Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 02, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | PULM | |
Entity Registrant Name | Pulmatrix, Inc. | |
Entity Central Index Key | 1,574,235 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 19,072,995 | |
Restricted Stock Units [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 49,654 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 10,541 | $ 4,182 |
Prepaid expenses and other current assets | 413 | 577 |
Total current assets | 10,954 | 4,759 |
Property and equipment, net | 722 | 786 |
Long-term restricted cash | 204 | 204 |
Goodwill | 10,914 | 10,914 |
Total assets | 22,794 | 16,663 |
Current liabilities: | ||
Loan payable, net of debt discount and issuance costs | 2,661 | 2,586 |
Accounts payable | 235 | 747 |
Accrued expenses | 1,439 | 1,317 |
Total current liabilities | 4,335 | 4,650 |
Loan payable, net of current portion, debt discount and issuance costs | 2,522 | 3,217 |
Derivative liability | 35 | 35 |
Total liabilities | 6,892 | 7,902 |
Commitments (Note 14) | ||
Stockholders' Equity (Deficit): | ||
Preferred stock, $0.0001 par value - 500,000 authorized and 0 issued and outstanding at March 31, 2017 and December 31, 2016 | ||
Common stock, $0.0001 par value - 100,000,000 shares authorized; 18,475,202 and 14,850,526 shares issued and outstanding, including vested restricted stock units of 49,654 and 99,308, at March 31, 2017 and December 31, 2016, respectively. | 2 | 1 |
Additional paid-in capital | 175,329 | 164,706 |
Accumulated deficit | (159,429) | (155,946) |
Total stockholders' equity | 15,902 | 8,761 |
Total liabilities and stockholders' equity | $ 22,794 | $ 16,663 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 18,475,202 | 14,850,526 |
Common stock, shares outstanding | 18,475,202 | 14,850,526 |
Restricted Stock Units [Member] | ||
Common stock, shares outstanding | 49,654 | 99,308 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
Revenues | $ 396 | |
Operating expenses | ||
Research and development | $ 1,672 | 3,430 |
General and administrative | 1,640 | 2,409 |
Total operating expenses | 3,312 | 5,839 |
Loss from operations | (3,312) | (5,443) |
Interest expense | (187) | (223) |
Other income (expense), net | 16 | (3) |
Net loss | $ (3,483) | $ (5,669) |
Net loss per share, basic and diluted | $ (0.21) | $ (0.38) |
Weighted average shares used to compute basic and diluted net loss per share | 16,791,362 | 14,754,484 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (3,483) | $ (5,669) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 64 | 58 |
Stock-based compensation | 622 | 1,233 |
Non-cash rent expense | 5 | 11 |
Non-cash interest expense | 48 | 51 |
Non-cash debt issuance expense | 4 | 4 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 164 | 549 |
Accounts payable | (512) | 99 |
Accrued expenses | 96 | (462) |
Restricted cash | 50 | |
Net cash used in operating activities | (2,992) | (4,076) |
Cash used in investing activities: | ||
Purchases of property and equipment | (73) | |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock, net of issuance costs | 9,702 | |
Proceeds from the exercise of stock options | 300 | |
Term loan principal payments | (651) | |
Net cash provided by financing activities | 9,351 | |
Net increase (decrease) in cash and cash equivalents | 6,359 | (4,149) |
Cash and cash equivalents - beginning of period | 4,182 | 18,902 |
Cash and cash equivalents - end of period | $ 10,541 | 14,753 |
Supplemental disclosures of noncash financing and investing activities: | ||
Fixed Asset purchases in account payable | $ 83 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization Pulmatrix, Inc. and its subsidiaries (the “Company”) is a clinical stage biotechnology company focused on the discovery and development of a novel class of inhaled therapeutic products. The Company’s proprietary dry powder delivery platform, iSPERSE™ (inhaled Small Particles Easily Respirable and Emitted), is engineered to deliver small, dense particles with highly efficient dispersibility and delivery to the airways, which can be used with an array of dry powder inhaler technologies and can be formulated with a variety of drug substances. The Company is developing a pipeline of iSPERSE-based therapeutic candidates targeted at prevention and treatment of a range of respiratory diseases and infections with significant unmet medical needs. Liquidity At March 31, 2017, the Company had unrestricted cash and cash equivalents of $10,541, an accumulated deficit of $159,429 and working capital of $6,619. The Company will be required to raise additional capital within the next year to continue the development and commercialization of current product candidates and to continue to fund operations at the current cash expenditure levels. The Company cannot be certain that additional funding will be available on acceptable terms, or at all. To the extent that the Company raises additional funds by issuing equity securities, the Company’s stockholders may experience significant dilution. Any debt financing, if available, may involve restrictive covenants that impact the Company’s ability to conduct business. If unable to raise additional capital when required or on acceptable terms, the Company may have to (i) delay, scale back or discontinue the development and/or commercialization of one or more product candidates; (ii) seek collaborators for product candidates at an earlier stage than otherwise would be desirable and on terms that are less favorable than might otherwise be available; or (iii) relinquish or otherwise dispose of rights to technologies, product candidates or products that the Company would otherwise seek to develop or commercialize on unfavorable terms. In February 2017, the Company closed sales of an aggregate of 2,950,000 shares of its common stock for aggregate net proceeds of $7,598 (see Note 8). In March 2017, the Company sold 538,427 shares of its common stock for aggregate net proceeds of $2,104 (See Note 8). Subsequent to March 31, 2017, the Company sold 645,271 shares of its common stock for aggregate gross proceeds of $2,211 (see Note 14). The Company’s ability to continue as a going concern is dependent upon its ability to obtain additional equity or debt financing and, ultimately, to generate revenue. Those factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s condensed consolidated financial statements as of March 31, 2017 do not include any adjustments that might become necessary should the Company be unable to continue as a going concern. