Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 09, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | STEM | |
Entity Registrant Name | STEMCELLS INC | |
Entity Central Index Key | 883,975 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 11,703,642 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 | |
Current assets: | |||
Cash and cash equivalents | $ 8,674,395 | $ 12,110,565 | |
Restricted cash | 2,422,500 | 2,422,500 | |
Other receivables | 30,671 | 53,405 | |
Prepaid assets | 555,445 | 625,296 | |
Deferred financing costs, current | 1,224 | ||
Total current assets | 11,683,011 | 15,212,990 | |
Property, plant and equipment, net | 4,950,360 | 5,217,929 | |
Intangible assets, net | 42,322 | 45,816 | |
Other assets, non-current | 742,729 | 742,729 | |
Total assets | 17,418,422 | 21,219,464 | |
Current liabilities: | |||
Accounts payable | 1,925,435 | 2,512,045 | |
Accrued expenses and other current liabilities | 4,742,743 | 5,731,596 | |
Loan payable net of discount, current | 358,318 | 1,417,388 | |
Deferred revenue, current | 16,826 | 16,826 | |
Capital lease obligation, current | 16,175 | 20,032 | |
Deferred rent, current | 141,344 | 132,338 | |
Total current liabilities | 7,200,841 | 9,830,225 | |
Capital lease obligations, non-current | 13,146 | 15,878 | |
Loan payable net of discount, non-current | 8,916,641 | 8,916,641 | |
Fair value of warrant liability | 6,159,671 | 770,964 | |
Deferred rent, non-current | 1,586,346 | 1,621,338 | |
Deferred revenue, non-current | 25,052 | 29,258 | |
Other long-term liabilities | 369,370 | 369,370 | |
Total liabilities | $ 24,271,067 | $ 21,553,674 | |
Commitments and contingencies (Note 8) | |||
Stockholders' deficit: | |||
Common stock, $0.01 par value; 200,000,000 shares authorized; issued and outstanding 11,601,880 at March 31, 2016 and 9,279,021 at December 31, 2015 | [1] | $ 116,019 | $ 92,791 |
Additional paid-in capital | 459,232,462 | 456,212,274 | |
Accumulated deficit | (466,248,039) | (456,686,634) | |
Accumulated other comprehensive income | 46,913 | 47,359 | |
Total stockholders' deficit | (6,852,645) | (334,210) | |
Total liabilities and stockholders' deficit | $ 17,418,422 | $ 21,219,464 | |
[1] | * Adjusted for the 1-for-12 reverse stock split as discussed in Note 1. |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016$ / sharesshares | Dec. 31, 2015$ / sharesshares | ||
Statement of Financial Position [Abstract] | |||
Common stock, par value | $ / shares | [1] | $ 0.01 | $ 0.01 |
Common stock, shares authorized | [1] | 200,000,000 | 200,000,000 |
Common stock, shares issued | [1] | 11,601,880 | 9,279,021 |
Common stock, shares outstanding | [1] | 11,601,880 | 9,279,021 |
Reverse stock split ratio | 0.083 | 0.083 | |
[1] | * Adjusted for the 1-for-12 reverse stock split as discussed in Note 1. |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Revenue: | |||
Revenue from licensing agreements | $ 23,164 | $ 20,997 | |
Operating expenses: | |||
Research and development | 5,208,705 | 6,292,191 | |
General and administrative | 4,628,334 | 2,689,196 | |
Total operating expenses | 9,837,039 | 8,981,387 | |
Loss from operations | (9,813,875) | (8,960,390) | |
Other income (expense): | |||
Change in fair value of warrant liability | 278,228 | (347,330) | |
Interest income | 4,243 | 1,394 | |
Interest expense | (27,901) | (185,356) | |
Other income (expense), net | (2,100) | 140,981 | |
Total other income (expense), net | 252,470 | (390,311) | |
Net loss | $ (9,561,405) | $ (9,350,701) | |
Basic and diluted net loss per share | [1] | $ (0.98) | $ (1.62) |
Weighted average number of common shares outstanding, basic and diluted | [1] | 9,805,478 | 5,768,331 |
[1] | * Adjusted for the 1-for-12 reverse stock split as discussed in Note 1. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Reverse stock split ratio | 0.083 | 0.083 | 0.083 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (9,561,405) | $ (9,350,701) |
Other comprehensive income (loss) | ||
Foreign currency translation adjustments | (446) | (32,442) |
Other comprehensive loss | (446) | (32,442) |
Comprehensive loss | $ (9,561,851) | $ (9,383,143) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (9,561,405) | $ (9,350,701) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 276,997 | 269,604 |
Stock-based compensation | 1,852,426 | 1,308,894 |
Amortization of debt discount and issuance costs | 6,331 | 42,206 |
Gain on disposal of fixed assets | (148,713) | |
Change in fair value of warrant liability | (278,228) | 347,330 |
Changes in operating assets and liabilities: | ||
Trade receivables | 138,071 | |
Accrued interest and other receivables | 22,581 | 85,317 |
Prepaid and other current assets | 46,850 | 46,312 |
Accounts payable and accrued expenses | (1,571,391) | (1,630,659) |
Deferred revenue | (4,206) | (4,206) |
Deferred rent | (25,986) | (10,670) |
Net cash used in operating activities | (9,236,031) | (8,907,215) |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (5,934) | (221,782) |
Proceeds from sale of property, plant and equipment | 148,713 | |
Net cash used in investing activities | (5,934) | (73,069) |
Cash flows from financing activities: | ||
Proceeds from the issuance of common stock, net of issuance costs | 7,102,225 | |
Payments related to net share issuance of stock based awards | (225,311) | (142,683) |
Repayment of capital lease obligations | (6,590) | (5,573) |
Repayment of loan payable | (1,064,177) | (1,681,664) |
Net cash provided by (used in) financing activities | 5,806,147 | (1,829,920) |
Decrease in cash and cash equivalents | (3,435,818) | (10,810,204) |
Effects of foreign exchange rate changes on cash | (352) | (31,498) |
Cash and cash equivalents, beginning of period | 12,110,565 | 24,987,603 |
Cash and cash equivalents, end of period | 8,674,395 | 14,145,901 |
Supplemental disclosure of cash flow information: | ||
Interest paid | $ 16,598 | $ 78,508 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 1. Summary of Significant Accounting Policies Nature of Business. StemCells, Inc., a Delaware corporation, is a biopharmaceutical company that operates in one segment, the research, development, and commercialization of stem cell therapeutics and related technologies. The accompanying financial data as of March 31, 2016 and for the three months ended March 31, 2016 and 2015 have been prepared by us, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) have been condensed or omitted pursuant to these rules and regulations. The December 31, 2015 condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. However, we believe that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015. We have incurred significant operating losses since inception. We expect to incur additional operating losses over the foreseeable future. We have very limited liquidity and capital resources and must obtain significant additional capital and other resources in order to provide funding for our product development efforts, the acquisition of technologies, businesses and intellectual property rights, preclinical and clinical testing of our products, pursuit of regulatory approvals, acquisition of capital equipment, laboratory and office facilities, establishment of production capabilities, general and administrative expenses and other working capital requirements. We rely on our cash reserves, proceeds from equity and debt offerings, credit facilities, proceeds from the transfer or sale of intellectual property rights, equipment, facilities or investments, government grants and funding from collaborative arrangements, to fund our operations. If we exhaust our cash reserves and are unable to obtain adequate financing, we may be unable to meet our operating obligations and we may be required to initiate bankruptcy proceedings. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty. Reverse Stock Split We effected a one-for-twelve reverse stock split on May 6, 2016. As a result of the reverse stock split, each twelve shares of the Company’s common stock automatically combined into and became one share of Company common stock. Any fractional shares which would otherwise be due as a result of the reverse split were rounded up to the nearest whole share. Concurrent with the reverse stock split, we reduced the authorized number of common shares from 225 million to 200 million. The reverse stock split will automatically and proportionately adjust, based on the one-for-twelve split ratio, all issued and outstanding shares of our common stock, as well as common stock underlying stock options, warrants and other derivative securities outstanding at the time of the effectiveness of the reverse stock split. The exercise price on outstanding equity based-grants will proportionately increase, while the number of shares available under our equity-based plans will also be proportionately reduced. Share and per share data (except par value) for the periods presented reflect the effects of this reverse stock split. References to numbers of shares of common stock and per share data in the accompanying financial statements and notes thereto have been adjusted to reflect the reverse stock split on a retroactive basis. Principles of Consolidation The condensed consolidated financial statements include the accounts of StemCells, Inc., and our wholly-owned subsidiaries, including StemCells California, Inc., Stem Cell Sciences Holdings Ltd, and Stem Cell Sciences (UK) Ltd (SCS). All significant intercompany accounts and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make judgments, assumptions and estimates that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Actual results could differ materially from these estimates. Significant estimates include the following: • the grant date fair value of stock-based awards recognized as compensation expense (see Note 6, “Stock-Based Compensation”); • the fair value of warrants recorded as a liability (see Note 9, “Warrant Liability”). Financial Instruments Cash and Cash Equivalents Cash equivalents are money market accounts, money market funds and investments with maturities of 90 days or less from the date of purchase. Receivables Our receivables generally consist of interest income on our financial instruments and royalties due from licensing agreements. Warrant Liability We account for our warrants in accordance with U.S. GAAP which defines how freestanding contracts that are indexed to and potentially settled in a company’s own stock should be measured and classified. Authoritative accounting guidance prescribes that only warrants issued by us under contracts that cannot be net-cash settled, and are both indexed to and settled in our common stock, can be classified as equity. As part of our December 2011 financing, we issued Series A Warrants with a five year term to purchase 666,667 shares at $16.80 per share and Series B Warrants with a ninety trading day term to purchase 666,667 units at $15.00 per unit. Each unit underlying the Series B Warrants consisted of one share of our common stock and one Series A Warrant. In the first and second quarter of 2012, an aggregate of 225,000 Series B Warrants were exercised. For the exercise of these warrants, we issued 225,000 shares of our common stock and 225,000 Series A Warrants. The remaining 441,667 Series B Warrants expired unexercised by their terms on May 2, 2012. The Series A Warrants contain full ratchet anti-dilution price protection so that, in most situations, upon the issuance of any common stock or securities convertible into common stock at a price below the then-existing exercise price of the Series A Warrants, the Series A exercise price will be reset to the lower common stock sales price. As a result of our April 2015 financing, the exercise price of the outstanding Series A warrants were reduced from $16.80 per share to $8.40 per share. Subsequently, as a result of our sale of shares of our common stock under a sales agreement entered into in 2009 and amended in 2012, the exercise price of the outstanding Series A warrants was reduced from $8.40 per share to $6.24 per share and as a result of our March 2016 financing, the exercise price of these warrants was reduced to approximately $3.60 per share. As terms of the Series A Warrants do not meet the specific conditions for equity classification, we are required to classify the fair value of these warrants as a liability, with subsequent changes in fair value to be recorded as income (loss) due to change in fair value of warrant liability. The fair value of the Series A Warrants is determined using a Monte Carlo simulation model (see Note 9, “Warrant Liability”). The fair value is affected by changes in inputs to these models including our stock price, expected stock price volatility, the contractual term, and the risk-free interest rate. The use of a Monte Carlo simulation model requires input of additional assumptions including the progress of our research and development (R&D) programs and its effect on potential future financings. We will continue to classify the fair value of the warrants as a liability until the warrants are exercised, expire or are amended in a way that would no longer require these