Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 07, 2019 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Sienna Biopharmaceuticals, Inc. | |
Trading Symbol | SNNA | |
Entity Central Index Key | 0001656328 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NASDAQ | |
Entity Shell Company | false | |
Entity Address, State or Province | CA | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Common Stock, Shares Outstanding | 30,907,542 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 11,332 | $ 48,526 |
Restricted cash | 213 | 181 |
Prepaid expenses and other current assets | 8,186 | 1,705 |
Total current assets | 19,731 | 50,412 |
Property and equipment, net | 180 | 311 |
Operating lease right-of-use asset | 81 | |
In-process research and development | 23,500 | 45,594 |
Goodwill | 10,989 | |
Total assets | 43,492 | 107,306 |
Current liabilities: | ||
Accounts payable | 187 | 2,792 |
Accrued personnel costs | 164 | 3,057 |
Other accrued expenses | 941 | 5,000 |
Contingent consideration, current portion | 13,500 | |
Total current liabilities | 1,292 | 24,349 |
Contingent consideration—net of current portion | 15,700 | |
Long-term debt, net | 30,125 | |
Deferred tax liability | 5,358 | 10,503 |
Other long-term liabilities | 48 | |
Total liabilities not subject to compromise | 6,650 | 80,725 |
Liabilities subject to compromise | 13,741 | |
Total liabilities | 20,391 | 80,725 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 10,000 shares authorized, no shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively | ||
Common stock, $0.0001 par value, 300,000 shares authorized, 30,908 and 21,177 shares issued and 30,765 and 20,870 outstanding at September 30, 2019 and December 31, 2018, respectively | ||
Additional paid-in capital | 209,818 | 182,750 |
Accumulated other comprehensive income | 1,303 | 3,199 |
Accumulated deficit | (188,020) | (159,368) |
Total stockholders' equity | 23,101 | 26,581 |
Total liabilities and stockholders' equity | $ 43,492 | $ 107,306 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 30,908,000 | 21,177,000 |
Common stock, shares outstanding | 30,765,000 | 20,870,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Operating expenses: | ||||
Research and development | $ 3,820 | $ 12,146 | $ 15,997 | $ 40,819 |
General and administrative | 5,021 | 5,138 | 12,110 | 14,310 |
(Gain) loss on remeasurement of contingent consideration | (33,500) | (700) | (29,200) | 1,600 |
Impairment of goodwill and in-process research and development | 30,695 | 30,695 | ||
Total operating expenses | 6,036 | 16,584 | 29,602 | 56,729 |
Loss from operations | (6,036) | (16,584) | (29,602) | (56,729) |
Reorganization items | (2,003) | (2,003) | ||
Other income (expense), net | (549) | (210) | (1,629) | 2,593 |
Net loss before income taxes | (8,588) | (16,794) | (33,234) | (54,136) |
Income tax benefit | 4,618 | 4,618 | ||
Net loss | (3,970) | (16,794) | (28,616) | (54,136) |
Other comprehensive income (loss): | ||||
Cumulative translation adjustment | (1,469) | (396) | (1,896) | (1,515) |
Comprehensive loss | $ (5,439) | $ (17,190) | $ (30,512) | $ (55,651) |
Per share information: | ||||
Net loss, basic and diluted | $ (0.13) | $ (0.82) | $ (1) | $ (2.66) |
Weighted average shares outstanding, basic and diluted | 30,726 | 20,473 | 28,584 | 20,331 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] |
Beginning Balance at Dec. 31, 2017 | $ 91,199 | $ 171,726 | $ 5,370 | $ (85,897) | |
Beginning Balance, Shares at Dec. 31, 2017 | 20,194 | ||||
Vesting of early exercised shares | 70 | 70 | |||
Vesting of early exercised shares, shares | 60 | ||||
Stock-based compensation expense | 901 | 901 | |||
Repurchase of early exercised shares | (18) | (18) | |||
Repurchase of early exercised shares, shares | (8) | ||||
Foreign currency translation adjustments | 1,374 | 1,374 | |||
Net loss | (17,103) | (17,103) | |||
Ending Balance at Mar. 31, 2018 | 76,423 | 172,679 | 6,744 | (103,000) | |
Ending Balance, Shares at Mar. 31, 2018 | 20,246 | ||||
Beginning Balance at Dec. 31, 2017 | 91,199 | 171,726 | 5,370 | (85,897) | |
Beginning Balance, Shares at Dec. 31, 2017 | 20,194 | ||||
Net loss | (54,136) | ||||
Ending Balance at Sep. 30, 2018 | 44,930 | 181,108 | 3,855 | (140,033) | |
Ending Balance, Shares at Sep. 30, 2018 | 20,756 | ||||
Beginning Balance at Dec. 31, 2017 | 91,199 | 171,726 | 5,370 | (85,897) | |
Beginning Balance, Shares at Dec. 31, 2017 | 20,194 | ||||
Ending Balance at Dec. 31, 2018 | 26,581 | 182,750 | 3,199 | (159,368) | |
Ending Balance, Shares at Dec. 31, 2018 | 20,870 | ||||
Beginning Balance at Mar. 31, 2018 | 76,423 | 172,679 | 6,744 | (103,000) | |
Beginning Balance, Shares at Mar. 31, 2018 | 20,246 | ||||
Vesting of early exercised shares | 54 | 54 | |||
Vesting of early exercised shares, shares | 52 | ||||
Stock-based compensation expense | 995 | 995 | |||
Issuance of common stock in connection with exercise of stock options | 407 | 407 | |||
Issuance of common stock in connection with exercise of stock options, shares | 37 | ||||
Shares issued pursuant to the employee stock purchase plan | 388 | 388 | |||
Shares issued pursuant to the employee stock purchase plan, shares | 30 | ||||
Foreign currency translation adjustments | (2,494) | (2,494) | |||
Net loss | (20,239) | (20,239) | |||
Ending Balance at Jun. 30, 2018 | 55,534 | 174,523 | 4,250 | (123,239) | |
Ending Balance, Shares at Jun. 30, 2018 | 20,365 | ||||
Vesting of early exercised shares | 53 | 53 | |||
Vesting of early exercised shares, shares | 51 | ||||
Stock-based compensation expense | 1,495 | 1,495 | |||
Issuance of new shares | 5,037 | 5,037 | |||
Issuance of new shares, shares | 340 | ||||
Foreign currency translation adjustments | (395) | (395) | |||
Net loss | (16,794) | (16,794) | |||
Ending Balance at Sep. 30, 2018 | 44,930 | 181,108 | 3,855 | (140,033) | |
Ending Balance, Shares at Sep. 30, 2018 | 20,756 | ||||
Beginning Balance at Dec. 31, 2018 | 26,581 | 182,750 | 3,199 | (159,368) | |
Beginning Balance, Shares at Dec. 31, 2018 | 20,870 | ||||
Cumulative effect of adoption of ASU 2016-02 | (36) | (36) | |||
Vesting of early exercised shares | 56 | 56 | |||
Vesting of early exercised shares, shares | 55 | ||||
Stock-based compensation expense | 1,533 | 1,533 | |||
Issuance of new shares | 21,445 | 21,445 | |||
Issuance of new shares, shares | 9,200 | ||||
Issuance of warrants to purchase common stock | 1,105 | 1,105 | |||
Repurchase of early exercised shares | (3) | (3) | |||
Repurchase of early exercised shares, shares | (1) | ||||
Foreign currency translation adjustments | (1,013) | (1,013) | |||
Net loss | (16,382) | (16,382) | |||
Ending Balance at Mar. 31, 2019 | 33,286 | 206,886 | 2,186 | (175,786) | |
Ending Balance, Shares at Mar. 31, 2019 | 30,124 | ||||
Beginning Balance at Dec. 31, 2018 | $ 26,581 | 182,750 | 3,199 | (159,368) | |
Beginning Balance, Shares at Dec. 31, 2018 | 20,870 | ||||
Issuance of common stock in connection with exercise of stock options, shares | 0 | ||||
Net loss | $ (28,616) | ||||
Ending Balance at Sep. 30, 2019 | 23,101 | 209,818 | 1,303 | (188,020) | |
Ending Balance, Shares at Sep. 30, 2019 | 30,765 | ||||
Beginning Balance at Mar. 31, 2019 | 33,286 | 206,886 | 2,186 | (175,786) | |
Beginning Balance, Shares at Mar. 31, 2019 | 30,124 | ||||
Vesting of early exercised shares | 52 | 52 | |||
Vesting of early exercised shares, shares | 54 | ||||
Stock-based compensation expense | 871 | 871 | |||
Issuance of new shares | 425 | 425 | |||
Issuance of new shares, shares | 329 | ||||
Shares issued pursuant to the employee stock purchase plan | 27 | 27 | |||
Shares issued pursuant to the employee stock purchase plan, shares | 27 | ||||
Foreign currency translation adjustments | 586 | 586 | |||
Net loss | (8,264) | (8,264) | |||
Ending Balance at Jun. 30, 2019 | 26,983 | 208,261 | 2,772 | (184,050) | |
Ending Balance, Shares at Jun. 30, 2019 | 30,534 | ||||
Vesting of early exercised shares | 150 | 150 | |||
Vesting of early exercised shares, shares | 56 | ||||
Stock-based compensation expense | $ 1,407 | 1,407 | |||
Vesting of restricted stock units, shares | 175 | ||||
Foreign currency translation adjustments | $ (1,469) | (1,469) | |||
Net loss | (3,970) | (3,970) | |||
Ending Balance at Sep. 30, 2019 | $ 23,101 | $ 209,818 | $ 1,303 | $ (188,020) | |
Ending Balance, Shares at Sep. 30, 2019 | 30,765 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | |
Common Stock [Member] | |||
Issuance costs | $ 159 | $ 1,555 | $ 600 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Operating activities | ||
Net loss | $ (28,616) | $ (54,136) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 112 | 117 |
Amortization of debt discount and issuance costs | 671 | 130 |
Stock-based compensation | 3,810 | 3,391 |
Fair value adjustment of success payment liability | (3) | (2,597) |
Fair value adjustment of contingent consideration | (29,200) | 1,600 |
Non-cash interest expense | 270 | 330 |
Non-cash income tax benefit | (4,618) | |
Loss on disposal of property and equipment | 23 | 3 |
Impairment of in-process research and development | 20,040 | |
Impairment of goodwill | 10,655 | |
Impairment of operating lease – right-of-use asset | 13 | |
Write-off of prior debt issuance costs | 325 | |
Changes in assets and liabilities: | ||
Prepaid expenses and other current assets | (6,486) | (210) |
Accounts payable and other accrued liabilities | (6,026) | 5,278 |
Net cash used in operating activities | (39,030) | (46,094) |
Investing activities | ||
Investment in property and equipment | (4) | (33) |
Net cash used in investing activities | (4) | (33) |
Financing activities | ||
Proceeds from issuance of common stock, net of issuance costs, early exercise liability and repurchase of unvested early exercise stock options | 21,867 | 5,426 |
Net proceeds from issuance of long-term debt (payment of debt financing costs) | (16) | 29,853 |
Repayment of long-term debt | (20,000) | |
Proceeds from issuance of common stock upon ESPP purchase | 27 | 388 |
Net cash provided by financing activities | 1,878 | 35,667 |
Effect of exchange rate changes on cash | (6) | (32) |
Net decrease in cash, cash equivalents and restricted cash | (37,162) | (10,492) |
Cash, cash equivalents and restricted cash at beginning of period | 48,707 | 74,648 |
Cash, cash equivalents and restricted cash at end of period | 11,545 | $ 64,156 |
Supplemental Disclosure of Cash Flow Information: | ||
Right-of-use asset obtained in exchange for lease liability | 175 | |
Warrants issued | $ 1,105 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business In these notes to the unaudited condensed consolidated financial statements, the “Company,” “Sienna,” “we,” “us,’” and “our” refers to Sienna Biopharmaceuticals, Inc. (formerly Sienna Labs, Inc.) and its subsidiaries on a consolidated basis. Sienna Biopharmaceuticals, Inc., was incorporated on July 27, 2010, under the laws of the State of Delaware and is headquartered in Westlake Village, California. The Company is a clinical-stage biopharmaceutical company focused on bringing unconventional scientific innovations to patients whose lives remain burdened by their disease. Recent Developments and Chapter 11 Proceeding On August 5, 2019, the Company announced that it had retained Cowen and Company, LLC (“Cowen”) as an independent financial advisor to assist in exploring financial and strategic alternatives designed to maximize shareholder value. On September 13, 2019, the Company implemented a second r incurred a one-time employee benefits and r On September 16, 2019 (the “Petition Date”), the Company (the “Debtor”) filed a voluntary petition in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) seeking relief under Chapter 11 of Title 11 of the United States Code (the “ Bankruptcy Code a “debtor-in-possession” under (the Non-Filing Entities ” ) Pursuant to Section 362 of the Bankruptcy Code, the filing of the Chapter 11 Proceeding automatically stayed most actions against the Debtor, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtor’s property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtor’s Chapter 11 petition also automatically stayed the filing of other actions against or on behalf of the Debtor or its property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Debtor’s bankruptcy estates, unless the Bankruptcy Court modifies or lifts the automatic stay as to any such claim. On the Petition Date, the Debtor filed a number of motions with the Bankruptcy Court generally designed to stabilize the Company’s operations and facilitate the transition into Chapter 11 , which the Bankruptcy Court approved on an interim basis. Certain of these motions seek authority from the Bankruptcy Court for the Debtor to make payments upon, or otherwise honor, certain obligations that arose prior to the Petition Date, including obligations related to employee wages, salaries and benefits, and taxes. The Bankruptcy Court granted substantially all of the relief requested in these motions on a final basis at a hearing held on October 15, 2019. For the duration of the Chapter 11 Proceeding, the Company’s operations and its ability to develop and execute its business plan are subject to risks and uncertainties associated with the Chapter 11 Proceeding. As a result of these risks and uncertainties, the Company’s assets, liabilities, officers and/or directors could be significantly different following the outcome of the Chapter 11 Proceeding, and the description of its operations, properties and capital plans included in these consolidated financial statements may not accurately reflect its operations, properties and capital plans following the Chapter 11 Proceeding. As previously disclosed, on August 9, 2019, the Company received a notification from The Nasdaq Stock Market (“Nasdaq”) that for the previous 30 consecutive business days, the closing bid price of the Company’s common stock was below $1.00 per share, which is the minimum required closing bid price for continued listing on the Nasdaq Global Select Market pursuant to Listing Rule 5450(a)(1). On September 17, 2019, the Company received a letter (the “Nasdaq Letter”) from the staff of the Nasdaq Listing Qualifications Department (the “Staff”) notifying the Company that, as a result of the Chapter 11 Proceeding and in accordance with Nasdaq Listing Rules 5101, 5110(b) and IM-5101-1, As of November 11, 2019, the Panel had not rendered a decision and the Company’s common stock continues to trade on the Nasdaq. For periods subsequent to the Petition Date, the Company will apply the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 852, “Reorganizations”, in preparing its consolidated financial statements. ASC 852 requires that financial statements distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain revenues, expenses, realized gains and losses and provisions for losses that are realized or incurred in the bankruptcy proceedings have been recorded in Reorganization items in the unaudited condensed consolidated statement of operations. In addition, the unaudited condensed consolidated balance sheet has distinguished pre-petition Sale Process The Company is pursuing a variety of strategic transactions, including potentially a sale of all or substantially all of its assets. In connection with the Chapter 11 Proceeding, on October 22, 2019, the Company filed a motion seeking authority from the Bankruptcy Court to sell up to substantially all of its assets and approval of procedures in connection therewith (the “Bidding Procedures and Sale Motion”). The Bankruptcy Court has scheduled hearings on the Bidding Procedures and Sale Motion for November 12, 2019 in connection with the approval of the bidding procedures and on December 10, 2019 in connection with the approval of any sale. If the Company is unable to find a viable strategic partner or is otherwise unable to consummate a strategic transaction, or confirm a Chapter 11 plan of reorganization or liquidation, it could be forced to liquidate under Chapter 7 of the Bankruptcy Code. SVB Loan Agreement The Company is party to the Loan and Security Agreement, dated as of June 29, 2018, as amended on January 28, 2019 (the “SVB Loan Agreement”), with Silicon Valley Bank (“SVB”). See Note 8 “SVB Loan Agreement”. The filing of the Chapter 11 Proceeding is an “Event of Default” under the SVB Loan Agreement. The occurrence of an Event of Default in connection with a voluntary bankruptcy proceeding under the SVB Loan Agreement automatically triggers the unpaid principal amount of all outstanding loans, all interest accrued and unpaid thereon and certain fees to become immediately due and payable, and SVB may seek relief from the Bankruptcy Court in connection with its rights. On September 16, 2019, prior to filing the Chapter 11 P P of SVB SVB “ SVB Agreement Executive Compensation Plans On September 11, 2019, the Board of Directors of the Company approved a management retention plan (the “MRP”) and key employee incentive bonus plan (the “KEIP”). The MRP and the KEIP are designed to retain senior executives through the completion of the Chapter 11 P Subject to the terms of the Bankruptcy Court’s order approving the KEIP, the amount of the one-time bonus ranges from 25% to 62.5% of such officer’s annual compensation in the event of an Asset Sale and, in the event of an Exit Investment, the Executive officers are entitled to a one-time bonus equal to 62.5% of such officer’s annual compensation; provided, that in the event of an Asset Sale or Exit Investment with proceeds to the Company greater than a specified level, such officers are eligible to receive a pro-rata portion of 2.5% of the proceeds above such level. The MRP provides for a retention bonus for each of the Executive Officers, the amount of which ranges from 33 50 25 25 th day following Petition Date, 25 th day following the Petition Date; and 25 |
