Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 06, 2013 | |
Document And Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'LA JOLLA PHARMACEUTICAL CO | ' |
Entity Central Index Key | '0000920465 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 220,220,368 |
Condensed_Balance_Sheets
Condensed Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $10,700 | $3,405 |
Restricted cash | 37 | 0 |
Prepaids and other current assets | 47 | 25 |
Total current assets | 10,784 | 3,430 |
Equipment and furnishings, net | 37 | 0 |
Total assets | 10,821 | 3,430 |
Current liabilities: | ' | ' |
Accounts payable | 473 | 92 |
Accrued expenses | 48 | 107 |
Accrued payroll and related expenses | 56 | 17 |
Total current liabilities | 577 | 216 |
Commitments | ' | ' |
Stockholders’ equity: | ' | ' |
Common stock, $ 0.0001 par value; 12,000,000,000 shares authorized, 214,600,860 and 14,267,383 shares issued and outstanding at September 30, 2013 and December 31, 2012, respectively | 21 | 1 |
Additional paid-in capital | 458,796 | 439,672 |
Accumulated deficit | -458,904 | -447,366 |
Total stockholders’ equity | 10,244 | 3,214 |
Total liabilities, convertible preferred stock and stockholders' deficit | 10,821 | 3,430 |
Series C-1 Convertible Preferred Stock | ' | ' |
Stockholders’ equity: | ' | ' |
Convertible preferred stock, value | 7,081 | 5,792 |
Series C-2 Convertible Preferred Stock | ' | ' |
Stockholders’ equity: | ' | ' |
Convertible preferred stock, value | 0 | 500 |
Series D-1 Convertible Preferred Stock | ' | ' |
Stockholders’ equity: | ' | ' |
Convertible preferred stock, value | 0 | 4,615 |
Series F Convertible Preferred Stock | ' | ' |
Stockholders’ equity: | ' | ' |
Convertible preferred stock, value | $3,250 | $0 |
Condensed_Balance_Sheets_Paren
Condensed Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 12,000,000,000 | 12,000,000,000 |
Common stock, shares issued | 214,600,860 | 14,267,383 |
Common stock, shares outstanding | 214,600,860 | 14,267,383 |
Preferred stock, par value | $0.00 | ' |
Preferred stock, shares authorized | 8,000,000 | ' |
Series C-1 Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 11,000 | 11,000 |
Preferred stock, shares issued | 7,081 | 5,792 |
Preferred stock, shares outstanding | 7,081 | 5,792 |
Series C-2 Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 22,000 | 22,000 |
Preferred stock, shares issued | 0 | 500 |
Preferred stock, shares outstanding | 0 | 500 |
Series D-1 Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,134 | 5,134 |
Preferred stock, shares issued | 0 | 4,615 |
Preferred stock, shares outstanding | 0 | 4,615 |
Series F Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 3,250 | 0 |
Preferred stock, shares outstanding | 3,250 | 0 |
Unaudited_Condensed_Statements
Unaudited Condensed Statements of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Expenses: | ' | ' | ' | ' |
Research and development | $948 | $474 | $2,303 | $844 |
General and administrative | 3,225 | 2,974 | 9,238 | 6,485 |
Total expenses | 4,173 | 3,448 | 11,541 | 7,329 |
Loss from operations | -4,173 | -3,448 | -11,541 | -7,329 |
Other income (expense): | ' | ' | ' | ' |
Adjustments to fair value of derivative liabilities | 0 | 1,227 | 0 | 2,696 |
Other income (expense), net | 1 | -1 | 3 | 1 |
Net loss | -4,172 | -2,222 | -11,538 | -4,632 |
Preferred stock dividends | -337 | -205 | -801 | -281 |
Net loss attributable to common stockholders | ($4,509) | ($2,427) | ($12,339) | ($4,913) |
Net loss per share basic and diluted | ($0.11) | ($0.18) | ($0.43) | ($0.55) |
Shares used in computing basic and diluted net loss per share | 41,374 | 13,253 | 28,891 | 8,995 |
Unaudited_Condensed_Statements1
Unaudited Condensed Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Operating activities | ' | ' |
Net loss | ($11,538) | ($4,632) |
Adjustments to reconcile net loss to net cash used for operating activities: | ' | ' |
Share-based compensation expense | 8,568 | 5,672 |
Gain on adjustment to fair value of derivative liabilities | 0 | -2,696 |
Depreciation expense | 3 | 0 |
Changes in operating assets and liabilities: | ' | ' |
Restricted cash | -37 | 0 |
Prepaids and other current assets | -22 | 20 |
Accounts payable and accrued expenses | 322 | -52 |
Accrued payroll and related expenses | 39 | 11 |
Net cash used for operating activities | -2,628 | -1,677 |
Investing Activities | ' | ' |
Purchase of equipment and furnishings | -40 | 0 |
Net cash used for investing activities | -77 | 0 |
Financing Activities | ' | ' |
Net proceeds from the issuance of common stock | 6,750 | 0 |
Proceeds from the issuance of series F convertible preferred stock | 3,250 | 0 |
Net cash provided by financing activities | 10,000 | 0 |
Net decrease in cash and cash equivalents | 7,295 | -1,677 |
Cash and cash equivalents at beginning of period | 3,405 | 5,040 |
Cash, cash equivalents at end of period | 10,700 | 3,363 |
Non-cash investing and financing activity | ' | ' |
Dividends paid in Series C-1 and C-2 Preferred Stock | 801 | 655 |
Redemption of Series D-1 preferred stock and Series C-2 preferred stock warrants | 4,568 | 0 |
Issuance of Series D-1 preferred stock | 0 | 3,611 |
Exchange of Series C-2 for Series C-1 preferred stock | ' | ' |
Non-cash investing and financing activity | ' | ' |
Conversion of stock | 557 | 0 |
Conversion of Series C-1 and D-1 preferred stock into common stock | ' | ' |
Non-cash investing and financing activity | ' | ' |
Conversion of stock | $58 | $46 |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying unaudited condensed financial statements of La Jolla Pharmaceutical Company (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 consolidated financial statements and notes thereto for the fiscal year ended December 31, 2012, included in our Annual Report on Form 10-K filed with the SEC on April 1, 2013. 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 consolidated financial position of the Company at September 30, 2013, and the consolidated results of our operations for the three and nine months ended September 30, 2013 and the consolidated cash flows for the nine months ended September 30, 2013. All intercompany accounts and transactions have been eliminated. It should be understood that accounting measurements at interim dates inherently involve greater reliance on estimates than at year end. The results of operations for the three and nine months ended September 30, 2013 are not necessarily indicative of the results to be expected for the full year or any future interim periods. | |
