Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Aug. 08, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ALIMERA SCIENCES INC | |
Entity Central Index Key | 1,267,602 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 69,050,604 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 26,882,000 | $ 30,979,000 |
Restricted cash | 33,000 | 31,000 |
Accounts receivable, net | 13,648,000 | 13,839,000 |
Prepaid expenses and other current assets | 2,574,000 | 2,107,000 |
Inventory, net (Note 5) | 1,143,000 | 446,000 |
Total current assets | 44,280,000 | 47,402,000 |
Property and equipment, net | 1,477,000 | 1,787,000 |
Intangible asset, net (Note 6) | 19,642,000 | 20,604,000 |
Deferred tax asset | 474,000 | 436,000 |
TOTAL ASSETS | 65,873,000 | 70,229,000 |
CURRENT LIABILITIES: | ||
Accounts payable | 5,711,000 | 4,986,000 |
Accrued expenses (Note 7) | 3,729,000 | 3,758,000 |
Derivative warrant liability | 0 | 188,000 |
Capital lease obligations | 137,000 | 191,000 |
Total current liabilities | 9,577,000 | 9,123,000 |
NON-CURRENT LIABILITIES: | ||
Note payable (Note 9) | 33,689,000 | 33,084,000 |
Capital lease obligations — less current portion | 132,000 | 274,000 |
Other non-current liabilities | 773,000 | 2,162,000 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock | ||
Common stock, $.01 par value — 150,000,000 shares authorized, 67,042,349 shares issued and outstanding at June 30, 2017 and 64,862,904 shares issued and outstanding at December 31, 2016 | 670,000 | 649,000 |
Additional paid-in capital | 336,093,000 | 330,781,000 |
Common stock warrants | 3,707,000 | 3,707,000 |
Accumulated deficit | (386,566,000) | (377,074,000) |
Accumulated other comprehensive loss | (997,000) | (1,272,000) |
TOTAL STOCKHOLDERS’ EQUITY | 21,702,000 | 25,586,000 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 65,873,000 | 70,229,000 |
Series A convertible preferred stock | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock | 19,227,000 | 19,227,000 |
Series B convertible preferred stock | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock | $ 49,568,000 | $ 49,568,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 67,042,349 | 64,862,904 |
Common stock, shares outstanding | 67,042,349 | 64,862,904 |
Series A convertible preferred stock | ||
Preferred stock, shares authorized | 1,300,000 | 1,300,000 |
Preferred stock, shares issued | 600,000 | 600,000 |
Preferred stock, shares outstanding | 600,000 | 600,000 |
Preferred stock, liquidation preference | $ 24,000,000 | $ 24,000,000 |
Series B convertible preferred stock | ||
Preferred stock, shares authorized | 8,417 | 8,417 |
Preferred stock, shares issued | 8,416.251 | 8,416.251 |
Preferred stock, shares outstanding | 8,416.251 | 8,416.251 |
Preferred stock, liquidation preference | $ 50,750,000 | $ 50,750,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
NET REVENUE | $ 10,368 | $ 9,557 | $ 16,986 | $ 15,358 |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | (769) | (556) | (1,356) | (934) |
GROSS PROFIT | 9,599 | 9,001 | 15,630 | 14,424 |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 2,238 | 3,205 | 4,348 | 6,225 |
GENERAL AND ADMINISTRATIVE EXPENSES | 3,012 | 4,039 | 6,276 | 7,434 |
SALES AND MARKETING EXPENSES | 5,060 | 7,510 | 10,562 | 14,619 |
DEPRECIATION AND AMORTIZATION | 667 | 696 | 1,333 | 1,385 |
OPERATING EXPENSES | 10,977 | 15,450 | 22,519 | 29,663 |
NET LOSS FROM OPERATIONS | (1,378) | (6,449) | (6,889) | (15,239) |
INTEREST EXPENSE, NET AND OTHER | (1,384) | (1,177) | (2,721) | (2,512) |
UNREALIZED FOREIGN CURRENCY GAIN (LOSS), NET | 28 | (14) | 0 | 20 |
CHANGE IN FAIR VALUE OF DERIVATIVE WARRANT LIABILITY | 21 | 824 | 188 | 2,343 |
LOSS ON EARLY EXTINGUISHMENT OF DEBT | 0 | 0 | 0 | (2,564) |
NET LOSS BEFORE TAXES | (2,713) | (6,816) | (9,422) | (17,952) |
PROVISION FOR TAXES | (44) | (42) | (70) | (51) |
NET LOSS | $ (2,757) | $ (6,858) | $ (9,492) | $ (18,003) |
NET LOSS PER SHARE — Basic and diluted (in USD per share) | $ (0.04) | $ (0.15) | $ (0.15) | $ (0.40) |
WEIGHTED AVERAGE SHARES OUTSTANDING — Basic and diluted (in shares) | 65,485,106 | 45,088,072 | 65,175,724 | 45,046,952 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
NET LOSS | $ (2,757) | $ (6,858) | $ (9,492) | $ (18,003) |
OTHER COMPREHENSIVE INCOME (LOSS) | ||||
Foreign currency translation adjustments | 226 | (70) | 275 | (288) |
TOTAL OTHER COMPREHENSIVE INCOME (LOSS) | 226 | (70) | 275 | (288) |
COMPREHENSIVE LOSS | $ (2,531) | $ (6,928) | $ (9,217) | $ (18,291) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (9,492) | $ (18,003) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,333 | 1,385 |
Inventory reserve | 34 | 50 |
Unrealized foreign currency transaction gain | 0 | (20) |
Loss on early extinguishment of debt | 0 | 2,564 |
Amortization of debt discount | 693 | 517 |
Stock-based compensation expense | 2,400 | 2,619 |
Change in fair value of derivative warrant liability | (188) | (2,343) |
Changes in assets and liabilities: | ||
Accounts receivable | 337 | (3,456) |
Prepaid expenses and other current assets | (390) | (652) |
Inventory | (719) | 301 |
Accounts payable | 572 | 264 |
Accrued expenses and other current liabilities | (216) | 2,604 |
Other long-term liabilities | (1,357) | (26) |
Net cash used in operating activities | (6,993) | (14,196) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (167) | (116) |
Net cash used in investing activities | (167) | (116) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from exercise of stock options | 0 | 88 |
Proceeds from sale of common stock | 3,042 | 287 |
Payment of issuance cost of common stock | (108) | (52) |
Payment of debt costs | 0 | (357) |
Changes in restricted cash | 2 | 0 |
Payment of capital lease obligations | (73) | (124) |
Net cash provided by (used in) financing activities | 2,863 | (158) |
EFFECT OF EXCHANGE RATES ON CASH AND CASH EQUIVALENTS | 200 | 22 |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (4,097) | (14,448) |
CASH AND CASH EQUIVALENTS — Beginning of period | 30,979 | 31,075 |
CASH AND CASH EQUIVALENTS — End of period | 26,882 | 16,627 |
SUPPLEMENTAL DISCLOSURES: | ||
Cash paid for interest | 2,013 | 2,006 |
Cash paid for income taxes | 55 | 263 |
Supplemental schedule of non-cash investing and financing activities: | ||
Property and equipment acquired under capital leases | 0 | 56 |
Proceeds receivable from sale of common stock | 0 | 172 |
Common stock issuance costs accrued but unpaid | 0 | 32 |
Note payable end of term payment accrued but unpaid | $ 1,400 | $ 1,400 |
Consolidated Statements of Cas7
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Cash Flows [Abstract] | ||
Payments of dividends | $ 0 | $ 0 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | NATURE OF OPERATIONS Alimera Sciences, Inc., together with its wholly-owned subsidiaries (the Company), is a pharmaceutical company that specializes in the commercialization, research and development of prescription ophthalmic pharmaceuticals. The Company was formed on June 4, 2003 under the laws of the State of Delaware. The Company is presently focused on diseases affecting the back of the eye, or retina, because the Company’s management believes these diseases are not well treated with current therapies and represent a significant market opportunity. The Company’s only commercial product is ILUVIEN ® , which has received marketing authorization in the United States (U.S.), Austria, Belgium, the Czech Republic, Denmark, Finland, France, Germany, Ireland, Italy, Luxembourg, the Netherlands, Norway, Poland, Portugal, Spain, Sweden and the United Kingdom. In the U.S., ILUVIEN is indicated for the treatment of diabetic macular edema (DME) in patients who have been previously treated with a course of corticosteroids and did not have a clinically significant rise in intraocular pressure (IOP). In the European Economic Area (EEA) countries in which ILUVIEN has received marketing authorization, it is indicated for the treatment of vision impairment associated with DME considered insufficiently responsive to available therapies. As part of the approval process in the EEA, the Company committed to conduct a five -year, post-authorization, open label registry study in 800 patients treated with ILUVIEN per the labeled indication. In the fourth quarter of 2016, the Company requested approval to modify its protocol to cap enrollment in the study due to its post market safety surveillance not showing any unexpected safety signals. The Company received regulatory approval from the Medicines & Healthcare products Regulatory Agency (MHRA) in July 2017. As of June 30, 2017, 562 patients were enrolled in this study. The Company launched ILUVIEN in Germany and the United Kingdom in the second quarter of 2013, in the U.S. and Portugal in the first quarter of 2015. In addition, the Company has entered into various agreements under which distributors will provide regulatory, reimbursement or sales and marketing support for future commercialization of ILUVIEN in numerous countries in the Middle East, Italy, Spain, Australia, New Zealand and Canada. As of June 30, 2017, the Company has recognized sales of ILUVIEN to our distributors in the Middle East, Italy and Spain. In July 2017, the Company amended its license with pSivida US, Inc. (pSivida) for the technology underlying ILUVIEN to include the treatment of non-infectious posterior uveitis (NIPU) in Europe, the Middle East and Africa (see Note 8). NIPU is an inflammatory disease of the uveal tract, which is comprised of the iris, ciliary body and choroid, that can lead to severe vision loss and blindness. The Company plans to file an application for a new indication for ILUVIEN for NIPU in the 17 EEA countries where ILUVIEN is currently approved for the treatment of DME. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION The Company has prepared the accompanying unaudited interim condensed consolidated financial statements and notes thereto (Interim Financial Statements) in accordance with accounting principles generally accepted in the U.S. (U.S. GAAP) for interim financial information and the instructions to Form 10-Q and Article 10-01 of Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying Interim Financial Statements reflect all adjustments, which include normal recurring adjustments, necessary to present fairly the Company’s interim financial information. The Interim Financial Statements and related notes should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2016 and related notes included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on March 3, 2017. The financial results for any interim period are not necessarily indicative of the expected financial results for the full year. Modification of Segment Footnote The Company modified its segment footnote for the three and six months ended June 30, 2016 for an immaterial change and removed, within the segment footnote, certain non-cash expenses including $1,323,000 of stock-based compensation expense and $696,000 of depreciation and amortization from the Company’s U.S. and International segments for the three months ended June 30, 2016 and $2,619,000 of stock-based compensation expense and $1,385,000 of depreciation and amortization from the Company’s U.S. and International segments for the six months ended June 30, 2016. These amounts are appropriately classified as Other within the segment footnote of these Interim Financial Statements. Additionally, in the Company’s Annual Report on Form 10-K filing for the year ended December 31, 2016, the Company disclosed that the Company’s chief operating decision maker separately managed and evaluated each segment primarily upon net loss from operations. The modification made in these financial statements clarifies that the chief operating decision maker manages and evaluates each segment based on net loss from operations adjusted for certain non-cash items, such as stock-based compensation expense and depreciation and amortization. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accounting policies followed for quarterly financial reporting are the same as those disclosed in the Notes to Financial Statements included in the Company’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2016. Research and Development Expenses Research and development expenses were $3,000 and $541,000 for the three months ended June 30, 2017 and 2016, respectively. Research and development expenses were $354,000 and $1,102,000 for the six months ended June 30, 2017 and 2016, respectively. These research and development expenses do not include medical affairs expenses. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. Adoption of New Accounting Standards In August 2014, the FASB issued Accounting Standards Update (ASU) 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern . ASU 2014-15 requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. The adoption of this guidance did not have a material impact on the Company’s financial statements. