Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 31, 2016 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Pulse Biosciences, Inc. | |
Entity Filer Category | Smaller Reporting Company | |
Entity Central Index Key | 1,625,101 | |
Trading Symbol | plse | |
Amendment Flag | false | |
Document Type | 10-Q | |
Document Fiscal Period Focus | Q2 | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 13,315,297 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash | $ 20,214 | $ 3,606 |
Investments | 495 | |
Prepaid expenses and other current assets | 337 | 44 |
Deferred offering costs | 347 | |
Total current assets | 21,046 | 3,997 |
Equipment, net of accumulated depreciation | 344 | 329 |
Intangible assets, net of accumulated amortization | 6,876 | 7,208 |
Goodwill | 2,791 | 2,791 |
Total assets | 31,057 | 14,325 |
Current liabilities: | ||
Accounts payable | 333 | 262 |
Accrued expenses | 257 | 398 |
Total current liabilities | 590 | 660 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; authorized - 5,000 shares; issued and outstanding - none | ||
Common stock, $0.001 par value: authorized – 45,000 shares; issued and outstanding – 13,315 shares and 7,565 shares at June 30, 2016 and December 31, 2015, respectively | 13 | 8 |
Additional paid-in-capital | 37,484 | 16,745 |
Accumulated deficit | (7,030) | (3,088) |
Total stockholders' equity | 30,467 | 13,665 |
Total liabilities and stockholders' equity | $ 31,057 | $ 14,325 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2016 | Dec. 31, 2015 |
Condensed Consolidated Balance Sheets [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 45,000,000 | 45,000,000 |
Common stock, shares issued | 13,315,000 | 7,565,000 |
Common stock, shares outstanding | 13,315,000 | 7,565,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Condensed Consolidated Statements Of Operations [Abstract] | ||||
Revenue: | ||||
Operating expenses: | ||||
General and administrative | 642 | 243 | 1,170 | 399 |
Research and development | 1,453 | 547 | 2,443 | 968 |
Amortization of intangible assets | 166 | 166 | 332 | 332 |
Total operating expenses | 2,261 | 956 | 3,945 | 1,699 |
Other income (expense): | ||||
Interest income | 3 | 3 | ||
Total other income, net | 3 | 3 | ||
Loss from operations, before income taxes | (2,258) | (956) | (3,942) | (1,699) |
Income tax benefit | 357 | 656 | ||
Net loss | $ (2,258) | $ (599) | $ (3,942) | $ (1,043) |
Net loss per common share - basic and diluted | $ (0.23) | $ (0.08) | $ (0.45) | $ (0.14) |
Weighted average number of common shares outstanding - basic and diluted | 9,791 | 7,565 | 8,678 | 7,565 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (3,942) | $ (1,043) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation of equipment | 46 | 20 |
Amortization of intangible assets | 332 | 332 |
Stock-based compensation | 389 | 161 |
Deferred income taxes | (656) | |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (293) | (25) |
Deferred offering costs | (213) | |
Accounts payable | 71 | 118 |
Accrued expenses | (141) | 93 |
Deferred grant revenue | (39) | |
Net cash used in operating activities | (3,751) | (1,039) |
Cash flows from investing activities: | ||
Purchase of equipment | (61) | (34) |
Purchase of investments | (495) | |
Net cash used in investing activities | (556) | (34) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock from initial public offering, net of issuance costs | 20,915 | |
Net cash provided by financing activities | 20,915 | |
Net increase (decrease) in cash | 16,608 | (1,073) |
Cash and cash equivalents at beginning of period | 3,606 | 7,009 |
Cash and cash equivalents at end of period | 20,214 | $ 5,936 |
Supplemental disclosure of noncash investing and financing activities: | ||
Reclassification of deferred offering costs to additional paid-in capital upon initial public offering | $ 560 |
Description Of The Business
Description Of The Business | 6 Months Ended |
Jun. 30, 2016 | |
Description Of The Business [Abstract] | |
Description Of The Business | 1. Description of the Business Pulse Biosciences, Inc. is a medical technology company developing a proprietary non-thermal tissue treatment platform based on Nano-Pulse Electro-Signaling, or NPES, for biomedical applications. The Company is currently conducting research and development activities in pursuit of multiple commercial applications of its technology, but has not yet commercialized or recognized revenue from any of its potential applications. Pulse Biosciences, Inc. incorporated in Nevada on May 19, 2014 under the name Electroblate, Inc . Electroblate, Inc. changed its name to Pulse Biosciences, Inc. effective December 8, 2015. The Company’s corporate office and research facility are located in Burlingame, California. Initial Public Offering On May 13, 2016, the Company’s registration statement on Form S-1 (File No. 333-208694), as amended (the “Registration Statement”), relating to its initial public offering (“IPO”) was declared effective by the Securities and Exchange Commission (“SEC”) and closed on May 23, 2016, whereby the Company sold 5,000,000 shares of common stock at a price of $4.00 per share. The shares began trading on the NASDAQ Capital Market under the trading symbol “PLSE” on May 18, 2016. O n June 21, 2016, the underwriters exercised their overallotment option to purchase an additional 749,846 shares of common stock at $4.00 per share, which transaction closed on June 21, 2016. The Company received net proceeds of approximately $20.4 million from the initial public offering, including proceeds from the underwriter overallotment option, net of underwriting discounts , commissions, and offering costs. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Summary Of Significant Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements (“Financial Statements”) have been prepared on a consistent basis with the Company’s December 31, 2015 audited consolidated financial statements and include all adjustments, consisting of only normal recurring adjustments, necessary to fairly state the information set forth herein. The Financial Statements have been prepared in accordance with the rules and regulations of the SEC and, as permitted by such rules and regulations, omit certain information and footnote disclosures necessary to present the financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). These Financial Statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2015 included in the Registration Statement. The results of operations for the six-month period ended June 30, 2016 are not necessarily indicative of the results to be expected for the entire year or any future periods. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes to the financial statements. Estimates include, but are not limited to, the valuation of cash equivalents and investments, the valuation and recognition of share-based compensation, the useful lives assigned to long-lived assets and the computation provisions for income taxes. Actual results could differ materially from these estimates. Significant Accounting Policies There have been no material changes to the Company’s significant accounting policies during the six-month period ended June 30, 2016, as compared to the significant accounting policies described in the Registration Statement. The policies described below are not changes but are accounting policies adopted as they became applicable to the Company. Fair Value of Financial Instruments The following table sets forth the fair value of the Company’s financial assets measured on a recurring basis as of June 30, 2016 and December 31, 2015, respectively (in thousands): June 30, 2016 December 31, 2015 Assets Classification Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Money market funds Cash and cash equivalents $ 20,006 $ — $ — $ 20,006 $ — $ — $ — $ — Commercial paper Investments — 495 — 495 — — — — Total assets measured at fair value $ 20,006 $ 495 $ — $ 20,501 $ — $ — $ — $ — The Company did not have any financial liabilities measured on a recurring basis as of June 30, 2016 or December 31, 2015. The Company classifies its investments in money market funds within Level 1 of the fair value hierarchy because they are valued using bank balances or quoted market prices. The Company classifies its Level 2 instruments based on market pricing and other observable inputs. The Company did not classify any of its investments within Level 3 of the fair value hierarchy. During the six-month period ended June 30, 2016, there were no transfers between Level 1, Level 2 or Level 3 assets or liabilities reported at fair value on a recurring basis and the valuation techniques used did not change compared to the Company’s established practice. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Investments The Company has designated all investments as available-for-sale and therefore, such investments are reported at fair value, with unrealized gains and losses recognized in accumulated other comprehensive income (loss) (“OCI”) in stockholders’ equity. The cost of marketable securities is adjusted for the amortization of premiums and discounts to expected maturity. Premium and discount amortization is included in other income, net. Realized gains and losses, as well as interest income, on available-for-sale securities are also included in other income, net. Unrealized gain at June 30, 2016 was immaterial. The cost of securities sold is based on the specific identification method. The Company includes all of its available-for-sale securities in current assets. All of the Company’s investments are subject to a periodic impairment review. The Company recognizes an impairment charge when a decline in the fair value of its investments below the cost basis is judged to be other-than-temporary. Factors considered in determining whether a loss is temporary include the length of time and extent to which the investments fair value has been less than the cost basis, the financial condition and near-term prospects of the investee, extent of the loss related to credit of the issuer, the expected cash flows from the security, the Company’s intent to sell the security and whether or not the