Liquidity Risks and Going Conce
Liquidity Risks and Going Concern | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity Risks and Going Concern | 2. Liquidity Risks and Going Concern The Company has experienced losses and negative cash flows for a number of years and continued to incur operating losses in the the provide for an orderly restructuring and sale and sue and stra tegi c alternatives The filing of the Chapter 11 Proceeding raises substantial doubt about the Company’s ability to continue as a going concern. The accompanying unaudited condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. The Company’s ability to continue as a going concern is contingent upon its ability to continue to manage and operate its business and assets as a debtor-in-possession under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court, and to successfully develop and, subject to the Bankruptcy Court’s approval, implement a plan of reorganization or sale process, among other factors. In the event the Company sells all or substantially all of its assets in a sale process, or otherwise is unable to obtain funding for its continued operations, the Company may liquidate either under Chapter 11 or Chapter 7 of the Bankruptcy Code. Furthermore, the realization of assets and the satisfaction of liabilities are subject to uncertainty. While operating as debtor-in-possession |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 3. Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States, or GAAP, and the applicable rules and regulations of the Securities and Exchange Commission, or the SEC, regarding interim financial reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP have been condensed or omitted. Going Concern The accompanying unaudited condensed consolidated financial statements are prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. Unaudited Condensed Consolidated Financial Statements The accompanying financial information for the three and nine months ended September 30, 2019 and 2018 are unaudited. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position as of September 30, 2019 and its results of operations for the three and nine months ended September 30, 2019 and 2018 and cash flows for the nine months ended September 30, 2019 and 2018. The results for interim periods are not necessarily indicative of the results expected for the full fiscal year or any other period(s). Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Sienna Biopharmaceuticals, Inc. and results of its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. For the three and nine months ended September 30, 2019 and 2018, the subsidiaries’ net loss included in the Company’s consolidated statement of operations was $ 19.0 19.7 Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. The most significant estimates in the Company’s consolidated financial statements relate to equity awards, warrants, clinical trial accruals and the valuation of contingent consideration obligations and the impairment assessment of the in-process Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment and one reportable segment, primarily in the United States. Reclassifications Certain reclassifications have been made to prior year amounts to conform to the current year presentation. The reclassifications were not material to the unaudited condensed consolidated financial statements. Cash and Cash Equivalents The Company’s investment policy limits investments to certain types of instruments such as certificates of deposit, money market instruments, and obligations issued by U.S. government and U.S. government agencies, and places restrictions on maturities and concentration by type and issuer. The Company considers all highly liquid securities with original final maturities of three months or less from the date of purchase to be cash equivalents. As of September 30, 2019, cash and cash equivalents are comprised of funds in cash and U.S. Treasury money market funds. From time to time, the Company maintains cash balances in excess of amounts insured by the Federal Deposit Insurance Corporation. The accounts are monitored by management to mitigate the risk. Restricted Cash The Company classifies cash balances that are legally restricted pursuant to contractual arrangements as restricted cash. At September 30, 2019 and December 31, 2018, the Company held $0.2 million and $0.2 million of restricted cash related to cash collateralized standby letters of credit in connection with obligations under the facility lease and secured collateral for its corporate credit cards. Fair Value Measurements The Company’s financial instruments, in addition to those presented in Note 7, “Fair Value Measurements”, include restricted cash, accounts payable, accrued liabilities and the SVB Loan Agreement financing. The carrying amount of restricted cash, accounts payable and accrued liabilities approximate fair value because of the short-term nature of these instruments. Further, due to the short term maturity of the SVB Loan Agreement, the Company believes the carrying amount of the loan approximates its fair value. At September 30, 2019, the carrying amount of the loan is included in liabilities subject to compromise in the condensed consolidated balance sheet. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets which range from three to five years. Maintenance and repairs are expensed as incurred. The Company reviews the carrying values of its property and equipment for possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. There were no material impairments recognized during the nine months ended September 30, 2019 and the year ended December 31, 2018. In-process Intangible assets acquired in a business combination are recognized separately from goodwill and are initially recognized at their fair value at the acquisition date (which is regarded as their cost). Intangible assets related to acquired in-process are Goodwill represents the excess of the purchase price over the estimated fair value of the identifiable assets acquired and liabilities assumed in a business combination. The Company evaluates goodwill for impairment annually and upon the occurrence of triggering events or substantive changes in circumstances that could indicate a potential impairment. An impairment loss is recognized when the fair value of the reporting unit to which the goodwill relates is below its carrying value. Research and Development Costs Research and development costs are expensed as incurred. These costs include direct program expenses, which are payments made to third parties that specifically relate to the Company’s research and development, such as payments to clinical research organizations, clinical investigators, manufacturing of clinical material, pre-clinical Stock-Based Compensation The Company measures employee and director stock-based compensation expense for all stock-based awards at the grant date based on the fair value measurement of the award. The expense is recorded on a straight-line basis over the requisite service period, which is generally the vesting period, for the entire award. Expense is adjusted for actual forfeitures of unvested awards as they occur. The Company calculates the fair value measurement of stock options using the Black-Scholes valuation model. Prior to the adoption of a new accounting pronouncement on January 1, 2019 related to share-based payments issued to non-employees non-employees non-employee Proceeds from options exercised by employees prior to vesting pursuant to an early exercise provision, the related shares of which the Company has the option to repurchase prior to the vesting date should employment of the early exercise holder be terminated, are recognized as a liability until the shares vest. Clinical Trial Accruals As part of the process of preparing its consolidated financial statements, the Company is required to estimate its expenses resulting from its obligations under contracts with vendors and consultants and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to the Company under such contracts. The Company’s objective is to reflect the appropriate trial expenses in its consolidated financial statements by matching those expenses with the period in which services and efforts are expended. The Company accounts for these expenses according to the progress of the trial as measured by patient progression and the timing of various aspects of the trial. The Company determines accrual estimates through financial models taking into account discussion with applicable personnel and outside service providers as to the progress or state of consummation of trials, or the services completed. During the course of a clinical trial, the Company adjusts its rate of clinical expense recognition if actual results differ from its estimates. The Company makes estimates of its accrued expenses as of each balance sheet date in its consolidated financial statements based on the facts and circumstances known at that time. Although the Company does not expect its estimates to be materially different from amounts actually incurred, its understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in the Company reporting amounts that are too high or too low for any particular period. Through September 30, 2019, there have been no material adjustments to the Company’s prior period estimates of accrued expenses for clinical trials. The Company’s clinical trial accrual is dependent in part upon the timely and accurate reporting of contract research organizations and other third-party vendors. Other accrued expenses include accrued clinical trial costs of $ 0.6 P repaid clinical trial expenses w ere immaterial Basic and Diluted Net Loss Per Common Share Basic net loss per common share is computed by dividing the net loss by the weighted average number of shares of common stock outstanding during the period, excluding the effects of converting war rants loss loss warrants 3.5 Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized based on the differences between financial statement and income tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company has provided a full valuation allowance on its deferred tax assets. The provision for income taxes represents the current tax payable for the period and the change during the period in deferred tax assets and liabilities. The Company recognizes the effect of an income tax position only if, based on its merits, the position is more likely than not to be sustained on audit by the taxing authorities. Interest and penalties related to uncertain tax positions are recorded as income tax expense. Other Comprehensive Income (Loss) Included in other comprehensive income (loss) for the three and nine months ended September 30, 2019 and 2018 are unrealized foreign currency translation losses 1.4 1.9 Foreign currency translation The net assets of international subsidiaries where the local currencies have been determined to be the functional currencies are translated into U.S. dollars using current exchange rates. These include the entities acquired as part of the Creabilis acquisition. As part of this transaction, the Company acquired entities in the United Kingdom, denominated in British pounds, and Italy and Luxembourg, denominated in euros. The U.S. dollar effects that arise from translating net assets of these subsidiaries at changing rates are recognized in other comprehensive income (loss) in the condensed consolidated balance sheet. The earnings or loss of these subsidiaries are translated into U.S. dollars using average exchange rates for the periods. Recently Issued Accounting Standards Accounting Pronouncements Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (ASC 842), right-of-use The FASB subsequently issued the following amendments to ASU 2016-02, • ASU No. 2018-10, Codification Improvements to Topic 842, Leases 2016-02; • ASU No. 2018-11, Leases (Topic 842): Targeted Improvements 2016-02 non-lease On January 1, 2019, the Company adopted ASC 842, which resulted in the recognition of right-of-use right-of-use right-of-use, right-of-use non-lease In June 2018 the FASB issued ASU 2018-07, Compensation —Stock Compensation (Topic 718) —Improvements to Nonemployee Share-Based Payment Accounting” 2018-07”), Compensation—Stock Compensation 2018-07 505-50, Equity—Equity-Based Payments to Non-Employees. 2018-07 In February 2018, the FASB issued ASU 2018-02, “ Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income”, Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement |
Contingent Consideration
Contingent Consideration | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Contingent Consideration | 4. Contingent Consideration In December 2016, the Company entered into a Share Purchase Agreement (the “Purchase Agreement”) to acquire SNA-120, SNA-125 SNA-120 first-in-class SNA-125 Upon closing, Creabilis became a direct wholly-owned subsidiary. As part of the terms of the acquisition, the Company agreed to make contingent payments up to an aggregate of $58.0 million in a combination of cash and stock upon the achievement of certain development and approval milestones, of which $5.0 million has been previously satisfied. Pursuant to the Purchase Agreement, upon the Company’s commencement of the first Phase 3 SNA-120, addition, under the Purchase Agreement, the Company is obligated one-time The agreement to pay the future milestones and potential one-time was While operating as a Company Petition Date Company a subsequently The satisfaction of liabilities and contingent claims following the Petition Date are subject to uncertainty and claims against the Company may be subject to disallowance or discharge under applicable provisions of the Bankruptcy Code. Given the uncertainties regarding the achievement of those milestones, cash flows and the likelihood of payment of the contingent claims as a result of, among other factors, the Company’s filing under Chapter 11, the at September 30, 2019 . At 201 8 at year end with assistance from |
Identifiable Intangible Assets
