Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 10, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'Marina Biotech, Inc. | ' |
Entity Central Index Key | '0000737207 | ' |
Trading Symbol | 'mrna | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 25,748,521 |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash | $3,203 | $909 |
Accounts receivable | ' | 5 |
Prepaid expenses and other current assets | 55 | 128 |
Total current assets | 3,258 | 1,042 |
Intangible assets | 6,700 | 6,700 |
Total assets | 9,958 | 7,742 |
Current liabilities: | ' | ' |
Accounts payable | 1,238 | 1,614 |
Accrued payroll and employee benefits | 165 | 1,505 |
Accrued interest and other accrued liabilities | 877 | 1,462 |
Accrued restructuring | ' | 12 |
Notes payable and other debt | ' | 1,623 |
Total current liabilities | 2,280 | 6,216 |
Fair value liability for price adjustable warrants | 15,495 | 5,226 |
Fair value of stock to be issued to settle liabilities | 25 | 1,019 |
Deferred tax liabilities | 2,345 | 2,345 |
Total liabilities | 20,145 | 14,806 |
Commitments and contingencies | ' | ' |
Stockholders' deficit: | ' | ' |
Series C convertible preferred stock, $.01 par value; none and 1,200 shares authorized, issued and outstanding at December 31, 2013 and September 30, 2014, respectively (preference in liquidation of $6,000,000) | ' | ' |
Common stock, $0.006 par value; 180,000,000 shares authorized, 16,937,661 and 25,748,521 shares issued and outstanding at December 31, 2013 and September 30, 2014, respectively | 155 | 102 |
Additional paid-in capital | 333,249 | 324,145 |
Accumulated deficit | -343,591 | -331,311 |
Total stockholders' deficit | -10,187 | -7,064 |
Total liabilities and stockholders' deficit | $9,958 | $7,742 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parentheticals) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common stock, shares issued | 25,748,521 | 16,937,661 |
Common stock, shares outstanding | 25,748,521 | 16,937,661 |
Statement [Line Items] | ' | ' |
Preferred stock, shares authorized | 100,000 | ' |
Series C Convertible Preferred Stock ("Series C Stock") | ' | ' |
Statement [Line Items] | ' | ' |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, shares authorized | 1,200 | ' |
Preferred stock, shares issued | 1,200 | ' |
Preferred stock, shares outstanding | 1,200 | ' |
Preferred Stock, Liquidation Preference, Value | $6,000,000 | ' |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Statement [Abstract] | ' | ' | ' | ' |
License and other revenue | ' | $800 | ' | $1,115 |
Operating expenses: | ' | ' | ' | ' |
Research and development | 173 | 103 | 268 | 318 |
General and administrative | 1,434 | 573 | 2,573 | 1,185 |
Total operating expenses | 1,607 | 676 | 2,841 | 1,503 |
Income (loss) from operations | -1,607 | 124 | -2,841 | -388 |
Other income (expense): | ' | ' | ' | ' |
Change in fair value liability for price adjustable warrants | -5,487 | -149 | -6,256 | 1,832 |
Change in fair value of stock reserved for issuance to settle liabilities | -48 | -22 | -2,503 | 313 |
Interest and other expense | ' | -64 | -1,007 | -186 |
Change in fair value of embedded features in notes and amendments to notes | ' | 242 | ' | 829 |
Gain on sale of equipment | ' | ' | ' | 30 |
Gain (loss) on foreign exchange | -1 | ' | 1 | ' |
Gain (loss) on debt extinguishment | 1 | -1,107 | 5 | -2,037 |
Gain on settlement of liabilities | 19 | ' | 321 | ' |
Total other income (expense), net | -5,516 | -1,100 | -9,439 | 781 |
Net income (loss) | -7,123 | -976 | -12,280 | 393 |
Deemed dividend related to beneficial conversion feature in Series C convertible preferred shares | ' | ' | -6,000 | ' |
Net income (loss) applicable to common stockholders | ($7,123) | ($976) | ($18,280) | $393 |
Net income (loss) per common share | ' | ' | ' | ' |
Basic (in dollars per share) | ($0.28) | ($0.06) | ($0.75) | $0.02 |
Diluted (in dollars per share) | ($0.28) | ($0.06) | ($0.75) | $0.02 |
Shares used in computing net income (loss) per share | ' | ' | ' | ' |
Basic (in shares) | 25,668 | 16,938 | 24,248 | 16,938 |
Diluted (in shares) | 25,668 | 16,938 | 24,248 | 17,228 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Operating activities: | ' | ' |
Net income (loss) | ($12,280) | $393 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ' | ' |
Non-cash (gain)/loss on debt extinguishment | -5 | 2,037 |
Non-cash interest expense | 1,007 | 186 |
Non-cash gain on settlement of liabilities | -321 | ' |
Compensation related to stock options, restricted stock and employee stock purchase plan | 260 | 93 |
Gain on disposition of property and equipment | ' | -30 |
Gain on foreign exchange transactions | -1 | ' |
Changes in fair market value of liabilities | ' | ' |
Stock reserved for issuance to settle liabilities | 2,503 | -313 |
Debt Features | ' | -829 |
Price adjustable warrants | 6,256 | -1,832 |
Changes in assets and liabilities | ' | ' |
Accounts receivable | 5 | 2 |
Prepaid expenses and other current assets | 73 | 128 |
Accounts payable | -361 | -102 |
Deferred revenue | ' | -115 |
Accrued interest and other accrued liabilities | -501 | 587 |
Accrued restructuring | -12 | -380 |
Net cash used in operating activities | -3,377 | -175 |
Investing activities: | ' | ' |
Change in restricted cash | ' | 380 |
Proceeds from the sale of property and equipment | ' | 30 |
Net cash provided by investing activities | ' | 410 |
Financing activities: | ' | ' |
Proceeds from sales of Series C preferred shares and warrants, net | 5,929 | ' |
Cash payments of notes payable | -250 | ' |
Insurance financing | -8 | -10 |
Net cash provided (used) by financing activities | 5,671 | -10 |
Net increase (decrease) in cash | 2,294 | 225 |
Cash and cash equivalents - Beginning of period | 909 | 216 |
Cash and cash equivalents - End of period | 3,203 | 441 |
Non-cash financing activities: | ' | ' |
Cash paid for interest | 83 | ' |
Reclassification of fair value liability for price adjustable warrants exercised | 1,916 | ' |
Issuance of common stock to settle liabilities | 3,517 | ' |
Debt conversion to common shares | 1,479 | ' |
Deemed dividend to Series C convertible preferred stockholders | $6,000 | ' |
Business_Liquidity_and_Summary
Business, Liquidity and Summary of Significant Accounting Policies | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||||||||||
Business, Liquidity and Summary of Significant Accounting Policies | ' | ||||||||||||||||||||||||
Note 1 — Business, Liquidity and Summary of Significant Accounting Policies | |||||||||||||||||||||||||
Business | |||||||||||||||||||||||||
Marina Biotech, Inc. (collectively “Marina”, “the company”, “us” or “we”), in conjunction with our wholly-owned and financially consolidated subsidiaries, Cequent Pharmaceuticals, Inc. (“Cequent”), MDRNA Research, Inc. (“MDRNA”), and Atossa Healthcare, Inc. (“Atossa”), is a biotechnology company focused on the discovery, development and commercialization of nucleic acid-based therapies to treat orphan diseases. Since 2010, we have strategically acquired/in-licensed and further developed nucleic acid chemistry and delivery-related technologies to form an integrated drug discovery platform. We distinguish ourselves from other companies in the nucleic acid therapeutics area through this unique platform that enables the development of a variety of therapeutics targeting coding and non-coding RNA via multiple mechanisms of action such as RNA interference (“RNAi”), messenger RNA (“mRNA”) translational inhibition, exon skipping, miRNA (“miRNA”) replacement, miRNA inhibition, and steric blocking in order to modulate gene expression either up or down depending on the specific mechanism of action. Our goal is to dramatically improve the lives of the patients and families affected by orphan diseases through either our own efforts or those of our collaborators and licensees. | |||||||||||||||||||||||||
We are focusing our efforts and resources on the discovery and development of our own pipeline of nucleic acid-based compounds in order to commercialize drug therapies to treat orphan diseases. In addition, we will seek to establish collaborations and strategic partnerships with pharmaceutical and biotechnology companies to generate revenue through up-front, milestone and royalty payments related to our technology and/or the products that are developed using such technology. | |||||||||||||||||||||||||
Liquidity | |||||||||||||||||||||||||
