Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 31, 2019 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | VTVT | |
Entity Registrant Name | vTv Therapeutics Inc. | |
Entity Central Index Key | 0001641489 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity File Number | 001-37524 | |
Entity Tax Identification Number | 473916571 | |
Entity Address, Address Line One | 4170 Mendenhall Oaks Pkwy | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Address, Postal Zip Code | 27265 | |
Entity Address, City or Town | High Point | |
Entity Address, State or Province | NC | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
City Area Code | 336 | |
Local Phone Number | 841-0300 | |
Class A Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 31,038,903 | |
Class B Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 23,094,221 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 1,462 | $ 1,683 |
Accounts receivable, net | 1,822 | |
Prepaid expenses and other current assets | 145 | 666 |
Current deposits | 367 | 1,124 |
Total current assets | 3,796 | 3,473 |
Restricted cash and cash equivalents, long-term | 2,500 | 2,500 |
Property and equipment, net | 54 | 70 |
Operating lease right-of-use assets | 167 | |
Long-term investments | 2,480 | 2,480 |
Long-term deposits | 75 | 36 |
Total assets | 9,072 | 8,559 |
Current liabilities: | ||
Accounts payable and accrued expenses | 8,326 | 7,702 |
Operating lease liabilities | 178 | |
Current portion of deferred revenue | 27 | 1,752 |
Current portion of notes payable | 8,646 | 9,383 |
Total current liabilities | 17,177 | 18,837 |
Notes payable, net of current portion | 2,185 | 6,330 |
Deferred revenue, net of current portion | 1,052 | 1,067 |
Warrant liability, related party | 1,240 | 2,436 |
Other liabilities | 260 | 260 |
Total liabilities | 21,914 | 28,930 |
Commitments and contingencies | ||
Redeemable noncontrolling interest | 37,060 | 62,482 |
Stockholders’ deficit: | ||
Additional paid-in capital | 167,125 | 150,595 |
Accumulated deficit | (217,557) | (233,883) |
Total stockholders’ deficit attributable to vTv Therapeutics Inc. | (49,902) | (82,853) |
Total liabilities, redeemable noncontrolling interest and stockholders’ deficit | 9,072 | 8,559 |
Class A Common Stock [Member] | ||
Stockholders’ deficit: | ||
Common stock value | 298 | 203 |
Total stockholders’ deficit attributable to vTv Therapeutics Inc. | 298 | 203 |
Class B Common Stock [Member] | ||
Stockholders’ deficit: | ||
Common stock value | 232 | 232 |
Total stockholders’ deficit attributable to vTv Therapeutics Inc. | $ 232 | $ 232 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 |
Class A Common Stock [Member] | ||
Common stock par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares outstanding | 29,826,782 | 20,347,065 |
Class B Common Stock [Member] | ||
Common stock par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares outstanding | 23,094,221 | 23,094,221 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenue | $ 1,828 | $ 2,473 | $ 2,749 | $ 4,537 |
Operating expenses: | ||||
Research and development | 4,228 | 8,594 | 7,050 | 17,537 |
General and administrative | 2,392 | 2,737 | 4,778 | 4,992 |
Total operating expenses | 6,620 | 11,331 | 11,828 | 22,529 |
Operating loss | (4,792) | (8,858) | (9,079) | (17,992) |
Other income | 1 | 1 | 36 | |
Other income – related party | 275 | 316 | 1,196 | 291 |
Interest income | 16 | 16 | 26 | 34 |
Interest expense | (514) | (870) | (1,140) | (1,725) |
Loss before income taxes and noncontrolling interest | (5,014) | (9,396) | (8,996) | (19,356) |
Income tax provision | 100 | 200 | 100 | 200 |
Net loss before noncontrolling interest | (5,114) | (9,596) | (9,096) | (19,556) |
Less: net loss attributable to noncontrolling interest | (2,232) | (6,524) | (4,059) | (13,532) |
Net loss attributable to vTv Therapeutics Inc. | (2,882) | (3,072) | (5,037) | (6,024) |
Net loss attributable to vTv Therapeutics Inc. common shareholders | $ (2,882) | $ (3,072) | $ (8,765) | $ (6,024) |
Class A Common Stock [Member] | ||||
Operating expenses: | ||||
Net loss per share of vTv Therapeutics Inc. Class A Common Stock, basic and diluted | $ (0.10) | $ (0.31) | $ (0.34) | $ (0.61) |
Weighted-average number of vTv Therapeutics Inc. Class A Common Stock, basic and diluted | 28,037,628 | 10,049,831 | 25,464,562 | 9,875,743 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Changes in Redeemable Noncontrolling Interest and Stockholders' Deficit - (Unaudited) - USD ($) $ in Thousands | Total | Redeemable Noncontrolling Interest [Member] | Class A Common Stock [Member] | Class B Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Beginning balance at Dec. 31, 2017 | $ (151,047) | $ 97 | $ 232 | $ 127,682 | $ (279,058) | |
Beginning balance, redeemable noncontrolling interest at Dec. 31, 2017 | $ 131,440 | |||||
Beginning balance, shares at Dec. 31, 2017 | 9,693,254 | 23,119,246 | ||||
Net loss | (6,024) | (13,532) | (6,024) | |||
Cumulative effect of accounting change | 213 | 213 | ||||
Share-based compensation | 1,766 | 1,766 | ||||
Exchange of Class B Common Stock for Class A Common Stock | 151 | (151) | 151 | |||
Exchange of Class B Common Stock for Class A Common Stock, shares | 25,025 | (25,025) | ||||
Issuance of Class A Common Stock to a related party under the Letter Agreements | 5,000 | $ 12 | 4,988 | |||
Issuance of Class A Common Stock to a related party under the Letter Agreements, shares | 1,141,552 | |||||
Vesting of restricted stock units, shares | 11,667 | |||||
Change in redemption value of noncontrolling interest | 78,344 | (78,344) | 78,344 | |||
Ending balance at Jun. 30, 2018 | (71,597) | $ 109 | $ 232 | 134,587 | (206,525) | |
Ending balance, redeemable noncontrolling interest at Jun. 30, 2018 | 39,413 | |||||
