Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 09, 2018 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Checkpoint Therapeutics, Inc. | |
Entity Central Index Key | 1,651,407 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | 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 | 25,015,088 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 34,863 | $ 19,225 |
Prepaid expenses and other assets | 1,222 | 1,857 |
Other receivables - related party | 344 | 331 |
Total current assets | 36,429 | 21,413 |
Total Assets | 36,429 | 21,413 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 7,000 | 5,762 |
Accounts payable and accrued expenses - related party | 530 | 610 |
Total current liabilities | 7,530 | 6,372 |
Total Liabilities | 7,530 | 6,372 |
Commitments and Contingencies | ||
Stockholders' Equity | ||
Common Stock Value | 3 | 2 |
Common stock issuable, 0 and 591,836 shares as of March 31, 2018 and December 31, 2017, respectively | 0 | 2,296 |
Additional paid-in capital | 96,690 | 71,772 |
Accumulated deficit | (67,795) | (59,030) |
Total Stockholders' Equity | 28,899 | 15,041 |
Total Liabilities and Stockholders' Equity | 36,429 | 21,413 |
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 | Mar. 31, 2018 | Dec. 31, 2017 |
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 | 25,015,088 | 18,512,429 |
Common Stock, Shares, Outstanding | 25,015,088 | 18,512,429 |
Common Stock, Shares Subscribed but Unissued | 0 | 591,836 |
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 | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenue - related party | $ 343 | $ 693 |
Operating expenses: | ||
Research and development | 6,932 | 3,704 |
General and administrative | 2,194 | 1,403 |
Total operating expenses | 9,126 | 5,107 |
Loss from operations | (8,783) | (4,414) |
Other income | ||
Interest income | 18 | 31 |
Total other income | 18 | 31 |
Net Loss | $ (8,765) | $ (4,383) |
Loss per Share: | ||
Basic and diluted net loss per common share outstanding | $ (0.35) | $ (0.2) |
Basic and diluted weighted average number of common shares outstanding | 24,751,550 | 22,059,409 |
Condensed Statement of Stockhol
Condensed Statement of Stockholders' Equity - 3 months ended Mar. 31, 2018 - USD ($) $ in Thousands | Total | Common Class A [Member] | Common Stock [Member] | Common Stock Issuable [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Balances at Dec. 31, 2017 | $ 15,041 | $ 1 | $ 2 | $ 2,296 | $ 71,772 | $ (59,030) |
Balances (in Shares) at Dec. 31, 2017 | 7,000,000 | 18,512,429 | ||||
Issuance of common shares for cash | 23,012 | $ 0 | $ 1 | 0 | 23,011 | 0 |
Issuance of common shares for cash (in Shares) | 0 | 5,290,000 | ||||
Offering costs | (2,167) | $ 0 | $ 0 | 0 | (2,167) | 0 |
Stock-based compensation expense | 1,137 | 0 | $ 0 | 0 | 1,137 | 0 |
Stock-based compensation expense (in Shares) | 475,000 | |||||
Issuance of common shares - Founders Agreement | 641 | 0 | $ 0 | (2,296) | 2,937 | 0 |
Issuance of common shares - Founders Agreement (in Shares) | 724,086 | |||||
Exercise of warrants | 0 | 0 | $ 0 | 0 | 0 | 0 |
Exercise of warrants (in Shares) | 13,573 | |||||
Net loss | (8,765) | 0 | $ 0 | 0 | 0 | (8,765) |
Balances at Mar. 31, 2018 | $ 28,899 | $ 1 | $ 3 | $ 0 | $ 96,690 | $ (67,795) |
Balances (in Shares) at Mar. 31, 2018 | 7,000,000 | 25,015,088 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (8,765) | $ (4,383) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 1,137 | 979 |
Issuance of common shares - Founders Agreement | 641 | 0 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | 635 | (147) |
Other receivables - related party | (13) | 128 |
Accounts payable and accrued expenses | 1,158 | 635 |
Net cash used in operating activities | (5,207) | (2,788) |
Cash Flows from Financing Activities: | ||
Proceeds from issuance of common stock, net of offering costs of $2,167 and $0, respectively | 20,845 | 0 |
Net cash provided by financing activities | 20,845 | 0 |
Net increase (decrease) in cash and cash equivalents | 15,638 | (2,788) |
Cash and cash equivalents at beginning of period | 19,225 | 35,086 |
Cash and cash equivalents at end of period | 34,863 | 32,298 |
Supplemental disclosure of noncash investing and financing activities: | ||
Issuance of common shares - Founders Agreement | $ 2,296 | $ 3,919 |
Condensed Statements of Cash F7
Condensed Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Payments of Stock Issuance Costs | $ 2,167 | $ 0 |
Organization and Description of
Organization and Description of Business Operations | 3 Months Ended |
Mar. 31, 2018 | |