The accompanying condensed consolidated financial statements have been prepared on the basis that we will continue as a going concern, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business. At September 30, 2014, we had an accumulated deficit of $344 million. To the extent that sufficient funding is available, we will continue to incur losses as we continue our research and development (“R&D”) activities. In addition, we have had and will continue to have negative cash flows from operations. We have funded our losses primarily through the sale of common and preferred stock and warrants, revenue provided from our license agreements with other parties, and, to a lesser extent, equipment financing facilities and secured loans. At September 30, 2014, we had a working capital surplus of $1.0 million, which included $3.2 million in cash. | |||||||||||||||||||||||||
On February 24, 2014, certain debt holders exchanged secured promissory notes in the aggregate principal and interest amount of $1.5 million for 2.0 million shares of our common stock. In addition, on March 7, 2014, we entered into a Securities Purchase Agreement with certain investors pursuant to which we sold 1,200 shares of our Series C Convertible Preferred Stock (“Series C Preferred”), and warrants to purchase up to 6.0 million shares of our common stock at an exercise price of $0.75 per share, for an aggregate purchase price of $6.0 million. Each share of Series C Stock has a stated value of $5,000 per share and is convertible into shares of common stock at a conversion price of $0.75 per dollar of stated value. The Series C Stock is initially convertible into an aggregate of 8.0 million shares of our common stock, subject to certain limitations and adjustments. | |||||||||||||||||||||||||
We believe that our current cash resources, which include the proceeds of the March 2014 offering of Series C Stock, will enable us to fund our intended operations through May 2015. | |||||||||||||||||||||||||
Basis of Preparation and Summary of Significant Accounting Policies | |||||||||||||||||||||||||
Basis of Preparation — The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and note disclosures required by U.S. generally accepted accounting principles for complete financial statements. The accompanying unaudited financial information should be read in conjunction with the audited consolidated financial statements, including the notes thereto, as of and for the year ended December 31, 2013, included in our 2013 Annual Report on Form 10-K filed with the SEC. The information furnished in this report reflects all adjustments (consisting of normal recurring adjustments), which are, in the opinion of management, necessary for a fair presentation of our financial position, results of operations and cash flows for each period presented. The results of operations for the three and nine months ended September 30, 2014 are not necessarily indicative of the results for the year ending December 31, 2014 or for any future period. | |||||||||||||||||||||||||
Use of Estimates — Our accounting principles require our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenues and expenses during the reporting periods. Estimates having relatively higher significance include revenue recognition, stock-based compensation, valuation of warrants, valuation and estimated lives of identifiable intangible assets, impairment of long-lived assets, valuation of features embedded within note agreements and amendments, and income taxes. Actual results could differ from those estimates. | |||||||||||||||||||||||||
Fair Value of Financial Instruments —We consider the fair value of cash, restricted cash, accounts receivable, accounts payable and accrued liabilities to not be materially different from their carrying value. These financial instruments have short-term maturities. | |||||||||||||||||||||||||
We follow authoritative guidance with respect to fair value reporting issued by the Financial Accounting Standards Board (“FASB”) for financial assets and liabilities, which defines fair value, provides guidance for measuring fair value and requires certain disclosures. The guidance does not apply to measurements related to share-based payments. The guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: | |||||||||||||||||||||||||
Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. | |||||||||||||||||||||||||
Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. | |||||||||||||||||||||||||
Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. | |||||||||||||||||||||||||
Our cash and restricted cash are subject to fair value measurement and are valued determined by Level 1 inputs. We measure and report at fair value our accrued restructuring liability using discounted estimated cash flows. We measure the liability for committed stock issuances with a fixed share number using Level 1 inputs. We measure the liability for price adjustable warrants and certain features embedded in notes using the Black-Scholes-Merton valuation model, using Level 3 inputs. | |||||||||||||||||||||||||
The following tables summarize our liabilities measured at fair value on a recurring basis as of December 31, 2013 and September 30, 2014: | |||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||
Balance at | Quoted prices | Significant | Significant | ||||||||||||||||||||||
December | in active | other | unobservable | ||||||||||||||||||||||
31, 2013 | markets for | observable | inputs | ||||||||||||||||||||||
identical assets | inputs | ||||||||||||||||||||||||
Liabilities: | |||||||||||||||||||||||||
Fair value liability for price adjustable warrants | $ | 5,226 | $ | - | $ | - | $ | 5,226 | |||||||||||||||||
Fair value liability for shares to be issued | 1,019 | 1,019 | - | - | |||||||||||||||||||||
Total liabilities at fair value | $ | 6,245 | $ | 1,019 | $ | - | $ | 5,226 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||
Balance at | Quoted prices | Significant | Significant | ||||||||||||||||||||||
September | in active | other | unobservable | ||||||||||||||||||||||
30, 2014 | markets for | observable | inputs | ||||||||||||||||||||||
identical | inputs | ||||||||||||||||||||||||
assets | |||||||||||||||||||||||||
Liabilities: | |||||||||||||||||||||||||
Fair value liability for price adjustable warrants | $ | 15,495 | $ | - | $ | - | $ | 15,495 | |||||||||||||||||
Fair value liability for shares to be issued | 25 | 25 | - | - | |||||||||||||||||||||
Total liabilities at fair value | $ | 15,520 | $ | 25 | $ | - | $ | 15,495 | |||||||||||||||||
The following presents activity of the fair value liability of price adjustable warrants determined by Level 3 inputs for the nine-month period from December 31, 2013 to September 30, 2014: | |||||||||||||||||||||||||
Weighted average as of each measurement date | |||||||||||||||||||||||||
Fair value | Exercise | Stock | Volatility | Contractual | Risk free | ||||||||||||||||||||
liability for price | Price | Price | life | rate | |||||||||||||||||||||
adjustable warrants | (in years) | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 5,226 | $ | 0.28 | $ | 0.4 | 124 | % | 4.08 | 1.3 | % | ||||||||||||||
Cashless exercise of warrants | (1,916 | ) | 0.28 | 1.15 | 134 | 3.21 | 0.79 | ||||||||||||||||||
Warrant issuance in connection with Series C | 5,929 | 0.75 | 1.5 | 121 | 2.08 | 0.64 | |||||||||||||||||||
Change in fair value included in statement of operations | 6,256 | - | - | - | - | - | |||||||||||||||||||
Balance at September 30, 2014 | $ | 15,495 | $ | 0.38 | $ | 0.65 | 125 | % | 3.09 | 0.9 | % | ||||||||||||||
Net Income (Loss) per Common Share — Basic net income (loss) per share of common stock has been computed by dividing net income (loss) by the weighted average number of shares outstanding during the period. Diluted net income per share of common stock has been computed by dividing net income by the weighted average number of shares outstanding plus the diluting effect, if any, of outstanding stock options, warrants and convertible securities. Diluted net loss per share of common stock has been computed by dividing the net loss for the period by the weighted average number of shares of common stock outstanding during such period. In a net loss period, options, warrants and convertible securities are anti-dilutive and therefore excluded from diluted loss per share calculations. The following have been excluded as they are anti-dilutive: | |||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||
2013 | 2014 | 2013 | 2014 | ||||||||||||||||||||||
Stock options outstanding | 284,829 | 1,303,504 | 284,829 | 1,303,504 | |||||||||||||||||||||
Warrants | 16,914,301 | 21,210,695 | 16,624,301 | 21,210,695 | |||||||||||||||||||||
Convertible preferred stock | - | 8,000,000 | - | 8,000,000 | |||||||||||||||||||||
Total | 17,199,130 | 30,514,199 | 16,909,130 | 30,514,199 | |||||||||||||||||||||
The following is a reconciliation of diluted weighted average shares outstanding: | |||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||
