Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 01, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Checkpoint Therapeutics, Inc. | |
Entity Central Index Key | 1,651,407 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 7,000,000 | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 18,507,878 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 23,418 | $ 35,086 |
Prepaid expenses and other assets | 1,892 | 71 |
Other receivables - related party | 350 | 821 |
Total current assets | 25,660 | 35,978 |
Total Assets | 25,660 | 35,978 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 5,347 | 3,355 |
Accounts payable and accrued expenses - related party | 496 | 318 |
Total current liabilities | 5,843 | 3,673 |
Total Liabilities | 5,843 | 3,673 |
Commitments and Contingencies | ||
Stockholders' Equity | ||
Common Stock Value | 2 | 2 |
Common stock issuable, 0 and 721,699 shares as of September 30, 2017 and December 31, 2016, respectively | 0 | 3,919 |
Additional paid-in capital | 72,926 | 64,736 |
Accumulated deficit | (53,112) | (36,353) |
Total Stockholders’ Equity | 19,817 | 32,305 |
Total Liabilities and Stockholders’ Equity | 25,660 | 35,978 |
Common Class A [Member] | ||
Stockholders' Equity | ||
Common Stock Value | 1 | 1 |
Total Stockholders’ Equity | $ 1 | $ 1 |
Condensed Balance Sheets _Paren
Condensed Balance Sheets [Parenthetical] - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Common Stock, Shares, Issued | 18,368,575 | 17,426,876 |
Common Stock, Shares, Outstanding | 18,368,575 | 17,426,876 |
Common Stock, Shares Subscribed but Unissued | 0 | 721,699 |
Common Class A [Member] | ||
Common Stock, Shares Authorized | 15,000,000 | |
Common Stock, Shares, Issued | 7,000,000 | 7,000,000 |
Common Stock, Shares, Outstanding | 7,000,000 | 7,000,000 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenue - related party | $ 349 | $ 546 | $ 1,393 | $ 2,072 |
Operating expenses: | ||||
Research and development | 4,955 | 4,713 | 14,165 | 12,524 |
General and administrative | 1,344 | 972 | 4,064 | 3,377 |
Total operating expenses | 6,299 | 5,685 | 18,229 | 15,901 |
Loss from operations | (5,950) | (5,139) | (16,836) | (13,829) |
Other income (expense) | ||||
Interest income | 22 | 11 | 77 | 35 |
Interest expense and debt amortization | 0 | 0 | 0 | (344) |
Total other income (expense) | 22 | 11 | 77 | (309) |
Net Loss | $ (5,928) | $ (5,128) | $ (16,759) | $ (14,138) |
Loss per Share: | ||||
Basic and diluted net loss per common share outstanding (in dollars per share) | $ (0.26) | $ (0.24) | $ (0.74) | $ (0.66) |
Basic and diluted weighted average number of common shares outstanding (in shares) | 22,801,229 | 21,798,280 | 22,533,315 | 21,435,202 |
Condensed Statement of Stockhol
Condensed Statement of Stockholders' Equity - 9 months ended Sep. 30, 2017 - USD ($) $ in Thousands | Total | Class A Common Shares [Member] | Common Shares [Member] | Common Shares Issuable [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Balances at Dec. 31, 2016 | $ 32,305 | $ 1 | $ 2 | $ 3,919 | $ 64,736 | $ (36,353) |
Balances (in shares) at Dec. 31, 2016 | 7,000,000 | 17,426,876 | ||||
Stock-based compensation expense | 4,271 | $ 0 | $ 0 | 0 | 4,271 | 0 |
Stock-based compensation expense (in shares) | 0 | 220,000 | ||||
Issuance of common shares - Founders Agreement | 0 | $ 0 | $ 0 | (3,919) | 3,919 | 0 |
Issuance of common shares - Founders Agreement (in shares) | 0 | 721,699 | ||||
Net loss | (16,759) | $ 0 | $ 0 | 0 | 0 | (16,759) |
Balances at Sep. 30, 2017 | $ 19,817 | $ 1 | $ 2 | $ 0 | $ 72,926 | $ (53,112) |
Balances (in shares) at Sep. 30, 2017 | 7,000,000 | 18,368,575 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (16,759) | $ (14,138) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 4,271 | 2,651 |
Issuance of common shares - Founders Agreement | 0 | 14 |
Amortization of debt discount | 0 | 324 |
Research and development-licenses acquired, expensed | 400 | 3,060 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | (1,821) | 147 |
Other receivables - related party | 471 | (509) |
Accounts payable and accrued expenses | 2,170 | 2,669 |
Net cash used in operating activities | (11,268) | (5,782) |
Cash Flows from Investing Activities: | ||
Purchase of research and development licenses | (400) | (3,060) |
Net cash used in investing activities | (400) | (3,060) |
Cash Flows from Financing Activities: | ||
Payment of note payable | 0 | (2,792) |
Proceeds from issuance of common stock | 0 | 570 |
Net cash used in financing activities | 0 | (2,222) |
Net decrease in cash and cash equivalents | (11,668) | (11,064) |
Cash and cash equivalents at beginning of period | 35,086 | 50,418 |
Cash and cash equivalents at end of period | 23,418 | 39,354 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 0 | 20 |
Supplemental disclosure of noncash investing and financing activities: | ||
Issuance of common shares - Founders Agreement | $ 3,919 | $ 3,024 |
Organization and Description of
Organization and Description of Business Operations | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | Note 1 - Organization and Description of Business Operations Checkpoint Therapeutics, Inc. (the “Company” or “Checkpoint”) was incorporated in Delaware on November 10, 2014. Checkpoint is a clinical-stage, immuno-oncology biopharmaceutical company focused on the acquisition, development and commercialization of novel, non-chemotherapy, immune-enhanced combination treatments for patients with solid tumor cancers. The Company may acquire rights to these technologies by licensing the rights or otherwise acquiring an ownership interest in the technologies, funding their research and development and eventually either out-licensing or bringing the technologies to market. The Company may also enter into collaboration agreements with third and related parties including sponsored research agreements to develop these technologies for liquid tumors while retaining the rights in solid tumors. The Company is a majority controlled subsidiary of Fortress Biotech, Inc. (“Fortress”). The Company’s common stock is listed on the NASDAQ Capital Market and trades under the symbol “CKPT.” Liquidity and Capital Resources The Company has incurred substantial operating losses since its inception, and expects to continue to incur significant operating losses for the foreseeable future and may never become profitable. As of September 30, 2017, the Company had an accumulated deficit of $ 53.1 The Company expects to continue to use the proceeds from previous financing transactions primarily for general corporate purposes, which may include financing the Company’s growth, developing new or existing product candidates, and funding capital expenditures, acquisitions and investments. The Company currently anticipates that its cash and cash equivalents balances at September 30, 2017, are sufficient to fund its anticipated operating cash requirements for approximately the next 12 months. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Note 2 - Significant Accounting Policies The accompanying unaudited interim condensed financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the unaudited interim condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. They may not include all of the information and footnotes required by GAAP for complete financial statements. Therefore, these financial statements should be read in conjunction with the Company's audited financial statements and notes thereto for the year ended December 31, 2016. The results of operations for any interim periods are not necessarily indicative of the results that may be expected for the entire fiscal year or any other interim period. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. Other receivables consist of amounts due to the Company for reimbursement costs from TG Therapeutics, Inc. (“TGTX”), a related party, and are recorded at the invoiced amount (see Note 3). Research and development costs are expensed as incurred. Advance payments for goods and services that will be used in future research and development activities are expensed when the activity has been performed or when the goods have been received rather than when the payment is made. Upfront and milestone payments due to third parties that perform research and development services on the Company’s behalf will be expensed as services are rendered or when the milestone is achieved. Research and development costs primarily consist of personnel related expenses, including salaries, benefits, travel, and other related expenses, stock-based compensation, payments made to third parties for license and milestone costs related to in-licensed products and technology, payments made to third party contract research organizations for preclinical and clinical studies, investigative sites for clinical trials, consultants, the cost of acquiring and manufacturing clinical trial materials, costs associated with regulatory filings, laboratory costs and other supplies. In accordance with Accounting Standards Codification (“ASC”) 730-10-25-1, Research and Development Under the Founder’s Agreement with Checkpoint dated March 17, 2015 and amended and restated on July 11, 2016, Fortress is entitled to an annual fee on each anniversary of the Agreement equal to 2.5 The Company records the Annual Equity Fee in connection with the Founders Agreement with Fortress as contingent consideration. Contingent consideration is recorded when probable and reasonably estimable. The Company’s future share prices and shares outstanding cannot be estimated prior to the issuance of the Annual Equity Fee due to the nature of its assets and the Company’s stage of development. Due to these uncertainties, the Company has concluded that it is unable to reasonably estimate the contingent consideration until shares are actually issued on March 17 of each year. Because the issuance of shares on March 17, 2017 occurred prior to the issuance of the December 31, 2016 financial statements, the Company recorded approximately $ 3.9 In October 2017, the Founder’s Agreement was amended to change the issuance date of the Annual Equity Fee from the anniversary date of the Agreement to January 1 of each year beginning in 2018. The Annual Equity Fee payable on January 1, 2018 will be prorated such that it will only be payable for the portion of 2017 between March 17, 2017 and December 31, 2017. The Company expenses stock-based compensation to employees and board members over the requisite service period based on the estimated grant-date fair value of the awards. Stock-based awards with graded-vesting schedules are recognized on a straight-line basis over the requisite service period for each separately vesting portion of the award. For stock-based compensation awards to non-employees, the Company re-measures the fair value of the non-employee awards at each reporting period prior to vesting and finally at the vesting date of the award. Changes in the estimated fair value of these non-employee awards are recognized as stock-based compensation expense in the period of change. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. All stock-based compensation costs are recorded in general and administrative or research and development costs in the statements of operations based upon the underlying individual’s role at the Company. The Company follows the accounting guidance in ASC 820 for its fair value measurements of financial assets and liabilities measured at fair value on a recurring basis. Under this accounting guidance, fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. The accounting guidance requires fair value measurements be classified and disclosed in one of the following three categories: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs other than Level 1 prices, for similar assets or liabilities that are directly or indirectly observable in the marketplace. Level 3: Unobservable inputs which are supported by little or no market activity and that are financial instruments whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Collaborative Arrangements The Company is paid by TGTX, a related party, a share of the cost of the license, development and future milestone payments that are payable under the agreements as described in Note 3. The gross amount of these payments are reported as revenue in the accompanying Condensed Statements of Operations. The Company acts as a principal, bears credit risk, obtains subcontractors and may perform part of the services required in the transactions. Consistent with ASC 605-45-15 these payments are treated as revenue to the Company. The actual expenses creating the payments by TGTX are reflected as research and development expenses. The Company recognizes revenue for the performance of services or the shipment of products when each of the following four criteria is met: (i) persuasive evidence of an arrangement exists; (ii) products are delivered or as services are rendered; (iii) the sales price is fixed or determinable; and (iv) collectability is reasonably assured. The Company follows ASC 605-25, Revenue Recognition - Multiple-Element Arrangements Collaborative Arrangements ASC 605-25 provides guidance relating to the separability of deliverables included in an arrangement into different units of accounting and the allocation of arrangement consideration to the units of accounting. The evaluation of multiple-element arrangements requires management to make judgments about (i) the identification of deliverables, (ii) whether such deliverables are separable from the other aspects of the contractual relationship, (iii) the estimated selling price of each deliverable, and (iv) the expected period of performance for each deliverable. To determine the units of accounting under a