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 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 March 31, 2018, the Company had an accumulated deficit of $ 67.8 In March 2018, the Company completed an underwritten public offering, whereby it sold 5,290,000 4.35 23.0 20.8 2.2 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 March 31, 2018 are sufficient to fund its anticipated operating cash requirements for approximately the next 15 to 18 months. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
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 and the instructions to Form 10-Q and Article 10 of Regulation S-X of the Exchange Act. 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, 2017, which were included in the Company’s Form 10-K, and filed with the SEC on March 16, 2018. 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 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 equity fee on each anniversary of the Agreement equal to 2.5 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 was prorated such that it was only paid for the portion of 2017 between March 17, 2017 and December 31, 2017. 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 January 1 of each year. Because the issuance of shares on January 1, 2018 occurred prior to the issuance of the December 31, 2017 financial statements, the Company recorded approximately $ 2.3 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 and forfeiture rates. The Company accounts for forfeitures as they occur. 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. The carrying amount of the Company’s financial instruments, including cash and cash equivalents and accounts payable approximate their fair values. Revenue from Contracts with Customers The Company recognizes revenue under ASC 606, Revenue from Contracts with Customers. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ⋅ Step 1: Identify the contract with the customer ⋅ Step 2: Identify the performance obligations in the contract ⋅ Step 3: Determine the transaction price ⋅ Step 4: Allocate the transaction price to the performance obligations in the contract ⋅ Step 5: Recognize revenue when the company satisfies a performance obligation In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: ⋅ The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct). ⋅ The entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties (for example, some sales taxes). The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: ⋅ Variable consideration ⋅ Constraining estimates of variable consideration ⋅ The existence of a significant financing component in the contract ⋅ Noncash consideration ⋅ Consideration payable to a customer Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. Revenue for a sales-based or usage-based royalty promised in exchange for a license of intellectual property is recognized only when (or as) the later of the following events occurs: a. The subsequent sale or usage occurs. b. The performance obligation to which some or all of the sales-based or usage-based royalty has been allocated has been satisfied (or partially satisfied). Incremental contract costs are expensed when incurred when the amortization period of the asset that would have been recognized is one year or less; otherwise, incremental contract costs are recognized as an asset and amortized over time as services are provided to a customer. 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. Diluted net loss per share does not reflect the effect of shares of common stock to be issued upon the exercise of stock options and warrants, as their inclusion would be anti-dilutive. The following table summarizes potentially dilutive securities outstanding at March 31, 2018 and 2017 that were excluded from the computation of diluted net loss per share, as they would be anti-dilutive: March 31, 2018 2017 Warrants (Note 5) 4,312,982 4,331,106 Stock Options (Note 5) 60,000 60,000 Unvested restricted stock (Note 5) 3,015,803 2,532,750 Total 7,388,785 6,923,856 Recently Adopted Accounting Standards In May 2017, the issued an ASU”) 2017-09, Compensation-Stock 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. 2016-08, “ Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations |
License Agreements
License Agreements | 3 Months Ended |
Mar. 31, 2018 | |