warrants to be classified as a liability. The estimated fair value of our 2011 Series A warrant liability at March 31, 2016, was approximately $512,000. In March 2016, we raised gross proceeds of approximately $8,000,000 through an underwritten public offering of 2,222,250 units, at a price of $3.60 per unit, before deducting underwriting discounts and other offering expenses. Each unit consists of a fixed combination of one share of our common stock, a Series A Warrant to purchase 0.50 of a share of our common stock, and a Series B Warrant to purchase 0.75 of a share of our common stock. Each Series A Warrant has an exercise price of $3.60 per share, is immediately exercisable, and will expire two years from the date of issuance. Each Series B Warrant has an exercise price of $5.04 per share, will become exercisable upon stockholder approval of an increase in our authorized capital and the one-year anniversary of the issuance date, whichever is later, and will expire on the fifth anniversary of the date they become exercisable. In connection with the offering, we granted the underwriters a 45-day option to purchase up to an additional 333,338 shares of our common stock and/or warrants to purchase up to an additional 416,672 shares of our common stock to cover over-allotments, if any. The option was exercised in part and we issued an additional 166,473 of Series A warrants and 249,709 of Series B Warrants. The Series A and Series B Warrants contain full ratchet anti-dilution price protection for two years so that, in most situations, upon the issuance of any common stock or securities convertible into common stock at a price below the then-existing exercise price of the respective warrants, the exercise price of these warrants will be reset to the lower common stock sales price. The initial shares and warrants were offered under our effective shelf registration statement previously filed with the SEC. We intend to file a subsequent registration statement to register the common shares issuable when the Series B Warrants become exercisable. As terms of the Series A and Series B Warrants do not meet the specific conditions for equity classification, we are required to classify the fair value of these warrants as a liability, with subsequent changes in fair value to be recorded as income (loss) due to change in fair value of warrant liability. The fair value of the Series A and Series B Warrants is determined using a Monte Carlo simulation model (see Note 9, “Warrant Liability”). The fair value is affected by changes in inputs to these models including our stock price, expected stock price volatility, the contractual term, and the risk-free interest rate. The use of a Monte Carlo simulation model requires input of additional assumptions including the progress of our R&D programs and its effect on potential future financings. We will continue to classify the fair value of the warrants as a liability until the warrants are exercised, expire or are amended in a way that would no longer require these warrants to be classified as a liability. The estimated fair value of our warrant liability for the 2016 Series A and 2016 Series B warrants at March 31, 2016, was approximately $1,761,000 and $3,887,000 respectively. Intangible Assets (Patent and License Costs) Other intangible assets, net were approximately $42,000 at March 31, 2016. Intangible assets with finite useful lives are amortized generally on a straight-line basis over the periods benefited. Intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests. Intangible assets are also reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Prior to fiscal year 2001, we capitalized certain patent costs, which are being amortized over the estimated life of the patent and would be expensed at the time such patents are deemed to have no continuing value. Since 2001, all patent costs are expensed as incurred. License costs are capitalized and amortized over the estimated life of the license agreement. Revenue Recognition We currently recognize revenue resulting from the licensing and use of our technology and intellectual property. Licensing agreements may contain multiple elements, such as upfront fees, payments related to the achievement of particular milestones and royalties. Revenue from upfront fees for licensing agreements that contain multiple elements are generally deferred and recognized on a straight-line basis over the term of the agreement. Fees associated with substantive at risk performance-based milestones are recognized as revenue upon completion of the scientific or regulatory event specified in the agreement, and royalties received are recognized as earned. Revenue from licensing agreements is recognized net of a fixed percentage due to licensors as royalties. Stock-Based Compensation U.S. GAAP requires us to recognize expense related to the fair value of our stock-based payment awards, including employee stock options and restricted stock units. Under the provisions of U.S. GAAP, the fair value of our employee stock-based payment awards is estimated at the date of grant using the Black-Scholes-Merton (Black-Scholes) option-pricing model and is recognized as expense ratably over the requisite service period. The requisite service period is the period over which the awards vest. Stock-based awards may vest over a period of time from the date of grant or upon the attainment of certain established performance milestones. For awards with performance milestones, the expense is recorded over the service period when the achievement of the milestone is probable. The Black-Scholes option-pricing model requires the use of certain assumptions, the most significant of which are our estimates of the expected volatility of the market price of our stock and the expected term of the award. Our estimate of the expected volatility is based on historical volatility. The expected term represents our estimated period during which our stock-based awards remain outstanding. We estimate the expected term based on historical experience of similar awards, giving consideration to the contractual terms of the awards, vesting requirements, and expectation of future employee behavior, including post-vesting terminations. See Note 6, “Stock-Based Compensation” for further information. Per Share Data Basic net income or loss per share is computed by dividing net income or loss by the weighted average number of shares of common stock outstanding during the period. Diluted net income or loss per share is computed based on the weighted average number of shares of common stock and other dilutive securities. To the extent these securities are anti-dilutive, they are excluded from the calculation of diluted earnings per share. The following is a reconciliation of the numerators and denominators of the basic and diluted net loss per share computations: 2016 2015 Net loss $ (9,561,405 ) $ (9,350,701 ) Weighted average shares outstanding used to compute basic and diluted net income or loss per share 9,805,478 5,768,331 Basic and diluted net loss per share $ (0.98 ) $ (1.62 ) The following outstanding potentially dilutive securities were excluded from the computation of diluted net income or loss per share because the effect would have been anti-dilutive as of March 31: 2016 2015 Options 155,831 23,020 Restricted stock units 810,946 832,044 Warrants 6,883,814 1,956,516 Total 7,850,591 2,811,580 Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income or loss and other comprehensive income or loss (OCL). OCL includes certain changes in stockholders’ equity that are excluded from net income or loss. Specifically, when applicable, we include in OCL changes in unrealized gains and losses on foreign currency translations. Accumulated other comprehensive income was $46,913 as of March 31, 2016, and accumulated other comprehensive income was $47,359, as of December 31, 2015. Recent Accounting Pronouncements In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period” In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities,” In February 2016, the FASB issued ASU 2016-02, “Leases”. “Leases” “Leases” |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Financial Instruments | Note 2. Financial Instruments The following table summarizes the fair value of our cash and cash equivalents held in our current investment portfolio: Amortized Gross Gross Fair Value March 31, 2016 Cash $ 690,078 $ — $ — $ 690,078 Cash equivalents (money market accounts) 7,984,317 — — 7,984,317 Restricted cash (money market accounts) 2,422,500 — — 2,422,500 Total cash, cash equivalents and restricted cash $ 11,096,895 $ — $ — $ 11,096,895 Amortized Gross Gross Fair Value December 31, 2015 Cash $ 830,190 $ — $ — $ 830,190 Cash equivalents ( money market accounts) 11,280,375 — — 11,280,375 Restricted cash ( money market accounts) 2,422,500 — — 2,422,500 Total cash, cash equivalents and restricted cash $ 14,533,065 $ — $ — $ 14,533,065 At March 31, 2016, our investments in money market accounts are through a money market fund that invests in high quality, short-term money market instruments which are classified as cash equivalents in the accompanying Condensed Consolidated Balance Sheet due to their short maturities. The investment seeks to provide the highest possible level of current income while still maintaining liquidity and preserving capital. From time to time, we carry cash balances in excess of federally insured limits. We do not hold any investments that were in a material unrealized loss position as of March 31, 2016. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Note 3. Fair Value Measurement Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, we are required to apply a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value. The three levels of the fair value hierarchy are: Level 1 Level 2 Level 3 The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Assets measured at fair value are classified below based on the three fair value hierarchy tiers described above. Our cash equivalents are classified as Level 1 because they are valued primarily using quoted market prices. We estimated the fair value of our loan payable using the net present value of the payments discounted at an effective interest rate. We believe the estimates used to measure the fair value of our loan payable constitute Level 3 inputs. Our liability for warrants issued in our 2011 and 2016 financing are classified as Level 3 as the liability is valued using a Monte Carlo simulation model. Some of the significant inputs used to calculate the fair value of warrant liability include our stock price on the valuation date, expected volatility of our common stock as traded on NASDAQ, and risk-free interest rates that are derived from the yield on U.S. Treasury debt securities, all of which are observable from active markets. However, the use of a Monte Carlo simulation model requires the input of additional subjective assumptions including management’s assumptions regarding the likelihood of a re-pricing of these warrants pursuant to anti-dilution provisions and the progress of our R&D programs and its affect on potential future financings. The following table presents financial assets and liabilities measured at fair value as of March 31, 2016: Fair Value Measurement Quoted Prices Significant Unobservable As of Financial assets: Cash equivalents: Money market funds $ 3,244,966 $ — $ — $ 3,244,966 U.S. Treasury debt obligations 7,161,851 — — 7,161,851 Total financial assets $ 10,406,817 $ — $ — $ 10,406,817 Financial liabilities: Loan payable net of discounts $ — $ — $ 9,274,959 $ 9,274,959 Warrant liabilities — — 6,159,671 6,159,671 Total financial liabilities $ — $ — $ 15,434,630 $ 15,434,630 Level 3 Reconciliation The following table presents a roll forward for liabilities measured at fair value using significant unobservable inputs (Level 3) for 2016: Warrant Balance at December 31, 2015 $ 770,964 Add fair value of warrants issued 5,666,935 Less change in fair value of warrants (278,228 ) Balance at March 31, 2016 $ 6,159,671 Loan payable net of discounts Balance at December 31, 2015 $ 10,334,029 Add amortization of discount 5,107 Less repayments of principal (1,064,177 ) Balance at March 31, 2016 $ 9,274,959 Current portion 358,318 Non-current portion 8,916,641 Balance at March 31, 2016 $ 9,274,959 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Note 4. Property, Plant and Equipment Property, plant and equipment balances at March 31, 2016 and December 31, 2015 are summarized below: March 31, 2016 December 31, 2015 Building and improvements $ 3,608,588 $ 3,608,588 Machinery and equipment 8,536,138 8,530,203 Furniture and fixtures 338,259 338,259 12,482,985 12,477,050 Less accumulated depreciation (7,532,625 ) (7,259,121 ) Property, plant and equipment, net $ 4,950,360 $ 5,217,929 Depreciation expense was approximately $274,000 for the three –month period ended March 31, 2016 and approximately $249,000 for the similar period in 2015. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Note 5. Intangible Assets The components of our intangible assets at March 31, 2016 are summarized below: Intangible Asset Class Cost Accumulated Amortization Net Carrying Amount Weighted Average Amortization Period Patents $ 160,436 $ (118,114 ) $ 42,322 17 years Amortization expense was approximately $3,500 in the first quarter of 2016 and approximately $21,000 for the similar period in 2015. Expected amortization expense for the year ended December 31, 2016 is approximately $14,000. The expected future annual amortization expense for each of the next five years based on current balances of our intangible assets is approximately as follows: For the year ending December 31: 2016 $ 13,978 2017 $ 8,306 2018 $ 8,306 2019 $ 8,306 2020 $ 6,922 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Note 6. Stock-Based Compensation We currently grant stock-based compensation under two equity incentive plans (2006 and 2013 Equity Incentive Plans) approved by the Company’s stockholders and one plan adopted in 2012 pursuant to NASDAQ Listing Rule 5635(c)(4) concerning inducement grants for new employees (our “2012 Commencement Incentive Plan”). As of March 31, 2016, we had 1,016,949 shares available to grant under the above mentioned plans. At our annual stockholders’ meeting held on June 12, 2007, our stockholders approved an amendment to our 2006 Equity Incentive Plan to provide for an annual increase in the number of shares of common stock available for issuance under the plan each January 1 (beginning January 1, 2008) equal to 4% of the outstanding common shares as of that date. The amendment further provided an aggregate limit of 250,000 shares issuable pursuant to incentive stock option awards under the plan. At our annual stockholders’ meeting held on December 20, 2013, our stockholders approved our 2013 Equity Incentive Plan to grant stock-based compensation of up to an initial 500,000 shares, plus an increase of 4% per year of the outstanding number of shares of our common stock beginning in January 1, 2015. Under the three stockholder-approved plans we may grant incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, 401(k) Plan employer match in form of shares and performance-based shares to our employees, directors and consultants, at prices determined by our Board of Directors. Incentive stock options may only be granted to employees under these plans with a grant price not less than the fair market value on the date of grant. Under our 2012 Commencement Inducement Plan, we may only award options, restricted stock units and other equity awards to newly hired employees and newly engaged directors, in each case as allowed by NASDAQ listing requirements. Generally, stock options and restricted stock units granted to employees have a maximum term of ten years. Stock based awards may vest over a period of time from the date of grant or upon the attainment of certain performance goals established by the Compensation Committee or the Single Member Committee established under our 2006 Equity Incentive Plan and our 2013 Equity Incentive Plan. Upon employee termination of service, any unexercised vested option will be forfeited three months following termination or the expiration of the option, whichever is earlier. Our stock-based compensation expense for the three months ended March 31 was as follows: Three months ended March 31, 2016 2015 Research and development expense $ 313,378 $ 583,669 General and administrative expense 1,539,048 725,225 Total stock-based compensation $ 1,852,426 $ 1,308,894 Effect on basic and diluted net loss per share $ (0.19 ) $ (0.23 ) As of March 31, 2016, we had approximately $4,355,000 of total unrecognized compensation expense related to unvested awards of stock options and restricted stock units granted under our various equity incentive plans that we expect to recognize over a weighted-average vesting period of 1.5 years. Stock Options A summary of our stock option activity for the three months ended March 31, 2016 is as follows: Number of options Weighted-average Outstanding options at December 31, 2015 173,261 34.80 Granted 10,000 3.60 Exercised — — Cancelled (27,430 ) 34.20 Outstanding options at March 31, 2016 155,831 32.76 The following is a summary of changes in unvested options: Unvested Options Number of Options Weighted Average Grant Date Fair Value Unvested options at December 31, 2015 140,000 $ 8.28 Granted(1) 10,000 $ 3.60 Vested — $ 145.68 Cancelled (25,417 ) $ 8.52 Unvested options at March 31, 2016 124,583 $ 7.92 (1) The 10,000 options granted are performance based and vest on achievement of predefined milestones. Restricted Stock Units We have granted restricted stock units (RSUs) to certain employees and members of the Board of Directors which entitle the holders to receive shares of our common stock upon vesting of the RSUs. The fair value of restricted stock units granted is based upon the market price of the underlying common stock as if it were vested and issued on the date of grant. A summary of changes in our unvested restricted stock units for the three months ended March 31, 2016 is as follows: Number of RSUs Weighted Average Fair Value ($) Outstanding at December 31, 2015 687,613 14.52 Granted(1) 277,210 3.84 Vested and exercised (217,919 ) 14.52 Cancelled (34,875 ) 13.68 Outstanding at March 31, 2016 712,029 10.44 (1) Of the 277,210 restricted stock units issued, 73,171 restricted stock units vest and convert into shares of our common stock after one year from the date of grant. 204,039 restricted stock units are performance based and vest on achievement of predefined milestones. Stock Appreciation Rights In July 2006, we granted cash-settled Stock Appreciation Rights (SARs) to certain employees that give the holder the right, upon exercise, to the difference between the price per share of our common stock at the time of exercise and the exercise price of the SARs. The SARs have a maximum term of ten years with an exercise price of $240.00, which is equal to the market price of our common stock at the date of grant. The SARs vest 25% on the first anniversary of the grant date and 75% vest monthly over the remaining three-year service period. At March 31, 2016 and 2015, there were 9,217 SARs outstanding. All of the outstanding SARs as of March 31, 2016 are fully vested. There were no SARs granted, exercised or forfeited during the three months ended March 31, 2016. Compensation expense is based on the fair value of SARs which is calculated using the Black-Scholes option pricing model. The stock-based compensation expense and liability are re-measured at each reporting date through the earlier of date of settlement or forfeiture of the SARs. For the three months ended March 31, 2016 and 2015, the re-measured liability and expense for the respective periods related to the SARs were not significant. The compensation expense related to the SARs recognized for the three months ended March 31, 2016 may not be representative of compensation expense for future periods and its resulting effect on net loss and net loss per share attributable to common stockholders, due to changes in the fair value calculation which is dependent on the stock price, volatility, interest and forfeiture rates, additional grants and subsequent periods of vesting. We will continue to recognize compensation cost each period, which will be the change in fair value from the previous period through the earlier date of settlement or forfeiture of the SARs. |
Loan Payable
Loan Payable | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Loan Payable | Note 7. Loan Payable Loan Agreement with Silicon Valley Bank In April 2013, we entered into a Loan Agreement with Silicon Valley Bank (SVB) and received loan proceeds of $9,900,000, net of a $100,000 cash discount. The loan proceeds will be used for research and development and general corporate purposes. The loan has a three-year term and bears interest at an annual rate of 6%. The loan obligations are secured by a first priority security interest on substantially all of our assets excluding intellectual property. For the first six months, payments will be interest only followed by repayment of principal and interest over a period of 30 months. There is also a final $1,000,000 fee payable at the end of the term which is being expensed over the term of the loan using the effective interest method. In conjunction with the Loan Agreement, we issued to SVB a ten year warrant to acquire 24,461 shares of common stock at an exercise price of $20.4408 per share. The warrant is immediately exercisable and expires in April 2023. We estimated the fair value of the warrant to be approximately $388,000 using the Black-Scholes option pricing model with the following assumptions: Expected life (years) 10 Risk-free interest rate 1.9 % Expected volatility 88.1 % Expected dividend yield 0 % We applied the relative fair value method to allocate the $9,900,000 net proceeds between the loan and warrant. The approximately $388,000 fair value allocated to the warrant was recorded as an increase to additional paid-in capital and as a discount to loan payable. Approximately $9,512,000 was assigned to the loan and was recorded as the initial carrying amount of the loan payable, net of discount. The approximately $388,000 fair value of the warrant and the $100,000 cash discount are both being amortized as additional interest expense over the term of the loan using the effective interest rate method. We also incurred loan issuance costs of approximately $117,000, which are recorded as deferred financing costs on the accompanying consolidated balance sheet and are being amortized to interest expense over the term of the Loan Agreement using the effective interest rate method. The effective interest rate used to amortize the deferred financing costs and the discount (including the fair value of the warrant and the cash discount), and for the accretion of the final payment, is 9.0%. We were required to maintain certain financial and other covenants set forth in the Loan Agreement. In December 2015, to remain in compliance with the terms of the agreement, we entered into an amendment to the Loan Agreement that required us to maintain with SVB a restricted money market account with a minimum aggregate balance of $2,422,500. As part of the amendment, we pledged to SVB a security interest in the restricted money market account. In April 2016, we repaid the outstanding principal, interest and fees to SVB and the aggregate balance of $2,422,500 was transferred from our restricted money market account to our unrestricted money market account. The following table is a summary of the changes in the carrying value of our loan payable for the three months ended March 31, 2016: Silicon Valley Carrying value of loan payable, current at December 31, 2015 $ 1,417,388 Repayment of principal (1,064,177 ) Accretion of discount 5,107 Carrying value of loan payable, current at March 31, 2016 $ 358,318 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8. Commitments and Contingencies Operating leases We lease various real properties under operating leases that generally require us to pay taxes, insurance, maintenance, and minimum lease payments. Some of our leases have options to renew. Operating Leases — California In December 2010, we entered into a commercial lease agreement with BMR-Gateway Boulevard LLC (BMR), as landlord, for office and research space at BMR’s Pacific Research Center in Newark, California. The initial term of the lease is approximately eleven and one-half years and includes escalating rent payments which we recognize as lease operating expense on a straight-line basis. We will pay approximately $17,869,000 in aggregate as rent over the term of the lease to BMR. Deferred rent for this facility was approximately $1,349,000 as of March 31, 2016, and approximately $1,372,000 as of December 31, 2015. In March 2013, we entered into a commercial lease agreement with Prologis, L.P. (Prologis), as landlord, for office and research space in Sunnyvale, California. The facility is for operations that support our clinical development activities. The initial term of the lease is ten years and includes escalating rent payments which we recognize as lease operating expense on a straight-line basis. We will pay approximately $3,497,000 in aggregate rent over the term of the lease. As part of the lease, Prologis has agreed to provide us financial allowances to build initial tenant improvements, subject to customary terms and conditions relating to landlord-funded tenant improvements. The tenant improvements are recorded as leasehold improvement assets and amortized over the term of the lease. The financial allowances are treated as a lease incentive and recorded as deferred rent which is amortized as reductions to lease expense over the lease term. Deferred rent for this facility was approximately $379,000 as of March 31, 2016, and approximately $382,000 as of December 31, 2015. With the exception of the operating leases discussed above, we have not entered into any significant off balance sheet financial arrangements and have not established any special purpose entities. We have not guaranteed any debts or commitments of other entities or entered into any options on non-financial assets. |
Warrant Liability
