - Summary of Investments by Category (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Investments - Current: | ||
Debt securities - available for sale | $ 32,914 | $ 26,906 |
Total | 32,914 | $ 26,906 |
Investments - Noncurrent: | ||
Debt securities - available for sale | 16,804 | |
Total | $ 16,804 |
Investments - Summary of Availa
Investments - Summary of Available-for-Sale Classified Investments (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | $ 49,723 | |
Fair Value | 49,718 | |
Investments - Current [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 32,941 | $ 26,929 |
Unrealized Losses | (27) | (23) |
Fair Value | 32,914 | 26,906 |
Investments - Current [Member] | Corporate Bonds [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 16,028 | 15,347 |
Unrealized Losses | (19) | (23) |
Fair Value | 16,009 | 15,324 |
Investments - Current [Member] | United States Treasury Securities [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 16,913 | 1,998 |
Unrealized Losses | (8) | |
Fair Value | 16,905 | 1,998 |
Investments - Current [Member] | Commercial Paper [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 9,584 | |
Fair Value | $ 9,584 | |
Investments - Noncurrent [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 16,782 | |
Unrealized Gains | 22 | |
Fair Value | 16,804 | |
Investments - Noncurrent [Member] | Corporate Bonds [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 4,930 | |
Unrealized Gains | 2 | |
Fair Value | 4,932 | |
Investments - Noncurrent [Member] | United States Treasury Securities [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 11,852 | |
Unrealized Gains | 20 | |
Fair Value | $ 11,872 |
Investments - Schedule of Amort
Investments - Schedule of Amortized Cost and Fair Value of Available-for-Sale Investments, by Contract Maturity (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Investments Debt And Equity Securities [Abstract] | |
Due in one year or less, Amortized Cost | $ 32,941 |
Due after one year through two years, Amortized Cost | 16,782 |
Cost Basis | 49,723 |
Due in one year or less, Fair Value | 32,914 |
Due after one year through two years, Fair Value | 16,804 |
Total, Fair Value | $ 49,718 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 2,811 | $ 1,172 |
Less: accumulated depreciation and amortization | (492) | (485) |
Property and equipment, net | 2,319 | 687 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 1,064 | 727 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 400 | 292 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,347 | $ 153 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | ||
Depreciation and amortization expense | $ 288 | $ 158 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Assets and Liabilities Measured at Fair Value (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 13,300 | $ 21,300 |
Carrying Value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Total | 62,982 | 48,171 |
Liabilities, Total | 8,511 | 13,128 |
Carrying Value [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 13,264 | 21,265 |
Carrying Value [Member] | Fixed Income Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fixed income securities | 49,718 | 26,906 |
Carrying Value [Member] | Warrant Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liabilities | 8,511 | 13,128 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Total | 13,264 | 21,265 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 13,264 | 21,265 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Total | 49,718 | 26,906 |
Significant Other Observable Inputs (Level 2) [Member] | Fixed Income Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fixed income securities | 49,718 | 26,906 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Total | 8,511 | 13,128 |
Significant Unobservable Inputs (Level 3) [Member] | Warrant Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liabilities | $ 8,511 | $ 13,128 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Change in Company's Level 3 Liabilities, Warrants Issued in a Private Placement (Detail) - Private Placement [Member] - Warrants [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Beginning balance | $ 13,128 | $ 6,333 |
Change in fair value | (4,617) | 6,795 |
Ending balance | $ 8,511 | $ 13,128 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accrued Liabilities And Other Liabilities [Abstract] | ||
Clinical | $ 941 | $ 1,093 |
Compensation and benefits | 830 | 1,024 |
Accounting and legal | 227 | 453 |
Other | 369 | 164 |