Identifiable Intangible Assets and Goodwill | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Identifiable Intangible Assets and Goodwill | 5. Identifiable Intangible Assets In-Process Research and Development The Company’s identifiable intangible assets were in-process research and development related to SNA-120 and SNA-125, which were recorded at an initial value of . in-process , Identifiable intangible assets are initially measured at their respective fair values and will not be amortized until commercialization. If commercialization occurs, intangible assets will be amortized over their estimated useful lives. In-process , See Note 1, “Organization and Description of Business”. The filing u nder Chapter 11 value In accordance with accounting standards governing the impairment or disposal of in de in-process No impairment was recognized as of December 31, 2018. Changes in value as a result of translation adjustments for foreign denominated identifiable intangible assets are included in other comprehensive income in the consolidated balance sheets. Goodwill The recent decline in the Company’s market capitalization was determined to be a triggering event for potential goodwill impairment and accordingly, the Company performed the goodwill impairment analysis for the third quarter ended September 30, 2019. In determining the fair value utilized in the goodwill impairment assessment, the Company considers qualitative factors such as changes in strategy, cash flows, the regulatory environment, overall market conditions, as well as the market capitalization of the Company’s publicly traded common stock. The Company operates as a single reporting unit and estimates the fair value of its single reporting unit using the Company’s market capitalization plus an estimated control premium. Market capitalization is determined by multiplying the shares outstanding on the assessment date by the market price of the Company’s common stock. As a result of the impairment assessment during the three months ended September 30, 2019, the Company recorded an impairment charge to write off the entire balance of the goodwill of $10.7 million. The impairment charge was recorded in the consolidated statement of operations and comprehensive loss. There was no impairment of goodwill for the year ended December 31, 2018 . |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 6. Property and Equipment Property and equipment consisted of the following as of September 30, 2019 and December 31, 2018 (in thousands): Estimated September 30, December 31, Lab equipment 5 $ 218 $ 307 Computer hardware 3 111 142 Capital lease equipment 3 — 46 Furniture and fixtures 5 87 87 Software 3 9 9 Leasehold improvements 105 105 Total 530 696 Less accumulated depreciation (350 ) (385 ) Property and equipment, net $ 180 $ 311 Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the related asset. Depreciation expense was $ 35,000 and $ 0.1 million |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 7. Fair Value Measurements The Company determines the fair value of financial and nonfinancial assets and liabilities using the fair value hierarchy, which describes three levels of inputs that may be used to measure fair value, as follows: Level 1 Level 2 Level 3 In certain cases where there is limited activity or less transparency around inputs to valuation, assets are classified as Level 3 within the valuation hierarchy. The following tables set forth the fair value of the Company’s financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy as of September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 Level 1 Level 2 Assets: Cash equivalents $ 11,332 $ — $ — Total $ 11,332 $ — $ — Liabilities: Contingent consideration $ — $ — $ — Total $ — $ — $ — December 31, 2018 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 48,526 $ — $ — Total $ 48,526 $ — $ — Liabilities: Contingent consideration $ — $ — $ 29,200 Total $ — $ — $ 29,200 The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial liabilities (in thousands): Contingent Balance at December 31, 2018 $ 29,200 Change in fair value due to remeasurement (29,200 ) Balance at September 30, 2019 $ — Cash equivalents At September 30, 2019, the Company’s cash equivalents are comprised of U.S. Treasury money market funds whose value is based upon quoted market prices in active markets for identical assets or liabilities with no adjustments applied. Accordingly, these investments are classified as Level 1 of the fair value measurements and disclosure guidance. Intangible assets In connection with the acquisition of Creabilis, the Company acquired intangible in-process in-process with assistance from As discussed in Note 5, “Identifiable Intangible Assets and Goodwill”, we performed an impairment test of our intangible assets during the three-month period ended September 30, 2019. The fair value of IPR&D assets was determined with assistance from an independent third-party valuation firm applying the income approach using several significant unobservable inputs, including a risk adjusted discount rate commensurate with the perceived risk of the IPR&D assets of 39.6%, projected future revenues and expenses based on the cumulative probabilities of successful achievement, ranging from 11% to 54%. Warrants In January 2019, in connection with the amendment to the SVB Loan Agreement, the Company issued warrants to purchase shares of the Company’s common stock. Based upon the characteristics and provisions of the warrants, they were classified as equity and recorded at their fair value as of the date of issuance. The estimated fair value of the warrants was calculated using the Black-Scholes option-pricing model, using a term of 10 years, an estimated volatility of 78.02%, a risk-free interest rate of 2.75% and an expected dividend yield of 0%. The warrants are not measured at fair value on a recurring basis. Contingent consideration In connection with the acquisition of Creabilis, the Company agreed to pay additional amounts based on the achievement of certain development, approval and sales milestones. The valuation of contingent consideration uses assumptions the Company believes would be made by a market participant. The Company assesses these estimates on an on-going T fair value of the contingent consideration was determined with assistance from an independent third-party valuation firm applying the income approach. This approach calculated fair value by estimating future cash flows attributable to the related IPR&D assets using several significant unobservable inputs, including risk adjusted discount rates and estimates of the probabilities and timing of the achievement of the various product development, regulatory approval and sales milestones. Significant increases or decreases in any of the probabilities of success and other inputs, such as the timing of achievement of any of the milestones, would result in a significantly higher or lower fair value measurement, respectively. Changes in the fair values of the contingent consideration obligations are recorded in general and administrative expense in the condensed consolidated statement of operations. The change in value during the three and nine months ended September 30, 2019 was a decrease of $33.5 million and $29.2 million, respectively. These changes were related to the uncertainties regarding the achievement of milestones, cash flows and the likelihood of payment of the contingent claims as a result of, among other factors, the Company’s filling under Chapter 11. The change in value during the three and nine months ended September 30, 2018 was a decrease of $0.7 million and an increase of $1.6 million, respectively. The changes were primarily related to the passage of time, changes in probabilities of success, and progress toward milestone dates as well as changes in external market factors. There were no transfers of assets or liabilities between the fair value measurement levels during the nine months ended September 30, 2019 or the year ended December 31, 2018. |
SVB Loan Agreement
SVB Loan Agreement | 9 Months Ended |
Sep. 30, 2019 | |
Debtor-in-Possession Financing [Abstract] | |
SVB Loan Agreement | 8. SVB Loan Agreement On June 29, 2018 the Company entered into the Loan and Security Agreement with SVB. Under the SVB Loan and Security Agreement, SVB initially provided the Company with access to term loans in an aggregate principal amount of up to $ 40.0 30.0 June 29, 2018 July 1, 2023 July 31, 2020 Loan Loan the Company’s total access to term loans was $30.0 million. The outstanding principal balance may be prepaid in whole but not in part, subject to a prepayment fee ranging from 1.0% to 2.0% of any amount prepaid, depending upon when the prepayment occur s . The terms also included a final payment fee equal to 6.50% of the total term loans advanced, due upon the earliest of maturity, acceleration, prepayment or termination of the SVB Loan On September 16, 2019, prior to filing the Chapter 11 Proceeding, and as a condition to SVB’s consent to the Company’s use of cash collateral to fund its operations during the Chapter 11 Proceeding, the Company made a payment to SVB in the amount of $21.3 million, which included $20.0 million of SVB , , SVB Under the terms of the SVB Loan Agreement, the Company granted first priority liens and security interests in substantially all of the Company’s assets (excluding all of its intellectual property, which is subject to a negative pledge) and a pledge of the shares of one of its wholly-owned subsidiaries as collateral for the obligations thereunder. The SVB Loan Agreement also contains representations and warranties by the Company and SVB and indemnification provisions in favor of SVB and customary covenants (including limitations on other indebtedness, liens, acquisitions, and investments and dividends), and events of default (including payment defaults, breaches of covenants following any applicable cure period, a material impairment in the perfection or priority of SVB’s security interest in the collateral, and events relating to bankruptcy or insolvency). As noted herein, the Company’s secured lender, SVB, has consented to the use of cash collateral in the Chapter 11 Proceeding in accordance with applicable orders of the Bankruptcy Court. Under the Bankruptcy Court’s orders authorizing use of SVB’s cash collateral, among other rights and protections, SVB has also been granted certain adequate protection super-priority claims and liens on substantially all of the Company’s assets, including the Company’s intellectual property. Further, the Bankruptcy Court’s orders authorizing use of cash collateral include various sale and Chapter 11 plan related milestones, which include, among other things, that in connection with a sale, a sale of all or substantially all assets must be approved on or before December 10, 2019 and such a transaction is required to close on or before December 13, 2019. These milestones may be modified with the consent of SVB or further order of the Bankruptcy Court, but failure to meet the applicable milestones (among other things) could result in termination of the Company’s ability to use cash collateral. The filing of the Chapter 11 Proceeding is an “Event of Default” under the SVB The occurrence of an Event of Default in connection with a voluntary bankruptcy proceeding under the SVB the SVB Loan Agreement provides that As of September 30, 2019, the Company wrote off $1.6 million of prior debt issuance costs including the unamortized portion of debt discount related to warrants issued in connection with prior amendment to the SVB Loan Agreement. The write-offs are included within reorganization items in the condensed consolidated statements of operations. See Note 14 “Liabilities Subject to Compromise” for further details. Interest expense relating to the term loan for the three and nine months ended September 30, 2019 was $ million and $ million, respectively. Interest expense relating to the term loan for the three and nine months ended September 30, 2018 was $ 0.7 million. Interest expense is calculated using the effective interest method, and was inclusive of non-cash amortization of capitalized loan costs for periods prior to the Chapter 11 filing. At September 30, 2019, the effective interest rate was 37.46 %. Future principal payments for the SVB agree ment are as follows (in thousands): September 30, 2019 $ 10,000 Total principal payments 10,000 Final fee due at maturity in 20 19 650 Total principal and final fee payments $ 10,650 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Operating Lease In May 2016, the Company entered into a 40 February 29, 2020 three 2016-02, In June 2017, the Company amended the lease agreement to include an additional 5,973 square feet (“Suite 215”) and an allowance for leasehold improvements of up to $0.1 million. In March 2019, the Company subleased Suite 215 and received an upfront payment of $0.1 million for rental income on the sublease. The lease and sublease terminate concurrently on February 29, 2020 On January 1, 2019, the Company adopted ASC 842, which resulted in the recognition of right-of-use In March 2019, in connection with the sublease of Suite 215, the Company evaluated the ROU asset for impairment. Because the lease payments for Suite 215 exceeded the sublease income over the remaining lease term, the Company recorded an impairment charge of $ 13 When the on Sept ember 16, 2019, it 0.6 As of September 30, 2019 the balance of the ROU asset was $0.1 million and the balance of the lease liability was $ 0.2 all of which is considered short-term and is included in other accrued expenses. Also included in other accrued expenses is a prepaid rent liability of $ 45 ,000 for the upfront payment received in connection with the sublease of Suite 215. Total operating lease expense for the three and nine months ended September 30, 2019 was $ 0.1 0.3 27 63 Supplemental cash flow information for the nine months ended September 30, 2019 related to operating leases is as follows (in thousands): Nine Months Ended Cash paid for amounts included in the measurement of operating lease liabilities $ 322 Right-of-use $ 175 As of September 30, 2019, the maturities of the Company’s operating lease liabilities are as follows (in thousands): 2019 (remaining three months) $ 109 2020 74 Total operating lease payments 183 Less: imputed interest (4 ) Total operating lease liabilities $ 179 As of September 30, 2019, the weighted average remaining lease term for the company’s operating leases was 0 4 License and Supply Agreement The Company has an amended and restated exclusive license agreement with nanoComposix, pursuant to which the Company owes minimum annual royalties of $50,000 or low single digit royalties on net sales of licensed products. Success Payment Liability In October 2015, the Company entered into a letter agreement with certain stockholders pursuant to which the Company agreed to make success payments to such stockholders. The agreement ends on its fifth anniversary in October 2020. Success payments are payable in cash or common stock at the Company’s sole discretion and will be owed in the event that the value of its common stock meets or exceeds certain specified share price thresholds on certain specified dates during the success payment period. Each success payment and the associated share price threshold is ascending from $10.0 million payable at a share price threshold of $53.71 per share to $35.0 million payable at $71.61 per share and with a maximum payment of $60.0 million at a share price threshold of $107.42 per share. Each success payment is inclusive of any preceding payments, if previously made, such that the success payments to stockholders will not exceed $60.0 million in the aggregate. Upon their issuance, the success payments did not require any future service to be provided by the recipients and as such, the success payments were accounted for under accounting guidance for derivatives and hedging. Accordingly, the Company recorded an initial liability at fair value and remeasured the liability each reporting period, with changes being recognized in the consolidated statement of operations in other income and expense. The fair value of the success payments liability was estimated based on a third-party valuation using a model which simulates the future movement of stock prices based on several key variables. As of September 30, 2019 and December 31, 2018, the success payment liability was immaterial. During the three and nine months ended September 30, 2018, the Company recorded other income of $0.2 million and $2.6 million, respectively, due to remeasurement of the liability. Indemnifications The Company has indemnification obligations to its directors and executive officers for specified events or occurrences, subject to certain limits, while the directors and executive officers are serving at the Company’s request in such capacities. There have been no claims to date and the Company did not accrue any liabilities related to these agreements as of September 30, 2019 and December 31, 2018. Contingencies From time to time, the Company may be subject to various litigation and related matters arising in the ordinary course of business, including those set forth in Part II, Item 1 “Legal Proceedings”. As of September 30, 2019, there are no matters where there is at least a reasonable possibility that a material loss has been or will be incurred. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions Venvest Biotech, LLC Dr. Beddingfield, the Company’s President and Chief Executive Officer and a member of the Company’s board of directors, is an advisor to Venvest Biotech, LLC, or Venvest, and is considered a non-managing Series A-3 47,594 Stock Purchase Rights In January 2016, in connection with his commencement of employment with the Company, the Company’s board of directors granted Dr. Beddingfield, the Company’s President and Chief Executive Officer, the right to purchase 553,652 shares of the Company’s common stock for a purchase price of $2.35 per share, which the board of directors determined was the fair market value on the date of grant. With respect to 454,912 shares subject to the stock purchase right, 25% of the shares vest on the first anniversary of the grant, and 1/48th of the shares vest monthly thereafter, subject to Dr. Beddingfield continuing to provide services to the Company through each such vesting date. With respect to 49,370 shares subject to the stock purchase right, 50% of the shares vest on the first date the volume-weighted average trading price of the Company’s common stock equals or exceeds $71.03 per share, and 1/24th of the shares vest monthly thereafter, subject to Dr. Beddingfield continuing to provide services to the Company through each such vesting date. With respect to the remaining 49,370 shares subject to the stock purchase right, 50% of the shares vest upon achievement of a milestone related to clinical development, and 1/24th of the shares vest monthly thereafter, subject to Dr. Beddingfield continuing to provide services to the Company through each such vesting date. On December 3, 2018, 50% of these shares vested as a result of achieving the clinical development milestone relating to the top-line results of SNA-120 0.1 0.3 In May 2016, Dr. Beddingfield exercised his stock purchase rights in full and purchased restricted stock that vests on the same schedule as the stock purchase rights. As of December 31, 2018, 0.4 million shares subject to the award had vested, and an additional 91,468 Success Payments Todd Harris, a member of the Company’s board of directors, is a beneficiary of the Success Payments Agreement, as described in Note 9 “Commitments and Contingencies—Success Payment Liability” and will receive 25.22% of any related payouts. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Federal Home Loan Banks [Abstract] | |