Warrant Liability | 3 Months Ended |
Mar. 31, 2016 | |
Text Block [Abstract] | |
Warrant Liability | Note 9. Warrant Liability In December 2011, we raised gross proceeds of $10,000,000 through a public offering of 666,667 units and 666,667 Series B Warrants. The combination of units and Series B Warrants were sold at a public offering price of $15.00 per unit. Each Series B Warrant gave the holder the right to purchase one unit at an exercise price of $15.00 per unit and was exercisable until May 2, 2012, the 90th trading day after the date of issuance. Each unit consists of one share of our common stock and one Series A Warrant. Each Series A Warrant gives the holder the right to purchase one share of our common stock at an initial exercise price of $16.80 per share. The Series A Warrants are immediately exercisable upon issuance and will expire in December 2016. In 2012, an aggregate of 225,000 Series B Warrants were exercised. For the exercise of these warrants, we issued 225,000 shares of our common stock and 225,000 Series A Warrants. The remaining 441,667 Series B Warrants expired unexercised by their terms on May 2, 2012. In 2012, 2013 and 2014, an aggregate of 183,215, 32,045 and 98,335 Series A Warrants were exercised, respectively. For the exercise of these warrants, in 2012, 2013 and 2014, we issued 183,215, 32,045 and 98,335 shares of our common stock and received gross proceeds of approximately $3,078,000, $538,000 and $1,652,000, respectively. The shares were offered under our shelf registration statement previously filed with previously filed with, and declared effective by, the SEC. The Series A Warrants contain full ratchet anti-dilution price protection so that, in most situations upon the issuance of any common stock or securities convertible into common stock at a price below the then-existing exercise price of the outstanding Series A Warrants, the Series A exercise price will be reset to the lower common stock sales price. As a result of our April 2015 financing, the exercise price of the outstanding Series A warrants was reduced from $16.80 per share to $8.40 per share. Subsequently, as a result of our sale of shares of our common stock under a sales agreement entered into in 2009 and amended in 2012, the exercise price of the outstanding Series A warrants was reduced from $8.40 per share to $6.24 per share and as a result of our March 2016 financing, the exercise price of these warrants were further reduced to approximately $3.60 per share The fair value of the warrant liability will be revalued at the end of each reporting period, with the change in fair value of the warrant liability recorded as a gain or loss in our condensed consolidated statements of operations. The fair value of the warrants will continue to be classified as a liability until such time as the warrants are exercised, expire or an amendment of the warrant agreement renders these warrants to be no longer classified as a liability. In March 2016, we raised gross proceeds of approximately $8.0 million through an underwritten public offering of 2,222,250 units, at a price of $3.60 per unit, before deducting underwriting discounts and other offering expenses. Each unit consists of a fixed combination of one share of our common stock, a Series A Warrant to purchase 0.50 of a share of our common stock, and a Series B Warrant to purchase 0.75 of a share of our common stock. Each Series A Warrant has an exercise price of $3.60 per share, is immediately exercisable, and will expire two years from the date of issuance. Each Series B Warrant has an exercise price of $5.04 per share, will become exercisable upon stockholder approval of an increase in our authorized capital and the one-year anniversary of the issuance date, whichever is later, and will expire on the fifth anniversary of the date they become exercisable. In connection with the offering, we granted the underwriters a 45-day option to purchase up to an additional 333,338 shares of our common stock and/or warrants to purchase up to an additional 416,672 shares of our common stock to cover over-allotments, if any. The option was exercised in part and we issued an additional 166,473 of Series A warrants and 249,709 of Series B Warrants. The Series A and Series B Warrants contain full ratchet anti-dilution price protection for two years so that, in most situations, upon the issuance of any common stock or securities convertible into common stock at a price below the then-existing exercise price of the respective warrants, the exercise price of these warrants will be reset to the lower common stock sales price. The initial shares and warrants were offered under our effective shelf registration statement previously filed with the SEC. We intend to file a subsequent registration statement to register the common shares issuable upon the time the Series B Warrants become exercisable. As terms of the Series A and Series B Warrants do not meet the specific conditions for equity classification, we are required to classify the fair value of these warrants as a liability, with subsequent changes in fair value to be recorded as income (loss) due to change in fair value of warrant liability. We use the Monte Carlo simulation model, to estimate fair value of these warrants issued in our 2011 and 2016 financing transactions. In using this model, we make certain assumptions about risk-free interest rates, dividend yields, volatility, expected term of the warrants and other assumptions. Risk-free interest rates are derived from the yield on U.S. Treasury debt securities. Dividend yields are based on our historical dividend payments, which have been zero to date. Volatility is estimated from the historical volatility of our common stock as traded on NASDAQ. The expected term of the warrants is based on the time to expiration of the warrants from the date of measurement. The assumptions used for the Monte Carlo simulation model to value the outstanding Series A Warrants at March 31, 2016 are as follows: Series A Series A Series B Risk-free interest rate per year 0.48 % 0.72 % 1.4 % Expected volatility per year 85.7 % 76.9 % 77.5 % Expected dividend yield 0 % 0 % 0 % Expected life (years) 0.7 2 6 The use of the Monte Carlo simulation model requires the input of additional subjective assumptions including the progress of our R&D programs and its affect on potential future financings. The following table is a summary of the changes in fair value of warrant liability in 2016: Series A Series A Series B Total Balance at December 31, 2015 $ 770,964 $ — $ — $ 770,964 New Issues $ 1,770,596 $ 3,896,339 5,666,935 Changes in fair value (259,370 ) (9,659 ) (9,199 ) (278,228 ) Balance at March 31, 2016 $ 511,594 $ 1,760,937 $ 3,887,140 $ 6,159,671 The following table is a summary of our warrant liability as of March 31, 2016: Warrants Number Exercise Price Fair Value Series A (2011) 578,074 3.60 $ 511,594 Series A (2016) 1,277,598 3.60 1,760,937 Series B (2016) 1,916,396 5.04 3,887,140 3,772,068 $ 6,159,671 The fair value of the warrant liability is revalued at the end of each reporting period, with the change in fair value of the warrant liability recorded as a gain or loss in our condensed consolidated statements of operations. The fair value of the warrants will continue to be classified as a liability until such time as the warrants are exercised, expire or an amendment of the warrant agreement renders these warrants to be no longer classified as a liability. |
Equity Financing
Equity Financing | 3 Months Ended |
Mar. 31, 2016 | |
Text Block [Abstract] | |
Equity Financing | Note 10. Equity Financing In March 2016, we raised gross proceeds of approximately $8,000,000 through an underwritten public offering of 2,222,250 units, at a price of $3.60 per unit, before deducting underwriting discounts and other offering expenses. Each unit consists of a fixed combination of one share of our common stock, a Series A Warrant to purchase 0.50 of a share of our common stock, and a Series B Warrant to purchase 0.75 of a share of our common stock. Each Series A Warrant has an exercise price of $3.60 per share, is immediately exercisable, and will expire two years from the date of issuance. Each Series B Warrant has an exercise price of $5.04 per share, will become exercisable upon stockholder approval of an increase in our authorized capital and the one year anniversary of the issuance date, whichever is later, and will expire on the fifth anniversary of the date they become exercisable. In connection with the offering, we granted the underwriters a 45 day option to purchase up to an additional 333,338 shares of our common stock and/or warrants to purchase up to an additional 416,672 shares of our common stock to cover over-allotments, if any. The option was exercised in part and we issued an additional 166,473 of Series A warrants and 249,709 of Series B Warrants. We received net proceeds (net of offering expenses underwriting discounts and commissions), of approximately $7,100,000. The initial shares and warrants were offered under our effective shelf registration statement previously filed with the SEC. We intend to file a subsequent registration statement to register the common shares issuable when the Series B Warrants become exercisable. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 11. Subsequent Events In connections with our March 2016 financing transaction, we granted the underwriters a 45 day option to purchase up to an additional 333,338 shares of our common stock and/or warrants to purchase up to an additional 416,672 shares of our common stock to cover over-allotments, if any. In April 2016, the underwriters partially exercised their option to cover over-allotments and purchased an additional 41,667 shares of our common stock at an exercise price of $3.60 per share. We received gross proceeds of approximately $150,000 and issued 41,667 shares of our common stock. On May 6, 2016, in keeping with stockholder approval obtained at our 2016 annual stockholder meeting, we filed with the state of Delaware a certificate of amendment to our certificate of incorporation to complete a one-for-twelve split of the Company’s issued and outstanding common stock. Concurrent with the reverse stock split, we reduced the authorized number of common shares from 225 million to 200 million. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business. StemCells, Inc., a Delaware corporation, is a biopharmaceutical company that operates in one segment, the research, development, and commercialization of stem cell therapeutics and related technologies. The accompanying financial data as of March 31, 2016 and for the three months ended March 31, 2016 and 2015 have been prepared by us, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) have been condensed or omitted pursuant to these rules and regulations. The December 31, 2015 condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. However, we believe that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015. We have incurred significant operating losses since inception. We expect to incur additional operating losses over the foreseeable future. We have very limited liquidity and capital resources and must obtain significant additional capital and other resources in order to provide funding for our product development efforts, the acquisition of technologies, businesses and intellectual property rights, preclinical and clinical testing of our products, pursuit of regulatory approvals, acquisition of capital equipment, laboratory and office facilities, establishment of production capabilities, general and administrative expenses and other working capital requirements. We rely on our cash reserves, proceeds from equity and debt offerings, credit facilities, proceeds from the transfer or sale of intellectual property rights, equipment, facilities or investments, government grants and funding from collaborative arrangements, to fund our operations. If we exhaust our cash reserves and are unable to obtain adequate financing, we may be unable to meet our operating obligations and we may be required to initiate bankruptcy proceedings. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty. |
