Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 01, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ZSAN | ||
Entity Registrant Name | Zosano Pharma Corp | ||
Entity Central Index Key | 1,587,221 | ||
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 | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 1,973,039 | ||
Entity Public Float | $ 55,132,103 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 11,651 | $ 15,003 |
Prepaid expenses and other current assets | 1,742 | 273 |
Total current assets | 13,393 | 15,276 |
Restricted cash | 35 | 35 |
Property and equipment, net | 4,152 | 5,455 |
Other long-term assets | 420 | 140 |
Total assets | 18,000 | 20,906 |
Current liabilities: | ||
Accounts payable | 1,511 | 1,445 |
Accrued compensation | 1,571 | 1,377 |
Secured promissory note (including accrued interest), net of issuance costs, current portion | 6,687 | 5,992 |
Other accrued liabilities | 688 | 1,005 |
Total current liabilities | 10,457 | 9,819 |
Deferred rent | 495 | 52 |
Secured promissory note (including accrued interest), net of issuance costs | 0 | 6,550 |
Total liabilities | 10,952 | 16,421 |
Commitments and contingencies (note 8) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 5,000,000 shares and none authorized; none issued and outstanding as of December 31, 2017 and 2016, respectively | ||
Common stock, $0.0001 par value; 250,000,000 shares authorized as of December 31, 2017 and 2016; 1,973,039 and 840,799 shares issued and outstanding as of December 31, 2017 and 2016, respectively | 0 | 0 |
Additional paid-in capital | 232,922 | 201,254 |
Accumulated deficit | (225,874) | (196,769) |
Stockholders' equity | 7,048 | 4,485 |
Total liabilities and stockholders' equity | $ 18,000 | $ 20,906 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 0 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 1,973,039 | 840,799 |
Common stock, shares outstanding | 1,973,039 | 840,799 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | ||
Revenue | $ 0 | $ 0 |
Operating expenses: | ||
Research and development | 20,188 | 20,457 |
General and administrative | 8,182 | 8,176 |
Total operating expenses | 28,370 | 28,633 |
Loss from operations | (28,370) | (28,633) |
Other income (expense): | ||
Interest expense, net | (742) | (1,192) |
Other income (expense), net | 7 | (7) |
Loss before provision for income taxes | (29,105) | (29,832) |
Provision for income taxes | 0 | 0 |
Net loss | $ (29,105) | $ (29,832) |
Net loss per common share - basic and diluted | $ (16.82) | $ (43.36) |
Weighted-average common shares outstanding - basic and diluted | 1,730 | 688 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning balance at Dec. 31, 2015 | $ 26,502 | $ 0 | $ 193,439 | $ (166,891) | $ (46) |
Beginning balance, shares at Dec. 31, 2015 | 598,000 | ||||
Issuance of common stock in connection with PIPE offering in August 2016, net of issuance costs,value | 6,643 | $ 0 | 6,643 | 0 | 0 |
Issuance of common stock in connection with PIPE offering in August 2016, net of issuance costs,share | 240,000 | ||||
Redemption of common stock upon cashless exercise of stock options, value | (1) | $ 0 | (1) | 0 | 0 |
Redemption of common stock upon cashless exercise of stock options, share | (5,000) | ||||
Issuance of common stock upon the exercise of stock options,value | $ 5 | $ 0 | 5 | 0 | 0 |
Issuance of common stock upon the exercise of stock options, share | 0 | 7,000 | |||
Stock-based compensation | $ 1,168 | $ 0 | 1,168 | 0 | 0 |
Net loss | (29,832) | 0 | 0 | (29,878) | 46 |
Ending balance at Dec. 31, 2016 | $ 4,485 | $ 0 | 201,254 | (196,769) | 0 |
Ending balance, shares at Dec. 31, 2016 | 840,799 | 840,000 | |||
Issuance of common stock in connection with public offering, value | $ 26,623 | $ 0 | 26,623 | 0 | 0 |
Issuance of common stock in connection with public offering, share | 978,000 | ||||
Issuance of common stock in connection with exercise of warrants, value | 4,041 | $ 0 | 4,041 | 0 | 0 |
Issuance of common stock in connection with exercise of warrants, share | 136,000 | ||||
Issuance of common stock in connection with equity line of credit, value | 174 | $ 0 | 174 | 0 | 0 |
Issuance of common stock in connection with equity line of credit, share | 12,000 | ||||
Issuance and release of restricted stock to certain board members as remuneration, value | 0 | $ 0 | 0 | 0 | 0 |
Issuance and release of restricted stock to certain board members as remuneration, share | 2,000 | ||||
Issuance of common stock upon the exercise of stock options,value | $ 139 | $ 0 | 139 | 0 | 0 |
Issuance of common stock upon the exercise of stock options, share | 0 | 5,000 | |||
Stock-based compensation | $ 692 | $ 0 | 692 | 0 | 0 |
Net loss | (29,105) | 0 | 0 | (29,105) | 0 |
Ending balance at Dec. 31, 2017 | $ 7,048 | $ 0 | $ 232,923 | $ (225,874) | $ 0 |
Ending balance, shares at Dec. 31, 2017 | 1,973,039 | 1,973,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (29,105) | $ (29,832) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 2,553 | 2,543 |
Stock based compensation | 692 | 1,168 |
Loss (gain) on disposal of property and equipment | 62 | (51) |
Loss on sale of Zosano Inc. | 0 | (57) |
Amortization of debt discount/accretion of premium | (20) | (31) |
Accretion of interest | 72 | 259 |
Deferred rent | 443 | 6 |
Change in operating assets and liabilities: | ||
Interest receivable | 5 | 101 |
Prepaid expenses and other assets | (1,563) | (36) |
Accounts payable | (34) | 172 |
Accrued compensation and other accrued liabilities | (224) | 72 |
Net cash used in operating activities | (27,119) | (25,686) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (1,244) | |
Proceeds from sales of property and equipment | 22 | 63 |
Purchase of marketable securities | (8,280) | 0 |
Proceeds from maturities of investments in marketable securities | 8,274 | 30,208 |
Proceeds from the sale of Zosano Inc. | 0 | 225 |
Increase in other investment | 0 | 63 |
Net cash (used in) provided by investing activities | (1,228) | 30,272 |
Cash flows from financing activities: | ||
Proceeds from public offering of securities, net of underwriting commissions, discounts and other offering costs | 26,623 | 0 |
Proceeds from exercise of warrants and issuance of common stock | 4,041 | 0 |
Payment of loan principal | (5,808) | (2,876) |
Proceeds from exercise of stock options and issuance of common stock | 139 | 5 |
Net cash provided by financing activities | 24,995 | 3,771 |
Net (decrease) increase in cash and cash equivalents | (3,352) | 8,357 |
Cash and cash equivalents at beginning of year | 15,003 | 6,646 |
Cash and cash equivalents at end of year | 11,651 | 15,003 |
Supplemental cash flow information: | ||
Interest paid | 865 | 1,166 |
Income taxes paid | 2 | 2 |
Non-cash investing activities: | ||
Acquisition of property and equipment under accounts payable | 144 | 64 |
Issuance of common stock in connection with equity line of credit | 174 | 0 |
Private Investment in Public Equity (PIPE) [Member] | ||
Cash flows from financing activities: | ||
Proceeds from issuance of securities | $ 0 | $ 6,642 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization The Company Zosano Pharma Corporation (the “Company” or “We”) is a clinical stage biopharmaceutical company focused on providing rapid systemic administration of therapeutics to patients using our proprietary Adhesive Dermally-Applied Microarray, or ADAM, technology. In February 2017, we announced positive results from our ZOTRIP pivotal efficacy trial, or ZOTRIP trial, that evaluated M207, which is our proprietary formulation of zolmitriptan delivered via our ADAM technology, as an acute treatment for migraine. We are focused on developing products where rapid administration of established molecules with known safety and efficacy profiles provides an increased benefit to patients, for markets where patients remain underserved by existing therapies. We anticipate that many of our current and future development programs may enable us to utilize a regulatory pathway that would streamline clinical development and accelerate the path towards commercialization. As of December 31, 2016, the Company had one wholly owned subsidiary, ZP Opco, Inc. (“Opco”) through which the Company conducted its primary research and development activities. On November 1, 2017, ZP Opco. Inc. merged with and into Zosano Pharma Corporation, with Zosano Pharma Corporation as the surviving corporation of the merger. ZP Group LLC, a former subsidiary that was originally formed as a joint venture with Asahi Kasei Pharmaceuticals USA (Asahi), ceased operations in December 2013 and was dissolved on December 30, 2016. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). The preparation of the accompanying consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. On January 23, 2018, our stockholders approved an increase to the number of authorized shares of the Company’s common stock from 100,000,000 to 250,000,000 shares. Our stockholders also approved a proposal authorizing the board of directors, in its discretion, to effect a reverse stock split of our outstanding shares of common stock at a ratio ranging from 1-for-5 1-for-20 1-for-20 (pre-split) The reverse stock split did not affect the number of authorized shares of common stock, which, after giving effect to the authorized share increase, is 250,000,000 shares. Liquidity and Substantial Doubt in Going Concern As of December 31, 2017, the Company has an accumulated deficit of $225.9 million as well as negative cash flows from operating activities. Presently, the Company does not have sufficient cash resources to meet its obligations as they become due within a year from issuance of these financial statements. The Company will continue to require substantial funds to continue research and development, including clinical trials of its product candidate. Management plans to meet its operating cash flow requirements include financing activities such as public or private offerings of its common stock, and/or preferred stock offerings, issuances of debt and convertible debt instruments and collaborative or other arrangements with corporate sources. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern for a period of one year from the issuance of these financial statements. There are no assurances that such additional funding will be achieved and that the Company will succeed in its future operations. The Company’s inability to obtain required funding in the near future or its inability to obtain funding on favorable terms will have a material adverse effect on its operations and strategic development plan for future growth. If the Company cannot successfully raise additional capital and implement its strategic development plan, its liquidity, financial condition and business prospects will be materially and adversely affected, and the Company may have to cease operations. Segment Reporting The Company operates in one reportable segment to develop human pharmaceutical products. Management uses one measurement of profitability and does not segregate its business for internal reporting. All long-lived assets are maintained in the United States. Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Restricted Cash The Company entered into a pledge and security agreement with a bank whereby $35,000 was held as a security for corporate purchasing cards. The balance is classified as restricted cash as of December 31, 2017 and 2016, respectively. Concentrations of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash, cash equivalents and short-term investments. The Company invests its excess cash in money market funds, U.S. government agency bonds, corporate notes, certificates of deposit and commercial paper. The Company’s investment policy limits investments to certain types of debt securities issued by the U.S. government, its agencies and institutions with investment-grade credit ratings and places restrictions on maturities and concentration by type and issuer. Other than for obligations of the U.S. government, the Company’s policy is that no single issuer in the portfolio shall exceed 10% or $1 million, whichever is greater, of the total portfolio at the time of purchase. Additionally, no single issuer in the portfolio shall exceed 5% of the total issue size outstanding at the time of purchase. Bank deposits are held by a single financial institution having a strong credit rating and these deposits may at times be in excess of FDIC insured limits. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash and cash equivalents to the extent recorded on the balance sheets. Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets, which range from three to five years for computer equipment and software, and nine years for manufacturing, laboratory, and office equipment. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful lives of the respective assets. Impairment of Long-Lived Assets The Company identifies and records impairment losses on long-lived assets used in operations when events and changes in circumstances indicate that the carrying amount of an asset likely is not recoverable. Recoverability is measured by comparing the fair value to the related asset’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. An impairment charge of $70,000 primarily from its laboratory equipment was recorded for the year ended December 31, 2017 and no impairment charge was recorded for 2016. Long-Term Investment In October 2013, the Company entered into a stock purchase agreement with Zosano, Inc. (the Shell Corporation), a Delaware corporation, pursuant to which the Company acquired 10,016,973 shares of the Shell Corporation’s common stock, $0.0001 par value, for an aggregate cash purchase price of $0.4 million. Immediately following the closing of the acquisition, 10,027,000 shares of the Shell Corporation’s common stock were issued and outstanding, approximately 99.9% of which were held by the Company. The Company accounted for its investment in the Shell Corporation using the cost method of accounting and classified it as other long-term assets in its consolidated balance sheet. In November 2016, the Company sold its interest in Zosano, Inc. for an aggregate cash selling price of $225,000 and recorded a realized loss of approximately $57,000 in its consolidated income statement under the caption Other expense, net. Debt Issuance Costs Deferred issuance costs related to the Company’s debt are presented as a direct deduction from the carrying amount of the debt. Deferred Offering Costs Deferred offering costs represent legal, accounting and other direct costs related to the Company’s efforts to raise capital through a public or private sale of the Company’s common stock. These costs are deferred until the completion of the applicable offering, at which time such costs are reclassified to additional paid-in-capital Deferred Rent Rent expense is recognized on a straight-line basis over the non-cancelable non-cancelable Research and Development Expenses Research and development costs are charged to expense as incurred and consist of costs related to furthering the Company’s research and development efforts and designing and manufacturing the Company’s intracutaneous applicator for the Company’s clinical and nonclinical studies. Research and development costs include salaries and related employee benefits, costs associated with clinical trials, nonclinical research and development activities, regulatory activities, costs of active pharmaceutical ingredients and raw materials, research and development related overhead expenses, fees paid to contract research organizations that conduct clinical trials on behalf of the Company, and fees paid to contract manufacturing organizations that conduct manufacturing activities on behalf of the Company. For the year ended December 31, 2017, the Company incurred research and development costs of approximately $10.4 million in connection with the Company’s research and development efforts and approximately $9.8 million in the manufacturing of the Company’s intracutaneous delivery system for development of the Company’s product candidate. For the year ended December 31, 2016, the Company incurred research and development costs of approximately $11.9 million in connection with the Company’s research and development efforts and approximately $8.6 million in the manufacturing of the Company’s intracutaneous delivery system for development of the Company’s product candidate. Clinical Trial Costs Clinical trial costs are a component of research and development expenses. The Company expenses clinical trial activities performed by third parties based upon actual work completed in accordance with agreements established with clinical research organizations and clinical sites. The Company accrues clinical trial expenses each reporting period. The Company determines the actual costs through discussions with internal personnel and external service providers as to the progress or stage of completion of trials or services and the agreed-upon fee to be paid for such services. Stock-Based Compensation The Company accounts for its stock-based compensation, at fair value in accordance with ASC 718, Compensation — Stock Compensation. The fair value of employee stock option grants is estimated on the date of grant using the Black-Scholes option pricing model, and are recognized as expense on a straight- line basis over the employee’s requisite service period (generally the vesting period), net of estimated forfeitures. The Company records the expense attributed to non-employee Income Taxes The Company uses the liability method to account for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between the financial statement carrying amounts of existing assets and liabilities and their tax bases. Deferred tax assets and liabilities are measured using enacted tax rates applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. Financial statement effects of uncertain tax positions are recognized when it is more-likely-than-not, Net Loss Per Common Share Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of common shares outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per common share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of common shares and potentially dilutive securities outstanding for the period determined using the treasury-stock and if-converted The following outstanding common stock equivalents were excluded from the computations of diluted net loss per common share for the periods presented as the effect of including such securities would be antidilutive: December 31, 2017 2016 (in shares) Warrants to purchase common stock 199,524 483,619 Options to purchase common stock 118,379 125,756 317,903 609,375 Recently Adopted and Issued Accounting Pronouncements In January 2017, the Company adopted ASU 2015-17, “ Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU 2016-02, Leases |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Dec. 31, 2017 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | 3. Cash and Cash Equivalents The following is a summary of the Company’s cash and cash equivalents: December 31, 2017 Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (in thousands) Cash in bank $ 4,587 $ - $ - $ 4,587 Money market funds 6,414 - - 6,414 Certificates of deposit (restricted) 35 - - 35 U.S. government agency bonds 650 - - 650 $ 11,686 $ - $ - $ 11,686 Classified as: Cash and cash equivalent $ 11,651 Restricted cash 35 $ 11,686 December 31, 2016 Cost Gross Unrealized Gross Unrealized Fair Value (in thousands) Cash in bank $ 3,342 $ - $ - $ 3,342 Money market funds 11,661 - - 11,661 Certificates of deposit (restricted) 35 - - 35 $ 15,038 $ - $ - $ 15,038 Classified as: Cash and cash equivalent $ 15,003 Restricted cash 35 $ 15,038 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 4. Fair Value of Financial Instruments The Company records its financial assets and liabilities at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: • Level 1: Inputs which include quoted prices in active markets for identical assets and liabilities. • Level 2: Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying values of certain assets and liabilities of the Company, such as cash and cash equivalents, accounts payable, and accrued liabilities, approximate fair value due to their relatively short maturities. The carrying value of the Company’s short-term notes payable approximates their fair value as the terms of the borrowing are consistent with current market rates and the duration to maturity is short. The carrying value of the Company’s long-term notes payable approximates fair value because the interest rates approximate market rates that the Company could obtain for debt with similar terms and maturities. The following tables set forth the fair value of the Company’s financial instruments as of December 31, 2017 and 2016: December 31, 2017 Level I Level II Level III Total (in thousands) Financial Assets: Money market funds $ 6,414 $ - $ - $ 6,414 U.S. government agency bonds - 650 - 650 Total financial assets $ 6,414 $ 650 $ - $ 7,064 December 31, 2016 Level I Level II Level III Total (in thousands) Financial Assets: Money market funds $ 11,661 $ - $ - $ 11,661 Total financial assets $ 11,661 $ - $ - $ 11,661 There were no transfers between levels within the fair value hierarchy during the periods presented. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 5. Property and Equipment The following summarizes the Company’s property and equipment as of December 31, 2017 and 2016 (in thousands): 2017 2016 (in thousands) Laboratory and office equipment $ 1,159 $ 1,127 Manufacturing equipment 10,387 10,857 Computer equipment and software 209 314 Leasehold improvements 15,660 15,694 Construction in progress 2,351 1,961 29,766 29,953 Less: accumulated depreciation (25,614 ) (24,498 ) $ 4,152 $ 5,455 Depreciation and amortization expense was approximately $2.6 million and $2.5 million for the years ended December 31, 2017 and 2016, respectively. The Company assesses the impairment of long-lived assets, primarily property and equipment, whenever events or changes in business circumstances indicate that the carrying amounts of the assets may not be fully recoverable. When such events occur, management determines whether there has been an impairment in the value by comparing the asset’s carrying value with its fair value, as measured by the anticipated undiscounted net cash flows of the asset. If an impairment in value exists, the asset is written down to its estimated fair value. The Company has recognized impairment losses of $70,000 primarily from its laboratory equipment through December 31, 2017 as the assets have no current or future utility to the Company. |
Debt Financing
Debt Financing | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt Financing | 6. Debt Financing Senior Secured Term Loan with Hercules In June 2014, the Company entered into a loan and security agreement with Hercules Capital, Inc. (“Hercules”), which provided the Company $4.0 million in debt financing. In June 2015, the Company entered into a first amendment to the loan and security agreement with Hercules to increase the aggregate principal amount of the loan to $15.0 million (Hercules Term Loan). Upon the execution of the first amendment to the loan and security agreement, the Company used approximately $11.4 million of the Hercules Term Loan to prepay all amounts owing under the secured promissory note held by BMV Direct SOTRS LP, an affiliate of BioMed Realty Holdings, Inc. The first amendment to the loan and security agreement with Hercules provides that the $15.0 million principal balance will be subject to a 12-month In connection with the first amendment to the loan and security agreement with Hercules, the Company issued Hercules a warrant to purchase 2,035 shares of the Company’s common stock at an exercise price of $147.40 per share. The warrant was recorded at fair value on the date of issuance and treated as a debt discount which is amortized to interest expense over the term of the loan using the effective interest method. (See Note 7 for a discussion of warrants to purchase common stock.) In addition, the Company incurred legal and closing costs totaling $0.1 million, including an $85,000 upfront loan origination fee paid to Hercules and $32,000 of legal costs, in connection with the first amendment to the loan and security agreement with Hercules. These debt issuance costs have been recorded as a direct deduction from the related debt liability. The following is a summary of the Company’s long-term debt, net of unamortized debt discount and issuance costs, as of December 31, 2017 and 2016 (in thousands): December 31, December 31, 2017 2016 Principal amount $ 6,316 $ 12,122 Less: unamortized debt issuance costs (10 ) (41 ) unamortized fair value of free standing warrant (18 ) (75 ) Plus: unamortized fair value debt premium 35 143 accrued terminal interest 320 310 accrued interest 44 83 Secured promissory note, net of unamortized debt issuance cost and premium $ 6,687 $ 12,542 Secured promissory note, current portion 6,687 5,992 Secured promissory note, long-term portion - 6,550 Secured promissory note, net of unamortized debt issuance cost and premium $ 6,687 $ 12,542 As of December 31, 2017, future minimum payments on the Company’s current debt, including payment of principal and interest ending December 31, 2018 are as follows: Principal Interest End of Term (in thousands) 2018 $ 6,316 $ 280 $ 351 $ 6,316 $ 280 $ 351 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | 7. Stockholders’ Equity On January 24, 2018, after receiving board and stockholder approval, the Company amended its certificate of incorporation to increase the number of shares of common stock authorized for issuance to 250,000,000. Public Offering-March 2017 On March 22, 2017, the Company completed a registered public offering of 977,500 shares of common stock at a price of $30.00 per share, which included the exercise in full by the underwriters of their over-allotment option to purchase up to 127,500 additional shares of common stock. The total proceeds from the offering were $26.6 million, net of underwriter’s discounts and commissions and offering expenses. Private Investment in Public Equity (“PIPE”) – August 2016 On August 15, 2016, the Company entered into a Securities Purchase Agreement (“Purchase Agreement”) between the Company and certain investors, including members of the Company’s board of directors and executive management, pursuant to which the Company sold and issued shares of common stock and warrants to purchase shares of common stock for aggregate gross proceeds of $7.5 million. Costs related to the offering were $0.9 million. Pursuant to the Purchase Agreement, the Company sold 239,997 common shares at $26.40 per common share, the closing price per share on August 15, 2016, for gross proceeds of $6.3 million. Additionally, 480,000 warrants were sold, at a price of $2.50 per warrant, for gross proceeds of $1.2 million. Each warrant grants the holder the right to purchase one share of the Company’s common stock. The Company granted 239,997 Series A Warrants and 239,997 Series B Warrants. Series A Warrants and Series B Warrants have a per share exercise price of $29.00 and $31.00, respectively, and will expire one year and one week and five years, respectively, from the date of issuance, August 19, 2016. Certain of our directors and executive officers purchased an aggregate of 13,771 shares of common stock and an aggregate of 27,542 warrants in this offering at the same price as the other investors. In connection with the PIPE transaction, the Company filed a registration statement, Form S-3, Equity Line of Credit On October 20, 2017, the Company entered into a purchase agreement and a registration rights agreement with an accredited investor, Lincoln Park Capital Fund, LLC (“Lincoln Park”), providing for the purchase of up to $35.0 million worth of the Company’s common stock over the term of the purchase agreement (the “Equity Line of Credit). Under the terms and subject to the conditions of the Equity Line of Credit, the Company