Significant Events for 2013 | |
On September 24, 2013, the Company entered into a Securities Purchase Agreement with the purchasers thereto (the “Securities Purchase Agreement”), pursuant to which the Company agreed to sell, for an aggregate price of $10 million, approximately 96,431,000 shares of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”), at a price of $0.07 per share (the “Common Shares”) and approximately 3,250 shares of Series F Convertible Preferred Stock at a price of $1,000 per share (the “Preferred Shares” and, together with the Common Shares, the “Shares”) (the “Private Placement”). The Private Placement closed on September 27, 2013, subject to customary closing conditions (the “Closing”). The estimated proceeds to the Company, net of commissions, was approximately $9.7 million. | |
Corporate Structure | |
The Company was incorporated in 1989 as a Delaware corporation. On June 7, 2012, the Company reincorporated in the State of California. All common and preferred shares of the Delaware company were exchanged for common and preferred shares of the Company. | |
Use of Estimates | |
The preparation of condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed financial statements and disclosures made in the accompanying notes to the unaudited condensed financial statements. Actual results could differ materially from those estimates. | |
Net Loss Per Share | |
Basic and diluted net loss per share is computed using the weighted-average number of common shares outstanding during the periods. Basic earnings per share (“EPS”) is calculated by dividing the net income or loss by the weighted-average number of common shares outstanding for the period, without consideration for common stock equivalents. Diluted EPS is computed by dividing the net income or loss by the weighted-average number of common shares and common stock equivalents outstanding for the period issuable upon the conversion of preferred stock and exercise of stock options and warrants. These common stock equivalents are included in the calculation of diluted EPS only if their effect is dilutive. There is no difference between basic and diluted net loss per share for the three and nine months ended September 30, 2013, as potentially dilutive securities have been excluded from the calculation of diluted net loss per common share because the inclusion of such securities would be antidilutive. As of September 30, 2013 and December 31, 2012, an aggregate of 657 million and 4.5 billion potentially dilutive common shares, respectively, related to the outstanding preferred stock, stock options, restricted stock units and warrants were excluded from the diluted loss per share. | |
Restricted Cash | |
Restricted cash consists of certificates of deposit on hand with the Company’s financial institutions as collateral for its San Diego office space. | |
Derivative Liabilities | |
In the Company’s private placement of common stock, redeemable convertible preferred stock and warrants to purchase convertible preferred stock that occurred in May of 2010 (the “May 2010 Financing”), the Company issued redeemable convertible preferred stock that contained certain embedded derivative features, as well as warrants that were accounted for as derivative liabilities. | |
The Series C-12 Convertible Preferred Stock (the “Series C-12 Preferred”), Series D-12 Convertible Preferred Stock (the “Series D-12 Preferred”) and the securities underlying the warrants to purchase shares of Series C-22 Convertible Preferred Stock (the “Series C-22 Warrants”) issued in the May 2010 Financing contain conversion features. In addition, the Series C-12 Preferred, Series D-12 Preferred and the securities underlying the Series C-22 Warrants were subject to redemption provisions and certain conversion features. As of December 31, 2012, pursuant to a Consent, Waiver and Amendment Agreement (the “Second Waiver Agreement”) that the Company entered into with its preferred stockholders, the redemption features, certain conversion features and the warrants to purchase shares of the Company’s Series D-22 Convertible Preferred Stock (the “Series D-22 Warrants”) were eliminated, removing the derivative liabilities. | |
The Company’s derivative liabilities were initially recorded at their estimated fair value on the date of issuance and were subsequently adjusted to reflect the estimated fair value at each period end, with any decrease or increase in the estimated fair value being recorded as other income or expense, accordingly. |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2013 | |
Fair Value Disclosures [Abstract] | ' |
Fair Value of Financial Instruments | ' |
Fair Value of Financial Instruments | |
Financial assets and liabilities are measured at fair value, which is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The following is a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: | |
— Level 1 — Quoted prices in active markets for identical assets or liabilities. | |
— Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |
— Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |
As of September 30, 2013 and December 31, 2012, the Company did not have any assets or liabilities recorded at fair value on a recurring basis. |
Securities_Purchase_Agreement
Securities Purchase Agreement | 9 Months Ended |
Sep. 30, 2013 | |
Equity [Abstract] | ' |
Securities Purchase Agreement | ' |
Securities Purchase Agreement | |
On September 24, 2013, the Company entered into a Securities Purchase Agreement with the purchasers thereto (the “Securities Purchase Agreement”), pursuant to which the Company agreed to sell, for an aggregate price of $10 million, approximately 96,431,000 shares of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”), at a price of $0.07 per share (the “Common Shares”) and approximately 3,250 shares of Series F Convertible Preferred Stock at a price of $1,000 per share (the “Preferred Shares” and, together with the Common Shares, the “Shares”) (the “Private Placement”). The Private Placement closed on September 27, 2013, subject to customary closing conditions (the “Closing”). The estimated proceeds to the Company, net of commissions, was approximately $9.7 million. | |