Ending balance, shares at Jun. 30, 2018 | 10,871,498 | 23,094,221 | ||||
Beginning balance at Mar. 31, 2018 | (148,788) | $ 97 | $ 232 | 128,796 | (277,913) | |
Beginning balance, redeemable noncontrolling interest at Mar. 31, 2018 | 120,397 | |||||
Beginning balance, shares at Mar. 31, 2018 | 9,729,946 | 23,094,221 | ||||
Net loss | (3,072) | (6,524) | (3,072) | |||
Share-based compensation | 803 | 803 | ||||
Issuance of Class A Common Stock to a related party under the Letter Agreements | 5,000 | $ 12 | 4,988 | |||
Issuance of Class A Common Stock to a related party under the Letter Agreements, shares | 1,141,552 | |||||
Change in redemption value of noncontrolling interest | 74,460 | (74,460) | 74,460 | |||
Ending balance at Jun. 30, 2018 | (71,597) | $ 109 | $ 232 | 134,587 | (206,525) | |
Ending balance, redeemable noncontrolling interest at Jun. 30, 2018 | 39,413 | |||||
Ending balance, shares at Jun. 30, 2018 | 10,871,498 | 23,094,221 | ||||
Beginning balance at Dec. 31, 2018 | (82,853) | $ 203 | $ 232 | 150,595 | (233,883) | |
Beginning balance, redeemable noncontrolling interest at Dec. 31, 2018 | 62,482 | |||||
Beginning balance, shares at Dec. 31, 2018 | 20,347,065 | 23,094,221 | ||||
Net loss | (5,037) | (4,059) | (5,037) | |||
Share-based compensation | 682 | 682 | ||||
Issuance of Class A Common Stock under registered direct offering | 5,443 | $ 37 | 5,406 | |||
Issuance of Class A Common Stock under registered direct offering, shares | 3,636,364 | |||||
Issuance of Class A Common Stock to a related party under the Letter Agreements | 10,500 | $ 58 | 10,442 | |||
Issuance of Class A Common Stock to a related party under the Letter Agreements, shares | 5,831,687 | |||||
Vesting of restricted stock units, shares | 11,666 | |||||
Change in redemption value of noncontrolling interest | 21,363 | (21,363) | 21,363 | |||
Ending balance at Jun. 30, 2019 | (49,902) | $ 298 | $ 232 | 167,125 | (217,557) | |
Ending balance, redeemable noncontrolling interest at Jun. 30, 2019 | 37,060 | 37,060 | ||||
Ending balance, shares at Jun. 30, 2019 | 29,826,782 | 23,094,221 | ||||
Beginning balance at Mar. 31, 2019 | (57,735) | $ 273 | $ 232 | 162,249 | (220,489) | |
Beginning balance, redeemable noncontrolling interest at Mar. 31, 2019 | 45,106 | |||||
Beginning balance, shares at Mar. 31, 2019 | 27,255,963 | 23,094,221 | ||||
Net loss | (2,882) | (2,232) | (2,882) | |||
Share-based compensation | 401 | 401 | ||||
Issuance of Class A Common Stock to a related party under the Letter Agreements | 4,500 | $ 25 | 4,475 | |||
Issuance of Class A Common Stock to a related party under the Letter Agreements, shares | 2,570,819 | |||||
Change in redemption value of noncontrolling interest | 5,814 | (5,814) | 5,814 | |||
Ending balance at Jun. 30, 2019 | (49,902) | $ 298 | $ 232 | $ 167,125 | $ (217,557) | |
Ending balance, redeemable noncontrolling interest at Jun. 30, 2019 | $ 37,060 | $ 37,060 | ||||
Ending balance, shares at Jun. 30, 2019 | 29,826,782 | 23,094,221 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||
Net loss before noncontrolling interest | $ (9,096) | $ (19,556) |
Adjustments to reconcile net loss before noncontrolling interest to net cash used in operating activities: | ||
Loss (gain) on disposal of property and equipment, net | (12) | |
Depreciation expense | 16 | 81 |
Share-based compensation expense | 682 | 1,766 |
Change in fair value of warrants, related party | (1,196) | (291) |
Amortization of debt discount | 335 | 547 |
Changes in assets and liabilities: | ||
Accounts receivable | (1,822) | 5,730 |
Prepaid expenses and other assets | 1,278 | (1,920) |
Long-term deposits | (39) | 2,256 |
Accounts payable and accrued expenses | 635 | (757) |
Deferred revenue | (1,740) | (2,537) |
Other liabilities | (34) | |
Net cash used in operating activities | (10,947) | (14,727) |
Cash flows from investing activities: | ||
Proceeds from sale of assets | 12 | |
Net cash provided by investing activities | 12 | |
Cash flows from financing activities: | ||
Proceeds from issuance of Class A Common Stock to a related party under the Letter Agreements | 10,500 | 5,000 |
Proceeds from issuance of Class A Common Stock, net of offering costs | 5,443 | |
Repayment of notes payable | (5,217) | (1,042) |
Net cash provided by financing activities | 10,726 | 3,958 |
Net decrease in cash, cash equivalents and restricted cash and cash equivalents | (221) | (10,757) |
Total cash, cash equivalents and restricted cash and cash equivalents, beginning of period | 4,183 | 14,420 |
Total cash, cash equivalents and restricted cash and cash equivalents, end of period | 3,962 | 3,663 |
Non-cash activities: | ||
Change in redemption value of noncontrolling interest | 21,363 | 78,344 |
Exchange of vTv Therapeutics Inc. Class B Common Stock and vTv Therapeutics, LLC member units for vTv Therapeutics Inc. Class A Common Stock | 151 | |
Redeemable Noncontrolling Interest [Member] | ||
Non-cash activities: | ||
Change in redemption value of noncontrolling interest | $ (21,363) | $ (78,344) |
Description of Business, Basis