has the right, but not the obligation, to sell to Lincoln Park, and Lincoln Park is obligated to purchase, up to $35.0 million worth of shares of the Company’s common stock. The Company’s board of directors reserved 392,104 shares for issuance pursuant to the Equity Line of Credit (inclusive of commitment shares). On October 20, 2017, the Company issued 11,375 shares of its common stock, as initial commitment shares, to Lincoln Park with a fair value of $15.30 which was recorded as deferred financing costs and is included within other current assets in the accompanying balance sheet as of December 31, 2017. The deferred financing costs will be amortized as interest expense the 30-month period Hercules Warrants In connection with the Company’s entry into the loan and security agreement with Hercules in June 2014, the Company issued Hercules a warrant to purchase $280,000 worth of the Company’s stock. The warrant was initially recorded on the Company’s consolidated balance sheet at fair value on the date of issuance and treated as a debt discount that is amortized to interest expense over the debt repayment period using the effective interest method. As a result of the pricing of the Company’s initial public offering (“IPO”) on January 27, 2015, and pursuant to the agreement the exercise price was fixed at $176.80 per share, resulting in the warrant being exercisable for 1,583 shares (warrant amount of $280,000 divided by $176.80 per share) of the Company’s common stock. Accordingly, management concluded that the requirements for equity classification had been met and effected a reclassification of the warrant liability of $0.3 million to equity. The warrant is exercisable at any time, in whole or in part, until five years from the date of the Company’s IPO. In connection with the Company’s entry into the first amendment to loan and security agreement with Hercules in June 2015, the Company issued Hercules a warrant to purchase 2,035 shares of the Company’s common stock at an exercise price of $147.40 per share. Hercules can exercise its purchase right under the warrant, in whole or in part, at any time until June 23, 2020. The warrant was recorded at fair value on the date of issuance and treated as a debt discount that is being amortized to interest expense over the term of the loan using the effective interest method. The Company classified the warrant to equity and recorded the fair value of the warrant of $212,000 to additional paid-in Below is a table summarizing the warrants issued and outstanding for each of the periods presented: Warrants Warrants Warrants Warrants Exercise Expiration PIPE Financing - Series A 239,997 92,210 147,787 - $ 29.00 8/26/2017 PIPE Financing - Series B 239,997 44,091 - 195,906 $ 31.00 8/19/2021 Hercules - June 2014 1,583 - - 1,583 $ 176.80 1/27/2020 Hercules - June 2015 2,035 - - 2,035 $ 147.40 6/23/2020 Total 483,612 136,301 147,787 199,524 As of December 31, 2017, the Company had 199,524 warrants outstanding classified as equity warrants. Each warrant grants the holder the right to purchase one share of common stock. Equity warrants are recorded at their relative fair market value in the stockholders’ equity section of the balance sheet. The Company’s equity warrants can only be settled through the issuance of shares and do not have any anti-dilution or price reset provision. During the year ended December 31, 2017, warrants were exercised to purchase 136,301 shares of common stock for proceeds of approximately $4.0 million. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies The Company has an operating lease with BMR-34790 Under the Seventh Amendment, the Company extended the term of the lease for the Company’s headquarters in Fremont, California through August 31, 2024, with an option to further extend the lease for an additional 65 months, subject to certain terms and conditions. The Company has agreed to pay a monthly base rent of $136,191 for the period commencing September 1, 2017, and ending on August 31, 2018, with an increase on September 1, 2018, and annual increases on September 1 of each subsequent year until the lease year beginning September 1, 2023. The Seventh Amendment also provides for rent abatements, subject to certain conditions, totaling $275,552 and certain tenant improvements to be completed at the Landlord’s expense (not to exceed $975,000 or, under certain conditions, $1,100,000). The Company will incur additional expense of approximately $0.4 million under the lease in connection with roof repairs that will be treated as additional rent and paid over the term of the lease. The Company records rent expense under the lease on a straight-line basis over the term of the lease. The difference between the actual lease payments and the expense recognized under the lease, along with the unamortized tenant improvement allowances, resulted in a net deferred rent liability of approximately $494,000 and $52,000 as of December 31, 2017 and 2016, respectively. For the years ended December 31, 2017 and 2016, rent expense under operating leases was $1.2 million and $0.6 million, respectively. As of December 31, 2017, future minimum payments under non-cancelable 2018 $ 1,558 2019 1,754 2020 1,807 2021 1,861 2022 1,914 2023 and thereafter 3,310 $ 12,204 Contractual Commitments Pursuant to the terms of Mr. Walker’s, the Company’s President and Chief Executive Officer employment agreement, if the Company terminates Mr. Walker other than for cause or if Mr. Walker terminates his employment for good reason, he will be entitled to receive (i) continued salary for twelve months, (ii) a bonus equal to the amount of the annual bonus awarded to him in respect of the year prior to termination, and (iii) the vesting schedule for any stock options outstanding on the date of termination will automatically accelerate so that 25% of any then unvested option shares shall immediately vest and become exercisable upon such termination. If during the one-year Ms. Erbez’s the Company’s Chief Business Officer and Chief Financial Officer employment letter agreement provides for an initial base salary of $350,000, subject to increase from time to time. Ms. Erbez joined the Company on September 7, 2016. Ms. Erbez employment letter agreement provides for a target annual bonus of 40% of her annual base salary, to be determined by the board of directors in its discretion after consideration of a proposal from the CEO based on company performance against goals established annually by the compensation committee, as well as the Company’s then prevailing cash position. Pursuant to the terms of Ms. Erbez’s employment agreement, if the Company terminates Ms. Erbez other than for cause, or in the event of her resignation for good reason, then, for the six month period following such termination of her employment, the Company will continue to pay Ms. Erbez her base salary and provide her with group medical, dental and vision insurance. In addition, the vesting schedule for any outstanding stock options held by Ms. Erbez on the date of termination will automatically accelerate so that 25% of any then unvested option shares will immediately become exercisable upon such termination. If, during the one-year Indemnification and Guarantees In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations. The Company also has indemnification obligations to its officers and directors for specified events or occurrences, subject to some limits, while they are serving at the Company’s request in such capacities. There have been no claims to date and the Company has director and officer insurance that may enable the Company to recover a portion of any amounts paid for future potential claims. The Company believes the fair value of these indemnification agreements is minimal. Accordingly, the Company has not recorded any liabilities for these agreements as of December 31, 2017. Legal Proceedings We are not party to any material pending legal proceedings. However, we may from time to time become involved in litigation relating to claims arising in the ordinary course of our business. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 9. Stock-Based Compensation The 2012 Stock Incentive Plan The 2012 Stock Incentive Plan (the 2012 Plan) provides for the granting of stock options and restricted stock awards to employees, directors and consultants of the Company. Options granted under the 2012 Plan may be either incentive stock options or nonqualified stock options. Incentive stock options may be granted only to Company employees. Nonqualified stock options may be granted to Company employees, outside directors and consultants. Options and awards under the 2012 Plan may be granted for periods of up to ten years. Employee options granted by the Company generally vest over four years. Restricted stock awards granted to employees, directors and consultants can be subject to the same vesting conditions as determined by our board of directors. In connection with the Company’s initial public offering of its common stock, the Company’s board of directors terminated the 2012 Plan effective as of January 27, 2015 and no further awards may be issued under the 2012 Plan, provided however that the awards outstanding under the 2012 Plan at January 27, 2015 continue to be governed by the terms of the 2012 Plan. The 2014 Equity and Incentive Plan The 2014 Equity and Incentive Plan (the 2014 Plan) provides for the issuance of (i) cash awards and (ii) equity-based awards, denominated in shares of the Company’s common stock, including incentive stock options, non-statutory The following table summarizes option and award activity, excluding inducement grants, for the fiscal years ended December 31, 2016 and 2017: Shares Outstanding of Shares Weighted- Weighted- (In Years) Aggregate Balance at December 31, 2015 42,932 48,631 $ 47.09 3.14 Options granted (51,487) 51,487 $ 33.40 Options exercised - (7,293) $ 30.64 Restricted stock award granted (473) - $ - Options cancelled/forfeited 13,168 (13,168) $ 54.56 Shares expired under 2012 Plan (1,314) - $ - Balance at December 31, 2016 2,826 79,657 $ 38.51 5.62 Additional shares reserved 52,950 - $ - Options granted (55,210) 55,210 $ 14.26 Options exercised - (4,926) $ 27.94 Options cancelled/forfeited/expired 30,912 (30,912) $ 39.10 Restricted stock award granted (3,000) - $ - Restricted stock award forfeited 1,334 - $ - Shares expired under 2012 Plan (241) - $ - Balance at December 31, 2017 29,571 99,029 $ 25.33 8.46 Exercisable at December 31, 2017 35,999 $ 34.83 7.27 $ - Vested or expected to vest at December 31, 2017 93,214 $ 25.82 8.42 $ - The aggregate intrinsic value is calculated as the difference between the exercise price of the option and the estimated fair value of the Company’s common stock for in-the-money Inducement Grants The Company has also awarded inducement grants to purchase common stock to new employees outside the existing equity compensation plans in accordance with Nasdaq listing rule 5635(c)(4). Such options vest at a rate of 25% of the shares on the first anniversary of the commencement of such employee’s employment with the Company, and then one forty-eighth (1/48) of the shares monthly thereafter subject to such employee’s continued service. The following table summarizes the Company’s inducement grant stock option activities: Shares Outstanding Weighted- Remaining (In Years) Aggregate Balance at December 31, 2015 - - $ - - Options granted 12,600 12,600 $ 15.40 Balance at December 31, 2016 12,600 12,600 $ 15.40 9.68 Options granted 6,750 6,750 $ 26.06 Balance at December 31, 2017 19,350 19,350 $ 19.12 8.91 Exercisable at December 31, 2017 3,937 $ 15.04 8.68 $ - Vested or expected to vest at December 31, 2017 18,030 $ 19.04 8.91 $ - The following summarizes the composition of stock options outstanding and exercisable within the approved stock options plans, which excludes inducement grants, as of December 31, 2017: Options Outstanding Options Exercisable Weighted- Average Weighted Weighted Remaining Average Average Number of Contractual Exercise Number of Exercise Exercise Price Shares Life (in years) Price Shares Price $11.40 - $11.40 28,000 8.84 $ 11.40 10,863 $ 11.40 $11.80 - $17.00 29,230 9.29 $ 15.72 4,800 $ 17.00 $19.80 - $28.00 23,023 7.93 $ 22.09 7,226 $ 26.72 $40.80 - $182.60 17,376 7.27 $ 55.31 12,206 $ 56.32 $185.80 - $185.80 1,400 7.39 $ 185.80 904 $ 185.80 The weighted-average grant-date fair value of options and awards granted within the approved stock options plans during the years ended December 31, 2017 and 2016 were $17.43 and $33.40, respectively. The total fair value of options and awards that vested during the years ended December 31, 2017 and 2016 were $0.4 million and $0.5 million, respectively. Stock-Based Compensation Expense Total stock-based compensation expense recognized was as follows: Year Ended December 31, 2017 2016 (in thousands) Research and development $ 166 $ 227 Manufacturing 100 226 General and administrative 426 715 $ 692 $ 1,168 At December 31, 2017 and 2016, the Company had $1.1 million and $2.6 million, respectively, of total unrecognized stock-based compensation, net of estimated forfeitures, related to outstanding stock options that will be recognized over a weighted-average period of 3.40 years. The Company’s stock-based compensation expense for stock options is estimated at the grant date based on the award’s fair value as calculated by the Black-Scholes option pricing model and is recognized as expense over the requisite service period. The Black-Scholes option pricing model requires various highly judgmental assumptions including expected volatility and expected term. The expected volatility is based on the historical stock volatilities of several of the Company’s publicly listed peers over a period equal to the expected terms of the options as the Company does not have sufficient trading history to use the volatility of its own common stock. To estimate the expected term, the Company has opted to use the simplified method which is the use of the midpoint of the vesting term and the contractual term. If any of the assumptions used in the Black-Scholes option pricing model changes significantly, stock-based compensation expense may differ materially in the future from that recorded in the current period. In addition, the Company estimates the forfeiture rate based on historical experience and its expectations regarding future pre-vesting The following table presents the weighted-average assumptions for the Black-Scholes option-pricing model used in determining the fair value of options granted to employees: Year Ended December 31, 2017 2016 Dividend yield 0% 0% Risk-free interest rate 1.90% – 2.25% 1.06% – 2.20% Expected volatility 89% 89% Expected term (years) 6.08 6.08 Estimated forfeiture % rate 6.50% 6.50% |