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 2. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on a going concern basis in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and as required by Regulation S-X, 10-01. 10-K |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies In the three months ended March 31, 2017, there were no changes to the Company’s significant accounting policies identified in the Company’s most recent annual financial statements for the fiscal year ended December 31, 2016, which are included in the Company’s current report on Form 10-K Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers 2014-09”), 2014-09 There have been four new ASUs issued amending certain aspects of ASU 2014-09, 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross Versus Net), 2014-09. 2016-10, Identifying Performance Obligations and Licensing,” 2014-09 ASU 2016-12, “Revenue from Contracts with Customers — Narrow Scope Improvements and Practical Expedients” 2014-09 2014-09. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers,” 2014-09, In January 2017, the Financial Accounting Standard Board (the “FASB”) issued Accounting Standards Update (ASU) 2017-04: “Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” 2017-04”), Use of Estimates In preparing consolidated financial statements in conformity with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of expenses during the reporting period. Due to inherent uncertainty involved in making estimates, actual results may differ from these estimates. On an ongoing basis, the Company evaluates its estimates and assumptions. These estimates and assumptions include valuing equity securities in share-based payments, estimating fair value of equity instruments recorded as derivative liabilities, estimating the fair value of net assets acquired in business combinations, estimating the useful lives of depreciable and amortizable assets, valuation allowance against deferred tax assets, goodwill impairment, and estimating the fair value of long-lived assets to assess whether impairment charges may apply. Revenue Recognition The Company’s principal sources of revenue during the reporting period were reimbursement of clinical study costs. In all instances, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, and collectability of the resulting receivable is reasonably assured. Goodwill Goodwill represents the difference between the consideration transferred and the fair value of the net assets acquired and liabilities assumed under the acquisition method of accounting for push-down accounting. Goodwill is not amortized but is evaluated for impairment within the Company’s single reporting unit on an annual basis, during the fourth quarter, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the Company’s reporting unit below its carrying amount. When performing the impairment assessment, the accounting standard for testing goodwill for impairment permits a company to first assess the qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the goodwill is impaired. If the Company believes, as a result of the qualitative assessment, that it is more likely than not that the fair value of goodwill is impaired, the Company must perform the first step of the goodwill impairment test. The Company completed a qualitative assessment and determined that there was no impairment of goodwill as of March 31, 2017. |
Goodwill
Goodwill | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | 4. Goodwill The Company recognized $10,914 of goodwill and as of March 31, 2017, there was no impairment. Goodwill has been assigned to the Company’s single reporting unit. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2017 | |
Text Block [Abstract] | |
Prepaid Expenses and Other Current Assets | 5. Prepaid Expenses and Other Current Assets Prepaid expenses consisted of the following: At March 31, 2017 At December 31, 2016 Prepaid Insurance $ 111 $ 197 Prepaid Clinical Trials 62 9 Prepaid Other 126 58 Stock Subscriptions 108 206 Deferred Clinical Costs 6 107 Total prepaid and other current assets $ 413 $ 577 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt Loan and Security Agreement and Warrant Agreement On June 11, 2015, Pulmatrix Operating entered into a Loan and Security Agreement (“LSA”) with Hercules Technology Growth Capital, Inc. (“Hercules”), for a term loan in a principal amount of $7,000 (“Term Loan”). The term loan is secured by substantially all of the Company’s assets, excluding intellectual property. The term loan bears interest at a floating annual rate equal to the greater of (i) 9.50% and (ii) the sum of (a) the prime rate as reported by The Wall Street Journal minus 3.25% plus (b) 8.50%. The Company is required to make interest payments in cash on the first business day of each month, beginning on July 1, 2015. Beginning on August 1, 2016, the Company will be required to make monthly payments on the first business day of each month consisting of principal and interest based upon a 30-month The Company may elect to prepay all, but not less than all, of the outstanding principal balance of the term loan, subject to a prepayment fee of 1% – 3%, depending on the date of repayment. Contingent on the occurrence of several events, including that the Company’s closing stock price exceed $11.73 per share for the seven days preceding a payment date, the Company may elect to pay, in whole or in part, any regularly scheduled installment of principal up to an aggregate maximum amount of $1,000 by converting a portion of the principal into shares of the Company’s common stock at a price of $11.73 per share. Hercules may elect to receive payments in the Company common stock by requiring the Company to effect a conversion option whereby Hercules can elect to receive a principal installment payment in