Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 31, 2015 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | LA JOLLA PHARMACEUTICAL CO | |
Entity Central Index Key | 920,465 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 18,241,509 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 135,055 | $ 48,555 |
Restricted cash | 237 | 37 |
Prepaid clinical expenses | 360 | 1,528 |
Prepaid expenses and other current assets | 484 | 137 |
Total current assets | 136,136 | 50,257 |
Property and equipment, net | 1,751 | 279 |
Other assets | 57 | 0 |
Total assets | 137,944 | 50,536 |
Current liabilities: | ||
Accounts payable | 2,567 | 730 |
Accrued expenses | 1,145 | 926 |
Accrued payroll and related expenses | 629 | 424 |
Total current liabilities | 4,341 | 2,080 |
Shareholders’ equity: | ||
Common Stock, $0.0001 par value; 100,000,000 shares authorized, 18,241,509 and 15,225,980 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | 2 | 2 |
Additional paid-in capital | 643,651 | 528,353 |
Accumulated deficit | (516,693) | (486,614) |
Total shareholders’ equity | 133,603 | 48,456 |
Total liabilities and shareholders' equity | 137,944 | 50,536 |
Series C-1 Convertible Preferred Stock [Member] | ||
Shareholders’ equity: | ||
Convertible preferred stock, value | 3,906 | 3,917 |
Series F Convertible Preferred Stock [Member] | ||
Shareholders’ equity: | ||
Convertible preferred stock, value | $ 2,737 | $ 2,798 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 18,241,509 | 15,225,980 |
Common stock, shares outstanding | 18,241,509 | 15,225,980 |
Preferred stock, par value (usd per share) | $ 0.0001 | |
Preferred stock, shares authorized | 8,000,000 | |
Series C-1 Convertible Preferred Stock [Member] | ||
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 11,000 | 11,000 |
Preferred stock, shares issued | 3,906 | 3,917 |
Preferred stock, shares outstanding | 3,906 | 3,917 |
Series F Convertible Preferred Stock [Member] | ||
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 2,737 | 2,798 |
Preferred stock, shares outstanding | 2,737 | 2,798 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue | ||||
Contract revenue - related party | $ 647 | $ 0 | $ 0 | |
Total revenue | 647 | 0 | $ 647 | 0 |
Expenses: | ||||
Research and development | 7,781 | 2,625 | 19,637 | 6,218 |
General and administrative | 3,353 | 2,436 | 11,122 | 8,259 |
Total expenses | 11,134 | 5,061 | 30,759 | 14,477 |
Loss from operations | (10,487) | (5,061) | (30,112) | (14,477) |
Other income, net | 13 | 9 | 33 | 13 |
Net loss and comprehensive loss | $ (10,474) | $ (5,052) | $ (30,079) | $ (14,464) |
Basic and diluted net loss per share (usd per share) | $ (0.70) | $ (0.37) | $ (1.99) | $ (1.58) |
Shares used in computing basic and diluted net loss per share | 14,899 | 13,646 | 15,129 | 9,131 |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Operating activities | ||
Net loss | $ (30,079) | $ (14,464) |
Adjustments to reconcile net loss to net cash used for operating activities: | ||
Share-based compensation expense | 9,330 | 6,595 |
Third party share-based compensation expense | 1,013 | 0 |
Depreciation expense | 209 | 10 |
Changes in operating assets and liabilities: | ||
Restricted Cash | (200) | 0 |
Prepaid clinical expenses | 1,168 | 0 |
Prepaid expenses and other current assets | (347) | (110) |
Other assets | (57) | 0 |
Accounts payable | 1,837 | (151) |
Accrued expenses | 219 | 713 |
Accrued payroll and related expenses | 205 | (68) |
Net cash used for operating activities | (16,702) | (7,475) |
Investing activities | ||
Purchase of property and equipment | (1,681) | (86) |
Net cash used for investing activities | (1,681) | (86) |
Financing activities | ||
Net proceeds from the issuance of common stock | 104,596 | 53,063 |
Net proceeds from the exercise of stock options for common stock | 287 | 0 |
Net cash provided by financing activities | 104,883 | 53,063 |
Net increase in cash and cash equivalents | 86,500 | 45,502 |
Cash and cash equivalents at beginning of period | 48,555 | 8,629 |
Cash, cash equivalents at end of period | 135,055 | 54,131 |
Series C-1 Convertible Preferred Stock [Member] | ||
Non-cash investing and financing activity: | ||
Conversion of stock | 11 | 0 |
Series F Convertible Preferred Stock [Member] | ||
Non-cash investing and financing activity: | ||
Conversion of stock | 61 | 452 |
Series C-1 and D-1 Convertible Preferred Stock [Member] | ||
Non-cash investing and financing activity: | ||
Conversion of stock | $ 0 | $ 3,099 |
Business
Business | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business | Business La Jolla Pharmaceutical Company (collectively with its subsidiaries, the "Company") is a biopharmaceutical company focused on the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes in patients suffering from life-threatening diseases. The Company has several product candidates in development. LJPC-501 is the Company's proprietary formulation of angiotensin II for the potential treatment of catecholamine-resistant hypotension. LJPC-401 is the Company's novel formulation of hepcidin for the potential treatment of conditions characterized by iron overload, such as hereditary hemochromatosis, beta thalassemia and sickle cell disease. LJPC-30Sa and LJPC-30Sb are the Company's next-generation gentamicin derivatives for the potential treatment of serious bacterial infections and rare genetic disorders, such as cystic fibrosis and Duchenne muscular dystrophy. The Company was incorporated in 1989 as a Delaware corporation and reincorporated in California in 2012. In September 2015, the Company completed a common stock offering and received approximately $104.6 million , net of issuance costs (see Note 4). The Company has a history of incurring significant operating losses and negative cash flows from operations. Since January 2012, when the Company was effectively restarted with new assets and a new management team, through September 30, 2015 , the Company's cash used in operating activities was $36.5 million . The Company had available cash and cash equivalents of $135.1 million at September 30, 2015 . Based on current operating plans and projections, management believes that the available cash and cash equivalents will be sufficient to fund operations into 2018. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 8 of the Securities and Exchange Commission ("SEC") Regulation S-X. Accordingly, they should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2014 , included in the Company's Annual Report on Form 10-K filed with the SEC on March 16, 2015. The unaudited condensed consolidated financial statements contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the condensed consolidated balance sheet of the Company at September 30, 2015 , the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2015 , and the condensed consolidated statement of cash flows for the nine months ended September 30, 2015 . Estimates were made relating to useful lives of fixed assets, valuation allowances, impairment of assets, share-based compensation expense and accruals for clinical trial and research and development expenses. Actual results could differ materially from those estimates. The results of operations for the three and nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the full year or any future interim periods. Effective January 14, 2014, the Company effected a 1-for-50 reverse split (the "2014 Reverse Stock Split") of its outstanding common stock (See Note 4). All common stock share and per share information in the accompanying unaudited condensed consolidated financial statements have been restated to reflect retrospective application of the 2014 Reverse Stock Split for all periods presented, except for par value per share and the number of authorized share amounts, which were not affected. All stock options and the shares of common stock underlying outstanding convertible preferred stock were ratably adjusted to give effect to the 2014 Reverse Stock Split. Certain amounts previously reported in the financial statements have been reclassified to conform to the current year presentation. Such reclassifications did not affect net loss, shareholders' equity or cash flows. Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of La Jolla Pharmaceutical Company and its wholly-owned subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity from the date of purchase of less than three months to be cash equivalents. The carrying value of the Company's money market funds is included in cash equivalents and approximates the fair value. Restricted Cash Under the terms of the Company's credit card arrangements, there is a requirement to maintain a collateral cash account pledged as security for such credit cards. Under the terms of the leases of certain of the Company's facilities, there is a requirement to maintain a certificate of deposit as security during the terms of such leases. As of September 30, 2015 and December 31, 2014 , restricted cash of $237,000 and $37,000 , respectively, was pledged as collateral for the credit cards and leases. Property and Equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range from two to seven years. As of September 30, 2015 and December 31, 2014 , the carrying value of property and equipment, net was $1,751,000 and $279,000 , respectively, which was comprised of lab equipment, furniture, computer equipment, software and leasehold improvements. Depreciation expense was $114,000 and $209,000 for the three and nine months ended September 30, 2015 , respectively, and $5,000 and $10,000 for the three and nine months ended September 30, 2014 , respectively. Revenue Recognition In accordance with GAAP, the Company recognizes revenue when all of the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed or determinable; and (4) collectibility is reasonably assured. The Company currently recognizes revenue from payments received under a services agreement with a related party. Under the terms of this services agreement, the Company receives payments from this related party for research and development services that the Company provides at a negotiated, arms-length rate. Clinical Trial Expenses Payments in connection with the Company's clinical trials are often made under contracts with multiple contract research organizations that conduct and manage clinical trials on the Company's behalf. The financial terms of these contracts are subject to negotiation, vary from contract to contract and may result in uneven payment flows. Generally, these contracts set forth the scope of work to be performed at a fixed fee, unit price or on a time and materials basis. Payments under these contracts depend on factors such as the successful enrollment or treatment of patients or the completion of other clinical trial milestones. As of September 30, 2015 and December 31, 2014 , the prepaid clinical expenses of $360,000 and $1,528,000 on the condensed consolidated balance sheets represent the initial upfront payments to clinical research organizations for two clinical trials that commenced in 2015. The Company amortizes prepaid clinical trial costs to expense based on estimates regarding work performed, including actual level of patient enrollment, completion of patient studies and progress of the clinical trials. Expenses related to clinical trials are accrued based on estimates regarding work performed, including actual level of patient enrollment, completion of patient studies and progress of the clinical trials. Other incidental costs related to patient enrollment or treatment are accrued when reasonably certain. If the contracted amounts are modified, the accruals are modified accordingly on a prospective basis. Revisions in the scope of a contract are charged to expense in the period in which the facts that give rise to the revision occur. Research and Development Expenses Research and development expenses include salaries and benefits, facilities and other overhead expenses, research-related manufacturing expenses, contract services and clinical and preclinical-related services performed by clinical research organizations, research institutions and other outside service providers. Research and development expenses are charged to operations as incurred when these expenditures relate to the Company's research and development efforts and have no alternative future uses. In accordance with certain research and development agreements, the Company is obligated to make certain upfront payments upon execution of the agreement. Advance payments, including nonrefundable amounts, for materials or services that will be used or rendered for future research and development activities are deferred and capitalized. Such amounts will be recognized as an expense as the related goods are delivered or the related services are performed. Acquisition or milestone payments that the Company makes in connection with in-licensed technology are expensed as incurred when there is uncertainty in receiving future economic benefits from the licensed technology. The Company considers the future economic benefits from the licensed technology to be uncertain until such licensed technology is incorporated into products that are approved for marketing by the U.S. Food and Drug Administration (the "FDA") or when other significant risk factors are abated. For accounting purposes, management has viewed future economic benefits for all of the Company's licensed technology to be uncertain. Share-Based Compensation The Company accounts for share-based payment arrangements in accordance with Accounting Standards Codification ("ASC") 718, Compensation - Stock Compensation and ASC 505-50, Equity - Equity Based Payments to Non-Employees, which requires the recognition of compensation expense, using a fair-value based method, for all costs related to share-based payments, including stock options and restricted stock awards. These standards require companies to estimate the fair value of share-based payment awards on the date of the grant using an option-pricing model. See Note 4 for further discussion of the Company's share-based compensation plans. Net Loss Per Share Basic net loss per share is calculated based on the weighted-average number of common shares outstanding. Diluted net loss per share is calculated using the weighted-average number of common shares outstanding plus common stock equivalents outstanding. Outstanding convertible preferred stock, stock options and unvested restricted stock awards are considered common stock equivalents and are included in the calculation of diluted net loss per share using the treasury stock method when their effect is dilutive. Common stock equivalents are not included in the computation of diluted net loss per share if the inclusion of these securities is anti-dilutive. As of September 30, 2015 and September 30, 2014 , there were common stock equivalents of 9.1 million shares and 8.1 million shares, respectively, which were excluded from the calculation of diluted net loss per share because they were anti-dilutive. Comprehensive Loss Comprehensive loss for the periods reported was comprised solely of the Company's net loss. The comprehensive loss for the three and nine months ended September 30, 2015 was $10.5 million and $30.1 million , respectively, and for the three and nine months ended September 30, 2014 was $5.1 million and $14.5 million , respectively. There were no other changes in equity that were excluded from net loss for all periods presented. Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This update is intended to define management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable) and to provide related footnote disclosures. The ASU provides guidance to an organization’s management, with principles and definitions that are intended to reduce diversity in the timing and content of disclosures that are commonly provided by organizations today in the financial statement footnotes. The ASU is effective for annual periods ending after December 15, 2016, which for the Company is the annual period ending on December 31, 2016, and interim periods within annual periods beginning after December 15, 2016, which for the Company is the annual period ending December 31, 2017. Early adoption is permitted. The Company does not intend to early adopt this standard. The adoption of this standard will not have a material impact on the Company's financial position or results of operations. In June 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 781): Accounting for Share-Based Payments When the Terms of an Award Provide that a Performance Target Could be Achieved after the Requisite Service Period . This update requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the periods for which the requisite service has already been rendered. This update is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015, which for the Company is the annual period ending on December 31, 2016. Early adoption is permitted. The Company does not intend to early adopt this standard. Entities may apply the amendments in this update either: (a) prospectively to all awards granted or modified after the effective date; or (b) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The adoption of this standard will not have a material impact on the Company's financial position or results of operations. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) . This update outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This new revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. This guidance was originally effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016, which for the Company is the annual period ending on December 31, 2017. Early adoption was not originally permitted. In July 2015, the FASB approved the deferral of the effective date of the new standard by one year, but to permit companies to adopt one year earlier if they choose. The Company does not intend to early adopt this standard. The standard may be adopted using a full retrospective or a modified retrospective (cumulative effect) method. The adoption of this update will not have a material impact on its financial position or results of operations. |