Restructuring and Severance
Restructuring and Severance | 12 Months Ended |
Dec. 31, 2017 | |
Text Block [Abstract] | |
Restructuring and Severance | 10. Restructuring and Severance In January 2016, the Company terminated the employment of its Chief Executive Officer, Vikram Lamba. Pursuant to the terms of his employment agreement, the Company was obligated to Mr. Lamba for certain severance payments, continuation of benefits, and acceleration of vesting of the remaining outstanding unvested stock options. In the first fiscal quarter of 2016, the Company had recorded a liability and an expense of $0.4 million for postemployment severance and benefits and a stock-based compensation expense of approximately $16,000 related to the acceleration of vesting of Mr. Lamba’s stock options. For the year ended December 31, 2016, the Company had paid $0.4 million of the postemployment severance and benefits. In March 2016, the Company consolidated its operations with the primary focus on continued development of M207, our product candidate (previously known as ZP-Triptan). one-time In May 2017, the President and Chief Executive Officer of the Company, Konstantinos Alataris, resigned. Pursuant to the terms of his separation agreement, the Company paid Dr. Alataris for certain severance payments and continuation of benefits. In addition, any vested options held by Dr. Alataris remained exercisable for three months following his resignation. In the second fiscal quarter of 2017, the Company recorded a liability and an expense of $0.3 million for Dr. Alataris’s postemployment severance and benefits. For the year ended December 31, 2017, the Company had paid $0.3 million of the postemployment severance and benefits. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company has incurred cumulative net operating losses since inception and, consequently, has not recorded any income tax expense for the years ended December 31, 2017 and 2016 due to its net operating loss position. The reconciliation of the federal statutory income tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2017 2016 Federal statutory tax rate (34.00 ) % (34.00 ) % State statutory tax rate (5.83 ) % (5.83 ) % Change in effective tax rate 18.17 % - % Derecognition due to Section 382 and 383 30.19 % 231.11 % Stock-based compensation 1.11 % 1.00 % Permanent items (2.51 ) % (3.17 ) % Change in valuation allowance (7.13 ) % (189.11 ) % - % - % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. As of December 31, 2017 and 2016, the Company had net deferred tax assets of $16.9 million and $18.9 million, respectively. Realization of deferred tax assets is dependent upon future earnings, if any, the timing and amount of which are uncertain. Accordingly, the net deferred tax assets have been fully offset by a valuation allowance. The net valuation allowance decreased by approximately $2.0 million and $56.9 million during the year ended December 31, 2017 and 2016, respectively. Significant components of the Company’s net deferred tax assets and liabilities are as follows: Year Ended December 31, 2017 2016 (in thousands) Net operating loss carryforwards $ 12,226 $ 14,034 Research and development credits 3,245 2,617 Depreciation and amortization 640 345 Accruals 507 658 Deferred rent 113 1,066 Capital loss carryforward 23 33 Stock-based compensation 98 190 Other 1 2 Net deferred tax assets 16,853 18,945 Valuation allowance (16,853 ) (18,945 ) $ - $ - As of December 31, 2017, the Company had federal net operating loss carryforwards of approximately $43.8 million and state net operating loss carryforwards of approximately $43.5 million. As of December 31, 2016, the Company had federal net operating loss carryforwards of approximately $35.2 million and state net operating loss carryforwards of approximately $35.5 million. If not utilized, the federal net operating loss carryforwards will expire from 2027 through 2038, and state net operating loss carryforwards will expire from 2018 through 2038. If the Company experiences a greater than 50 percentage point aggregate change in ownership over a three-year period (a Section 382 ownership change), utilization of its pre-change tax-exempt As of December 31, 2017, the Company had federal and state research and development credit carryforwards of approximately $0.4 million and $4.6 million, respectively. As of December 31, 2016, the Company had federal and state research and development credit carryforwards of approximately $0.5 million and $4.2 million, respectively. If not utilized, the federal tax credits will begin to expire in 2026 and state tax credits currently do not expire. Research and development credits are subject to IRC section 383. In the event of a change in ownership as defined by this code section, the usage of the credits may be limited. As a result of the previously mentioned ownership changes, the Company has derecognized approximately $4.5 million of gross federal R&D credit-related DTAs due to the Section 383 limitation as of December 31, 2017. The Company has not derecognized any of the California R&D credit-related DTAs because the credit do not expire. In December 2017, the Tax Cuts and Jobs Act (the “2017 Tax Act”) was enacted. The 2017 Tax Act includes a number of changes to existing U.S. tax laws that impact the Company, most notably a reduction of the U.S. corporate income tax rate from 35 percent to 21 percent for tax years beginning after December 31, 2017. The 2017 Tax Act also provides for a one-time The changes to existing U.S. tax laws as a result of the 2017 Tax Act, which we believe have the most significant impact on the Company’s federal income taxes are as follows: Reduction of the U.S. Corporate Income Tax Rate The Company measures deferred tax assets and liabilities using enacted tax rates that will apply in the years in which the temporary differences are expected to be recovered or paid. Accordingly, the Company’s deferred tax assets and liabilities were remeasured to reflect the reduction in the U.S. corporate income tax rate from 35 percent to 21 percent, resulting in a $5.3 million decrease in net deferred tax assets and a corresponding $5.3 million decrease in the valuation allowance as of December 31, 2017. Acceleration of Depreciation The Company recognized a provisional reduction to net deferred tax assets and a corresponding reduction in valuation allowance of $0.4 million attributable to the accelerated depreciation for certain assets placed into service after September 27, 2017. The Company files income tax returns in the U.S. federal and California state jurisdictions. The Company is subject to U.S. federal and state income tax examinations by authorities for all tax years due to the accumulated net operating losses that are being carried forward for tax purposes. Uncertain Income Tax Positions The Company only recognizes tax benefits if it is more likely than not that they will be sustained upon audit by the relevant tax authority based upon their technical merits. An uncertain tax position will not be recognized if it has less than a 50% likelihood of being sustained. The Company had approximately $1.0 million of unrecognized tax benefits as of December 31, 2017 and approximately $0.9 million of unrecognized tax benefits as of December 31, 2016. As the Company has a full valuation allowance on its deferred tax assets, the unrecognized tax benefits will reduce the deferred tax assets and the valuation allowance in the same amount. The Company does not expect the amount of unrecognized tax benefits to materially change in the next twelve months. A reconciliation of the beginning and ending balance of the unrecognized tax benefits is as follows: Year Ended December 31, 2017 2016 (in thousands) Balance at the beginning of year $ 943 $ 1,582 (Decrease) increase related to prior year tax positions - (4 ) (Decrease) increase related to current year tax positions 63 (635 ) Balance at the end of year $ 1,006 $ 943 Interest and penalty related to unrecognized tax benefits would be included as income tax expense in the Company’s consolidated statements of operations. As of December 31, 2017 and 2016, the Company had not recognized any tax-related |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2017 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plan | 12. Employee Benefit Plan The Company has established a 401(k) tax-deferred |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Event | 13. Subsequent Event On November 28, 2017, we received a deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market notifying us that, for the preceding 30 consecutive business days, the bid price for our common stock had closed below the minimum $1.00 per share requirement for continued inclusion on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). On February 9, 2018, we received a letter from the Director of Nasdaq Listing Qualifications notifying us that we have regained compliance with the requirement of the Nasdaq Stock Market to maintain a minimum bid price of $1.00 per share. The letter noted that, as of the close of trading on February 8, 2018, the Company evidenced a closing bid price of its common stock that was greater than or equal to the $1.00 minimum requirement for at least ten consecutive trading days. Accordingly, the Company has regained compliance with Nasdaq Listing Rule 5550(a)(2) and Nasdaq considers the matter closed. On January 23, 2018, our stockholders approved an increase to the number of authorized shares of the Company’s common stock from 100,000,000 to 250,000,000 shares and a 1-for-20 reverse stock split (see Note 2). |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Use of Estimates | Basis of Presentation and Use of Estimates The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). The preparation of the accompanying consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. On January 23, 2018, our stockholders approved an increase to the number of authorized shares of the Company’s common stock from 100,000,000 to 250,000,000 shares. Our stockholders also approved a proposal authorizing the board of directors, in its discretion, to effect a reverse stock split of our outstanding shares of common stock at a ratio ranging from 1-for-5 1-for-20 1-for-20 (pre-split) The reverse stock split did not affect the number of authorized shares of common stock, which, after giving effect to the authorized share increase, is 250,000,000 shares. |
Liquidity and Substantial Doubt in Going Concern | Liquidity and Substantial Doubt in Going Concern As of December 31, 2017, the Company has an accumulated deficit of $225.9 million as well as negative cash flows from operating activities. Presently, the Company does not have sufficient cash resources to meet its obligations as they become due within a year from issuance of these financial statements. The Company will continue to require substantial funds to continue research and development, including clinical trials of its product candidate. Management plans to meet its operating cash flow requirements include financing activities such as public or private offerings of its common stock, and/or preferred stock offerings, issuances of debt and convertible debt instruments and collaborative or other arrangements with corporate sources. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern for a period of one year from the issuance of these financial statements. There are no assurances that such additional funding will be achieved and that the Company will succeed in its future operations. The Company’s inability to obtain required funding in the near future or its inability to obtain funding on favorable terms will have a material adverse effect on its operations and strategic development plan for future growth. If the Company cannot successfully raise additional capital and implement its strategic development plan, its liquidity, financial condition and business prospects will be materially and adversely affected, and the Company may have to cease operations. |
Segment Reporting | Segment Reporting The Company operates in one reportable segment to develop human pharmaceutical products. Management uses one measurement of profitability and does not segregate its business for internal reporting. All long-lived assets are maintained in the United States. |