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . This update requires entities to measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. This ASU is effective for annual reporting periods beginning after December 15, 2016 and interim periods within those years. The adoption of this guidance did not have a material impact on the Company’s financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718) . This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for interim and annual reporting periods beginning after December 15, 2016, although early adoption is permitted. The adoption of this guidance did not have a material impact on the Company’s financial statements. Accounting Standards Issued but Not Yet Effective In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , as subsequently amended. ASU 2014-09 provides a single, comprehensive revenue recognition model for all contracts with customers. The revenue guidance contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017 for public entities, with early adoption permitted in the annual reporting period beginning after December 15, 2016. The Company has evaluated the variable consideration provisions of the new guidance and does not believe there will be a material impact on the Company’s recognition of revenues. The Company anticipates adopting the new revenue standard using the modified retrospective transition method. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This standard requires all leases with durations greater than twelve months to be recognized on the balance sheet and is effective for interim and annual reporting periods beginning after December 15, 2018, although early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (Topic 230) . ASU 2016-15 is intended to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows and to eliminate the diversity in practice related to such classifications. The standard is effective for annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash . ASU 2016-18 requires a statement of cash flows to explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The standard is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company does not expect the impact of the adoption to have a material effect on its financial statements. |
Going Concern
Going Concern | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | GOING CONCERN The accompanying Interim Financial Statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Interim Financial Statements do not include any adjustments that might result from the outcome of this uncertainty. To date, the Company has incurred recurring losses, negative cash flow from operations and has accumulated a deficit of $386,566,000 from inception through June 30, 2017 . As of June 30, 2017 , the Company had approximately $26,882,000 in cash and cash equivalents. The Company’s ability to achieve profitability and positive cash flow is dependent upon its ability to increase revenue and contain its expenses. Further, the Company must maintain compliance with the debt covenants of its debt agreement (see Note 9). During the six months ended June 30, 2017, the Company raised $3,001,000 of additional equity, and subsequent to June 30, 2017 the Company raised $3,000,000 of additional equity via the Company’s at-the-market offering facility in order to raise additional funds for operations and ensure compliance with its debt covenants. The Company does not plan to sell additional shares via the at-the-market offering, which expires on August 13, 2017 (see Notes 12 and 17). In management’s opinion, the uncertainty regarding future revenues raises doubt about the Company’s ability to continue as a going concern without access to alternate or additional debt or equity financing, over the course of the next twelve months. In order to meet the Company’s working capital needs through the next twelve months and maintain compliance with its debt covenants, the Company may need to raise alternate or additional debt or equity financing. The Company implemented a cost savings program in late 2016 that the Company believes will help decrease cash burn over the next twelve months. While the Company has historically been able to raise additional capital through issuance of equity and/or debt financing, and while the Company has a plan in place to reduce spending in order to satisfy its obligations due within one year from the date of issuance of these financial statements, there can be no guarantees on the Company’s ability to maintain debt compliance, raise additional equity, or successfully implement its cost reduction plans. Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern within one year after these financial statements are issued. |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Inventory | INVENTORY Inventory consisted of the following: June 30, 2017 December 31, 2016 (In thousands) Component parts (1) $ 455 $ 115 Work-in-process (2) 480 18 Finished goods 208 353 Total inventory 1,143 486 Inventory reserve — (40 ) Inventory — net $ 1,143 $ 446 (1) Component parts inventory consists of manufactured components of the ILUVIEN applicator. (2) Work-in-process primarily consists of completed units of ILUVIEN that are undergoing, but have not completed, quality assurance testing or stability testing as required by regulatory authorities in Europe and the U.S. |
Intangible Asset
Intangible Asset | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Asset | INTANGIBLE ASSET As a result of the U.S. Food and Drug Administration’s (FDA) approval of the New Drug Application (NDA) for ILUVIEN in September 2014, the Company was required to pay pSivida a milestone payment of $25,000,000 (the pSivida Milestone Payment) in October 2014 (see Note 8). The Company had no intangible assets prior to September 2014. The gross carrying amount of the intangible asset is $25,000,000 , which is being amortized over approximately 13 years from the payment date. The amortization expense related to the intangible asset was $484,000 for the three months ended June 30, 2017 and 2016, respectively. The amortization expense related to the intangible asset was $962,000 and $967,000 for the six months ended June 30, 2017 and 2016, respectively. The net book value of the intangible asset was $19,642,000 and $20,604,000 as of June 30, 2017 and December 31, 2016, respectively. The estimated future amortization expense as of June 30, 2017 for the remaining periods in the next five years and thereafter is as follows: Years Ending December 31 (In thousands) 2017 $ 978 2018 1,940 2019 1,940 2020 1,946 2021 1,940 Thereafter 10,898 Total $ 19,642 |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | ACCRUED EXPENSES Accrued expenses consisted of the following: June 30, 2017 December 31, 2016 (In thousands) Accrued clinical investigator expenses $ 765 $ 1,122 Accrued compensation expenses 494 1,020 Accrued rebate, chargeback and other revenue reserves 374 809 Accrued End of Term Payment (Note 9) 1,400 — Other accrued expenses 696 807 Total accrued expenses $ 3,729 $ 3,758 |
License Agreements
License Agreements | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
License Agreements | LICENSE AGREEMENTS pSivida Agreement The Company entered into an agreement with pSivida for the use of fluocinolone acetonide (FAc) in pSivida’s proprietary delivery device in February 2005, which was subsequently amended a number of times (as amended, the pSivida Agreement). The pSivida Agreement provides the Company with a worldwide exclusive license to utilize certain underlying technology used in the development and commercialization of ILUVIEN. 2008 Amended and Restated Collaboration Agreement Pursuant to the payment terms of the 2008 Amended and Restated Agreement (the 2008 Agreement), the Company was required to share 20% of the net profits of ILUVIEN, determined on a cash basis and 33% of any lump sum milestone payments received from a sub-licensee of ILUVIEN, as defined by the 2008 Agreement. In connection with the 2008 Agreement, the Company was entitled to recover 20% of commercial losses associated with ILUVIEN, as defined in the pSivida Agreement, that could be offset in any future quarter out of payments of pSivida’s share of net profits (the Future Offset). As of December 31, 2016 , the total Future Offsets available to reduce future net profit payments to pSivida, as defined in the 2008 Agreement, was $24,475,000 . In connection with the New Collaboration Agreement discussed below, the Company and pSivida agreed to cap the Future Offset amount at June 30, 2017 to $25,000,000 . Due to the uncertainty of future net profits as of June 30, 2017 and December 31, 2016, the Company fully reserved these Future Offset amounts in the Interim Financial Statements. May 2017 Amendment In the second quarter of 2016, pSivida disputed portions of the Company’s claimed commercialization costs for the year ended December 31, 2014. On May 3, 2017, the Company and pSivida settled this dispute and amended and clarified certain definitions and clauses of the 2008 Agreement. As part of this settlement, the Company and pSivida agreed no additional amounts would be due for the year ended December 31, 2014 and effectively no audits would occur for the years ended December 31, 2015 and 2016. As a result of this settlement and amendment, Future Offsets was reduced from $25,828,000 to $24,475,000 as of December 31, 2016. Since these amounts were fully reserved, there was no impact on the statements of operations for any period as a result of this settlement and amendment. New Collaboration Agreement - Second Amended and Restated Collaboration Agreement On July 10, 2017, the Company and pSivida entered into a Second Amended and Restated Collaboration Agreement (the New Collaboration Agreement), which amends and restates the pSivida Agreement. Prior to entering into the New Collaboration Agreement, the Company held the worldwide license from pSivida for the use of FAc in pSivida’s proprietary delivery device for the treatment of all ocular diseases other than uveitis. The New Collaboration Agreement expands the license to include uveitis in Europe, the Middle East and Africa and allows the Company to also pursue an indication for posterior uveitis for ILUVIEN in those territories. The New Collaboration Agreement converts the Company’s obligation to share 20% of its net profits to a royalty payable on global net revenues of ILUVIEN. The Company will begin paying a 2% royalty on net revenues and other related consideration to pSivida beginning effective July 1, 2017. This royalty amount will increase to 6% upon the earliest of January 1, 2019, the receipt of the first marketing approval for ILUVIEN for the treatment of posterior uveitis, or one year from the Company’s filing of a marketing authorization application in the EU for posterior uveitis. The Company will pay an additional 2% royalty on global net revenues and other related consideration in excess of $75,000,000 in any year. The New Collaboration Agreement did not require an upfront cash payment by the Company. In connection with the New Collaboration Agreement, the Company agreed to forgive $10,000,000 of the Future Offset. Following the signing of the New Collaboration Agreement, the Company retains a right to recover an additional $15,000,000 of the Future Offset. The Company will be able to recover this additional $15,000,000 as a reduction of future royalties as follows: • In the first two years following the increase in royalty amount to 6% , the royalty will be reduced to 4% for net revenues and other related consideration up to $75,000,000 annually and 5% for net revenues and other related consideration in excess of $75,000,000 on an annual basis; and • Beginning with the third year following the increase in royalty amount to 6% , the royalty will be reduced to 5.2% for net revenues and other related consideration up to $75,000,000 annually and to 6.8% for net revenues and other related consideration in excess of $75,000,000 on an annual basis. The Company will forgive an additional $5,000,000 of the Future Offsets upon the earlier of the approval of ILUVIEN for posterior uveitis in any EU country or January 1, 2020, unless certain conditions under the New Collaboration Agreement are not met. If the amounts recoverable by the Company associated with the Future Offsets are less than $5,000,000 at that time, the Company will pay pSivida the difference in cash. General Discussion of pSivida Agreement The Company’s license rights to pSivida’s proprietary delivery device could revert to pSivida if the Company were to (i) fail twice to cure its breach of an obligation to make certain payments to pSivida following receipt of written notice thereof; (ii) fail to cure other breaches of material terms of the pSivida Agreement within 30 days after notice of such breaches or such longer period (up to 90 days ) as may be reasonably necessary if the breach cannot be cured within such 30 -day period; (iii) file for protection under the bankruptcy laws, make an assignment for the benefit of creditors, appoint or suffer appointment of a receiver or trustee over its property, file a petition under any bankruptcy or insolvency act or have any such petition filed against it and such proceeding remains undismissed or unstayed for a period of more than 60 days ; or (iv) notify pSivida in writing of its decision to abandon its license with respect to a certain product using pSivida’s proprietary delivery device. As a result of the FDA’s approval of the NDA for ILUVIEN in September 2014, the Company made the pSivida Milestone Payment of $25,000,000 in October 2014. |