Contract Revenue - Related Part
Contract Revenue - Related Party (Notes) | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Contract Revenue - Related Party | Contract Revenue - Related Party During the three months ended September 2015, the Company entered into a services agreement with a private company that is a related party. Pursuant to the services agreement, the Company provides certain services to this related party, including, but not limited to, research and development and clinical trial design and management. In exchange for providing such services pursuant to the services agreement, the Company receives payments at a negotiated, arms-length rate. As a result, the consideration received by the Company for its services under the services agreement is considered to be no less favorable to the Company than comparable terms that the Company could obtain from an unaffiliated third party in an arms-length transaction. The services agreement may be canceled by either party upon 60 -days' written notice to the other party. Additionally, the Company anticipates receiving a non-voting profits interest in the related party, providing the Company with the potential to receive a portion of the future distributions of profits, if any. During the three and nine months ended September 30, 2015 , the Company recognized approximately $647,000 of contract revenue for services and costs provided under the services agreement. |
Shareholders_ Equity
Shareholders’ Equity | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Shareholders’ Equity | Shareholders’ Equity Common Stock 2015 Common Stock Offering In September 2015, the Company offered and sold an aggregate of 2,932,500 shares of common stock in an underwritten offering at a public offering price of $38.00 per share, with gross proceeds of approximately $111.4 million . The Company received net proceeds of approximately $104.6 million , net of approximately $6.8 million in underwriting commissions, discounts and other issuance costs. 2014 Common Stock Offering In July 2014, the Company offered and sold an aggregate of 5,395,000 shares of common stock in an underwritten offering at a public offering price of $10.50 per share, with gross proceeds of approximately $56.6 million . The Company received net proceeds of approximately $53.1 million , net of approximately $3.5 million in underwriting commissions, discounts and other issuance costs. 2014 Reverse Stock Split In January 2014, the Company enacted the 2014 Reverse Stock Split. The 2014 Reverse Stock Split was approved by the Company's shareholders in June 2013 and resulted in every 50 shares of the Company’s issued and outstanding common stock to be automatically combined into one share of the Company’s common stock. No fractional shares were issued in connection with the 2014 Reverse Stock Split. Shareholders who were entitled to fractional shares instead became entitled to receive a cash payment in lieu of receiving fractional shares equal to the fractional share interest. The 2014 Reverse Stock Split affected all of the holders of the Company’s common stock uniformly. Shares of the Company’s common stock underlying outstanding stock options were proportionately reduced, and the exercise prices of outstanding stock options were proportionately increased in accordance with the terms of the agreements governing such securities. Shares of the Company’s common stock underlying outstanding convertible preferred stock were proportionately reduced, and the conversion rates were proportionately decreased in accordance with the terms of the agreements governing such securities. Amendment to Articles of Incorporation In August 2014, at the Company's annual meeting of shareholders, the Company's shareholders approved an amendment to the Company's articles of incorporation to reduce the number of authorized common shares available for issuance to 100,000,000 shares from 12,000,000,000 shares. Preferred Stock As of September 30, 2015 , the Company is authorized to issue 8,000,000 shares of preferred stock, with a par value of $0.0001 per share, in one or more series, of which 11,000 are designated as Series C-1 2 Convertible Preferred Stock (the "Series C-1 2 Preferred") and 10,000 are designated as Series F Convertible Preferred Stock (the "Series F Preferred"). During the nine months ended September 30, 2015 , the Company issued 19,134 and 17,360 shares of common stock upon the conversion of Series C-1 2 Preferred and Series F Preferred, respectively. During the year ended December 31, 2014, the Company issued 5,341,670 shares of common stock upon the conversion of Series C-1 2 Preferred and 129,105 shares of common stock upon the conversion of Series F Preferred. The Series C-1 2 Preferred is convertible into common stock at a rate of approximately 1,724 shares of common stock for each share of Series C-1 2 Preferred, and the Series F Preferred is convertible into common stock at a rate of approximately 286 shares of common stock for each share of Series F Preferred. As of September 30, 2015 , there were 3,906 shares of Series C-1 2 Preferred and 2,737 shares of Series F Preferred issued and outstanding. As such, as of September 30, 2015 , the issued and outstanding Series C-1 2 Preferred and Series F Preferred were convertible into 6,735,378 and 782,032 shares of common stock, respectively. The holders of preferred stock do not have voting rights, other than for general protective rights required by the California General Corporation Law. The Series C-1 2 Preferred and the Series F Preferred do not have dividends. The Series C-1 2 Preferred and the Series F Preferred have a liquidation preference in an amount equal to $1,000 per share. As of September 30, 2015 , the aggregate liquidation preference was approximately $3,906,000 and $2,737,000 on the Series C-1 2 Preferred and Series F Preferred, respectively. Share-Based Compensation Stock Options 2013 Equity Incentive Plan In September 2013, the Company adopted an equity compensation plan entitled the 2013 Equity Incentive Plan (the “2013 Equity Plan”). The 2013 Equity Plan is an omnibus equity compensation plan that permits the issuance of various types of equity-based compensation awards, including stock options, restricted stock awards, stock appreciation rights and restricted stock units, as well as cash awards, to employees, directors and eligible consultants of the Company. The 2013 Equity Plan has a ten -year term and permits the issuance of incentive stock options under Section 422 of the Internal Revenue Code of 1986, as amended. The administrator under the plan has broad discretion to establish the terms of awards, including the size, term, exercise price and vesting conditions. Generally, grants to employees vest over four years, with 25% vesting on the one-year anniversary, and the remainder vesting either quarterly or monthly thereafter; grants to non-employee directors generally vest over three years, with 33% vesting on the one-year anniversary, and the remainder vesting either quarterly or monthly thereafter. The 2013 Equity Plan previously allowed for automatic annual increases to the number of shares of common stock authorized for issuance under the 2013 Equity Plan on the first day of each year, with such increases based on 10% of the outstanding shares of the Company’s common stock as of the last day of the previous year. On January 1, 2014, the total shares