Reverse Stock Split | Reverse Stock Split We effected a one-for-twelve reverse stock split on May 6, 2016. As a result of the reverse stock split, each twelve shares of the Company’s common stock automatically combined into and became one share of Company common stock. Any fractional shares which would otherwise be due as a result of the reverse split were rounded up to the nearest whole share. Concurrent with the reverse stock split, we reduced the authorized number of common shares from 225 million to 200 million. The reverse stock split will automatically and proportionately adjust, based on the one-for-twelve split ratio, all issued and outstanding shares of our common stock, as well as common stock underlying stock options, warrants and other derivative securities outstanding at the time of the effectiveness of the reverse stock split. The exercise price on outstanding equity based-grants will proportionately increase, while the number of shares available under our equity-based plans will also be proportionately reduced. Share and per share data (except par value) for the periods presented reflect the effects of this reverse stock split. References to numbers of shares of common stock and per share data in the accompanying financial statements and notes thereto have been adjusted to reflect the reverse stock split on a retroactive basis. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of StemCells, Inc., and our wholly-owned subsidiaries, including StemCells California, Inc., Stem Cell Sciences Holdings Ltd, and Stem Cell Sciences (UK) Ltd (SCS). All significant intercompany accounts and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make judgments, assumptions and estimates that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Actual results could differ materially from these estimates. Significant estimates include the following: • the grant date fair value of stock-based awards recognized as compensation expense (see Note 6, “Stock-Based Compensation”); • the fair value of warrants recorded as a liability (see Note 9, “Warrant Liability”). |
Financial Instruments | Financial Instruments Cash and Cash Equivalents Cash equivalents are money market accounts, money market funds and investments with maturities of 90 days or less from the date of purchase. Receivables Our receivables generally consist of interest income on our financial instruments and royalties due from licensing agreements. |
Warrant Liability | Warrant Liability We account for our warrants in accordance with U.S. GAAP which defines how freestanding contracts that are indexed to and potentially settled in a company’s own stock should be measured and classified. Authoritative accounting guidance prescribes that only warrants issued by us under contracts that cannot be net-cash settled, and are both indexed to and settled in our common stock, can be classified as equity. As part of our December 2011 financing, we issued Series A Warrants with a five year term to purchase 666,667 shares at $16.80 per share and Series B Warrants with a ninety trading day term to purchase 666,667 units at $15.00 per unit. Each unit underlying the Series B Warrants consisted of one share of our common stock and one Series A Warrant. In the first and second quarter of 2012, an aggregate of 225,000 Series B Warrants were exercised. For the exercise of these warrants, we issued 225,000 shares of our common stock and 225,000 Series A Warrants. The remaining 441,667 Series B Warrants expired unexercised by their terms on May 2, 2012. The Series A Warrants contain full ratchet anti-dilution price protection so that, in most situations, upon the issuance of any common stock or securities convertible into common stock at a price below the then-existing exercise price of the Series A Warrants, the Series A exercise price will be reset to the lower common stock sales price. As a result of our April 2015 financing, the exercise price of the outstanding Series A warrants were reduced from $16.80 per share to $8.40 per share. Subsequently, as a result of our sale of shares of our common stock under a sales agreement entered into in 2009 and amended in 2012, the exercise price of the outstanding Series A warrants was reduced from $8.40 per share to $6.24 per share and as a result of our March 2016 financing, the exercise price of these warrants was reduced to approximately $3.60 per share. As terms of the Series A Warrants do not meet the specific conditions for equity classification, we are required to classify the fair value of these warrants as a liability, with subsequent changes in fair value to be recorded as income (loss) due to change in fair value of warrant liability. The fair value of the Series A Warrants is determined using a Monte Carlo simulation model (see Note 9, “Warrant Liability”). The fair value is affected by changes in inputs to these models including our stock price, expected stock price volatility, the contractual term, and the risk-free interest rate. The use of a Monte Carlo simulation model requires input of additional assumptions including the progress of our research and development (R&D) programs and its effect on potential future financings. We will continue to classify the fair value of the warrants as a liability until the warrants are exercised, expire or are amended in a way that would no longer require these warrants to be classified as a liability. The estimated fair value of our 2011 Series A warrant liability at March 31, 2016, was approximately $512,000. In March 2016, we raised gross proceeds of approximately $8,000,000 through an underwritten public offering of 2,222,250 units, at a price of $3.60 per unit, before deducting underwriting discounts and other offering expenses. Each unit consists of a fixed combination of one share of our common stock, a Series A Warrant to purchase 0.50 of a share of our common stock, and a Series B Warrant to purchase 0.75 of a share of our common stock. Each Series A Warrant has an exercise price of $3.60 per share, is immediately exercisable, and will expire two years from the date of issuance. Each Series B Warrant has an exercise price of $5.04 per share, will become exercisable upon stockholder approval of an increase in our authorized capital and the one-year anniversary of the issuance date, whichever is later, and will expire on the fifth anniversary of the date they become exercisable. In connection with the offering, we granted the underwriters a 45-day option to purchase up to an additional 333,338 shares of our common stock and/or warrants to purchase up to an additional 416,672 shares of our common stock to cover over-allotments, if any. The option was exercised in part and we issued an additional 166,473 of Series A warrants and 249,709 of Series B Warrants. The Series A and Series B Warrants contain full ratchet anti-dilution price protection for two years so that, in most situations, upon the issuance of any common stock or securities convertible into common stock at a price below the then-existing exercise price of the respective warrants, the exercise price of these warrants will be reset to the lower common stock sales price. The initial shares and warrants were offered under our effective shelf registration statement previously filed with the SEC. We intend to file a subsequent registration statement to register the common shares issuable when the Series B Warrants become exercisable. As terms of the Series A and Series B Warrants do not meet the specific conditions for equity classification, we are required to classify the fair value of these warrants as a liability, with subsequent changes in fair value to be recorded as income (loss) due to change in fair value of warrant liability. The fair value of the Series A and Series B Warrants is determined using a Monte Carlo simulation model (see Note 9, “Warrant Liability”). The fair value is affected by changes in inputs to these models including our stock price, expected stock price volatility, the contractual term, and the risk-free interest rate. The use of a Monte Carlo simulation model requires input of additional assumptions including the progress of our R&D programs and its effect on potential future financings. We will continue to classify the fair value of the warrants as a liability until the warrants are exercised, expire or are amended in a way that would no longer require these warrants to be classified as a liability. The estimated fair value of our warrant liability for the 2016 Series A and 2016 Series B warrants at March 31, 2016, was approximately $1,761,000 and $3,887,000 respectively. |
Intangible Assets (Patent and License Costs) | Intangible Assets (Patent and License Costs) Other intangible assets, net were approximately $42,000 at March 31, 2016. Intangible assets with finite useful lives are amortized generally on a straight-line basis over the periods benefited. Intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests. Intangible assets are also reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Prior to fiscal year 2001, we capitalized certain patent costs, which are being amortized over the estimated life of the patent and would be expensed at the time such patents are deemed to have no continuing value. Since 2001, all patent costs are expensed as incurred. License costs are capitalized and amortized over the estimated life of the license agreement. |
Revenue Recognition | Revenue Recognition We currently recognize revenue resulting from the licensing and use of our technology and intellectual property. Licensing agreements may contain multiple elements, such as upfront fees, payments related to the achievement of particular milestones and royalties. Revenue from upfront fees for licensing agreements that contain multiple elements are generally deferred and recognized on a straight-line basis over the term of the agreement. Fees associated with substantive at risk performance-based milestones are recognized as revenue upon completion of the scientific or regulatory event specified in the agreement, and royalties received are recognized as earned. Revenue from licensing agreements is recognized net of a fixed percentage due to licensors as royalties. |
Stock-Based Compensation | Stock-Based Compensation U.S. GAAP requires us to recognize expense related to the fair value of our stock-based payment awards, including employee stock options and restricted stock units. Under the provisions of U.S. GAAP, the fair value of our employee stock-based payment awards is estimated at the date of grant using the Black-Scholes-Merton (Black-Scholes) option-pricing model and is recognized as expense ratably over the requisite service period. The requisite service period is the period over which the awards vest. Stock-based awards may vest over a period of time from the date of grant or upon the attainment of certain established performance milestones. For awards with performance milestones, the expense is recorded over the service period when the achievement of the milestone is probable. The Black-Scholes option-pricing model requires the use of certain assumptions, the most significant of which are our estimates of the expected volatility of the market price of our stock and the expected term of the award. Our estimate of the expected volatility is based on historical volatility. The expected term represents our estimated period during which our stock-based awards remain outstanding. We estimate the expected term based on historical experience of similar awards, giving consideration to the contractual terms of the awards, vesting requirements, and expectation of future employee behavior, including post-vesting terminations. See Note 6, “Stock-Based Compensation” for further information. |
Per Share Data | Per Share Data Basic net income or loss per share is computed by dividing net income or loss by the weighted average number of shares of common stock outstanding during the period. Diluted net income or loss per share is computed based on the weighted average number of shares of common stock and other dilutive securities. To the extent these securities are anti-dilutive, they are excluded from the calculation of diluted earnings per share. The following is a reconciliation of the numerators and denominators of the basic and diluted net loss per share computations: 2016 2015 Net loss $ (9,561,405 ) $ (9,350,701 ) Weighted average shares outstanding used to compute basic and diluted net income or loss per share 9,805,478 5,768,331 Basic and diluted net loss per share $ (0.98 ) $ (1.62 ) The following outstanding potentially dilutive securities were excluded from the computation of diluted net income or loss per share because the effect would have been anti-dilutive as of March 31: 2016 2015 Options 155,831 23,020 Restricted stock units 810,946 832,044 Warrants 6,883,814 1,956,516 Total 7,850,591 2,811,580 |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income or loss and other comprehensive income or loss (OCL). OCL includes certain changes in stockholders’ equity that are excluded from net income or loss. Specifically, when applicable, we include in OCL changes in unrealized gains and losses on foreign currency translations. Accumulated other comprehensive income was $46,913 as of March 31, 2016, and accumulated other comprehensive income was $47,359, as of December 31, 2015. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period” In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities,” In February 2016, the FASB issued ASU 2016-02, “Leases”. “Leases” “Leases” |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basic and Dilutive Net Loss per Share Computations | The following is a reconciliation of the numerators and denominators of the basic and diluted net loss per share computations: 2016 2015 Net loss $ (9,561,405 ) $ (9,350,701 ) Weighted average shares outstanding used to compute basic and diluted net income or loss per share 9,805,478 5,768,331 Basic and diluted net loss per share $ (0.98 ) $ (1.62 ) |