(In thousands) | 2013 | 2014 | 2013 | 2014 | |||||||||||||||||||||
Weighted average common shares outstanding | 16,938 | 25,668 | 16,938 | 24,248 | |||||||||||||||||||||
Assumed conversion of net common shares issuable under warrants | - | - | 290 | - | |||||||||||||||||||||
Weighted average common and common equivalent shares outstanding, diluted | 16,938 | 25,668 | 17,228 | 24,248 | |||||||||||||||||||||
Recently Issued Accounting Standards — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers”, which provides guidance for revenue recognition. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosures. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016. We are currently in the process of evaluating the impact of adoption of this ASU on the financial statements. | |||||||||||||||||||||||||
In April 2014, the FASB issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” which changes the criteria for determining which disposals can be presented as discontinued operations and modifies the related disclosure requirements. Under the new guidance, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results and is disposed of or classified as held for sale. The standard also introduces several new disclosures. The guidance applies prospectively to new disposals and new classifications of disposal groups as held for sale after the effective date. ASU 2014-08 is effective for annual and interim periods beginning after December 15, 2014, with early adoption permitted. We are currently in the process of evaluating the impact of adoption of this ASU on the financial statements. | |||||||||||||||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements—Going Concern (Subtopic 205-40); Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” which applies should a company be facing probable liquidation within one year of the issuance of the financial statements, but is not actually in liquidation at the time of issuance. The applicable accounting basis for presentation remains as a going concern, but if liquidation within one year is probable, then certain disclosures must be included in the financial statement presentation. ASU 2014-15 is effective for annual and interim periods beginning after December 15, 2016, with early adoption permitted. ASU 2014-15 is not currently applicable as management has plans in place that alleviate any substantial doubt as to our ability to continue as a going concern. | |||||||||||||||||||||||||
Notes_Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2014 | |
Notes Payable [Abstract] | ' |
Notes Payable | ' |
Note 2 — Notes Payable | |
In February 2014, the holders of the secured promissory notes that we originally issued in February 2012, exchanged notes in the aggregate principal and interest amount of approximately $1.5 million for approximately 2.0 million shares of our common stock. The excess of the fair value of the common stock issued over the carrying value of the notes and accrued interest of $0.97 million was recorded as non-cash interest expense. | |
During the three months ended March 2013, we recorded interest and other expenses related to the notes of $0.06 million, with interest on the notes being $0.03 million and extinguishment accounting charges being $0.03 million. During the three months ended March 31, 2014 and prior to debt conversion to equity in March 2014, we recorded interest charges of $1.0 million, including $0.97 million related to the exchange of the notes and accrued interest for common stock, with the remainder being interest on the notes prior to exchange. There was no material interest expense in the three months ended September 30, 2014. |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Stockholders' Equity [Abstract] | ' | ||||||||
Stockholders' Equity | ' | ||||||||
Note 3 — Stockholders’ Equity | |||||||||
Preferred Stock — Our board of directors has the authority, without action by the stockholders, to designate and issue up to 100,000 shares of preferred stock in one or more series and to designate the rights, preferences and privileges of each series, any or all of which may be greater than the rights of our common stock. We have designated 1,000 shares as Series B Preferred Stock (“Series B Preferred”) and 90,000 shares as Series A Junior Participating Preferred Stock (“Series A Preferred”). No shares of Series B Preferred or Series A Preferred are outstanding. In March 2014, we designated 1,200 shares of Series C Convertible Preferred Stock (“Series C Stock”). | |||||||||
In March 2014, we entered into a Securities Purchase Agreement with certain investors pursuant to which we sold 1,200 shares of Series C Stock, and price adjustable warrants to purchase up to 6.0 million shares of our common stock at an exercise price of $0.75 per share, for an aggregate purchase price of $6.0 million. Each share of Series C Stock has a stated value of $5,000 per share and is convertible into shares of common stock at a conversion price of $0.75 per dollar of stated value. The Series C Stock is initially convertible into an aggregate of 8.0 million shares of our common stock, subject to certain limitations and adjustments, has no stated dividend rate, is not redeemable and has voting rights on an as-converted basis. | |||||||||
To account for the issuance of the Series C Stock and warrants, we first assessed the terms of the warrants and determined that, due to certain anti-dilution provisions, they should be recorded as derivative liabilities. We determined the fair value of the warrants on the issuance date and recorded a liability of $6.5 million. Since the fair value of the warrants exceed the total proceeds received of $6.0 million, we recorded a loss of $0.5 million upon issuance which is included in the change in fair value of price adjustable warrants in the statement of operations. The discount of $6.0 million on the Series C Stock resulting from the allocation of the entire proceeds to the warrant was accreted as a dividend on the Series C Stock through the earliest conversion date, which was immediately. The Series C Stock dividend of $6.0 million was recorded as both a debit and a credit to additional paid-in capital and as a deemed dividend on the Series C Stock in determining net loss applicable to common stock holders in the statement of operations. We incurred $0.07 million of stock issuance costs in conjunction with the Series C Stock which were netted against the proceeds. | |||||||||
Common Stock — Holders of our common stock are entitled to one vote for each share held of record on all matters submitted to a vote of the holders of our common stock. Subject to the rights of the holders of any class of our capital stock having any preference or priority over our common stock, the holders of our common stock are entitled to receive dividends that are declared by our board of directors out of legally available funds. In the event of our liquidation, dissolution or winding-up, the holders of common stock are entitled to share ratably in our net assets remaining after payment of liabilities, subject to prior rights of preferred stock, if any, then outstanding. Our common stock has no preemptive rights, conversion rights, redemption rights or sinking fund provisions, and there are no dividends in arrears or default. All shares of our common stock have equal distribution, liquidation and voting rights, and have no preferences or exchange rights. Our common stock currently trades on the OTCQB tier of the OTC Markets. | |||||||||
During the three months ended March 2014, we issued 0.1 million shares with a fair value of $0.01 million to a vendor under the terms of a 2012 compromise and release agreement. | |||||||||
In September 2012, as part of the lease termination agreement, we agreed to issue 1.5 million shares of our common stock to a landlord. The shares were issued in March 2014 at a value of $1.9 million. | |||||||||
As part of the asset purchase agreement that we entered into with Novosom in July 2010, we are obligated to pay Novosom 30% of any payments received by us for sub-licensed SMARTICLES® technology. The consideration is payable in a combination of cash (no more than 50% of total due) and common stock (between 50% and 100% of total due), at our discretion. For such consideration, we issued 0.96 million common shares with a fair value of $1.5 million in March 2014. | |||||||||
In January 2014, we issued 2.7 million shares of common stock with fair value of $1.0 million to employees and board members in settlement of amounts due under certain employment agreements and accrued board fees. | |||||||||