Loan Agreements
Loan Agreements | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Loan Agreements | LOAN AGREEMENTS Hercules Loan Agreement 2014 Loan Agreement In April 2014, Alimera Sciences Limited (Limited), a subsidiary of the Company, entered into a loan and security agreement (2014 Loan Agreement) with Hercules Capital, Inc. (Hercules) providing for a term loan of up to $35,000,000 (2014 Term Loan), which Limited and Hercules amended in November 2015 (the First Loan Amendment), March 2016 (the Second Loan Amendment), May 2016 (the Third Loan Amendment), October 2016 (the Fourth Loan Amendment) and May 2017 (the Fifth Loan Amendment and, collectively with the 2014 Loan Agreement, the First Loan Amendment, the Second Loan Amendment, the Third Loan Amendment and the Fourth Loan Amendment, the Term Loan Agreement). Under the 2014 Loan Agreement, Hercules made an advance in the initial principal amount of $10,000,000 to Limited at closing to provide Limited with additional working capital for general corporate purposes and to repay a 2013 term loan with Silicon Valley Bank. Hercules made an additional advance of $25,000,000 to Limited in September 2014, following the approval of ILUVIEN by the FDA to fund the pSivida Milestone Payment. The 2014 Loan Agreement provided for interest only payments through November 2015. Interest on the 2014 Term Loan accrued at a floating per annum rate equal to the greater of (i) 10.90% , or (ii) the sum of (A) 7.65% , plus (B) the prime rate. Following the interest only period the 2014 Term Loan was due and payable to Hercules in equal monthly payments of principal and interest through May 1, 2018. First Loan Amendment In November 2015, Limited and Hercules amended the 2014 Loan Agreement to extend the interest only payments through May 2017. In connection with the First Loan Amendment, Limited paid to Hercules an amendment fee of $262,500 and agreed to make an additional payment of $1,050,000 , equal to 3% of the 2014 Term Loan at the time of the final payment (End of Term Payment). Limited and the Company, on a consolidated basis with the Company’s other subsidiaries (the Consolidated Group), agreed to customary affirmative and negative covenants and events of default in connection with these arrangements. The occurrence of an event of default could result in the acceleration of Limited’s obligations under the Term Loan Agreement and an increase to the applicable interest rate and would permit Hercules to exercise remedies with respect to the collateral under the Term Loan Agreement. In connection with the First Loan Amendment, Limited agreed to covenants regarding certain revenue thresholds and a liquidity threshold. Second Loan Amendment In January 2016, the revenue threshold covenant was not met by the Consolidated Group and as a result, in March 2016, Limited and Hercules entered into the Second Loan Amendment, which further amended certain terms of the 2014 Loan Agreement. In conjunction with the Second Loan Amendment, Hercules waived this covenant violation. The Second Loan Amendment adjusted the revenue covenant to a rolling three-month calculation, first measured for the three months ended May 31, 2016. In addition, the Second Loan Amendment increased the liquidity covenant. Upon execution of the Second Loan Amendment, Limited paid Hercules an amendment fee of $350,000 and agreed to increase the End of Term Payment to $1,400,000 from $1,050,000 , which is payable in May 2018. The Company concluded that the Second Loan Amendment resulted in a substantial modification of the terms of debt when considered with the First Loan Amendment in accordance with the guidance in ASC 470-50, Debt . As a result, the Company accounted for the Second Loan Amendment as an extinguishment and recognized a loss on early extinguishment of debt of approximately $2,564,000 within the consolidated statement of operations for the year ended December 31, 2016. The loss on early extinguishment consisted primarily of the unamortized debt discount associated with the warrant and debt issuance costs incurred prior to the Second Loan Amendment, the incremental fair value of the warrant as a result of modifying the terms of the warrant and the debt issuance costs of $360,000 paid to Hercules for the Second Loan Amendment. Third Loan Amendment and July 2016 Waiver In May 2016, Limited and Hercules entered into the Third Loan Amendment to expand the definition of liquidity to allow for the inclusion of cash of up to $2,000,000 in bank accounts outside of the U.S. and the United Kingdom. In July 2016, Limited obtained a waiver of the requirements of the liquidity covenant (the Waiver) because the Consolidated Group was not in compliance with the liquidity covenant as of June 30, 2016. The Waiver cured the default of the liquidity covenant then existing under the Term Loan Agreement and decreased the liquidity requirement. In addition, the Waiver modified the three-month revenue covenant so that it was not measured at July 31, 2016 and reduced the three-month revenue target to be measured at August 31, 2016. Following execution of the Waiver, Limited incurred a weekly ticking fee equal to 0.05% multiplied by the outstanding principal amount through the closing of the Company’s public offering in August 2016 (see Note 12), totaling $65,000 . Further, Limited paid Hercules a fee of $350,000 associated with the Waiver. Fourth Loan Amendment In October 2016, Limited entered into the Fourth Loan Amendment with Hercules, which further amended certain terms of the Term Loan Agreement. Pursuant to the terms of the Fourth Loan Amendment, Hercules agreed to provide up to an additional $10,000,000 to Limited with (i) the first $5,000,000 available at Limited’s option through June 30, 2017 subject to (A) the Consolidated Group’s achievement of $12,000,000 in trailing three month net product revenue and (B) no event of default having occurred since October 20, 2016 (the Effective Date) and (ii) the second $5,000,000 available at Limited’s option through December 31, 2017 subject to (A) the Consolidated Group’s achievement of $15,000,000 in trailing three month net product revenue, (B) no event of default having occurred since the Effective Date and (C) the prior $5,000,000 having been advanced to Limited (the Additional Advances and, together with the 2014 Term Loan, the Term Loan). The Consolidated Group did not achieve the trailing three month net product revenue threshold prior to June 30, 2017 and as a result the additional $10,000,000 is not available to Limited. The Fourth Loan Amendment provides for interest only payments through November 30, 2018 (the Interest-Only Period). Pursuant to the Fourth Loan Amendment, interest on the Term Loan accrues at a floating per annum rate equal the greater of (i) 11.0% and (ii) the sum of (A) 11.0% plus (B) the prime rate as reported in The Wall Street Journal, or if not reported, the prime rate most recently reported in The Wall Street Journal, minus 3.5% . In addition to the interest described above, the principal balance of the Term Loan will bear “payment-in kind” interest at the rate of 1.0% (PIK Interest), which PIK Interest will be added to the outstanding principal balance of the Term Loan so as to increase the outstanding principal balance of the Term Loan on each payment date for the Term Loan and which amount will be payable when the aggregate outstanding principal amount of the Term Loan is payable. The Term Loan will be due and payable to Hercules in 24 equal monthly payments of principal and interest following the Interest-Only Period beginning on December 1, 2018 and matures in full on November 1, 2020. The interest rate on the Term Loan Agreement was 11.75% as of June 30, 2017. Limited paid Hercules a facility charge of $337,500 and reimbursed Hercules for legal and diligence fees incurred in connection with the Fourth Loan Amendment. If Limited prepays the Term Loan, it will pay Hercules a prepayment penalty (i) if such amounts are prepaid in any of the first 12 months following the Effective Date, equal to 3.0% of the principal amount of the Term Loan being repaid, (ii) if such amounts are prepaid after 12 months but prior to 24 months following the Effective Date, equal to 2.0% of the principal amount of the Term Loan being repaid, and (iii) if such amounts are prepaid at any time thereafter, equal to 1.0% of the principal amount of the Term Loan being repaid. The Consolidated Group also agreed to customary affirmative and negative covenants, including, without limitation, covenants relating to minimum liquidity, minimum trailing six-month net revenue and adjusted EBITDA and events of default in connection with these arrangements. The occurrence of an event of default could result in the acceleration of Limited’s obligations under the Term Loan Agreement, as amended by the Fourth Loan Amendment and an increase to the applicable interest rate and would permit Hercules to exercise remedies with respect to the collateral under the Term Loan Agreement, as amended by the Fourth Loan Amendment. In the event that the Company maintains $35,000,000 in liquidity, including cash and eligible accounts receivable, at the end of the month and has not been and is not in breach of the amended debt facility, the six-month trailing revenue covenant is waived for such month. As of June 30, 2017, the Company was in compliance with its debt covenants. Fifth Loan Amendment In May 2017, Limited entered into the Fifth Loan Amendment with Hercules, which further amended and clarified certain terms of the Term Loan Agreement. The amendment was not material. General Discussion of the Term Loan Agreement Pursuant to the Term Loan Agreement, Limited’s obligations to Hercules are secured by a first-priority security interest in substantially all of Limited’s assets, excluding intellectual property. Hercules does, however, maintain a negative pledge on Limited’s intellectual property requiring Hercules’ consent prior to the sale of such intellectual property. The Company and certain of the Company’s other subsidiaries are guarantors of the obligations of Limited to Hercules under the Term Loan Agreement pursuant to separate guaranty agreements between Hercules and each of Limited and such subsidiaries (Guaranties). Pursuant to the Guaranties, the Company and these subsidiaries granted Hercules a first-priority security interest in substantially all of their respective assets excluding intellectual property. The Term Loan Agreement also places limitations on the Company’s ability to declare or pay any dividend or distribution on any shares of capital stock. 2014 Warrant In connection with Limited entering into the 2014 Loan Agreement, the Company issued a warrant to Hercules to purchase up to 285,016 shares of the Company’s common stock at an exercise price of $6.14 per share (the 2014 Warrant). Sixty percent of the 2014 Warrant was exercisable at the closing in April 2014 and the remaining forty percent became exercisable upon the funding of the additional $25,000,000 to Limited in September 2014. The Company agreed to amend the 2014 Warrant in connection with the First Loan Amendment to increase the number of shares issuable upon exercise to 660,377 and decrease the exercise price to $2.65 per share. Upon entering into the Second Loan Amendment, the Company agreed to further amend the 2014 Warrant to increase the number of shares issuable upon exercise to 862,069 and decrease the exercise price to $2.03 per share. In connection with the July 2016 Waiver, the Company agreed to further amend the 2014 Warrant to increase the number of shares issuable upon exercise to 1,258,993 and decrease the exercise price to $1.39 per share. 2016 Warrant In connection with Limited entering into the Fourth Loan Amendment, the Company agreed to issue a new warrant to Hercules (the 2016 Warrant) to purchase up to 458,716 shares of the Company’s common stock at an exercise price of $1.09 per share, which was equal to $500,000 divided by the lowest volume-weighted average sale price for a share of the Company’s common stock reported over any ten consecutive trading days during the period commencing on and including September 23, 2016 and ending on the earlier to occur of (i) December 30, 2016 (inclusive of such date), and (ii) the second trading day immediately preceding the date of closing of a merger event (as defined in the 2016 Warrant). Fair Value of Debt The weighted average interest rates of the Company’s notes payable approximate the rate at which the Company could obtain alternative financing and the fair value of the warrants that were issued in connection with the Company’s notes payable are immaterial. Therefore, the carrying amount of the notes approximated their fair value at June 30, 2017 and December 31, 2016. |