Company will be required to sell the security before the recovery of its amortized cost. During the six-month period ended June 30, 2016, the Company did not recognize any impairment charges on its investments as it is more likely than not that the Company will recover their amortized cost basis upon sale or maturity. The Company did not hold investment securities at any time during the prior year. Recent Accounting Pronouncements During May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updates (“ASU”) No. 2014-09, Revenue from Contracts with Customers. This updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. In August 2015, the FASB issued an update to defer the effective date of this update by one year. This updated standard becomes effective for the Company in the first quarter of fiscal year 2018, but allows the Company to adopt the standard one year earlier if it so chooses. In March 2016, the FASB issued updates to this guidance to clarify the implementation guidance on principal versus agent considerations. In April 2016, the FASB issued guidance to clarify aspects related to identifying performance obligations and the licensing implementation guidance. The Company has not yet selected a transition method and is evaluating the effect that the updated standard will have on its Financial Statements and related disclosures. During February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which amends the existing accounting standards for leases. The new standard requires lessees to record a right-of-use asset and a corresponding lease liability on the balance sheet (with the exception of short-term leases). For lessees, leases will continue to be classified as either operating or financing in the income statement. This ASU becomes effective for the Company in the first quarter of fiscal year 2019 and early adoption is permitted. This ASU is required to be applied with a modified retrospective approach and requires application of the new standard at the beginning of the earliest comparative period presented. The Company generally does not finance purchases of equipment or other capital, but does lease its facilities. The Company is evaluating the effect that this ASU will have on its Financial Statements and related disclosures. During March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-based Payment Accounting. This ASU simplifies the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This ASU requires that excess tax benefits and deficiencies be recognized as income tax benefit or expense in the income statement. The Company currently plans to implement this ASU as required in the first quarter of fiscal year 2017. The Company is evaluating the effect that this ASU will have on its Financial Statements and related disclosures. During June 2016, the FASB issued ASU 2016-13, Financial Instruments — Measurement of Credit Losses on Financial Instruments , which requires measurement and recognition of expected credit losses for financial assets held. ASU 2016-13 is effective for the Company beginning January 1, 2020 and the Company is currently evaluating the impact that ASU 2016-13 will have on its consolidated financial statements. Net Loss per Share The following outstanding common stock options and warrants to purchase common stock were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect: Six-Month Periods Ended June 30, 2016 2015 Common stock warrants 874,610 299,625 Common stock options 1,020,568 390,883 Total 1,895,178 690,508 |
Equipment
Equipment | 6 Months Ended |
Jun. 30, 2016 | |
Equipment [Abstract] | |
Equipment | 3 . Equipment Equipment consisted of the following (in thousands): June 30, December 31, 2016 2015 Laboratory equipment $ 406 $ 356 Software 20 10 Furniture, fixtures, and equipment 21 20 447 386 Less: Accumulated depreciation (103) (57) $ 344 $ 329 Depreciation expense was $24,000 an d $10,000 for the three-month periods ended June 30, 2016 and 2015 , respectively. Depreciation expense was $46,000 and $20,000 for the six-month periods ended June 30, 2016 and 2015, respectively. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2016 | |
Intangible Assets [Abstract] | |
Intangible Assets | 4 . Intangible Assets Intangible assets consisted of the following (in thousands): June 30, December 31, 2016 2015 Acquired technology $ 4,200 $ 4,200 License 3,785 3,785 7,985 7,985 Less: Accumulated amortization (1,109) (777) $ 6,876 $ 7,208 |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2016 | |
Accrued Expenses [Abstract] | |
Accrued Expenses | 5 . Accrued Expenses Accrued expenses consisted of the following (in thousands): June 30, December 31, 2016 2015 Compensation expense $ 138 $ 34 Offering costs 10 240 Professional fees 109 84 Other — 40 $ 257 $ 398 |
Stockholders' Equity And Stock-
Stockholders' Equity And Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity And Stock-Based Compensation [Abstract] | |