Description of Business, Basis of Presentation and Going Concern | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Description of Business, Basis of Presentation and Going Concern | Note 1: Description of Business, Basis of Presentation and Going Concern Description of Business vTv Therapeutics Inc. (the “Company,” the “Registrant,” “we” or “us”) was incorporated in the state of Delaware in April 2015. The Company was formed to discover and develop orally administered small molecule drug candidates to fill significant unmet medical needs. Principles of Consolidation vTv Therapeutics Inc. is a holding company and its principal asset is a controlling equity interest in vTv Therapeutics LLC (“vTv LLC”), the Company’s principal operating subsidiary, which is a clinical-stage biopharmaceutical company engaged in the discovery and development of orally administered small molecule drug candidates to fill significant unmet medical needs. The Company has determined that vTv LLC is a variable-interest entity (“VIE”) for accounting purposes and that vTv Therapeutics Inc. is the primary beneficiary of vTv LLC because (through its managing member interest in vTv LLC and the fact that the senior management of vTv Therapeutics Inc. is also the senior management of vTv LLC) it has the power and benefits to direct all of the activities of vTv LLC, which include those that most significantly impact vTv LLC’s economic performance. vTv Therapeutics Inc. has therefore consolidated vTv LLC’s results pursuant to Accounting Standards Codification Topic 810, “Consolidation” in its Condensed Consolidated Financial Statements. As of June 30, 2019, various holders own non-voting interests in vTv LLC, representing a 43.6% economic interest in vTv LLC, effectively restricting vTv Therapeutics Inc.’s interest to 56.4% of vTv LLC’s economic results, subject to increase in the future, should vTv Therapeutics Inc. purchase additional non-voting common units (“vTv Units”) of vTv LLC, or should the holders of vTv Units decide to exchange such units (together with shares of Class B Common Stock) for shares of Class A Common Stock (or cash) pursuant to the Exchange Agreement (as defined in Note 9). vTv Therapeutics Inc. has provided financial and other support to vTv LLC in the form of its purchase of vTv Units with the net proceeds of the Company’s initial public offering (“IPO”) in 2015 and its registered direct offering in March 2019, its agreeing to be a co-borrower under the Venture Loan and Security Agreement (the “Loan Agreement”) with Horizon Technology Finance Corporation and Silicon Valley Bank (together, the “Lenders”) which was entered into in 2016, and its entrance into the letter agreements, dated as of December 5, 2017, July 30, 2018, December 11, 2018 and March 18, 2019 with MacAndrews and Forbes Group LLC (the “Letter Agreements”). vTv Therapeutics Inc. will not be required to provide financial or other support for vTv LLC outside of its obligations pertaining to the Loan Agreement as a co-borrower. However, vTv Therapeutics Inc. will control its business and other activities through its managing member interest in vTv LLC, and its management is the management of vTv LLC. The creditors of vTv LLC do not have any recourse to the general credit of vTv Therapeutics Inc. except as allowed under the provisions of the Loan Agreement. Nevertheless, because vTv Therapeutics Inc. will have no material assets other than its interests in vTv LLC, any financial difficulties at vTv LLC could result in vTv Therapeutics Inc. recognizing a loss. Going Concern and Liquidity To date, the Company has not generated any product revenue and has not achieved profitable operations. The continuing development of our drug candidates will require additional financing. From its inception through June 30, 2019, the Company has funded its operations primarily through a combination of private placements of common and preferred equity, research collaboration agreements, upfront and milestone payments for license agreements, debt and equity financings and the completion of its IPO in August 2015. As of June 30, 2019, the Company had an accumulated deficit of $217.6 million and has generated net losses in each year of its existence. In March 2019, the Company completed a registered direct offering through which it sold 3,636,364 shares of its Class A Common Stock and raised net proceeds of approximately $5.4 million, net of related transaction costs. Further, the Company entered into an additional Letter Agreement with MacAndrews and Forbes Group LLC (the “March 2019 Letter Agreement”) under which it may sell, at the Company’s option, up to 5,454,546 shares of its Class A Common Stock at a fixed price of $1.65 per share for aggregate proceeds of up to $9.0 million during a one-year period after the date of the March 2019 Letter Agreement (the “Investment Period”). The March 2019 Letter Agreement also permits MacAndrews and Forbes Group LLC to exercise an option to purchase Class A Common Stock at the same price up to three times during the Investment Period. As of June 30, 2019, the Company’s liquidity sources included cash and cash equivalents of $1.5 million, $7.0 million of remaining funds available under the Letter Agreements and amounts due under our license agreements with Newsoara Biopharma Co., Ltd. (“Newsoara”) (the “Newsoara License Agreement”) and JDRF International, net of applicable taxes. Based on the Company’s current operating plan, management believes that its current cash and cash equivalents and the remaining funds available under the Letter Agreements will allow the Company to meet its liquidity requirements into the third quarter of 2019, which is less than twelve months from the issuance of these Condensed Consolidated Financial Statements. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. In June 2019, the Company began screening for a Phase 2 trial to evaluate azeliragon TTP399 The Company’s financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Condensed Consolidated Financial Statements do not include adjustments to reflect the possible future effects on the recoverability and classification of recorded assets or the amounts of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2: Summary of Significant Accounting Policies Unaudited Interim Financial Information The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying Condensed Consolidated Balance Sheet as of June 30, 2019, Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2019 and 2018, Condensed Consolidated Statement of Changes in Redeemable Noncontrolling Interest and Stockholders’ Deficit for the three and six months ended June 30, 2019 and 2018 and Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2019 and 2018 are unaudited. These unaudited financial statements have been prepared in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. These financial statements should be read in conjunction with the audited financial statements and the accompanying notes for the year ended December 31, 2018 contained in the Company’s Annual Report on Form 10-K. The unaudited interim financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position as of June 30, 2019, the results of operations for the three and six months ended June 30, 2019 and 2018 and cash flows for the six months ended June 30, 2019 and 2018. The December 31, 2018 Condensed Consolidated Balance Sheet included herein was derived from the audited financial statements but does not include all disclosures or notes required by GAAP for complete financial statements. The financial data and other information disclosed in these notes to the financial statements related to the three and six months ended June 30, 2019 and 2018 are unaudited. Interim results are not necessarily indicative of results for an entire year. The Company does not have any components of other comprehensive income recorded within its Condensed Consolidated Financial Statements, and, therefore, does not separately present a statement of comprehensive income in its Condensed Consolidated Financial Statements. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the grant date fair value of equity awards, the fair value of warrants to purchase shares of its Class A Common Stock, the fair value of the Class B Common Stock, the useful lives of property and equipment, the fair value of derivative liabilities, and the fair value of the Company’s debt, among others. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable, the results of which form the basis for making judgments about the carrying value of assets and liabilities. Concentration of Credit Risk Financial instruments that potentially expose the Company to concentrations of credit risk consist principally of cash on deposit with multiple financial institutions. The balances of these cash accounts frequently exceed insured limits. Three customers represented 100% of the revenue earned during each of the three and six months ended June 30, 2019 and 2018. Cash and Cash Equivalents The Company considers any highly liquid investments with an original maturity of three months or less to be cash and cash equivalents. Restricted Cash and Cash Equivalents Restricted cash and cash equivalents, long-term as of June 30, 2019 and December 31, 2018 was $2.5 million at each date. These amounts relate to the minimum balance that the Company must maintain in a deposit account that is pledged to secure the Loan Agreement and is subject to an account control agreement pursuant to the Loan Agreement. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018 that sum to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows (in thousands): June 30, 2019 December 31, 2018 Cash and cash equivalents $ 1,462 $ 1,683 Restricted cash and cash equivalents, long-term 2,500 2,500 Total cash, cash equivalents and restricted cash and cash equivalents shown in the consolidated statement of cash flows $ 3,962 $ 4,183 Investments In connection with the license agreement with Reneo Pharmaceuticals, Inc. (“Reneo”) (the “Reneo License Agreement”) common stock representing a minority equity interest in Reneo No adjustments were made to the value of the Company’s investment in Reneo for the three and six months ended June 30, 2019 and 2018 either due to impairment or based on observable price changes. Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets and operating lease liabilities in the Condensed Consolidated Balance Sheets. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The operating lease right-of-use asset also includes any lease payments made and excludes lease incentives and initial direct costs incurred. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. Revenue Recognition The Company uses the revenue recognition guidance established by ASC Topic 606, “Revenue From Contracts With Customers” (“ASC Topic 606”). The majority of the Company’s revenue results from its license and collaboration agreements associated with the development of investigational drug products. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. The transaction price under the contract is determined based on the value of the consideration expected to be received in exchange for the transferred assets or services. Development, regulatory and sales milestones included in the Company’s collaboration agreements are considered to be variable consideration. The amount of variable consideration expected to be received is included in the transaction price when it becomes probable that the milestone will be met. For contracts with multiple performance obligations, the contract’s transaction price is allocated to each performance obligation using the Company’s best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected cost plus margin approach. Revenue is recognized over the related period over which the Company expects the services to be provided using a proportional performance model or a straight-line method of recognition if there is no discernable pattern over which the services will be provided. Research and Development Major components of research and development costs