Pursuant to the Securities Purchase Agreement, the Company designated a new series of preferred stock prior to the Closing: its Series F Convertible Preferred Stock (the “Series F Preferred”). The Series F Preferred is convertible into Common Stock at a conversion price equal to $1,000 divided by 14,285, with the conversion right for each holder subject to a “blocker” with respect to such holders’ beneficial ownership, with each such “blocker” initially set at 9.999% . This blocker may be increased or decreased by a holder of Series F Preferred upon providing 61 days’ prior written notice to the Company. The Series F Preferred will have no preferential dividend rights and is generally non-voting. The Series F Preferred has a liquidation preference that is senior to the Common Stock, but is pari passu with the Company’s Series C-12 Preferred (defined below). This liquidation preference entitles the holder of Series F Preferred stock to receive, in a merger, liquidation or certain other extraordinary transactions, cash or property in an amount up to the face value of the shares ($1,000 per share), as set forth in the Certificate of Determination for the Series F Preferred (the “Certificate of Determination”). A copy of the Certificate of Determination was filed as Exhibit 4.1, to the Company's 8-K filed with the SEC on September 25, 2013, the terms of which are incorporated herein by reference. | |
The Shares were issued in a private placement transaction that is exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) and pursuant to Rule 506 under the Securities Act. Each of the purchasers has represented that it is an accredited investor and that it is acquiring the Shares for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof. | |
The foregoing is a summary of the terms of the Securities Purchase Agreement and does not purport to be complete and is qualified in its entirety by reference to the full text of the Securities Purchase Agreement, a copy of which was filed as Exhibit 10.1, to the Company's 8-K filed with the SEC on September 25, 2013 and is incorporated by reference herein. | |
Use of Proceeds | |
The Company plans to use the proceeds from the Private Placement to advance the programs currently under development in its pipeline, including the Phase 2 clinical study of GCS-100 in chronic kidney disease and the Phase 1 clinical study of LJPC-501 in hepatorenal syndrome. | |
Amendment and Restatement of Articles of Incorporation | |
As a condition to Closing, the holders of a majority of the issued and outstanding Common Stock and the holders of the Series C-12 Convertible Preferred Stock (the “Series C-12 Preferred”) have approved the amendment and restatement of the Company’s Articles of Incorporation, in substantially the form attached as Exhibit 4.2 to the Company's 8-K filed with the SEC on September 25, 2013 (the “Amended and Restated Articles”). Upon the filing of the Amended and Restated Articles with the California Secretary of State, the following series of preferred stock will be eliminated: Series C-22 Convertible Preferred Stock (the “Series C-22 Preferred”); Series D-12 Convertible Preferred Stock (the “Series D-12 Preferred”) and Series D-22 Convertible Preferred Stock (the “Series D-22 Preferred” and, together with the Series C-12 Preferred, Series C-22 Preferred and Series D-12 Preferred, the “Existing Preferred”). As a result of the elimination of these series of preferred stock, only the Series C-12 Preferred and Series F Preferred will remain designated as preferred stock of the Company. | |
Additionally, the Amended and Restated Articles: (i) increase the “Conversion Price” for the Series C-12 Preferred, resetting it to $1,000 divided by 86,202; and (ii) remove certain Series C-12 Preferred rights, preferences, privileges and restrictions originally contained in the Articles of Incorporation, including: (a) all rights of the Holders to dividends accruing under Article IV(d)(2) of the Company’s Articles of Incorporation, to the extent such dividends otherwise would have accrued on or after September 24, 2013; (b) certain protective provisions; and (c) limitations on conversion into Common Stock set forth in Article IV(d)(3)(C)(i) of the Articles of Incorporation. The complete terms of the Amended and Restated Articles are set forth in Exhibit 4.2, of the Company's 8-K filed with the SEC on September 25, 2013 the terms of which are incorporated herein by reference. | |
The Company obtained approval of the Amended and Restated Articles by the holders of the Existing Preferred pursuant to the Consent Agreement (defined below) and obtained approval by the holders of the Common Stock by way of an action by written consent that was executed prior to Closing. Subject to such approval, the Company expects to file the Amended and Restated Articles after an Information Statement on Schedule 14C has been prepared and distributed to the Company’s shareholders, pursuant to the Securities Exchange Act of 1934, as amended, and the California General Corporation Law. | |
Consent and Waiver Agreement | |
On September 24, 2013, the Company entered into a Consent and Waiver Agreement (the “Consent Agreement”) with the holders of the Existing Preferred (the “Holders”). Pursuant to the Consent Agreement, the Holders agreed to tender to the Company for nominal consideration shares of Series D-12 Preferred, as well as all warrants to purchase shares of Existing Preferred. As a result of this repurchase, and after giving effect to the transactions contemplated in the Exchange Agreement (described below), the Series C-12 Preferred is the only series of preferred stock that remained outstanding prior to the Closing and, as of the Closing, no purchase rights existed for the Existing Preferred. | |