multiple-element arrangement, management evaluates certain separation criteria, including whether the deliverables have stand-alone value, based on the relevant facts and circumstances for each arrangement. Management then estimates the selling price for each unit of accounting and allocates the arrangement consideration to each unit utilizing the relative selling price method. The allocated consideration for each unit of accounting is recognized over the related obligation period in accordance with the applicable revenue recognition criteria. If there are deliverables in an arrangement that are not separable from other aspects of the contractual relationship, they are treated as a combined unit of accounting, with the allocated revenue for the combined unit recognized in a manner consistent with the revenue recognition applicable to the final deliverable in the combined unit. Payments received prior to satisfying the relevant revenue recognition criteria are recorded as deferred revenue in the Condensed Balance Sheet and recognized as revenue in the Condensed Statements of Operations when the related revenue recognition criteria are met. See Note 3 for a description of the Company’s collaborative arrangements. Revenue Recognition - Milestone Method The Company follows ASC 605-28, Revenue Recognition-Milestone Method Net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Since dividends are declared, paid and set aside among the holders of shares of common stock and Class A common stock pro-rata on an as-if-converted basis, the two-class method of computing net loss per share is not required. September 30, 2017 2016 Warrants (Note 5) 4,331,106 4,331,106 Stock Options (Note 5) 60,000 - Unvested restricted stock (Note 5) 2,542,125 2,222,375 Total 6,933,231 6,553,481 In May 2017, the FASB issued ASU 2017-09, CompensationStock Compensation (Topic 718): Scope of Modification Accounting In January 2017, the issued an 2017-01, “ Business Combinations (Topic 805) Clarifying the Definition of a Business In March 2016, the FASB issued ASU No. 2016-09, “Compensation-Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”) In March 2016, the FASB issued ASU No. 2016-08, “ Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations adopting this standard In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), an updated standard on revenue recognition. ASU 2014-09 provides enhancements to the quality and consistency of how revenue is reported by companies while also improving comparability in the financial statements of companies reporting using International Financial Reporting Standards or GAAP. The main purpose of the new standard is for companies to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which a company expects to be entitled in exchange for those goods or services. The new standard also will result in enhanced disclosures about revenue, provide guidance for transactions that were not previously addressed comprehensively and improve guidance for multiple-element arrangements. In July 2015, the FASB voted to approve a one-year deferral of the effective date of ASU 2014-09, which will now be effective for the Company in the first quarter of fiscal year 2018 and may be applied on a full retrospective or modified retrospective approach. The Company is continuing to assess the impact of the new guidance on its accounting policies and procedures and is evaluating the new requirements as applied to existing revenue contracts. While this assessment is still in progress, the Company believes the most significant potential impact will relate to the timing of collaboration revenues, where the recognition of variable consideration such as milestone payments may be accelerated. In conjunction with its continuing assessment of the impact of the new guidance, the Company is also evaluating its method of adoption and reviewing its internal controls over financial reporting to ensure that information required to implement the new standard is appropriately captured and recorded. The Company will implement any changes required to facilitate adoption of the new guidance beginning in the first quarter of fiscal year 2018. In addition, the Company continues to monitor additional changes, modifications, or clarifications undertaken by the FASB or others, which may impact our current conclusions. |
License Agreements
License Agreements | 9 Months Ended |
Sep. 30, 2017 | |
Licenses Acquired [Abstract] | |
Licenses Acquired [Text Block] | Note 3 - License Agreements Dana-Farber Cancer Institute In March 2015, the Company entered into an exclusive license agreement with Dana-Farber Cancer Institute (“Dana Farber”) to develop a portfolio of fully human immuno-oncology targeted antibodies. Under the terms of the agreement, the Company paid Dana-Farber an up-front licensing fee of $ 1.0 500,000 32,500 0.065 5 10 136,830 0.6 21.5 60.0 In October 2017 the Company dosed the first patient in a Phase 1 clinical study of its anti-PD-LI antibody, CK-301. In connection with the license agreement with Dana-Farber, the Company entered into a collaboration agreement with TGTX, a related party, to develop and commercialize the anti-PD-L1 and anti-GITR antibody research programs in the field of hematological malignancies, while the Company retains the right to develop and commercialize these antibodies in the field of solid tumors. Michael Weiss, Chairman of the Board of Directors of Checkpoint and Fortress’ Executive Vice Chairman, Strategic Development, is also the Executive Chairman, President and Chief Executive Officer and a stockholder of TGTX. Under the terms of the collaboration agreement, TGTX paid the Company $ 0.5 21.5 7.0 14.5 60.0 46,000 0 84,000 20,000 NeuPharma, Inc. In March 2015, Fortress entered into an exclusive license agreement with NeuPharma to develop and commercialize novel irreversible, 3rd generation EGFR inhibitors, including CK-101, on a worldwide basis other than certain Asian countries. On the same date, Fortress assigned all of its right and interest in the EGFR inhibitors to the Company. Under the terms of the license agreement, the Company paid NeuPharma an up-front licensing fee of $ 1.0 40.0 22.5 40.0 In September 2016, the Company dosed the first patient in a Phase 1/2 clinical study of CK-101, which is currently ongoing as of September 30, 2017. In connection with the license agreement with NeuPharma, in March 2015, Fortress entered into an option agreement with TGTX, a related party, which agreement was assigned to the Company by Fortress on the same date, for a global collaboration of certain compounds licensed. The option agreement will expire on December 31, 2017, unless both parties agree to extend the option period. Also in connection with the license agreement with NeuPharma, the Company entered into a Sponsored Research Agreement with NeuPharma for certain research and development