available for grant under the 2013 Equity Plan increased to 440,441 . At the 2014 annual meeting of shareholders, the Company's shareholders approved and adopted an amendment to the 2013 Equity Plan to increase the number of shares of common stock authorized for issuance up to a total of 1,100,000 shares and eliminated the automatic annual increase on the first day of each year. At the 2015 annual meeting of shareholders, the Company's shareholders approved and adopted an amendment to the 2013 Equity Plan to increase the number of shares of common stock authorized for issuance up to a total of 3,100,000 shares. As of September 30, 2015 , there were 1,613,525 shares available for future grants under the 2013 Equity Plan. Share-Based Award Activity The Company’s stock option and 2013 Equity Plan restricted stock award activity for the nine months ended September 30, 2015 and the year ended December 31, 2014 was comprised of the following: Outstanding Stock Options and 2013 Equity Plan Restricted Stock Awards Shares Underlying Stock Options and Restricted Stock Awards Weighted-Average Exercise Price per Share Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2013 54,000 $6.00 Granted 567,876 $9.88 Restricted stock awards vested (2,976 ) $0.00 Outstanding at December 31, 2014 618,900 $9.54 Granted 942,285 $23.83 Exercised (42,535 ) $9.74 Forfeited (24,465 ) $10.19 Outstanding at September 30, 2015 1,494,185 $18.54 9.21 years $ 15,765,631 Vested and expected to vest at September 30, 2015 1,494,185 $18.54 9.21 years $ 15,765,631 Exercisable at September 30, 2015 211,408 $10.60 8.67 years $ 3,643,505 In April 2015, the Company made a stock option grant to the Company's recently appointed Chief Financial Officer to purchase 60,000 shares of common stock at an exercise price equal to the fair market value of the Company's common stock on the grant date. This grant was awarded as an Inducement Grant outside of the 2013 Equity Plan. The stock option will vest and become exercisable with respect to 25% of the underlying shares on the first anniversary of the grant date, and then with respect to the remaining shares, on a quarterly basis over the next three years, subject to continued service during that time. As of September 30, 2015 , the Company has reserved 3,047,710 shares of common stock for future issuance upon exercise of all outstanding stock options granted or to be granted under the 2013 Equity Plan, which excludes the 60,000 shares underlying the stock option discussed above that was issued in April 2015. The weighted-average grant date fair values of the stock options granted during the three and nine months ended September 30, 2015 was $21.49 and $21.13 per underlying share, respectively. The weighted-average grant date fair values of stock options granted during the three and nine months ended September 30, 2014 was $8.38 and $9.49 per underlying share, respectively. As of September 30, 2015 , approximately $19,856,000 of total unrecognized share-based compensation expense related to non-vested stock options remains and is expected to be recognized over a weighted-average period of approximately 3.0 years . During the three and nine months ended September 30, 2015 , stock options to purchase 35,035 and 42,535 shares of common stock, respectively, were exercised with an intrinsic value of $641,000 and $752,000 , respectively. No stock option exercises occurred during the year ended December 31, 2014. Third Party Share-Based Compensation Expense The Company initially estimates the fair value of stock options and warrants issued to non-employees, other than non-employee directors, on the grant date using the Black-Scholes model. Thereafter, the Company re-measures the fair value using the Black-Scholes model as of each balance sheet date as the stock options and warrants vest. In December 2014, the Company granted warrants to purchase 51,000 shares of common stock to two outside third parties at an exercise price equal to the fair market value of the stock on the date of each grant. One grant will vest 25% on each anniversary date over four years . The other grant vests 100% on the one-year anniversary of the grant. The Company recognized compensation expense for these warrant grants of approximately $197,000 and $613,000 for the three and nine months ended September 30, 2015 , respectively. In February 2015, the Company granted a stock option to purchase 60,000 shares of common stock to a consultant at an exercise price equal to the fair market value of the Company's common stock on the grant date. This grant was made from the 2013 Equity Plan. The stock option vested with respect to 25% of the underlying shares on the grant date with the remainder to vest quarterly over three years . The Company recognized third party compensation expense for this stock option grant of approximately zero and $362,000 for the three and nine months ended September 30, 2015 , respectively. In July 2015, this consultant became an employee of the Company. In August 2015, the Company granted a stock option to purchase 40,000 shares of common stock to a consultant at an exercise price equal to the fair market value of the Company's common stock on the grant date. This grant was made from the 2013 Equity Plan. The vesting of this stock option is contingent on the achievement of a performance milestone by the end of 2016, at which time any unvested shares underlying the option will be canceled. The Company recognized compensation expense for this stock option grant of approximately $38,000 for the three and nine months ended September 30, 2015 . Stock Option Valuation The fair value of each stock option award is estimated on the grant date using a Black-Scholes option pricing model (the “Black-Scholes model”), which uses the assumptions noted in the following table. Expected volatility is based on historical volatility of the Company’s common stock. In determining the expected life of employee stock options, the Company uses the “simplified” method. The expected life assumptions for non-employees were based upon the contractual term of the stock options. The risk-free interest rate is based on the U.S. Treasury yield for a period consistent with the expected term of the stock options in effect at the time of the grants. The dividend yield assumption is based on the expectation of no future dividend payments by the Company. The Company estimated the fair value of each stock option grant on the grant date using the Black-Scholes model with the following weighted-average assumptions: Nine Months Ended September 30, 2015 2014 Volatility 147 % 188 % Expected life (years) 4.91 years 6.73 years Risk-free interest rate 1.4 % 2.2 % Dividend yield — % — % Restricted Stock Awards Restricted stock awards ("RSAs") are grants that entitle the holder to acquire shares of common stock for no cash consideration or at a fixed price, which is typically nominal. The Company accounts for RSAs as issued and outstanding common stock, even though: (a) shares covered by an RSA cannot be sold, pledged, or otherwise disposed of until the award vests; and (b) any unvested shares may be reacquired by the Company for the original purchase price following the awardee's termination of service. The valuation of RSAs is based on the fair market value of the underlying shares on the grant date. In September 2013, the Company issued RSAs consisting of approximately 1,327,048 shares to the CEO, 79,622 shares to a director and an aggregate of 336,185 shares to three non-officer employees. The grants to the CEO, director and one of the employees were for the replacement of canceled stock options and restricted stock units granted in April 2012, which was done in order to complete the capital restructuring that took place in September 2013. These RSAs were granted outside of the 2013 Equity Plan, but are governed in all respects by the 2013 Equity Plan. These RSAs were granted with a combination of performance-based and time-based vesting components. As of September 30, 2015 , all performance-based vesting conditions had been satisfied, but the time-based service requirements, which provided for vesting in 2016, subject to continuous service through the vesting and delivery date, had not yet been satisfied. In July 2015, the vesting conditions for 1,042,680 shares of unvested and outstanding RSA’s awarded to the CEO were amended to provide that vesting and delivery of the shares shall be deferred until March 15, 2017, subject to the CEO's continued service with the Company through such