Stockholders' Equity And Stock-Based Compensation | 6 . Stockholders’ Equity and Stock-Based Compensation Equity Plans As of June 30, 2016, the Company had one active equity compensation plan, the 2015 Stock Incentive Plan (the “2015 Plan”). The following table summarizes stock option activity for the Company’s 2015 Plan for the six-month period ended June 30, 2016 (in thousands, except per share amounts): Stock Options Outstanding Weighted Weighted average Number average remaining life of shares exercise price (in years) Balances — December 31, 2015 875 $ 3.51 7.77 Options granted 171 4.12 Options exercised — — Options canceled (6) 4.00 Options expired (19) 2.67 Balances — June 30, 2016 1,021 $ 3.63 7.76 Exercisable 142 Stock-based Compensation During the three-month period ended June 30, 2016, in connection with the closing of the Company’s initial public offering, the Company issued warrants as compensation to the underwriters of the Company’s initial public offering to purchase a total 574,985 shares of the Company’s Common Stock at a price of $5.00 per share. The warrants become exercisable 180 days after issuance and are exercisable for a period of five years. The value of the warrants totaled $1,443,000 valued at the date of grant using the Black-Scholes Option Pricing Model and was recorded as part of the costs of the initial public offering as additional paid-in capital. Total stock-based compensation expense consisted of the following (in thousands): Three-Month Periods Ended Six-Month Periods Ended June 30, June 30, 2016 2015 2016 2015 General and administrative $ 147 $ 107 $ 295 $ 161 Research and development 49 — 94 — Total stock-based compensation expense $ 196 $ 107 $ 389 $ 161 The Company estimated the fair value of employee stock options on the grant date using the Black-Scholes option pricing model . The estimated fair value of employee stock options is amortized on a straight-line basis over the requisite service period of the awards. The fair value of employee stock options was estimated using the following weighted average assumptions: Three-Month Periods Ended June 30, Six-Month Periods Ended June 30, 2016 2015 2016 2015 Expected term in years 6.1 3.6 6.1 3.6 Expected volatility 80% 89% 80% 89% Risk-free interest rate 1.31% 1.18% 1.39% 0.94% Dividend yield — — — — |
Research Grants And Agreements
Research Grants And Agreements | 6 Months Ended |
Jun. 30, 2016 | |
Research Grants And Agreements [Abstract] | |
Research Grants And Agreements | 7 . Research Grants and Agreements Research Grants The Company’s subsidiary, BioElectromed (“BEM”) was acquired by Pulse Biosciences, Inc. on November 6, 2014 . BEM ha d been funded by grants from the National Cancer Institute of the National Institutes of Health (the “NIH”), including grants from the NIH Small Business Innovation Research (“SBIR”) Program, to conduct research and develop devices that will provide health benefits utilizing bioelectric technology. At the time of acquisition, BEM had an active research grant under the SBIR Program for a project entitled “EndoPulse System for Endoscopic Ultrasound-Guided Therapy of Pancreatic Carcinoma”. The research project was scheduled to be completed on August 31, 2014, but was extended to August 31, 2015 and completed during the year ended D ecember 31, 2015. During the six -month period ended June , 2015, the Company received research grant funding of $340,000 that was recorded as an offset to research and development expenses. The Company has not subsequently receiv ed additional grants . Sponsored Research Agreement The Company entered into a Sponsored Research Agreement (“SRA”) with the Old Dominion University Research Foundation (“ODURF”) during 2014 pursuant to which the Company sponsors research activities performed by ODURF’s Frank Reidy Center. ODURF is compensated by the Company for its conduct of each study in accordance with the budget and payment terms set forth in the applicable task order. During the first quarter of 2015 the Company agreed to sponsor $1.2 million in research during the subsequent 12 -month period to be funded through monthly payments made upon ODURF certifying, to the Company’s reasonable satisfaction, that ODURF has met its obligations pursuant to the specified task order and statement of work. The principal investigator may transfer funds with the budget as needed without the Company’s approval so long as the obligations of ODURF under the task order and statement of work remain unchanged and unimpaired. During April 2016, the Company agreed to sponsor additional research under the SRA for the period April 2016 through March 2017 totaling $1.0 million. During the three-month periods ended June 30, 2016 and 2015, the Company paid and incurred costs relating to the SRA equal to $250,000 and $245,000 , res pectively, relating to the amount agreed to during 2015. During the six-month periods ended June 30, 2016 and 2015, the Company paid and incurred costs relating to the SRA equal to $414,000 and $545,000 , respectively. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 8 . Related Party Transactions MDB Capital Group, LLC (“MDB”) provides investment banking, executive recruiting and intellectual property management services to the Company. The Company’s Chairman, Robert Levande, is a Senior Managing Director of MDB. During the three and six-month periods ended June 30, 2016, the Company incurred non-financing related expenses charged by MDB of $45,000 and $100,000 , respectively, for services rendered with respect to intellectual property related services. In connection with the initial public offering, the underwriting syndicate lead by MDB received $1,800,000 in underwriting discounts, $160,000 in unaccountable expense reimbursement and warrants valued in aggregate of $1,443 ,000 . Gary Schuman, the Chief Financial Officer of MDB served as the acting Chief Financial Officer of the Company and was compensated at a monthly rate of $4,000 from November 1, 2014 to December 31, 2015 . Mr. Schuman’s compensation of $12,000 and $24,000 is reflec ted in general and administrative expenses for the three and six- month period s ended June 30 , 201 5 . At June 30, 2016 and December 31, 2015, $15,000 and $58,000 , respectively, was included in accounts payable to MDB for patent related services and their expenses incurred relating to the Company’s planned IPO, which were recorded as offering costs in shareholders’ equity and deferred offering costs, respectively. Information with respect to payments under the Company’s Sponsored Research Agreement with ODURF , a greater-than 10% shareholder, is described at Note 7 . |
Summary Of Significant Accoun14
Summary Of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Presentation | Basis of Presentation In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements (“Financial Statements”) have been prepared on a consistent basis with the Company’s December 31, 2015 audited consolidated financial statements and include all adjustments, consisting of only normal recurring adjustments, necessary to fairly state the information set forth herein. The Financial Statements have been prepared in accordance with the rules and regulations of the SEC and, as permitted by such rules and regulations, omit certain information and footnote disclosures necessary to present the financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). These Financial Statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2015 included in the Registration Statement. The results of operations for the six-month period ended June 30, 2016 are not necessarily indicative of the results to be expected for the entire year or any future periods. |
Use Of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes to the financial statements. Estimates include, but are not limited to, the valuation of cash equivalents and investments, the valuation and recognition of share-based compensation, the useful lives assigned to long-lived assets and the computation provisions for income taxes. Actual results could differ materially from these estimates. |
Significant Accounting Policies | Significant Accounting Policies There have been no material changes to the Company’s significant accounting policies during the six-month period ended June 30, 2016, as compared to the significant accounting policies described in the Registration Statement. The policies described below are not changes but are accounting policies adopted as they became applicable to the Company. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The following table sets forth the fair value of the Company’s financial assets measured on a recurring basis as of June 30, 2016 and December 31, 2015, respectively (in thousands): June 30, 2016 December 31, 2015 Assets Classification Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Money market funds Cash and cash equivalents $ 20,006 $ — $ — $ 20,006 $ — $ — $ — $ — Commercial paper Investments — 495 — 495 — — — — Total assets measured at fair value $ 20,006 $ 495 $ — $ 20,501 $ — $ — $ — $ — The Company did not have any financial liabilities measured on a recurring basis as of June 30, 2016 or December 31, 2015. The Company classifies its investments in money market funds within Level 1 of the fair value hierarchy because they are valued using bank balances or quoted market prices. The Company classifies its Level 2 instruments based on market pricing and other observable inputs. The Company did not classify any of its investments within Level 3 of the fair value hierarchy. During the six-month period ended June 30, 2016, there were no transfers between Level 1, Level 2 or Level 3 assets or liabilities reported at fair value on a recurring basis and the valuation techniques used did not change compared to the Company’s established practice. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. |