activities. Effective January 11, 2016, TGTX agreed to assume all costs associated with this Sponsored Research Agreement and paid the Company for all amounts previously paid by the Company. This assumption of costs by TGTX survives any termination or expiration of the option agreement. For the three months ended September 30, 2017 and 2016, the Company recognized approximately $ 122,000 251,000 519,000 732,000 Teva Pharmaceutical Industries Ltd. (through its subsidiary, Cephalon, Inc.) In December 2015, Fortress entered into a license agreement with Teva Pharmaceutical Industries Ltd. through its subsidiary, Cephalon, Inc. (“Cephalon”). This agreement was assigned to the Company by Fortress on the same date. Under the terms of the license agreement, Checkpoint obtained an exclusive, worldwide license to Cephalon’s patents relating to CEP-8983 and its small molecule prodrug, CEP-9722, a PARP inhibitor, which the Company now refers to as CK-102. The Company paid Cephalon an up-front licensing fee of $ 0.5 220.0 206.5 Jubilant Biosys Limited In May 2016, the Company entered into a license agreement with Jubilant Biosys Limited (“Jubilant”), whereby the Company obtained an exclusive, worldwide license to Jubilant’s family of patents covering compounds that inhibit BRD4, a member of the BET domain for cancer treatment, including CK-103. Under the terms of the agreement, the Company paid Jubilant an up-front licensing fee of $ 2.0 0.4 88.5 59.5 89.0 In connection with the license agreement with Jubilant, the Company entered into a sublicense agreement with TGTX, a related party, to develop and commercialize the compounds licensed in the field of hematological malignancies, while the Company retains the right to develop and commercialize these compounds in the field of solid tumors. Michael Weiss, Chairman of the Board of Directors of Checkpoint and Fortress’ Executive Vice Chairman, Strategic Development, is also the Executive Chairman, President and Chief Executive Officer and a stockholder of TGTX. Under the terms of the Sublicense Agreement, TGTX paid the Company $ 1.0 87.2 25.5 61.7 89.0 50 182,000 295,000 791,000 1.3 |
Related Party Agreements
Related Party Agreements | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 4 - Related Party Agreements Founders Agreement and Management Services Agreement with Fortress Effective March 17, 2015, the Company entered into a Founders Agreement with Fortress, which was amended and restated on July 11, 2016 (the “Founders Agreement”). The Founders Agreement provides that in exchange for the time and capital expended in the formation of Checkpoint and the identification of specific assets the acquisition of which resulted in the formation of a viable emerging growth life science company, the Company assumed $ 2.8 (i) issue annually to Fortress, on the anniversary date of the Founders Agreement, shares of common stock equal to two and one-half percent (2.5%) of the fully-diluted outstanding equity of Checkpoint at the time of issuance; (ii) pay an equity fee in shares of common stock, payable within five (5) business days of the closing of any equity or debt financing for Checkpoint or any of its respective subsidiaries that occurs after the effective date of the Founders Agreement and ending on the date when Fortress no longer has majority voting control in Checkpoint’s voting equity, equal to two and one-half percent (2.5%) of the gross amount of any such equity or debt financing; and (iii) pay a cash fee equal to four and one half percent (4.5%) of Checkpoint’s annual net sales, payable on an annual basis, within ninety (90) days of the end of each calendar year. In the event of a change in control (as it is defined in the Founders Agreement), Checkpoint will pay a one-time change in control fee equal to five times (5x) the product of (i) monthly net sales for the twelve (12) months immediately preceding the change in control and (ii) four and one-half percent (4.5%). In October 2017, the Founder’s Agreement was further amended to change the issuance date of the Annual Equity Fee from the anniversary date of the Agreement to January 1 of each year beginning in 2018. The Annual Equity Fee payable on January 1, 2018 will be prorated such that it will only be payable for the portion of 2017 between March 17, 2017 and December 31, 2017. Effective March 17, 2015, the Company entered into a Management Services Agreement (the “MSA”) with Fortress. Pursuant to the terms of the MSA, for a period of five (5) years, Fortress will render advisory and consulting services to the Company. Services provided under the MSA may include, without limitation, (i) advice and assistance concerning any and all aspects of Checkpoint’s operations, clinical trials, financial planning and strategic transactions and financings and (ii) conducting relations on behalf of the Company with accountants, attorneys, financial advisors and other professionals (collectively, the “Services”). The Company is obligated to utilize clinical research services, medical education, communication and marketing services and investor relations/public relation services of companies or individuals designated by Fortress, provided those services are offered at market prices. However, the Company is not obligated to take or act upon any advice rendered from Fortress and Fortress shall not be liable for any of the Company’s actions or inactions based upon their advice. Fortress and its affiliates, including all members of its Board of Directors, have been contractually exempt from fiduciary duties to the Company relating to corporate opportunities. In consideration for the Services, the Company will pay Fortress an annual consulting fee of $ 0.5 1.0 100 125,000 375,000 Caribe BioAdvisors, LLC In December 2016, the Company entered into an advisory agreement effective January 1, 2017 with Caribe BioAdvisors, LLC (“Caribe”), owned by Michael Weiss, to provide the advisory services of Mr. Weiss as Chairman of the Board. Pursuant to the agreement, Caribe will be paid an annual cash fee of $ 60,000 20,000 5,000 50,000 5,000 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity and Share-based Payments [Text Block] | Note 5 - Stockholders’ Equity Common Stock The Company is authorized to issue 50,000,000 0.0001 15,000,000 7,000,000 Pursuant to the Founders Agreement, the Company issued 721,699 2.5 Equity Incentive Plan The Company has in effect the Amended and Restated 2015 Incentive Plan (“2015 Incentive Plan’). The 2015 Incentive Plan was adopted in March 2015 by our stockholders. Under the 2015 Incentive Plan, the compensation committee of the Company’s board of directors is authorized to grant stock-based awards to directors, officers, employees and consultants. An amendment to the 2015 Incentive Plan was approved by stockholders in June 2017 to increase the shares available for issuance to 5,000,000 10 As of