shares of the Company common stock based on a price of $11.73 per share, subject to an aggregate maximum principal amount of $1,000. The Company determined that the Company’s provisions allowing conversion of all or a portion of the LSA contained a beneficial conversion feature (“BCF”). The BCF is contingent upon the occurrence of certain events and as such, the Company will not record the BCF until the contingency is resolved. Through March 31, 2017 the contingency was not resolved. The credit facility includes affirmative and negative covenants. The affirmative covenants include, among others, covenants requiring the Company to maintain its legal existence and governmental approvals deliver certain financial reports and maintain insurance coverage. The negative covenants include, among others, restrictions on transferring collateral, incurring additional indebtedness, engaging in mergers or acquisitions, paying dividends or making other distributions, making investments, creating liens, selling assets, and undergoing a change in control, in each case subject to certain exceptions. In general, the Term Loan prohibits the Company from (i) repurchasing or redeeming any class of capital stock, including common stock or (ii) declaring or paying any cash dividend or making cash distribution on any class of capital stock, including common stock. The LSA includes provisions requiring the embedded interest rate reset upon an event of default and the put option upon an event of default or qualified change of control each represent an embedded derivative instrument requiring bifurcation from the loan. The embedded derivatives were bundled and valued as one compound derivative in accordance with the applicable accounting guidance for derivatives and hedging. The fair value of the compound derivative at issuance of $11 was recorded as a derivative liability and as a discount to the debt. The derivative liability is remeasured at fair value at each reporting date, with changes in fair value being recorded as other income (expense) in the statements of operations (Note 11). At March 31, 2017 and December 31, 2016, the fair value of the derivative liability was valued at $35. The net debt discounts resulting from the embedded compound derivative and lender fees are being amortized as interest expense from the date of issuance through the maturity date using the effective interest method. The Company incurred interest expense of $187 and $223 during the three months ended March 31, 2017 and 2016, respectively. Of the total interest expense, $139 and $173 was payable in cash during the three months ended March 31, 2017 and 2016, respectively. The carrying amounts of the Company’s Term Loan as of March 31, 2017 and December 31, 2016 were as follows: Hercules Term Loan Debt Discount Issuance Costs Total Balance — January 1, 2017 $ 5,954 $ (136 ) $ (15 ) $ 5,803 Accretion of debt discount 27 27 Accretion of issuance costs 4 4 Principal payments (651 ) (651 ) Balance — March 31, 2017 $ 5,303 $ (109 ) $ (11 ) 5,183 Current portion of debt, net of debt discount and issuance costs 2,661 Long term portion of debt, net of current portion $ 2,522 Future principal payments in connection with the Term Loan are as follows: Remainder of 2017 $ 2,044 2018 3,259 $ 5,303 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 7. Accrued Expenses and Other Current Liabilities Accrued expenses consisted of the following: At March 31, 2017 At December 31, 2016 Accrued vacation $ 75 $ 54 Accrued wages and incentive 870 796 Accrued clinical & consulting 153 202 Accrued legal & patent 60 51 Accrued end of term fee 176 155 Deferred Rent 52 46 Accrued other expenses 53 13 Total accrued expenses $ 1,439 $ 1,317 |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2017 | |
Text Block [Abstract] | |
Common Stock | 8. Common Stock Registered Direct Offering On January 27, 2017, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors for the sale by the Company of 2,000,000 shares of the Company’s common stock at a purchase price of $2.50 per share in a registered direct offering. The closing of the sale of the shares under the Purchase Agreement occurred on February 2, 2017. On February 3, 2017, Pulmatrix, Inc. entered into a Securities Purchase Agreement (the “Second Purchase Agreement”) with certain investors for the sale by the Company of 950,000 shares of the Company’s common stock at a purchase price of $3.50 per share in a registered direct offering. The closing of the sale of the shares under the Second Purchase Agreement occurred on February 8, 2017. Net of commissions and other issuance costs totaling $727, aggregate net proceeds of the two noted registered direct offerings were $7,598. The shares were offered and sold by the Company pursuant to an effective shelf registration statement on Form S-3, No. 333-212546), At-the-Market On March 17, 2017, the Company entered into an At-The-Market at-the-market S-3, No. 333-212546), BTIG is entitled to compensation at a fixed commission rate of 3.0% of the gross proceeds from the sale of the Company’s common stock pursuant to the Sales Agreement. During the three month period ended March 31, 2017, the Company sold 538,427 shares of its common stock under the Sales Agreement at an average selling price of approximately $4.04 per share which resulted in gross proceeds of approximately $2,175 and net proceeds of approximately $2,104 after payment of 3% commission to BTIG and other issuance costs. Approximately $108 of these proceeds were classified in stock subscriptions receivable as of March 31, 2017 which were subsequently collected in April 2017. |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Warrants | 9. Warrants There were 3,284,440 common stock warrants outstanding at March 31, 2017. The warrants had a weighted-average exercise price of $7.79 with no intrinsic value and a remaining contractual life of 3.20 years. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 10. Stock-Based Compensation The Company sponsors the Pulmatrix, Inc. 2013 Employee, Director and Consultant Equity Incentive Plan (the “2013 Plan). As of March 31, 2017, the 2013 Plan provides for the grant of up to 4,193,075 shares of Company Common Stock, of which 1,149,194 shares remained available for future grant. In addition, the Company has two legacy plans: The Pulmatrix Operating’s 2013 Employee, Director and Consultant Equity Incentive Plan (the “Original 2013 Plan”) and Pulmatrix Operating’s 2003 Employee, Director, and Consultant Stock Plan (the “2003 Plan”). As of March 31, 2017, a total of 503,062 shares of Company Common Stock may be delivered under options outstanding under the Original 2013 Plan and the 2003 Plan, however no additional awards may be granted under the Original 2013 Plan or the 2003 Plan. Options During the first three months of 2017, the Company granted options to purchase 343,555 shares of Company Common Stock to employees and options to purchase 22,000 shares of Company Common Stock to directors. At the date of grant the fair value of those options aggregated to $659 and $42 respectively. The stock options granted vest over 48 months (the “Time Based Options”). Subject to the grantees’ continuous service with the Company, Time Based Options vest 25% on the first anniversary of the option grant date and the remainder in 36 equal monthly installments beginning in the month after the vesting start date. Stock options generally expire ten years after the date of grant. The following table summarizes stock option activity for the three months ended March 31, 2017: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term ( Years) Aggregate Intrinsic Value Outstanding — January 1, 2017 2,829,301 $ 6.89 $ — Granted 365,555 $ 2.78 Exercised (136,249 ) $ 2.19 Forfeited or expired (54,822 ) $ 7.69 Outstanding — March 31, 2017 3,003,785 $ 6.59 8.08 $ 1,496 Exercisable — March 31, 2017 1,437,144 $ 6.99 7.23 $ 846 Vested and expected to vest — March 31, 2017 2,956,125 $ 6.56 8.08 $ 1,485 The estimated fair values of employee stock options granted during the three months ended March 31, 2017 and 2016, were determined on the date of grant using the Black-Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2017 2016 Expected option life (years) 5.80 – 6.71 6.22 Risk-free interest rate 2.10% - 2.23% 1.61% -1.94% Expected volatility 76.6% - 79.9% 70.0% Expected dividend yield 0% 0% The risk-free interest rate was obtained from U.S. Treasury rates for the applicable periods. The Company’s expected volatility was based upon the historical volatility for industry peers and used an average of those volatilities. The expected life of the Company’s options was determined using the simplified method as a result of limited historical data regarding the Company’s activity. The dividend yield considers that the Company has not historically paid dividends, and does not expect to pay dividends in the foreseeable future. As of March 31, 2017 there was $5,636 of unrecognized stock-based compensation expense related to unvested stock options granted under the Company’s stock award plans. This expense is expected to be recognized over a weighted-average period of approximately 2.3 years. The following table presents total stock-based compensation expense for the three months ended March 31, 2017: Three Months Ended March 31, 2017 2016 Research and development $ 153 $ 214 General and administrative 462 1,019 Total stock based compensation expense $ 615 $ 1,233 Restricted Stock Units (RSU) In August 2015, the Company granted 10,374 RSUs to other employees that vest over a two year period. The Company recorded stock-based compensation expense of $7 for the RSUs during the three months ended March 31, 2017. At March 31, 2017, 5,187 RSUs were outstanding with a weighted-average grant date fair value of $5.50 per share and total grant date fair value of $29. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 11. Fair Value Measurements Information about the liabilities measured at fair value on a recurring basis as of March 31, 2017 and December 31, 2016, and the input categories associated with those liabilities, is as follows: March 31, 2017 Fair Value Measurements Using Level 1 Level 2 Level 3 Total Liabilities: Embedded compound derivative $ — $ — $ 35 $ 35 December 31, 2016 Fair Value Measurements Using Level 1 Level 2 Level 3 Total Liabilities: Embedded compound derivative $ — $ — $ 35 $ 35 Embedded Compound Derivatives — LSA with Hercules As described in Note 6, the LSA contains an interest rate reset upon an event of default and a put option upon an event of default or qualified change of control. Each of these features represents an embedded derivative instrument requiring bifurcation from the Term Loan. The embedded derivatives were bundled and valued as one compound derivative in accordance with the applicable accounting guidance for derivatives and hedging. The proceeds from the issuance of the Term Loan were allocated first to the warrant and compound derivative at their respective fair values, with the residual going to the carrying amount of the loan resulting in a discount to the face value of the debt. The fair value of the compound derivative upon issuance of $11 was recognized as a derivative liability and will be adjusted to fair value at each reporting date. At December 31, 2016, the fair value of the derivative liability was remeasured and valued at $35. The fair value of the derivative instruments is based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The Company used an income approach to estimate the fair value of the derivative liability and estimated the probability of an event of default occurring at various dates and then estimates the present value of the amount the holders would receive upon an event of default. The significant assumption used in the model is the probability of the following scenarios occurring: At Issuance Date At March 31, 2017 Probability of an event of default 10% 50% Prepayment penalties 1.0% - 3.0% 1.0% - 3.0% End of term payment $245,000 $245,000 Risk-free interest rate 1.01% 1.03% The risk-free interest rate was obtained from U.S. Treasury rates for the applicable periods. The Company’s expected volatility was based upon the historical volatility for industry peers and used an average of those volatilities. The expected life of the Company’s options was determined using the simplified method as a result of limited historical data regarding the Company’s activity. The dividend yield considers that the Company has not historically paid dividends, and does not expect to pay dividends in the foreseeable future. A roll-forward of the preferred stock warrant liability and derivative liability categorized with Level 3 inputs is as follows: Derivative Instruments Balance — January 1, 2017 $ 35 Change in fair value — Balance — March 31, 2017 $ 35 Gains and/or losses arising from changes in the estimated fair value of the warrants and embedded compound derivatives were recorded within other income, net, on the condensed consolidated statement of operations. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 12. Net Loss Per Share The Company computes basic and diluted net loss per share using a methodology that gives effect to the impact of outstanding participating securities (the “two-class two-class The following potentially dilutive securities outstanding prior to the use of the treasury stock method have been excluded from the computation of diluted weighted-average shares outstanding, as they would be anti-dilutive. As of March 31, 2017 2016 Options to purchase common stock 3,003,785 3,061,119 Warrants to purchase common stock 3,284,440 3,284,440 Settlement of term loan 85,251 85,251 |
Commitments
Commitments | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | 13. Commitments Future minimum lease payments under the non-cancelable Amount 2017 $ 474 2018 654 2019 676 2020 698 Total $ 2,502 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. Subsequent Events Subsequent to March 31, 2017, the Company sold 645,271 shares of its common stock under the Sales Agreement with BTIG at an average selling price of approximately $3.53 per share which resulted in gross proceeds of approximately $2,279. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers 2014-09”), 2014-09 There have been four new ASUs issued amending certain aspects of ASU 2014-09, 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross Versus Net), 2014-09. 2016-10, Identifying Performance Obligations and Licensing,” 2014-09 ASU 2016-12, “Revenue from Contracts with Customers — Narrow Scope Improvements and Practical Expedients” 2014-09 2014-09. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers,” 2014-09, In January 2017, the Financial Accounting Standard Board (the “FASB”) issued Accounting Standards Update (ASU) 2017-04: “Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” 2017-04”), |
Use of Estimates | Use of Estimates In preparing consolidated financial statements in conformity with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of expenses during the reporting period. Due to inherent uncertainty involved in making estimates, actual results may differ from these estimates. On an ongoing basis, the Company evaluates its estimates and assumptions. These estimates and assumptions include valuing equity securities in share-based payments, estimating fair value of equity instruments recorded as derivative liabilities, estimating the fair value of net assets acquired in business combinations, estimating the useful lives of depreciable and amortizable assets, valuation allowance against deferred tax assets, goodwill impairment, and estimating the fair value of long-lived assets to assess whether impairment charges may apply. |
Revenue Recognition | Revenue Recognition The Company’s principal sources of revenue during the reporting period were reimbursement of clinical study costs. In all instances, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, and collectability of the resulting receivable is reasonably assured. |
Goodwill | Goodwill Goodwill represents the difference between the consideration transferred and the fair value of the net assets acquired and liabilities assumed under the acquisition method of accounting for push-down accounting. Goodwill is not amortized but is evaluated for impairment within the Company’s single reporting unit on an annual basis, during the fourth quarter, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the Company’s reporting unit below its carrying amount. When performing the impairment assessment, the accounting standard for testing goodwill for impairment permits a company to first assess the qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the goodwill is impaired. If the Company believes, as a result of the qualitative assessment, that it is more likely than not that the fair value of goodwill is impaired, the Company must perform the first step of the goodwill impairment test. The Company completed a qualitative assessment and determined that there was no impairment of goodwill as of March 31, 2017. |
Prepaid Expenses and Other Cu21
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Text Block [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses consisted of the following: At March 31, 2017 At December 31, 2016 Prepaid Insurance $ 111 $ 197 Prepaid Clinical Trials 62 9 Prepaid Other 126 58 Stock Subscriptions 108 206 Deferred Clinical Costs 6 107 Total prepaid and other current assets $ 413 $ 577 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Summary of Carrying Amount of Term Loan | The carrying amounts of the Company’s Term Loan as of March 31, 2017 and December 31, 2016 were as follows: Hercules Term Loan Debt Discount Issuance Costs Total Balance — January 1, 2017 $ 5,954 $ (136 ) $ (15 ) $ 5,803 Accretion of debt discount 27 27 Accretion of issuance costs 4 4 Principal payments (651 ) (651 ) Balance — March 31, 2017 $ 5,303 $ (109 ) $ (11 ) 5,183 Current portion of debt, net of debt discount and issuance costs 2,661 Long term portion of debt, net of current portion $ 2,522 |
Schedule of Future Principle Payments | Future principal payments in connection with the Term Loan are as follows: Remainder of 2017 $ 2,044 2018 3,259 $ 5,303 |
Accrued Expenses and Other Cu23