Cash Equivalents and Restricted Cash | Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Restricted Cash The Company entered into a pledge and security agreement with a bank whereby $35,000 was held as a security for corporate purchasing cards. The balance is classified as restricted cash as of December 31, 2017 and 2016, respectively. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash, cash equivalents and short-term investments. The Company invests its excess cash in money market funds, U.S. government agency bonds, corporate notes, certificates of deposit and commercial paper. The Company’s investment policy limits investments to certain types of debt securities issued by the U.S. government, its agencies and institutions with investment-grade credit ratings and places restrictions on maturities and concentration by type and issuer. Other than for obligations of the U.S. government, the Company’s policy is that no single issuer in the portfolio shall exceed 10% or $1 million, whichever is greater, of the total portfolio at the time of purchase. Additionally, no single issuer in the portfolio shall exceed 5% of the total issue size outstanding at the time of purchase. Bank deposits are held by a single financial institution having a strong credit rating and these deposits may at times be in excess of FDIC insured limits. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash and cash equivalents to the extent recorded on the balance sheets. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets, which range from three to five years for computer equipment and software, and nine years for manufacturing, laboratory, and office equipment. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful lives of the respective assets. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company identifies and records impairment losses on long-lived assets used in operations when events and changes in circumstances indicate that the carrying amount of an asset likely is not recoverable. Recoverability is measured by comparing the fair value to the related asset’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. An impairment charge of $70,000 primarily from its laboratory equipment was recorded for the year ended December 31, 2017 and no impairment charge was recorded for 2016. |
Long-Term Investment | Long-Term Investment In October 2013, the Company entered into a stock purchase agreement with Zosano, Inc. (the Shell Corporation), a Delaware corporation, pursuant to which the Company acquired 10,016,973 shares of the Shell Corporation’s common stock, $0.0001 par value, for an aggregate cash purchase price of $0.4 million. Immediately following the closing of the acquisition, 10,027,000 shares of the Shell Corporation’s common stock were issued and outstanding, approximately 99.9% of which were held by the Company. The Company accounted for its investment in the Shell Corporation using the cost method of accounting and classified it as other long-term assets in its consolidated balance sheet. In November 2016, the Company sold its interest in Zosano, Inc. for an aggregate cash selling price of $225,000 and recorded a realized loss of approximately $57,000 in its consolidated income statement under the caption Other expense, net. |
Debt Issuance Costs | Debt Issuance Costs Deferred issuance costs related to the Company’s debt are presented as a direct deduction from the carrying amount of the debt. |
Deferred Offering Costs | Deferred Offering Costs Deferred offering costs represent legal, accounting and other direct costs related to the Company’s efforts to raise capital through a public or private sale of the Company’s common stock. These costs are deferred until the completion of the applicable offering, at which time such costs are reclassified to additional paid-in-capital |
Deferred Rent | Deferred Rent Rent expense is recognized on a straight-line basis over the non-cancelable non-cancelable |
Research and Development Expenses | Research and Development Expenses Research and development costs are charged to expense as incurred and consist of costs related to furthering the Company’s research and development efforts and designing and manufacturing the Company’s intracutaneous applicator for the Company’s clinical and nonclinical studies. Research and development costs include salaries and related employee benefits, costs associated with clinical trials, nonclinical research and development activities, regulatory activities, costs of active pharmaceutical ingredients and raw materials, research and development related overhead expenses, fees paid to contract research organizations that conduct clinical trials on behalf of the Company, and fees paid to contract manufacturing organizations that conduct manufacturing activities on behalf of the Company. For the year ended December 31, 2017, the Company incurred research and development costs of approximately $10.4 million in connection with the Company’s research and development efforts and approximately $9.8 million in the manufacturing of the Company’s intracutaneous delivery system for development of the Company’s product candidate. For the year ended December 31, 2016, the Company incurred research and development costs of approximately $11.9 million in connection with the Company’s research and development efforts and approximately $8.6 million in the manufacturing of the Company’s intracutaneous delivery system for development of the Company’s product candidate. Clinical Trial Costs Clinical trial costs are a component of research and development expenses. The Company expenses clinical trial activities performed by third parties based upon actual work completed in accordance with agreements established with clinical research organizations and clinical sites. The Company accrues clinical trial expenses each reporting period. The Company determines the actual costs through discussions with internal personnel and external service providers as to the progress or stage of completion of trials or services and the agreed-upon fee to be paid for such services. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for its stock-based compensation, at fair value in accordance with ASC 718, Compensation — Stock Compensation. The fair value of employee stock option grants is estimated on the date of grant using the Black-Scholes option pricing model, and are recognized as expense on a straight- line basis over the employee’s requisite service period (generally the vesting period), net of estimated forfeitures. The Company records the expense attributed to non-employee |
Income Taxes | Income Taxes The Company uses the liability method to account for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between the financial statement carrying amounts of existing assets and liabilities and their tax bases. Deferred tax assets and liabilities are measured using enacted tax rates applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. Financial statement effects of uncertain tax positions are recognized when it is more-likely-than-not, |
Net Loss Per Common Share | Net Loss Per Common Share Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of common shares outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per common share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of common shares and potentially dilutive securities outstanding for the period determined using the treasury-stock and if-converted The following outstanding common stock equivalents were excluded from the computations of diluted net loss per common share for the periods presented as the effect of including such securities would be antidilutive: December 31, 2017 2016 (in shares) Warrants to purchase common stock 199,524 483,619 Options to purchase common stock 118,379 125,756 317,903 609,375 |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted and Issued Accounting Pronouncements In January 2017, the Company adopted ASU 2015-17, “ Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU 2016-02, Leases |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Outstanding Common Stock Equivalents Excluded From Computations of Diluted Net Loss per Common Share | The following outstanding common stock equivalents were excluded from the computations of diluted net loss per common share for the periods presented as the effect of including such securities would be antidilutive: December 31, 2017 2016 (in shares) Warrants to purchase common stock 199,524 483,619 Options to purchase common stock 118,379 125,756 317,903 609,375 |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Cash and Cash Equivalents | The following is a summary of the Company’s cash and cash equivalents: December 31, 2017 Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (in thousands) Cash in bank $ 4,587 $ - $ - $ 4,587 Money market funds 6,414 - - 6,414 Certificates of deposit (restricted) 35 - - 35 U.S. government agency bonds 650 - - 650 $ 11,686 $ - $ - $ 11,686 Classified as: Cash and cash equivalent $ 11,651 Restricted cash 35 $ 11,686 December 31, 2016 Cost Gross Unrealized Gross Unrealized Fair Value (in thousands) Cash in bank $ 3,342 $ - $ - $ 3,342 Money market funds 11,661 - - 11,661 Certificates of deposit (restricted) 35 - - 35 $ 15,038 $ - $ - $ 15,038 Classified as: Cash and cash equivalent $ 15,003 Restricted cash 35 $ 15,038 |
Fair Value of Financial Instr23
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | The following tables set forth the fair value of the Company’s financial instruments as of December 31, 2017 and 2016: December 31, 2017 Level I Level II Level III Total (in thousands) Financial Assets: Money market funds $ 6,414 $ - $ - $ 6,414 U.S. government agency bonds - 650 - 650 Total financial assets $ 6,414 $ 650 $ - $ 7,064 December 31, 2016 Level I Level II Level III Total (in thousands) Financial Assets: Money market funds $ 11,661 $ - $ - $ 11,661 Total financial assets $ 11,661 $ - $ - $ 11,661 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | The following summarizes the Company’s property and equipment as of December 31, 2017 and 2016 (in thousands): 2017 2016 (in thousands) Laboratory and office equipment $ 1,159 $ 1,127 Manufacturing equipment 10,387 10,857 Computer equipment and software 209 314 Leasehold improvements 15,660 15,694 Construction in progress 2,351 1,961 29,766 29,953 Less: accumulated depreciation (25,614 ) (24,498 ) $ 4,152 $ 5,455 |
Debt Financing (Tables)
Debt Financing (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt, Net of Unamortized Debt Discount and Issuance Costs | The following is a summary of the Company’s long-term debt, net of unamortized debt discount and issuance costs, as of December 31, 2017 and 2016 (in thousands): December 31, December 31, 2017 2016 Principal amount $ 6,316 $ 12,122 Less: unamortized debt issuance costs (10 ) (41 ) unamortized fair value of free standing warrant (18 ) (75 ) Plus: unamortized fair value debt premium 35 143 accrued terminal interest 320 310 accrued interest 44 83 Secured promissory note, net of unamortized debt issuance cost and premium $ 6,687 $ 12,542 Secured promissory note, current portion 6,687 5,992 Secured promissory note, long-term portion - 6,550 Secured promissory note, net of unamortized debt issuance cost and premium $ 6,687 $ 12,542 |
Future Minimum Payments on the Company's Current Debt, Including Payment of Principal and Interest | As of December 31, 2017, future minimum payments on the Company’s current debt, including payment of principal and interest ending December 31, 2018 are as follows: Principal Interest End of Term (in thousands) 2018 $ 6,316 $ 280 $ 351 $ 6,316 $ 280 $ 351 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Summary of Warrants Issued and Outstanding | Below is a table summarizing the warrants issued and outstanding for each of the periods presented: Warrants Warrants Warrants Warrants Exercise Expiration PIPE Financing - Series A 239,997 92,210 147,787 - $ 29.00 8/26/2017 PIPE Financing - Series B 239,997 44,091 - 195,906 $ 31.00 8/19/2021 Hercules - June 2014 1,583 - - 1,583 $ 176.80 1/27/2020 Hercules - June 2015 2,035 - - 2,035 $ 147.40 6/23/2020 Total 483,612 136,301 147,787 199,524 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Payments under Non-Cancellable Related Party Operating Leases | As of December 31, 2017, future minimum payments under non-cancelable 2018 $ 1,558 2019 1,754 2020 1,807 2021 1,861 2022 1,914 2023 and thereafter 3,310 $ 12,204 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option and Award Activity Excluding Inducement Grants | The following table summarizes option and award activity, excluding inducement grants, for the fiscal years ended December 31, 2016 and 2017: Shares Outstanding of Shares Weighted- Weighted- (In Years) Aggregate Balance at December 31, 2015 42,932 48,631 $ 47.09 3.14 Options granted (51,487) 51,487 $ 33.40 Options exercised - (7,293) $ 30.64 Restricted stock award granted (473) - $ - Options cancelled/forfeited 13,168 (13,168) $ 54.56 Shares expired under 2012 Plan (1,314) - $ - Balance at December 31, 2016 2,826 79,657 $ 38.51 5.62 Additional shares reserved 52,950 - $ - Options granted (55,210) 55,210 $ 14.26 Options exercised - (4,926) $ 27.94 Options cancelled/forfeited/expired 30,912 (30,912) $ 39.10 Restricted stock award granted (3,000) - $ - Restricted stock award forfeited 1,334 - $ - Shares expired under 2012 Plan (241) - $ - Balance at December 31, 2017 29,571 99,029 $ 25.33 8.46 Exercisable at December 31, 2017 35,999 $ 34.83 7.27 $ - Vested or expected to vest at December 31, 2017 93,214 $ 25.82 8.42 $ - |
Summary of Company's Inducement Grant Stock Option Activities | The following table summarizes the Company’s inducement grant stock option activities: Shares Outstanding Weighted- Remaining (In Years) Aggregate Balance at December 31, 2015 - - $ - - Options granted 12,600 12,600 $ 15.40 Balance at December 31, 2016 12,600 12,600 $ 15.40 9.68 Options granted 6,750 6,750 $ 26.06 Balance at December 31, 2017 19,350 19,350 $ 19.12 8.91 Exercisable at December 31, 2017 3,937 $ 15.04 8.68 $ - Vested or expected to vest at December 31, 2017 18,030 $ 19.04 8.91 $ - |
Summary of Stock Options Outstanding and Exercisable within the Approved Stock Options Plans, Excludes Inducement Grants | The following summarizes the composition of stock options outstanding and exercisable within the approved stock options plans, which excludes inducement grants, as of December 31, 2017: Options Outstanding Options Exercisable Weighted- Average Weighted Weighted Remaining Average Average Number of Contractual Exercise Number of Exercise Exercise Price Shares Life (in years) Price Shares Price $11.40 - $11.40 28,000 8.84 $ 11.40 10,863 $ 11.40 $11.80 - $17.00 29,230 9.29 $ 15.72 4,800 $ 17.00 $19.80 - $28.00 23,023 7.93 $ 22.09 7,226 $ 26.72 $40.80 - $182.60 17,376 7.27 $ 55.31 12,206 $ 56.32 $185.80 - $185.80 1,400 7.39 $ 185.80 904 $ 185.80 |
Summary of Stock-Based Compensation Expense | Total stock-based compensation expense recognized was as follows: Year Ended December 31, 2017 2016 (in thousands) Research and development $ 166 $ 227 Manufacturing 100 226 General and administrative 426 715 $ 692 $ 1,168 |