Also in the Consent Agreement, the Holders consented to the transactions contemplated under the Securities Purchase Agreement and agreed to waive the following rights appurtenant to the Series C-12 Preferred: (i) all rights of the Holders to dividends accruing under Article IV(d)(2) of the Company’s Articles of Incorporation, to the extent such dividends otherwise would have accrued on or after September 24, 2013; (ii) the limitations on conversion set forth in Article IV(d)(3)(C)(i) of the Articles of Incorporation; and (iii) the protective provisions set forth in Article IV(d)(11) of the Articles of Incorporation, to the extent applicable . | |
Additionally, the Holders agreed in the Consent Agreement to increase the conversion price for the Series C-12 Preferred, notwithstanding the conversion price set forth in the Company’s Articles of Incorporation, such that the Conversion Price shall equal $1,000 divided by 86,202. This increase of the conversion price will remain in effect until the Amended and Restated Articles are filed with the California Secretary of State, at which time the conversion price set forth in the Company’s charter documents will again control the conversion of the Series C-12 Preferred. | |
A copy of the Consent Agreement was filed as Exhibit 10.2, to the Company's 8-K filed with the SEC on September 25, 2013 the terms of which are incorporated by reference herein. | |
Exchange Agreement | |
On September 24, 2013, the Company also entered into an Exchange Agreement (the “Exchange Agreement”) with the Holders. Pursuant to the Exchange Agreement, the Holders exchanged a total of approximately 557 shares of Series C-22 Preferred for approximately 557 shares of Series C-12 Preferred Stock (the “Exchange Shares”). The terms of the Series C-12 Preferred are substantially similar in all respects to the Series C-22 Preferred and the exchange of the Series C-22 Preferred eliminated all outstanding shares and allowed for the removal of this series of preferred stock. | |
The Company issued the Exchange Shares in a transaction exempt from the registration requirements of the Securities Act by virtue of the exemption provided for in Section 3(a)(9) of the Act for securities exchanged by the issuer with an existing security holder. No commission or other remuneration was paid or given directly or indirectly for soliciting such exchange. |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Stockholders' Equity | ' | |||||||||||||||
Stockholders’ Equity | ||||||||||||||||
Common Stock | ||||||||||||||||
During the nine months ended September 30, 2013, the Company issued a total of 200,333,477 shares of common stock of which: (i) 2,663,114 shares were issued upon the conversion of Series C-12 Preferred; (ii) 10,095,731 shares were issued upon the conversion of Series D-12 Preferred; (iii) 800,000 shares of unregistered common stock were issued to our President and Chief Executive Officer; (iv) 300,000 shares of unregistered common stock were issued to a director; (v) 700,000 shares of unregistered common stock were issued to two employees; (vi) 200,000 shares of restricted stock were issued to one employee; (vii) 2,000,000 shares were issued upon the vesting of restricted stock units; (viii) 87,142,857 shares of restricted stock were issued to management as a result of the Private Placement and (ix) 96,431,775 shares of restricted stock were issued to current and new investors as a result of the Private Placement. | ||||||||||||||||
Preferred Stock | ||||||||||||||||
As of September 30, 2013, the Company’s Board of Directors 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 Series C-12 Preferred, 22,000 are designated Series C-22 Preferred, 5,134 are designated Series D-12 Preferred, 10,868 are designated Series D-22 Preferred and 10,000 are designated Series F Preferred. As of September 30, 2013, 7,081 shares of Series C-12 Preferred and 3,250 shares of Series F Preferred were issued and outstanding. | ||||||||||||||||
On September 24, 2013 the Company entered into a Securities Purchase Agreement in which it issued shares of a new series of convertible preferred stock. The new series of preferred stock was designated as Series F Convertible Preferred Stock ("Series F Preferred"). As a result of the Private Placement the company issued 3,250 shares of Series F Preferred. The Series F Preferred is convertible into shares of common stock at a conversion rate of 14,285 shares of common stock for each share of Series F Preferred. There are no dividends on the Series F Preferred but there is a 9.999% conversion blocker and a liquidation preference for the face value of $1,000 per share. | ||||||||||||||||
Also on September 24, 2013 the Company paid dividends in kind to holders of the Series C-12 Preferred and Series C-22 Preferred. The Series C-12 Preferred and Series C-22 Preferred received 311 and 27 shares, respectively, of the corresponding preferred. | ||||||||||||||||
On May 25, 2013 the Company paid dividends in kind to holders of the Series C-12 Preferred and Series C-22 Preferred. The Series C-12 Preferred and Series C-22 Preferred received 433 and 30 shares, respectively, of the corresponding preferred. | ||||||||||||||||
From January 1, 2013 through September 30, 2013, there were 11 shares of Series C-12 Preferred and 47 shares of Series D-12 Preferred converted into 2,663,114 and 10,095,731 shares of common stock, respectively. | ||||||||||||||||
On September 24, 2013 the Company entered into an Exchange Agreement with certain preferred holders (See Note 3). | ||||||||||||||||
Warrants | ||||||||||||||||
In connection with the Company’s public offering of shares of Common Stock and warrants to purchase shares of Common Stock in May 2008, the Company issued warrants to purchase 390 shares of the Company’s Common Stock. The warrants were immediately exercisable upon grant, had an exercise price of $21,500 per share and remained exercisable for five years. On May 12, 2013 the 390 warrants issued in the May 2008 public offering expired. As of September 30, 2013, there were no warrants outstanding. | ||||||||||||||||
Share-Based Compensation | ||||||||||||||||
Share-Based Compensation Plan | ||||||||||||||||