Total accrued expenses and other current liabilities | $ 2,367 | $ 2,734 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | May 11, 2016 | Aug. 31, 2018 | Jun. 18, 2018 | Jan. 31, 2018 | Jun. 30, 2017 | Nov. 30, 2016 | Jun. 30, 2016 | May 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | Mar. 09, 2018 | Aug. 31, 2017 | Apr. 30, 2014 |
Class of Stock [Line Items] | ||||||||||||||
Net proceeds from initial public offering of common stock | $ 37,960,000 | $ 39,675,000 | ||||||||||||
Dividend yield | 0.00% | 0.00% | ||||||||||||
Expected life (in years) | 5 years 10 months 24 days | 6 years | ||||||||||||
Number of shares remain available for grant | 0 | |||||||||||||
Stock options granted | 0 | |||||||||||||
2018 New Hire Inducement Stock Option Award [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock | 50,000 | |||||||||||||
Shares issued price per share | $ 12.02 | |||||||||||||
2014 Stock Incentive Plan [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of authorized shares of common stock to be issued | 750,000 | |||||||||||||
Weighted-average remaining contractual life | 7 years 7 months 6 days | |||||||||||||
Weighted-average fair value of all stock options granted | $ 8.67 | |||||||||||||
2015 Stock Incentive Plan [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of authorized shares of common stock to be issued | 1,666,863 | |||||||||||||
Number of shares remain available for grant | 939,322 | |||||||||||||
Number of shares common stock reserved for issuance, increase | 800,000 | |||||||||||||
Expiry date of stock options awarded | 10 years | |||||||||||||
2014 and 2015 Stock Incentive Plans [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Exercise of an option to purchase additional shares granted to underwriters in connection with offering | 10,000 | |||||||||||||
Number of authorized shares of common stock to be issued | 2,300,000 | |||||||||||||
Stock options granted | 311,000 | 297,500 | ||||||||||||
Fair value of stock options vested | $ 2,300,000 | |||||||||||||
Unrecognized stock-based compensation expense | $ 3,700,000 | |||||||||||||
Weighted-average remaining vesting period | 2 years 1 month 6 days | |||||||||||||
May 2016 IPO warrants [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Expected volatility of common stock Minimum | 87.00% | |||||||||||||
Risk free rate | 1.20% | |||||||||||||
Dividend yield | 0.00% | |||||||||||||
Expected life (in years) | 4 years 11 months 26 days | |||||||||||||
June 2016 IPO warrants [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Expected volatility of common stock Minimum | 87.00% | |||||||||||||
Risk free rate | 1.23% | |||||||||||||
Dividend yield | 0.00% | |||||||||||||
Expected life (in years) | 4 years 11 months 1 day | |||||||||||||
Maximum [Member] | 2015 Stock Incentive Plan [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of shares remain available for grant | 116,863 | |||||||||||||
Sales Agreement [Member] | Cantor Fitzgerald & Co. [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock | 217,329 | 252,443 | ||||||||||||
Net proceeds from initial public offering of common stock | $ 3,200,000 | $ 3,700,000 | ||||||||||||
Sales Commission Percentage On Common Stock | 3.00% | |||||||||||||
Weighted average selling price per share | $ 15.42 | $ 15.55 | ||||||||||||
Sales Agreement [Member] | Cantor Fitzgerald & Co. [Member] | Maximum [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Aggregate offering price | $ 50,000,000 | |||||||||||||
IPO [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Fair value of equity | $ 200,000 | |||||||||||||
Exercise price | $ 15 | |||||||||||||
Warrants expiration date | May 5, 2021 | |||||||||||||
Warrants issued to purchase shares of common stock | 747 | 27,600 | ||||||||||||
Private Placement [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock | 1,644,737 | |||||||||||||
Shares issued price per share | $ 9.12 | |||||||||||||
Exercise price | $ 10.79 | $ 10.79 | ||||||||||||
Warrants expiration date | Nov. 23, 2021 | |||||||||||||
Warrants issued to purchase shares of common stock | 1,644,737 | |||||||||||||
Common Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Exercise of an option to purchase additional shares granted to underwriters in connection with offering | 10,000 | |||||||||||||
Common Stock | 2014 Stock Incentive Plan [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued price per share | $ 10.39 | $ 13.44 | ||||||||||||
Common Stock | Sales Agreement [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock | 217,329 | 252,443 | ||||||||||||
Common Stock | Public Offering [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock | 3,246,079 | 3,269,219 | 3,246,079 | 3,269,219 | ||||||||||
Shares issued price per share | $ 13 | $ 12.50 | ||||||||||||