Stockholders' Equity | 11. Stockholders’ Equity As of September 30, 2019, the authorized stock of the Company was 300.0 million shares of common stock, $0.0001 par value per share, and 10.0 million shares of preferred stock, $0.0001 par value per share. Common Stock Holders of common stock are entitled to one vote per share and, upon liquidation, dissolution, or winding up of the Company, are entitled to receive all assets available for distribution to stockholders. The holders have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares. Shares of common stock reserved for future issuance are as follows (in thousands): September 30, Common stock awards outstanding 2,403 Restricted stock units outstanding 919 Common stock awards available for grant under employee benefit plans 1,161 Common stock warrants outstanding 536 Total shares of common stock reserved for future issuance 5,019 Convertible Preferred Stock As of September 30, 2019 and December 31, 2018, there was no convertible preferred stock outstanding. ATM Offering Program In August 2018, the Company entered into a sales agreement with Cowen pursuant to which the Company may sell from time to time, at its option, up to $75.0 million of the Company’s common stock through ATM Offering Program, under which Cowen will act as sales agent. The aggregate compensation payable to Cowen shall be 3% of the gross sales price of the common stock sold by Cowen pursuant to the Sales Agreement. During the year ended December 31, 2018, the Company issued 340,307 shares of its common stock through its ATM Offering Program and received net proceeds of approximately $5.0 million, after deducting commissions of $0.2 million and other offering expenses of $0.4 million. During the three months ended September 30, 2019, the Company did not issue any shares of its common stock under the ATM program. During the million. Issuances through the ATM Offering Program have been suspended. Stock Awards and Stock-Based Compensation In July 2017, the Company’s board of directors approved the 2017 Incentive Award Plan, or the 2017 Plan, which became effective upon the completion of the Company’s initial public offering (“IPO”) on August 1, 2017. The 2017 Plan serves as the successor incentive award plan to the Company’s 2010 Equity Incentive Plan, or the 2010 Plan, and has 0.6 million shares of common stock available at September 30, 2019 for issuance pursuant to a variety of stock-based compensation awards, including stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards and other stock-based awards, plus shares of common stock that were reserved for issuance pursuant to future awards under the 2010 Plan at the time the 2017 Plan became effective, plus shares represented by awards outstanding under the 2010 Plan that are forfeited or lapse unexercised and which following the effective date of the 2017 Plan are not issued under the 2010 Plan. In addition, the 2017 Plan reserve increased on January 1, 2018 and 2019 and will increase further on each subsequent anniversary through 2027, by an amount equal to the lesser of (a) four percent of the shares of stock outstanding (on an as converted basis) on the last day of the immediately preceding fiscal year and (b) such smaller number of shares of stock as determined by our board of directors; provided, however, that no more than 12.0 million shares of stock may be issued upon the exercise of incentive stock options. The terms of awards pursuant to the 2017 Plan are determined by the administrator of the 2017 Plan. The 2017 Plan is administered by the compensation committee of the Company’s board of directors unless the Company’s board of directors assumes authority for administration. In addition, the Company’s board of directors has delegated authority to grant awards to employees other than executive officers and certain senior executives of the Company to a committee consisting of the Company’s chief executive officer. Stock options granted pursuant to the 2017 Plan must have an exercise price of not less than the fair market value of the Company’s common stock on the date of grant, except that incentive stock options granted to an individual who owns (or is deemed to own) at least 10% of the total combined voting power of all classes of the Company’s capital stock (a “10% Holder”), must have an exercise price of at least 110% of the fair market value of a share of common stock on the date of grant. Stock options granted under the 2017 Plan generally expire ten years from the date of the grant, except that incentive stock options granted to a 10% Holder must not be exercisable after five years from the date of grant. The Company’s stock awards under the 2017 Plan vest based on terms in the stock award agreements and generally vest over four years. Following the Company’s IPO and in connection with the effectiveness of the Company’s 2017 Plan, the 2010 Plan terminated and no further awards will be granted under that plan. However, all outstanding awards under the 2010 Plan will continue to be governed by their existing terms. The fair value of each employee award granted during 2019 and 2018 was estimated on the grant date using the Black-Scholes option-pricing model. Prior to the adoption of a new accounting pronouncement on January 1, 2019 related to share-based payments issued to non-employees non-employee non-employee In determining the fair value of stock options granted, the following weighted average assumptions were used in the Black-Scholes option-pricing model for awards granted for the nine months ended September 30, 2019 and the year ended December 31, 2018. Nine Months Year Ended Expected stock price volatility 69.91–78.63% 65.40–74.21% Expected dividend yield — — Expected term (in years) 1.3–5.6 5.0–6.1 Risk-free interest rate 1.52%–2.52% 2.55–3.06% Due to limited historical data, the Company estimates stock price volatility based on a combined weighted average of the Company’s historical average volatility and that of a selected peer group of comparable publicly traded companies over the expected life of the award. The Company has never paid and does not expect to pay dividends in the foreseeable future. The expected term represents the average time that awards that vest are expected to be outstanding. For employee awards that have an early exercise provision, the Company has sufficient information to utilize four years as an expected term. For awards without an early exercise provision, the Company does not have sufficient history of stock option exercises to estimate the expected term and, thus, calculates expected term using the simplified method, based on the midpoint between the average vesting date and the contractual term. For all non-employees, Option Repricing On August 1, 2019, in order to retain and incentivize current employees, the Company’s Board of Directors approved a repricing of 1,854,462 stock options held by then current employees granted prior to August 1, 2019. The options had exercise prices between $2.32 and $20.53 per share, which were reduced to $0.71, the closing price of the Company’s common stock as of August 6, 2019. There were no modifications to the vesting schedules of the previously issued options. The total incremental expense relating to the repricing was $0.5 million. The repricing of the options was treated as a modification for accounting purposes and the incremental compensation expense of $0.2 million for vested stock options calculated using the Black-Scholes option-pricing model was recorded in the consolidated statement of operations and comprehensive loss for the quarter ending September 30, 2019. The $0.3 million balance of the incremental expense together with the unamortized expense on any unvested options will be amortized over the remaining vesting periods. Stock Options The table below summarizes the stock option activity for the nine months ended September 30, 2019: Number Weighted Aggregate Outstanding at December 31, 2018 2,263 $ 12.42 $ — Granted 1,155 1.08 Exercised — — — Cancelled (995 ) 10.10 Expired ( 20 ) 16.90 Outstanding at September 30, 2019 2,403 $ 1.89 $ — Exercisable at September 30, 2019 1,740 $ 5.38 $ — Restricted Stock Units The table below summarizes the RSU activity for the nine months ended September 30, 2019: Number of RSUs Weighted Unvested at December 31, 2018 — $ — Granted 1,356 1.68 Vested (175 ) 2.32 Cancelled (262 ) 2.00 Unvested balance at September 30, 2019 919 $ 1.47 The Company did not grant any non-employee Total compensation cost recorded in the condensed consolidated statements of operations and comprehensive loss, which includes non-cash non-employees non-employees non-cash Three months ended Nine months ended 2019 Research and development $ 261 $ 368 $ 1,103 $ 1,099 General and administrative 1,146 1,127 2,707 2,292 $ 1,407 $ 1,495 $ 3,810 $ 3,391 As of September 30, 2019, there was $ 7.3 2 25 The weighted-average grant date fair value of all stock options granted during the nine months ended September 30, 2019 was $ 0.48 8 2 4.7 37,000 0.1 million, non-employee Prior to its termination in connection with the effectiveness of the 2017 Plan, the 2010 Plan allowed the Company to grant to employees the right to exercise stock options in exchange for cash before the requisite service was provided (e.g., before the award is vested under its original terms); however, such arrangements permit the Company to subsequently repurchase such shares at the exercise price if the employee ceases to be a service provider. Such an exercise is not substantive for accounting purposes. Therefore, the payment received for the exercise price is recognized as an early exercise liability in the consolidated balance sheets and will be transferred to common stock and additional paid-in , 2019 and December 31 , 2018, 142,638 unvested shares, respectively, were legally issued but are not considered outstanding for accounting purposes and are therefore excluded from basic and diluted net loss per share until the repurchase right lapses and the shares are no longer subject to the repurchase feature. At September 30, 2019 the closing market price of the stock was significantly lower than the exercise price of these options, and the Company determined it would not exercise its right to repurchase these shares. For accounting purposes, the Company wrote off the remaining early exercise liability at September 30, 2019. The Company recorded an early exercise liability as of December 31 , 2018 , of $0.3 million, of which $0.2 million is included in other accrued expenses, and $0.1 million is included in other long-term liabilities in the condensed consolidated balance sheets . Warrants In January 2019, in connection with the amendment to the SVB Loan Agreement, the Company issued warrants to purchase an aggregate of 535,714 shares of the Company’s common stock at an exercise price of $2.80 per share. Based upon the characteristics and provisions of the warrants, they were classified as equity and recorded at their fair value as of the date of issuance of $1.1 million to additional paid-in The offset was reflected as $1.1 million of a debt discount upon issuance. The estimated fair value of the warrants was calculated using the Black-Scholes option-pricing model, using assumptions that are based on the individual characteristics of the warrants on the valuation date, as well as assumptions for expected volatility, expected life, yield and risk-free interest rate. 2017 Employee Stock Purchase Plan The Company adopted the 2017 Employee Stock Purchase Plan, or the ESPP, which became effective upon the completion of the IPO on August 1, 2017. The ESPP is designed to allow the Company’s eligible employees to purchase shares of the Company’s common stock, at semi-annual intervals, with their accumulated payroll deductions. Under the ESPP, participants are offered the option to purchase shares of the Company’s common stock at a discount during a series of successive offering periods. The option purchase price will be the lower of 85% of the closing trading price per share of the Company’s common stock on the first trading date of an offering period in which a participant is enrolled or 85% of the closing trading price per share on the purchase date, which will occur on the last trading day of each offering period. The Company began the first offering period on December 31, 2017. In light of the Chapter 11 Proceeding, the Company is no longer continuing the ESPP. The ESPP is intended to qualify under Section 423 of the U.S. Internal Revenue Service Code of 1986, as amended. The maximum number of the Company’s common stock which will be authorized for sale under the ESPP is equal to the sum of (a) 198,883 shares of common stock and (b) an annual increase on the first day of each year beginning in 2018 and ending in 2027, equal to the lesser of (i) 1% of the shares of common stock outstanding (on an as converted basis) on the last day of the immediately preceding fiscal year and (ii) such number of shares of common stock as determined by the Company’s board of directors; provided, however, no more than 3.0 million shares of the Company’s common stock may be issued under the ESPP. The ESPP has 0.5 million shares of common stock reserved for future issuance pursuant to the plan. The Company recognized $0.0 million and $0.1 million |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes There is no provision for income taxes for the three and nine months ended September 30, 2019, as the Company has incurred operating losses since inception. The Company has evaluated the available evidence supporting the realization of its deferred tax assets, including the amount and timing of future taxable income, and has determined that it is more likely than not that its net deferred tax assets will not be realized in the United States and certain foreign jurisdictions. Due to uncertainties surrounding the realization of the deferred tax assets, the Company maintains a full valuation allowance against substantially all deferred tax assets. When the Company determines that it will be able to realize some portion or all of its deferred tax assets, an adjustment to its valuation allowance on its deferred tax assets would have the effect of increasing net income in the period such determination is made. The Company has recorded a deferred tax liability related the acquisition of in-process research a non-taxable transaction. The first nine months of 2019 were positively impacted by the reversal of deferred taxes related to the impairment of acquired in-process research and development assets. Utilization of the net operating loss and research credit carryforwards may be subject to substantial annual limitations due to ownership change limitations that may have occurred or that could occur in the future, as required by Sections 382 and 383 of the Code, as well as similar state provisions. Under Sections 382 and 383 of the Code, if a corporation undergoes an “ownership change,” generally defined as a greater than 50 percentage point change (by value) in its equity ownership by certain stockholders over a three-year period, the corporation’s ability to use its pre-change pre-change The Company has not completed a study to assess whether an ownership change has occurred. If the Company has experienced an ownership change, utilization of the net operating loss and research credit carryforwards would be subject to an annual limitation under Sections 382 and 383 of the Code. Any limitation may result in expiration of a portion of the net operating loss carryforwards before utilization. Due to the existence of the valuation allowance, future changes in the Company’s unrecognized tax benefits will not impact its effective tax rate. Any carryforwards that will expire prior to utilization as a result of such limitations will be removed from deferred tax assets with a corresponding reduction of the valuation allowance. As of September 30, 2019, the Company does not have any accrued interest or penalties related to uncertain tax positions. The Company’s policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. The Company is subject to U.S. federal tax authority and U.S. state tax authority examinations for all years with the net operating loss and credit carryforwards. |