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 44,000 28,000 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 March 31, 2018. Under the terms of the license agreement with NeuPharma, the Company expensed a non-refundable milestone payment of $ 1.0 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, 2018, 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 March 31, 2018 and 2017, the Company recognized approximately $ 31,000 200,000 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 BET proteins such as BRD4, including CK-103. Under the terms of the agreement, the Company paid Jubilant an up-front licensing fee of $ 2.0 0.4 89.0 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 50 268,000 464,000 The collaborations with TGTX each contain single material performance obligations under Topic 606, which is the granting of a license that is functional intellectual property. The Company’s performance obligation was satisfied at the point in time when TGTX had the ability to use and benefit from the right to use the intellectual property. The performance obligations were satisfied prior to the adoption of Topic 606. The milestone payments are based on successful achievement of clinical development, regulatory, and sales milestones. Because these payments are contingent on the occurrence of a future event, they represent variable consideration and are constrained and included in the transaction price only when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The sales based royalty payments are recognized as revenue when the subsequent sales occur. The Company also receives variable consideration for certain research and development and patent maintenance related activities that are dependent upon the Company’s actual expenditures under the collaborations and are constrained and included in the transaction price only when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. Revenue is recognized approximately when the amounts become due because it relates to an already satisfied performance obligation. For the three months ended March 31, 2018, the Company did not receive any milestone or royalty payments. |
Related Party Agreements
Related Party Agreements | 3 Months Ended |
Mar. 31, 2018 | |
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 was prorated such that it was only paid 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 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 15,000 March 2018 Common Stock Offering National Securities Corporation acted as the sole underwriter in connection with the Company’s offering of common stock which closed on March 12, 2018. As of September 2016, an affiliate of Fortress holds a majority interest in the parent of National Securities Corporation and Checkpoint is a majority controlled subsidiary of Fortress. As a result, National Securities Corporation was deemed to have a “conflict of interest” under Rule 5121(f)(5) of FINRA. Accordingly, the offering was conducted in accordance with the applicable provisions of Rule 5121, which requires, among other things, that a “qualified independent underwriter” participate in the preparation of, and exercise the usual standards of “due diligence” with respect to, the registration statement and prospectus. Lake Street Capital Markets, LLC agreed to act as a “qualified independent underwriter” within the meaning of Rule 5121 in connection with the offering. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2018 | |
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 In November 2017, the Company filed a shelf registration statement on Form S-3 (the "S-3"), which was declared effective in December 2017. Under the S-3, the Company may sell up to a total of $ 100 3.0 During the three months ended March 31, 2018, the Company did not sell any shares of common stock under the ATM. Pursuant to the Founders Agreement, the Company issued 591,836 2.5 In March 2018, the Company completed an underwritten public offering, whereby it sold 5,290,000 4.35 23.0 20.8 2.2 Pursuant to the Founders Agreement, the Company issued to Fortress 2.5 132,250 641 The S-3 is currently the Company’s only active shelf registration statement. Subsequent to the underwritten public offering that was completed on March 12, 2018, approximately $ 77.0 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 March 31, 2018, 2,486,697 Restricted Stock Number of Units Weighted Average Nonvested at December 31, 2017 2,611,116 $ 3.89 Granted 475,000 4.00 Vested (70,313) 0.06 Nonvested at March 31, 2018 3,015,803 $ 4.00 As of March 31, 2018, there was $ 4.3 2.6 333,334 Stock Options Stock Options Weighted Average Weighted Average Outstanding as of December 31, 2017 60,000 $ 5.43 9.09 Granted - - Outstanding as of March 31, 2018 60,000 $ 5.43 8.84 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, 2017 4,326,555 $ 6.62 3.67 Exercised (13,573) - Outstanding as of March 31, 2018 4,312,982 $ 6.64 3.11 Upon the exercise of warrants, the Company will issue new shares of its common stock. Stock-Based Compensation For the three months ended March 31, 2018 2017 Research and development $ 680 $ 406 General and administrative 457 573 Total stock-based compensation expense $ 1,137 $ 979 |
Significant Accounting Polici13
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