date. On January 25, 2014, the Company granted RSAs representing 2,976 shares of common stock with a grant date fair market value of $25,000 to a consultant for services. The RSAs vested immediately and were issued from the 2013 Equity Plan. In August 2015, the Company issued a fully vested RSA representing the right to acquire 4,000 shares of common stock with a grant date fair value of approximately $92,000 . The Company’s RSA activity for the nine months ended September 30, 2015 and the year ended December 31, 2014 was comprised of the following: Number of Shares Weighted-Average Grant Date Fair Market Value Unvested at December 31, 2013 1,746,853 $ 11.80 Granted 2,976 $ 8.40 Vested (423,693 ) $ 9.18 Forfeited (47,129 ) $ 4.41 Unvested at December 31, 2014 1,279,007 $ 12.86 Vested (188,414 ) $ 12.30 Unvested at September 30, 2015 1,090,593 $ 12.95 As of September 30, 2015 , approximately $178,000 of total unrecognized share-based compensation expense for research and development activities related to RSAs remains and is expected to be recognized over a weighted-average period of approximately 0.3 years . As of September 30, 2015 , approximately $3,117,000 of total unrecognized share-based compensation expense for general and administrative activities related to RSAs remains and is expected to be recognized over a weighted-average period of approximately 1.4 years. Share-Based Compensation Expense Share-based compensation expense recognized in the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2015 and 2014 is based on awards ultimately expected to vest. Total share-based compensation expense related to all share-based awards for the three and nine months ended September 30, 2015 and 2014 was comprised of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Research and development: Stock options $ 636 $ 98 $ 1,609 $ 142 Restricted stock 240 147 1,452 652 Warrants 15 — 40 — Research and development share-based compensation expense 891 245 3,101 794 General and administrative: Stock options 1,443 286 2,950 575 Restricted stock 545 1,212 3,719 5,226 Warrants 182 — 573 — General and administrative share-based compensation expense 2,170 1,498 7,242 5,801 Total share-based compensation expense included in expenses $ 3,061 $ 1,743 $ 10,343 $ 6,595 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred income tax assets and liabilities are recognized for temporary differences between financial statement and income tax basis, using enacted tax rates in effect for the years such differences are expected to reverse. The Company recognizes deferred tax assets to the extent that it believes such assets are more likely than not to be realized. Due to uncertainties surrounding the Company's ability to generate future taxable income, the Company believes that it is more likely than not that deferred tax assets will not be realized, and consequently a full valuation allowance has been established. The Company continues to maintain a full valuation allowance against its deferred tax assets as of September 30, 2015 . The impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more likely than not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has a 50% or less likelihood of being sustained. There have been no material changes in the Company's unrecognized tax benefits since December 31, 2014 ; and, as such, disclosures included in the Company's 2014 Annual Report on Form 10-K continue to be relevant for the nine months ended September 30, 2015 . |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies In January 2015, the Company entered into a 25 -month lease agreement for 4,047 square feet of lab space. The lease term is from March 2015 through March 2017, and the Company's total lease payments through the end of the lease will be approximately $93,000 . The lease contains options to extend the lease for two additional six -month periods. In February 2015, the Company entered into a 32 -month sublease agreement as a sublessee for 18,599 square feet of office space to be used as the Company's corporate headquarters. The lease term is through October 2017, and the Company's total lease payments through the end of the lease will be approximately $1,466,000 . The Company also leases a total of 3,713 square feet of office space with a lease term through March 2018, and total lease payments through the end of the lease are approximately $300,000 . |
Summary of Significant Accoun12
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation and Use of Estimates The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 8 of the Securities and Exchange Commission ("SEC") Regulation S-X. Accordingly, they should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2014 , included in the Company's Annual Report on Form 10-K filed with the SEC on March 16, 2015. The unaudited condensed consolidated financial statements contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the condensed consolidated balance sheet of the Company at September 30, 2015 , the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2015 , and the condensed consolidated statement of cash flows for the nine months ended September 30, 2015 . Estimates were made relating to useful lives of fixed assets, valuation allowances, impairment of assets, share-based compensation expense and accruals for clinical trial and research and development expenses. Actual results could differ materially from those estimates. The results of operations for the three and nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the full year or any future interim periods. |
Use of Estimates | Basis of Presentation and Use of Estimates The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 8 of the Securities and Exchange Commission ("SEC") Regulation S-X. Accordingly, they should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2014 , included in the Company's Annual Report on Form 10-K filed with the SEC on March 16, 2015. The unaudited condensed consolidated financial statements contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the condensed consolidated balance sheet of the Company at September 30, 2015 , the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2015 , and the condensed consolidated statement of cash flows for the nine months ended September 30, 2015 . Estimates were made relating to useful lives of fixed assets, valuation allowances, impairment of assets, share-based compensation expense and accruals for clinical trial and research and development expenses. Actual results could differ materially from those estimates. The results of operations for the three and nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the full year or any future interim periods. |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of La Jolla Pharmaceutical Company and its wholly-owned subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity from the date of purchase of less than three months to be cash equivalents. The carrying value of the Company's money market funds is included in cash equivalents and approximates the fair value. |
Restricted Cash | Restricted Cash Under the terms of the Company's credit card arrangements, there is a requirement to maintain a collateral cash account pledged as security for such credit cards. Under the terms of the leases of certain of the Company's facilities, there is a requirement to maintain a certificate of deposit as security during the terms of such leases. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range from two to seven years. |
Revenue Recognition | Revenue Recognition In accordance with GAAP, the Company recognizes revenue when all of the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed or determinable; and (4) collectibility is reasonably assured. The Company currently recognizes revenue from payments received under a services agreement with a related party. Under the terms of this services agreement, the Company receives payments from this related party for research and development services that the Company provides at a negotiated, arms-length rate. |