Schedule of Weighted-Average Assumptions for the Black-Scholes Option-Pricing Model Used in Determining the Fair Value of Options Granted to Employees | The following table presents the weighted-average assumptions for the Black-Scholes option-pricing model used in determining the fair value of options granted to employees: Year Ended December 31, 2017 2016 Dividend yield 0% 0% Risk-free interest rate 1.90% – 2.25% 1.06% – 2.20% Expected volatility 89% 89% Expected term (years) 6.08 6.08 Estimated forfeiture % rate 6.50% 6.50% |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Reconciliation of Federal Statutory Income Tax Rate to the Company's Effective Tax Rate | The reconciliation of the federal statutory income tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2017 2016 Federal statutory tax rate (34.00 ) % (34.00 ) % State statutory tax rate (5.83 ) % (5.83 ) % Change in effective tax rate 18.17 % - % Derecognition due to Section 382 and 383 30.19 % 231.11 % Stock-based compensation 1.11 % 1.00 % Permanent items (2.51 ) % (3.17 ) % Change in valuation allowance (7.13 ) % (189.11 ) % - % - % |
Components of Net Deferred Tax Assets and Liabilities | Significant components of the Company’s net deferred tax assets and liabilities are as follows: Year Ended December 31, 2017 2016 (in thousands) Net operating loss carryforwards $ 12,226 $ 14,034 Research and development credits 3,245 2,617 Depreciation and amortization 640 345 Accruals 507 658 Deferred rent 113 1,066 Capital loss carryforward 23 33 Stock-based compensation 98 190 Other 1 2 Net deferred tax assets 16,853 18,945 Valuation allowance (16,853 ) (18,945 ) $ - $ - |
Schedule of Unrecognized Tax Benefits | A reconciliation of the beginning and ending balance of the unrecognized tax benefits is as follows: Year Ended December 31, 2017 2016 (in thousands) Balance at the beginning of year $ 943 $ 1,582 (Decrease) increase related to prior year tax positions - (4 ) (Decrease) increase related to current year tax positions 63 (635 ) Balance at the end of year $ 1,006 $ 943 |
Organization - Additional Infor
Organization - Additional Information (Detail) | Dec. 31, 2016Subsidiaries |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of wholly owned subsidiaries | 1 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Additional Information (Detail) | Jan. 23, 2018$ / sharesshares | Jan. 22, 2018$ / sharesshares | Oct. 31, 2013USD ($)$ / sharesshares | Nov. 30, 2016USD ($) | Dec. 31, 2017USD ($)Segment$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Jan. 24, 2018shares |
Summary Of Significant Accounting Policies [Line Items] | |||||||
Common stock shares authorized | shares | 250,000,000 | 250,000,000 | |||||
Common stock par value | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Accumulated deficit | $ (225,874,000) | $ (196,769,000) | |||||
Number of reportable segments | Segment | 1 | ||||||
Restricted cash | $ 35,000 | 35,000 | |||||
Concentration of credit risk | 1,000,000 | ||||||
Asset impairment charges | $ 70,000 | $ 0 | |||||
Common stock, shares issued | shares | 1,973,039 | 840,799 | |||||
Common stock, shares outstanding | shares | 1,973,039 | 840,799 | |||||
Aggregate cash received from sale of investment | $ 0 | $ 225,000 | |||||
Loss on sale of Zosano Inc. | 0 | (57,000) | |||||
Research and development expense incurred | $ 20,188,000 | 20,457,000 | |||||
Subsequent Event [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Common stock shares authorized | shares | 250,000,000 | 100,000,000 | 250,000,000 | ||||
Stockholders equity reverse stock split | 1-for-20 | 1-for-5 | |||||
Stock split ratio | 20 | 5 | |||||
Common stock par value | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Common shares outstanding change due to split | shares | 1,973,039 | 39,460,931 | |||||
Maximum [Member] | Credit Concentration Risk [Member] | Investment Concentration Risk [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Concentration risk percentage | 5.00% | ||||||
Research and Development [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Research and development expense incurred | $ 10,400,000 | 11,900,000 | |||||
Intracutaneous Delivery System [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Research and development expense incurred | $ 9,800,000 | $ 8,600,000 | |||||
Other Assets [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Common stock par value | $ / shares | $ 0.0001 | ||||||
Shares acquired as part of stock purchase agreement | shares | 10,016,973 | ||||||
Aggregate cash paid for shares acquired | $ 400,000 | ||||||
Common stock, shares issued | shares | 10,027,000 | ||||||
Common stock, shares outstanding | shares | 10,027,000 | ||||||
Ownership percentage held | 99.90% | ||||||
Aggregate cash received from sale of investment | $ 225,000 | ||||||
Computer Equipment and Software [Member] | Minimum [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful lives of assets | 3 years | ||||||
Computer Equipment and Software [Member] | Maximum [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful lives of assets | 5 years | ||||||
Manufacturing, Laboratory and Office Equipment [Member] | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful lives of assets | 9 years |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - Schedule of Outstanding Common Stock Equivalents Excluded From Computations of Diluted Net Loss per Common Share (Detail) - shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock excluded from computation of diluted net loss per share | 317,903 | 609,375 |
Warrants to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock excluded from computation of diluted net loss per share | 199,524 | 483,619 |
Options to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock excluded from computation of diluted net loss per share | 118,379 | 125,756 |
Cash and Cash Equivalents - Sum
Cash and Cash Equivalents - Summary of Cash and Cash Equivalents (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Classified as: | |||
Cash and cash equivalent | $ 11,651 | $ 15,003 | $ 6,646 |
Restricted cash | 35 | 35 | |
Total | 11,686 | 15,038 | |
Cost | 11,686 | 15,038 | |
Gross Unrealized Gains | 0 | 0 | |
Gross Unrealized Losses | 0 | 0 | |
Estimated Fair Value | 11,686 | 15,038 | |
Cash in Bank [Member] | |||
Classified as: | |||
Total | 4,587 | 3,342 | |
Cost | 4,587 | 3,342 | |
Gross Unrealized Gains | 0 | 0 | |
Gross Unrealized Losses | 0 | 0 | |
Estimated Fair Value | 4,587 | 3,342 | |
Money Market Funds [Member] | |||
Classified as: | |||
Total | 6,414 | 11,661 | |
Cost | 6,414 | 11,661 | |
Gross Unrealized Gains | 0 | 0 | |
Gross Unrealized Losses | 0 | 0 | |
Estimated Fair Value | 6,414 | 11,661 | |
Certificates of Deposit (Restricted) [Member] | |||
Classified as: | |||
Total | 35 | 35 | |
Cost | 35 | 35 | |
Gross Unrealized Gains | 0 | 0 | |
Gross Unrealized Losses | 0 | 0 | |
Estimated Fair Value | 35 | $ 35 | |
U.S Government Agency Bonds [Member] | |||
Classified as: | |||
Total | 650 | ||
Cost | 650 | ||
Gross Unrealized Gains | 0 | ||
Gross Unrealized Losses | 0 | ||
Estimated Fair Value | $ 650 |
Fair Value of Financial Instr34
Fair Value of Financial Instruments - Schedule of Fair Value of Financial Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Financial Assets: | ||
Financial assets fair value | $ 650 | $ 11,661 |
Money Market Funds [Member] | ||
Financial Assets: | ||
Financial assets fair value | 6,414 | 11,661 |
U.S Government Agency Bonds [Member] | ||
Financial Assets: | ||
Financial assets fair value | 7,064 | |
Level I [Member] | ||
Financial Assets: | ||
Financial assets fair value | 0 | 11,661 |
Level I [Member] | Money Market Funds [Member] | ||
Financial Assets: | ||
Financial assets fair value | 6,414 | 11,661 |
Level I [Member] | U.S Government Agency Bonds [Member] | ||
Financial Assets: | ||
Financial assets fair value | 6,414 | |
Level II [Member] | ||
Financial Assets: | ||
Financial assets fair value | 650 | 0 |
Level II [Member] | Money Market Funds [Member] | ||
Financial Assets: | ||
Financial assets fair value | 0 | 0 |
Level II [Member] | U.S Government Agency Bonds [Member] | ||
Financial Assets: | ||
Financial assets fair value | 650 | |
Level III [Member] | ||
Financial Assets: | ||
Financial assets fair value | 0 | 0 |
Level III [Member] | Money Market Funds [Member] | ||
Financial Assets: | ||
Financial assets fair value | 0 | $ 0 |
Level III [Member] | U.S Government Agency Bonds [Member] | ||
Financial Assets: | ||
Financial assets fair value | $ 0 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 29,766 | $ 29,953 |
Less: accumulated depreciation | (25,614) | (24,498) |
Property and equipment, net | 4,152 | 5,455 |
Laboratory and Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,159 | 1,127 |
Manufacturing Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 10,387 | 10,857 |
Computer Equipment and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 209 | 314 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 15,660 | 15,694 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,351 | $ 1,961 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation and amortization expense | $ 2,553,000 | $ 2,543,000 |
Laboratory and Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Impairment of long-lived assets | $ 70,000 |
Debt Financing - Additional Inf
Debt Financing - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Dec. 31, 2017 | Jun. 01, 2017 | Dec. 31, 2016 | Jun. 30, 2014 | |
Debt Instrument [Line Items] | |||||
Common stock warrants issued | 1 | ||||
Amended Hercules Secured Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt interest rate | 7.95% | 7.95% | |||
Senior Subordinated Notes [Member] | Senior Secured Term Loan with Hercules [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt face amount | $ 4,000,000 | ||||
Senior Subordinated Notes [Member] | Amended Hercules Secured Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt face amount | $ 15,000,000 | ||||
Debt payment terms | Principal balance will be subject to a 12-month interest-only period beginning July 1, 2015, followed by equal monthly installment payments of principal and interest, with all outstanding amounts due and payable on December 1, 2018. | ||||
Debt payment, beginning date | Jul. 1, 2015 | ||||
Debt payment, due and payable date | Dec. 1, 2018 | ||||
Debt effective interest rate | 7.95% | ||||
Debt variable interest rate | 7.95% | ||||
Debt additional variable interest rate decrease | 5.25% | ||||
Debt end of term charge | $ 100,000 | ||||
Debt prepayment penalty description | The Company may prepay all, but not less than all, of the Hercules Term Loan with no prepayment charge. | ||||
Additional debt end of term charge | $ 351,135 | ||||
Common stock warrants issued | 2,035 | ||||
Common stock warrants, exercise price per share | $ 147.40 | ||||
Legal and closing costs | $ 100,000 | ||||
Upfront loan origination fee paid | 85,000 | ||||
Legal costs | 32,000 | ||||
Senior Subordinated Notes [Member] | Amended Hercules Secured Term Loan [Member] | After June 23, 2017 [Member] | |||||
Debt Instrument [Line Items] | |||||
Prepayment penalty charge on outstanding principal after lock-in period | 0 | ||||
Convertible Subordinated Debt [Member] | BMR Secured Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Prepayment of outstanding principal and all accrued interest | $ 11,400,000 |
Debt Financing - Summary of Lon
Debt Financing - Summary of Long-Term Debt, Net of Unamortized Debt Discount and Issuance Costs (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt | ||
Principal amount | $ 6,316 | $ 12,122 |
Less: unamortized debt issuance costs | (10) | (41) |
unamortized fair value of free standing warrant | (18) | (75) |
Plus: unamortized fair value debt premium | 35 | 143 |
accrued terminal interest | 320 | 310 |
accrued interest | 44 | 83 |
Secured promissory note (including accrued interest), net of unamortized debt issuance cost and premium | 6,687 | 12,542 |
Secured promissory note, current portion | 6,687 | 5,992 |
Secured promissory note, long-term portion | 0 | 6,550 |
Secured promissory note (including accrued interest), net of unamortized debt issuance cost and premium | $ 6,687 | $ 12,542 |
Debt Financing - Future Minimum
Debt Financing - Future Minimum Payments on the Company's Current Debt, Including Payment of Principal and Interest (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2018, Principal | $ 6,316 |
Total, Principal | 6,316 |
2018, Interest | 280 |
Total, Interest | 280 |
2018, End of Term Fees | 351 |
Total, End of Term Fees | $ 351 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Oct. 20, 2017 | Mar. 22, 2017 | Aug. 15, 2016 | Jan. 27, 2015 | Jun. 30, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 24, 2018 | Jan. 23, 2018 | Jan. 22, 2018 | Jun. 30, 2014 |
Class of Stock [Line Items] | |||||||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | |||||||||
Common stock shares issued | 977,500 | ||||||||||
Offering price per share | $ 30 | ||||||||||
Net proceeds from issuance of common stock | $ 26,623,000 | $ 0 | |||||||||
Equity warrants outstanding | 199,524 | 483,612 | |||||||||
Common stock warrants issued | 1 | ||||||||||
Proceeds from exercise of warrants | $ 4,000,000 | ||||||||||
Hercules - June 2014 [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Equity warrants outstanding | 1,583 | 1,583 | |||||||||
Warrant exercise price | $ 176.80 | ||||||||||
Warrants expiration Date | Jan. 27, 2020 | ||||||||||
Initial fair value of warrant issued | $ 280,000 | ||||||||||
Warrants to purchase common stock | 1,583 | ||||||||||
Reclassification of warrant liability to equity | $ 300,000 | ||||||||||
Warrants exercisable period from IPO | 5 years | ||||||||||
Hercules - June 2015 [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Equity warrants outstanding | 2,035 | 2,035 | |||||||||
Warrant exercise price | $ 147.40 | ||||||||||
Warrants expiration Date | Jun. 23, 2020 | ||||||||||