In January 2014, we issued 0.08 million shares of common stock with a fair value of $0.03 million to directors and 0.1 million shares of common stock with a fair value of $0.03 million to scientific advisory board members for their services provided during the three months ended March 31, 2014. | |||||||||
In January 2014, we issued 0.03 million shares of common stock with a fair value of $0.01 million to two consultants as compensation for services provided during the three months ended March 31, 2014. | |||||||||
In April 2014, we issued 0.03 million shares of common stock with fair value of $0.03 million to a consultant and scientific advisory board members in settlement of amounts due under certain employment and consulting agreements and accrued board fees. | |||||||||
In May 2014, we entered into a development consulting contract that required the issuance of $5,000 per month of common shares priced at the volume weighted average price during each month of service. At September 30, 2014, we are obligated to issue 0.03 million shares with a fair value of $0.03 million to the consultant. | |||||||||
In September 2014, we issued 0.05 million shares of common stock with fair value of $0.06 million to a vendor to settle an outstanding payable under the terms of a 2012 compromise and release agreement. | |||||||||
Warrants — In January 2014, we issued warrants to purchase up to 0.10 million shares of our common stock to a consultant who is our interim chief financial officer. These warrants vest over two years, have a fixed strike price of $0.48, expire in January 2024. At September 30, 2014, the unvested warrants have a fair value of $0.06 million. | |||||||||
In March 2014, in conjunction with the issuance of Series C Stock (see above), we issued price adjustable warrants to purchase up to 6.0 million shares of our common stock at an exercise price of $0.75 per share, for an aggregate purchase price of $6.0 million. | |||||||||
During the three months ended March 31, 2014, we issued approximately 1.2 million shares upon net share exercise of warrants. | |||||||||
In April 2014, we issued warrants to purchase up to 0.075 million shares of our common stock to a vendor. These warrants have a fixed strike price of $0.89, expire in January 2024 and have an immaterial fair value. | |||||||||
In August 2014, we issued 0.07 million shares upon net share exercise of warrants. | |||||||||
The following table summarizes warrant activity during the nine months ended September 30, 2014: | |||||||||
Warrant Shares | Weighted Average | ||||||||
Exercise Price | |||||||||
Outstanding, December 31, 2013 | 17,017,601 | $ | 1.29 | ||||||
Cashless exercises | (1,881,906 | ) | 0.37 | ||||||
Issuance to vendor and investors | 6,075,000 | 0.75 | |||||||
Outstanding, September 30, 2014 | 21,210,695 | $ | 1.21 | ||||||
Expiring in 2014 | 64,382 | ||||||||
Expiring in 2015 | 285,345 | ||||||||
Expiring in 2016 | 6,000,000 | ||||||||
Expiring thereafter | 14,860,968 | ||||||||
Stock_Incentive_Plans
Stock Incentive Plans | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Stock Incentive Plans [Abstract] | ' | ||||||||||||||||||||
Stock Incentive Plans | ' | ||||||||||||||||||||
Note 4 — Stock Incentive Plans | |||||||||||||||||||||
At September 30, 2014, options to purchase up to 1.3 million shares of our common stock were outstanding. | |||||||||||||||||||||
In September, 2014, shareholders approved the 2014 Long-Term Incentive Plan (the “2014 Plan”), which allows for the granting of up to 5.0 million shares under awards issued under the 2014 Plan. At September 30, 2014, there remained 4.0 million shares available for future awards and grants under the 2014 Plan. | |||||||||||||||||||||
At September 30, 2014, we had an aggregate of 11,913 shares remaining for grant from previous plans. | |||||||||||||||||||||
Stock-based Compensation. Certain option and share awards provide for accelerated vesting if there is a change in control as defined in the applicable plan and certain employment agreements. The following table summarizes stock-based compensation expense: | |||||||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||
(In thousands) | 2013 | 2014 | 2013 | 2014 | |||||||||||||||||
Research and development | $ | 19 | $ | 15 | $ | 42 | $ | 34 | |||||||||||||
General and administrative | 17 | 131 | 51 | 152 | |||||||||||||||||
Total | $ | 36 | $ | 146 | $ | 93 | $ | 186 | |||||||||||||
Stock Options — Stock option activity was as follows: | |||||||||||||||||||||
Options Outstanding | |||||||||||||||||||||
2014 | |||||||||||||||||||||
Shares | Weighted Average | ||||||||||||||||||||
Exercise Price | |||||||||||||||||||||
Outstanding on January 1 | 284,829 | $ | 39.46 | ||||||||||||||||||
Grants | 1,019,000 | $ | 1.07 | ||||||||||||||||||
Forfeitures | (325 | ) | $ | 426.83 | |||||||||||||||||
Outstanding on September 30 | 1,303,504 | $ | 9.35 | ||||||||||||||||||
Exercisable as of September 30 | 408,504 | $ | 27.5 | ||||||||||||||||||
The following table summarizes additional information on our stock options outstanding at September 30, 2014: | |||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||
Range of Exercise | Number | Weighted-Average | Weighted | Number | Weighted | ||||||||||||||||
Prices | Outstanding | Remaining | Average | Exercisable | Average | ||||||||||||||||
Contractual Life | Exercise | Exercise | |||||||||||||||||||
(Years) | Price | Price | |||||||||||||||||||
$0.01 - $1.07 | 1,019,000 | 8.75 | $ | 1.07 | 124,000 | $ | 1.07 | ||||||||||||||
$2.00 - $2.20 | 154,288 | 6.92 | 2.02 | 154,288 | 2.02 | ||||||||||||||||
$11.60 - $50.00 | 11,175 | 5.76 | 22.44 | 11,175 | 22.44 | ||||||||||||||||
$50.01 - $90.80 | 84,694 | 4.14 | 61.4 | 84,694 | 61.4 | ||||||||||||||||
$127.60 - $167.60 | 28,166 | 3.71 | 136.6 | 28,166 | 136.6 | ||||||||||||||||
$207.60 - $588.80 | 6,181 | 3.52 | 241.28 | 6,181 | 241.28 | ||||||||||||||||
Totals | 1,303,504 | 8.07 | $ | 9.35 | 408,504 | $ | 27.5 | ||||||||||||||
Exercisable | 408,504 | 5.44 | |||||||||||||||||||
In September 2014, options to purchase 0.771 million shares at $1.07 were granted to J. Michael French under his revised employment agreement. The options have a ten year term. At the one year anniversary of the grant, 0.257 million options vest, with the remaining 0.514 million options vesting monthly over the subsequent 24 months. | |||||||||||||||||||||
In September 2014, options to purchase 0.043 million shares at $1.07 were granted to each of the four non-employee members of our board of directors as an initial award for board membership. The options have a five year term and 0.086 million options vested immediately upon grant with the remaining 0.086 million options vesting in September 2015. | |||||||||||||||||||||
In September 2014, options to purchase 0.019 million shares at $1.07 were granted to each of the four non-employee members of our board of directors as stock based compensation for the period July 1, 2014 to December 31, 2014. The options have a five year term and 0.038 million options vested immediately upon grant with the remaining 0.038 million options vesting on December 31, 2014. | |||||||||||||||||||||
At September 30, 2014, we had $0.93 million of total unrecognized compensation expense related to unvested stock options. We expect to recognize this cost over a weighted average period of 2.7 years. | |||||||||||||||||||||
At September 30, 2014, the intrinsic value of options outstanding or exercisable was zero as there were no options outstanding with an exercise price less than the per share closing market price of our common stock at that date. No options were exercised during the periods ended September 30, 2013 and 2014. |
Intellectual_Property_and_Coll
Intellectual Property and Collaborative Agreements | 9 Months Ended |
Sep. 30, 2014 | |
Intellectual Property and Contractual Agreements [Abstract] | ' |
Intellectual Property and Collaborative Agreements | ' |
Note 5 — Intellectual Property and Collaborative Agreements | |
Tekmira — In November 2012, we and Tekmira entered into a license agreement pursuant to which Tekmira was granted a worldwide, non-exclusive and selectively sub-licensable license to develop and commercialize products using our UNA technology. We received a $0.3 million upfront payment and an additional $0.2 million received in April 2013. This agreement was transferred to Arcturus as part of the patent assignment and license agreement in August 2013. | |
Novosom — In July 2010, we entered into an agreement pursuant to which we acquired the intellectual property for Novosom’s SMARTICLES-based liposomal delivery system. During 2013, as a result of the payment received from Mirna for additional compounds, we opted to record a $0.15 million cash payable and reserve an additional 0.45 million shares for future issuance. All balances due Novosom, both cash and stock, were paid or issued in March 2014. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies [Abstract] | ' |