include cash and share-based compensation, costs of preclinical studies, clinical trials and related clinical manufacturing, costs of drug development, costs of materials and supplies, facilities costs, overhead costs, regulatory and compliance costs, and fees paid to consultants and other entities that conduct certain research and development activities on the Company’s behalf. Research and development costs are expensed as incurred. The Company records accruals based on estimates of the services received, efforts expended, and amounts owed pursuant to contracts with numerous contract research organizations. In the normal course of business, the Company contracts with third parties to perform various clinical study activities in the ongoing development of potential products. The financial terms of these agreements are subject to negotiation and variation from contract to contract and may result in uneven payment flows. Payments under the contracts depend on factors such as the achievement of certain events and the completion of portions of the clinical study or similar conditions. The objective of the Company’s accrual policy is to match the recording of expenses in its financial statements to the actual services received and efforts expended. As such, expense accruals related to clinical studies are recognized based on the Company’s estimate of the degree of completion of the event or events specified in the specific clinical study. The Company records nonrefundable advance payments it makes for future research and development activities as prepaid expenses. Prepaid expenses are recognized as expense in the Condensed Consolidated Statements of Operations as the Company receives the related goods or services. Research and development costs that are reimbursed under a cost-sharing arrangement are reflected as a reduction of research and development expense. Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “Lease (Topic 842)” (“ASU 2016-02”), which increases transparency and comparability among companies accounting for lease transactions. The Company adopted this guidance effective January 1, 2019 using a modified retrospective application and recorded a cumulative-effect adjustment at the beginning of the period of adoption. The adoption resulted in the recognition of $0.3 million of additional assets and liabilities related to the Company’s operating leases within its Condensed Consolidated Balance Sheets. See Note 7 for further details. |
Collaboration Agreements
Collaboration Agreements | 6 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaboration Agreements | Note 3: Collaboration Agreements Reneo License Agreement T he Company is party to the Reneo License Agreement, under which Reneo obtained an exclusive, worldwide, sublicensable license to develop and commercialize the Company’s peroxisome proliferation activated receptor delta (PPAR- δ ) agonist program, including the compound HPP593 , for therapeutic, prophylactic or diagnostic application in humans. The Company has fully allocated the transaction price to the license and the technology transfer services, which represents a single combined performance obligation because they were not capable of being distinct on their own. The revenue related to this performance obligation was recognized on a straight-line basis over the technology transfer service period. The revenue related to this performance obligation has been fully recognized as of June 30, 2019. For the three months ended June 30, 2019 and 2018, the Company has recognized revenue related to this performance obligation of $0.8 million and $0.9 million, respectively. For the six months ended June 30, 2019 and 2018 the Company has recognized revenue of $1.7 million and $1.8 million, respectively related to this performance obligation. There have been no adjustments to the transaction price for this performance obligation during the three and six months ended June 30, 2019 and 2018. Huadong License Agreement The Company is party to a License Agreement with Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. (“Huadong”) (the “Huadong License Agreement”), under which Huadong obtained an exclusive and sublicensable license to develop and commercialize the Company’s glucagon-like peptide-1 receptor agonist (“GLP-1r”) program, including the compound TTP273 Under the Huadong License Agreement, the Company is also responsible for conducting a Phase 2 multi-region clinical trial (the “Phase 2 MRCT”) including sites in both the United States and Huadong License Territory for the purpose of assessing the safety and efficacy of TTP273 The significant performance obligations under this license agreement were determined to be (i) the exclusive license to develop and commercialize the Company’s GLP-1r program, (ii) technology transfer services related to the chemistry and manufacturing know-how for a defined period after the effective date (iii) the obligation to sponsor and conduct the Phase 2 MRCT, (iv) the Company’s obligation to participate on a joint development committee (the “JDC”), and (v) other obligations considered to be de minimis in nature. The Company has determined that the license and technology transfer services related to the chemistry and manufacturing know-how represent a combined performance obligation because they were not capable of being distinct on their own. The Company also determined that there was no discernable pattern in which the technology transfer services would be provided during the transfer service period. As such, the Company recognized the revenue related to this combined performance obligation using the straight-line method over the transfer service period. The revenue related to this combined performance obligation