Investments | Investments The Company has designated all investments as available-for-sale and therefore, such investments are reported at fair value, with unrealized gains and losses recognized in accumulated other comprehensive income (loss) (“OCI”) in stockholders’ equity. The cost of marketable securities is adjusted for the amortization of premiums and discounts to expected maturity. Premium and discount amortization is included in other income, net. Realized gains and losses, as well as interest income, on available-for-sale securities are also included in other income, net. Unrealized gain at June 30, 2016 was immaterial. The cost of securities sold is based on the specific identification method. The Company includes all of its available-for-sale securities in current assets. All of the Company’s investments are subject to a periodic impairment review. The Company recognizes an impairment charge when a decline in the fair value of its investments below the cost basis is judged to be other-than-temporary. Factors considered in determining whether a loss is temporary include the length of time and extent to which the investments fair value has been less than the cost basis, the financial condition and near-term prospects of the investee, extent of the loss related to credit of the issuer, the expected cash flows from the security, the Company’s intent to sell the security and whether or not the Company will be required to sell the security before the recovery of its amortized cost. During the six-month period ended June 30, 2016, the Company did not recognize any impairment charges on its investments as it is more likely than not that the Company will recover their amortized cost basis upon sale or maturity. The Company did not hold investment securities at any time during the prior year. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements During May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updates (“ASU”) No. 2014-09, Revenue from Contracts with Customers. This updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. In August 2015, the FASB issued an update to defer the effective date of this update by one year. This updated standard becomes effective for the Company in the first quarter of fiscal year 2018, but allows the Company to adopt the standard one year earlier if it so chooses. In March 2016, the FASB issued updates to this guidance to clarify the implementation guidance on principal versus agent considerations. In April 2016, the FASB issued guidance to clarify aspects related to identifying performance obligations and the licensing implementation guidance. The Company has not yet selected a transition method and is evaluating the effect that the updated standard will have on its Financial Statements and related disclosures. During February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which amends the existing accounting standards for leases. The new standard requires lessees to record a right-of-use asset and a corresponding lease liability on the balance sheet (with the exception of short-term leases). For lessees, leases will continue to be classified as either operating or financing in the income statement. This ASU becomes effective for the Company in the first quarter of fiscal year 2019 and early adoption is permitted. This ASU is required to be applied with a modified retrospective approach and requires application of the new standard at the beginning of the earliest comparative period presented. The Company generally does not finance purchases of equipment or other capital, but does lease its facilities. The Company is evaluating the effect that this ASU will have on its Financial Statements and related disclosures. During March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-based Payment Accounting. This ASU simplifies the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This ASU requires that excess tax benefits and deficiencies be recognized as income tax benefit or expense in the income statement. The Company currently plans to implement this ASU as required in the first quarter of fiscal year 2017. The Company is evaluating the effect that this ASU will have on its Financial Statements and related disclosures. During June 2016, the FASB issued ASU 2016-13, Financial Instruments — Measurement of Credit Losses on Financial Instruments , which requires measurement and recognition of expected credit losses for financial assets held. ASU 2016-13 is effective for the Company beginning January 1, 2020 and the Company is currently evaluating the impact that ASU 2016-13 will have on its consolidated financial statements. |
Net Loss Per Share | Net Loss per Share The following outstanding common stock options and warrants to purchase common stock were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect: Six-Month Periods Ended June 30, 2016 2015 Common stock warrants 874,610 299,625 Common stock options 1,020,568 390,883 Total 1,895,178 690,508 |
Summary Of Significant Accoun15
Summary Of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Summary Of Significant Accounting Policies [Abstract] | |
Fair Value Of Financial Assets Measured On A Recurring Basis | June 30, 2016 December 31, 2015 Assets Classification Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Money market funds Cash and cash equivalents $ 20,006 $ — $ — $ 20,006 $ — $ — $ — $ — Commercial paper Investments — 495 — 495 — — — — Total assets measured at fair value $ 20,006 $ 495 $ — $ 20,501 $ — $ — $ — $ — |