Hercules - June 2015 [Member] | Amended Hercules Secured Term Loan [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock warrants issued | 2,035 | ||||||||||
Warrant exercise price | $ 147.40 | ||||||||||
Initial fair value of warrant issued | $ 212,000 | ||||||||||
Warrant exercise price description | In connection with the Company’s entry into the first amendment to loan and security agreement with Hercules in June 2015, the Company issued Hercules a warrant to purchase 2,035 shares of the Company’s common stock at an exercise price of $147.40 per share. Hercules can exercise its purchase right under the warrant, in whole or in part, at any time until June 23, 2020. | ||||||||||
Hercules - June 2015 [Member] | Common Stock Warrant Liability [Member] | Amended Hercules Secured Term Loan [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Fair value assumptions, expected term | 5 years | ||||||||||
Fair value assumptions, expected volatility | 89.00% | ||||||||||
Fair value assumptions, risk free interest rate | 1.73% | ||||||||||
Fair value assumptions, expected dividend yield | 0.00% | ||||||||||
Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Warrants to purchase common stock | 136,301 | ||||||||||
Subsequent Event [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | 100,000,000 | ||||||||
Over-Allotment [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock shares issued | 127,500 | ||||||||||
Equity Lines of Credit [Member] | Lincoln Park Capital Fund Llc [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock shares issued | 11,375 | ||||||||||
Number of shares obligated to purchase | $ 35,000,000 | ||||||||||
Fair value of share | $ 15.30 | ||||||||||
Additional shares committed to issue | 11,375 | ||||||||||
Equity Lines of Credit [Member] | Director [Member] | Lincoln Park Capital Fund Llc [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Shares reserved for future issuance | 392,104 | ||||||||||
Private Investment in Public Equity (PIPE) [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock shares issued | 239,997 | ||||||||||
Offering price per share | $ 26.40 | ||||||||||
Net proceeds from issuance of common stock | $ 6,300,000 | ||||||||||
Equity warrants outstanding | 480,000 | ||||||||||
Proceeds from issuance of common stock and warrants | $ 7,500,000 | ||||||||||
Costs related to offering | $ 900,000 | ||||||||||
Warrant issuance price | $ 2.50 | ||||||||||
Proceeds from issuance of warrants | $ 1,200,000 | ||||||||||
Common stock warrants issued | 1 | ||||||||||
Warrants expiration Date | Aug. 19, 2016 | ||||||||||
Private Investment in Public Equity (PIPE) [Member] | Directors and Executive Officers [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock shares issued | 13,771 | ||||||||||
Equity warrants outstanding | 27,542 | ||||||||||
Private Investment in Public Equity (PIPE) [Member] | Series A [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Equity warrants outstanding | 0 | 239,997 | |||||||||
Warrant exercise price | $ 29 | ||||||||||
Warrants expiration Date | Aug. 26, 2017 | ||||||||||
Private Investment in Public Equity (PIPE) [Member] | Series B [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Equity warrants outstanding | 195,906 | 239,997 | |||||||||
Warrant exercise price | $ 31 | ||||||||||
Warrants expiration Date | Aug. 19, 2021 | ||||||||||
Private Investment in Public Equity (PIPE) [Member] | Warrants to Purchase Common Stock [Member] | Series A [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Equity warrants outstanding | 239,997 | ||||||||||
Warrant exercise price | $ 29 | ||||||||||
Private Investment in Public Equity (PIPE) [Member] | Warrants to Purchase Common Stock [Member] | Series B [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Equity warrants outstanding | 239,997 | ||||||||||
Warrant exercise price | $ 31 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Warrants Issued and Outstanding (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Aug. 15, 2016 | |
Class of Warrant or Right [Line Items] | |||
Warrants Exercised | 136,301 | ||
Warrants Expired | 147,787 | ||
Warrants Outstanding | 199,524 | 483,612 | |
Hercules - June 2014 [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants Exercised | 0 | ||
Warrants Expired | 0 | ||
Warrants Outstanding | 1,583 | 1,583 | |
Exercise Price | $ 176.80 | ||
Expiration Date | Jan. 27, 2020 | ||
Hercules - June 2015 [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants Exercised | 0 | ||
Warrants Expired | 0 | ||
Warrants Outstanding | 2,035 | 2,035 | |
Exercise Price | $ 147.40 | ||
Expiration Date | Jun. 23, 2020 | ||
Private Investment in Public Equity (PIPE) [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants Outstanding | 480,000 | ||
Expiration Date | Aug. 19, 2016 | ||
Private Investment in Public Equity (PIPE) [Member] | Series A [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants Exercised | 92,210 | ||
Warrants Expired | 147,787 | ||
Warrants Outstanding | 0 | 239,997 | |
Exercise Price | $ 29 | ||
Expiration Date | Aug. 26, 2017 | ||
Private Investment in Public Equity (PIPE) [Member] | Series B [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants Exercised | 44,091 | ||
Warrants Expired | 0 | ||
Warrants Outstanding | 195,906 | 239,997 | |
Exercise Price | $ 31 | ||
Expiration Date | Aug. 19, 2021 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Jun. 06, 2017 | Dec. 31, 2017 | Dec. 31, 2016 |
Other Commitments [Line Items] | |||
Deferred rent liability, net | $ 495,000 | $ 52,000 | |
Rental expense | 1,200,000 | $ 600,000 | |
Liabilities for indemnification and guarantees agreements | $ 0 | ||
Chief Executive Officer [Member] | |||
Other Commitments [Line Items] | |||
Term of base salary on termination of employment agreement | 12 months | ||
Termination Compensation Description | Pursuant to the terms of Mr. Walker’s, the Company’s President and Chief Executive Officer employment agreement, if the Company terminates Mr. Walker other than for cause or if Mr. Walker terminates his employment for good reason, he will be entitled to receive (i) continued salary for twelve months, (ii) a bonus equal to the amount of the annual bonus awarded to him in respect of the year prior to termination, and (iii) the vesting schedule for any stock options outstanding on the date of termination will automatically accelerate so that 25% of any then unvested option shares shall immediately vest and become exercisable upon such termination. If during the one-year period following a change in control of the Company, either we terminate Mr. Walker’s employment without cause or Mr. Walker resigns for good reason, he will be entitled to receive (i) continued salary for 24 month and a lump sum cash amount equal to 229.56% multiplied by the total cost of the projected premiums for group medical, dental and vision insurance for a period of twenty-four months covering the period from and after the date of termination, (ii) a bonus equal to the amount of the annual bonus awarded to him in respect of the year prior to termination, and (iii) his then outstanding equity awards that were granted after the effective date of the Employment Agreement and that are subject to time based vesting will accelerate vesting in full. | ||
Ms. Erbez's [Member] | |||
Other Commitments [Line Items] | |||
Cash award | 40.00% | ||
Term of base salary on termination of employment agreement | 6 months | ||
Termination Compensation Description | Pursuant to the terms of Ms. Erbez’s employment agreement, if the Company terminates Ms. Erbez other than for cause, or in the event of her resignation for good reason, then, for the six month period following such termination of her employment, the Company will continue to pay Ms. Erbez her base salary and provide her with group medical, dental and vision insurance. In addition, the vesting schedule for any outstanding stock options held by Ms. Erbez on the date of termination will automatically accelerate so that 25% of any then unvested option shares will immediately become exercisable upon such termination. If, during the one-year period following a change in control of our Company, either we terminate Ms. Erbez’s employment without cause or Ms. Erbez resigns for good reason, then she shall be entitled to receive a lump sum severance payment equal to twelve months of her base salary and a lump sum payment equal to the total cost of projected premiums for group medical, dental and vision insurance for a period of twelve months. In such event, the vesting schedule for any outstanding stock options held by Ms. Erbez will automatically accelerate so that 100% of the total option shares will immediately become exercisable upon such termination. | ||
Base salary | $ 350,000 | ||
Options to Purchase Common Stock [Member] | Chief Executive Officer [Member] | |||
Other Commitments [Line Items] | |||
Percentage of option exercisable upon termination | 25.00% | ||
Options to Purchase Common Stock [Member] | Ms. Erbez's [Member] | |||
Other Commitments [Line Items] | |||
Percentage of option exercisable upon termination | 25.00% | ||
Maximum [Member] | Chief Executive Officer [Member] | |||
Other Commitments [Line Items] | |||
Cash award | 229.56% | ||
Maximum [Member] | Options to Purchase Common Stock [Member] | Ms. Erbez's [Member] | |||
Other Commitments [Line Items] | |||
Percentage of option exercisable upon termination | 100.00% | ||
Seventh Amendment to Lease Agreement [Member] | |||
Other Commitments [Line Items] | |||
Operating lease amendment description | Under the Seventh Amendment, the Company extended the term of the lease for the Company’s headquarters in Fremont, California through August 31, 2024, with an option to further extend the lease for an additional 65 months, subject to certain terms and conditions. The Company has agreed to pay a monthly base rent of $136,191 for the period commencing September 1, 2017, and ending on August 31, 2018, with an increase on September 1, 2018, and annual increases on September 1 of each subsequent year until the lease year beginning September 1, 2023. The Seventh Amendment also provides for rent abatements, subject to certain conditions, totaling $275,552 and certain tenant improvements to be completed at the Landlord’s expense (not to exceed $975,000 or, under certain conditions, $1,100,000). The Company will incur additional expense of approximately $0.4 million under the lease in connection with roof repairs that will be treated as additional rent and paid over the term of the lease. | ||
Extended lease term | 65 months | ||
Monthly base rent payable | $ 136,191 | ||
Rent abatements | 275,552 | ||
Tenant improvements | 975,000 | ||
Tenant improvements under certain conditions | 1,100,000 | ||
Additional expense incurred under operating lease | $ 400,000 |
Commitments and Contingencies43
Commitments and Contingencies - Schedule of Future Minimum Payments under Non-Cancellable Related Party Operating Leases (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Operating lease future minimum payments due, 2018 | $ 1,558 |
Operating lease future minimum payments due, 2019 | 1,754 |
Operating lease future minimum payments due, 2020 | 1,807 |
Operating lease future minimum payments due, 2021 | 1,861 |
Operating lease future minimum payments due, 2022 | 1,914 |
2023 and thereafter | 3,310 |
Operating lease future minimum payments due | $ 12,204 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for grant | 29,571 | 2,826 | 42,932 |
Weighted-average grant-date fair value of options and awards | $ 17.43 | $ 33.40 | |
Total fair value of options and awards that vested | $ 0.4 | $ 0.5 | |
Unrecognized stock-based compensation expense | $ 1.1 | $ 2.6 | |
Weighted-average period of unrecognized stock-based compensation expense | 3 years 4 months 24 days | ||
New Employee [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
Vesting term | Options vest at a rate of 25% of the shares on the first anniversary of the commencement of such employee’s employment with the Company, and then one forty-eighth (1/48) of the shares monthly thereafter subject to such employee’s continued service. | ||
2012 Stock Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options vested period | 4 years | ||
Options or awards issued under the Plan | 0 | ||
2012 Stock Incentive Plan [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options grant period | 10 years | ||
2014 Equity and Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options vested period | 4 years | ||
Common stock reserved for future issuance | 122,950 | ||
Shares available for grant | 29,571 | ||
2014 Equity and Incentive Plan [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options grant period | 10 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option and Award Activity Excluding Inducement Grants (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate Intrinsic Value, Exercisable | $ 0 | ||
Shares Available for Grant, Options reserved | 52,950 | ||
Aggregate Intrinsic Value, Vested or expected to vest | $ 0 | ||
Shares Available for Grant, Beginning balance | 2,826 | 42,932 | |
Shares Available for Grant, Options granted | (55,210) | (51,487) | |
Shares Available for Grant, Options exercised | 0 | 0 | |
Shares Available for Grant, Options cancelled/forfeited/expired | 30,912 | 13,168 | |
Shares Available for Grant, Restricted stock award forfeited | 1,334 | ||
Shares Available for Grant, Ending balance | 29,571 | 2,826 | 42,932 |
Outstanding Number of Shares, Beginning balance | 79,657 | 48,631 | |
Outstanding Number of Shares, Options granted | 55,210 | 51,487 | |
Outstanding Number of Shares, Options exercised | (4,926) | (7,293) | |
Outstanding Number of Shares, Options cancelled/forfeited/expired | (30,912) | (13,168) | |
Outstanding Number of Shares, Restricted stock award forfeited | 0 | ||
Outstanding Number of Shares, Ending balance | 99,029 | 79,657 | 48,631 |
Weighted-Average Exercise Price per Share, beginning balance | $ 38.51 | $ 47.09 | |
Outstanding Number of Shares, Exercisable | 35,999 | ||