Reorganization items
Reorganization items | 9 Months Ended |
Sep. 30, 2019 | |
Reorganizations [Abstract] | |
Reorganization items | 13. Reorganization items In accordance with ASC 852, the statement of operations shall portray the results of operations of the reporting entity while it is in Chapter 11. Expenses (including professional fees), realized gains and losses, and provisions for losses resulting from reorganization of the business shall be reported separately as reorganization items. Reorganization items represent amounts incurred after the Petition Date as a direct result of the Chapter 11 Proceeding and consist of the following (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2019 Write-off $ 1,625 $ 1,625 Professional fees 378 378 Reorganization items $ 2,003 $ 2,003 |
Liabilities Subject to Compromi
Liabilities Subject to Compromise | 9 Months Ended |
Sep. 30, 2019 | |
Liabilities Subject to Compromise [Abstract] | |
Liabilities Subject to Compromise | 14. Liabilities Subject to Compromise Liabilities subject to compromise represent liabilities incurred prior to the Chapter 11 filing that are unsecured or under-secured. These liabilities are reported at the estimated allowed claim amount, but are subject to adjustment through the Chapter 11 bankruptcy process and therefore have at least a possibility of not being repaid at the full claim amount. Furthermore, as the bankruptcy process continues, circumstances may arise that may change the classification of these liabilities to liabilities not subject to compromise or vice versa. Generally, actions to enforce or otherwise effect payment of pre-petition Where there is uncertainty about whether a secured claim will be paid or impaired pursuant to the Chapter 11 Proceeding, the Company has classified the entire amount of the claim as a liability subject to compromise. Liabilities subject to compromise consist of the following (in thousands): September 30, 2019 Accounts payable $ 1,640 Accrued personnel costs 280 Other accrued expenses 1,718 SVB agreement 10,103 Total liabilities subject to compromise $ 13,741 |
Condensed Debtor-In-Possession
Condensed Debtor-In-Possession Financial Information | 9 Months Ended |
Sep. 30, 2019 | |
Debtor [Member] | |
Condensed Combined Debtor-In-Possession Financial Information | 15. Condensed Debtor-In-Possession The financial statements below represent the unaudited condensed financial statements of the Debtor, as of and for the nine months ended September 30, 2019, excluding the results of the Non-Filing Non-Filing Debtor’s Condensed Balance Sheet (in thousands) September 30, 2019 (unaudited) Assets Current assets: Cash and cash equivalents $ 10,933 Restricted cash 213 Prepaid expenses and other current assets 8,151 Total current assets 19,297 Property and equipment, net 178 Operating lease right-of-use 81 Investment in subsidiary 43,766 Total assets $ 63,322 Liabilities Current liabilities: Accounts payable $ 140 Accrued personnel costs 164 Other accrued expenses 416 Total current liabilities 720 Total liabilities not subject to compromise 720 Liabilities subject to compromise 13,741 Total liabilities 14,461 Total stockholders’ equity 48,861 Total liabilities and stockholders’ equity $ 63,322 Debtor’s Condensed (in thousands) Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Operating expenses: Research and development $ 3,196 $ 14,758 General and administrative 4,692 11,659 Gain on remeasurement of contingent consideration (33,500 ) (29,200 ) Impairment of in-process research and development 8,494 8,494 Total operating expenses (17,118 ) 5,711 Income (loss) from operations 17,118 (5,711 ) Reorganization items (2,003 ) (2,003 ) Other income (expense), net (681 ) (1,762 ) Net income (loss) before income taxes 14,434 (9,476 ) Income tax benefit 1,986 1,986 Net income (loss) $ 16,420 $ (7,490 ) Debtor’s Condensed (in thousands) Nine Months Ended Operating activities Net loss $ (7,490 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation 112 Amortization of debt discount and issuance costs 671 Stock-based compensation 3,810 Fair value adjustment of success payment liability (3 ) Fair value adjustment of contingent consideration (29,200 ) Non-cash 270 Non-cash income tax benefit (1,986 ) Loss on disposal of property and equipment 23 Impairment of in-process research and development 8,494 Impairment of operating lease – right-of-use 13 Write-off of prior debt issuance costs 325 Changes in assets and liabilities: Prepaid expenses and other current assets (6,685 ) Accounts payable and other accrued liabilities (5,897 ) Net cash used in operating activities (37,543 ) Investing activities Investment in property and equipment (4 ) Investment in subsidiary (1,785 ) Net cash used in investing activities (1,789 ) Financing activities Proceeds from issuance of common stock, net of issuance costs, early exercise liability and repurchase of unvested early exercise stock options 21,867 P financing (16 ) Repayment of long-term debt (20,000 ) Proceeds from issuance of common stock upon ESPP purchase 27 Net cash provided by financing activities 1,878 Net de (37,454 ) Cash, cash equivalents and restricted cash at beginning of period 48,600 Cash, cash equivalents and restricted cash at end of period $ 11,146 Supplemental Disclosure of Cash Flow Information: Right-of-use $ 175 Warrants issued $ 1,105 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States, or GAAP, and the applicable rules and regulations of the Securities and Exchange Commission, or the SEC, regarding interim financial reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP have been condensed or omitted. |
Going Concern | Going Concern The accompanying unaudited condensed consolidated financial statements are prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. |
Unaudited Condensed Consolidated Financial Statements | Unaudited Condensed Consolidated Financial Statements The accompanying financial information for the three and nine months ended September 30, 2019 and 2018 are unaudited. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position as of September 30, 2019 and its results of operations for the three and nine months ended September 30, 2019 and 2018 and cash flows for the nine months ended September 30, 2019 and 2018. The results for interim periods are not necessarily indicative of the results expected for the full fiscal year or any other period(s). |
Principles of Consolidation | Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Sienna Biopharmaceuticals, Inc. and results of its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. For the three and nine months ended September 30, 2019 and 2018, the subsidiaries’ net loss included in the Company’s consolidated statement of operations was $ 19.0 19.7 |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. The most significant estimates in the Company’s consolidated financial statements relate to equity awards, warrants, clinical trial accruals and the valuation of contingent consideration obligations and the impairment assessment of the in-process |
Segment Reporting | Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment and one reportable segment, primarily in the United States. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior year amounts to conform to the current year presentation. The reclassifications were not material to the unaudited condensed consolidated financial statements. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company’s investment policy limits investments to certain types of instruments such as certificates of deposit, money market instruments, and obligations issued by U.S. government and U.S. government agencies, and places restrictions on maturities and concentration by type and issuer. The Company considers all highly liquid securities with original final maturities of three months or less from the date of purchase to be cash equivalents. As of September 30, 2019, cash and cash equivalents are comprised of funds in cash and U.S. Treasury money market funds. From time to time, the Company maintains cash balances in excess of amounts insured by the Federal Deposit Insurance Corporation. The accounts are monitored by management to mitigate the risk. |
Restricted Cash | Restricted Cash The Company classifies cash balances that are legally restricted pursuant to contractual arrangements as restricted cash. At September 30, 2019 and December 31, 2018, the Company held $0.2 million and $0.2 million of restricted cash related to cash collateralized standby letters of credit in connection with obligations under the facility lease and secured collateral for its corporate credit cards. |
Fair Value Measurements | Fair Value Measurements The Company’s financial instruments, in addition to those presented in Note 7, “Fair Value Measurements”, include restricted cash, accounts payable, accrued liabilities and the SVB Loan Agreement financing. The carrying amount of restricted cash, accounts payable and accrued liabilities approximate fair value because of the short-term nature of these instruments. Further, due to the short term maturity of the SVB Loan Agreement, the Company believes the carrying amount of the loan approximates its fair value. At September 30, 2019, the carrying amount of the loan is included in liabilities subject to compromise in the condensed consolidated balance sheet. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets which range from three to five years. Maintenance and repairs are expensed as incurred. The Company reviews the carrying values of its property and equipment for possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. There were no material impairments recognized during the nine months ended September 30, 2019 and the year ended December 31, 2018. |
In-process Research and Development and Goodwill | In-process Intangible assets acquired in a business combination are recognized separately from goodwill and are initially recognized at their fair value at the acquisition date (which is regarded as their cost). Intangible assets related to acquired in-process are Goodwill represents the excess of the purchase price over the estimated fair value of the identifiable assets acquired and liabilities assumed in a business combination. The Company evaluates goodwill for impairment annually and upon the occurrence of triggering events or substantive changes in circumstances that could indicate a potential impairment. An impairment loss is recognized when the fair value of the reporting unit to which the goodwill relates is below its carrying value. |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred. These costs include direct program expenses, which are payments made to third parties that specifically relate to the Company’s research and development, such as payments to clinical research organizations, clinical investigators, manufacturing of clinical material, pre-clinical |
Stock-Based Compensation | Stock-Based Compensation The Company measures employee and director stock-based compensation expense for all stock-based awards at the grant date based on the fair value measurement of the award. The expense is recorded on a straight-line basis over the requisite service period, which is generally the vesting period, for the entire award. Expense is adjusted for actual forfeitures of unvested awards as they occur. The Company calculates the fair value measurement of stock options using the Black-Scholes valuation model. Prior to the adoption of a new accounting pronouncement on January 1, 2019 related to share-based payments issued to non-employees non-employees non-employee Proceeds from options exercised by employees prior to vesting pursuant to an early exercise provision, the related shares of which the Company has the option to repurchase prior to the vesting date should employment of the early exercise holder be terminated, are recognized as a liability until the shares vest. |
Clinical Trial Accruals | Clinical Trial Accruals As part of the process of preparing its consolidated financial statements, the Company is required to estimate its expenses resulting from its obligations under contracts with vendors and consultants and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to the Company under such contracts. The Company’s objective is to reflect the appropriate trial expenses in its consolidated financial statements by matching those expenses with the period in which services and efforts are expended. The Company accounts for these expenses according to the progress of the trial as measured by patient progression and the timing of various aspects of the trial. The Company determines accrual estimates through financial models taking into account discussion with applicable personnel and outside service providers as to the progress or state of consummation of trials, or the services completed. During the course of a clinical trial, the Company adjusts its rate of clinical expense recognition if actual results differ from its estimates. The Company makes estimates of its accrued expenses as of each balance sheet date in its consolidated financial statements based on the facts and circumstances known at that time. Although the Company does not expect its estimates to be materially different from amounts actually incurred, its understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in the Company reporting amounts that are too high or too low for any particular period. Through September 30, 2019, there have been no material adjustments to the Company’s prior period estimates of accrued expenses for clinical trials. The Company’s clinical trial accrual is dependent in part upon the timely and accurate reporting of contract research organizations and other third-party vendors. Other accrued expenses include accrued clinical trial costs of $ 0.6 P repaid clinical trial expenses w ere immaterial |
Basic and Diluted Net Loss Per Common Share | Basic and Diluted Net Loss Per Common Share Basic net loss per common share is computed by dividing the net loss by the weighted average number of shares of common stock outstanding during the period, excluding the effects of converting war rants loss loss warrants 3.5 |
Income Taxes | Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized based on the differences between financial statement and income tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company has provided a full valuation allowance on its deferred tax assets. The provision for income taxes represents the current tax payable for the period and the change during the period in deferred tax assets and liabilities. The Company recognizes the effect of an income tax position only if, based on its merits, the position is more likely than not to be sustained on audit by the taxing authorities. Interest and penalties related to uncertain tax positions are recorded as income tax expense. |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Included in other comprehensive income (loss) for the three and nine months ended September 30, 2019 and 2018 are unrealized foreign currency translation losses 1.4 1.9 |