Schedule of Anti-dilutive Securities | The following outstanding potentially dilutive securities were excluded from the computation of diluted net income or loss per share because the effect would have been anti-dilutive as of March 31: 2016 2015 Options 155,831 23,020 Restricted stock units 810,946 832,044 Warrants 6,883,814 1,956,516 Total 7,850,591 2,811,580 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash and Cash Equivalents and Restricted Cash | The following table summarizes the fair value of our cash and cash equivalents held in our current investment portfolio: Amortized Gross Gross Fair Value March 31, 2016 Cash $ 690,078 $ — $ — $ 690,078 Cash equivalents (money market accounts) 7,984,317 — — 7,984,317 Restricted cash (money market accounts) 2,422,500 — — 2,422,500 Total cash, cash equivalents and restricted cash $ 11,096,895 $ — $ — $ 11,096,895 Amortized Gross Gross Fair Value December 31, 2015 Cash $ 830,190 $ — $ — $ 830,190 Cash equivalents ( money market accounts) 11,280,375 — — 11,280,375 Restricted cash ( money market accounts) 2,422,500 — — 2,422,500 Total cash, cash equivalents and restricted cash $ 14,533,065 $ — $ — $ 14,533,065 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value | The following table presents financial assets and liabilities measured at fair value as of March 31, 2016: Fair Value Measurement Quoted Prices Significant Unobservable As of Financial assets: Cash equivalents: Money market funds $ 3,244,966 $ — $ — $ 3,244,966 U.S. Treasury debt obligations 7,161,851 — — 7,161,851 Total financial assets $ 10,406,817 $ — $ — $ 10,406,817 Financial liabilities: Loan payable net of discounts $ — $ — $ 9,274,959 $ 9,274,959 Warrant liabilities — — 6,159,671 6,159,671 Total financial liabilities $ — $ — $ 15,434,630 $ 15,434,630 |
Roll Forward for Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3) | The following table presents a roll forward for liabilities measured at fair value using significant unobservable inputs (Level 3) for 2016: Warrant Balance at December 31, 2015 $ 770,964 Add fair value of warrants issued 5,666,935 Less change in fair value of warrants (278,228 ) Balance at March 31, 2016 $ 6,159,671 Loan payable net of discounts Balance at December 31, 2015 $ 10,334,029 Add amortization of discount 5,107 Less repayments of principal (1,064,177 ) Balance at March 31, 2016 $ 9,274,959 Current portion 358,318 Non-current portion 8,916,641 Balance at March 31, 2016 $ 9,274,959 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment Balances | Property, plant and equipment balances at March 31, 2016 and December 31, 2015 are summarized below: March 31, 2016 December 31, 2015 Building and improvements $ 3,608,588 $ 3,608,588 Machinery and equipment 8,536,138 8,530,203 Furniture and fixtures 338,259 338,259 12,482,985 12,477,050 Less accumulated depreciation (7,532,625 ) (7,259,121 ) Property, plant and equipment, net $ 4,950,360 $ 5,217,929 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Components of Intangible Assets | The components of our intangible assets at March 31, 2016 are summarized below: Intangible Asset Class Cost Accumulated Amortization Net Carrying Amount Weighted Average Amortization Period Patents $ 160,436 $ (118,114 ) $ 42,322 17 years |
Expected Future Annual Amortization Expense | The expected future annual amortization expense for each of the next five years based on current balances of our intangible assets is approximately as follows: For the year ending December 31: 2016 $ 13,978 2017 $ 8,306 2018 $ 8,306 2019 $ 8,306 2020 $ 6,922 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation Expense | Our stock-based compensation expense for the three months ended March 31 was as follows: Three months ended March 31, 2016 2015 Research and development expense $ 313,378 $ 583,669 General and administrative expense 1,539,048 725,225 Total stock-based compensation $ 1,852,426 $ 1,308,894 Effect on basic and diluted net loss per share $ (0.19 ) $ (0.23 ) |
Stock Option Activity | A summary of our stock option activity for the three months ended March 31, 2016 is as follows: Number of options Weighted-average Outstanding options at December 31, 2015 173,261 34.80 Granted 10,000 3.60 Exercised — — Cancelled (27,430 ) 34.20 Outstanding options at March 31, 2016 155,831 32.76 |
Summary of Changes in Unvested Options | The following is a summary of changes in unvested options: Unvested Options Number of Options Weighted Average Grant Date Fair Value Unvested options at December 31, 2015 140,000 $ 8.28 Granted(1) 10,000 $ 3.60 Vested — $ 145.68 Cancelled (25,417 ) $ 8.52 Unvested options at March 31, 2016 124,583 $ 7.92 (1) The 10,000 options granted are performance based and vest on achievement of predefined milestones. |
Summary of Unvested Restricted Stock Unit Activity | A summary of changes in our unvested restricted stock units for the three months ended March 31, 2016 is as follows: Number of RSUs Weighted Average Fair Value ($) Outstanding at December 31, 2015 687,613 14.52 Granted(1) 277,210 3.84 Vested and exercised (217,919 ) 14.52 Cancelled (34,875 ) 13.68 Outstanding at March 31, 2016 712,029 10.44 (1) Of the 277,210 restricted stock units issued, 73,171 restricted stock units vest and convert into shares of our common stock after one year from the date of grant. 204,039 restricted stock units are performance based and vest on achievement of predefined milestones. |
Loan Payable (Tables)
Loan Payable (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Assumptions Used for Black-Scholes Option Pricing Model | We estimated the fair value of the warrant to be approximately $388,000 using the Black-Scholes option pricing model with the following assumptions: Expected life (years) 10 Risk-free interest rate 1.9 % Expected volatility 88.1 % Expected dividend yield 0 % |
Summary of Changes in Carrying Value of Loan Payable | The following table is a summary of the changes in the carrying value of our loan payable for the three months ended March 31, 2016: Silicon Valley Carrying value of loan payable, current at December 31, 2015 $ 1,417,388 Repayment of principal (1,064,177 ) Accretion of discount 5,107 Carrying value of loan payable, current at March 31, 2016 $ 358,318 |
Warrant Liability (Tables)
Warrant Liability (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Text Block [Abstract] | |
Assumptions Used for Simulation Model | The assumptions used for the Monte Carlo simulation model to value the outstanding Series A Warrants at March 31, 2016 are as follows: Series A Series A Series B Risk-free interest rate per year 0.48 % 0.72 % 1.4 % Expected volatility per year 85.7 % 76.9 % 77.5 % Expected dividend yield 0 % 0 % 0 % Expected life (years) 0.7 2 6 |
Summary of Changes in Fair Value of Warrant Liability | The following table is a summary of the changes in fair value of warrant liability in 2016: Series A Series A Series B Total Balance at December 31, 2015 $ 770,964 $ — $ — $ 770,964 New Issues $ 1,770,596 $ 3,896,339 5,666,935 Changes in fair value (259,370 ) (9,659 ) (9,199 ) (278,228 ) Balance at March 31, 2016 $ 511,594 $ 1,760,937 $ 3,887,140 $ 6,159,671 |
Summary of Warrant Liability | The following table is a summary of our warrant liability as of March 31, 2016: Warrants Number Exercise Price Fair Value Series A (2011) 578,074 3.60 $ 511,594 Series A (2016) 1,277,598 3.60 1,760,937 Series B (2016) 1,916,396 5.04 3,887,140 3,772,068 $ 6,159,671 |
Summary of Significant Accoun28
Summary of Significant Accounting Policies - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Apr. 30, 2016USD ($)$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2011$ / sharesshares | Mar. 31, 2016USD ($)Segment$ / sharesshares | Dec. 31, 2014shares | Dec. 31, 2013shares | Dec. 31, 2012shares | Dec. 31, 2011$ / sharesshares | May. 06, 2016shares | May. 05, 2016shares | Dec. 31, 2015USD ($)shares | Apr. 30, 2015$ / shares | ||
Class of Warrant or Right [Line Items] | |||||||||||||
Number of segments | Segment | 1 | ||||||||||||
Common stock, shares authorized | [1] | 200,000,000 | 200,000,000 | 200,000,000 | |||||||||
Maturity period for market accounts, money market funds and investments | 90 days | ||||||||||||
Term of warrant | 5 years | ||||||||||||
Fair value of warrant liability | $ | $ 6,159,671 | $ 6,159,671 | $ 770,964 | ||||||||||
Proceeds from issuance of stock units | $ | 7,102,225 | ||||||||||||
Warrant expiration period | 2 years | ||||||||||||
Other intangible assets, net | $ | $ 42,322 | 42,322 | 45,816 | ||||||||||
Value of patent | $ | 0 | ||||||||||||
Accumulated other comprehensive income | $ | 46,913 | 46,913 | 47,359 | ||||||||||
2011 Series A Warrant [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Fair value of warrant liability | $ | $ 512,000 | $ 512,000 | |||||||||||
Subsequent Events [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Common stock, shares authorized | 200,000,000 | 225,000,000 | |||||||||||
Series A Warrants [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Number of securities callable by each warrant or right warrants | 0.50 | 0.50 | |||||||||||
Exercise price of warrants | $ / shares | $ 3.60 | $ 3.60 | |||||||||||
Number of additional warrants issued | 166,473 | ||||||||||||
Fair value of warrant liability | $ | $ 1,761,000 | $ 1,761,000 | |||||||||||
Series A Warrants [Member] | Common Stock [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Exercise price of warrants | $ / shares | $ 8.40 | ||||||||||||
Series B Warrants [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Number of securities callable by each warrant or right warrants | 0.75 | 0.75 | |||||||||||
Exercise price of warrants | $ / shares | $ 5.04 | $ 5.04 | |||||||||||
Number of additional warrants issued | 249,709 | ||||||||||||
Fair value of warrant liability | $ | $ 3,887,000 | $ 3,887,000 | |||||||||||
December 2011 Financing [Member] | Common Stock [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Number of securities callable by each warrant or right warrants | 1 | 1 | 1 | 1 | |||||||||
Number of shares issued upon Series B warrants exercise | 225,000 | ||||||||||||
December 2011 Financing [Member] | Series A Warrants [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Number of securities callable by each warrant or right warrants | 1 | 1 | |||||||||||
Term of warrant | 5 years | ||||||||||||
Number of securities callable by warrants | 666,667 | 666,667 | |||||||||||
Exercise price of warrants | $ / shares | $ 3.60 | $ 3.60 | |||||||||||
Number of warrants exercised | 98,335 | 32,045 | 183,215 | ||||||||||
Number of additional warrants issued | 225,000 | ||||||||||||
Fair value of warrant liability | $ | $ 511,594 | $ 511,594 | $ 770,964 | ||||||||||
December 2011 Financing [Member] | Series A Warrants [Member] | Common Stock [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Exercise price of warrants | $ / shares | $ 16.80 | $ 16.80 | |||||||||||
Number of shares issued upon Series B warrants exercise | 98,335 | 32,045 | 183,215 | ||||||||||
December 2011 Financing [Member] | Series B Warrants [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Term of warrant | 90 days | 90 days | |||||||||||
Number of securities callable by warrants | 666,667 | 666,667 | |||||||||||
Exercise price of warrants | $ / shares | $ 15 | $ 15 | |||||||||||
Number of warrants exercised | 225,000 | ||||||||||||
Number of warrants expired | 441,667 | 441,667 | |||||||||||
April 2015 Financing [Member] | Series A Warrants [Member] | Common Stock [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Exercise price of warrants | $ / shares | $ 6.24 | $ 6.24 | $ 8.40 | ||||||||||
March 2016 Financing [Member] | Series A Warrants [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Exercise price of warrants | $ / shares | $ 3.60 | $ 3.60 | |||||||||||
Fair value of warrant liability | $ | $ 1,760,937 | $ 1,760,937 | |||||||||||
March 2016 Financing [Member] | Series A Warrants [Member] | Common Stock [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Exercise price of warrants | $ / shares | $ 3.60 | $ 3.60 | |||||||||||
March 2016 Financing [Member] | Series B Warrants [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Exercise price of warrants | $ / shares | $ 5.04 | $ 5.04 | |||||||||||
Fair value of warrant liability | $ | $ 3,887,140 | $ 3,887,140 | |||||||||||
Underwritten Public Offering [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Number of shares issued upon Series B warrants exercise | 2,222,250 | ||||||||||||
Proceeds from issuance of stock units | $ | $ 8,000,000 | ||||||||||||
Number of stock units issued, price per share | $ / shares | $ 3.60 | $ 3.60 | |||||||||||
Over-Allotment-Option [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Number of securities callable by each warrant or right warrants | 416,672 | 416,672 | |||||||||||
Number of shares issued upon Series B warrants exercise | 333,338 | ||||||||||||
Underwriting option exercise period | 45 days | ||||||||||||
Over-Allotment-Option [Member] | Subsequent Events [Member] | |||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||
Number of shares issued upon Series B warrants exercise | 41,667 | ||||||||||||
Proceeds from issuance of stock units | $ | $ 150,000 | ||||||||||||
Number of stock units issued, price per share | $ / shares | $ 3.60 | ||||||||||||