September 30, 2017, 3,101,000 Restricted Stock In March 2015, the Company issued a restricted stock grant to Dr. Wayne Marasco for services in connection with its Scientific Advisory Board. Dr. Marasco was issued a grant for 1.5 25 48 0.3 0.4 2.6 1.6 Certain employees and directors have been awarded restricted stock under the 2015 Incentive Plan. The Company incurred approximately $ 0.5 0.3 1.3 1.0 0.1 20,000 0.2 20,000 Number of Units Weighted Average Grant Date Nonvested at December 31, 2016 2,533,063 $ 2.93 Granted 220,000 7.59 Vested (210,938) 0.07 Nonvested at September 30, 2017 2,542,125 $ 3.57 As of September 30, 2017, there was $ 3.5 1.4 333,334 Stock Options Stock Options Weighted Average Weighted Average Remaining Outstanding as of December 31, 2016 60,000 $ 5.43 9.96 Granted - - Outstanding as of September 30, 2017 60,000 $ 5.43 9.34 Upon the exercise of stock options, the Company will issue new shares of its common stock. Warrants Warrants Weighted Average Exercise Price Weighted Average Remaining Outstanding as of December 31, 2016 4,331,106 $ 6.62 4.67 Granted - - Outstanding as of September 30, 2017 4,331,106 $ 6.62 3.92 Upon the exercise of warrants, the Company will issue new shares of its common stock. Stock-Based Compensation For the three months ended For the nine months ended 2017 2016 2017 2016 Research and development $ 446 $ 411 $ 2,798 $ 1,635 General and administrative 464 349 1,473 1,016 Total stock-based compensation expense $ 910 $ 760 $ 4,271 $ 2,651 |
Significant Accounting Polici12
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited interim condensed financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the unaudited interim condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. They may not include all of the information and footnotes required by GAAP for complete financial statements. Therefore, these financial statements should be read in conjunction with the Company's audited financial statements and notes thereto for the year ended December 31, 2016. The results of operations for any interim periods are not necessarily indicative of the results that may be expected for the entire fiscal year or any other interim period. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. |
Receivables, Policy [Policy Text Block] | Other Receivables - Related Party Other receivables consist of amounts due to the Company for reimbursement costs from TG Therapeutics, Inc. (“TGTX”), a related party, and are recorded at the invoiced amount (see Note 3). |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Costs Research and development costs are expensed as incurred. Advance payments for goods and services that will be used in future research and development activities are expensed when the activity has been performed or when the goods have been received rather than when the payment is made. Upfront and milestone payments due to third parties that perform research and development services on the Company’s behalf will be expensed as services are rendered or when the milestone is achieved. Research and development costs primarily consist of personnel related expenses, including salaries, benefits, travel, and other related expenses, stock-based compensation, payments made to third parties for license and milestone costs related to in-licensed products and technology, payments made to third party contract research organizations for preclinical and clinical studies, investigative sites for clinical trials, consultants, the cost of acquiring and manufacturing clinical trial materials, costs associated with regulatory filings, laboratory costs and other supplies. In accordance with Accounting Standards Codification (“ASC”) 730-10-25-1, Research and Development |
Equity Method Investments, Policy [Policy Text Block] | Annual Equity Fee Under the Founder’s Agreement with Checkpoint dated March 17, 2015 and amended and restated on July 11, 2016, Fortress is entitled to an annual fee on each anniversary of the Agreement equal to 2.5 The Company records the Annual Equity Fee in connection with the Founders Agreement with Fortress as contingent consideration. Contingent consideration is recorded when probable and reasonably estimable. The Company’s future share prices and shares outstanding cannot be estimated prior to the issuance of the Annual Equity Fee due to the nature of its assets and the Company’s stage of development. Due to these uncertainties, the Company has concluded that it is unable to reasonably estimate the contingent consideration until shares are actually issued on March 17 of each year. Because the issuance of shares on March 17, 2017 occurred prior to the issuance of the December 31, 2016 financial statements, the Company recorded approximately $ 3.9 In October 2017, the Founder’s Agreement was amended to change the issuance date of the Annual Equity Fee from the anniversary date of the Agreement to January 1 of each year beginning in 2018. The Annual Equity Fee payable on January 1, 2018 will be prorated such that it will only be payable for the portion of 2017 between March 17, 2017 and December 31, 2017. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation Expenses The Company expenses stock-based compensation to employees and board members over the requisite service period based on the estimated grant-date fair value of the awards. Stock-based awards with graded-vesting schedules are recognized on a straight-line basis over the requisite service period for each separately vesting portion of the award. For stock-based compensation awards to non-employees, the Company re-measures the fair value of the non-employee awards at each reporting period prior to vesting and finally at the vesting date of the award. Changes in the estimated fair value of these non-employee awards are recognized as stock-based compensation expense in the period of change. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. All stock-based compensation costs are recorded in general and administrative or research and development costs in the statements of operations based upon the underlying individual’s role at the Company. |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurement The Company follows the accounting guidance in ASC 820 for its fair value measurements of financial assets and liabilities measured at fair value on a recurring basis. Under this accounting guidance, fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. The accounting guidance requires fair value measurements be classified and disclosed in one of the following three categories: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs other than Level 1 prices, for similar assets or liabilities that are directly or indirectly observable in the marketplace. Level 3: Unobservable inputs which are supported by little or no market activity and that are financial instruments whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Collaborative Arrangements The Company is paid by TGTX, a related party, a share of the cost of the license, development and future milestone payments that are payable under the agreements as described in Note 3. The gross amount of these payments are reported as revenue in the accompanying Condensed Statements of Operations. The Company acts as a principal, bears credit risk, obtains subcontractors and may perform part of the services required in the transactions. Consistent with ASC 605-45-15 these payments are treated as revenue to the Company. The actual expenses creating the payments by TGTX are reflected as research and development expenses. The Company recognizes revenue for the performance of services or the shipment of products when each of the following four criteria is met: (i) persuasive evidence of an arrangement exists; (ii) products are delivered or as services are rendered; (iii) the sales price is fixed or determinable; and (iv) collectability is reasonably assured. The Company follows ASC 605-25, Revenue Recognition - Multiple-Element Arrangements Collaborative Arrangements ASC 605-25 provides guidance relating to the separability of deliverables included in an arrangement into different units of accounting and the allocation of arrangement consideration to the units of accounting. The evaluation of multiple-element arrangements requires management to make judgments about (i) the identification of deliverables, (ii) whether such deliverables are separable from the other aspects of the contractual relationship, (iii) the estimated selling price of each deliverable, and (iv) the expected period of performance for each deliverable. To determine the units of accounting under a multiple-element arrangement, management evaluates certain separation criteria, including whether the deliverables have stand-alone value, based on the relevant facts and circumstances for each arrangement. Management then estimates the selling price for each unit of accounting and allocates the arrangement consideration to each unit utilizing the relative selling price method. The allocated consideration for each unit of accounting is recognized over the related obligation period in accordance with the applicable revenue recognition criteria. If there are deliverables in an arrangement that are not separable from other aspects of the contractual relationship, they are treated as a combined unit of accounting, with the allocated revenue for the combined unit recognized in a manner consistent with the revenue recognition applicable to the final deliverable in the combined unit. Payments received prior to satisfying the relevant revenue recognition criteria are recorded as deferred revenue in the Condensed Balance Sheet and recognized as revenue in the Condensed Statements of Operations when the related revenue recognition criteria are met. See Note 3 for a description of the Company’s collaborative arrangements. Revenue Recognition - Milestone Method The Company follows ASC 605-28, Revenue Recognition-Milestone Method |
Earnings Per Share, Policy [Policy Text Block] | Net Loss per Share Net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Since dividends are declared, paid and set aside among the holders of shares of common stock and Class A common stock pro-rata on an as-if-converted basis, the two-class method of computing net loss per share is not required. September 30, 2017 2016 Warrants (Note 5) 4,331,106 4,331,106 Stock Options (Note 5) 60,000 - Unvested restricted stock (Note 5) 2,542,125 2,222,375 Total 6,933,231 6,553,481 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Standards In May 2017, the FASB issued ASU 2017-09, CompensationStock Compensation (Topic 718): Scope of Modification Accounting In January 2017, the issued an 2017-01, “ Business Combinations (Topic 805) Clarifying the Definition of a Business In March 2016, the FASB issued ASU No. 2016-09, “Compensation-Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”) In March 2016, the FASB issued ASU No. 2016-08, “ Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations adopting this standard In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), an updated standard on revenue recognition. ASU 2014-09 provides enhancements to the quality and consistency of how revenue is reported by companies while also improving comparability in the financial statements of companies reporting using International Financial Reporting Standards or GAAP. The main purpose of the new standard is for companies to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which a company expects to be entitled in exchange for those goods or services. The new standard also will result in enhanced disclosures about revenue, provide guidance for transactions that were not previously addressed comprehensively and improve guidance for multiple-element arrangements. In July 2015, the FASB voted to approve a one-year deferral of the effective date of ASU 2014-09, which will now be effective for the Company in the first quarter of fiscal year 2018 and may be applied on a full retrospective or modified retrospective approach. The Company is continuing to assess the impact of the new guidance on its accounting policies and procedures and is evaluating the new requirements as applied to existing revenue contracts. While this assessment is still in progress, the Company believes the most significant potential impact will relate to the timing of collaboration revenues, where the recognition of variable consideration such as milestone payments may be accelerated. In conjunction with its continuing assessment of the impact of the new guidance, the Company is also evaluating its method of adoption and reviewing its internal controls over financial reporting to ensure that information required to implement the new standard is appropriately captured and recorded. The Company will implement any changes required to facilitate adoption of the new guidance beginning in the first quarter of fiscal year 2018. In addition, the Company continues to monitor additional changes, modifications, or clarifications undertaken by the FASB or others, which may impact our current conclusions. |
Significant Accounting Polici13
Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | The following table summarizes potentially dilutive securities outstanding at September 30, 2017 and 2016 that were excluded from the computation of diluted net loss per share, as they would be anti-dilutive: September 30, 2017 2016 Warrants (Note 5) 4,331,106 4,331,106 Stock Options (Note 5) 60,000 - Unvested restricted stock (Note 5) 2,542,125 2,222,375 Total 6,933,231 6,553,481 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Nonvested Restricted Stock Shares Activity [Table Text Block] | The following table summarizes restricted stock award activity for the nine months ended September 30, 2017: Number of Units Weighted Average Grant Date Nonvested at December 31, 2016 2,533,063 $ 2.93 Granted 220,000 7.59 Vested (210,938) 0.07 Nonvested at September 30, 2017 2,542,125 $ 3.57 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes stock option award activity for the nine months ended September 30, 2017: Stock Options Weighted Average Weighted Average Remaining Outstanding as of December 31, 2016 60,000 $ 5.43 9.96 Granted - - Outstanding as of September 30, 2017 60,000 $ 5.43 9.34 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | A summary of warrant activities for the nine months ended September 30, 2017 is presented below: Warrants Weighted Average Exercise Price Weighted Average Remaining Outstanding as of December 31, 2016 4,331,106 $ 6.62 4.67 Granted - - Outstanding as of September 30, 2017 4,331,106 $ 6.62 3.92 |
Schedule of Share-based Compensation, Activity [Table Text Block] | The following table summarizes stock-based compensation expense for the three and nine months ended September 30, 2017 and 2016 (in thousands). For the three months ended For the nine months ended 2017 2016 2017 2016 Research and development $ 446 $ 411 $ 2,798 $ 1,635 General and administrative 464 349 1,473 1,016 Total stock-based compensation expense $ 910 $ 760 $ 4,271 $ 2,651 |
Organization and Description 15
Organization and Description of Business Operations (Details Textual) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Retained Earnings (Accumulated Deficit) | $ (53,112) | $ (36,353) |
Significant Accounting Polici16
Significant Accounting Policies (Details) - shares | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,933,231 | 6,553,481 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,331,106 | 4,331,106 |
Stock Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 60,000 | 0 |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,542,125 | 2,222,375 |
Significant Accounting Polici17
Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | Mar. 17, 2015 | |
Founders Agreement Annual Equity Fee Percentage | 2.50% | ||
Stock Issued During Period, Value, Issued for Services | $ 0 | ||
Research and Development Expense [Member] | |||
Stock Issued During Period, Value, Issued for Services | $ 3,900 |
License Agreements (Details Tex
License Agreements (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2017 | May 31, 2016 | Sep. 30, 2015 | May 31, 2015 | Mar. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2015 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Stock Issued During Period, Value, Issued for Services | $ 0 | |||||||||
Proceeds from Issuance of Common Stock | 0 | $ 570,000 | ||||||||
Revenue from Related Parties | $ 349,000 | $ 546,000 | 1,393,000 | 2,072,000 | ||||||
Neupharma [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Payment Of Upfront Fees | $ 1,000,000 | |||||||||
Revenue from Related Parties | 122,000 | 251,000 | 519,000 | 732,000 | ||||||
Neupharma [Member] | Additional Sales Milestone [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 40,000,000 | 40,000,000 | ||||||||
Neupharma [Member] | Regulatory Approvals To Commercialize The Products [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 22,500,000 | 22,500,000 | ||||||||
Neupharma [Member] | Clinical Development and Regulatory Milestones [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 40,000,000 | 40,000,000 | ||||||||
Dana-Farber [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Shares Issued, Price Per Share | $ 0.065 | |||||||||
Stock Issued During Period, Shares, Issued for Services | 136,830 | 500,000 | ||||||||
Stock Issued During Period, Value, Issued for Services | $ 600,000 | $ 32,500 | ||||||||
Payment Of Upfront Fees | $ 1,000,000 | |||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 5.00% | |||||||||
Proceeds from Issuance of Common Stock | $ 10,000,000 | |||||||||
Dana-Farber [Member] | Clinical Development, Regulatory and First Commercial Sale Milestone [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 21,500,000 | 21,500,000 | ||||||||
Revenue Recognition Potential Milestone Payments | 21,500,000 | 21,500,000 | ||||||||
Dana-Farber [Member] | Additional Sales Milestone [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 60,000,000 | 60,000,000 | ||||||||
Revenue Recognition Potential Milestone Payments | 60,000,000 | 60,000,000 | ||||||||
Teva Pharmaceutical Industries Ltd [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Payment Of Upfront Fees | $ 500,000 | |||||||||
Teva Pharmaceutical Industries Ltd [Member] | Regulatory Approvals To Commercialize The Products [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 206,500,000 | 206,500,000 | ||||||||
Teva Pharmaceutical Industries Ltd [Member] | Clinical Development Regulatory Approval and Product Sales [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 220,000,000 | 220,000,000 | ||||||||
Jubilant Biosys Ltd [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Nonrefundable Milestone Received | $ 1,000,000 | |||||||||
Payment Of Upfront Fees | $ 2,000,000 | |||||||||
Research and Development Cost, Shared Percentage | 50.00% | |||||||||
Revenue from Related Parties | 182,000 | 295,000 | 791,000 | 1,300,000 | ||||||
Revenue Recognition Milestone Payment | $ 400,000 | |||||||||
Jubilant Biosys Ltd [Member] | Clinical Development Milestone [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 88,500,000 | 88,500,000 | ||||||||
Jubilant Biosys Ltd [Member] | Regulatory Approvals To Commercialize The Products [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 59,500,000 | 59,500,000 | ||||||||
Jubilant Biosys Ltd [Member] | Completion Of Three Clinical Development Milestones For Two Licensed Products [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Revenue Recognition Potential Milestone Payments | 25,500,000 | 25,500,000 | ||||||||
Jubilant Biosys Ltd [Member] | Five Regulatory Approvals And First Commercial Sales [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Revenue Recognition Potential Milestone Payments | 61,700,000 | 61,700,000 | ||||||||
Jubilant Biosys Ltd [Member] | Three Sales Milestones Based On Aggregate Net Sales [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Revenue Recognition Potential Milestone Payments | 89,000,000 | 89,000,000 | ||||||||
Jubilant Biosys Ltd [Member] | Clinical Development and Regulatory Milestones [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Revenue Recognition Potential Milestone Payments | 87,200,000 | 87,200,000 | ||||||||
Jubilant Biosys Ltd [Member] | Sales Milestones [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Maximum Potential Milestone Payments | 89,000,000 | 89,000,000 | ||||||||
Collaboration Agreement With TGTX [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Payment Of Upfront Licensing Fee | 500,000 | |||||||||
Revenue from Related Parties | 46,000 | $ 0 | 84,000 | $ 20,000 | ||||||