Loss Per Share (EPS)
Loss Per Share (EPS) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Loss Per Share (EPS) | LOSS PER SHARE (EPS) Basic EPS is calculated in accordance with ASC 260, Earnings per Share , by dividing net income or loss attributable to common stockholders by the weighted average common stock outstanding. Diluted EPS is calculated in accordance with ASC 260 by adjusting weighted average common shares outstanding for the dilutive effect of common stock options, warrants and convertible preferred stock. In periods where a net loss is recorded, no effect is given to potentially dilutive securities, since the effect would be anti-dilutive. Common stock equivalent securities that would potentially dilute basic EPS in the future, but were not included in the computation of diluted EPS because to do so would have been anti-dilutive, were as follows: Three Months Ended June 30, Six Months Ended 2017 2016 2017 2016 Series A convertible preferred stock 9,022,556 9,022,556 9,022,556 9,022,556 Series B convertible preferred stock 8,416,251 8,416,251 8,416,251 8,416,251 Series A convertible preferred stock warrants 4,511,279 4,511,279 4,511,279 4,511,279 Common stock warrants 1,795,663 940,023 1,795,663 940,023 Stock options 11,496,801 10,648,702 11,496,801 10,648,702 Restricted stock units 861,430 — 861,430 — Total 36,103,980 33,538,811 36,103,980 33,538,811 |
Preferred Stock
Preferred Stock | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Preferred Stock | PREFERRED STOCK Series A Convertible Preferred Stock On October 2, 2012, the Company closed its preferred stock financing in which it sold units consisting of 1,000,000 shares of Series A Convertible Preferred Stock and warrants to purchase 300,000 shares of Series A Convertible Preferred Stock for gross proceeds of $40,000,000 , prior to the payment of approximately $560,000 of related issuance costs. The powers, preferences and rights of the Series A Convertible Preferred Stock are set forth in the certificate of designation filed by the Company with the Secretary of State of the State of Delaware on October 1, 2012. Each share of Series A Convertible Preferred Stock, including any shares of Series A Convertible Preferred Stock issued upon exercise of the warrants, is convertible into shares of the Company’s common stock at any time at the option of the holder at the rate equal to $40.00 divided by $2.66 (Conversion Price). The initial Conversion Price was subject to adjustment based on certain customary price based anti-dilution adjustments. These adjustment features lapsed in September 2014. Each share of Series A Convertible Preferred Stock shall automatically be converted into shares of common stock at the then-effective Conversion Price upon the occurrence of the later to occur of both (i) the Company receives and publicly announces the approval by the FDA of the Company’s NDA for ILUVIEN and (ii) the date on which the Company consummates an equity financing transaction pursuant to which the Company sells to one or more third party investors either (a) shares of common stock or (b) other equity securities that are convertible into shares of common stock and that have rights, preference or privileges, senior to or on a parity with, the Series A Convertible Preferred Stock, in each case having an as-converted per share of common stock price of not less than $10.00 and that results in total gross proceeds to the Company of at least $30,000,000 . The rights and preferences of Series A Convertible Preferred Stock also place limitations on the Company’s ability to declare or pay any dividend or distribution on any shares of capital stock. Each unit sold in the preferred stock financing included a warrant to purchase 0.30 shares of Series A Convertible Preferred Stock at an exercise price equal to $44.00 per share. At the election of the holder of a warrant, the warrant may be exercised for the number of shares of common stock then issuable upon conversion of the Series A Convertible Preferred Stock that would otherwise be issued upon such exercise at the then-effective Conversion Price. These warrants are considered derivative instruments because the agreements provide for settlement in Series A Convertible Preferred Stock shares or common stock shares at the option of the holder, an adjustment to the warrant exercise price for common shares at some point in the future and contain anti-dilution provisions whereby the number of shares for which the warrants are exercisable and/or the exercise price of the warrants are subject to change in the event of certain issuances of stock at prices below the then-effective exercise price of the warrants. Therefore, the warrants were recorded as a liability at issuance. The warrant anti-dilution provisions lapsed in September 2014. At June 30, 2017 and December 31, 2016 , the fair market value of the warrants was estimated to be approximately $0 and $188,000 , respectively. During the three months ended June 30, 2017 and 2016, the Company recorded gains of $21,000 and $824,000 , respectively, as a result of the change in fair value of the warrants. During the six months ended June 30, 2017 and 2016, the Company recorded gains of $188,000 and $2,343,000 , respectively, as a result of the change in fair value of the warrants. The rights to exercise these warrants expire on October 1, 2017. In 2014, 6,015,037 shares of common stock were issued pursuant to the conversion of 400,000 shares of Series A Convertible Preferred Stock. As of June 30, 2017, there were 600,000 shares of Series A Convertible Preferred Stock issued and outstanding. Series B Convertible Preferred Stock On December 12, 2014, the Company closed a preferred stock financing in which it sold 8,291.873 shares of Series B Convertible Preferred Stock for a purchase price of $6,030 per share, or an aggregate purchase price of $50,000,000 , prior to the payment of approximately $432,000 of related issuance costs. The Company issued an additional 124.378 shares of Series B Convertible Preferred Stock as a subscription premium to the purchasers. The powers, preferences and rights of the Series B Convertible Preferred Stock are set forth in the certificate of designation filed by the Company with the Secretary of State of the State of Delaware. Each share of Series B Convertible Preferred Stock is convertible into 1,000 shares of the Company’s common stock at any time at the option of the holder, provided that the holder will be prohibited from converting Series B Convertible Preferred Stock into shares of the Company’s common stock if, as a result of such conversion, the holder, together with its affiliates, would own more than 9.98% of the total number of shares of the Company’s common stock then issued and outstanding. The Series B Convertible Preferred Stock ranks junior to the Company’s existing Series A Convertible Preferred Stock and senior to the Company’s common stock, with respect to rights upon liquidation. The Series B Convertible Preferred Stock ranks junior to all existing and future indebtedness. Except as otherwise required by law (or with respect to approval of certain actions), the Series B Convertible Preferred Stock do not have voting rights. The Series B Convertible Preferred Stock is not redeemable at the option of the holder. The Series B Convertible Preferred Stock is not subject to any price-based or other anti-dilution protections and does not provide for any accruing dividends. The Company determined that the conversion option of the Series B Convertible Preferred Stock represented a beneficial conversion feature, as the conversion feature had intrinsic value to the holder on the commitment date as a result of the subscription premium. Therefore, the Company recorded a beneficial conversion feature of $750,000 as an increase in additional paid in capital. Because the Series B Convertible Preferred Stock was immediately convertible into common stock at the option of the holder at issuance, the Company immediately accreted the full value of the beneficial conversion feature to the carrying value of the Series B Convertible Preferred Stock on that date. |
Common Stock
Common Stock | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Common Stock | COMMON STOCK In September 2014, the Company entered into a sales agreement with Cowen and Company, LLC (Cowen) to offer shares of its common stock from time to time through Cowen for the offer and sale of the shares up to an aggregate offering price of $35,000,000 . During the three and six months ended June 30, 2017, the Company sold a total of 2,140,713 shares of its common stock at a weighted average purchase price of $1.40 per share resulting in gross proceeds of $3,001,000 , prior to the payment of approximately $108,000 of sales agent discounts and commissions and related issuance costs. During the year ended December 31, 2016, the Company sold a total of 662,779 shares of its common stock at a weighted average purchase price of $1.83 per share, resulting in gross proceeds of $1,211,000 , prior to the payment of approximately $62,000 of sales agent discounts and commissions and related issuance costs. Proceeds from the offering were used for general corporate and working capital purposes. As of June 30, 2017, the Company can sell up to approximately $18,503,000 of its common stock under the terms of the sales agreement with Cowen. Subsequent to June 30, 2017 the Company sold additional shares via the Company’s at-the-market offering facility (see Note 17). The Company does not plan to sell additional shares under the sales agreement, which expires on August 13, 2017. In addition, in August, 2016, pursuant to an underwriting agreement with Cowen, as representative of the several underwriters named therein, the Company closed a public offering in which it sold 18,900,000 shares of its common stock at a price to the public of $1.40 per share. The offering resulted in gross proceeds of $26,460,000 , prior to the payment of approximately $1,309,000 of underwriter discounts and commissions and related issuance costs. During the three and six months ended June 30, 2017 and 2016, 38,732 and 41,413 shares of the Company’s common stock were acquired through its employee stock purchase plan resulting in proceeds of $41,000 and $78,000 , respectively. |
Stock Incentive Plans
Stock Incentive Plans | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plans | STOCK INCENTIVE PLANS Stock Option Plans During the three months ended June 30, 2017 and 2016, the Company recorded compensation expense related to stock options of approximately $1,007,000 and $1,304,000 , respectively. During the six months ended June 30, 2017 and 2016, the Company recorded compensation expense related to stock options of approximately $1,979,000 and $2,568,000 , respectively. As of June 30, 2017, the total unrecognized compensation cost related to non-vested stock options granted was $6,980,000 and is expected to be recognized over a weighted average period of 2.18 years . The following table presents a summary of stock option activity for the three and six months ended June 30, 2017 and 2016: Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options outstanding at beginning of period 11,696,269 $ 3.00 10,626,077 $ 3.32 10,804,412 $ 3.22 9,475,890 $ 3.43 Grants 336,300 1.39 192,500 1.59 1,648,800 1.23 1,420,500 2.34 Forfeitures (535,768 ) 3.04 (120,647 ) 2.81 (956,411 ) 2.93 (198,460 ) 3.10 Exercises — — (49,228 ) 1.80 — — (49,228 ) 1.80 Options outstanding at period end 11,496,801 2.96 10,648,702 3.30 11,496,801 2.96 10,648,702 3.30 Options exercisable at period end 7,599,761 3.25 6,739,491 3.28 7,599,761 3.25 6,739,491 3.28 Weighted average per share fair value of options granted during the period $ 1.07 $ 1.19 $ 0.95 $ 1.77 The following table provides additional information related to outstanding stock options, exercisable stock options and stock options expected to vest as of June 30, 2017 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding 11,496,801 $ 2.96 6.69 years $ 282 Exercisable 7,599,761 3.25 5.61 years 28 Outstanding, vested and expected to vest 11,028,468 2.99 6.59 years 240 The following table provides additional information related to outstanding stock options, exercisable stock options and stock options