Foreign currency translation | Foreign currency translation The net assets of international subsidiaries where the local currencies have been determined to be the functional currencies are translated into U.S. dollars using current exchange rates. These include the entities acquired as part of the Creabilis acquisition. As part of this transaction, the Company acquired entities in the United Kingdom, denominated in British pounds, and Italy and Luxembourg, denominated in euros. The U.S. dollar effects that arise from translating net assets of these subsidiaries at changing rates are recognized in other comprehensive income (loss) in the condensed consolidated balance sheet. The earnings or loss of these subsidiaries are translated into U.S. dollars using average exchange rates for the periods. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Accounting Pronouncements Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (ASC 842), right-of-use The FASB subsequently issued the following amendments to ASU 2016-02, • ASU No. 2018-10, Codification Improvements to Topic 842, Leases 2016-02; • ASU No. 2018-11, Leases (Topic 842): Targeted Improvements 2016-02 non-lease On January 1, 2019, the Company adopted ASC 842, which resulted in the recognition of right-of-use right-of-use right-of-use, right-of-use non-lease In June 2018 the FASB issued ASU 2018-07, Compensation —Stock Compensation (Topic 718) —Improvements to Nonemployee Share-Based Payment Accounting” 2018-07”), Compensation—Stock Compensation 2018-07 505-50, Equity—Equity-Based Payments to Non-Employees. 2018-07 In February 2018, the FASB issued ASU 2018-02, “ Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income”, Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Components of Property and Equipment | Property and equipment consisted of the following as of September 30, 2019 and December 31, 2018 (in thousands): Estimated September 30, December 31, Lab equipment 5 $ 218 $ 307 Computer hardware 3 111 142 Capital lease equipment 3 — 46 Furniture and fixtures 5 87 87 Software 3 9 9 Leasehold improvements 105 105 Total 530 696 Less accumulated depreciation (350 ) (385 ) Property and equipment, net $ 180 $ 311 Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the related asset. Depreciation expense was $ 35,000 and $ 0.1 million |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis | The following tables set forth the fair value of the Company’s financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy as of September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 Level 1 Level 2 Assets: Cash equivalents $ 11,332 $ — $ — Total $ 11,332 $ — $ — Liabilities: Contingent consideration $ — $ — $ — Total $ — $ — $ — December 31, 2018 Level 1 Level 2 Level 3 Assets: Cash equivalents $ 48,526 $ — $ — Total $ 48,526 $ — $ — Liabilities: Contingent consideration $ — $ — $ 29,200 Total $ — $ — $ 29,200 |
Summary of Changes in Fair Value of Level 3 Financial Liabilities | The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial liabilities (in thousands): Contingent Balance at December 31, 2018 $ 29,200 Change in fair value due to remeasurement (29,200 ) Balance at September 30, 2019 $ — |
SVB Loan Agreement (Tables)
SVB Loan Agreement (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debtor-in-Possession Financing [Abstract] | |
Schedule of Future Principal Payments for term loan financing | Future principal payments for the SVB agree ment are as follows (in thousands): September 30, 2019 $ 10,000 Total principal payments 10,000 Final fee due at maturity in 20 19 650 Total principal and final fee payments $ 10,650 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Operating Leases | Supplemental cash flow information for the nine months ended September 30, 2019 related to operating leases is as follows (in thousands): Nine Months Ended Cash paid for amounts included in the measurement of operating lease liabilities $ 322 Right-of-use $ 175 |
Schedule of Maturities of Operating Lease Liabilities | As of September 30, 2019, the maturities of the Company’s operating lease liabilities are as follows (in thousands): 2019 (remaining three months) $ 109 2020 74 Total operating lease payments 183 Less: imputed interest (4 ) Total operating lease liabilities $ 179 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Federal Home Loan Banks [Abstract] | |
Summary of Shares of Common Stock Reserved for Future Issuance | Shares of common stock reserved for future issuance are as follows (in thousands): September 30, Common stock awards outstanding 2,403 Restricted stock units outstanding 919 Common stock awards available for grant under employee benefit plans 1,161 Common stock warrants outstanding 536 Total shares of common stock reserved for future issuance 5,019 |
Summary of Assumptions Used for Grant Date Fair Value | In determining the fair value of stock options granted, the following weighted average assumptions were used in the Black-Scholes option-pricing model for awards granted for the nine months ended September 30, 2019 and the year ended December 31, 2018. Nine Months Year Ended Expected stock price volatility 69.91–78.63% 65.40–74.21% Expected dividend yield — — Expected term (in years) 1.3–5.6 5.0–6.1 Risk-free interest rate 1.52%–2.52% 2.55–3.06% |
Summary of Stock Option Activity | The table below summarizes the stock option activity for the nine months ended September 30, 2019: Number Weighted Aggregate Outstanding at December 31, 2018 2,263 $ 12.42 $ — Granted 1,155 1.08 Exercised — — — Cancelled (995 ) 10.10 Expired ( 20 ) 16.90 Outstanding at September 30, 2019 2,403 $ 1.89 $ — Exercisable at September 30, 2019 1,740 $ 5.38 $ — |
Schedule of Nonvested Restricted Stock Units Activity | The table below summarizes the RSU activity for the nine months ended September 30, 2019: Number of RSUs Weighted Unvested at December 31, 2018 — $ — Granted 1,356 1.68 Vested (175 ) 2.32 Cancelled (262 ) 2.00 Unvested balance at September 30, 2019 919 $ 1.47 |
Summary of Non-cash Stock-based Compensation Expense | Total compensation cost recorded in the condensed consolidated statements of operations and comprehensive loss, which includes non-cash non-employees non-employees non-cash Three months ended Nine months ended 2019 Research and development $ 261 $ 368 $ 1,103 $ 1,099 General and administrative 1,146 1,127 2,707 2,292 $ 1,407 $ 1,495 $ 3,810 $ 3,391 |
Reorganization items (Tables)
Reorganization items (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Reorganizations [Abstract] | |
Schedule Of Reorganisation Revenue And Expense Realization Of Gain loss | Three Months Ended Nine Months Ended September 30, September 30, 2019 2019 Write-off $ 1,625 $ 1,625 Professional fees 378 378 Reorganization items $ 2,003 $ 2,003 |
Liabilities Subject to Compro_2
Liabilities Subject to Compromise (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Liabilities Subject to Compromise [Abstract] | |
Schedule Of Liabilities Subject to Compromise | Liabilities subject to compromise consist of the following (in thousands): September 30, 2019 Accounts payable $ 1,640 Accrued personnel costs 280 Other accrued expenses 1,718 SVB agreement 10,103 Total liabilities subject to compromise $ 13,741 |
Condensed Debtor-In-Possessio_2
Condensed Debtor-In-Possession Financial Information (Tables) - Debtor [Member] | 9 Months Ended |
Sep. 30, 2019 | |
Schedule Of Condensed Balance Sheet | Debtor’s Condensed Balance Sheet (in thousands) September 30, 2019 (unaudited) Assets Current assets: Cash and cash equivalents $ 10,933 Restricted cash 213 Prepaid expenses and other current assets 8,151 Total current assets 19,297 Property and equipment, net 178 Operating lease right-of-use 81 Investment in subsidiary 43,766 Total assets $ 63,322 Liabilities Current liabilities: Accounts payable $ 140 Accrued personnel costs 164 Other accrued expenses 416 Total current liabilities 720 Total liabilities not subject to compromise 720 Liabilities subject to compromise 13,741 Total liabilities 14,461 Total stockholders’ equity 48,861 Total liabilities and stockholders’ equity $ 63,322 |
Schedule Of Condensed Statement Of Comprehensive Income | Debtor’s Condensed (in thousands) Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Operating expenses: Research and development $ 3,196 $ 14,758 General and administrative 4,692 11,659 Gain on remeasurement of contingent consideration (33,500 ) (29,200 ) Impairment of in-process research and development 8,494 8,494 Total operating expenses (17,118 ) 5,711 Income (loss) from operations 17,118 (5,711 ) Reorganization items (2,003 ) (2,003 ) Other income (expense), net (681 ) (1,762 ) Net income (loss) before income taxes 14,434 (9,476 ) Income tax benefit 1,986 1,986 Net income (loss) $ 16,420 $ (7,490 ) |
Schedule Of Condensed Cash Flow Statement | Debtor’s Condensed (in thousands) Nine Months Ended Operating activities Net loss $ (7,490 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation 112 Amortization of debt discount and issuance costs 671 Stock-based compensation 3,810 Fair value adjustment of success payment liability (3 ) Fair value adjustment of contingent consideration (29,200 ) Non-cash 270 Non-cash income tax benefit (1,986 ) Loss on disposal of property and equipment 23 Impairment of in-process research and development 8,494 Impairment of operating lease – right-of-use 13 Write-off of prior debt issuance costs 325 Changes in assets and liabilities: Prepaid expenses and other current assets (6,685 ) Accounts payable and other accrued liabilities (5,897 ) Net cash used in operating activities (37,543 ) Investing activities Investment in property and equipment (4 ) Investment in subsidiary (1,785 ) Net cash used in investing activities (1,789 ) Financing activities Proceeds from issuance of common stock, net of issuance costs, early exercise liability and repurchase of unvested early exercise stock options 21,867 P financing (16 ) Repayment of long-term debt (20,000 ) Proceeds from issuance of common stock upon ESPP purchase 27 Net cash provided by financing activities 1,878 Net de (37,454 ) Cash, cash equivalents and restricted cash at beginning of period 48,600 Cash, cash equivalents and restricted cash at end of period $ 11,146 Supplemental Disclosure of Cash Flow Information: Right-of-use $ 175 Warrants issued $ 1,105 |
Organization and Description _2
Organization and Description of Business - Additional Information (Detail) $ / shares in Units, $ in Thousands | Dec. 15, 2019 | Oct. 31, 2019 | Sep. 16, 2019USD ($) | Sep. 13, 2019 | Sep. 16, 2019USD ($) | Sep. 13, 2019Positions | Sep. 06, 2019USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Aug. 09, 2019$ / shares |
Organization And Description Of Business [Line Items] | ||||||||||
Principal outstanding | $ 10,000 | $ 10,000 | ||||||||
Restructuring and related cost, number of positions eliminated | Positions | 7 | |||||||||
Restructuring Costs | $ 1,100 | |||||||||
Share price threshold | $ / shares | $ 1 | |||||||||
Amount for potential claims | $ 1,800,000 | |||||||||
Repayment of debt | $ 20,000 | |||||||||
Key Employee Incentive Bonus [Member] | Executive Officer [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Pro-rata portion of bonus | 2.50% | |||||||||
Key Employee Incentive Bonus [Member] | Executive Officer [Member] | More Than Specified Level [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
One time bonus percentage | 62.50% | |||||||||
Management Retention Plan [Member] | Executive Officer [Member] | Installment One [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Retention bonus earned percentage | 25.00% | |||||||||
Management Retention Plan [Member] | Executive Officer [Member] | Installment Two [Member] | Scenario, Plan [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Retention bonus earned percentage | 25.00% | |||||||||
Management Retention Plan [Member] | Executive Officer [Member] | Installment Three [Member] | Scenario, Plan [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Retention bonus earned percentage | 25.00% | |||||||||
Management Retention Plan [Member] | Executive Officer [Member] | Installment Four [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Retention bonus earned percentage | 25.00% | |||||||||
Silicon Valley Bank [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Debt instrument aggregate principal amount | $ 20,000 | $ 20,000 | ||||||||
Principal outstanding | 10,000 | 10,000 | ||||||||
Repayment of debt | 21,300 | |||||||||
Minimum [Member] | Key Employee Incentive Bonus [Member] | Executive Officer [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
One time bonus percentage | 25.00% | |||||||||
Minimum [Member] | Management Retention Plan [Member] | Executive Officer [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Retention bonus percentage | 33.00% | |||||||||
Maximum [Member] | Key Employee Incentive Bonus [Member] | Executive Officer [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
One time bonus percentage | 62.50% | |||||||||
Maximum [Member] | Management Retention Plan [Member] | Executive Officer [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Retention bonus percentage | 50.00% | |||||||||
Term Loan [Member] | Silicon Valley Bank [Member] | ||||||||||
Organization And Description Of Business [Line Items] | ||||||||||
Debt instrument aggregate principal amount | 20,000 | 20,000 | ||||||||
Principal outstanding | $ 10,000 | 10,000 | ||||||||
Repayment of debt | $ 21,300 | |||||||||
Final payment fee percent | 6.50% | 6.50% | ||||||||
Final payment fee | $ 1,300 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Detail) shares in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2019USD ($)Segmentshares | Sep. 30, 2018USD ($)shares | Dec. 31, 2018USD ($) | Jan. 01, 2019USD ($) | |
Significant Accounting Policies [Line Items] | ||||||||||
Net loss | $ (3,970,000) | $ (8,264,000) | $ (16,382,000) | $ (16,794,000) | $ (20,239,000) | $ (17,103,000) | $ (28,616,000) | $ (54,136,000) | ||
Number of operating segment | Segment | 1 | |||||||||
Number of reportable segment | Segment | 1 | |||||||||
Impairments charge | $ 0 | $ 0 | ||||||||
Impairments of intangible assets | 0 | 0 | ||||||||
Impairment of goodwill | 10,700,000 | 10,655,000 | 0 | |||||||
Accrued clinical trial costs | 600,000 | $ 600,000 | 2,300,000 | |||||||
Shares excluded from calculation of earnings per share | shares | 3.5 | 2.6 | ||||||||
Unrealized foreign currency translation gains and (losses) | 1,400,000 | 400,000 | $ 1,900,000 | $ 1,500,000 | ||||||
Operating lease liability | 179,000 | 179,000 | $ 1,000,000 | |||||||
Right-of-use assets | 81,000 | 81,000 | $ 800,000 | |||||||
Subsidiaries [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Net loss | 19,000,000 | $ 500,000 | $ 19,700,000 | $ 2,900,000 | ||||||
Minimum [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Estimated useful lives of asset | 3 years | |||||||||
Maximum [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Estimated useful lives of asset | 5 years | |||||||||
Standby Letters of Credit [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Cash collateral for borrowed securities | $ 200,000 | $ 200,000 | $ 200,000 |
Contingent Consideration - Addi
Contingent Consideration - Additional Information (Detail) - Creabilis [Member] - USD ($) $ in Millions | Dec. 06, 2016 | Sep. 30, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Potential contingent milestone payments | $ 18 | ||
Payment for contingent consideration | 5 | ||
Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Royalty percentage | 1.00% | ||
Contingent Consideration [Member] | |||
Business Acquisition [Line Items] | |||
Fair value of contingent consideration in acquisition | $ 0 | $ 29.2 | |
Development and Approval Milestones [Member] | |||
Business Acquisition [Line Items] | |||
Business combination, aggregate contingent consideration | 58 | ||
Net Sales Thresholds and One Time Royalties [Member] | |||
Business Acquisition [Line Items] | |||
Business combination, aggregate contingent consideration | $ 80 |
Identifiable Intangible Asset_2
Identifiable Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 06, 2016 | |
Indefinite-lived Intangible Assets [Line Items] | ||||
Impairment charge of in process research and development | $ 20,000,000 | $ 20,000,000 | ||
Impairment of goodwill | $ 10,700,000 | $ 10,655,000 | $ 0 | |
In-process Research and Development Intangible Assets [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Impairment recognized on identifiable intangible assets | $ 0 | |||
In-process Research and Development Intangible Assets [Member] | ||||
Indefinite-lived Intangible Assets [Line Items] | ||||
Identifiable intangible assets, initial value recorded | $ 42,300,000 |
Property and Equipment - Compon
Property and Equipment - Components of Property and Equipment (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 530 | $ 696 |
Less accumulated depreciation | (350) | (385) |
Property and equipment, net | $ 180 | 311 |
Lab Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 5 years | |
Property, plant and equipment, gross | $ 218 | 307 |
Computer Hardware [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 3 years | |
Property, plant and equipment, gross | $ 111 | 142 |
Capital Lease Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 3 years | |
Property, plant and equipment, gross | $ 0 | 46 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 5 years | |
Property, plant and equipment, gross | $ 87 | 87 |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life (in years) | 3 years | |
Property, plant and equipment, gross | $ 9 | 9 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 105 | $ 105 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 35 | $ 39 | $ 112 | $ 117 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Level 1 [Member] | ||
Assets: | ||
Cash equivalents | $ 11,332 | $ 48,526 |
Total | $ 11,332 | 48,526 |
Level 3 [Member] | ||
Liabilities: | ||