[1] | * Adjusted for the 1-for-12 reverse stock split as discussed in Note 1. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Basic and Dilutive Net Loss per Share Computations (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Accounting Policies [Abstract] | |||
Net loss | $ (9,561,405) | $ (9,350,701) | |
Weighted average shares outstanding used to compute basic and diluted net income or loss per share | [1] | 9,805,478 | 5,768,331 |
Basic and diluted net loss per share | [1] | $ (0.98) | $ (1.62) |
[1] | * Adjusted for the 1-for-12 reverse stock split as discussed in Note 1. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Schedule of Anti-dilutive Securities (Detail) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Class of Stock [Line Items] | ||
Anti-dilutive securities | 7,850,591 | 2,811,580 |
Options [Member] | ||
Class of Stock [Line Items] | ||
Anti-dilutive securities | 155,831 | 23,020 |
Restricted Stock Units [Member] | ||
Class of Stock [Line Items] | ||
Anti-dilutive securities | 810,946 | 832,044 |
Warrants [Member] | ||
Class of Stock [Line Items] | ||
Anti-dilutive securities | 6,883,814 | 1,956,516 |
Financial Instruments - Cash an
Financial Instruments - Cash and Cash Equivalents and Restricted Cash (Detail) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 11,096,895 | $ 14,533,065 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 11,096,895 | 14,533,065 |
Restricted Cash [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,422,500 | 2,422,500 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 2,422,500 | 2,422,500 |
Cash [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 690,078 | 830,190 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 690,078 | 830,190 |
Cash equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 7,984,317 | 11,280,375 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | $ 7,984,317 | $ 11,280,375 |
Fair Value Measurement - Financ
Fair Value Measurement - Financial Assets and Liabilities Measured at Fair Value (Detail) | Mar. 31, 2016USD ($) |
Financial liabilities: | |
Total financial liabilities | $ 6,159,671 |
Fair Value, Measurements [Member] | |
Financial assets: | |
Total financial assets | 10,406,817 |
Financial liabilities: | |
Total financial liabilities | 15,434,630 |
Fair Value, Measurements [Member] | Money market funds [Member] | Cash equivalents [Member] | |
Financial assets: | |
Total financial assets | 3,244,966 |
Fair Value, Measurements [Member] | U.S. Treasury debt obligations [Member] | Cash equivalents [Member] | |
Financial assets: | |
Total financial assets | 7,161,851 |
Fair Value, Measurements [Member] | Loan Payable [Member] | |
Financial liabilities: | |
Total financial liabilities | 9,274,959 |
Fair Value, Measurements [Member] | Warrants [Member] | |
Financial liabilities: | |
Total financial liabilities | 6,159,671 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Fair Value, Measurements [Member] | |
Financial assets: | |
Total financial assets | 10,406,817 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Fair Value, Measurements [Member] | Money market funds [Member] | Cash equivalents [Member] | |
Financial assets: | |
Total financial assets | 3,244,966 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Fair Value, Measurements [Member] | U.S. Treasury debt obligations [Member] | Cash equivalents [Member] | |
Financial assets: | |
Total financial assets | 7,161,851 |
Unobservable Inputs (Level 3) [Member] | Fair Value, Measurements [Member] | |
Financial liabilities: | |
Total financial liabilities | 15,434,630 |
Unobservable Inputs (Level 3) [Member] | Fair Value, Measurements [Member] | Loan Payable [Member] | |
Financial liabilities: | |
Total financial liabilities | 9,274,959 |
Unobservable Inputs (Level 3) [Member] | Fair Value, Measurements [Member] | Warrants [Member] | |
Financial liabilities: | |
Total financial liabilities | $ 6,159,671 |
Fair Value Measurement - Roll F
Fair Value Measurement - Roll Forward for Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3) (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Add fair value of warrants issued | $ 5,666,935 | |
Less repayments of principal | (1,064,177) | $ (1,681,664) |
Less change in fair value of warrants | 278,228 | $ (347,330) |
Warrant Liabilities [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Balance at December 31, 2015 | 770,964 | |
Add fair value of warrants issued | 5,666,935 | |
Less change in fair value of warrants | (278,228) | |
Balance at March 31, 2016 | 6,159,671 | |
Loan Payable Net of Discounts [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Balance at December 31, 2015 | 10,334,029 | |
Add amortization of discount | 5,107 | |
Less repayments of principal | (1,064,177) | |
Current portion | 358,318 | |
Non-current portion | 8,916,641 | |
Balance at March 31, 2016 | $ 9,274,959 |
Property, Plant and Equipment -
Property, Plant and Equipment - Summary of Property, Plant and Equipment Balances (Detail) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 12,482,985 | $ 12,477,050 |
Less accumulated depreciation | (7,532,625) | (7,259,121) |
Property, plant and equipment, net | 4,950,360 | 5,217,929 |
Building and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 3,608,588 | 3,608,588 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 8,536,138 | 8,530,203 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 338,259 | $ 338,259 |
Property, Plant and Equipment35
Property, Plant and Equipment - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 274,000 | $ 249,000 |
Intangible Assets - Components
Intangible Assets - Components of Other Intangible Assets (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Net Carrying Amount | $ 42,322 | $ 45,816 |
Patents [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Cost | 160,436 | |
Accumulated Amortization | (118,114) | |
Net Carrying Amount | $ 42,322 | |
Weighted Average Amortization Period | 17 years |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2016 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 3,500 | $ 21,000 | |
Scenario Forecast [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 14,000 |
Intangible Assets - Expected Fu
Intangible Assets - Expected Future Annual Amortization Expense (Detail) | Mar. 31, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,016 | $ 13,978 |
2,017 | 8,306 |
2,018 | 8,306 |
2,019 | 8,306 |
2,020 | $ 6,922 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | Dec. 20, 2013shares | Mar. 31, 2016USD ($)Incentive_Plan$ / sharesshares | Mar. 31, 2015USD ($)shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity incentive plans | Incentive_Plan | 2 | ||
Total unrecognized compensation expense | $ | $ 4,355,000 | ||
Vesting period | 1 year 6 months | ||
Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for grant | 500,000 | 1,016,949 | |
Annual increase in number of shares of common stock | 4.00% | ||
Aggregate limit of shares issuable to incentive stock option awards | 250,000 | ||
Increase in percentage of outstanding number of shares of common stock | 4.00% | ||
Stock Appreciation Rights (SARs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Term of years | 10 years | ||
Exercise price | $ / shares | $ 240 | ||
Percentage of vested grant yearly | 25.00% | ||
Percentage of vested grant monthly | 75.00% | ||
Number of SARs, outstanding | 9,217 | 9,217 | |
Number of SARs, Granted | 0 | ||
Number of SARs, Exercised | 0 | ||
Number of SARs, Forfeited | 0 | ||
Vesting period of grant date | 3 years | ||
Reduced compensation expense | $ | $ 0 | $ 0 | |
Restricted Stock [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Term of years | 10 years | ||
Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unexercised vested option forfeiture | 3 months | ||
Options [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Term of years | 10 years |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Expense (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation | $ 1,852,426 | $ 1,308,894 |
Effect on basic and diluted net loss per share | $ (0.19) | $ (0.23) |
Research and Development Expense [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation | $ 313,378 | $ 583,669 |
General and Administrative Expense [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation | $ 1,539,048 | $ 725,225 |
Stock-Based Compensation - St41
Stock-Based Compensation - Stock Option Activity (Detail) | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of options, Beginning balance | shares | 173,261 |
Number of options, Granted | shares | 10,000 |
Number of options, Exercised | shares | 0 |
Number of options, Cancelled (forfeited and expired) | shares | (27,430) |
Number of options, Ending balance | shares | 155,831 |
Weighted-average exercise price, Beginning balance | $ / shares | $ 34.80 |
Weighted-average exercise price, Granted | $ / shares | 3.60 |
Weighted-average exercise price, Exercised | $ / shares | 0 |
Weighted-average exercise price, Cancelled (forfeited and expired) | $ / shares | 34.20 |
Weighted-average exercise price, Ending balance | $ / shares | $ 32.76 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Changes in Unvested Options (Detail) | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of options, Granted | 10,000 |
Unvested stock options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of options, Beginning balance | 140,000 |
Number of options, Granted | 10,000 |
Number of options, Vested | 0 |
Number of options, Cancelled | (25,417) |
Number of options, Ending balance | 124,583 |
Weighted-average grant date fair value, Beginning balance | $ / shares | $ 8.28 |
Weighted-average grant date fair value, Granted | $ / shares | 3.60 |
Weighted-average grant date fair value, Vested | $ / shares | 145.68 |
Weighted-average grant date fair value, Cancelled | $ / shares | 8.52 |
Weighted-average grant date fair value, Ending balance | $ / shares | $ 7.92 |
Stock-Based Compensation - Su43
Stock-Based Compensation - Summary of Changes in Unvested Options (Parenthetical) (Detail) | 3 Months Ended |
Mar. 31, 2016shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of options granted | 10,000 |
Unvested stock options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of options granted | 10,000 |
Stock-Based Compensation - Su44
Stock-Based Compensation - Summary of Unvested Restricted Stock Unit Activity (Detail) - Restricted Stock Units [Member] | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs, Beginning balance | shares | 687,613 |
Number of RSUs, Granted | shares | 277,210 |
Number of RSUs, Vested | shares | (217,919) |
Number of RSUs, Cancelled | shares | (34,875) |
Number of RSUs, Ending balance | shares | 712,029 |
Weighted Average Grant Date Fair Value, Beginning balance | $ / shares | $ 14.52 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 3.84 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 14.52 |
Weighted Average Grant Date Fair Value, Cancelled | $ / shares | 13.68 |
Weighted Average Grant Date Fair Value, Ending balance | $ / shares | $ 10.44 |
Stock-Based Compensation - Su45
Stock-Based Compensation - Summary of Unvested Restricted Stock Unit Activity (Parenthetical) (Detail) | 3 Months Ended |
Mar. 31, 2016shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted stock units vest description | 73,171 restricted stock units vest and convert into shares of our common stock after one year from the date of grant. 204,039 restricted stock units are performance based and vest on achievement of predefined milestones. |
Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs, Granted | 277,210 |
Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of restricted units would vest over vesting period | 73,171 |
Restricted stock units vest and convert into shares of our common stock | 1 year |
Performance Based Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of restricted units vest and convert into common stock over next fiscal year | 204,039 |
Loan Payable - Additional Infor
Loan Payable - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2016 | Apr. 30, 2013 | Mar. 31, 2016 | |
Debt Instrument [Line Items] | |||
Term of warrant | 5 years | ||
Silicon Valley Bank Loan Agreement Warrant [Member] | |||
Debt Instrument [Line Items] | |||
Term of warrant | 10 years | ||
Exercise price of warrants | $ 20.4408 | $ 20.4408 | |
Warrant expiration period | 2023-04 | ||
Silicon Valley Bank Loan Agreement Warrant [Member] | Common Stock [Member] | |||
Debt Instrument [Line Items] | |||
Number of shares of common stock acquired using warrant | 24,461 | 24,461 | |
Silicon Valley Bank Loan Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Proceeds from loan | $ 9,900,000 | ||
Cash discount | $ 100,000 | $ 100,000 | $ 100,000 |
Loan term | 3 years | ||
Annual interest rate on loan | 6.00% | 6.00% | |
Period of loan subject to interest payments only | 6 months | ||
Period of loan subject to principal and interest payments | 30 months | ||
Final fee payment at the end of loan term | $ 1,000,000 | ||
Proceeds received under loan agreement | 9,900,000 | ||
Initial carrying amount assigned to loan, net of discount | $ 9,512,000 | 9,512,000 | |