On September 24, 2013 a majority of the shareholders of the Company signed a written consent in lieu of a meeting (the "Written Consent"). The Written Consent approved and 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, including options, 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, subject to shareholder approval as provided under Section 422 of the Internal Revenue Code of 1986, as amended, will permit the issuance of incentive stock options. The administrator under the plan has broad discretion to establish the terms of awards, including the size, term, exercise price (if applicable) and applicable vesting conditions. | ||||||||||||||||
Stock Options | ||||||||||||||||
The Company’s share-based plans permit the grant of stock options (both incentive and nonqualified stock options), restricted stock and restricted stock units to certain employees, directors and consultants. | ||||||||||||||||
The following table summarizes share-based compensation expense related to stock options by expense category (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Research and development | $ | 250 | $ | 267 | $ | 897 | $ | 503 | ||||||||
General and administrative | 1,892 | 2,384 | 6,854 | 4,527 | ||||||||||||
Stock option share-based compensation expense included in operating expenses | $ | 2,142 | $ | 2,651 | $ | 7,751 | $ | 5,030 | ||||||||
As of September 30, 2013 there was no unrecognized stock option share-based compensation expense. If there are any modifications or cancellations of underlying unvested share-based awards, we may be required to accelerate, increase or cancel remaining unearned share-based compensation expense. Future share-based compensation expense and unearned share-based compensation will increase to the extent that we grant additional share-based awards. | ||||||||||||||||
On September 24, 2013 the Company canceled 592,230,471 stock options to an officer, a director and an employee which were granted on April 10, 2012. The stock options were replaced with restricted stock awards ("RSAs"). On September 24, 2013 the options were revalued and the new RSAs granted were valued in accordance with modification guidance for share-based compensation expense. Share-based compensation expense continued to be recognized until September 24, 2013, at which point the remaining $17,000,000 of unrecognized share-based compensation expense at the time of modification was attributed to the new RSAs and there is no further stock option share-based compensation expense to be recognized as of September 30, 2013. | ||||||||||||||||
A summary of the Company’s stock option activity and related data for the nine months ended September 30, 2013 is as follows: | ||||||||||||||||
Outstanding Options | ||||||||||||||||
Number of | Weighted-Average | |||||||||||||||
Shares | Exercise Price | |||||||||||||||
Balance at December 31, 2012 | 592,230,567 | $ | 0.0655 | |||||||||||||
Granted | ||||||||||||||||
Forfeited/Expired | (5 | ) | 88,740 | |||||||||||||
Canceled | (592,230,471 | ) | 0.0655 | |||||||||||||
Balance at September 30, 2013 | 91 | $ | 16,192 | |||||||||||||
Restricted Stock | ||||||||||||||||
On September 24, 2013, the Company issued restricted stock awards RSAs of 66,352,429 to an officer, 3,981,146 to a director and 16,809,282 to three employees. The grant to the officer, director and one of the employees are for the replacement of canceled stock options and RSUs granted on September 24, 2012, which is a result of the capital restructuring that took place on September 24, 2013. The RSAs were granted outside of the 2013 Equity Plan but are governed in all respects by the 2013 Equity Plan. Vesting terms of the RSAs granted on September 24, 2013 can be found in our 8-K filed with the SEC on September 25, 2013. | ||||||||||||||||
In April 2013, the Company issued an aggregate of 200,000 shares of restricted stock to an employee. The shares were issued under the 2010 Plan and vest quarterly beginning on January 14, 2013. These shares are subject to a reacquisition right if the services of the holder are terminated during the vesting period. No consideration is paid for the redemption of the shares under the reacquisition right, but the holder is required to return to the Company any cash dividends paid or payable with respect to the shares. | ||||||||||||||||
The grant date fair value is the market value on the grant date multiplied by the number of shares granted and share-based compensation expense is recognized on a straight-line basis over the vesting period. The share-based compensation expense for restricted stock during the three and nine months ended September 30, 2013 is $7,000 and $51,000 for research and development expenses, respectively. The remaining unamortized share-based compensation expense for research and development to be recognized over the next 20 months is $1,900,000. The share-based compensation expense during the three and nine months ended September 30, 2013 is $593,000 and $714,000 for general and administrative expenses, respectively. The remaining unamortized share-based compensation expense for general and administrative to be recognized over the next 38 months is $17,000,000. | ||||||||||||||||
Restricted Stock Units | ||||||||||||||||
The share-based compensation expense during the three and nine months ended September 30, 2013 by expense category was zero and $52,000 for general and administrative expenses respectively. The share-based compensation expense during the three and nine months ended September 30, 2013 was $47 and $157 for research and development expenses, respectively. On September 24, 2013 the Company canceled 10,375,111 RSUs that were granted on April 10, 2012 to a director and an employee. As a result of the modification the remaining unamortized share-based compensation expense to be recognized over the remaining service period for the restricted stock units was transferred to the new RSAs and as of September 30, 2013 there is no unamortized share-based compensation expense relating to restricted stock units to be recognized. | ||||||||||||||||
The following table summarizes all share-based compensation expense related to stock options, restricted stock and restricted stock units by expense category (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Research and development | ||||||||||||||||
Stock options | $ | 250 | $ | 267 | $ | 897 | $ | 503 | ||||||||
Restricted stock | 7 | 12 | 51 | 23 | ||||||||||||