Collaboration Agreement With TGTX [Member] | Clinical Development Milestone [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Revenue Recognition Milestone Method, Payments Due | 7,000,000 | 7,000,000 | ||||||||
Collaboration Agreement With TGTX [Member] | Commercial Sales In Specified Territories [Member] | ||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||
Revenue Recognition Milestone Method, Payments Due | $ 14,500,000 | $ 14,500,000 |
Related Party Agreements (Detai
Related Party Agreements (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2016 | Mar. 17, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Related Party Transaction [Line Items] | ||||||
Agreement Description Terms | (i) issue annually to Fortress, on the anniversary date of the Founders Agreement, shares of common stock equal to two and one-half percent (2.5%) of the fully-diluted outstanding equity of Checkpoint at the time of issuance; (ii) pay an equity fee in shares of common stock, payable within five (5) business days of the closing of any equity or debt financing for Checkpoint or any of its respective subsidiaries that occurs after the effective date of the Founders Agreement and ending on the date when Fortress no longer has majority voting control in Checkpoints voting equity, equal to two and one-half percent (2.5%) of the gross amount of any such equity or debt financing; and (iii) pay a cash fee equal to four and one half percent (4.5%) of Checkpoints annual net sales, payable on an annual basis, within ninety (90) days of the end of each calendar year. In the event of a change in control (as it is defined in the Founders Agreement), Checkpoint will pay a one-time change in control fee equal to five times (5x) the product of (i) monthly net sales for the twelve (12) months immediately preceding the change in control and (ii) four and one-half percent (4.5%). | |||||
Management Services Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Annual Consulting Fee | $ 500,000 | |||||
Increase In Annual Consulting Fee | 1,000,000 | |||||
Excess In Net Assets Value | 100,000,000 | |||||
Costs and Expenses, Related Party | $ 125,000 | $ 125,000 | $ 375,000 | $ 375,000 | ||
Fortress Biotech, Inc [Member] | Founders Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Long-term Debt, Gross | $ 2,800,000 | |||||
Caribe Boiadvisors LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Costs and Expenses, Related Party | 20,000 | 50,000 | ||||
Annual Advisory Service Fee | $ 60,000 | |||||
Caribe Boiadvisors LLC [Member] | Equity Incentive Grant [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Costs and Expenses, Related Party | $ 5,000 | $ 5,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Restricted Stock [Member] | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested at December 31, 2016 | shares | 2,533,063 |
Number of Units, Granted | shares | 220,000 |
Number of Units, Vested | shares | (210,938) |
Nonvested at September 30, 2017 | shares | 2,542,125 |
Nonvested at December 31, 2016 | $ / shares | $ 2.93 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 7.59 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 0.07 |
Nonvested at September 30, 2017 | $ / shares | $ 3.57 |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) - Stock Option [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number Of Stock Options , Outstanding (Begining) | 60,000 | |
Number Of Stock Options , Granted | 0 | |
Number Of Stock Options , Outstanding (Endining) | 60,000 | 60,000 |
Weighted Average Exercise Price , Outstanding (Begining) | $ 5.43 | |
Weighted Average Exercise Price , Granted | 0 | |
Weighted Average Exercise Price , Outstanding (Endining) | $ 5.43 | $ 5.43 |
Weighted Average Remaining Contractual Life, Granted (in years) | 9 years 4 months 2 days | 9 years 11 months 16 days |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - Warrant [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Warrants, Outstanding | 4,331,106 | |
Number of Units, Granted | 0 | |
Number of Warrants, Outstanding | 4,331,106 | 4,331,106 |
Nonvested at December 31, 2016 | $ 6.62 | |
Weighted Average Exercise Price, Granted | 0 | |
Nonvested at September 30, 2017 | $ 6.62 | $ 6.62 |
Weighted Average Remaining Contractual Life, Outstanding (in years) | 3 years 11 months 1 day | 4 years 8 months 1 day |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Employee Benefits and Share-based Compensation | $ 910 | $ 760 | $ 4,271 | $ 2,651 |
Research and Development Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Employee Benefits and Share-based Compensation | 446 | 411 | 2,798 | 1,635 |
General and Administrative Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Employee Benefits and Share-based Compensation | $ 464 | $ 349 | $ 1,473 | $ 1,016 |
Stockholders' Equity (Details T
Stockholders' Equity (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common Stock, Shares Authorized | 50,000,000 | 50,000,000 | 50,000,000 | |||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common Stock, Shares, Issued | 18,368,575 | 18,368,575 | 17,426,876 | |||
Share-based Compensation | $ 4,271,000 | $ 2,651,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 3,500,000 | $ 3,500,000 | ||||
2015 Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,101,000 | 3,101,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 5,000,000 | 5,000,000 | ||||
Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 2,542,125 | 2,542,125 | 2,533,063 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 220,000 | |||||
Non-vested Resricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 4 months 24 days | |||||
Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 333,334 | 333,334 | ||||
Dr. Marasco [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 48 months | |||||
Percentage of award vested on first anniversary date | 25.00% | |||||
Dr. Marasco [Member] | Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,500,000 | |||||
General and Administrative Expense [Member] | Employees [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation | $ 500,000 | $ 300,000 | $ 1,300,000 | 1,000,000 | ||
Research and Development Expense [Member] | Grant [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation | 300,000 | 400,000 | 2,600,000 | 1,600,000 | ||
Research and Development Expense [Member] | Employees [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation | $ 100,000 | $ 20,000 | $ 200,000 | $ 20,000 | ||
Fortress Biotech, Inc [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock Issued During Period, Shares, New Issues | 721,699 | |||||
Equity Method Investment, Annual Equity Fee, Percentage | 2.50% | 2.50% | ||||
Common Class A [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common Stock, Shares Authorized | 15,000,000 | 15,000,000 | ||||
Common Stock, Shares, Issued | 7,000,000 | 7,000,000 | 7,000,000 |