Anti-Dilutive Shares Excluded From Computation Of Diluted Net Loss Per Share | Six-Month Periods Ended June 30, 2016 2015 Common stock warrants 874,610 299,625 Common stock options 1,020,568 390,883 Total 1,895,178 690,508 |
Equipment (Tables)
Equipment (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Equipment [Abstract] | |
Equipment | June 30, December 31, 2016 2015 Laboratory equipment $ 406 $ 356 Software 20 10 Furniture, fixtures, and equipment 21 20 447 386 Less: Accumulated depreciation (103) (57) $ 344 $ 329 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Intangible Assets [Abstract] | |
Intangible Assets | June 30, December 31, 2016 2015 Acquired technology $ 4,200 $ 4,200 License 3,785 3,785 7,985 7,985 Less: Accumulated amortization (1,109) (777) $ 6,876 $ 7,208 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Accrued Expenses [Abstract] | |
Accrued Expenses | June 30, December 31, 2016 2015 Compensation expense $ 138 $ 34 Offering costs 10 240 Professional fees 109 84 Other — 40 $ 257 $ 398 |
Stockholders' Equity And Stoc19
Stockholders' Equity And Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity And Stock-Based Compensation [Abstract] | |
Summary Of Stock Option Activity | Stock Options Outstanding Weighted Weighted average Number average remaining life of shares exercise price (in years) Balances — December 31, 2015 875 $ 3.51 7.77 Options granted 171 4.12 Options exercised — — Options canceled (6) 4.00 Options expired (19) 2.67 Balances — June 30, 2016 1,021 $ 3.63 7.76 Exercisable 142 |
Total Stock-Based Compensation Expense | Three-Month Periods Ended Six-Month Periods Ended June 30, June 30, 2016 2015 2016 2015 General and administrative $ 147 $ 107 $ 295 $ 161 Research and development 49 — 94 — Total stock-based compensation expense $ 196 $ 107 $ 389 $ 161 |
Schedule Of Fair Value Of Employee Stock Options | Three-Month Periods Ended June 30, Six-Month Periods Ended June 30, 2016 2015 2016 2015 Expected term in years 6.1 3.6 6.1 3.6 Expected volatility 80% 89% 80% 89% Risk-free interest rate 1.31% 1.18% 1.39% 0.94% Dividend yield — — — — |
Description Of The Business (Na
Description Of The Business (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 21, 2016 | Jun. 21, 2016 | May 23, 2016 | Jun. 30, 2016 |
Subsidiary, Sale of Stock [Line Items] | ||||
Incorporation state | Nevada | |||
Incorporation date | May 19, 2014 | |||
Proceeds from issuance of common stock | $ 20.4 | |||
Initial Public Offering [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares sold | 5,000,000 | |||
Price per share | $ 4 | |||
Overallotment Option [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares sold | 749,846 | |||
Price per share | $ 4 | $ 4 |
Summary Of Significant Accoun21
Summary Of Significant Accounting Policies (Narrative) (Details) $ in Thousands | Jun. 30, 2016USD ($) |
Summary Of Significant Accounting Policies [Abstract] | |
Transfers between level 1, 2, or 3 | $ 0 |
Summary Of Significant Accoun22
Summary Of Significant Accounting Policies (Fair Value Of Financial Assets Measured On A Recurring Basis) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
ASSETS | ||
Total assets measured at fair value | $ 20,501 | |
Liabilities | ||
Total liabilities measured at fair value | 0 | $ 0 |
Cash and cash equivalents [Member] | Money market funds [Member] | ||
ASSETS | ||
Total cash and cash equivalents | 20,006 | |
Investments [Member] | Commercial paper [Member] | ||
ASSETS | ||
Total investments | 495 | |
Level 1 [Member] | ||
ASSETS | ||
Total assets measured at fair value | 20,006 | |
Level 1 [Member] | Cash and cash equivalents [Member] | Money market funds [Member] | ||
ASSETS | ||
Total cash and cash equivalents | 20,006 | |
Level 2 [Member] | ||
ASSETS | ||
Total assets measured at fair value | 495 | |
Level 2 [Member] | Investments [Member] | Commercial paper [Member] | ||
ASSETS | ||
Total investments | $ 495 |
Summary Of Significant Accoun23
Summary Of Significant Accounting Policies (Anti-Dilutive Shares Excluded From Computation Of Diluted Net Loss Per Share) (Details) - shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 1,895,178 | 690,508 |
Common Stock Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 874,610 | 299,625 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 1,020,568 | 390,883 |
Equipment (Details)
Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||||
Equipment, gross | $ 447 | $ 447 | $ 386 | ||
Less: Accumulated depreciation | (103) | (103) | (57) | ||
Equipment, net | 344 | 344 | 329 | ||
Depreciation expense | 24 | $ 10 | 46 | $ 20 | |
Laboratory Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Equipment, gross | 406 | 406 | 356 | ||
Software [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Equipment, gross | 20 | 20 | 10 | ||
Furniture, Fixtures, And Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Equipment, gross | $ 21 | $ 21 | $ 20 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 7,985 | $ 7,985 |
Less: Accumulated amortization | (1,109) | (777) |
Intangible assets, net | 6,876 | 7,208 |
Acquired Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 4,200 | 4,200 |