Restricted stock units | — | — | — | — | ||||||||||||
General and administrative | ||||||||||||||||
Stock options | 1,892 | 2,384 | 6,854 | 4,527 | ||||||||||||
Restricted stock | 593 | 46 | 714 | 86 | ||||||||||||
Restricted stock units | — | 253 | 52 | 533 | ||||||||||||
Share-based compensation expense included in operating expenses | $ | 2,742 | $ | 2,962 | $ | 8,568 | $ | 5,672 | ||||||||
401k_Plan
401(k) Plan | 9 Months Ended |
Sep. 30, 2013 | |
Compensation and Retirement Disclosure [Abstract] | ' |
401(k) Plan | ' |
401(k) Plan | |
During September 2010, the Company adopted the La Jolla Pharmaceutical Company Retirement Savings Plan (the “401(k) Plan”), which qualifies under Section 401(k) of the Internal Revenue Code of 1986, as amended (the “Code”). The 401(k) Plan is a defined contribution plan established to provide retirement benefits for employees and is employee funded up to an elective annual deferral. The 401(k) Plan is available for all employees who have completed one year of service with the Company. | |
Following guidance in IRS Notice 98-52 related to the “safe harbor” 401(k) plan method, non-highly compensated employees will receive a contribution from the Company equal to 3% of their annual salaries, as defined in the Code. Such contributions vest immediately and are paid annually following each year end. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
On March 15, 2013, the Company entered into a lease with La Jolla Centre I LLC, to lease office space in the building known as La Jolla Centre I, located at 4660 La Jolla Village Drive, San Diego, California, covering approximately 1,954 square feet. The premises will be used by the Company for office space. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
On October 14, 2013, the Company appointed Saiid Zarrabian an existing director of the Company as chairman of the board and also appointed two additional independent directors to its board. Mr. Craig Johnson and Ms. Laura L. Douglass joined the board of directors; the board now has four directors three of whom are independent directors. | |
From September 30, 2013 to November 6, 2013 there where approximately 65 shares of Series C-12 Preferred converted into 5,619,508 shares of common stock. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Corporate Structure | ' |
Corporate Structure | |
The Company was incorporated in 1989 as a Delaware corporation. On June 7, 2012, the Company reincorporated in the State of California. All common and preferred shares of the Delaware company were exchanged for common and preferred shares of the Company. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed financial statements and disclosures made in the accompanying notes to the unaudited condensed financial statements. Actual results could differ materially from those estimates. | |
Net Loss Per Share | ' |
Net Loss Per Share | |
Basic and diluted net loss per share is computed using the weighted-average number of common shares outstanding during the periods. Basic earnings per share (“EPS”) is calculated by dividing the net income or loss by the weighted-average number of common shares outstanding for the period, without consideration for common stock equivalents. Diluted EPS is computed by dividing the net income or loss by the weighted-average number of common shares and common stock equivalents outstanding for the period issuable upon the conversion of preferred stock and exercise of stock options and warrants. These common stock equivalents are included in the calculation of diluted EPS only if their effect is dilutive. There is no difference between basic and diluted net loss per share for the three and nine months ended September 30, 2013, as potentially dilutive securities have been excluded from the calculation of diluted net loss per common share because the inclusion of such securities would be antidilutive. | |
Restricted Cash | ' |
Restricted Cash | |
Restricted cash consists of certificates of deposit on hand with the Company’s financial institutions as collateral for its San Diego office space. | |
Derivative Liabilities | ' |
Derivative Liabilities | |
In the Company’s private placement of common stock, redeemable convertible preferred stock and warrants to purchase convertible preferred stock that occurred in May of 2010 (the “May 2010 Financing”), the Company issued redeemable convertible preferred stock that contained certain embedded derivative features, as well as warrants that were accounted for as derivative liabilities. | |
The Series C-12 Convertible Preferred Stock (the “Series C-12 Preferred”), Series D-12 Convertible Preferred Stock (the “Series D-12 Preferred”) and the securities underlying the warrants to purchase shares of Series C-22 Convertible Preferred Stock (the “Series C-22 Warrants”) issued in the May 2010 Financing contain conversion features. In addition, the Series C-12 Preferred, Series D-12 Preferred and the securities underlying the Series C-22 Warrants were subject to redemption provisions and certain conversion features. As of December 31, 2012, pursuant to a Consent, Waiver and Amendment Agreement (the “Second Waiver Agreement”) that the Company entered into with its preferred stockholders, the redemption features, certain conversion features and the warrants to purchase shares of the Company’s Series D-22 Convertible Preferred Stock (the “Series D-22 Warrants”) were eliminated, removing the derivative liabilities. | |
The Company’s derivative liabilities were initially recorded at their estimated fair value on the date of issuance and were subsequently adjusted to reflect the estimated fair value at each period end, with any decrease or increase in the estimated fair value being recorded as other income or expense, accordingly. |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Summary of Share-based Compensation Expense | ' | |||||||||||||||
The following table summarizes all share-based compensation expense related to stock options, restricted stock and restricted stock units by expense category (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Research and development | ||||||||||||||||
Stock options | $ | 250 | $ | 267 | $ | 897 | $ | 503 | ||||||||