Clinical Trial Expenses | Clinical Trial Expenses Payments in connection with the Company's clinical trials are often made under contracts with multiple contract research organizations that conduct and manage clinical trials on the Company's behalf. The financial terms of these contracts are subject to negotiation, vary from contract to contract and may result in uneven payment flows. Generally, these contracts set forth the scope of work to be performed at a fixed fee, unit price or on a time and materials basis. Payments under these contracts depend on factors such as the successful enrollment or treatment of patients or the completion of other clinical trial milestones. As of September 30, 2015 and December 31, 2014 , the prepaid clinical expenses of $360,000 and $1,528,000 on the condensed consolidated balance sheets represent the initial upfront payments to clinical research organizations for two clinical trials that commenced in 2015. The Company amortizes prepaid clinical trial costs to expense based on estimates regarding work performed, including actual level of patient enrollment, completion of patient studies and progress of the clinical trials. Expenses related to clinical trials are accrued based on estimates regarding work performed, including actual level of patient enrollment, completion of patient studies and progress of the clinical trials. Other incidental costs related to patient enrollment or treatment are accrued when reasonably certain. If the contracted amounts are modified, the accruals are modified accordingly on a prospective basis. Revisions in the scope of a contract are charged to expense in the period in which the facts that give rise to the revision occur. |
Research and Development Expenses | Research and Development Expenses Research and development expenses include salaries and benefits, facilities and other overhead expenses, research-related manufacturing expenses, contract services and clinical and preclinical-related services performed by clinical research organizations, research institutions and other outside service providers. Research and development expenses are charged to operations as incurred when these expenditures relate to the Company's research and development efforts and have no alternative future uses. In accordance with certain research and development agreements, the Company is obligated to make certain upfront payments upon execution of the agreement. Advance payments, including nonrefundable amounts, for materials or services that will be used or rendered for future research and development activities are deferred and capitalized. Such amounts will be recognized as an expense as the related goods are delivered or the related services are performed. Acquisition or milestone payments that the Company makes in connection with in-licensed technology are expensed as incurred when there is uncertainty in receiving future economic benefits from the licensed technology. The Company considers the future economic benefits from the licensed technology to be uncertain until such licensed technology is incorporated into products that are approved for marketing by the U.S. Food and Drug Administration (the "FDA") or when other significant risk factors are abated. For accounting purposes, management has viewed future economic benefits for all of the Company's licensed technology to be uncertain. |
Share-Based Compensation | Share-Based Compensation The Company accounts for share-based payment arrangements in accordance with Accounting Standards Codification ("ASC") 718, Compensation - Stock Compensation and ASC 505-50, Equity - Equity Based Payments to Non-Employees, which requires the recognition of compensation expense, using a fair-value based method, for all costs related to share-based payments, including stock options and restricted stock awards. These standards require companies to estimate the fair value of share-based payment awards on the date of the grant using an option-pricing model. See Note 4 for further discussion of the Company's share-based compensation plans. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated based on the weighted-average number of common shares outstanding. Diluted net loss per share is calculated using the weighted-average number of common shares outstanding plus common stock equivalents outstanding. Outstanding convertible preferred stock, stock options and unvested restricted stock awards are considered common stock equivalents and are included in the calculation of diluted net loss per share using the treasury stock method when their effect is dilutive. Common stock equivalents are not included in the computation of diluted net loss per share if the inclusion of these securities is anti-dilutive. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This update is intended to define management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the date that the financial statements are available to be issued when applicable) and to provide related footnote disclosures. The ASU provides guidance to an organization’s management, with principles and definitions that are intended to reduce diversity in the timing and content of disclosures that are commonly provided by organizations today in the financial statement footnotes. The ASU is effective for annual periods ending after December 15, 2016, which for the Company is the annual period ending on December 31, 2016, and interim periods within annual periods beginning after December 15, 2016, which for the Company is the annual period ending December 31, 2017. Early adoption is permitted. The Company does not intend to early adopt this standard. The adoption of this standard will not have a material impact on the Company's financial position or results of operations. In June 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 781): Accounting for Share-Based Payments When the Terms of an Award Provide that a Performance Target Could be Achieved after the Requisite Service Period . This update requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the periods for which the requisite service has already been rendered. This update is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2015, which for the Company is the annual period ending on December 31, 2016. Early adoption is permitted. The Company does not intend to early adopt this standard. Entities may apply the amendments in this update either: (a) prospectively to all awards granted or modified after the effective date; or (b) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The adoption of this standard will not have a material impact on the Company's financial position or results of operations. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) . This update outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This new revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. This guidance was originally effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016, which for the Company is the annual period ending on December 31, 2017. Early adoption was not originally permitted. In July 2015, the FASB approved the deferral of the effective date of the new standard by one year, but to permit companies to adopt one year earlier if they choose. The Company does not intend to early adopt this standard. The standard may be adopted using a full retrospective or a modified retrospective (cumulative effect) method. The adoption of this update will not have a material impact on its financial position or results of operations. |
Shareholders_ Equity (Tables)
Shareholders’ Equity (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Summary of Stock Option Activity and Related Data | The Company’s stock option and 2013 Equity Plan restricted stock award activity for the nine months ended September 30, 2015 and the year ended December 31, 2014 was comprised of the following: Outstanding Stock Options and 2013 Equity Plan Restricted Stock Awards Shares Underlying Stock Options and Restricted Stock Awards Weighted-Average Exercise Price per Share Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2013 54,000 $6.00 Granted 567,876 $9.88 Restricted stock awards vested (2,976 ) $0.00 Outstanding at December 31, 2014 618,900 $9.54 Granted 942,285 $23.83 Exercised (42,535 ) $9.74 Forfeited (24,465 ) $10.19 Outstanding at September 30, 2015 1,494,185 $18.54 9.21 years $ 15,765,631 Vested and expected to vest at September 30, 2015 1,494,185 $18.54 9.21 years $ 15,765,631 Exercisable at September 30, 2015 211,408 $10.60 8.67 years $ 3,643,505 |
Stock Options, Valuation Assumptions | The Company estimated the fair value of each stock option grant on the grant date using the Black-Scholes model with the following weighted-average assumptions: Nine Months Ended September 30, 2015 2014 Volatility 147 % 188 % Expected life (years) 4.91 years 6.73 years Risk-free interest rate 1.4 % 2.2 % Dividend yield — % — % |