Exercise of an option to purchase additional shares granted to underwriters in connection with offering | 246,079 | 384,604 | ||||||||||||
Net proceeds from initial public offering of common stock | $ 38,000,000 | $ 39,700,000 | ||||||||||||
Common Stock Warrants [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock | 125,000 | |||||||||||||
Fair value of equity | $ 8,300,000 | $ 800,000 | ||||||||||||
Expected volatility of common stock Minimum | 71.00% | |||||||||||||
Risk free rate | 1.01% | |||||||||||||
Dividend yield | 0.00% | |||||||||||||
Expected life (in years) | 2 years 6 months | |||||||||||||
Exercise price | $ 16 | |||||||||||||
Warrants expiration date | Aug. 1, 2018 | |||||||||||||
Common Stock Warrants [Member] | Private Placement [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Fair value of equity | $ 8,500,000 | $ 13,100,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Assumptions Used to Record Fair Value of Warrants (Detail) - Warrants [Member] | Dec. 31, 2018 | Dec. 31, 2017 |
Risk-Free Interest Rate [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value input | 2.50% | 2.00% |
Expected Term [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value input (in years) | 2 years 10 months 24 days | 3 years 10 months 24 days |
Expected Volatility [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value input | 78.10% | 73.10% |
Expected Dividend Yield [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value input | 0.00% | 0.00% |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Warrant Activity (Detail) - Common Stock Warrants [Member] - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Class of Warrant or Right [Line Items] | ||
Outstanding, Beginning Balance | 1,787,124 | 1,798,084 |
Grants | 0 | 0 |
Exercises | 0 | (10,960) |
Expirations/cancellations | (125,000) | 0 |
Outstanding, Ending balance | 1,662,124 | 1,787,124 |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of Option Activity (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Granted | 0 | ||
2014 and 2015 Stock Incentive Plans [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options outstanding, Beginning Balance | 988,565 | 704,315 | |
Options Granted | 311,000 | 297,500 | |
Options Exercised | (10,000) | ||
Options Cancelled | (3,250) | ||
Options outstanding, Ending balance | 1,299,565 | 988,565 | |
Options exercisable | 748,511 | ||
Weighted-Average Exercise Price Per Share, Options outstanding, Beginning Balance | $ 10.83 | $ 11.82 | |
Weighted-Average Exercise Price Per Share, Granted | 12.28 | 8.45 | |
Weighted-Average Exercise Price Per Share, Exercised | 9.28 | ||
Weighted-Average Exercise Price Per Share, Cancelled | 12.44 | ||
Weighted-Average Exercise Price Per Share, Options outstanding, Ending Balance | 11.18 | $ 10.83 | |
Weighted-Average Exercise Price Per Share, Options exercisable | $ 11.23 | ||
Aggregate Intrinsic Value, Options outstanding, Beginning Balance | $ 2,617,859 | ||
Aggregate Intrinsic Value, Exercised | $ 11,228 | ||
Aggregate Intrinsic Value, Options outstanding, Ending Balance | 881,385 | $ 2,617,859 | |
Aggregate Intrinsic Value, Option exercisable | $ 499,147 |
Stockholders' Equity - Summar_4
Stockholders' Equity - Summary of Assumptions to Determine Fair Value of Stock Options Granted (Detail) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Risk-free interest rate | 2.50% | 2.00% |
Expected term (in years) | 5 years 10 months 24 days | 6 years |
Expected volatility | 82.50% | 80.00% |
Expected dividend yield | 0.00% | 0.00% |
Stockholders' Equity - Summar_5
Stockholders' Equity - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 2,776 | $ 1,911 |
2014 and 2015 Stock Incentive Plans [Member] | Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 2,776 | 1,911 |
2014 and 2015 Stock Incentive Plans [Member] | Stock Options [Member] | Research and Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 843 | 489 |
2014 and 2015 Stock Incentive Plans [Member] | Stock Options [Member] | General and Administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 1,933 | $ 1,422 |
Stockholders' Equity - Summar_6
Stockholders' Equity - Summary of Shares of Common Stock Reserved (Detail) - shares | Dec. 31, 2018 | Dec. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of common stock reserved | 3,951,011 | 3,235,224 |
Inducement Award [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of common stock reserved | 50,000 | |
2014 and 2015 Stock Incentive Plans [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of common stock reserved | 2,238,887 | 1,448,100 |