Restricted stock | 7 | 12 | 51 | 23 | ||||||||||||
Restricted stock units | — | — | — | — | ||||||||||||
General and administrative | ||||||||||||||||
Stock options | 1,892 | 2,384 | 6,854 | 4,527 | ||||||||||||
Restricted stock | 593 | 46 | 714 | 86 | ||||||||||||
Restricted stock units | — | 253 | 52 | 533 | ||||||||||||
Share-based compensation expense included in operating expenses | $ | 2,742 | $ | 2,962 | $ | 8,568 | $ | 5,672 | ||||||||
The following table summarizes share-based compensation expense related to stock options by expense category (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Research and development | $ | 250 | $ | 267 | $ | 897 | $ | 503 | ||||||||
General and administrative | 1,892 | 2,384 | 6,854 | 4,527 | ||||||||||||
Stock option share-based compensation expense included in operating expenses | $ | 2,142 | $ | 2,651 | $ | 7,751 | $ | 5,030 | ||||||||
Summary of Stock Option Activity and Related Data | ' | |||||||||||||||
A summary of the Company’s stock option activity and related data for the nine months ended September 30, 2013 is as follows: | ||||||||||||||||
Outstanding Options | ||||||||||||||||
Number of | Weighted-Average | |||||||||||||||
Shares | Exercise Price | |||||||||||||||
Balance at December 31, 2012 | 592,230,567 | $ | 0.0655 | |||||||||||||
Granted | ||||||||||||||||
Forfeited/Expired | (5 | ) | 88,740 | |||||||||||||
Canceled | (592,230,471 | ) | 0.0655 | |||||||||||||
Balance at September 30, 2013 | 91 | $ | 16,192 | |||||||||||||
Basis_of_Presentation_Narrativ
Basis of Presentation (Narrative) (Details) (USD $) | 9 Months Ended | 12 Months Ended | 0 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 24, 2013 | Sep. 24, 2013 | Sep. 24, 2013 |
Private Placement | Private Placement | Private Placement | |||
Common Stock | Series F Convertible Preferred Stock | ||||
Stock Transactions [Line Items] | ' | ' | ' | ' | ' |
Securities Purchase Agreement, aggregate price | ' | ' | ' | $10 | ' |
Securities Purchase Agreement, price per share | ' | ' | ' | $0.07 | $1,000 |
Securities Purchase Agreement, number of shares issued in transaction | ' | ' | ' | 96,431,000 | 3,250 |
Common stock, par value | $0.00 | $0.00 | ' | $0.00 | ' |
Securities Purchase Agreement, proceeds, net of commissions | ' | ' | $9.70 | ' | ' |
Potentially dilutive common shares related to the outstanding preferred stock, stock options, restricted stock units and warrants | 657,000,000 | 4,500,000,000 | ' | ' | ' |
Securities_Purchase_Agreement_
Securities Purchase Agreement (Narrative) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 24, 2013 | Sep. 24, 2013 | Sep. 24, 2013 | Sep. 30, 2013 | Sep. 24, 2013 | Sep. 24, 2013 | Sep. 24, 2013 |
In Millions, except Share data, unless otherwise specified | Series F Convertible Preferred Stock | Series C-2 Convertible Preferred Stock | Series C-1 Convertible Preferred Stock | Series C-1 Convertible Preferred Stock | Private Placement | Private Placement | Private Placement | ||
Common Stock | Series F Convertible Preferred Stock | ||||||||
Stock Transactions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Securities Purchase Agreement, aggregate price | ' | ' | ' | ' | ' | ' | ' | $10 | ' |
Securities Purchase Agreement, number of shares issued in transaction | ' | ' | ' | ' | ' | ' | ' | 96,431,000 | 3,250 |
Common stock, par value | $0.00 | $0.00 | ' | ' | ' | ' | ' | $0.00 | ' |
Securities Purchase Agreement, price per share | ' | ' | ' | ' | ' | ' | ' | $0.07 | $1,000 |
Securities Purchase Agreement, proceeds, net of commissions | ' | ' | ' | ' | ' | ' | $9.70 | ' | ' |
Convertible preferred stock, conversion price | ' | ' | $0.07 | ' | $0.01 | ' | ' | ' | ' |
Convertible preferred stock, conversion right cap, percent of common stock ownership | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' |
Conversion of stock, shares converted | ' | ' | ' | 557 | ' | 11 | ' | ' | ' |
Conversion of stock, shares issued | ' | ' | ' | ' | 557 | ' | ' | ' | ' |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | ||||||||||||||||||||||||||||
Sep. 24, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | 12-May-13 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 24, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Apr. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 24, 2013 | 25-May-13 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 24, 2013 | 25-May-13 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 24, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 24, 2013 | |
Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Series C-1 Preferred Stock | Series C-1 Preferred Stock | Series C-1 Preferred Stock | Series C-1 Preferred Stock | Series C-1 Preferred Stock | Series C-2 Preferred Stock | Series C-2 Preferred Stock | Series C-2 Preferred Stock | Series C-2 Preferred Stock | Series D-1 Preferred Stock | Series D-1 Preferred Stock | Series D-1 Preferred Stock | Series D-2 Preferred Stock | Series F Preferred Stock | Series F Preferred Stock | Series F Preferred Stock | Private Placement | Private Placement | Private Placement | |||||||
Research and development | Research and development | Research and development | Research and development | General and administrative | General and administrative | General and administrative | General and administrative | Research and development | Research and development | Research and development | Research and development | General and administrative | General and administrative | General and administrative | General and administrative | Restricted Stock | Restricted Stock | Restricted Stock Units (RSUs) | President And Chief Executive Officer | Director | Director | Employees | Employees | Officer | Common Stock | Common Stock | Common Stock | Common Stock | Series F Preferred Stock | |||||||||||||||||||||||
Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Management | ||||||||||||||||||||||||||||||||||||||||||||||||
Restricted Stock | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,333,477 | 200,000 | 200,000 | 2,000,000 | 800,000 | 300,000 | 3,981,146 | 700,000 | 16,809,282 | 66,352,429 | ' | ' | ' | ' | 2,663,114 | ' | ' | ' | ' | ' | ' | 10,095,731 | ' | ' | ' | ' | 96,431,775 | 87,142,857 | ' |