Summary of restricted stock activity | The Company’s RSA activity for the nine months ended September 30, 2015 and the year ended December 31, 2014 was comprised of the following: Number of Shares Weighted-Average Grant Date Fair Market Value Unvested at December 31, 2013 1,746,853 $ 11.80 Granted 2,976 $ 8.40 Vested (423,693 ) $ 9.18 Forfeited (47,129 ) $ 4.41 Unvested at December 31, 2014 1,279,007 $ 12.86 Vested (188,414 ) $ 12.30 Unvested at September 30, 2015 1,090,593 $ 12.95 |
Summary of Share-based Compensation Expense | Total share-based compensation expense related to all share-based awards for the three and nine months ended September 30, 2015 and 2014 was comprised of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Research and development: Stock options $ 636 $ 98 $ 1,609 $ 142 Restricted stock 240 147 1,452 652 Warrants 15 — 40 — Research and development share-based compensation expense 891 245 3,101 794 General and administrative: Stock options 1,443 286 2,950 575 Restricted stock 545 1,212 3,719 5,226 Warrants 182 — 573 — General and administrative share-based compensation expense 2,170 1,498 7,242 5,801 Total share-based compensation expense included in expenses $ 3,061 $ 1,743 $ 10,343 $ 6,595 |
Business (Details)
Business (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | 45 Months Ended | ||||
Sep. 30, 2015 | Jul. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||
Net cash used for operating activities | $ 16,702 | $ 7,475 | $ 36,500 | ||||
Schedule of Capitalization, Equity [Line Items] | |||||||
Cash and cash equivalents | $ 135,055 | $ 135,055 | $ 54,131 | $ 135,055 | $ 48,555 | $ 8,629 | |
Underwriting Agreement [Member] | |||||||
Schedule of Capitalization, Equity [Line Items] | |||||||
Proceeds from the underwriting agreement, including additional shares sold, net of cost | $ 104,600 | $ 53,100 |
Summary of Significant Accoun15
Summary of Significant Accounting Policies (Narrative) (Details) $ in Thousands, shares in Millions | Jan. 14, 2014 | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($)shares | Dec. 31, 2014USD ($) |
Property, Plant and Equipment [Line Items] | ||||||
Reverse stock split ratio | 0.02 | |||||
Restricted cash | $ 237 | $ 237 | $ 37 | |||
Property and equipment, net | 1,751 | 1,751 | 279 | |||
Depreciation expense | 114 | $ 5 | 209 | $ 10 | ||
Prepaid clinical expenses | 360 | $ 360 | $ 1,528 | |||
Potentially dilutive common shares related to the outstanding preferred stock, stock options, restricted stock units and warrants | shares | 9.1 | 8.1 | ||||
Comprehensive loss | $ (10,474) | $ (5,052) | $ (30,079) | $ (14,464) | ||
Minimum [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Estimated useful lives of the assets | 2 years | |||||
Maximum [Member] | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Estimated useful lives of the assets | 7 years |
Contract Revenue - Related Pa16
Contract Revenue - Related Party (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Related Party Transaction [Line Items] | ||||
Contract revenue - related party | $ 647 | $ 0 | $ 0 | |
Biotech Research B.V. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Term of written notice for termination of agreement | 60 days | |||
Contract revenue - related party | $ 647 | $ 647 |
Shareholders_ Equity (Narrative
Shareholders’ Equity (Narrative) (Details) $ / shares in Units, $ in Thousands | Jan. 25, 2014USD ($)shares | Jan. 14, 2014 | Sep. 30, 2015USD ($)$ / sharesshares | Aug. 31, 2015USD ($)shares | Apr. 30, 2015shares | Feb. 28, 2015shares | Dec. 31, 2014party$ / sharesshares | Jul. 31, 2014USD ($)$ / sharesshares | Sep. 30, 2013 | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / shares | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / shares | Sep. 30, 2013shares | Dec. 31, 2014$ / sharesshares | Jul. 31, 2015shares | Aug. 31, 2014shares | Jan. 02, 2014shares | Dec. 31, 2013shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Reverse stock split ratio | 0.02 | ||||||||||||||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | 12,000,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | ||||||||||||
Preferred stock, shares authorized | 8,000,000 | 8,000,000 | 8,000,000 | ||||||||||||||||
Preferred stock, par value (usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||||
Weighted-average grant date fair values of stock options granted | $ / shares | $ 21.49 | $ 8.38 | $ 21.13 | $ 9.49 | |||||||||||||||
Unamortized share-based compensation expense | $ | $ 19,856 | $ 19,856 | $ 19,856 | ||||||||||||||||
Recognized weighted average period | 2 years 11 months 25 days | ||||||||||||||||||
Stock options exercised | 35,035 | 42,535 | 0 | ||||||||||||||||
Intrinsic value of stock options exercised | $ | $ 641 | $ 752 | |||||||||||||||||
Warrants granted to purchase common stock | 51,000 | ||||||||||||||||||
Warrants issued, number of third party recipients | party | 2 | ||||||||||||||||||
Third party share-based compensation expense | $ | 197 | 613 | |||||||||||||||||
Share-based compensation expense | $ | 3,061 | $ 1,743 | 10,343 | $ 6,595 | |||||||||||||||
Research and development [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Share-based compensation expense | $ | 891 | 245 | 3,101 | 794 | |||||||||||||||
General and administrative [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Share-based compensation expense | $ | $ 2,170 | 1,498 | $ 7,242 | 5,801 | |||||||||||||||
Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued | 4,000 | ||||||||||||||||||
Number of shares of unvested stock awards | 1,090,593 | 1,279,007 | 1,090,593 | 1,090,593 | 1,279,007 | 1,746,853 | |||||||||||||
Stock issued during period, value | $ | $ 92 | ||||||||||||||||||
Restricted Stock [Member] | Research and development [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Recognized weighted average period | 4 months | ||||||||||||||||||
Share-based compensation expense | $ | $ 240 | 147 | $ 1,452 | 652 | |||||||||||||||
Unamortized share-based compensation expense | $ | $ 178 | 178 | $ 178 | ||||||||||||||||
Restricted Stock [Member] | General and administrative [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Recognized weighted average period | 17 months | ||||||||||||||||||
Share-based compensation expense | $ | 545 | $ 1,212 | $ 3,719 | $ 5,226 | |||||||||||||||
Unamortized share-based compensation expense | $ | $ 3,117 | $ 3,117 | $ 3,117 | ||||||||||||||||
Grant One [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Warrant vesting period | 4 years | ||||||||||||||||||
Consultant [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued | 2,976 | ||||||||||||||||||
Stock issued during period, value | $ | $ 25 | ||||||||||||||||||
Chief Executive Officer [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Number of shares of unvested stock awards | 1,042,680 | ||||||||||||||||||
One-year Anniversary Date of Grant [Member] | Grant One [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Warrant vesting rights percentage | 25.00% | ||||||||||||||||||
One-year Anniversary Date of Grant [Member] | Grant Two [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Warrant vesting rights percentage | 100.00% | ||||||||||||||||||
2013 Equity Plan [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Equity plan, term | 10 years | ||||||||||||||||||
Period of share-based payment awards | 4 years | ||||||||||||||||||
Automatic annual increase based on outstanding shares of Common Stock as of the last day of the previous year end, percent | 10.00% | ||||||||||||||||||
Shares available for grant | 1,613,525 | 1,613,525 | 1,613,525 | 440,441 | |||||||||||||||
Shares of common stock authorized for issuance | 3,100,000 | 3,100,000 | 3,100,000 | 1,100,000 | |||||||||||||||
Shares of common stock for future issuance | 3,047,710 | 3,047,710 | 3,047,710 | ||||||||||||||||
2013 Equity Plan [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 3 years | ||||||||||||||||||
Stock options granted | 60,000 | ||||||||||||||||||
Share-based compensation expense | $ | $ 0 | $ 362 | |||||||||||||||||
2013 Equity Plan [Member] | Consultant [Member] | Performance Shares [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Stock options granted | 40,000 | ||||||||||||||||||
Share-based compensation expense | $ | $ 38 | $ 38 | |||||||||||||||||
2013 Equity Plan [Member] | Director [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 3 years | ||||||||||||||||||
2013 Equity Plan [Member] | Chief Financial Officer [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Stock options granted | 60,000 | ||||||||||||||||||
2013 Equity Plan [Member] | One-year Anniversary Date of Grant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||||||