has been fully recognized as of June 30, 2019. No revenue related to this combined performance obligation was recognized during the three and six months ended June 30, 2019. For the three and six months ended June 30, 2018, $1.1 million and $2.3 million of revenue was recognized related to this combined performance obligation, respectively. The portion of the transaction price allocated to the obligation to sponsor and conduct a portion of the Phase 2 MRCT was $1.0 million and remained deferred as of June 30, 2019. Revenue for this performance obligation will be recognized using the proportional performance model over the period during which the Company conducts the Phase 2 MRCT trial. No revenue for this performance obligation has yet been recognized. The portion of the transaction price allocated to the obligation to participate in the joint development committee (the “JDC”) to oversee the development of products and the Phase 2 MRCT in accordance with the development plan remained deferred as of June 30, 2019 and revenue will be recognized using the proportional performance model over the period of the Company’s participation on the JDC. The unrecognized amount of the transaction price allocated to this performance obligation as of June 30, 2019 was $0.1 million. An immaterial amount of revenue for this performance obligation has been recognized during the three and six months ended June 30, 2019. There have been no adjustments to the transaction price for the performance obligations under the Huadong License Agreement during the three months ended June 30, 2019 and 2018. Newsoara License Agreement The Company is party to a license agreement with phosphodiesterase type 4 inhibitors (“PDE4”) program, including the compound HPP737 , in China, Hong Kong, Macau, Taiwan and other pacific rim countries The Company has fully allocated the transaction price to the license and the technology transfer services which represents a single performance obligation because they were not capable of being distinct on their own. The Company recognized revenue for this performance obligation using the straight-line method over the transfer service period. The revenue for this performance obligation has been fully recognized as of June 30, 2019. The Company recognized revenue related to this performance obligation of $1.0 million for each of the three and six months ended June 30, 2019 and recognized revenue of $0.4 million for each of the three and six months ended June 30, 2018. During the three and six months ended June 30, 2019, the transaction price for this performance obligation was increased by $ JDRF Agreement In August 2017, the Company entered into a research and collaboration agreement with JDRF International (the “JDRF Agreement”) to support the funding of the Simplici-T1 Study, a Phase 2 study to explore the effects of TTP399 TTP399 Payments that the Company receives from JDRF under this agreement will be recorded as restricted cash and current liabilities and recognized as an offset to research and development expense, based on the progress of the project, and only to the extent that the restricted cash is utilized to fund such development activities. As of June 30, 2019, the Company had received funding under this agreement of $1.6 million. Research and development costs have been offset by a total of $1.6 million over the course of this agreement. As of June 30, 2019, the Company has also recognized a receivable of $0.8 million related to additional milestones achieved under this agreement. No such amounts were outstanding as of June 30, 2018. Contract Liabilities Contract liabilities related to the Company’s collaboration agreements consisted of the following (in thousands): June 30, 2019 December 31, 2018 Current portion of deferred revenue $ 27 $ 1,752 Deferred revenue, net of current portion 1,052 1,067 Total contract liabilities $ 1,079 $ 2,819 The change in the Company’s contract liabilities for the six months ended June 30, 2019 of $1.7 million was due to the recognition of amounts included in the contract liability at the beginning of the period. The Company also recognized an additional $1.0 million of revenue related to changes in the estimated transaction prices for one of its customer contracts during the three and six months ended June 30, 2019 for which the related performance obligation had already been satisfied. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | Note 4: Share-Based Compensation During the three and six months ended June 30, 2019, the Company issued non-qualified stock option awards to certain employees of the Company. These option awards vest ratably over a three-year period and the option awards expire after a term of ten years from the date of grant. As of June 30, 2019, the Company had total unrecognized stock-based compensation expense for its outstanding stock option awards of approximately $2.3 million, which is expected to be recognized over a weighted average period of 2.1 years. The weighted average grant date fair value of option grants during the six months ended June 30, 2019 and 2018 was $1.94 and $2.30 per option, respectively. The aggregate intrinsic value of the in-the-money awards outstanding at June 30, 2019 was $0. The Company uses the Black-Scholes option pricing model to calculate the fair value of stock options granted. The fair value of stock options granted was estimated using the following assumptions: For the Six Months Ended June 30, 2019 2018 Expected volatility 115.29% - 117.94% 71.15% - 99.23% Expected life of option, in years 5.8 - 6.0 5.7 - 6.0 Risk-free interest rate 1.88% - 2.64% 2.69% - 2.81% Expected dividend yield 0.00% 0.00% The following table summarizes the activity related to the