Preferred stock, shares authorized | ' | 8,000,000 | ' | 8,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,000 | 11,000 | ' | ' | ' | 22,000 | 22,000 | 5,134 | 5,134 | ' | 10,868 | 10,000 | ' | 10,000 | ' | ' | ' |
Preferred stock, par value | ' | $0.00 | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | $0.00 | ' | ' | ' | $0.00 | $0.00 | $0.00 | $0.00 | ' | ' | $0.00 | ' | $0.00 | ' | ' | ' |
Preferred stock, shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,081 | 5,792 | ' | ' | ' | 0 | 500 | 0 | 4,615 | ' | ' | 3,250 | ' | 0 | ' | ' | ' |
Securities Purchase Agreement, number of shares issued in transaction | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,250 |
Convertible preferred stock, conversion to common stock ratio | ' | 0.00007 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible preferred stock, conversion right cap, percent of common stock ownership | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' |
Securities Purchase Agreement, price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,000 |
Preferred stock dividends, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 311 | 433 | ' | ' | ' | 27 | 30 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock converted into common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11 | ' | ' | 557 | ' | ' | ' | 47 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issued warrants to purchase shares | ' | 390 | ' | 390 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of Warrants granted | ' | $21,500 | ' | $21,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of common stock warrants | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants Expired | ' | ' | ' | ' | ' | 390 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding warrants | ' | 0 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity plan, term | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized share-based compensation expense | ' | $0 | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options canceled | 592,230,471 | ' | ' | 592,230,471 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized share-based compensation expense at the time of modification | 17,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock, award vesting rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The shares were issued under the 2010 Plan and vest quarterly beginning on January 14, 2013. These shares are subject to a reacquisition right if the services of the holder are terminated during the vesting period. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation expense | ' | 2,742,000 | 2,962,000 | 8,568,000 | 5,672,000 | ' | 7,000 | 12,000 | 51,000 | 23,000 | 593,000 | 46,000 | 714,000 | 86,000 | ' | 47 | 0 | 157 | 0 | 0 | 253,000 | 52,000 | 533,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized weighted average period | ' | ' | ' | ' | ' | ' | ' | ' | '20 months | ' | ' | ' | '38 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized share-based compensation expense | ' | ' | ' | ' | ' | ' | $1,900,000 | ' | $1,900,000 | ' | $17,000,000 | ' | $17,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
RSUs canceled | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,375,111 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders_Equity_Stock_Opti
Stockholders' Equity (Stock Option Activity) (Details) (USD $) | 0 Months Ended | 9 Months Ended |
Sep. 24, 2013 | Sep. 30, 2013 | |
Equity [Abstract] | ' | ' |
Balance at December 31, 2012, Number of Shares | ' | 592,230,567 |
Options Granted, Number of Shares | ' | ' |
Options Forfeited/Expired, Number of Shares | ' | -5 |
Options Canceled, Number of Shares | -592,230,471 | -592,230,471 |
Balance at June 30, 2013, Number of Shares | ' | 91 |
Balance at December 31, 2012 Weighted-Average Exercise Price | ' | $0.07 |
Options Granted, Weighted-Average Exercise Price | ' | ' |
Options Forfeited/Expired, Weighted-Average Exercise Price | ' | $88,740 |
Options Canceled, Weighted-Average Exercise Price | ' | $0.07 |
Balance at June 30, 2013, Weighted-Average Exercise Price | ' | $16,192 |
Stockholders_Equity_Sharebased
Stockholders' Equity (Share-based Compensation Expense) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | $2,742,000 | $2,962,000 | $8,568,000 | $5,672,000 |
Employee Stock Option | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 2,142,000 | 2,651,000 | 7,751,000 | 5,030,000 |
Employee Stock Option | Research and development | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 250,000 | 267,000 | 897,000 | 503,000 |
Employee Stock Option | General and administrative | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 1,892,000 | 2,384,000 | 6,854,000 | 4,527,000 |
Restricted Stock | Research and development | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 7,000 | 12,000 | 51,000 | 23,000 |
Restricted Stock | General and administrative | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 593,000 | 46,000 | 714,000 | 86,000 |
Restricted Stock Units (RSUs) | Research and development | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 47 | 0 | 157 | 0 |
Restricted Stock Units (RSUs) | General and administrative | ' | ' | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | $0 | $253,000 | $52,000 | $533,000 |
401k_Plan_Narrative_Details
401(k) Plan (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2013 | |
Compensation and Retirement Disclosure [Abstract] | ' |
401(k) Plan required eligibility service period | '1 year |
Percentage of employee salaries paid as contribution | 3.00% |
Commitments_and_Contingencies_
Commitments and Contingencies (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2013 | |
sqft | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Office Space | 1,954 |
Subsequent_Events_Narrative_De
Subsequent Events (Narrative) (Details) | 0 Months Ended | 9 Months Ended | 1 Months Ended | |
Sep. 24, 2013 | Sep. 30, 2013 | Nov. 06, 2013 | Nov. 06, 2013 | |
Series C-1 Convertible Preferred Stock | Series C-1 Convertible Preferred Stock | Series C-1 Convertible Preferred Stock | Common Stock | |
Subsequent Event [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | ' | ' | ' | ' |
Preferred stock converted into common stock | ' | 11 | 65 | ' |
Conversion of stock, shares issued | 557 | ' | ' | 5,619,508 |