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 and the instructions to Form 10-Q and Article 10 of Regulation S-X of the Exchange Act. 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, 2017, which were included in the Company’s Form 10-K, and filed with the SEC on March 16, 2018. 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 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 equity fee on each anniversary of the Agreement equal to 2.5 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 was prorated such that it was only paid for the portion of 2017 between March 17, 2017 and December 31, 2017. 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 January 1 of each year. Because the issuance of shares on January 1, 2018 occurred prior to the issuance of the December 31, 2017 financial statements, the Company recorded approximately $ 2.3 |
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 and forfeiture rates. The Company accounts for forfeitures as they occur. 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. The carrying amount of the Company’s financial instruments, including cash and cash equivalents and accounts payable approximate their fair values. |
Revenue Recognition, Policy [Policy Text Block] | Revenue from Contracts with Customers The Company recognizes revenue under ASC 606, Revenue from Contracts with Customers. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: · Step 1: Identify the contract with the customer · Step 2: Identify the performance obligations in the contract · Step 3: Determine the transaction price · Step 4: Allocate the transaction price to the performance obligations in the contract · Step 5: Recognize revenue when the company satisfies a performance obligation In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: · The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct). · The entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties (for example, some sales taxes). The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: · Variable consideration · Constraining estimates of variable consideration · The existence of a significant financing component in the contract · Noncash consideration · Consideration payable to a customer Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. Revenue for a sales-based or usage-based royalty promised in exchange for a license of intellectual property is recognized only when (or as) the later of the following events occurs: a. The subsequent sale or usage occurs. b. The performance obligation to which some or all of the sales-based or usage-based royalty has been allocated has been satisfied (or partially satisfied). Incremental contract costs are expensed when incurred when the amortization period of the asset that would have been recognized is one year or less; otherwise, incremental contract costs are recognized as an asset and amortized over time as services are provided to a customer. |
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. Diluted net loss per share does not reflect the effect of shares of common stock to be issued upon the exercise of stock options and warrants, as their inclusion would be anti-dilutive. The following table summarizes potentially dilutive securities outstanding at March 31, 2018 and 2017 that were excluded from the computation of diluted net loss per share, as they would be anti-dilutive: March 31, 2018 2017 Warrants (Note 5) 4,312,982 4,331,106 Stock Options (Note 5) 60,000 60,000 Unvested restricted stock (Note 5) 3,015,803 2,532,750 Total 7,388,785 6,923,856 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Standards In May 2017, the issued an ASU”) 2017-09, Compensation-Stock 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. 2016-08, “ Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations |
Significant Accounting Polici14
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 and 2017 that were excluded from the computation of diluted net loss per share, as they would be anti-dilutive: March 31, 2018 2017 Warrants (Note 5) 4,312,982 4,331,106 Stock Options (Note 5) 60,000 60,000 Unvested restricted stock (Note 5) 3,015,803 2,532,750 Total 7,388,785 6,923,856 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Nonvested Restricted Stock Shares Activity [Table Text Block] | The following table summarizes restricted stock award activity for the three months ended March 31, 2018: Number of Units Weighted Average Nonvested at December 31, 2017 2,611,116 $ 3.89 Granted 475,000 4.00 Vested (70,313) 0.06 Nonvested at March 31, 2018 3,015,803 $ 4.00 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes stock option award activity for the three months ended March 31, 2018: Stock Options Weighted Average Weighted Average Outstanding as of December 31, 2017 60,000 $ 5.43 9.09 Granted - - Outstanding as of March 31, 2018 60,000 $ 5.43 8.84 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | A summary of warrant activities for the three months ended March 31, 2018 is presented below: Warrants Weighted Average Exercise Price Weighted Average Remaining Outstanding as of December 31, 2017 4,326,555 $ 6.62 3.67 Exercised (13,573) - Outstanding as of March 31, 2018 4,312,982 $ 6.64 3.11 |