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following: At March 31, 2017 At December 31, 2016 Accrued vacation $ 75 $ 54 Accrued wages and incentive 870 796 Accrued clinical & consulting 153 202 Accrued legal & patent 60 51 Accrued end of term fee 176 155 Deferred Rent 52 46 Accrued other expenses 53 13 Total accrued expenses $ 1,439 $ 1,317 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | The following table summarizes stock option activity for the three months ended March 31, 2017: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term ( Years) Aggregate Intrinsic Value Outstanding — January 1, 2017 2,829,301 $ 6.89 $ — Granted 365,555 $ 2.78 Exercised (136,249 ) $ 2.19 Forfeited or expired (54,822 ) $ 7.69 Outstanding — March 31, 2017 3,003,785 $ 6.59 8.08 $ 1,496 Exercisable — March 31, 2017 1,437,144 $ 6.99 7.23 $ 846 Vested and expected to vest — March 31, 2017 2,956,125 $ 6.56 8.08 $ 1,485 |
Calculation of Fair Value Assumptions Using Black Scholes Option Model | The estimated fair values of employee stock options granted during the three months ended March 31, 2017 and 2016, were determined on the date of grant using the Black-Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2017 2016 Expected option life (years) 5.80 – 6.71 6.22 Risk-free interest rate 2.10% - 2.23% 1.61% -1.94% Expected volatility 76.6% - 79.9% 70.0% Expected dividend yield 0% 0% |
Stock-Based Compensation Expense | The following table presents total stock-based compensation expense for the three months ended March 31, 2017: Three Months Ended March 31, 2017 2016 Research and development $ 153 $ 214 General and administrative 462 1,019 Total stock based compensation expense $ 615 $ 1,233 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Liabilities Measured at Fair Value on a Recurring Basis | Information about the liabilities measured at fair value on a recurring basis as of March 31, 2017 and December 31, 2016, and the input categories associated with those liabilities, is as follows: March 31, 2017 Fair Value Measurements Using Level 1 Level 2 Level 3 Total Liabilities: Embedded compound derivative $ — $ — $ 35 $ 35 December 31, 2016 Fair Value Measurements Using Level 1 Level 2 Level 3 Total Liabilities: Embedded compound derivative $ — $ — $ 35 $ 35 |
Schedule of Significant Assumption Used In Model Is Probability | The significant assumption used in the model is the probability of the following scenarios occurring: At Issuance Date At March 31, 2017 Probability of an event of default 10% 50% Prepayment penalties 1.0% - 3.0% 1.0% - 3.0% End of term payment $245,000 $245,000 Risk-free interest rate 1.01% 1.03% |
Schedule of Preferred Stock Warrant Liability and Derivative Liability Categorized with Level 3 | A roll-forward of the preferred stock warrant liability and derivative liability categorized with Level 3 inputs is as follows: Derivative Instruments Balance — January 1, 2017 $ 35 Change in fair value — Balance — March 31, 2017 $ 35 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Diluted Weighted-Average Shares Outstanding Anti-Dilutive | The following potentially dilutive securities outstanding prior to the use of the treasury stock method have been excluded from the computation of diluted weighted-average shares outstanding, as they would be anti-dilutive. As of March 31, 2017 2016 Options to purchase common stock 3,003,785 3,061,119 Warrants to purchase common stock 3,284,440 3,284,440 Settlement of term loan 85,251 85,251 |
Commitments (Tables)
Commitments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments under the Non-Cancelable Operating Lease for Office and Lab Space | Future minimum lease payments under the non-cancelable Amount 2017 $ 474 2018 654 2019 676 2020 698 Total $ 2,502 |
Organization - Additional Infor
Organization - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 01, 2017 | Feb. 28, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Organization And Basis Of Presentation [Line Items] | ||||||
Unrestricted cash and cash equivalents | $ 10,541 | $ 4,182 | $ 14,753 | $ 18,902 | ||
Accumulated deficit | (159,429) | $ (155,946) | ||||
Working capital | $ 6,619 | |||||
Subsequent Event [Member] | BTIG LLC [Member] | ||||||
Organization And Basis Of Presentation [Line Items] | ||||||
Sale of stock, number of shares sold in transaction | 645,271 | |||||
Proceeds from sale of common stock | $ 2,211 | |||||
Registered Direct Offering [Member] | ||||||
Organization And Basis Of Presentation [Line Items] | ||||||
Proceeds from sale of common stock | $ 7,598 | |||||
At the Market Offering [Member] | BTIG LLC [Member] | ||||||
Organization And Basis Of Presentation [Line Items] | ||||||
Sale of stock, number of shares sold in transaction | 538,427 | |||||
Proceeds from sale of common stock | $ 2,104 | |||||
Second Purchase Agreement [Member] | Registered Direct Offering [Member] | ||||||
Organization And Basis Of Presentation [Line Items] | ||||||
Sale of stock, number of shares sold in transaction | 2,950,000 | |||||
Proceeds from sale of common stock | $ 7,598 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Impairment of goodwill | $ 0 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 10,914 | $ 10,914 |
Prepaid Expenses and Other Cu31
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid Insurance | $ 111 | $ 197 |
Prepaid Clinical Trials | 62 | 9 |
Prepaid Other | 126 | 58 |
Stock Subscriptions | 108 | 206 |
Deferred Clinical Costs | 6 | 107 |
Total prepaid and other current assets | $ 413 | $ 577 |
Debt - Loan and Security Agreem
Debt - Loan and Security Agreement and Warrant Agreement - Additional Information (Detail) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2017USD ($)d$ / shares | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 11, 2015USD ($) | |
Debt Instrument [Line Items] | |||||
Fair value of warrant derivative liabilities at issuance, recorded as debt discount | $ 35 | $ 35 | $ 11 | ||
Hercules Loan and Security Agreement [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Term loan principal amount | $ 7,000 | ||||
Debt instrument basis spread | 8.50% | ||||
Basis of debt instrument interest rate | The prime rate as reported by The Wall Street Journal minus 3.25% plus (b) 8.50%. | ||||
Debt instrument payment terms | The Company is required to make interest payments in cash on the first business day of each month, beginning on July 1, 2015. Beginning on August 1, 2016, the Company will be required to make monthly payments on the first business day of each month consisting of principal and interest based upon a 30-month amortization schedule | ||||