Financial liabilities fair value | 29,200 | |
Contingent Consideration [Member] | Level 3 [Member] | ||
Liabilities: | ||
Financial liabilities fair value | $ 29,200 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Fair Value of Level 3 Financial Liabilities (Detail) - Contingent Consideration [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Beginning balance | $ 29,200 | |||
Change in fair value due to remeasurement | $ (33,500) | $ (700) | (29,200) | $ 1,600 |
Ending balance | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Jan. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value transfer amount | $ 0 | $ 0 | ||||
Measurement Input, Option Volatility [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of warrant | 0.7802 | |||||
Measurement Input, Risk Free Interest Rate [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of warrant | 0.275 | |||||
Measurement Input, Expected Dividend Rate [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of warrant | 0 | |||||
Measurement Input, Expected Term [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of warrant,term | 10 years | |||||
Creabilis [Member] | Discount Rate [Member] | Minimum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent consideration measurement input | 0.053 | 0.053 | ||||
Creabilis [Member] | Discount Rate [Member] | Maximum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent consideration measurement input | 0.159 | 0.159 | ||||
Creabilis [Member] | Probability of Multiple Scenarios [Member] | Minimum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent consideration measurement input | 0.036 | 0.036 | ||||
Creabilis [Member] | Probability of Multiple Scenarios [Member] | Maximum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent consideration measurement input | 0.526 | 0.526 | ||||
In-process Research and Development Intangible Assets [Member] | Discount Rate [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Intangible asset measurement input | 0.396 | 0.396 | ||||
In-process Research and Development Intangible Assets [Member] | Probability of Multiple Scenarios [Member] | Minimum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Intangible asset measurement input | 0.11 | 0.11 | ||||
In-process Research and Development Intangible Assets [Member] | Probability of Multiple Scenarios [Member] | Maximum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Intangible asset measurement input | 0.54 | 0.54 | ||||
In-process Research and Development Intangible Assets [Member] | Creabilis [Member] | Discount Rate [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Intangible asset measurement input | 0.205 | 0.205 | ||||
In-process Research and Development Intangible Assets [Member] | Creabilis [Member] | Probability of Multiple Scenarios [Member] | Minimum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Intangible asset measurement input | 0.001 | 0.001 | ||||
In-process Research and Development Intangible Assets [Member] | Creabilis [Member] | Probability of Multiple Scenarios [Member] | Maximum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Intangible asset measurement input | 0.225 | 0.225 | ||||
Contingent Consideration [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Change in fair value | $ (33,500,000) | $ (700,000) | $ (29,200,000) | $ 1,600,000 |
SVB Loan Agreement - Additional
SVB Loan Agreement - Additional Information (Detail) - USD ($) | Sep. 16, 2019 | Jun. 29, 2018 | Sep. 16, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 28, 2019 |
Debt Instrument [Line Items] | ||||||||
Principal outstanding | $ 10,000,000 | $ 10,000,000 | ||||||
Repayment of debt | 20,000,000 | |||||||
Payments To SVB | 20,000,000 | |||||||
Debt issuance Cost Written Off | $ 1,600,000 | |||||||
Silicon Valley Bank [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Final payment in percentage | 6.50% | 6.50% | ||||||
Interest rate percentage | 3.00% | 3.00% | ||||||
Principal outstanding | $ 10,000,000 | $ 10,000,000 | ||||||
Repayment of debt | 21,300,000 | |||||||
Debt instrument aggregate principal amount | 20,000,000 | 20,000,000 | ||||||
Payments To SVB | 21,300,000 | |||||||
Principal Amount Of Debt | 20,000,000 | $ 20,000,000 | ||||||
Final payment fee | $ 1.3 | |||||||
Silicon Valley Bank [Member] | Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan, covenant description | If unrestricted cash at SVB fell below the greater of (i) $30.0 million and (ii) the sum of (x) $15.0 million, plus (y) the Company’s six month cash burn, tested monthly as of the last day of each month, then the Company had the option to either (a) prepay the term loans in denominations of $15.0 million (plus accrued and unpaid interest, the final payment fee in respect to the portion of the terms loans being repaid and the prepayment fee in respect to the pro rata portion of the term loans being prepaid in excess of $15.0 million) or (b) immediately cash secure not less than the lesser of the outstanding balance or $15.0 million of the principal balance of all outstanding indebtedness under the term loans. | |||||||
Final payment fee percentage | 6.50% | 6.50% | ||||||
Principal outstanding | $ 10,000,000 | $ 10,000,000 | ||||||
Repayment of debt | 21,300,000 | |||||||
Debt instrument aggregate principal amount | 20,000,000 | 20,000,000 | ||||||
Final payment fee | 1,300,000 | |||||||
Payments To SVB | 21,300,000 | |||||||
Principal Amount Of Debt | $ 20,000,000 | $ 20,000,000 | ||||||
Silicon Valley Bank [Member] | Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan, aggregate principal amount | $ 40,000,000 | $ 30,000,000 | ||||||
Term loan, first credit extension | $ 30,000,000 | |||||||
Term loan, initiation date | Jun. 29, 2018 | |||||||
Term loan, maturity date | Jul. 1, 2023 | |||||||
Term loan, interest-only period end date | Jul. 31, 2020 | |||||||
Final payment in percentage | 6.50% | 6.50% | ||||||
Unrestricted cash threshold amount | $ 30,000,000 | $ 30,000,000 | ||||||
Prepayment of term loans | 15,000,000 | |||||||
Amount of cash secured of the principal balance of outstanding loans | $ 15,000,000 | |||||||
Interest rate percentage | 0.00% | 0.00% | ||||||
Warrants issued to purchase common stock | 535,714 | 535,714 | ||||||
Warrant exercise price | $ 2.80 | $ 2.80 | ||||||
Warrant term | 10 years | |||||||
Principal outstanding | $ 30,000,000 | $ 30,000,000 | ||||||
Final maturity payment | 2,000,000 | 2,000,000 | ||||||
Warrants and right outstanding | 1,100,000 | 1,100,000 | ||||||
Interest expense | $ 0 | $ 700,000 | $ 0 | $ 700,000 | ||||
Effective interest rate | 37.46% | 37.46% | ||||||
Silicon Valley Bank [Member] | Term Loan [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Prepayment fee in percentage | 1.00% | |||||||
Interest rate percentage | 7.25% | 7.25% | ||||||
Silicon Valley Bank [Member] | Term Loan [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Prepayment fee in percentage | 2.00% | |||||||
Final payment fee percentage | 6.50% | 6.50% | ||||||
Silicon Valley Bank [Member] | Term Loan [Member] | Prime Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate percentage, spread on variable rate | 2.50% |
SVB Loan Agreement - Schedule o
SVB Loan Agreement - Schedule of Future Principal Payments for term loan financing (Detail) $ in Thousands | Sep. 30, 2019USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2019 | $ 10,000 |
Total principal payments | 10,000 |
Final fee due at maturity in 2023 | 650 |
Total principal and final fee payments | $ 10,650 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
May 31, 2016 | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)$ / shares | Sep. 30, 2018USD ($) | Jan. 01, 2019USD ($) | Jun. 30, 2017USD ($)ft² | |
Other Commitments [Line Items] | |||||||
Operating lease expiry date | Feb. 29, 2020 | ||||||
Upfront payment received | $ 100,000 | ||||||
Right of use asset | $ 81,000 | 81,000 | $ 800,000 | ||||
Operating lease liability | 179,000 | 179,000 | $ 1,000,000 | ||||
Discount rate used to present value lease payments | 12.50% | ||||||
Operating lease impairment charges | 13,000 | ||||||
Prepaid rent liability | 45,000 | 45,000 | |||||
Operating lease expense | 100,000 | 300,000 | |||||
Sublease income | $ 27,000 | $ 63,000 | |||||
Weighted-average remaining operating lease term | 4 months 24 days | 4 months 24 days | |||||
Success payment liability threshold one | $ 10,000,000 | ||||||
Success payment liability threshold one per share | $ / shares | $ 53.71 | ||||||
Success payment liability threshold two | $ 35,000,000 | ||||||
Success payment liability threshold two per share | $ / shares | $ 71.61 | ||||||
Success payment liability threshold maximum | $ 60,000,000 | ||||||
Success payment liability threshold maximum per share | $ / shares | $ 107.42 | ||||||
Aggregate success payment maximum | $ 60,000,000 | ||||||
Adjustment To Lease Liabilities | 600,000 | ||||||
Adjustment To Right Of Use Assets | 600,000 | ||||||
Other Income [Member] | Success Payment Liabilities [Member] | |||||||
Other Commitments [Line Items] | |||||||
Change in fair value due to re-measurement recorded income (expense) | $ 200,000 | $ 200,000 | 2,600,000 | $ 2,600,000 | |||
Directors And Officers Liability Insurance [Member] | |||||||
Other Commitments [Line Items] | |||||||
Indemnification claims | 0 | 0 | |||||
Accrued indemnification liabilities | 0 | 0 | |||||
Accounting Standards Update 2016-02 [Member] | |||||||
Other Commitments [Line Items] | |||||||
Cumulative effect of adoption of ASU 2016-02 | $ 36,000 | ||||||
Lease Arrangement - Office Space in Westlake Village, California [Member] | |||||||
Other Commitments [Line Items] | |||||||
Operating lease obligation period | 40 months | ||||||
Operating lease renewal term | 3 years | ||||||
Operating lease expiry date | Feb. 29, 2020 | ||||||
Amended Lease Arrangement - Office Space in Westlake Village, California [Member] | |||||||
Other Commitments [Line Items] | |||||||
Additional area of office space leased | ft² | 5,973 | ||||||
Minimum [Member] | |||||||
Other Commitments [Line Items] | |||||||
Annual royalties | $ 50,000 | $ 50,000 | |||||
Maximum [Member] | Amended Lease Arrangement - Office Space in Westlake Village, California [Member] | |||||||
Other Commitments [Line Items] | |||||||
Additional allowance for leasehold improvements | $ 100,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Operating Leases (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 322 |
Right-of-use assets obtained in exchange for lease liabilities – operating leases | $ 175 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Maturities of Operating Lease Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 |
Leases [Abstract] | ||
2019 (remaining three months) | $ 109 | |
2020 | 74 | |
Total operating lease payments | 183 | |
Less: imputed interest | (4) | |
Total operating lease liabilities | $ 179 | $ 1,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Dec. 03, 2018 | May 17, 2018 | Jan. 31, 2016 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Jun. 30, 2017 |
Related Party Transaction [Line Items] | |||||||||
Number of nonvested shares | 142,638 | 142,638 | 307,504 | ||||||
Recognized compensation expense | $ 200 | $ 3,810 | $ 3,391 | ||||||
Number of shares vested | 0 | ||||||||
Notes Receivable [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Principal balance and interest forgiven on promissory note | $ 1,300 | ||||||||
Dr.Beddingfield [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock issued during period shares acquisitions | 47,594 | ||||||||
President and Chief Executive Officer [Member] | Stock Purchase Rights [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Number of shares granted under stock purchase rights | 553,652 | ||||||||
Purchase price of common stock | $ 2.35 | ||||||||
Recognized compensation expense | $ 100 | $ 300 | |||||||
Number of shares vested | 91,468 | 400,000 | |||||||
President and Chief Executive Officer [Member] | Share-based Compensation Award, Tranche One [Member] | Stock Purchase Rights [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Number of nonvested shares | 454,912 | ||||||||
Vesting condition description | 25% of the shares vest on the first anniversary of the grant, and 1/48th of the shares vest monthly thereafter, subject to Dr. Beddingfield continuing to provide services to the Company through each such vesting date. | ||||||||
Percentage of shares vest on first anniversary | 25.00% | ||||||||
Percentage of shares vest monthly thereafter | 2.00% | ||||||||
President and Chief Executive Officer [Member] | Share-based Compensation Award, Tranche Two [Member] | Stock Purchase Rights [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Number of nonvested shares | 49,370 | ||||||||
Vesting condition description | 50% of the shares vest on the first date the volume-weighted average trading price of the Company's common stock equals or exceeds $71.03 per share, and 1/24th of the shares vest monthly thereafter, subject to Dr. Beddingfield continuing to provide services to the Company through each such vesting date. | ||||||||
Percentage of shares vest monthly thereafter | 4.00% | ||||||||
Percentage of shares vesting | 50.00% | ||||||||
Minimum vesting share price | $ 71.03 | ||||||||
President and Chief Executive Officer [Member] | Share-based Compensation Award, Tranche Three [Member] | Stock Purchase Rights [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Number of nonvested shares | 49,370 | ||||||||
Vesting condition description | 50% of the shares vest upon achievement of a milestone related to clinical development, and 1/24th of the shares vest monthly thereafter, subject to Dr. Beddingfield continuing to provide services to the Company through each such vesting date. | ||||||||
Percentage of shares vest monthly thereafter | 4.00% | ||||||||
Percentage of shares vesting | 50.00% | 50.00% | |||||||
Todd Harris [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Success payments liability related payouts percentage | 25.22% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Class of Stock Disclosures [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Shares of Common Stock Reserved for Future Issuance (Detail) - shares shares in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Class of Stock Disclosures [Abstract] | ||
Common stock awards outstanding | 2,403 | 2,263 |
Restricted stock units outstanding | 919 | |
Common stock awards available for grant under employee benefit plans | 1,161 | |
Common stock warrants outstanding | 536 | |
Total shares of common stock reserved for future issuance | 5,019 |
Stockholders' Equity - Converti
Stockholders' Equity - Convertible Preferred Stock - Additional Information (Detail) - shares | Sep. 30, 2019 | Dec. 31, 2018 |
Class of Stock [Line Items] | ||
Preferred stock, shares outstanding | 0 | 0 |
Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares outstanding | 0 | 0 |
Stockholders' Equity - ATM Offe
Stockholders' Equity - ATM Offering Program - Additional Information (Detail) - ATM Offering Program [Member] - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Aug. 31, 2018 | |
Class of Stock [Line Items] | ||||
Issuance of common stock | 329,588 | 329,588 | 340,307 | |
Proceeds from issuance of common stock, net | $ 400,000 | $ 0.4 | $ 5,000,000 | |
Issuance of common stock, commissions paid | 18,000 | 18,000 | 200,000 | |
Issuance of common stock, other offering expenses | $ 100,000 | $ 0.1 | $ 400,000 | |
Cowen [Member] | ||||
Class of Stock [Line Items] | ||||
Amount which can be raised under ATM offering program | $ 75,000,000 | |||
Stock issuance costs under sales agreement as a percent of gross proceeds | 3.00% |
Stockholders' Equity - Stock Aw
Stockholders' Equity - Stock Awards and Stock-Based Compensation - Additional Information (Detail) - USD ($) | Aug. 01, 2019 | Aug. 01, 2017 | Jan. 31, 2019 | Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Jul. 31, 2017 |
Class of Stock [Line Items] | ||||||||||
Common stock available for issuance under plan | 5,019,000 | 5,019,000 | ||||||||
Number of shares granted to non-employee | 1,155,000 | |||||||||
Unrecognized compensation expense related to unvested employee stock award | $ 7,300,000 | $ 7,300,000 | ||||||||
Unrecognized compensation expense related to unvested employee stock award, recognized period | 2 years 5 months 1 day | |||||||||
Weighted-average grant date fair value of stock options granted | $ 0.48 | |||||||||
Weighted-average remaining contractual life of options outstanding | 8 years 2 months 12 days | |||||||||
Fair value of shares vested | $ 4,700,000 | |||||||||
Stock compensation expense related to non-employee option grants | $ 37,000 | $ 3,000 | $ 100,000 | $ 300,000 | ||||||
Unvested shares | 142,638 | 142,638 | 307,504 | |||||||
Early exercise liability related to unvested shares | $ 0 | $ 0 | $ 300,000 | |||||||