expected to vest as of December 31, 2016 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding 10,804,412 $ 3.22 6.45 years $ — Exercisable 7,363,400 3.29 5.42 years — Outstanding, vested and expected to vest 10,374,846 3.23 6.35 years — Employee Stock Purchase Plan During the three months ended June 30, 2017 and 2016, the Company recorded compensation expense related to its employee stock purchase plan of approximately $7,000 and $19,000 , respectively. During the six months ended June 30, 2017 and 2016, the Company recorded compensation expense related to its employee stock purchase plan of approximately $20,000 and $52,000 , respectively. Restricted Stock Units During the six months ended June 30, 2017, the Company granted 949,330 restricted stock units (RSUs) to its employees in lieu of a cash bonus program for 2017. As of June 30, 2017, 861,430 RSUs were outstanding. During the three and six months ended June 30, 2017, the Company recorded compensation expense related these RSUs of approximately $219,000 and $401,000 , respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES In accordance with ASC 740, Income Taxes, the Company recognizes deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of its assets and liabilities at the enacted tax rates in effect for the year in which the differences are expected to reverse. The Company records a valuation allowance against its net deferred tax asset to reduce the net carrying value to an amount that is more likely than not to be realized. At the end of each interim period, the Company makes its best estimate of the effective tax rate expected to be applicable for the full fiscal year. This estimate reflects, among other items, the Company’s best estimate of operating results and foreign currency exchange rates. The Company’s quarterly income tax rate may differ from its estimated annual effective tax rate because accounting standards require the Company to exclude the actual results of certain entities expected to generate a pretax loss when applying the estimated annual effective tax rate to the Company’s consolidated pretax results in interim periods. In estimating the annual effective tax rate, the Company does not include the estimated impact of unusual and/or infrequent items, including the reversal of valuation allowances, which may cause significant variations in the customary relationship between income tax expense (benefit) and pretax income (loss) in quarterly periods. The income tax expense (benefit) for such unusual and/or infrequent items is recorded in the quarterly period such items are incurred. The Company’s income tax expense and resulting effective tax rate are based upon the respective estimated annual effective tax rates applicable for the respective periods adjusted for the effects of items required to be treated as discrete to the period, including changes in tax laws, changes in estimated exposures for uncertain tax positions and other items. The Company’s effective tax rate for the six months ended June 30, 2017 properly excluded tax benefits associated with year-to-date pre-tax losses generated in the U.S. and the Netherlands. Income tax positions are considered for uncertainty in accordance with ASC 740-10. The Company has recorded unrecognized tax benefits related to research and development tax credits. In accordance with ASC 740-10, such attributes are reduced to the amount that is expected to be recognized in the future. The Company has not accrued interest or penalties as no research and development credits have been utilized due to significant net operating losses (NOLs) available. The Company does not expect any decreases to the unrecognized tax benefits within the next twelve months due to any lapses in statute of limitations. Tax years since 2003 remain subject to examination in Georgia, Tennessee and at the federal level. The time period is longer than the standard statutory 3-year period due to NOLs from 2003 being available for utilization. The statute of limitations on these years will close when the NOLs expire or when the statute closes on the years in which the NOLs are utilized. Tax years since 2012 remain subject to examination in the United Kingdom and the Netherlands. Tax years since 2013 remain subject to examination in Germany. Significant management judgment is involved in determining the provision for income taxes, deferred tax assets and liabilities and any valuation allowance recorded against net deferred tax assets. Due to uncertainties with respect to the realization of deferred tax assets due to the history of operating losses, a valuation allowance has been established against the net deferred tax asset balance in the U.S. and the Netherlands. The valuation allowance is based on management’s estimates of taxable income in the jurisdictions in which the Company operates and the period over which deferred tax assets will be recoverable. In the event that actual results differ from these estimates or the Company adjusts these estimates in future periods, a change in the valuation allowance may be needed, which could materially impact its financial position and results of operations. At December 31, 2016, the Company had federal NOL carry-forwards of approximately $104,944,000 and state NOL carry-forwards of approximately $83,270,000 available to reduce future taxable income. The Company’s federal NOL carry-forwards remain fully reserved as of June 30, 2017. If not utilized, the federal NOL carry-forwards will expire at various dates between 2029 and 2035 and the state NOL carry-forwards will expire at various dates between 2020 and 2035. NOL carry-forwards may be subject to annual limitations under Internal Revenue Code (IRC) Section 382 (Section 382) (or comparable provisions of state law) in the event that certain changes in ownership of the Company were to occur. The Company periodically evaluates its NOL carry-forwards and whether certain changes in ownership have occurred that would limit the Company’s ability to utilize a portion of its NOL carry-forwards. If it is determined that significant ownership changes have occurred since the Company generated its NOL carry-forwards, it may be subject to annual limitations on the use of these NOL carry-forwards under Section 382 (or comparable provisions of state law). The Company has determined that a Section 382 change in ownership occurred in late 2015. Therefore, the annual utilization of the Company’s NOLs are subject to certain limitations under Section 382 and other limitations under state tax laws. The Company is currently in the process of calculating these limitations. Any reduction to the Company’s NOL deferred tax asset due to the annual Section 382 limitation and the NOL carryforward period would result in an offsetting reduction in valuation allowance recorded against the NOL deferred tax asset. Therefore, any limitation would not have an impact on the statements of operations for the periods presented. The results of the analysis on the impact to the Company’s NOLs will be disclosed at a later date. As of December 31, 2016, the Company had cumulative book losses in foreign subsidiaries of $92,939,000 . The Company has not recorded a deferred tax asset for the excess of tax over book basis in the stock of its foreign subsidiaries. The Company anticipates that its foreign subsidiaries will be profitable and have earnings in the future. Once the foreign subsidiaries do have earnings, the Company intends to indefinitely reinvest in its foreign subsidiaries all undistributed earnings of and original investments in such subsidiaries. As a result, the Company has not recorded a deferred tax liability related to excess of book over tax basis in the stock of its foreign subsidiaries in accordance with ASC 740-30-25. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value | FAIR VALUE The Company applies ASC 820, Fair Value Measurements , in determining the fair value of certain assets and liabilities. Under this standard, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. The hierarchy of those valuation approaches is broken down into three levels based on the reliability of inputs as follows: Level 1 inputs are quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. An active market for the asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. The valuation under this approach does not entail a significant degree of judgment. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include: quoted prices for similar assets or liabilities in active markets, inputs other than quoted prices that are observable for the asset or liability, (e.g., interest rates and yield curves observable at commonly quoted intervals or current market) and contractual prices for the underlying financial instrument, as well as other relevant economic measures. Level 3 inputs are unobservable inputs for the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. There have been no changes in the methodologies used at June 30, 2017 and December 31, 2016. The following fair value table presents information about the Company’s assets and liabilities measured at fair value on a recurring basis: June 30, 2017 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents (1) $ — $ — $ — $ — Assets measured at fair value $ — $ — $ — $ — Liabilities: Derivative warrant liability (2) $ — $ — $ — $ — Liabilities measured at fair value $ — $ — $ — $ — December 31, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents (1) $ — $ — $ — $ — Assets measured at fair value $ — $ — $ — $ — Liabilities: Derivative warrant liability (2) $ — $ 188 $ — $ 188 Liabilities measured at fair value $ — $ 188 $ — $ 188 (1) The carrying amounts approximate fair value due to the short-term maturities of the cash equivalents. (2) The Company uses the Black-Scholes option pricing model and assumptions that consider, among other variables, the fair value of the underlying stock, risk-free interest rate, volatility, expected life and dividend rates in estimating fair value for the warrants considered to be derivative instruments. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION For the three and six months ended June 30, 2017 and 2016, there were only two customers within the U.S. segment. These two customers, which are large pharmaceutical distributors, accounted for 78% and 75% of the Company’s consolidated revenues for the three months ended June 30, 2017 and 2016, respectively. These two customers also accounted for 74% of the Company’s consolidated revenues in both the six months ended June 30, 2016 and 2017, respectively. These same two customers within the U.S. segment accounted for approximately 84% and 90% of the Company’s consolidated accounts receivable at June 30, 2017 and December 31, 2016, respectively. The Company’s chief operating decision maker is the Chief Executive Officer (CEO). While the CEO is apprised of a variety of financial metrics and information, the business is principally managed and organized based upon geographic and regulatory environment. Each segment is separately managed and is evaluated primarily upon segment income or loss from operations. Non-cash items including stock-based compensation expense and depreciation and amortization are categorized as Other within the table below. The following table presents a summary of the Company’s reporting segments for the three months ended June 30, 2017 and 2016: Three Months Ended Three Months Ended U.S. International Other Consolidated U.S. International Other Consolidated (In thousands) NET REVENUE $ 8,056 $ 2,312 $ — $ 10,368 $ 7,208 $ 2,349 $ — $ 9,557 COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION (503 ) (266 ) — (769 ) (368 ) (188 ) — (556 ) GROSS PROFIT 7,553 2,046 — 9,599 6,840 2,161 — 9,001 RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES 1,498 518 222 2,238 1,869 1,048 288 3,205 GENERAL AND ADMINISTRATIVE EXPENSES 1,828 476 708 3,012 2,126 1,164 749 4,039 SALES AND MARKETING EXPENSES 3,521 1,236 303 5,060 5,185 2,039 286 7,510 DEPRECIATION AND AMORTIZATION — — 667 667 — — 696 696 OPERATING EXPENSES 6,847 2,230 1,900 10,977 9,180 4,251 2,019 15,450 SEGMENT INCOME (LOSS) FROM OPERATIONS 706 (184 ) (1,900 ) (1,378 ) (2,340 ) (2,090 ) (2,019 ) (6,449 ) OTHER INCOME AND EXPENSES, NET — — (1,335 ) (1,335 ) — — (367 ) (367 ) NET LOSS BEFORE TAXES $ (2,713 ) $ (6,816 ) The following table presents a summary of the Company’s reporting segments for the six months ended June 30, 2017 and 2016: Six Months Ended Six Months Ended U.S. International Other Consolidated U.S. International Other Consolidated (In thousands) NET REVENUE $ 12,501 $ 4,485 $ — $ 16,986 $ 11,327 $ 4,031 $ — $ 15,358 COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION (951 ) (405 ) — (1,356 ) (590 ) (344 ) — (934 ) GROSS PROFIT 11,550 4,080 — 15,630 10,737 3,687 — 14,424 RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES 2,656 1,259 433 4,348 3,576 2,134 515 6,225 GENERAL AND ADMINISTRATIVE EXPENSES 3,531 1,395 1,350 6,276 4,047 1,878 1,509 7,434 SALES AND MARKETING EXPENSES 7,567 2,378 617 10,562 10,495 3,529 595 14,619 DEPRECIATION AND AMORTIZATION — — 1,333 1,333 — — 1,385 1,385 OPERATING EXPENSES 13,754 5,032 3,733 22,519 18,118 7,541 4,004 29,663 SEGMENT LOSS FROM OPERATIONS (2,204 ) (952 ) (3,733 ) (6,889 ) (7,381 ) (3,854 ) (4,004 ) (15,239 ) OTHER INCOME AND EXPENSES, NET — — (2,533 ) (2,533 ) — — (2,713 ) (2,713 ) NET LOSS BEFORE TAXES $ (9,422 ) $ (17,952 ) |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENT As disclosed in Note 8 License Agreements, the Company and pSivida entered into the New Collaboration Agreement on July 10, 2017. The specific terms of the New Collaboration Agreement are described in detail within Note 8 License Agreements. As discussed in notes 4 and 12, subsequent to June 30, 2017, the Company sold a total of 2,062,302 shares of its common stock at a weighted average purchase price of $1.45 per share, resulting in gross proceeds of $3,000,000 , prior to the payment of approximately $75,000 of sales agent discounts and commissions and related issuance costs. The Company does not plan to sell additional shares under the sales agreement with Cowen, which expires on August 13, 2017. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Accounting | BASIS OF PRESENTATION The Company has prepared the accompanying unaudited interim condensed consolidated financial statements and notes thereto (Interim Financial Statements) in accordance with accounting principles generally accepted in the U.S. (U.S. GAAP) for interim financial information and the instructions to Form 10-Q and Article 10-01 of Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying Interim Financial Statements reflect all adjustments, which include normal recurring adjustments, necessary to present fairly the Company’s interim financial information. The Interim Financial Statements and related notes should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2016 and related notes included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on March 3, 2017. The financial results for any interim period are not necessarily indicative of the expected financial results for the full year. Modification of Segment Footnote The Company modified its segment footnote for the three and six months ended June 30, 2016 for an immaterial change and removed, within the segment footnote, certain non-cash expenses including $1,323,000 of stock-based compensation expense and $696,000 of depreciation and amortization from the Company’s U.S. and International segments for the three months ended June 30, 2016 and $2,619,000 of stock-based compensation expense and $1,385,000 of depreciation and amortization from the Company’s U.S. and International segments for the six months ended June 30, 2016. These amounts are appropriately classified as Other within the segment footnote of these Interim Financial Statements. Additionally, in the Company’s Annual Report on Form 10-K filing for the year ended December 31, 2016, the Company disclosed that the Company’s chief operating decision maker separately managed and evaluated each segment primarily upon net loss from operations. The modification made in these financial statements clarifies that the chief operating decision maker manages and evaluates each segment based on net loss from operations adjusted for certain non-cash items, such as stock-based compensation expense and depreciation and amortization. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. Adoption of New Accounting Standards In August 2014, the FASB issued Accounting Standards Update (ASU) 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern . ASU 2014-15 requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. ASU 2014-15 applies to all entities and is effective for annual and interim reporting periods ending after December 15, 2016, with early adoption permitted. The adoption of this guidance did not have a material impact on the Company’s financial statements. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . This update requires entities to measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. This ASU is effective for annual reporting periods beginning after December 15, 2016 and interim periods within those years. The adoption of this guidance did not have a material impact on the Company’s financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718) . This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for interim and annual reporting periods beginning after December 15, 2016, although early adoption is permitted. The adoption of this guidance did not have a material impact on the Company’s financial statements. Accounting Standards Issued but Not Yet Effective In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , as subsequently amended. ASU 2014-09 provides a single, comprehensive revenue recognition model for all contracts with customers. The revenue guidance contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017 for public entities, with early adoption permitted in the annual reporting period beginning after December 15, 2016. The Company has evaluated the variable consideration provisions of the new guidance and does not believe there will be a material impact on the Company’s recognition of revenues. The Company anticipates adopting the new revenue standard using the modified retrospective transition method. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This standard requires all leases with durations greater than twelve months to be recognized on the balance sheet and is effective for interim and annual reporting periods beginning after December 15, 2018, although early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (Topic 230) . ASU 2016-15 is intended to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows and to eliminate the diversity in practice related to such classifications. The standard is effective for annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash . ASU 2016-18 requires a statement of cash flows to explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The standard is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company does not expect the impact of the adoption to have a material effect on its financial statements. |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consisted of the following: June 30, 2017 December 31, 2016 (In thousands) Component parts (1) $ 455 $ 115 Work-in-process (2) 480 18 Finished goods 208 353 Total inventory 1,143 486 Inventory reserve — (40 ) Inventory — net $ 1,143 $ 446 (1) Component parts inventory consists of manufactured components of the ILUVIEN applicator. (2) Work-in-process primarily consists of completed units of ILUVIEN that are undergoing, but have not completed, quality assurance testing or stability testing as required by regulatory authorities in Europe and the U.S. |
Intangible Asset (Tables)
Intangible Asset (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization expense as of June 30, 2017 for the remaining periods in the next five years and thereafter is as follows: Years Ending December 31 (In thousands) 2017 $ 978 2018 1,940 2019 1,940 2020 1,946 2021 1,940 Thereafter 10,898 Total $ 19,642 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Summary of Accrued Expenses | Accrued expenses consisted of the following: June 30, 2017 December 31, 2016 (In thousands) Accrued clinical investigator expenses $ 765 $ 1,122 Accrued compensation expenses 494 1,020 Accrued rebate, chargeback and other revenue reserves 374 809 Accrued End of Term Payment (Note 9) 1,400 — Other accrued expenses 696 807 Total accrued expenses $ 3,729 $ 3,758 |
Loss Per Share (EPS) (Tables)
Loss Per Share (EPS) (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of antidilutive securities excluded from computation of earnings per share | Common stock equivalent securities that would potentially dilute basic EPS in the future, but were not included in the computation of diluted EPS because to do so would have been anti-dilutive, were as follows: Three Months Ended June 30, Six Months Ended 2017 2016 2017 2016 Series A convertible preferred stock 9,022,556 9,022,556 9,022,556 9,022,556 Series B convertible preferred stock 8,416,251 8,416,251 8,416,251 8,416,251 Series A convertible preferred stock warrants 4,511,279 4,511,279 4,511,279 4,511,279 Common stock warrants 1,795,663 940,023 1,795,663 940,023 Stock options 11,496,801 10,648,702 11,496,801 10,648,702 Restricted stock units 861,430 — 861,430 — Total 36,103,980 33,538,811 36,103,980 33,538,811 |
Stock Incentive Plans (Tables)
Stock Incentive Plans (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of stock option transactions | The following table presents a summary of stock option activity for the three and six months ended June 30, 2017 and 2016: Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options outstanding at beginning of period 11,696,269 $ 3.00 10,626,077 $ 3.32 10,804,412 $ 3.22 9,475,890 $ 3.43 Grants 336,300 1.39 192,500 1.59 1,648,800 1.23 1,420,500 2.34 Forfeitures (535,768 ) 3.04 (120,647 ) 2.81 (956,411 ) 2.93 (198,460 ) 3.10 Exercises — — (49,228 ) 1.80 — — (49,228 ) 1.80 Options outstanding at period end 11,496,801 2.96 10,648,702 3.30 11,496,801 2.96 10,648,702 3.30 Options exercisable at period end 7,599,761 3.25 6,739,491 3.28 7,599,761 3.25 6,739,491 3.28 Weighted average per share fair value of options granted during the period $ 1.07 $ 1.19 $ 0.95 $ 1.77 |
Summary of additional stock option transactions | The following table provides additional information related to outstanding stock options, exercisable stock options and stock options expected to vest as of June 30, 2017 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding 11,496,801 $ 2.96 6.69 years $ 282 Exercisable 7,599,761 3.25 5.61 years 28 Outstanding, vested and expected to vest 11,028,468 2.99 6.59 years 240 The following table provides additional information related to outstanding stock options, exercisable stock options and stock options expected to vest as of December 31, 2016 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding 10,804,412 $ 3.22 6.45 years $ — Exercisable 7,363,400 3.29 5.42 years — Outstanding, vested and expected to vest 10,374,846 3.23 6.35 years — |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Assets Measured at Fair Value on Recurring Basis | The following fair value table presents information about the Company’s assets and liabilities measured at fair value on a recurring basis: June 30, 2017 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents (1) $ — $ — $ — $ — Assets measured at fair value $ — $ — $ — $ — Liabilities: Derivative warrant liability (2) $ — $ — $ — $ — Liabilities measured at fair value $ — $ — $ — $ — December 31, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents (1) $ — $ — $ — $ — Assets measured at fair value $ — $ — $ — $ — Liabilities: Derivative warrant liability (2) $ — $ 188 $ — $ 188 Liabilities measured at fair value $ — $ 188 $ — $ 188 (1) The carrying amounts approximate fair value due to the short-term maturities of the cash equivalents. (2) The Company uses the Black-Scholes option pricing model and assumptions that consider, among other variables, the fair value of the underlying stock, risk-free interest rate, volatility, expected life and dividend rates in estimating fair value for the warrants considered to be derivative instruments. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Reporting Segments | The following table presents a summary of the Company’s reporting segments for the three months ended June 30, 2017 and 2016: Three Months Ended Three Months Ended U.S. International Other Consolidated U.S. International Other Consolidated (In thousands) NET REVENUE $ 8,056 $ 2,312 $ — $ 10,368 $ 7,208 $ 2,349 $ — $ 9,557 COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION (503 ) (266 ) — (769 ) (368 ) (188 ) — (556 ) GROSS PROFIT 7,553 2,046 — 9,599 6,840 2,161 — 9,001 RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES 1,498 518 222 2,238 1,869 1,048 288 3,205 GENERAL AND ADMINISTRATIVE EXPENSES 1,828 476 708 3,012 2,126 1,164 749 4,039 SALES AND MARKETING EXPENSES 3,521 1,236 303 5,060 5,185 2,039 286 7,510 DEPRECIATION AND AMORTIZATION — — 667 667 — — 696 696 OPERATING EXPENSES 6,847 2,230 1,900 10,977 9,180 4,251 2,019 15,450 SEGMENT INCOME (LOSS) FROM OPERATIONS 706 (184 ) (1,900 ) (1,378 ) (2,340 ) (2,090 ) (2,019 ) (6,449 ) OTHER INCOME AND EXPENSES, NET — — (1,335 ) (1,335 ) — — (367 ) (367 ) NET LOSS BEFORE TAXES $ (2,713 ) $ (6,816 ) The following table presents a summary of the Company’s reporting segments for the six months ended June 30, 2017 and 2016: Six Months Ended Six Months Ended U.S. International Other Consolidated U.S. International Other Consolidated (In thousands) NET REVENUE $ 12,501 $ 4,485 $ — $ 16,986 $ 11,327 $ 4,031 $ — $ 15,358 COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION (951 ) (405 ) — (1,356 ) (590 ) (344 ) — (934 ) GROSS PROFIT 11,550 4,080 — 15,630 10,737 3,687 — 14,424 RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES 2,656 1,259 433 4,348 3,576 2,134 515 6,225 GENERAL AND ADMINISTRATIVE EXPENSES 3,531 1,395 1,350 6,276 4,047 1,878 1,509 7,434 SALES AND MARKETING EXPENSES 7,567 2,378 617 10,562 10,495 3,529 595 14,619 DEPRECIATION AND AMORTIZATION — — 1,333 1,333 — — 1,385 1,385 OPERATING EXPENSES 13,754 5,032 3,733 22,519 18,118 7,541 4,004 29,663 SEGMENT LOSS FROM OPERATIONS (2,204 ) (952 ) (3,733 ) (6,889 ) (7,381 ) (3,854 ) (4,004 ) (15,239 ) OTHER INCOME AND EXPENSES, NET — — (2,533 ) (2,533 ) — — (2,713 ) (2,713 ) NET LOSS BEFORE TAXES $ (9,422 ) $ (17,952 ) |