Schedule of Share-based Compensation, Activity [Table Text Block] | The following table summarizes stock-based compensation expense for the three months ended March 30, 2018 and 2017 (in thousands). For the three months ended March 31, 2018 2017 Research and development $ 680 $ 406 General and administrative 457 573 Total stock-based compensation expense $ 1,137 $ 979 |
Organization and Description 16
Organization and Description of Business Operations (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Retained Earnings (Accumulated Deficit) | $ (67,795) | $ (67,795) | $ (59,030) | |
Payments of Stock Issuance Costs | $ 2,167 | $ 0 | ||
Underwritten Public Offering [Member] | ||||
Stock Issued During Period, Shares, New Issues | 5,290,000 | |||
Shares Issued, Price Per Share | $ 4.35 | $ 4.35 | ||
Stock Issued During Period, Value, New Issues | $ 23,000 | |||
Proceeds from Issuance Underwritten Public Offering | 20,800 | |||
Payments of Stock Issuance Costs | $ 2,200 |
Significant Accounting Polici17
Significant Accounting Policies (Details) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 7,388,785 | 6,923,856 |
Warrants (Note 5) | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,312,982 | 4,331,106 |
Stock Options (Note 5) | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 60,000 | 60,000 |
Unvested restricted stock (Note 5) | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,015,803 | 2,532,750 |
Significant Accounting Polici18
Significant Accounting Policies (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 31, 2018 | Mar. 17, 2015 | |
Equity Method Investment, Annual Equity Fee, Percentage | 2.50% | 2.50% | |
Research and Development Expense [Member] | |||
Stock Issued During Period, Value, Issued for Services | $ 2.3 |
License Agreements (Details Tex
License Agreements (Details Textual) - USD ($) | May 11, 2015 | May 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 |
Neupharma [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Reimbursement Of Cost Recognized As Revenue | $ 31,000 | $ 200,000 | |||||||
Payment Of Upfront Licensing Fee | $ 1,000,000 | ||||||||
Payment For Non refundable Milestone payments | $ 1,000,000 | ||||||||
Neupharma [Member] | Additional Sales Milestone [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Maximum Potential Milestone Payments | 22,500,000 | ||||||||
Neupharma [Member] | Clinical Development Milestone [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Maximum Potential Milestone Payments | 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 | 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 | 500,000 | 136,830 | |||||||
Stock Issued During Period, Value, Issued for Services | $ 32,500 | $ 600,000 | |||||||
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] | First Commercial Sale Milestone [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Revenue Recognition Milestone Method, Payments Due | 21,500,000 | ||||||||
Maximum Potential Milestone Payments | 21,500,000 | ||||||||
Dana-Farber [Member] | Additional Sales Milestone [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Revenue Recognition Milestone Method, Payments Due | 60,000,000 | ||||||||
Maximum Potential Milestone Payments | 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] | Clinical Development Milestone [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Maximum Potential Milestone Payments | 220,000,000 | ||||||||
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 | ||||||||
Jubilant Biosys Ltd [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Payment of Upfront Fees | $ 2,000,000 | ||||||||
Revenue Recognition, Milestone Method, Revenue Recognized | $ 268,000 | 464,000 | |||||||
Research and Development Cost, Shared Percentage | 50.00% | ||||||||
Non-Refundable Milestone Payment | $ 400,000 | ||||||||
Jubilant Biosys Ltd [Member] | Clinical Development Milestone [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Revenue Recognition Milestone Method, Payments Due | $ 89,000,000 | ||||||||
Maximum Potential Milestone Payments | 89,000,000 | ||||||||
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 | ||||||||
Jubilant Biosys Ltd [Member] | Successful Achievement Of One Preclinical Milestone [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Revenue Recognition Milestone Method, Payments Due | 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] | |||||||||
Maximum Potential Milestone Payments | 61,700,000 | ||||||||