Debt instrument periodic payment frequency | 30-month amortization schedule | ||||
Repayment charges | $ 245 | ||||
Percentage of prepayment fee | 1.00% | ||||
Percentage of prepayment fee | 3.00% | ||||
Maximum principal amount available for conversion into common shares | $ 1,000 | ||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 11.73 | ||||
Debt instrument, convertible, threshold trading days | d | 7 | ||||
Interest expense | $ 187 | $ 223 | |||
Interest expense payable in cash | $ 139 | $ 173 | |||
Hercules Loan and Security Agreement [Member] | Term Loan [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Floating annual rate | 9.50% | ||||
Hercules Loan and Security Agreement [Member] | Term Loan [Member] | Prime Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument basis spread | 3.25% |
Debt - Summary of Carrying Amou
Debt - Summary of Carrying Amount of Term Loan (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Short And Long Term Debt [Line Items] | ||
Beginning balance | $ (136) | |
Accretion of debt discount | 27 | |
Accretion of issuance costs, debt discount | 0 | |
Ending balance | (109) | |
Beginning balance | (15) | |
Accretion of issuance costs, issuance costs | 4 | |
Ending balance | (11) | |
Beginning balance | 5,803 | |
Accretion of debt discount | 27 | |
Accretion of issuance costs | 4 | |
Principal payments | (651) | |
Ending balance | 5,183 | |
Current portion of debt, net of debt discount and issuance costs | 2,661 | $ 2,586 |
Long term portion of debt, net of current portion | 2,522 | $ 3,217 |
Hercules Term Loan [Member] | ||
Short And Long Term Debt [Line Items] | ||
Beginning balance | 5,954 | |
Accretion of issuance costs, term loan | 0 | |
Principal payments | (651) | |
Ending balance | $ 5,303 |
Debt - Schedule of Future Princ
Debt - Schedule of Future Principle Payments (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Total future principal payments | $ 5,183 | $ 5,803 |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Remainder of 2017 | 2,044 | |
2,018 | 3,259 | |
Total future principal payments | $ 5,303 |
Accrued Expenses and Other Cu35
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||
Accrued vacation | $ 75 | $ 54 |
Accrued wages and incentive | 870 | 796 |
Accrued clinical & consulting | 153 | 202 |
Accrued legal & patent | 60 | 51 |
Accrued end of term fee | 176 | 155 |
Deferred Rent | 52 | 46 |
Accrued other expenses | 53 | 13 |
Total accrued expenses | $ 1,439 | $ 1,317 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - USD ($) | Feb. 03, 2017 | Jan. 27, 2017 | Feb. 28, 2017 | Mar. 31, 2017 | Mar. 17, 2017 | Dec. 31, 2016 |
Temporary Equity [Line Items] | ||||||
Proceeds from stock subscriptions | $ 108,000 | $ 206,000 | ||||
Registered Direct Offering [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Payment of commissions and other issuance cost | $ 727,000 | |||||
Proceeds from sale of common stock | $ 7,598,000 | |||||
Registered Direct Offering [Member] | Securities Purchase Agreement [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Sale of stock, number of shares sold in transaction | 950,000 | 2,000,000 | ||||
Sale of stock, price per share | $ 3.50 | $ 2.50 | ||||
At the Market Offering [Member] | BTIG LLC [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Sale of stock, number of shares sold in transaction | 538,427 | |||||
Proceeds from sale of common stock | $ 2,104,000 | |||||
Fixed commission rate entitled to placement agent | 3.00% | |||||
Average selling price of common stock | $ 4.04 | |||||
Gross proceeds from sale of shares | $ 2,175,000 | |||||
Proceeds from stock subscriptions | $ 108,000 | |||||
At the Market Offering [Member] | BTIG LLC [Member] | Maximum [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Aggregate offering on sale of common stock | $ 11,000,000 |
Warrants - Additional Informati
Warrants - Additional Information (Detail) - Warrant [Member] | 3 Months Ended |
Mar. 31, 2017$ / sharesshares | |
Class of Warrant or Right [Line Items] | |
Number of warrants outstanding | shares | 3,284,440 |
Weighted-average exercise price of warrants | $ / shares | $ 7.79 |
Weighted-average remaining contractual term of warrants | 3 years 2 months 12 days |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended |
Aug. 31, 2015 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate shares of Common Stock that may be delivered under options outstanding | 503,062 | |
Number of options to purchase common stock, Granted | 365,555 | |
Unrecognized stock-based compensation expenses | $ 5,636 | |
Unrecognized stock-based compensation expense, period for recognition | 2 years 3 months 18 days | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 48 months | |
Employee Stock Option [Member] | Time Based Options Vesting One [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 36 months | |
Award vesting term | 25% on the first anniversary of the option grant date and the remainder in 36 equal monthly installments beginning in the month after the vesting start date. | |
Award vesting percentage | 25.00% | |
Employee Stock Option [Member] | Employees [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of options to purchase common stock, Granted | 343,555 | |
Aggregate amount of fair value of options | $ 659 | |
Employee Stock Option [Member] | Director [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of options to purchase common stock, Granted | 22,000 | |
Aggregate amount of fair value of options | $ 42 | |
Restricted Stock Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of units, outstanding | 5,187 | |
Weighted average grant date fair value, Outstanding | $ 5.50 | |
Total grant date fair value, outstanding | $ 29 | |
Restricted Stock Units [Member] | Other Employees [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 2 years | |
Stock-based compensation | $ 7 | |
Restricted stock units, granted | 10,374 | |
2013 Employee, Director and Consultant Equity Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares granted | 0 | |