Nature of Operations (Detail)
Nature of Operations (Detail) - ILUVIEN | 6 Months Ended |
Jun. 30, 2017Patient | |
Nature Of Operations [Line Items] | |
Post-authorization open study period (in years) | 5 years |
Planned drug study, number of patients | 800 |
Number of patients | 562 |
Basis of Presentation (Details)
Basis of Presentation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Stock based compensation expense | $ 1,323 | $ 2,400 | $ 2,619 | |
Depreciation and amortization expense | $ 667 | $ 696 | $ 1,333 | $ 1,385 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Accounting Policies [Abstract] | ||||
Research and development expenses | $ 3 | $ 541 | $ 354 | $ 1,102 |
Going Concern (Details)
Going Concern (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Class of Stock [Line Items] | ||||||
Accumulated deficit | $ (386,566) | $ (386,566) | $ (377,074) | |||
Cash and cash equivalents | 26,882 | 26,882 | $ 16,627 | 30,979 | $ 31,075 | |
Proceeds from sale of common stock | 3,042 | $ 287 | ||||
Private placement | Common stock | ||||||
Class of Stock [Line Items] | ||||||
Proceeds from sale of common stock | $ 3,001 | $ 3,001 | $ 1,211 | |||
Subsequent Event | Private placement | Common stock | ||||||
Class of Stock [Line Items] | ||||||
Proceeds from sale of common stock | $ 3,000 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Inventory net realizable value | |||
Component parts | [1] | $ 455 | $ 115 |
Work-in-process | [2] | 480 | 18 |
Finished goods | 208 | 353 | |
Total inventory | 1,143 | 486 | |
Inventory reserve | 0 | (40) | |
Inventory — net | $ 1,143 | $ 446 | |
[1] | Component parts inventory consists of manufactured components of the ILUVIEN applicator. | ||
[2] | Work-in-process primarily consists of completed units of ILUVIEN that are undergoing, but have not completed, quality assurance testing or stability testing as required by regulatory authorities in Europe and the U.S. |
Intangible Asset - Narrative (D
Intangible Asset - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Oct. 31, 2014 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Aug. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Net intangible assets | $ 19,642,000 | $ 19,642,000 | $ 20,604,000 | $ 0 | |||
License | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Net intangible assets | 19,642,000 | 19,642,000 | $ 20,604,000 | ||||
Gross intangible assets | 25,000,000 | $ 25,000,000 | |||||
Useful life (in years) | 13 years | ||||||
Amortization of intangible assets | $ 484,000 | $ 484,000 | $ 962,000 | $ 967,000 | |||
pSivida | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Milestone payment after the first product approved by the FDA | $ 25,000,000 |
Intangible Asset - Future Amort
Intangible Asset - Future Amortization (Details) - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 | Aug. 31, 2014 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||
Total | $ 19,642,000 | $ 20,604,000 | $ 0 |
License | |||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||
2,017 | 978,000 | ||
2,018 | 1,940,000 | ||
2,019 | 1,940,000 | ||
2,020 | 1,946,000 | ||
2,021 | 1,940,000 | ||
Thereafter | 10,898,000 | ||
Total | $ 19,642,000 | $ 20,604,000 |
Accrued Expenses - Summary of A
Accrued Expenses - Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Summary of accrued expenses | ||
Accrued clinical investigator expenses | $ 765 | $ 1,122 |
Accrued compensation expenses | 494 | 1,020 |
Accrued rebate, chargeback and other revenue reserves | 374 | 809 |
Accrued End of Term Payment (Note 9) | 1,400 | 0 |
Other accrued expenses | 696 | 807 |
Total accrued expenses | $ 3,729 | $ 3,758 |
License Agreements (Details)
License Agreements (Details) - pSivida - USD ($) | Jul. 10, 2017 | Oct. 31, 2014 | Jun. 30, 2017 | Dec. 31, 2016 |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Share of net profits (percent) | 20.00% | |||
Share of any lump sum milestone payments received from a sub-licensee of ILUVIEN (percent) | 33.00% | |||
Recovery of commercialization costs (percent) | 20.00% | |||
Commercialization costs owed | $ 24,475,000 | |||
Capped future offset amount | $ 25,000,000 | |||
Commercialization costs receivable | 25,828,000 | |||
Commercialization cost receivable post adjustment | $ 24,475,000 | |||
Minimum days to require to revert license in case of breaches of contract | 30 days | |||
Maximum days to require to revert license in case of breaches of contract | 90 days | |||
Period of bankruptcy petition proceedings remains undismissed (in days) | 60 days | |||
Additional milestone payment after the first product approved by the FDA | $ 25,000,000 | |||
Subsequent Event | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Share of net profits (percent) | 20.00% | |||
Royalty payable on net revenue (as a percentage) | 2.00% | |||
Potential increase in royalty payable on net revenue (as a percentage) | 6.00% | |||
Additional royalty payable on global revenue (as a percentage) | 2.00% | |||
Payment for other related consideration | $ 75,000,000 | |||
Elimination of previous losses | 10,000,000 | |||
Recoverable amount to offset future royalty payments | $ 15,000,000 | |||
Reduction in royalty on net revenues up to threshold for first two years (as a percentage) | 4.00% | |||
Reduction in royalty on net revenues In excess of threshold for first two years (as a percentage) | 5.00% | |||
Reduction in royalty on net revenues up to threshold for third year and thereafter (as a percentage) | 5.20% | |||
Reduction in royalty on net revenues in excess of threshold for third year and thereafter (as a percentage) | 6.80% | |||
Additional elimination of previous losses | $ 5,000,000 |
Loan Agreements (Details)
Loan Agreements (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2016USD ($)payment$ / sharesshares | Aug. 31, 2016USD ($) | Nov. 30, 2015USD ($)$ / sharesshares | Apr. 30, 2014USD ($)$ / sharesshares | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($)$ / sharesshares | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($)$ / sharesshares | Dec. 31, 2016USD ($) | Jul. 31, 2016USD ($)$ / sharesshares | May 31, 2016USD ($) | Mar. 31, 2016USD ($) | Sep. 30, 2014USD ($) | |
Debt Instrument [Line Items] | |||||||||||||
Balloon payment to be paid | $ 1,400,000 | $ 1,400,000 | $ 0 | ||||||||||
Loss on early extinguishment of debt | 0 | $ 0 | 0 | $ 2,564,000 | |||||||||
Payments of debt issuance costs | 0 | $ 357,000 | |||||||||||
Common stock warrants | $ 3,707,000 | $ 3,707,000 | 3,707,000 | ||||||||||
Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | 2014 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Term loan amount | $ 25,000,000 | ||||||||||||
Number of shares called by warrants | shares | 285,016 | ||||||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 6.14 | ||||||||||||
Warrants exercisable (percent) | 60.00% | ||||||||||||
Warrants that will become exercisable upon obtaining additional financing amount (percent) | 40.00% | ||||||||||||
Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | First Loan Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Number of shares called by warrants | shares | 660,377 | ||||||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 2.65 | ||||||||||||
Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | Second Loan Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Number of shares called by warrants | shares | 862,069 | 862,069 | |||||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 2.03 | $ 2.03 | |||||||||||
Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | July 2016 Waiver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Number of shares called by warrants | shares | 1,258,993 | ||||||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 1.39 | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | 2014 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Company entitled to borrow | $ 35,000,000 | ||||||||||||
Term loan amount | $ 10,000,000 | $ 25,000,000 | |||||||||||
Interest rate on term loan (percent) | 10.90% | ||||||||||||
Effective interest rate (percentage) | 11.75% | 11.75% | |||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | 2014 Term Loan | Prime Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate (percent) | 7.65% | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | First Loan Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
An upfront fee payment to lenders | $ 263,000 | ||||||||||||
Balloon payment to be paid | $ 1,050,000 | ||||||||||||
Balloon payment, percent of principal | 3.00% | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | Second Loan Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
An upfront fee payment to lenders | $ 350,000 | $ 350,000 | |||||||||||
Balloon payment to be paid | $ 1,400,000 | ||||||||||||
Loss on early extinguishment of debt | 2,564,000 | ||||||||||||
Payments of debt issuance costs | $ 360,000 | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | Third Loan Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Minimum required cash balance per covenant | $ 2,000,000 | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | July 2016 Waiver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
An upfront fee payment to lenders | $ 350,000 | ||||||||||||
Weekly ticking fee (percent) | 0.05% | ||||||||||||
Ticking fee | $ 65,000 | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | Fourth Loan Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate on term loan (percent) | 11.00% | ||||||||||||
An upfront fee payment to lenders | $ 338,000 | ||||||||||||
Increase in borrowing capacity | $ 10,000,000 | ||||||||||||
Payment-in-kind interest rate | 1.00% | ||||||||||||
Number of monthly payments | payment | 24 | ||||||||||||
Prepayment Fee percentage within the first year | 3.00% | ||||||||||||
Prepayment fee percentage within the second year | 2.00% | ||||||||||||
Prepayment fee percentage after the second year | 1.00% | ||||||||||||
Debt covenant liquidity threshold | $ 35,000,000 | ||||||||||||
Number of shares called by warrants | shares | 458,716 | ||||||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 1.09 | ||||||||||||
Common stock warrants | $ 500,000 | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | Fourth Loan Amendment | Tranche One | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Increase in borrowing capacity | 5,000,000 | ||||||||||||
Revenue requirement | 12,000,000 | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | Fourth Loan Amendment | Tranche Two | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Increase in borrowing capacity | 5,000,000 | ||||||||||||
Revenue requirement | $ 15,000,000 | ||||||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | Fourth Loan Amendment | Prime Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate (percent) | 11.00% | ||||||||||||
Reduction in basis spread on variable rate | 3.50% |
Loss Per Share (EPS) - AntiDilu
Loss Per Share (EPS) - AntiDilutive Securities Excluded (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 36,103,980 | 33,538,811 | 36,103,980 | 33,538,811 |
Series A convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 9,022,556 | 9,022,556 | 9,022,556 | 9,022,556 |
Series B convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 8,416,251 | 8,416,251 | 8,416,251 | 8,416,251 |
Series A convertible preferred stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,511,279 | 4,511,279 | 4,511,279 | 4,511,279 |
Common stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,795,663 | 940,023 | 1,795,663 | 940,023 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 11,496,801 | 10,648,702 | 11,496,801 | 10,648,702 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 861,430 | 0 | 861,430 | 0 |
Preferred Stock (Details)
Preferred Stock (Details) - USD ($) | Dec. 12, 2014 | Oct. 02, 2012 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2014 | Dec. 31, 2016 |
Conversion of Stock [Line Items] | ||||||||
Estimated fair value of derivatives | $ 0 | $ 0 | $ 188,000 | |||||
Gain (loss) on change in fair value of derivatives | $ 21,000 | $ 824,000 | 188,000 | $ 2,343,000 | ||||
Payment of stock issuance cost | $ 108,000 | $ 52,000 | ||||||