Jubilant Biosys Ltd [Member] | Sale Millstone [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Maximum Potential Milestone Payments | 89,000,000 | ||||||||
Jubilant Sublicense [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Revenue Recognition Milestone Method, Payments Due | 87,200,000 | ||||||||
Proceeds from Upfront Fees | $ 1,000,000 | ||||||||
Collaboration Agreement With TGTX [Member] | |||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||
Revenue Recognition, Milestone Method, Revenue Recognized | 44,000 | $ 28,000 | |||||||
Proceeds From Upfront Licensing Fee | $ 500,000 | ||||||||
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 | ||||||||
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 |
Related Party Agreements (Detai
Related Party Agreements (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Dec. 31, 2016 | Mar. 17, 2015 | Mar. 31, 2018 | Mar. 31, 2017 | |
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 | ||
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 | $ 15,000 | $ 15,000 | ||
Advisory Service Fee | $ 60,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Restricted Stock [Member] | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested at December 31, 2017 | shares | 2,611,116 |
Number of Units, Granted | shares | 475,000 |
Number of Units, Vested | shares | (70,313) |
Nonvested at March 31, 2018 | shares | 3,015,803 |
Nonvested at December 31, 2017 | $ / shares | $ 3.89 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 4 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 0.06 |
Nonvested at March 31, 2018 | $ / shares | $ 4 |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
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) | 8 years 10 months 2 days | 9 years 1 month 2 days |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - Warrant [Member] - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Warrants, Outstanding | 4,326,555 | |
Number of Warrants, Exercised | (13,573) | |
Number of Warrants, Outstanding | 4,312,982 | 4,326,555 |
Nonvested at December 31, 2017 | $ 6.62 | |
Weighted Average Grant Date Fair Value, Vested | 0 | |
Nonvested at March 31, 2018 | $ 6.64 | $ 6.62 |
Weighted Average Remaining Contractual Life, Outstanding (in years) | 3 years 1 month 10 days | 3 years 8 months 1 day |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Employee Benefits and Share-based Compensation | $ 1,137 | $ 979 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Employee Benefits and Share-based Compensation | 680 | 406 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Employee Benefits and Share-based Compensation | $ 457 | $ 573 |
Stockholders' Equity (Details T
Stockholders' Equity (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||||||
Mar. 31, 2018 | Jan. 02, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 12, 2018 | Dec. 31, 2017 | Nov. 30, 2017 | Mar. 17, 2015 | |
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 | 25,015,088 | 25,015,088 | 18,512,429 | |||||
Equity Method Investment, Annual Equity Fee, Percentage | 2.50% | 2.50% | 2.50% | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 4,300 | $ 4,300 | ||||||
Shelf Registration Statement, Maximum Authorized Securities | $ 100,000 | |||||||
Shelf Registration Statement, Remaining Authorized Securities | $ 77,000 | |||||||
Payments of Stock Issuance Costs | 2,167 | $ 0 | ||||||
Stock Issued During Period, Value, Common Shares For Services | $ 641 | |||||||
Agent [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Commission rate | 3.00% | 3.00% | ||||||
Underwritten Public Offering [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock Issued During Period, Value, New Issues | $ 23,000 | |||||||
Shares Issued, Price Per Share | $ 4.35 | $ 4.35 | ||||||
Stock Issued During Period, Shares, New Issues | 5,290,000 | |||||||
Proceeds from Issuance Underwritten Public Offering | $ 20,800 | |||||||
Payments of Stock Issuance Costs | $ 2,200 | |||||||
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 | 2,486,697 | 2,486,697 | ||||||
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 | ||||||
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 | 2 years 7 months 6 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 | ||||||
Fortress Biotech, Inc [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock Issued During Period, Shares, New Issues | 591,836 | |||||||
Equity Method Investment, Annual Equity Fee, Percentage | 2.50% | |||||||
Stock Issued During Period, Value, Common Shares For Services | $ 641 | |||||||
Stock Issued During Period, Shares, Common Shares For Services | 132,250 | |||||||
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 | |||||
Stock Issued During Period, Value, Common Shares For Services | $ 0 |