Shares available for future grant | 1,149,194 | |
2013 Employee, Director and Consultant Equity Incentive Plan [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares granted | 4,193,075 | |
Employee, Director, and Consultant Stock Plan (the "2003 Plan") [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares granted | 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of options, Outstanding beginning balance | shares | 2,829,301 |
Number of options, Granted | shares | 365,555 |
Number of options, Exercised | shares | (136,249) |
Number of options, Forfeited or expired | shares | (54,822) |
Number of options, Outstanding ending balance | shares | 3,003,785 |
Number of options, Exercisable | shares | 1,437,144 |
Number of options, Vested and expected to vest | shares | 2,956,125 |
Weighted average exercise price, Outstanding beginning balance | $ 6.89 |
Weighted average exercise price, Granted | 2.78 |
Weighted average exercise price, Exercised | 2.19 |
Weighted average exercise price, Forfeited or expired | 7.69 |
Weighted average exercise price, Outstanding ending balance | 6.59 |
Weighted average exercise price, Exercisable | 6.99 |
Weighted average exercise price, Vested and expected to vest | $ 6.56 |
Weighted average remaining contractual term, Outstanding ending balance | 8 years 29 days |
Weighted average remaining contractual term, Exercisable | 7 years 2 months 23 days |
Weighted average remaining contractual term, Vested and expected to vest | 8 years 29 days |
Aggregate intrinsic value, Exercised | $ | $ 0 |
Aggregate intrinsic value, Forfeited or expired | $ 0 |
Aggregate intrinsic value, Outstanding | $ | $ 1,496 |
Aggregate intrinsic value, Exercisable | $ | 846 |
Aggregate intrinsic value, Vested and expected to vest | $ | $ 1,485 |
Stock-Based Compensation - Esti
Stock-Based Compensation - Estimated Fair Values of Employee Stock Options Granted (Detail) - Employee Stock Option [Member] | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected option life (years) | 6 years 2 months 16 days | |
Expected volatility | 70.00% | |
Expected dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected option life (years) | 5 years 9 months 18 days | |
Risk-free interest rate | 2.10% | 1.61% |
Expected volatility | 76.60% | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected option life (years) | 6 years 8 months 16 days | |
Risk-free interest rate | 2.23% | 1.94% |
Expected volatility | 79.90% |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock based compensation expense | $ 622 | $ 1,233 |
Research and Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock based compensation expense | 153 | 214 |
General and Administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock based compensation expense | $ 462 | $ 1,019 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Liabilities Measured at Fair Value on a Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Embedded Compound Derivative [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Derivative liability | $ 35 | |
Preferred Stock Warrants [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Derivative liability | $ 35 | |
Level 3 [Member] | Embedded Compound Derivative [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Derivative liability | 11 | $ 35 |
Level 3 [Member] | Preferred Stock Warrants [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Derivative liability | $ 35 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Fair value of warrant derivative liabilities at issuance, recorded as debt discount | $ 35 | $ 35 | $ 11 |
Fair Value, Measurements, Recurring [Member] | Embedded Compound Derivative [Member] | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Derivative liability | 35 | ||
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | Embedded Compound Derivative [Member] | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Derivative liability | $ 11 | $ 35 |
Fair Value Measurements - Sch44
Fair Value Measurements - Schedule of Significant Assumption Used in Model is Probability (Detail) - Fair Value, Measurements, Recurring [Member] - Level 3 [Member] - Embedded Compound Derivative [Member] - USD ($) $ in Thousands | Jun. 11, 2015 | Mar. 31, 2017 |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Probability of an event of default | 10.00% | 50.00% |
End of term payment | $ 245,000 | $ 245,000 |
Risk-free interest rate | 1.01% | 1.03% |
Minimum [Member] | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Prepayment penalties | 1.00% | 1.00% |
Maximum [Member] | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Prepayment penalties | 3.00% | 3.00% |
Fair Value Measurements - Sch45
Fair Value Measurements - Schedule of Preferred Stock Warrant Liability and Derivative Liability Categorized with Level 3 (Detail) - Derivative Instruments [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Beginning balance | $ 35 |
Change in fair value | 0 |
Ending balance | $ 35 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Diluted Weighted-Average Shares Outstanding Anti-Dilutive (Detail) - shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Term Loan [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from computation of diluted net loss per common share | 85,251 | 85,251 |
Warrants To Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from computation of diluted net loss per common share | 3,284,440 | 3,284,440 |
Options to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from computation of diluted net loss per common share | 3,003,785 | 3,061,119 |
Commitments - Schedule of Futur
Commitments - Schedule of Future Minimum Lease Payments under the Non-Cancelable Operating Lease for Office and Lab Space (Detail) $ in Thousands | Mar. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 474 |
2,018 | 654 |
2,019 | 676 |
2,020 | 698 |
Total | $ 2,502 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - BTIG LLC [Member] - Subsequent Event [Member] $ / shares in Units, $ in Thousands | Apr. 01, 2017USD ($)$ / sharesshares |
Sale of stock, number of shares sold in transaction | shares | 645,271 |
Proceeds from sale of common stock | $ | $ 2,211 |
Sale of stock, price per share | $ / shares | $ 3.53 |