Weighted-Average Exercise Price per Share, Options granted | $ 14.26 | 33.40 | |
Outstanding Number of Shares, Restricted stock vested and released | 93,214 | ||
Weighted-Average Exercise Price per Share, Options exercised | $ 27.94 | 30.64 | |
Weighted-Average Exercise Price per Share, Restricted stock awards granted | 0 | 0 | |
Weighted-Average Exercise Price per Share, Options cancelled/forfeited/expired | 39.10 | 54.56 | |
Weighted-Average Exercise Price per Share, Restricted stock awards forfeited | 0 | ||
Weighted-Average Exercise Price per Share, Ending balance | 25.33 | $ 38.51 | $ 47.09 |
Weighted-Average Exercise Price per Share, Exercisable | 34.83 | ||
Weighted-Average Exercise Price per Share, Vested or expected to vest | $ 25.82 | ||
Average Remaining Contractual Term | 8 years 5 months 16 days | 5 years 7 months 13 days | 3 years 1 month 20 days |
Average Remaining Contractual Term, Exercisable | 7 years 3 months 8 days | ||
Average Remaining Contractual Term, Vested or expected to vest | 8 years 5 months 1 day | ||
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares Available for Grant, Restricted stock award granted | (3,000) | (473) | |
Outstanding Number of Shares, Restricted stock award granted | 0 | 0 | |
2012 Stock Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares Available for Grant, Shares expired under 2012 Plan | (241) | (1,314) |
Stock-Based Compensation - Su46
Stock-Based Compensation - Summary of Company's Inducement Grant Stock Option Activities (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares Available for Grant, Beginning balance | 2,826 | 42,932 | |
Outstanding Number of Shares, Beginning balance | 79,657 | 48,631 | |
Outstanding Number of Shares, Options granted | 55,210 | 51,487 | |
Shares Available for Grant, Ending balance | 29,571 | 2,826 | 42,932 |
Shares Available for Grant, Options exercised | 0 | 0 | |
Outstanding Number of Shares, Options granted | 55,210 | 51,487 | |
Outstanding Number of Shares, Ending balance | 99,029 | 79,657 | 48,631 |
Outstanding Number of Shares, Exercisable | 35,999 | ||
Weighted-Average Exercise Price per Share, beginning balance | $ 38.51 | $ 47.09 | |
Outstanding Number of Shares, Restricted stock vested and released | 93,214 | ||
Weighted-Average Exercise Price per Share, Options granted | $ 14.26 | 33.40 | |
Weighted-Average Exercise Price per Share, Ending balance | 25.33 | $ 38.51 | $ 47.09 |
Weighted-Average Exercise Price per Share, Exercisable | 34.83 | ||
Weighted-Average Exercise Price per Share, Vested or expected to vest | $ 25.82 | ||
Remaining Contractual Term | 8 years 5 months 16 days | 5 years 7 months 13 days | 3 years 1 month 20 days |
Remaining Contractual Term, Exercisable | 7 years 3 months 8 days | ||
Remaining Contractual Term, Vested or expected to vest | 8 years 5 months 1 day | ||
Aggregate Intrinsic Value, Exercisable | $ 0 | ||
Aggregate Intrinsic Value, Vested or expected to vest | $ 0 | ||
Inducement Grant [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares Available for Grant, Beginning balance | 12,600 | 0 | |
Outstanding Number of Shares, Beginning balance | 12,600 | 0 | |
Outstanding Number of Shares, Options granted | 6,750 | 12,600 | |
Shares Available for Grant, Ending balance | 19,350 | 12,600 | 0 |
Shares Available for Grant, Options exercised | 0 | ||
Shares Available for Grant, Options Vested or expected to vest | 0 | ||
Outstanding Number of Shares, Options granted | 6,750 | 12,600 | |
Outstanding Number of Shares, Ending balance | 19,350 | 12,600 | 0 |
Outstanding Number of Shares, Exercisable | 3,937 | ||
Weighted-Average Exercise Price per Share, beginning balance | $ 15.40 | $ 0 | |
Outstanding Number of Shares, Restricted stock vested and released | 18,030 | ||
Weighted-Average Exercise Price per Share, Options granted | $ 26.06 | 15.40 | |
Weighted-Average Exercise Price per Share, Ending balance | 19.12 | $ 15.40 | $ 0 |
Weighted-Average Exercise Price per Share, Exercisable | 15.04 | ||
Weighted-Average Exercise Price per Share, Vested or expected to vest | $ 19.04 | ||
Remaining Contractual Term | 8 years 10 months 28 days | 9 years 8 months 5 days | 0 years |
Remaining Contractual Term, Exercisable | 8 years 8 months 5 days | ||
Remaining Contractual Term, Vested or expected to vest | 8 years 10 months 28 days | ||
Aggregate Intrinsic Value, Outstanding | $ 0 | ||
Aggregate Intrinsic Value, Exercisable | 0 | ||
Aggregate Intrinsic Value, Vested or expected to vest | $ 0 |
Stock-Based Compensation - Su47
Stock-Based Compensation - Summary of Stock Options Outstanding and Exercisable within the Approved Stock Options Plans, Excludes Inducement Grants (Detail) - 2012 and 2014 Plan Excluding Inducement Grants [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2018 | |
$11.40 - $11.40 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price, Minimum | $ 11.40 | |
Options Outstanding, Exercise Price, Maximum | $ 11.40 | |
Options Outstanding, Number of Shares | 28,000 | |
Options Outstanding, Weighted Average Remaining Contractual Life (in years) | 8 years 10 months 3 days | |
Options Outstanding, Weighted Average Exercise Price | $ 11.40 | |
Options Exercisable, Number of Shares | 10,863 | |
Options Exercisable,Weighted Average Exercise Price | $ 11.40 | |
$11.80 - $17.00 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price, Minimum | 11.80 | |
Options Outstanding, Exercise Price, Maximum | $ 17 | |
Options Outstanding, Number of Shares | 29,230 | |
Options Outstanding, Weighted Average Remaining Contractual Life (in years) | 9 years 3 months 15 days | |
Options Outstanding, Weighted Average Exercise Price | $ 15.72 | |
Options Exercisable, Number of Shares | 4,800 | |
Options Exercisable,Weighted Average Exercise Price | $ 17 | |
$19.80 - $28.00 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price, Minimum | 19.80 | |
Options Outstanding, Exercise Price, Maximum | $ 28 | |
Options Outstanding, Number of Shares | 23,023 | |
Options Outstanding, Weighted Average Remaining Contractual Life (in years) | 7 years 11 months 4 days | |
Options Outstanding, Weighted Average Exercise Price | $ 22.09 | |
Options Exercisable, Number of Shares | 7,226 | |
Options Exercisable,Weighted Average Exercise Price | $ 26.72 | |
$40.80 - $182.60 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price, Minimum | 40.80 | |
Options Outstanding, Exercise Price, Maximum | $ 182.60 | |
Options Outstanding, Number of Shares | 17,376 | |
Options Outstanding, Weighted Average Remaining Contractual Life (in years) | 7 years 3 months 8 days | |
Options Outstanding, Weighted Average Exercise Price | $ 55.31 | |
Options Exercisable, Number of Shares | 12,206 | |
Options Exercisable,Weighted Average Exercise Price | $ 56.32 | |
$185.80 - $185.80 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Exercise Price, Minimum | 185.80 | |
Options Outstanding, Exercise Price, Maximum | $ 185.80 | |
Options Outstanding, Number of Shares | 1,400 | |
Options Outstanding, Weighted Average Remaining Contractual Life (in years) | 7 years 4 months 20 days | |
Options Outstanding, Weighted Average Exercise Price | $ 185.80 | |
Options Exercisable, Number of Shares | 904 | |
Options Exercisable,Weighted Average Exercise Price | $ 185.80 |
Stock-Based Compensation - Su48
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 692 | $ 1,168 |
Research and Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 166 | 227 |
Manufacturing [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 100 | 226 |
General and administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 426 | $ 715 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Weighted-Average Assumptions for the Black-Scholes Option-Pricing Model Used in Determining the Fair Value of Options Granted to Employees (Detail) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Dividend yield | 0.00% | 0.00% |
Risk-free interest rate, minimum | 1.90% | 1.06% |
Risk-free interest rate, maximum | 2.25% | 2.20% |
Expected volatility | 89.00% | 89.00% |
Expected term (years) | 6 years 29 days | 6 years 29 days |
Estimated forfeiture % rate | 6.50% | 6.50% |
Restructuring and Severance - A
Restructuring and Severance - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | ||||
Postemployment severance and benefits expense | $ 400,000 | |||
Payment of postemployment severance and benefits | $ 400,000 | |||
Restructuring charges of one-time termination benefits | 500,000 | |||
Restructuring charges | 500,000 | |||
Payment for restructuring charges | $ 500,000 | |||
Chief Executive Officer [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Stock-based compensation expense | 16,000 | |||
President and Chief Executive Officer [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Postemployment severance and benefits expense | $ 300,000 | |||
Payment of postemployment severance and benefits | $ 300,000 | |||
Options to Purchase Common Stock [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Stock-based compensation expense | $ 5,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2018 | Dec. 31, 2015 | |
Income Tax [Line Items] | |||||
Income tax expense | $ 0 | $ 0 | |||
Net deferred tax assets | 16,853,000 | 18,945,000 | |||
(Decrease) increase in net valuation allowance | $ (2,000,000) | $ (56,900,000) | |||
Effective income tax rate | 34.00% | 34.00% | |||
Net operating losses carryforward limitation percentage | 80.00% | ||||
Decrease in net deferred tax assets | $ (5,300,000) | ||||
Decrease in the valuation allowance | (5,300,000) | ||||
Net deferred tax assets in valuation allowance | 16,853,000 | $ 18,945,000 | $ 400,000 | ||
Unrecognized tax benefits | 1,006,000 | 943,000 | $ 1,582,000 | ||
Unrecognized tax-related penalties or interest | 0 | 0 | |||
California [Member] | |||||
Income Tax [Line Items] | |||||
Net operating loss carryforwards, valuation allowance | 176,600,000 | ||||
Deferred tax assets, net operating loss carryforwards derecognized amount | 12,300,000 | ||||
Deferred tax assets, tax credit research and development derecognized amount | $ 0 | ||||
Minimum [Member] | |||||
Income Tax [Line Items] | |||||
Period for change in ownership percentage | 3 years | ||||
Percentage of change in ownership for operating loss carryforward | 50.00% | ||||
Federal [Member] | |||||
Income Tax [Line Items] | |||||
Net operating loss carryforwards | $ 43,800,000 | $ 35,200,000 | |||
Net operating loss carryforwards, valuation allowance | 185,400,000 | ||||
Deferred tax assets, net operating loss carryforwards derecognized amount | 38,900,000 | ||||
Deferred tax assets, tax credit research and development derecognized amount | $ 4,500,000 | ||||
Federal [Member] | Minimum [Member] | |||||
Income Tax [Line Items] | |||||
Net operating loss carryforwards expiration year | 2,027 | ||||
Federal [Member] | Maximum [Member] | |||||
Income Tax [Line Items] | |||||
Net operating loss carryforwards expiration year | 2,038 | ||||
Federal [Member] | Research and Development Credit Carry Forwards [Member] | |||||
Income Tax [Line Items] | |||||
Research and development credit carryforwards | $ 400,000 | $ 500,000 | |||
Tax credits will begin to expire | 2,026 | ||||
State [Member] | |||||
Income Tax [Line Items] | |||||
Net operating loss carryforwards | $ 43,500,000 | $ 35,500,000 | |||
State [Member] | Minimum [Member] | |||||
Income Tax [Line Items] | |||||
Net operating loss carryforwards expiration year | 2,038 | ||||
State [Member] | Maximum [Member] | |||||
Income Tax [Line Items] | |||||
Net operating loss carryforwards expiration year | 2,038 | ||||
State [Member] | Research and Development Credit Carry Forwards [Member] | |||||
Income Tax [Line Items] | |||||
Research and development credit carryforwards | $ 4,600,000 | $ 4,200,000 | |||
Scenario, Forecast [Member] | |||||
Income Tax [Line Items] | |||||
Effective income tax rate | 21.00% |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Federal Statutory Income Tax Rate to the Company's Effective Tax Rate (Detail) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||
Federal statutory tax rate | (34.00%) | (34.00%) |
State statutory tax rate | (5.83%) | (5.83%) |
Change in effective tax rate | 18.17% | 0.00% |
Derecognition due to Section 382 and 383 | 30.19% | 231.11% |
Stock-based compensation | 1.11% | 1.00% |
Permanent items | (2.51%) | (3.17%) |
Change in valuation allowance | (7.13%) | (189.11%) |
Effective tax rate | 0.00% | 0.00% |
Income Taxes - Components of Ne
Income Taxes - Components of Net Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Components of Deferred Tax Assets and Liabilities [Abstract] | |||
Net operating loss carryforwards | $ 12,226 | $ 14,034 | |
Research and development credits | 3,245 | 2,617 | |
Depreciation and amortization | 640 | 345 | |
Accruals | 507 | 658 | |
Deferred rent | 113 | 1,066 | |
Capital loss carryforward | 23 | 33 | |
Stock-based compensation | 98 | 190 | |
Other | 1 | 2 | |
Net deferred tax assets | 16,853 | 18,945 | |
Valuation allowance | $ (400) | (16,853) | (18,945) |
Differed tax assets and liabilities | $ 0 | $ 0 |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at the beginning of year | $ 943 | $ 1,582 |
(Decrease) increase related to prior year tax positions | 0 | (4) |
(Decrease) increase related to current year tax positions | 63 | (635) |
Balance at the end of year | $ 1,006 | $ 943 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2017USD ($) | |
401 (k) Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Employer contribution | $ 0 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - $ / shares | Feb. 09, 2018 | Jan. 23, 2018 | Jan. 22, 2018 | Nov. 28, 2017 | Jan. 24, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Subsequent Event [Line Items] | |||||||
Minimum bid price | $ 1 | $ 1 | |||||
Number of consecutive business days not complied with minimum bid price | 10 days | 30 days | |||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | |||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Common stock, shares authorized | 250,000,000 | 100,000,000 | 250,000,000 | ||||
Stock split ratio | 1-for-20 | 1-for-5 |