Commitments and Contingencies | ' |
Note 6 — Commitments and Contingencies | |
Standby Letter of Credit/Leases — In connection with the lease of our Bothell, Washington facility, we provided the landlord a $1.2 million stand-by letter of credit. The landlord drew $0.38 million in rent charges from the letter of credit in January and February 2013, before the credit facility was terminated in March 2013. At March 1, 2013, we had exited all facility leases, and the only remaining commitment was to issue 1.5 million common shares to the landlord which were issued in the three months ended March 31, 2014. | |
Contingencies — We are subject to various legal proceedings and claims that arise in the ordinary course of business. Our management currently believes that resolution of such legal matters will not have a material adverse impact on our consolidated financial position, results of operations or cash flows. |
Business_Liquidity_and_Summary1
Business, Liquidity and Summary of Significant Accounting Policies (Policies) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||||||||||
Basis of Preparation | ' | ||||||||||||||||||||||||
Basis of Preparation — The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and note disclosures required by U.S. generally accepted accounting principles for complete financial statements. The accompanying unaudited financial information should be read in conjunction with the audited consolidated financial statements, including the notes thereto, as of and for the year ended December 31, 2013, included in our 2013 Annual Report on Form 10-K filed with the SEC. The information furnished in this report reflects all adjustments (consisting of normal recurring adjustments), which are, in the opinion of management, necessary for a fair presentation of our financial position, results of operations and cash flows for each period presented. The results of operations for the three and nine months ended September 30, 2014 are not necessarily indicative of the results for the year ending December 31, 2014 or for any future period. | |||||||||||||||||||||||||
Use of Estimates | ' | ||||||||||||||||||||||||
Use of Estimates — Our accounting principles require our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenues and expenses during the reporting periods. Estimates having relatively higher significance include revenue recognition, stock-based compensation, valuation of warrants, valuation and estimated lives of identifiable intangible assets, impairment of long-lived assets, valuation of features embedded within note agreements and amendments, and income taxes. Actual results could differ from those estimates. | |||||||||||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||||||||||
Fair Value of Financial Instruments —We consider the fair value of cash, restricted cash, accounts receivable, accounts payable and accrued liabilities to not be materially different from their carrying value. These financial instruments have short-term maturities. | |||||||||||||||||||||||||
We follow authoritative guidance with respect to fair value reporting issued by the Financial Accounting Standards Board (“FASB”) for financial assets and liabilities, which defines fair value, provides guidance for measuring fair value and requires certain disclosures. The guidance does not apply to measurements related to share-based payments. The guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: | |||||||||||||||||||||||||
Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. | |||||||||||||||||||||||||
Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. | |||||||||||||||||||||||||
Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. | |||||||||||||||||||||||||
Our cash and restricted cash are subject to fair value measurement and are valued determined by Level 1 inputs. We measure and report at fair value our accrued restructuring liability using discounted estimated cash flows. We measure the liability for committed stock issuances with a fixed share number using Level 1 inputs. We measure the liability for price adjustable warrants and certain features embedded in notes using the Black-Scholes-Merton valuation model, using Level 3 inputs. | |||||||||||||||||||||||||
The following tables summarize our liabilities measured at fair value on a recurring basis as of December 31, 2013 and September 30, 2014: | |||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||
Balance at | Quoted prices | Significant | Significant | ||||||||||||||||||||||
December | in active | other | unobservable | ||||||||||||||||||||||
31, 2013 | markets for | observable | inputs | ||||||||||||||||||||||
identical assets | inputs | ||||||||||||||||||||||||
Liabilities: | |||||||||||||||||||||||||
Fair value liability for price adjustable warrants | $ | 5,226 | $ | - | $ | - | $ | 5,226 | |||||||||||||||||
Fair value liability for shares to be issued | 1,019 | 1,019 | - | - | |||||||||||||||||||||
Total liabilities at fair value | $ | 6,245 | $ | 1,019 | $ | - | $ | 5,226 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||
Balance at | Quoted prices | Significant | Significant | ||||||||||||||||||||||
September | in active | other | unobservable | ||||||||||||||||||||||
30, 2014 | markets for | observable | inputs | ||||||||||||||||||||||
identical | inputs | ||||||||||||||||||||||||
assets | |||||||||||||||||||||||||
Liabilities: | |||||||||||||||||||||||||
Fair value liability for price adjustable warrants | $ | 15,495 | $ | - | $ | - | $ | 15,495 | |||||||||||||||||
Fair value liability for shares to be issued | 25 | 25 | - | - | |||||||||||||||||||||
Total liabilities at fair value | $ | 15,520 | $ | 25 | $ | - | $ | 15,495 | |||||||||||||||||
The following presents activity of the fair value liability of price adjustable warrants determined by Level 3 inputs for the nine-month period from December 31, 2013 to September 30, 2014: | |||||||||||||||||||||||||
Weighted average as of each measurement date | |||||||||||||||||||||||||
Fair value | Exercise | Stock | Volatility | Contractual | Risk free | ||||||||||||||||||||
liability for price | Price | Price | life | rate | |||||||||||||||||||||
adjustable warrants | (in years) | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 5,226 | $ | 0.28 | $ | 0.4 | 124 | % | 4.08 | 1.3 | % | ||||||||||||||
Cashless exercise of warrants | (1,916 | ) | 0.28 | 1.15 | 134 | 3.21 | 0.79 | ||||||||||||||||||
Warrant issuance in connection with Series C | 5,929 | 0.75 | 1.5 | 121 | 2.08 | 0.64 | |||||||||||||||||||
Change in fair value included in statement of operations | 6,256 | - | - | - | - | - | |||||||||||||||||||
Balance at September 30, 2014 | $ | 15,495 | $ | 0.38 | $ | 0.65 | 125 | % | 3.09 | 0.9 | % | ||||||||||||||
Net Income (Loss) per Common Share | ' | ||||||||||||||||||||||||
Net Income (Loss) per Common Share — Basic net income (loss) per share of common stock has been computed by dividing net income (loss) by the weighted average number of shares outstanding during the period. Diluted net income per share of common stock has been computed by dividing net income by the weighted average number of shares outstanding plus the diluting effect, if any, of outstanding stock options, warrants and convertible securities. Diluted net loss per share of common stock has been computed by dividing the net loss for the period by the weighted average number of shares of common stock outstanding during such period. In a net loss period, options, warrants and convertible securities are anti-dilutive and therefore excluded from diluted loss per share calculations. The following have been excluded as they are anti-dilutive: | |||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||
2013 | 2014 | 2013 | 2014 | ||||||||||||||||||||||
Stock options outstanding | 284,829 | 1,303,504 | 284,829 | 1,303,504 | |||||||||||||||||||||
Warrants | 16,914,301 | 21,210,695 | 16,624,301 | 21,210,695 | |||||||||||||||||||||
Convertible preferred stock | - | 8,000,000 | - | 8,000,000 | |||||||||||||||||||||
Total | 17,199,130 | 30,514,199 | 16,909,130 | 30,514,199 | |||||||||||||||||||||
The following is a reconciliation of diluted weighted average shares outstanding: | |||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||
(In thousands) | 2013 | 2014 | 2013 | 2014 | |||||||||||||||||||||
Weighted average common shares outstanding | 16,938 | 25,668 | 16,938 | 24,248 | |||||||||||||||||||||
Assumed conversion of net common shares issuable under warrants | - | - | 290 | - | |||||||||||||||||||||