Private Placement Warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of common stock reserved | 1,633,777 | 1,633,777 |
2016 BioHEP warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of common stock reserved | 125,000 | |
2016 IPO warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of common stock reserved | 28,347 | 28,347 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of The Statutory Federal Tax Rate to The Company's Effective Tax Rate (Detail) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Abstract] | ||
U.S. statutory federal income tax rate | (21.00%) | (34.00%) |
State income taxes, net of federal income tax benefit | (7.60%) | (3.80%) |
Permanent items | 0.60% | 0.80% |
Warrant adjustment | (4.20%) | 8.30% |
R&D credit | (0.60%) | (0.30%) |
Change in valuation allowance | 32.70% | |
Change in federal rate impact | 29.20% | |
Other | 0.10% | (0.20%) |
Effective income tax rate | (0.00%) | (0.00%) |
Income Taxes - Schedule of Sign
Income Taxes - Schedule of Significant Components of the Company's Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Components Of Deferred Tax Assets And Liabilities [Abstract] | ||
Net operating loss carryforwards | $ 23,582 | $ 16,781 |
Research and development credits | 649 | 520 |
Accrued expenses | 209 | 265 |
Property and equipment | (37) | (11) |
License payments | 612 | 663 |
Stock based compensation | 1,383 | 831 |
Other – net | 138 | 22 |
Deferred tax assets | 26,536 | 19,071 |
Valuation allowance | $ (26,536) | $ (19,071) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes [Line Items] | ||
Increase in valuation allowance due to increase in deferred tax assets | $ 7,500,000 | $ 8,000 |
U.S. statutory federal income tax rate | 21.00% | 34.00% |
Period for cumulative change in ownership | 3 years | |
Cumulative change in ownership interest percentage | 50.00% | |
Uncertain tax position | $ 0 | $ 0 |
Federal [Member] | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards | $ 86,300,000 | |
Operating loss carryforwards expiration beginning year | 2029 | |
Operating loss carryforwards expiration ending year | 2037 | |
Income tax credits | $ 294,000 | |
Income tax credit carryforward expiration year | Dec. 31, 2038 | |
State [Member] | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards | $ 86,400,000 | |
Operating loss carryforwards expiration beginning year | 2029 | |
Operating loss carryforwards expiration ending year | 2038 | |
Income tax credits | $ 449,000 | |
Income tax credit carryforward expiration year | Dec. 31, 2038 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2018 | Oct. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2016 | |
Commitments And Contingencies [Line Items] | |||||
Total lease commitment | $ 4,830,000 | ||||
Rent paid | 207,000 | $ 233,000 | |||
Accruals for contingent liabilities | 0 | ||||
License Agreement [Member] | BioHEP Technologies Ltd. [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Maximum estimated development and regulatory milestone payments | 3,500,000 | ||||
Maximum aggregate sublicensing revenues | 2,000,000 | ||||
Milestone and royalty payments | $ 0 | ||||
Hopkinton, Massachusetts [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Lease term expiration date | May 31, 2021 | ||||
Total lease commitment | $ 4,400,000 | $ 771,000 | |||
Sublease income | $ 294,000 | ||||
Loss on lease | $ 269,000 | ||||
Initial term of new lease | 125 months | ||||
Lease commencement date | Jun. 1, 2018 | ||||
One time option to extend new lease term | 5 years | ||||
Rent abatement period | 11 months | ||||
Monthly rent payments | $ 34,699 | ||||
Percentage of annual rent increase for first five years | 3.00% | ||||
Percentage of annual rent increase after five years | 2.50% |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Future Minimum Lease Payments for Operating Leases (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Leases, Operating [Abstract] | |
2019 | $ 417 |
2020 | 588 |
2021 | 508 |
2022 | 450 |
Thereafter | 2,867 |
Total minimum lease payments | $ 4,830 |
401(k) Plan - Additional Inform
401(k) Plan - Additional Information (Detail) - Internal Revenue Code [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Contribution Plan Disclosure [Line Items] | ||
Defined Contribution Plan, Sponsor Location [Extensible List] | us-gaap:DomesticPlanMember | us-gaap:DomesticPlanMember |
Defined Contribution Plan, Tax Status [Extensible List] | us-gaap:QualifiedPlanMember | us-gaap:QualifiedPlanMember |
Contribution by company | $ 142,000 | $ 124,000 |
Maximum [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Defined contribution plan, employer matching contribution, percent of match | 4.00% | 4.00% |