Early exercise liability related to unvested shares, current | 0 | 0 | 200,000 | |||||||
Early exercise liability related to unvested shares, non-current | 0 | 0 | $ 100,000 | |||||||
Adjustments to additional paid in capital warrant issued | $ 1,105,000 | |||||||||
Recognized compensation expense | 1,407,000 | 1,495,000 | $ 3,810,000 | 3,391,000 | ||||||
Number of Share Options Approved For Repricing | 1,854,462 | |||||||||
Minimum Exercise Price Per Share, Granted | $ 2.32 | |||||||||
Maximum Exercise Price Per Share, Granted | $ 20.53 | |||||||||
Weighted Average Exercise Price Per Share, Granted | $ 0.71 | $ 1.08 | ||||||||
Option Repricing [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Recognized compensation expense | $ 500,000 | |||||||||
Stock Options Vested [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Recognized compensation expense | 200,000 | |||||||||
Stock Options Unvested [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Recognized compensation expense | $ 300,000 | |||||||||
Silicon Valley Bank [Member] | Warrant [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Warrants issued to purchase common stock | 535,714 | |||||||||
Warrant exercise price | $ 2.80 | |||||||||
Adjustments to additional paid in capital warrant issued | $ 1,100,000 | |||||||||
Debt discount (premium) up on issuance | $ 1,100,000 | |||||||||
2017 Incentive Award Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock available for issuance under plan | 0 | |||||||||
Incentive award plan, description | The 2017 Plan, which became effective upon the completion of the Company’s initial public offering (“IPO”) on August 1, 2017. The 2017 Plan serves as the successor incentive award plan to the Company’s 2010 Equity Incentive Plan, or the 2010 Plan, and has 0 million shares of common stock available at September 30, 2019 for issuance pursuant to a variety of stock-based compensation awards, including stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards and other stock-based awards, plus shares of common stock that were reserved for issuance pursuant to future awards under the 2010 Plan at the time the 2017 Plan became effective, plus shares represented by awards outstanding under the 2010 Plan that are forfeited or lapse unexercised and which following the effective date of the 2017 Plan are not issued under the 2010 Plan. In addition, the 2017 Plan reserve increased on January 1, 2018 and 2019 and will increase further on each subsequent anniversary through 2027, by an amount equal to the lesser of (a) four percent of the shares of stock outstanding (on an as converted basis) on the last day of the immediately preceding fiscal year and (b) such smaller number of shares of stock as determined by our board of directors; provided, however, that no more than 12.0 million shares of stock may be issued upon the exercise of incentive stock options. | |||||||||
2010 Equity Incentive Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock awards expiration period | 10 years | |||||||||
Stock awards vesting period | 4 years | |||||||||
2017 Employee Stock Purchase Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock available for issuance under plan | 500,000 | |||||||||
Number of authorized shares of common stock under ESPP | 198,883 | |||||||||
Common stock shares outstanding percentage | 1.00% | |||||||||
Employee stock purchase price closing trading price | 85.00% | |||||||||
Employee stock purchase plan, description | The maximum number ​​​​​​​of the Company’s common stock which will be authorized for sale under the ESPP is equal to the sum of (a) 198,883 shares of common stock and (b) an annual increase on the first day of each year beginning in 2018 and ending in 2027, equal to the lesser of (i) 1% of the shares of common stock outstanding (on an as converted basis) on the last day of the immediately preceding fiscal year and (ii) such number of shares of common stock as determined by the Company’s board of directors; provided, however, no more than 3.0 million shares of the Company’s common stock may be issued under the ESPP. | |||||||||
Recognized compensation expense | $ 0 | $ 100,000 | $ 100,000 | $ 200,000 | ||||||
Number of shares issued from ESPP | 26,886 | 67,508 | ||||||||
Non-employee [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Contractual term | 10 years | |||||||||
Number of shares granted to non-employee | 0 | 0 | ||||||||
Maximum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Fair value of a common stock percentage | 110.00% | |||||||||
Maximum [Member] | 2017 Incentive Award Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of authorized shares of common stock under ESPP | 12,000,000 | 12,000,000 | ||||||||
Maximum [Member] | 2010 Equity Incentive Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock awards exercisable period | 5 years | |||||||||
Maximum [Member] | 2017 Employee Stock Purchase Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of authorized shares of common stock under ESPP | 3,000,000 | |||||||||
Minimum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock voting rights percentage | 10.00% | |||||||||
Minimum [Member] | 2017 Employee Stock Purchase Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Employee stock purchase price lower of the closing trading price | 85.00% |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Assumptions Used for Grant Date Fair Value (Detail) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected stock price volatility, minimum | 69.91% | 65.40% |
Expected stock price volatility, maximum | 78.63% | 74.21% |
Expected dividend yield | 8212.00% | 8212.00% |
Risk-free interest rate, minimum | 1.52% | 2.55% |
Risk-free interest rate, maximum | 2.52% | 3.06% |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 1 year 3 months 18 days | 5 years |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 5 years 7 months 6 days | 6 years 1 month 6 days |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Aug. 01, 2019 | Sep. 30, 2019 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Number of Shares, Outstanding, beginning balance | 2,263 | |
Number of Shares, Granted | 1,155 | |
Number of Shares, Exercised | 0 | |
Number of Shares, Cancelled | (995) | |
Number Of Shares, Expired | (20) | |
Number of Shares, Outstanding, ending balance | 2,403 | |
Number of Shares, Exercisable, ending balance | 1,740 | |
Weighted Average Exercise Price Per Share, Outstanding, beginning balance | $ 12.42 | |
Weighted Average Exercise Price Per Share, Granted | $ 0.71 | 1.08 |
Weighted Average Exercise Price Per Share, Exercised | 0 | |
Weighted Average Exercise Price Per Share, Cancelled | ||
Weighted Average Exercise Price Per Share, Expired | 16.90 | |
Weighted Average Exercise Price Per Share, Outstanding, ending balance | 1.89 | |
Weighted Average Exercise Price Per Share, Exercisable, ending balance | $ 5.38 | |
Aggregate Intrinsic Value, Outstanding, beginning balance | $ 0 | |
Aggregate Intrinsic Value, Granted | $ 0 | |
Aggregate Intrinsic Value, Exercised | $ 0 | |
Aggregate Intrinsic Value, Cancelled | 0 | |
Aggregate Intrinsic Value, Expired | 0 | |
Aggregate Intrinsic Value, Outstanding, ending balance | 0 | |
Aggregate Intrinsic Value, Exercisable, ending balance | $ 0 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Nonvested Restricted Stock Units Activity (Detail) - Restricted Stock Units (RSUs) [Member] shares in Thousands | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Beginning Balance, Unvested | shares | 0 |
Number of shares, Granted | shares | 1,356 |
Number of unvested shares, Vested | shares | (175) |
Number of unvested shares, Cancelled | shares | (262) |
Ending Balance, Unvested | shares | 919 |
Opening Balance, Unvested | $ / shares | $ 0 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 1.68 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 2.32 |
Weighted Average Grant Date Fair Value, Cancelled | $ / shares | 2 |
Ending Balance, Unvested | $ / shares | $ 1.47 |
Stockholders' Equity - Summar_4
Stockholders' Equity - Summary of Non-cash Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock-based compensation expense | $ 1,407 | $ 1,495 | $ 3,810 | $ 3,391 |
Research and Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock-based compensation expense | 261 | 368 | 1,103 | 1,099 |
General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total non-cash stock-based compensation expense | $ 1,146 | $ 1,127 | $ 2,707 | $ 2,292 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||
Provision for income tax | $ (4,618) | $ (4,618) |
Reorganization items - Schedul
Reorganization items - Schedule Of Reorganisation Revenue And Expense Realization Of Gain loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Write-off of debt issuance costs on debt subject to compromise | $ 1,625 | $ 1,625 |
Professional fees | 378 | 378 |
Reorganization items | $ 2,003 | $ 2,003 |
Liabilities Subject to Compro_3
Liabilities Subject to Compromise - Schedule Of Liabilities Subject to Compromise (Detail) $ in Thousands | Sep. 30, 2019USD ($) |
Accounts payable | $ 1,640 |
Accrued personnel costs | 280 |
Other accrued expenses | 1,718 |
SVB loan agreement | 10,103 |
Total liabilities subject to compromise | $ 13,741 |
Condensed Debtor-In-Possessio_3
Condensed Debtor-In-Possession Financial Information - Schedule Of Condensed Balance Sheet (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | |||||||||
Cash and cash equivalents | $ 11,332 | $ 48,526 | |||||||
Restricted cash | 213 | 181 | |||||||
Prepaid expenses and other current assets | 8,186 | 1,705 | |||||||
Total current assets | 19,731 | 50,412 | |||||||
Property and equipment, net | 180 | 311 | |||||||
Operating lease right-of-use asset | 81 | $ 800 | |||||||
Total assets | 43,492 | 107,306 | |||||||
Current liabilities: | |||||||||
Accounts payable | 187 | 2,792 | |||||||
Accrued personnel costs | 164 | 3,057 | |||||||
Other accrued expenses | 941 | 5,000 | |||||||
Contingent consideration, current portion | 13,500 | ||||||||
Total current liabilities | 1,292 | 24,349 | |||||||
Total liabilities not subject to compromise | 6,650 | 80,725 | |||||||
Liabilities Subject to Compromise | 13,741 | ||||||||
Total liabilities | 20,391 | 80,725 | |||||||
Total stockholders' equity | 23,101 | $ 26,983 | $ 33,286 | 26,581 | $ 44,930 | $ 55,534 | $ 76,423 | $ 91,199 | |
Total liabilities and stockholders' equity | 43,492 | $ 107,306 | |||||||
Debtor [Member] | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | 10,933 | ||||||||
Restricted cash | 213 | ||||||||
Prepaid expenses and other current assets | 8,151 | ||||||||
Total current assets | 19,297 | ||||||||
Property and equipment, net | 178 | ||||||||
Operating lease right-of-use asset | 81 | ||||||||
Investment in subsidiary | 43,766 | ||||||||
Total assets | 63,322 | ||||||||
Current liabilities: | |||||||||
Accounts payable | 140 | ||||||||
Accrued personnel costs | 164 | ||||||||
Other accrued expenses | 416 | ||||||||
Contingent consideration, current portion | |||||||||
Total current liabilities | 720 | ||||||||
Total liabilities not subject to compromise | 720 | ||||||||
Liabilities Subject to Compromise | 13,741 | ||||||||
Total liabilities | 14,461 | ||||||||
Total stockholders' equity | 48,861 | ||||||||
Total liabilities and stockholders' equity | $ 63,322 |
Condensed Debtor-In-Possessio_4
Condensed Debtor-In-Possession Financial Information - Schedule Of Condensed Statement Of Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Operating expenses: | ||||||||
Research and development | $ 3,820 | $ 12,146 | $ 15,997 | $ 40,819 | ||||
General and administrative | 5,021 | 5,138 | 12,110 | 14,310 | ||||
Impairment of in-process research and development | 20,040 | |||||||
Total operating expenses | 6,036 | 16,584 | 29,602 | 56,729 | ||||
Income (loss) from operations | (6,036) | (16,584) | (29,602) | (56,729) | ||||
Reorganization items | 2,003 | 2,003 | ||||||
Other income (expense), net | (549) | (210) | (1,629) | 2,593 | ||||
Net loss before income taxes | (8,588) | (16,794) | (33,234) | (54,136) | ||||
Income tax benefit | (4,618) | (4,618) | ||||||
Net loss | (3,970) | $ (8,264) | $ (16,382) | $ (16,794) | $ (20,239) | $ (17,103) | (28,616) | $ (54,136) |
Debtor [Member] | ||||||||
Operating expenses: | ||||||||
Research and development | 3,196 | 14,758 | ||||||
General and administrative | 4,692 | 11,659 | ||||||
Gain on remeasurement of contingent consideration | (33,500) | (29,200) | ||||||
Impairment of in-process research and development | 8,494 | 8,494 | ||||||
Total operating expenses | (17,118) | 5,711 | ||||||
Income (loss) from operations | 17,118 | (5,711) | ||||||
Reorganization items | (2,003) | (2,003) | ||||||
Other income (expense), net | (681) | (1,762) | ||||||
Net loss before income taxes | 14,434 | (9,476) | ||||||
Income tax benefit | 1,986 | 1,986 | ||||||
Net loss | $ 16,420 | $ (7,490) |
Condensed Debtor-In-Possessio_5
Condensed Debtor-In-Possession Financial Information - Schedule Of Condensed Cash Flow Statement (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Operating activities | ||||
Net loss | $ (28,616) | $ (54,136) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation | $ 35 | $ 39 | 112 | 117 |
Amortization of debt discount and issuance costs | 671 | 130 | ||
Stock-based compensation | 200 | 3,810 | 3,391 | |
Fair value adjustment of success payment liability | (3) | (2,597) | ||
Fair value adjustment of contingent consideration | (33,500) | (700) | (29,200) | 1,600 |
Non-cash interest expense | 270 | 330 | ||
Non-cash income tax benefit | (4,618) | (4,618) | ||
Loss on disposal of property and equipment | 23 | 3 | ||
Impairment of in-process research and development | 20,000 | 20,000 | ||
Impairment of operating lease – right-of-use asset | 13 | |||
Write-off of prior debt issuance costs | 325 | |||
Changes in assets and liabilities: | ||||
Prepaid expenses and other current assets | (6,486) | (210) | ||
Accounts payable and other accrued liabilities | (6,026) | 5,278 | ||
Net cash used in operating activities | (39,030) | (46,094) | ||
Investing activities | ||||
Investment in property and equipment | (4) | (33) | ||
Net cash used in investing activities | (4) | (33) | ||
Financing activities | ||||
Proceeds from issuance of common stock, net of issuance costs, early exercise liability and repurchase of unvested early exercise stock options | 21,867 | 5,426 | ||
Repayment of long-term debt | (20,000) | |||
Proceeds from issuance of common stock upon ESPP purchase | 27 | 388 | ||
Net cash provided by financing activities | 1,878 | 35,667 | ||
Net decrease in cash, cash equivalents and restricted cash | (37,162) | (10,492) | ||
Cash, cash equivalents and restricted cash at beginning of period | 48,707 | 74,648 | ||
Cash, cash equivalents and restricted cash at end of period | 11,545 | $ 64,156 | 11,545 | $ 64,156 |
Supplemental Disclosure of Cash Flow Information: | ||||
Right-of-use asset obtained in exchange for lease liability | 175 | |||
Warrants issued | 1,105 | |||
Debtor [Member] | ||||
Operating activities | ||||
Net loss | (7,490) | |||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation | 112 | |||
Amortization of debt discount and issuance costs | 671 | |||
Stock-based compensation | 3,810 | |||
Fair value adjustment of success payment liability | (3) | |||
Fair value adjustment of contingent consideration | (29,200) | |||
Non-cash interest expense | 270 | |||
Non-cash income tax benefit | 1,986 | 1,986 | ||
Loss on disposal of property and equipment | 23 | |||
Impairment of in-process research and development | 8,494 | |||
Impairment of operating lease – right-of-use asset | 13 | |||
Write-off of prior debt issuance costs | 325 | |||
Changes in assets and liabilities: | ||||
Prepaid expenses and other current assets | (6,685) | |||
Accounts payable and other accrued liabilities | (5,897) | |||
Net cash used in operating activities | (37,543) | |||
Investing activities | ||||
Investment in property and equipment | (4) | |||
Investment in subsidiary | (1,785) | |||
Net cash used in investing activities | (1,789) | |||
Financing activities | ||||
Proceeds from issuance of common stock, net of issuance costs, early exercise liability and repurchase of unvested early exercise stock options | 21,867 | |||
Payment of debt financing costs | (16) | |||
Repayment of long-term debt | (20,000) | |||
Proceeds from issuance of common stock upon ESPP purchase | 27 | |||
Net cash provided by financing activities | 1,878 | |||
Net decrease in cash, cash equivalents and restricted cash | (37,454) | |||
Cash, cash equivalents and restricted cash at beginning of period | 48,600 | |||
Cash, cash equivalents and restricted cash at end of period | $ 11,146 | 11,146 | ||
Supplemental Disclosure of Cash Flow Information: | ||||
Right-of-use asset obtained in exchange for lease liability | 175 | |||
Warrants issued | $ 1,105 |