Weighted average common and common equivalent shares outstanding, diluted | 16,938 | 25,668 | 17,228 | 24,248 | |||||||||||||||||||||
Recently Issued Accounting Standards | ' | ||||||||||||||||||||||||
Recently Issued Accounting Standards — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers”, which provides guidance for revenue recognition. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosures. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016. We are currently in the process of evaluating the impact of adoption of this ASU on the financial statements. | |||||||||||||||||||||||||
In April 2014, the FASB issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” which changes the criteria for determining which disposals can be presented as discontinued operations and modifies the related disclosure requirements. Under the new guidance, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results and is disposed of or classified as held for sale. The standard also introduces several new disclosures. The guidance applies prospectively to new disposals and new classifications of disposal groups as held for sale after the effective date. ASU 2014-08 is effective for annual and interim periods beginning after December 15, 2014, with early adoption permitted. We are currently in the process of evaluating the impact of adoption of this ASU on the financial statements. | |||||||||||||||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements—Going Concern (Subtopic 205-40); Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” which applies should a company be facing probable liquidation within one year of the issuance of the financial statements, but is not actually in liquidation at the time of issuance. The applicable accounting basis for presentation remains as a going concern, but if liquidation within one year is probable, then certain disclosures must be included in the financial statement presentation. ASU 2014-15 is effective for annual and interim periods beginning after December 15, 2016, with early adoption permitted. ASU 2014-15 is not currently applicable as management has plans in place that alleviate any substantial doubt as to our ability to continue as a going concern. |
Business_Liquidity_and_Summary2
Business, Liquidity and Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||||||||||
Schedule of liabilities measured at fair value on a recurring basis | ' | ||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||
Balance at | Quoted prices | Significant | Significant | ||||||||||||||||||||||
December | in active | other | unobservable | ||||||||||||||||||||||
31, 2013 | markets for | observable | inputs | ||||||||||||||||||||||
identical assets | inputs | ||||||||||||||||||||||||
Liabilities: | |||||||||||||||||||||||||
Fair value liability for price adjustable warrants | $ | 5,226 | $ | - | $ | - | $ | 5,226 | |||||||||||||||||
Fair value liability for shares to be issued | 1,019 | 1,019 | - | - | |||||||||||||||||||||
Total liabilities at fair value | $ | 6,245 | $ | 1,019 | $ | - | $ | 5,226 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||
Balance at | Quoted prices | Significant | Significant | ||||||||||||||||||||||
September | in active | other | unobservable | ||||||||||||||||||||||
30, 2014 | markets for | observable | inputs | ||||||||||||||||||||||
identical | inputs | ||||||||||||||||||||||||
assets | |||||||||||||||||||||||||
Liabilities: | |||||||||||||||||||||||||
Fair value liability for price adjustable warrants | $ | 15,495 | $ | - | $ | - | $ | 15,495 | |||||||||||||||||
Fair value liability for shares to be issued | 25 | 25 | - | - | |||||||||||||||||||||
Total liabilities at fair value | $ | 15,520 | $ | 25 | $ | - | $ | 15,495 | |||||||||||||||||
Schedule of fair value liability of price adjustable warrants determined by Level 3 | ' | ||||||||||||||||||||||||
Weighted average as of each measurement date | |||||||||||||||||||||||||
Fair value | Exercise | Stock | Volatility | Contractual | Risk free | ||||||||||||||||||||
liability for price | Price | Price | life | rate | |||||||||||||||||||||
adjustable warrants | (in years) | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 5,226 | $ | 0.28 | $ | 0.4 | 124 | % | 4.08 | 1.3 | % | ||||||||||||||
Cashless exercise of warrants | (1,916 | ) | 0.28 | 1.15 | 134 | 3.21 | 0.79 | ||||||||||||||||||
Warrant issuance in connection with Series C | 5,929 | 0.75 | 1.5 | 121 | 2.08 | 0.64 | |||||||||||||||||||
Change in fair value included in statement of operations | 6,256 | - | - | - | - | - | |||||||||||||||||||
Balance at September 30, 2014 | $ | 15,495 | $ | 0.38 | $ | 0.65 | 125 | % | 3.09 | 0.9 | % | ||||||||||||||
Schedule of anti-dilutive securities | ' | ||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||
2013 | 2014 | 2013 | 2014 | ||||||||||||||||||||||
Stock options outstanding | 284,829 | 1,303,504 | 284,829 | 1,303,504 | |||||||||||||||||||||
Warrants | 16,914,301 | 21,210,695 | 16,624,301 | 21,210,695 | |||||||||||||||||||||
Convertible preferred stock | - | 8,000,000 | - | 8,000,000 | |||||||||||||||||||||
Total | 17,199,130 | 30,514,199 | 16,909,130 | 30,514,199 | |||||||||||||||||||||
Schedule of reconciliation of diluted weighted average shares outstanding | ' | ||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||
(In thousands) | 2013 | 2014 | 2013 | 2014 | |||||||||||||||||||||
Weighted average common shares outstanding | 16,938 | 25,668 | 16,938 | 24,248 | |||||||||||||||||||||
Assumed conversion of net common shares issuable under warrants | - | - | 290 | - | |||||||||||||||||||||
Weighted average common and common equivalent shares outstanding, diluted | 16,938 | 25,668 | 17,228 | 24,248 | |||||||||||||||||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Stockholders' Equity [Abstract] | ' | ||||||||
Schedule of warrant activity | ' | ||||||||
Warrant Shares | Weighted Average | ||||||||
Exercise Price | |||||||||
Outstanding, December 31, 2013 | 17,017,601 | $ | 1.29 | ||||||
Cashless exercises | (1,881,906 | ) | 0.37 | ||||||
Issuance to vendor and investors | 6,075,000 | 0.75 | |||||||
Outstanding, September 30, 2014 | 21,210,695 | $ | 1.21 | ||||||
Expiring in 2014 | 64,382 | ||||||||
Expiring in 2015 | 285,345 | ||||||||
Expiring in 2016 | 6,000,000 | ||||||||
Expiring thereafter | 14,860,968 |
Stock_Incentive_Plans_Tables
Stock Incentive Plans (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Stock Incentive Plans [Abstract] | ' | ||||||||||||||||||||
Schedule of stock-based compensation expense | ' | ||||||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||
(In thousands) | 2013 | 2014 | 2013 | 2014 | |||||||||||||||||
Research and development | $ | 19 | $ | 15 | $ | 42 | $ | 34 | |||||||||||||
General and administrative | 17 | 131 | 51 | 152 | |||||||||||||||||
Total | $ | 36 | $ | 146 | $ | 93 | $ | 186 | |||||||||||||
Schedule of stock option activity | ' | ||||||||||||||||||||
Options Outstanding | |||||||||||||||||||||
2014 | |||||||||||||||||||||
Shares | Weighted Average | ||||||||||||||||||||
Exercise Price | |||||||||||||||||||||
Outstanding on January 1 | 284,829 | $ | 39.46 | ||||||||||||||||||
Grants | 1,019,000 | $ | 1.07 | ||||||||||||||||||
Forfeitures | (325 | ) | $ | 426.83 | |||||||||||||||||
Outstanding on September 30 | 1,303,504 | $ | 9.35 | ||||||||||||||||||
Exercisable as of September 30 | 408,504 | $ | 27.5 | ||||||||||||||||||
Schedule of summary of additional information on stock options outstanding | ' | ||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||
Range of Exercise | Number | Weighted-Average | Weighted | Number | Weighted | ||||||||||||||||
Prices | Outstanding | Remaining | Average | Exercisable | Average | ||||||||||||||||
Contractual Life | Exercise | Exercise | |||||||||||||||||||
(Years) | Price | Price | |||||||||||||||||||
$0.01 - $1.07 | 1,019,000 | 8.75 | $ | 1.07 | 124,000 | $ | 1.07 | ||||||||||||||
$2.00 - $2.20 | 154,288 | 6.92 | 2.02 | 154,288 | 2.02 | ||||||||||||||||
$11.60 - $50.00 | 11,175 | 5.76 | 22.44 | 11,175 | 22.44 | ||||||||||||||||
$50.01 - $90.80 | 84,694 | 4.14 | 61.4 | 84,694 | 61.4 | ||||||||||||||||
$127.60 - $167.60 | 28,166 | 3.71 | 136.6 | 28,166 | 136.6 | ||||||||||||||||
$207.60 - $588.80 | 6,181 | 3.52 | 241.28 | 6,181 | 241.28 | ||||||||||||||||
Totals | 1,303,504 | 8.07 | $ | 9.35 | 408,504 | $ | 27.5 | ||||||||||||||
Exercisable | 408,504 | 5.44 |
Business_Liquidity_and_Summary3
Business, Liquidity and Summary of Significant Accounting Policies (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Liabilities: | ' | ' |
Fair value liability for price adjustable warrants | $15,495 | $5,226 |
Fair value liability for shares to be issued | 25 | 1,019 |