2013 Equity Plan [Member] | One-year Anniversary Date of Grant [Member] | Director [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award vesting rights, percentage | 33.00% | ||||||||||||||||||
2013 Equity Plan [Member] | One-year Anniversary Date of Grant [Member] | Chief Financial Officer [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||||||
2013 Equity Plan [Member] | Upon Grant [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||||||
Common Stock [Member] | Director [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued | 79,622 | ||||||||||||||||||
Common Stock [Member] | Chief Executive Officer [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued | 1,327,048 | ||||||||||||||||||
Common Stock [Member] | Employees [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued | 336,185 | ||||||||||||||||||
Series C-1 Convertible Preferred Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Preferred stock, shares authorized | 11,000 | 11,000 | 11,000 | 11,000 | 11,000 | ||||||||||||||
Preferred stock, par value (usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||
Shares issued upon conversion, per share | 1,724 | 1,724 | 1,724 | ||||||||||||||||
Preferred stock, shares issued | 3,906 | 3,917 | 3,906 | 3,906 | 3,917 | ||||||||||||||
Shares reserved for future issuance | 6,735,378 | 6,735,378 | 6,735,378 | ||||||||||||||||
Liquidation preference per share | $ / shares | $ 1,000 | $ 1,000 | $ 1,000 | ||||||||||||||||
Liquidation preference | $ | $ 3,906 | $ 3,906 | $ 3,906 | ||||||||||||||||
Series C-1 Convertible Preferred Stock [Member] | Common Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued | 19,134 | 5,341,670 | |||||||||||||||||
Series F Preferred Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Preferred stock, shares authorized | 10,000 | 10,000 | 10,000 | 10,000 | 10,000 | ||||||||||||||
Preferred stock, par value (usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||
Shares issued upon conversion, per share | 286 | 286 | 286 | ||||||||||||||||
Preferred stock, shares issued | 2,737 | 2,798 | 2,737 | 2,737 | 2,798 | ||||||||||||||
Shares reserved for future issuance | 782,032 | 782,032 | 782,032 | ||||||||||||||||
Liquidation preference | $ | $ 2,737 | $ 2,737 | $ 2,737 | ||||||||||||||||
Series F Preferred Stock [Member] | Common Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued | 17,360 | 129,105 | |||||||||||||||||
Underwriting Agreement [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock to be issued and sold in underwriting agreement | 2,932,500 | 5,395,000 | |||||||||||||||||
Proceeds from the underwriting agreement, including additional shares sold, gross | $ | $ 111,400 | $ 56,600 | |||||||||||||||||
Proceeds from the underwriting agreement, including additional shares sold, net of cost | $ | 104,600 | 53,100 | |||||||||||||||||
Issuance costs | $ | $ 6,800 | $ 3,500 | |||||||||||||||||
IPO [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Price per share of shares sold (usd per share) | $ / shares | $ 38 | $ 10.50 | $ 38 | $ 38 |
Shareholders_ Equity (Stock Opt
Shareholders’ Equity (Stock Option and Restricted Stock Award Activity) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Outstanding beginning balance, Shares underlying stock options and restricted stock awards | 618,900 | 54,000 | |
Granted, Shares underlying stock options and restricted stock awards | 942,285 | 567,876 | |
Restricted stock awards vested, Shares underlying stock options and restricted stock awards | (2,976) | ||
Exercised, Shares underlying stock options and restricted stock awards | (35,035) | (42,535) | 0 |
Forfeited, Shares underlying stock options and restricted stock awards | (24,465) | ||
Outstanding ending balance, Shares underlying stock options and restricted stock awards | 1,494,185 | 1,494,185 | 618,900 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Outstanding beginning balance, Weighted - average exercise price | $ 9.54 | $ 6 | |
Granted, Weighted - average exercise price | 23.83 | 9.88 | |
Restricted stock awards vested, Weighted - average exercise price | 0 | ||
Exercised, Weighted - average exercise price | 9.74 | ||
Forfeited, Weighted - average exercise price | 10.19 | ||
Outstanding ending balance, Weighted - average exercise price | $ 18.54 | $ 18.54 | $ 9.54 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | |||
Vested and expected to vest ending balance, Shares underlying stock options | 1,494,185 | 1,494,185 | |
Vested and expected to vest ending balance, Weighted - average exercise price | $ 18.54 | $ 18.54 | |
Vested and expected to vest ending balance, Weighted - average remaining contractual term (yrs) | 9 years 2 months 17 days | ||
Vested and expected to vest ending balance, Aggregate intrinsic value | $ 15,765,631 | $ 15,765,631 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Outstanding ending balance, Weighted - average remaining contractual term (yrs) | 9 years 2 months 17 days | ||
Outstanding ending balance, Aggregate intrinsic value | $ 15,765,631 | $ 15,765,631 | |
Exercisable ending balance, Shares underlying stock options | 211,408 | 211,408 | |
Exercisable ending balance, Weighted - average exercise price | $ 10.60 | $ 10.60 | |
Exercisable ending balance, Weighted - average remaining contractual term (yrs) | 8 years 8 months 3 days | ||
Exercisable ending balance, Aggregate intrinsic value | $ 3,643,505 | $ 3,643,505 |
Shareholders_ Equity (Stock O19
Shareholders’ Equity (Stock Options, Valuation Assumptions) (Details) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Equity [Abstract] | ||
Volatility | 147.00% | 188.00% |
Expected life (years) | 4 years 10 months 28 days | 6 years 8 months 23 days |
Risk-free interest rate | 1.40% | 2.20% |
Dividend yield | 0.00% | 0.00% |
Shareholders_ Equity (Summary o
Shareholders’ Equity (Summary of Restricted Stock Awards) (Details) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Vested, in shares | (2,976) | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Beginning balance, in shares | 1,279,007 | 1,746,853 |
Granted, in shares | 2,976 | |
Vested, in shares | (188,414) | (423,693) |
Forfeited, in shares | (47,129) | |
Ending balance in shares | 1,090,593 | 1,279,007 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Beginning balance, in usd per share | $ 12.86 | $ 11.80 |
Granted, in usd per share | 8.40 | |
Vested, in usd per share | 12.30 | 9.18 |
Forfeited, in usd per share | 4.41 | |
Ending balance, in usd per share | $ 12.95 | $ 12.86 |
Shareholders_ Equity (Share-bas
Shareholders’ Equity (Share-based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 3,061 | $ 1,743 | $ 10,343 | $ 6,595 |
Research and development [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 891 | 245 | 3,101 | 794 |
General and administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 2,170 | 1,498 | 7,242 | 5,801 |
Stock Option [Member] | Research and development [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 636 | 98 | 1,609 | 142 |
Stock Option [Member] | General and administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 1,443 | 286 | 2,950 | 575 |
Restricted Stock [Member] | Research and development [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 240 | 147 | 1,452 | 652 |
Restricted Stock [Member] | General and administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 545 | 1,212 | 3,719 | 5,226 |
Warrant [Member] | Research and development [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 15 | 0 | 40 | 0 |
Warrant [Member] | General and administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 182 | $ 0 | $ 573 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | |
Feb. 28, 2015USD ($)ft² | Jan. 31, 2015USD ($)ft²option | Sep. 30, 2015USD ($)ft² | |
Property Subject to or Available for Operating Lease [Line Items] | |||
Office Space | 3,713 | ||
Approximate total lease payments | $ | $ 300 | ||
Twenty-five Month Sublease Agreement, Expiring March 31, 2017 [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Lease agreement period | 25 months | ||
Area of space, in sqft | 4,047 | ||
Total lease payments through the end of the lease | $ | $ 93 | ||
Number of options to extend lease | option | 2 | ||
Lease extension period | 6 months | ||
Thirty-two Month Sublease Agreement, Expiring October 31, 2017 [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Lease agreement period | 32 months | ||
Area of space, in sqft | 18,599 | ||
Total lease payments through the end of the lease | $ | $ 1,466 |