Series A convertible preferred stock | ||||||||
Conversion of Stock [Line Items] | ||||||||
Number of preferred stock and warrants (in shares) | 1,000,000 | |||||||
Warrants to purchase additional shares (in shares) | 300,000 | |||||||
Gross proceeds under securities purchase agreement | $ 40,000,000 | |||||||
Estimated total stock issuance cost | $ 560,000 | |||||||
Conversion rate of Series A Convertible Preferred Stock issued upon exercise of warrants into common stock (in dollar per share) | $ 40 | |||||||
Initial conversion price (in dollars per share) | 2.66 | |||||||
Preferred stock converted to common stock per share (in dollars per share) | $ 10 | |||||||
Proceeds from issuance of preferred stock | $ 30,000,000 | |||||||
Proportion of each unit of shares (in shares) | 0.30 | |||||||
Exercise price of warrants (in dollars per share) | $ 44 | |||||||
Convertible securities converted (in shares) | 400,000 | |||||||
Preferred stock, shares issued | 600,000 | 600,000 | 600,000 | |||||
Preferred stock, shares outstanding | 600,000 | 600,000 | 600,000 | 600,000 | 600,000 | |||
Common stock | ||||||||
Conversion of Stock [Line Items] | ||||||||
Common stock issued upon conversion of convertible securities (in shares) | 6,015,037 | |||||||
Series B convertible preferred stock | ||||||||
Conversion of Stock [Line Items] | ||||||||
Preferred stock, shares issued | 8,416.251 | 8,416.251 | 8,416.251 | |||||
Preferred stock, shares outstanding | 8,416.251 | 8,416.251 | 8,416.251 | |||||
Issuance of stock (in shares) | 8,291.873 | |||||||
Share purchase price of shares issued (in dollars per share) | $ 6,030 | |||||||
Stock issued during period (in shares) | $ 50,000,000 | |||||||
Payment of stock issuance cost | $ 432,000 | |||||||
Shares issued upon conversion (in shares) | 1,000 | |||||||
Ownership interest after conversion (percent) | 9.98% | |||||||
Adjustment to APIC | $ 750,000 | |||||||
Series B convertible preferred stock | Over-Allotment Option | ||||||||
Conversion of Stock [Line Items] | ||||||||
Issuance of stock (in shares) | 124.378 |
Common Stock (Details)
Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Aug. 31, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Sep. 30, 2014 | |
Class of Stock [Line Items] | |||||||
Maximum value of common stock to be sold | $ 18,503 | $ 18,503 | $ 35,000 | ||||
Proceeds from sale of common stock | 3,042 | $ 287 | |||||
Payment of stock issuance cost | $ 108 | $ 52 | |||||
Stock acquired via employee stock purchase plan (in shares) | 38,732 | 41,413 | 38,732 | 41,413 | |||
Proceeds from employee stock plans | $ 41 | $ 78 | $ 41 | $ 78 | |||
Private placement | Common stock | |||||||
Class of Stock [Line Items] | |||||||
Issuance of stock (in shares) | 2,140,713 | 2,140,713 | 662,779 | ||||
Share purchase price of shares issued (in dollars per share) | $ 1.40 | $ 1.40 | $ 1.83 | ||||
Proceeds from sale of common stock | $ 3,001 | $ 3,001 | $ 1,211 | ||||
Payment of stock issuance cost | $ 108 | $ 108 | $ 62 | ||||
Public offering | Common stock | |||||||
Class of Stock [Line Items] | |||||||
Issuance of stock (in shares) | 18,900,000 | ||||||
Share purchase price of shares issued (in dollars per share) | $ 1.40 | ||||||
Proceeds from sale of common stock | $ 26,460 | ||||||
Payment of stock issuance cost | $ 1,309 |
Stock Incentive Plans - Additio
Stock Incentive Plans - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average contractual term | 5 years 7 months 8 days | 5 years 5 months 3 days | |||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 1,007 | $ 1,304 | $ 1,979 | $ 2,568 | |
Share-based compensation not yet recognized | 6,980 | $ 6,980 | |||
Weighted average contractual term | 2 years 2 months 4 days | ||||
Employee Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | 7 | $ 19 | $ 20 | $ 52 | |
Restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 219 | $ 401 | |||
Awards granted in period (in shares) | 949,330 | ||||
Awards outstanding (in shares) | 861,430 | 861,430 |
Stock Incentive Plans - Summary
Stock Incentive Plans - Summary of Stock Option Transactions (Detail) - $ / shares | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Options | |||||
Options outstanding at beginning of period (in shares) | 11,696,269 | 10,626,077 | 10,804,412 | 9,475,890 | |
Grants (in shares) | 336,300 | 192,500 | 1,648,800 | 1,420,500 | |
Forfeitures (in shares) | (535,768) | (120,647) | (956,411) | (198,460) | |
Exercises (in shares) | 0 | (49,228) | 0 | (49,228) | |
Options outstanding at year end (in shares) | 11,496,801 | 10,648,702 | 11,496,801 | 10,648,702 | |
Options exercisable at year end (in shares) | 7,599,761 | 6,739,491 | 7,599,761 | 6,739,491 | 7,363,400 |
Weighted average per share fair value of options granted during the period (in dollars per share) | $ 1.07 | $ 1.19 | $ 0.95 | $ 1.77 | |
Weighted Average Exercise Price | |||||
Options outstanding at beginning of period (in dollars per share) | 3 | 3.32 | 3.22 | 3.43 | |
Grants (in dollars per share) | 1.39 | 1.59 | 1.23 | 2.34 | |
Forfeitures (in dollars per share) | 3.04 | 2.81 | 2.93 | 3.10 | |
Exercises (in dollars per share) | 0 | 1.80 | 0 | 1.80 | |
Options outstanding at year end (in dollars per share) | 2.96 | 3.30 | 2.96 | 3.30 | |
Options exercisable at year end (in dollars per share) | $ 3.25 | $ 3.28 | $ 3.25 | $ 3.28 | $ 3.29 |
Stock Incentive Plans - Addit49
Stock Incentive Plans - Additional Stock Option Transactions (Detail) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2017 | Dec. 31, 2016 | Mar. 31, 2017 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | |
Outstanding Stock Options | ||||||
Outstanding, Shares | 11,496,801 | 10,804,412 | 11,696,269 | 10,648,702 | 10,626,077 | 9,475,890 |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 2.96 | $ 3.22 | $ 3 | $ 3.30 | $ 3.32 | $ 3.43 |
Outstanding, Weighted Average Remaining Contractual Term | 6 years 8 months 9 days | 6 years 5 months 13 days | ||||
Outstanding, Aggregate Intrinsic Value | $ 282 | $ 0 | ||||
Exercisable Stock Options | ||||||
Exercisable, Shares | 7,599,761 | 7,363,400 | 6,739,491 | |||
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 3.25 | $ 3.29 | $ 3.28 | |||
Exercisable, Weighted Average Remaining Contractual Term | 5 years 7 months 8 days | 5 years 5 months 3 days | ||||
Exercisable, Aggregate Intrinsic Value | $ 28 | $ 0 | ||||
Exercisable and expected to vest | ||||||
Outstanding, vested and expected to vest, Shares | 11,028,468 | 10,374,846 | ||||
Outstanding, vested and expected to vest, Weighted Average Exercise Price (in dollars per share) | $ 2.99 | $ 3.23 | ||||
Outstanding, vested and expected to vest, Weighted Average Remaining Contractual Term | 6 years 7 months 2 days | 6 years 4 months 7 days | ||||
Outstanding, vested and expected to vest, Aggregate Intrinsic Value | $ 240 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Operating Loss Carryforwards [Line Items] | |
Cumulative book losses in foreign subsidiaries | $ 92,939 |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carry-forwards | 104,944 |
State | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carry-forwards | $ 83,270 |
Fair Value (Details)
Fair Value (Details) - Recurring basis - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Assets: | |||
Cash equivalents | [1] | $ 0 | $ 0 |
Assets measured at fair value | 0 | 0 | |
Liabilities: | |||
Derivative warrant liability | [2] | 0 | 188 |
Liabilities measured at fair value | 0 | 188 | |
Level 1 | |||
Assets: | |||
Cash equivalents | [1] | 0 | 0 |
Assets measured at fair value | 0 | 0 | |
Liabilities: | |||
Derivative warrant liability | [2] | 0 | 0 |
Liabilities measured at fair value | 0 | 0 | |
Level 2 | |||
Assets: | |||
Cash equivalents | [1] | 0 | 0 |
Assets measured at fair value | 0 | 0 | |
Liabilities: | |||
Derivative warrant liability | [2] | 0 | 188 |
Liabilities measured at fair value | 0 | 188 | |
Level 3 | |||
Assets: | |||
Cash equivalents | [1] | 0 | 0 |
Assets measured at fair value | 0 | 0 | |
Liabilities: | |||
Derivative warrant liability | [2] | 0 | 0 |
Liabilities measured at fair value | $ 0 | $ 0 | |
[1] | The carrying amounts approximate fair value due to the short-term maturities of the cash equivalents. | ||
[2] | The Company uses the Black-Scholes option pricing model and assumptions that consider, among other variables, the fair value of the underlying stock, risk-free interest rate, volatility, expected life and dividend rates in estimating fair value for the warrants considered to be derivative instruments. |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017USD ($)customer | Jun. 30, 2016USD ($)customer | Jun. 30, 2017USD ($)customer | Jun. 30, 2016USD ($)customer | Dec. 31, 2016customer | |
Segment Reporting Information [Line Items] | |||||
NET REVENUE | $ 10,368 | $ 9,557 | $ 16,986 | $ 15,358 | |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | (769) | (556) | (1,356) | (934) | |
GROSS PROFIT | 9,599 | 9,001 | 15,630 | 14,424 | |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 2,238 | 3,205 | 4,348 | 6,225 | |
GENERAL AND ADMINISTRATIVE EXPENSES | 3,012 | 4,039 | 6,276 | 7,434 | |
SALES AND MARKETING EXPENSES | 5,060 | 7,510 | 10,562 | 14,619 | |
DEPRECIATION AND AMORTIZATION | 667 | 696 | 1,333 | 1,385 | |
OPERATING EXPENSES | 10,977 | 15,450 | 22,519 | 29,663 | |
SEGMENT INCOME (LOSS) FROM OPERATIONS | (1,378) | (6,449) | (6,889) | (15,239) | |
OTHER INCOME AND EXPENSES, NET | (1,335) | (367) | (2,533) | (2,713) | |
NET LOSS BEFORE TAXES | (2,713) | (6,816) | (9,422) | (17,952) | |
U.S. | |||||
Segment Reporting Information [Line Items] | |||||
NET REVENUE | 8,056 | 7,208 | 12,501 | 11,327 | |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | (503) | (368) | (951) | (590) | |
GROSS PROFIT | 7,553 | 6,840 | 11,550 | 10,737 | |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 1,498 | 1,869 | 2,656 | 3,576 | |
GENERAL AND ADMINISTRATIVE EXPENSES | 1,828 | 2,126 | 3,531 | 4,047 | |
SALES AND MARKETING EXPENSES | 3,521 | 5,185 | 7,567 | 10,495 | |
DEPRECIATION AND AMORTIZATION | 0 | 0 | 0 | 0 | |
OPERATING EXPENSES | 6,847 | 9,180 | 13,754 | 18,118 | |
SEGMENT INCOME (LOSS) FROM OPERATIONS | 706 | (2,340) | (2,204) | (7,381) | |
International | |||||
Segment Reporting Information [Line Items] | |||||
NET REVENUE | 2,312 | 2,349 | 4,485 | 4,031 | |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | (266) | (188) | (405) | (344) | |
GROSS PROFIT | 2,046 | 2,161 | 4,080 | 3,687 | |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 518 | 1,048 | 1,259 | 2,134 | |
GENERAL AND ADMINISTRATIVE EXPENSES | 476 | 1,164 | 1,395 | 1,878 | |
SALES AND MARKETING EXPENSES | 1,236 | 2,039 | 2,378 | 3,529 | |
DEPRECIATION AND AMORTIZATION | 0 | 0 | 0 | 0 | |
OPERATING EXPENSES | 2,230 | 4,251 | 5,032 | 7,541 | |
SEGMENT INCOME (LOSS) FROM OPERATIONS | (184) | (2,090) | (952) | (3,854) | |
Other Segments | |||||
Segment Reporting Information [Line Items] | |||||
NET REVENUE | 0 | 0 | 0 | 0 | |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | 0 | 0 | 0 | 0 | |
GROSS PROFIT | 0 | 0 | 0 | 0 | |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 222 | 288 | 433 | 515 | |
GENERAL AND ADMINISTRATIVE EXPENSES | 708 | 749 | 1,350 | 1,509 | |
SALES AND MARKETING EXPENSES | 303 | 286 | 617 | 595 | |
DEPRECIATION AND AMORTIZATION | 667 | 696 | 1,333 | 1,385 | |
OPERATING EXPENSES | 1,900 | 2,019 | 3,733 | 4,004 | |
SEGMENT INCOME (LOSS) FROM OPERATIONS | (1,900) | (2,019) | (3,733) | (4,004) | |
OTHER INCOME AND EXPENSES, NET | $ (1,335) | $ (367) | $ (2,533) | $ (2,713) | |
Customer Concentration Risk | Revenues | |||||
Segment Reporting Information [Line Items] | |||||
Number of customers | customer | 2 | 2 | 2 | 2,000 | |
Concentration risk percentage | 78.00% | 75.00% | 74.00% | 74.00% | |
Customer Concentration Risk | Accounts Receivable | |||||
Segment Reporting Information [Line Items] | |||||
Number of customers | customer | 2 | 2 | |||
Concentration risk percentage | 84.00% | 90.00% |
Subsequent Event Narrative (Det
Subsequent Event Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 01, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Subsequent Event [Line Items] | |||||
Proceeds from sale of common stock | $ 3,042 | $ 287 | |||
Payment of stock issuance cost | $ 108 | $ 52 | |||
Common Stock | Private placement | |||||
Subsequent Event [Line Items] | |||||
Issuance of stock (in shares) | 2,140,713 | 2,140,713 | 662,779 | ||
Share purchase price of shares issued (in dollars per share) | $ 1.40 | $ 1.40 | $ 1.83 | ||
Proceeds from sale of common stock | $ 3,001 | $ 3,001 | $ 1,211 | ||
Payment of stock issuance cost | $ 108 | $ 108 | $ 62 | ||
Common Stock | Private placement | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Issuance of stock (in shares) | 2,062,302 | ||||
Share purchase price of shares issued (in dollars per share) | $ 1.45 | ||||
Proceeds from sale of common stock | $ 3,000 | ||||
Payment of stock issuance cost | $ 75 |