Total liabilities at fair value | 15,520 | 6,245 |
Fair value on recurring basis | ' | ' |
Liabilities: | ' | ' |
Fair value liability for price adjustable warrants | 15,495 | 5,226 |
Fair value liability for shares to be issued | 25 | 1,019 |
Total liabilities at fair value | 15,520 | 6,245 |
Fair value on recurring basis | Level 1 Quoted prices in active markets for identical assets | ' | ' |
Liabilities: | ' | ' |
Fair value liability for price adjustable warrants | ' | ' |
Fair value liability for shares to be issued | 25 | 1,019 |
Total liabilities at fair value | 25 | 1,019 |
Fair value on recurring basis | Level 2 Significant other observable inputs | ' | ' |
Liabilities: | ' | ' |
Fair value liability for price adjustable warrants | ' | ' |
Fair value liability for shares to be issued | ' | ' |
Total liabilities at fair value | ' | ' |
Fair value on recurring basis | Level 3 Significant unobservable inputs | ' | ' |
Liabilities: | ' | ' |
Fair value liability for price adjustable warrants | 15,495 | 5,226 |
Fair value liability for shares to be issued | ' | ' |
Total liabilities at fair value | $15,495 | $5,226 |
Business_Liquidity_and_Summary4
Business, Liquidity and Summary of Significant Accounting Policies (Details 1) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Fair value liability for price adjustable warrants | ' | ' |
Balance at September 30, 2014 | $15,495 | $5,226 |
Fair Value Liability For Price Adjustable Warrants | Level 3 Significant unobservable inputs | ' | ' |
Fair value liability for price adjustable warrants | ' | ' |
Balance at December 31, 2013 | 5,226 | ' |
Cashless exercise of warrants | -1,916 | ' |
Warrant issuance in connection with Series C | 5,929 | ' |
Change in fair value included in statement of operations | 6,256 | ' |
Balance at September 30, 2014 | $15,495 | $5,226 |
Exercise Price | ' | ' |
Balance at December 31, 2013 | $0.28 | ' |
Cashless exercise of warrants | $0.28 | ' |
Warrant issuance in connection with Series C | $0.75 | ' |
Balance at September 30, 2014 | $0.38 | $0.28 |
Stock Price | ' | ' |
Balance at December 31, 2013 | $0.40 | ' |
Cashless exercise of warrants | $1.15 | ' |
Warrant issuance in connection with Series C | $1.50 | ' |
Balance at September 30, 2014 | $0.65 | $0.40 |
Volatility | ' | ' |
Balance at December 31, 2013 | 124.00% | ' |
Cashless exercise of warrants | 134.00% | ' |
Warrant issuance in connection with Series C | 121.00% | ' |
Balance at September 30, 2014 | 125.00% | 124.00% |
Contractual life (in years) | ' | ' |
Contractual Life (In Years) | '3 years 2 months 16 days | ' |
Cashless exercise of warrants | '2 years 29 days | ' |
Warrant issuance in connection with Series C | '3 years 1 month 2 days | '4 years 29 days |
Risk free rate | ' | ' |
Balance at December 31, 2013 | 1.30% | ' |
Cashless exercise of warrants | 0.79% | ' |
Warrant issuance in connection with Series C | 0.64% | ' |
Balance at September 30, 2014 | 0.90% | 1.30% |
Business_Liquidity_and_Summary5
Business, Liquidity and Summary of Significant Accounting Policies (Details 2) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Anti-dilutive securities | 30,514,199 | 17,199,130 | 30,514,199 | 16,909,130 |
Stock options outstanding | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Anti-dilutive securities | 1,303,504 | 284,829 | 1,303,504 | 284,829 |
Warrants | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Anti-dilutive securities | 21,210,695 | 16,914,301 | 21,210,695 | 16,624,301 |
Convertible preferred stock | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Anti-dilutive securities | 8,000,000 | ' | 8,000,000 | ' |
Business_Liquidity_and_Summary6
Business, Liquidity and Summary of Significant Accounting Policies (Details 3) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' | ' | ' |
Weighted average common shares outstanding | 25,668 | 16,938 | 24,248 | 16,938 |
Assumed conversion of net common shares issuable under warrants | ' | ' | ' | 290 |
Weighted average common and common equivalent shares outstanding, diluted | 25,668 | 16,938 | 24,248 | 17,228 |
Business_Liquidity_and_Summary7
Business, Liquidity and Summary of Significant Accounting Policies (Detail Textuals) (USD $) | 0 Months Ended | 1 Months Ended | ||||
Mar. 07, 2014 | Feb. 24, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' | ' | ' | ' | ' |
Accumulated deficit | ' | ' | ($343,591,000) | ($331,311,000) | ' | ' |
Working capital surplus | ' | ' | 1,000,000 | ' | ' | ' |
Unrestricted cash | ' | ' | 3,203,000 | 909,000 | 441,000 | 216,000 |
Aggregate principal and interest amount of promissory notes | ' | 1,500,000 | ' | ' | ' | ' |
Number of shares issuable through promissory notes | ' | 2,000,000 | ' | ' | ' | ' |
Business, Going Concern And Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Sale of warrants to purchase one share of common stock | 6,000,000 | ' | ' | ' | ' | ' |
Exercise price of warrants | $0.75 | ' | ' | ' | ' | ' |
Proceeds from sales of Series C preferred shares and warrants, net | 6,000,000 | ' | ' | ' | ' | ' |
Series C Preferred Stock | ' | ' | ' | ' | ' | ' |
Business, Going Concern And Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Sale of Series C Convertible Preferred Stock to purchase one share of common stock | 1,200 | ' | ' | ' | ' | ' |
Sale of warrants to purchase one share of common stock | 6,000,000 | ' | ' | ' | ' | ' |
Exercise price of warrants | $0.75 | ' | ' | ' | ' | ' |
Proceeds from sales of Series C preferred shares and warrants, net | $6,000,000 | ' | ' | ' | ' | ' |
Stated value per share of preferred stock | $5,000 | ' | ' | ' | ' | ' |
Conversion price per dollar of stated value | $0.75 | ' | ' | ' | ' | ' |
Shares issued upon conversion | 8,000,000 | ' | ' | ' | ' | ' |
Notes_Payable_Detail_Textuals
Notes Payable (Detail Textuals) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Share data in Millions, unless otherwise specified | Feb. 24, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Notes Payable [Abstract] | ' | ' | ' | ' | ' |
Notes payable | ' | ' | $60,000 | ' | ' |
Notes payable, interest expenses | ' | ' | 30,000 | ' | ' |
Extinguishment accounting charges | ' | ' | 30,000 | ' | ' |
Interest expense | ' | 1,000,000 | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Number of shares issuable through promissory notes | 2 | ' | ' | ' | ' |
Non-cash interest expense | ' | 970,000 | ' | 1,007,000 | 186,000 |
Notes Payable | Price adjustable warrants | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Notes payable | 1,500,000 | ' | ' | ' | ' |
Number of shares issuable through promissory notes | 2 | ' | ' | ' | ' |
Non-cash interest expense | 970,000 | ' | ' | ' | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Warrant Shares | ' |
Warrants Outstanding, December 31, 2013 | 17,017,601 |
Cashless exercises | -1,881,906 |
Issuance to vendor and investors | 6,075,000 |
Warrants Outstanding, September 30, 2014 | 21,210,695 |
Expiring in 2014 | 64,382 |
Expiring in 2015 | 285,345 |
Expiring in 2016 | 6,000,000 |
Expiring thereafter | 14,860,968 |
Weighted average exercise price | ' |
Warrants outstanding, December 31, 2013 | $1.29 |
Warrants cashless exercises | $0.37 |
Warrants issuance to vendor | $0.75 |
Warrants outstanding, September 30, 2014 | $1.21 |
Stockholders_Equity_Preferred_
Stockholders' Equity (Preferred Stock) (Detail Textuals) (USD $) | 0 Months Ended | 9 Months Ended |
Mar. 07, 2014 | Sep. 30, 2014 | |
Stockholders' Equity [Abstract] | ' | ' |
Derivative Liability | ' | $6,500,000 |
Amount of loss upon issuance | ' | -500,000 |
Class of Stock [Line Items] | ' | ' |
Preferred stock, shares authorized | ' | 100,000 |
Sale of warrants to purchase one share of common stock | 6,000,000 | ' |
Proceeds from sales of Series C preferred shares and warrants, net | 6,000,000 | ' |
Exercise price of warrants | $0.75 | ' |
Series A Junior Participating Preferred Stock ("Series A Preferred") | ' | ' |
Class of Stock [Line Items] | ' | ' |
Shares issued during period | ' | 90,000 |
Series B Preferred Stock ("Series B Preferred") | ' | ' |
Class of Stock [Line Items] | ' | ' |
Shares issued during period | ' | 1,000 |
Series C Convertible Preferred Stock ("Series C Stock") | ' | ' |
Class of Stock [Line Items] | ' | ' |
Preferred stock, shares authorized | ' | 1,200 |
Shares issued during period | 1,200 | ' |
Sale of warrants to purchase one share of common stock | 6,000,000 | ' |
Conversion price per dollar of stated value | $0.75 | ' |
Proceeds from sales of Series C preferred shares and warrants, net | 6,000,000 | ' |
Stated value per share of preferred stock | $5,000 | ' |
Exercise price of warrants | $0.75 | ' |
Shares issued upon conversion | 8,000,000 | ' |