License [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 3,785 | $ 3,785 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Accrued Expenses [Abstract] | ||
Compensation expense | $ 138 | $ 34 |
Offering costs | 10 | 240 |
Professional fees | 109 | 84 |
Other | 40 | |
Accrued expenses | $ 257 | $ 398 |
Stockholders' Equity And Stoc27
Stockholders' Equity And Stock-Based Compensation (Narrative) (Details) | 6 Months Ended | |
Jun. 30, 2016USD ($)item$ / sharesshares | May 23, 2016$ / shares | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Number of equity compensation plans | item | 1 | |
Initial Public Offering [Member] | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Price per share | $ 4 | |
Stock Options [Member] | Common Stock Warrants [Member] | Initial Public Offering [Member] | Underwriters [Member] | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Number of shares of common stock called by issuance of warrants, outstanding | shares | 574,985 | |
Price per share | $ 5 | |
Period the warrants are exercisable after issuance | 180 days | |
Exercisable period of warrants or rights | 5 years | |
Value of warrants | $ | $ 1,443,000 |
Stockholders' Equity And Share-
Stockholders' Equity And Share-Based Compensation (Summary Of Stock Option Activity) (Details) - Stock Options [Member] - $ / shares shares in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Balances — December 31, 2015, Number of shares | 875 | |
Options granted, Number of shares | 171 | |
Options exercised, Number of shares | ||
Options canceled, Number of shares | (6) | |
Options expired, Number of shares | (19) | |
Balances — June 30, 2016, Number of shares | 1,021 | 875 |
Exercisable, Number of shares | 142 | |
Balances — December 31, 2015, Weighted average exercise price per share | $ 3.51 | |
Options granted, Weighted average exercise price per share | 4.12 | |
Options exercised, Weighted average exercise price per share | ||
Options canceled, Weighted average exercise price per share | 4 | |
Options expired, Weighted average exercise price per share | 2.67 | |
Balances — June 30, 2016, Weighted average exercise price per share | $ 3.63 | $ 3.51 |
Weighted average remaining life | 7 years 9 months 4 days | 7 years 9 months 7 days |
Stockholders' Equity And Stoc29
Stockholders' Equity And Stock-Based Compensation (Total Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Total stock-based compensation expense | $ 196 | $ 107 | $ 389 | $ 161 |
General And Administrative [Member] | ||||
Total stock-based compensation expense | 147 | $ 107 | 295 | $ 161 |
Research And Development [Member] | ||||
Total stock-based compensation expense | $ 49 | $ 94 |
Stockholders' Equity And Stoc30
Stockholders' Equity And Stock-Based Compensation (Schedule Of Fair Value Of Employee Stock Options) (Details) - Stock Options [Member] | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term in years | 6 years 1 month 6 days | 3 years 7 months 6 days | 6 years 1 month 6 days | 3 years 7 months 6 days |
Expected volatility | 80.00% | 89.00% | 80.00% | 89.00% |
Risk-free interest rate | 1.31% | 1.18% | 1.39% | 0.94% |
Dividend yield |
Research Grants And Agreements
Research Grants And Agreements (Narrative) (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Apr. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Jun. 30, 2016USD ($)item | Jun. 30, 2015USD ($) | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Research and development | $ 1,453 | $ 547 | $ 2,443 | $ 968 | ||
Sponsored Research Agreement ("SRA") [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Research and development | $ 250 | $ 245 | $ 414 | 545 | ||
BEM [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Research grant funding | $ 340 | |||||
Number of additional grants | item | 0 | |||||
ODURF [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Period of time for Sponsored Research Agreement ("SRA") | 12 months | |||||
ODURF [Member] | Sponsored Research Agreement ("SRA") [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Research and development | $ 1,000 | $ 1,200 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 14 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Research and development | $ 1,453 | $ 547 | $ 2,443 | $ 968 | |
ODURF [Member] | Minimum [Member] | |||||
Related Party Transaction [Line Items] | |||||
Ownership percentage | 10.00% | 10.00% | |||
MDB Capital Group, LLC [Member] | Initial Public Offering [Member] | |||||
Related Party Transaction [Line Items] | |||||
Underwriting discounts | $ 1,800 | ||||
Unaccountable expense reimbursement | 160 | ||||
Value of warrants | $ 1,443 | 1,443 | |||
Accounts payable for expenses related to IPO | 15 | 15 | $ 58 | ||
MDB Capital Group, LLC [Member] | Chief Financial Officer [Member] | |||||
Related Party Transaction [Line Items] | |||||
Officers compensation, monthly | $ 4 | ||||
Officer compensation | $ 12 | $ 24 | |||
Intellectual Property Related Services [Member] | MDB Capital Group, LLC [Member] | |||||
Related Party Transaction [Line Items] | |||||
Research and development | $ 45 | $ 100 |