Fair value allocated to warrant | 388,000 | 388,000 | |
Note issuance costs | $ 117,000 | ||
Deferred financing costs, discount and accretion percentage | 9.00% | ||
Silicon Valley Bank Loan Agreement [Member] | Restricted Money Market Account [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, collateral amount | $ 2,422,500 | $ 2,422,500 |
Loan Payable - Assumptions Used
Loan Payable - Assumptions Used for Black-Scholes Option Pricing Model (Detail) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Expected dividend yield | 0.00% |
Silicon Valley Bank Loan Agreement Warrant [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Expected life (years) | 10 years |
Risk-free interest rate | 1.90% |
Expected volatility | 88.10% |
Expected dividend yield | 0.00% |
Loan Payable - Summary of Chang
Loan Payable - Summary of Changes in Carrying Value of Loan Payable (Detail) | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Debt Instrument [Line Items] | |
Carrying value of loan payable (current) Beginning Balance | $ 1,417,388 |
Carrying value of loan payable (current) Ending Balance | 358,318 |
Silicon Valley Bank Loan Agreement [Member] | |
Debt Instrument [Line Items] | |
Carrying value of loan payable (current) Beginning Balance | 1,417,388 |
Repayment of principal | (1,064,177) |
Accretion of discount | 5,107 |
Carrying value of loan payable (current) Ending Balance | $ 358,318 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 1 Months Ended | |||
Mar. 31, 2013 | Dec. 31, 2010 | Mar. 31, 2016 | Dec. 31, 2015 | |
Commitment And Contingencies [Line Items] | ||||
Deferred rent under sublease agreement | $ 141,344 | $ 132,338 | ||
BMR-Gateway Boulevard LLC [Member] | ||||
Commitment And Contingencies [Line Items] | ||||
Term of lease | 11 years 6 months | |||
Rent over term of lease | $ 17,869,000 | |||
Deferred rent under sublease agreement | 1,349,000 | 1,372,000 | ||
Prologis, L.P [Member] | ||||
Commitment And Contingencies [Line Items] | ||||
Term of lease | 10 years | |||
Rent over term of lease | $ 3,497,000 | |||
Deferred rent under sublease agreement | $ 379,000 | $ 382,000 |
Warrant Liability - Additional
Warrant Liability - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2011$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013USD ($)shares | Dec. 31, 2012USD ($)shares | Dec. 31, 2011USD ($)$ / shares$ / Stock_Unitshares | Apr. 30, 2015$ / shares | |
Class of Warrant or Right [Line Items] | ||||||||
Term of warrant | 5 years | |||||||
Proceeds from issuance of stock units | $ | $ 7,102,225 | |||||||
Warrant expiration period | 2 years | |||||||
Dividend yield | 0.00% | |||||||
Series B Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of securities callable by each warrant or right warrants | 0.75 | 0.75 | ||||||
Exercise price of warrants | $ / shares | $ 5.04 | $ 5.04 | ||||||
Number of additional warrants issued | 249,709 | |||||||
Series A Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of securities callable by each warrant or right warrants | 0.50 | 0.50 | ||||||
Exercise price of warrants | $ / shares | $ 3.60 | $ 3.60 | ||||||
Number of additional warrants issued | 166,473 | |||||||
Proceeds from sale of stock | $ | $ 1,652,000 | $ 538,000 | $ 3,078,000 | |||||
Common Stock [Member] | Series A Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants | $ / shares | $ 8.40 | |||||||
December 2011 Financing [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Proceeds from issuance of common stock and warrants | $ | $ 10,000,000 | |||||||
Price per unit | $ / shares | $ 15 | |||||||
Number of Series A warrants in each unit issued in public offering | $ / Stock_Unit | 1 | |||||||
December 2011 Financing [Member] | Series B Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of securities callable by warrants | 666,667 | 666,667 | ||||||
Term of warrant | 90 days | 90 days | ||||||
Warrant expiration date | May 2, 2012 | |||||||
Exercise price of warrants | $ / shares | $ 15 | $ 15 | ||||||
Number of warrants exercised | 225,000 | |||||||
Number of warrants expired | 441,667 | 441,667 | ||||||
December 2011 Financing [Member] | Series A Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of securities callable by warrants | 666,667 | 666,667 | ||||||
Term of warrant | 5 years | |||||||
Number of securities callable by each warrant or right warrants | 1 | 1 | ||||||
Exercise price of warrants | $ / shares | $ 3.60 | $ 3.60 | ||||||
Number of warrants exercised | 98,335 | 32,045 | 183,215 | |||||
Number of additional warrants issued | 225,000 | |||||||
Dividend yield | 0.00% | |||||||
December 2011 Financing [Member] | Capital Units [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of securities callable by warrants | 666,667 | 666,667 | ||||||
December 2011 Financing [Member] | Capital Units [Member] | Series B Warrant [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Warrant expiration period | 2016-12 | |||||||
December 2011 Financing [Member] | Capital Units [Member] | Series A Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of securities callable by each warrant or right warrants | 1 | 1 | ||||||
December 2011 Financing [Member] | Common Stock [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of securities callable by each warrant or right warrants | 1 | 1 | 1 | 1 | ||||
Number of shares issued upon warrants exercise | 225,000 | |||||||
December 2011 Financing [Member] | Common Stock [Member] | Series B Warrant [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of shares issued upon warrants exercise | 225,000 | |||||||
December 2011 Financing [Member] | Common Stock [Member] | Series A Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants | $ / shares | $ 16.80 | $ 16.80 | ||||||
Number of shares issued upon warrants exercise | 98,335 | 32,045 | 183,215 | |||||
April 2015 Financing [Member] | Common Stock [Member] | Series A Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants | $ / shares | $ 6.24 | $ 6.24 | $ 8.40 | |||||
March 2016 Financing [Member] | Series B Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants | $ / shares | 5.04 | $ 5.04 | ||||||
Dividend yield | 0.00% | |||||||
March 2016 Financing [Member] | Series A Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants | $ / shares | 3.60 | $ 3.60 | ||||||
Dividend yield | 0.00% | |||||||
March 2016 Financing [Member] | Common Stock [Member] | Series A Warrants [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Exercise price of warrants | $ / shares | $ 3.60 | $ 3.60 | ||||||
Underwritten Public Offering [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of shares issued upon warrants exercise | 2,222,250 | |||||||
Proceeds from issuance of stock units | $ | $ 8,000,000 | |||||||
Number of stock units issued, price per share | $ / shares | $ 3.60 | $ 3.60 | ||||||
Over-Allotment-Option [Member] | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of securities callable by each warrant or right warrants | 416,672 | 416,672 | ||||||
Number of shares issued upon warrants exercise | 333,338 | |||||||
Underwriting option exercise period | 45 days |
Warrant Liability - Assumptions
Warrant Liability - Assumptions Used for Monte Carlo Simulation Model (Detail) | 3 Months Ended |
Mar. 31, 2016 | |
Class of Warrant or Right [Line Items] | |
Expected dividend yield | 0.00% |
December 2011 Financing [Member] | Series A Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Risk-free interest rate per year | 0.48% |
Expected volatility per year | 85.70% |
Expected dividend yield | 0.00% |
Expected life (years) | 8 months 12 days |
March 2016 Financing [Member] | Series A Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Risk-free interest rate per year | 0.72% |
Expected volatility per year | 76.90% |
Expected dividend yield | 0.00% |
Expected life (years) | 2 years |
March 2016 Financing [Member] | Series B Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Risk-free interest rate per year | 1.40% |
Expected volatility per year | 77.50% |
Expected dividend yield | 0.00% |
Expected life (years) | 6 years |
Warrant Liability - Summary of
Warrant Liability - Summary of Changes in Fair Value of Warrant Liability (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Class of Warrant or Right [Line Items] | ||
Fair value of warrant liability, beginning balance | $ 770,964 | |
New Issues | 5,666,935 | |
Change in fair value of warrant liability | (278,228) | $ 347,330 |
Fair value of warrant liability, ending balance | 6,159,671 | |
Series A Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Fair value of warrant liability, ending balance | 1,761,000 | |
Series B Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Fair value of warrant liability, ending balance | 3,887,000 | |
December 2011 Financing [Member] | Series A Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Fair value of warrant liability, beginning balance | 770,964 | |
Change in fair value of warrant liability | (259,370) | |
Fair value of warrant liability, ending balance | 511,594 | |
March 2016 Financing [Member] | Series A Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
New Issues | 1,770,596 | |
Change in fair value of warrant liability | (9,659) | |
Fair value of warrant liability, ending balance | 1,760,937 | |
March 2016 Financing [Member] | Series B Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
New Issues | 3,896,339 | |
Change in fair value of warrant liability | (9,199) | |
Fair value of warrant liability, ending balance | $ 3,887,140 |
Warrant Liability - Summary o53
Warrant Liability - Summary of Warrant Liability (Detail) - USD ($) | Mar. 31, 2016 | Dec. 31, 2011 |
Class of Warrant or Right [Line Items] | ||
Number Outstanding | 3,772,068 | |
Fair Value | $ 6,159,671 | |
Series A Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price per share | $ 3.60 | |
Series B Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price per share | $ 5.04 | |
December 2011 Financing [Member] | Series A Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number Outstanding | 578,074 | |
Exercise Price per share | $ 3.60 | |
Fair Value | $ 511,594 | |
December 2011 Financing [Member] | Series B Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Exercise Price per share | $ 15 | |
March 2016 Financing [Member] | Series A Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number Outstanding | 1,277,598 | |
Exercise Price per share | $ 3.60 | |
Fair Value | $ 1,760,937 | |
March 2016 Financing [Member] | Series B Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number Outstanding | 1,916,396 | |
Exercise Price per share | $ 5.04 | |
Fair Value | $ 3,887,140 |
Equity Financing - Additional I
Equity Financing - Additional Information (Detail) | 1 Months Ended | 3 Months Ended |
Mar. 31, 2016USD ($)$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | |
Class of Warrant or Right [Line Items] | ||
Proceeds from issuance of stock units | $ | $ 7,102,225 | |
Warrant expiration period | 2 years | |
Term of warrant | 5 years | |
Proceeds from issuance of warrants | $ | $ 7,100,000 | |
Series A Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number of shares called by warrants | 0.50 | 0.50 |
Warrant exercise price | $ / shares | $ 3.60 | $ 3.60 |
Number of additional warrants issued | 166,473 | |
Series B Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number of shares called by warrants | 0.75 | 0.75 |
Warrant exercise price | $ / shares | $ 5.04 | $ 5.04 |
Number of additional warrants issued | 249,709 | |
Underwritten Public Offering [Member] | ||
Class of Warrant or Right [Line Items] | ||
Proceeds from issuance of stock units | $ | $ 8,000,000 | |
Number of stock units issued | 2,222,250 | |
Number of stock units issued, price per share | $ / shares | $ 3.60 | $ 3.60 |
Over-Allotment-Option [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number of stock units issued | 333,338 | |
Number of shares called by warrants | 416,672 | 416,672 |
Underwriting option exercise period | 45 days |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | May. 06, 2016 | Apr. 30, 2016 | Mar. 31, 2016 | Mar. 31, 2016 | May. 05, 2016 | Dec. 31, 2015 | |
Subsequent Event [Line Items] | |||||||
Proceeds from issuance of stock units | $ 7,102,225 | ||||||
Common stock, shares authorized | [1] | 200,000,000 | 200,000,000 | 200,000,000 | |||
Over-Allotment-Option [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Number of stock units issued | 333,338 | ||||||
Number of shares called by warrants | 416,672 | 416,672 | |||||
Underwriting option exercise period | 45 days | ||||||
Subsequent Events [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Description of reverse stock split | One-for-twelve split of the Company’s issued and outstanding common stock | ||||||
Common stock, shares authorized | 200,000,000 | 225,000,000 | |||||
Subsequent Events [Member] | Over-Allotment-Option [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Number of stock units issued | 41,667 | ||||||
Number of stock units issued, price per share | $ 3.60 | ||||||
Proceeds from issuance of stock units | $ 150,000 | ||||||
[1] | * Adjusted for the 1-for-12 reverse stock split as discussed in Note 1. |