Number of warrants called by common stock aggregate purchase price | 6,000,000 | ' |
Stock issuance costs | ' | $700,000 |
Stockholders_Equity_Common_Sto
Stockholders' Equity (Common Stock) (Detail Textuals 1) (USD $) | 1 Months Ended | 9 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Share data in Millions, unless otherwise specified | Sep. 30, 2012 | Sep. 30, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | 31-May-14 | Apr. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2014 |
Director | Consultants | Consultants | Consultants | Consultants | Employees and board members | Scientific advisory board members | 2012 compromise and release agreement | 2012 compromise and release agreement | Novosom | Novosom | ||||
Vendor | ||||||||||||||
Stockholders' Equity [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of voting right | ' | 'One vote | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Value of shares issued to landlord | 1.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of shares to be issued | ' | ' | $1,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders Equity Note [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of consideration for sub-licensed lipid-delivery technology | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'As part of the asset purchase agreement that we entered into with Novosom in July 2010, we are obligated to pay Novosom 30% of any payments received by us for sub-licensed SMARTICLES® technology. The consideration is payable in a combination of cash (no more than 50% of total due) and common stock (between 50% and 100% of total due), at our discretion. |
Shares issued as consideration for sub-licensed lipid-delivery technology | ' | ' | ' | 0.08 | ' | 0.03 | 0.03 | 0.03 | 2.7 | 0.1 | ' | ' | 0.96 | ' |
Value of shares issued for services | ' | ' | ' | 30,000 | ' | 30,000 | 10,000 | 30,000 | 1,000,000 | 30,000 | ' | ' | 1,500,000 | ' |
Number of share issued to vendor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.1 | ' | ' | ' |
Value of share issued to vendor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' |
Payment per month of common shares | ' | ' | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares issued in settlement of outstanding payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.05 | ' | ' |
Fair value of shares issued in settlement of outstanding payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $60,000 | ' | ' |
Stockholders_Equity_Warrants_D
Stockholders' Equity (Warrants) (Detail Textuals 2) (USD $) | 0 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Mar. 07, 2014 | Aug. 31, 2014 | Apr. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2014 |
Warrants | Warrants | Warrants | ||||||
Consultant | Consultant | |||||||
Stockholders' Equity [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants issued to vendor | ' | ' | 75,000 | ' | ' | ' | ' | ' |
Strike price of warrants issued to vendor | ' | ' | 0.89 | ' | ' | ' | ' | ' |
Stockholders Equity Note [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants called by common stock | 6,000,000 | ' | ' | ' | ' | ' | ' | 100,000 |
Exercise price of warrants | $0.75 | ' | ' | ' | ' | ' | ' | $0.48 |
Fair value of unvested warrants | ' | ' | ' | $6,256 | ($1,832) | ' | $60 | ' |
Proceeds from sales of Series C preferred shares and warrants, net | $6,000 | ' | ' | ' | ' | ' | ' | ' |
Warrants, vesting period | ' | ' | ' | ' | ' | ' | ' | '2 years |
Number of common shares issued during period through exercise of warrants | ' | 70,000 | ' | ' | ' | 1,200,000 | ' | ' |
Stock_Incentive_Plans_StockBas
Stock Incentive Plans (Stock-Based Compensation Expense) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation | $146 | $36 | $186 | $93 |
Research and development | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation | 15 | 19 | 34 | 42 |
General and administrative | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation | $131 | $17 | $152 | $51 |
Stock_Incentive_Plans_Stock_Op
Stock Incentive Plans (Stock Option Activity) (Detail 1) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Shares | ' |
Outstanding on January 1 | 284,829 |
Grants | 1,019,000 |
Forfeitures | -325 |
Outstanding on September 30 | 1,303,504 |
Exercisable as of September 30 | 408,504 |
Weighted Average Exercise Price | ' |
Outstanding on January 1 | $39.46 |
Grants | $1.07 |
Forfeitures | $426.83 |
Outstanding on September 30 | $9.35 |
Exercisable as of September 30 | $27.50 |
Recovered_Sheet1
Stock Incentive Plans (Stock options outstanding) (Details 2) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | |||
$0.01 - $1.07 | $2.00 - $2.20 | $11.60 - $50.00 | $50.01 - $90.80 | $127.60 - $167.60 | $207.60 - $588.80 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lower range of price | ' | ' | ' | $0.01 | $2 | $11.60 | $50.01 | $127.60 | $207.60 |
Upper range of price | ' | ' | ' | $1.07 | $2.20 | $50 | $90.80 | $167.60 | $588.80 |
Options Outstanding, Number Outstanding | 1,303,504 | 284,829 | 1,303,504 | 1,019,000 | 154,288 | 11,175 | 84,694 | 28,166 | 6,181 |
Options Outstanding, Weighted-Average Remaining Contractual Life (Years) | ' | ' | '8 years 26 days | '8 years 9 months | '6 years 11 months 1 day | '5 years 9 months 4 days | '4 years 1 month 21 days | '3 years 8 months 16 days | '3 years 6 months 7 days |
Options Outstanding, Weighted Average Exercise Price | $9.35 | $39.46 | $9.35 | $1.07 | $2.02 | $22.44 | $61.40 | $136.60 | $241.28 |
Options Exercisable, Number Exercisable | 408,504 | ' | 408,504 | 124,000 | 154,288 | 11,175 | 84,694 | 28,166 | 6,181 |
Options Exercisable, Weighted Average Exercise Price | $27.50 | ' | $27.50 | $1.07 | $2.02 | $22.44 | $61.40 | $136.60 | $241.28 |
Options Outstanding, Weighted-Average Remaining Contractual Life, Exercisable (Years) | ' | ' | '5 years 5 months 9 days | ' | ' | ' | ' | ' | ' |
Stock_Incentive_Plans_Detail_T
Stock Incentive Plans (Detail Textuals) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of shares remaining for grant from previous plans | 11,913 |
Number of shares purchase | 1,019,000 |
J. Michael French | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of shares purchase | 771,000 |
Granted value | 1.07 |
Option terms | '10 years |
Number of shares option vesting | 257,000 |
Number of shares option vesting remaining | 514,000 |
Board of directors | September 2015 | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of shares purchase | 0.043 |
Granted value | 1.07 |
Number of non employee member | 4 |
Option terms | '5 years |
Number of shares option vesting | 86,000 |
Number of shares option vesting remaining | 86,000 |
Board of directors | December 31, 2014 | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of shares purchase | 0.019 |
Granted value | 1.07 |
Number of non employee member | 4 |
Option terms | '5 years |
Number of shares option vesting | 38,000 |
Number of shares option vesting remaining | 38,000 |
2014 Long-Term Incentive Plan | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Maximum number of shares authorized | 5,000,000 |
Number of shares available for future awards and grants | 4,000,000 |
Stock_Incentive_Plans_Detail_T1
Stock Incentive Plans (Detail Textuals 1) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
Stock Incentive Plans [Abstract] | ' | ' |
Options to purchase shares of common stock outstanding | 1,303,504 | 284,829 |
Unrecognized compensation cost related to unvested stock options | $930,000 | ' |
Unrecognized compensation cost related to unvested stock options, recognition period | '2 years 8 months 12 days | ' |
Intrinsic value of options outstanding | 0 | ' |
Intrinsic value of options exercisable | $0 | ' |
Intellectual_Property_and_Coll1
Intellectual Property and Collaborative Agreements (Detail Textuals) (USD $) | 1 Months Ended | 12 Months Ended | |
In Millions, unless otherwise specified | Apr. 30, 2013 | Nov. 30, 2012 | Dec. 31, 2013 |
Tekmira | Tekmira | Novosom | |
Intellectual Property And Collaborative Agreements [Line Items] | ' | ' | ' |
Upfront payment received under license agreement | ' | $0.30 | ' |
Additional payment received | 0.2 | ' | ' |
Cash payable | ' | ' | $0.15 |
Additional common stock reserved for future issuance as consideration | ' | ' | 0.45 |
Commitments_and_Contingencies_
Commitments and Contingencies (Detail Textuals) (Letter of credit, USD $) | 0 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Mar. 01, 2013 | Sep. 30, 2014 |
Letter of credit | ' | ' |
Commitments And Contingencies [Line Items] | ' | ' |
Maximum liability under standby letter of credit | ' | $1.20 |
Drawn by landlord from letter of credit | ' | 0.38 |
Common shares committed to be issued | $1.50 | ' |