stock option awards for the six months ended June 30, 2019: Number of Shares Weighted- Average Exercise Price Awards outstanding at December 31, 2018 1,767,503 $ 8.57 Granted 995,500 2.26 Forfeited (186,292 ) 5.99 Awards outstanding at June 30, 2019 2,576,711 $ 6.32 Options exercisable at June 30, 2019 1,338,567 $ 9.45 Weighted average remaining contractual term 6.8 Years Options vested and expected to vest at June 30, 2019 2,524,818 $ 6.39 Weighted average remaining contractual term 8.0 Years The following table summarizes the activity related to the RSU awards for the six months ended June 30, 2019: Number of Shares Weighted- Average Grant Date Fair Value Awards outstanding at December 31, 2018 23,333 $ 5.81 Vested (11,666 ) 5.81 Awards outstanding at June 30, 2019 11,667 $ 5.81 RSUs expected to vest at June 30, 2019 11,505 $ 5.81 As of June 30, 2019, the total unrecognized stock-based compensation expense and the aggregate intrinsic value related to the Company’s outstanding RSU awards were both de minimis. Compensation expense related to the grants of stock options and RSUs is included in research and development and general and administrative expense as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Research and development $ 150 $ 225 $ 215 $ 624 General and administrative 251 578 467 1,142 Total share-based compensation expense $ 401 $ 803 $ 682 $ 1,766 |
Notes Payable
Notes Payable | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable | Note 5: Notes Payable Notes payable consist of the following (in thousands): June 30, 2019 December 31, 2018 Notes payable under the Loan Agreement $ 9,897 $ 14,897 Short-term financing — 216 Accreted final payment 934 600 Total notes payable 10,831 15,713 Less: Current portion (8,646 ) (9,383 ) Total notes payable, net of current portion $ 2,185 $ 6,330 In October 2016, the Company entered into the Loan Agreement with Horizon Technology Finance Corporation and Silicon Valley Bank, under which the Company and vTv LLC borrowed $20.0 million. Each loan tranche bears interest at a floating rate equal to 10.5% plus the amount by which the one-month London Interbank Offer Rate (“LIBOR”) exceeds 0.5%. The Company borrowed the first tranche of $12.5 million upon close of the Loan Agreement in October 2016. The first tranche requires only monthly interest payments until May 1, 2018 followed by equal monthly payments of principal plus accrued interest through the scheduled maturity date on May 1, 2020. In addition, a final payment for the first tranche loan equal to $0.8 million will be due on May 1, 2020, or such earlier date specified in the Loan Agreement. The Company borrowed the second tranche of $7.5 million in March 2017. The second tranche requires only monthly interest payments until October 1, 2018 followed by equal monthly payments of principal plus accrued interest through the scheduled maturity date on October 1, 2020. In addition, a final payment for the second tranche loan equal to $0.5 million will be due on October 1, 2020, or such earlier date specified in the Loan Agreement. The availability of the third tranche of $5.0 million expired unused on June 30, 2017. If the Company repays all or a portion of the loan prior to the applicable maturity date, it will pay the Lenders a prepayment penalty fee, based on a percentage of the then outstanding principal balance equal to 4.0% during the first 18 months following the funding of the second tranche and 2.0% thereafter. The Company’s obligations under the Loan Agreement are secured by a first priority security interest in substantially all of its assets. The Company has granted the Lenders a first priority security interest in all of the Company’s intellectual property, subject to certain limited exceptions. The Company has agreed not to pledge or otherwise encumber its intellectual property assets, subject to certain exceptions. The Loan Agreement includes customary affirmative and restrictive covenants, including, but not limited to, restrictions on the payment of dividends or other equity distributions and the incurrence of debt or liens upon the assets of the Company or its subsidiaries. The Loan Agreement In connection with the Loan Agreement, the Company issued to the Lenders warrants to purchase shares of the Company’s Class A Common Stock (the “Warrants”). On October 28, 2016, the Company issued Warrants to purchase 152,580 shares of its Class A Common Stock at a per share exercise price of $6.39 per share, which aggregate exercise price represents 6.0% of the principal amount borrowed under the first tranche of the Loan Agreement and 3.0% of the amount available under the second tranche of the Loan Agreement. On March 24, 2017, in connection with the funding of the second tranche, the Company issued Warrants to purchase 38,006 shares of its Class A Common Stock at a per share exercise price of $5.92 per share, which aggregate exercise price represents 3.0% of the principal amount of the second tranche of the Loan Agreement. In each instance, the Warrants have an exercise price equal to the lower of (a) the volume weighted average price per share of the Company’s Class A Common Stock, as reported on the principal stock exchange on which the Company’s Class A Common Stock is listed, for 10 trading days prior to the issuance of the applicable Warrants or (b) the closing price of a share of the Company’s Class A Common Stock on the trading day prior to the issuance of the applicable Warrants. The Warrants will expire seven years from their date of issuance. The costs incurred in connection with the Loan Agreement, along with the allocated fair value of the Warrants issued of $0.9 million were treated as a debt discount and are offset against the carrying value of the notes payable in the Company’s Condensed Consolidated Balance Sheet as of June 30, 2019 and December 31, 2018. These costs will be recognized as interest expense over the term of the first tranche using the effective interest method. The final payments for the first and second loan tranches of $0.8 million and $0.5 million, respectively, will be accrued as additional interest expense, using the effective interest method, over the term of the relevant tranche. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 6: Commitments and Contingencies Legal Matters From time to time, the Company is involved in various legal proceedings arising in the normal course of business. If a specific contingent liability is determined to be probable and can be reasonably estimated, the Company accrues and discloses the amount. The Company is not currently a party to any material legal proceedings. Novo Nordisk In February 2007, the Company entered into an Agreement Concerning Glucokinase Activator Project with Novo Nordisk A/S (the “Novo License Agreement”) whereby we obtained an exclusive, worldwide, sublicensable license under certain Novo Nordisk intellectual property rights to discover, develop, manufacture, have manufactured, use and commercialize products for the prevention, treatment, control, mitigation or palliation of human or animal diseases or conditions. As part of this license grant, the Company obtained certain worldwide rights to Novo Nordisk’s GKA program, including rights to preclinical and clinical compounds such as TTP399 Huadong License Agreement Under the terms of the Huadong License Agreement, vTv LLC is responsible for sponsoring the Phase 2 MRCT including sites in both the US and the Huadong License Territory for the purpose of assessing the safety and efficacy of TTP273 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 7: Leases The Company leases its headquarters location under an operating lease expiring in December 2019. In connection with its adoption of ASC Topic 842, the Company recognized a right of use asset and corresponding operating lease liability of $0.3 million related to this lease as of January 1, 2019. The Company elected to use the package of practical expedients in implementing ASC Topic 842 under which the Company did not reassess the operating or finance lease classification of its previously existing leases. Further, the Company did not reassess whether expired or existing contracts include leases. The discount rate used in determining the operating lease liability was 15.2%. Operating lease cost recognized for the three and six months ended June 30, 2019 and 2018 was $0.1 million for each of the three-month periods and $0.2 million for each of the six-month periods. Future minimum lease payments under non-cancelable operating leases to be paid in 2019 as of June 30, 2019 and December 31, 2018 were $0.2 million and $0.4 million, respectively. There are no material future minimum lease payments under non-cancellable operating leases to be made in the year 2020 or thereafter. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 6 Months Ended |
Jun. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interest | Note 8: Redeemable Noncontrolling Interest The Company is subject to the Exchange Agreement with respect to the vTv Units representing the 43.6% noncontrolling interest in vTv LLC outstanding as of June 30, 2019 (see Note 9). The Exchange Agreement requires the surrender of an equal number of vTv Units and Class B Common Stock for (i) shares of Class A Common Stock on a one-for-one basis or (ii) cash (based on the fair market value of the Class A Common Stock as determined pursuant to the Exchange Agreement), at the Company’s option (as the managing member of vTv LLC), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The exchange value is determined based on a 20-day volume weighted average price of the Class A Common Stock as defined in the Exchange Agreement, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The redeemable noncontrolling interest is recognized at the higher of (1) its initial fair value plus accumulated earnings/losses associated with the noncontrolling interest or (2) the redemption value as of the balance sheet date. At June 30, 2019 and December 31, 2018, the redeemable noncontrolling interest was recorded based on the redemption value as of the balance sheet date of $37.1 million and $62.5 million, respectively. Changes in the Company’s ownership interest in vTv LLC while the Company retains its controlling interest in vTv LLC are accounted for as equity transactions, and the Company is required to adjust noncontrolling interest and equity for such changes. The following is a summary of net income attributable to vTv Therapeutics Inc. and transfers to noncontrolling interest: For the Three Months Ended June 30, For the Six Months Ended June 30, 2019 2018 2019 2018 Net loss attributable to vTv Therapeutics Inc. common shareholders $ (2,882 ) $ (3,072 ) $ (8,765 ) $ (6,024 ) Increase in vTv Therapeutics Inc. accumulated deficit for purchase of LLC Units as a result of common stock issuances (2,464 ) (4,296 ) (9,893 ) (4,317 ) Change from net loss attributable to vTv Therapeutics Inc. common shareholders and transfers to noncontrolling interest $ (5,346 ) $ (7,368 ) $ (18,658 ) $ (10,341 ) |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Note 9: Related-Party Transactions MacAndrews & Forbes Incorporated As of June 30, 2019, subsidiaries and affiliates of MacAndrews & Forbes Incorporated (collectively “MacAndrews”) indirectly controlled 23,084,267 shares of the Company’s Class B Common Stock and 19,064,472 shares of the Company’s Class A Common Stock. As a result, MacAndrews’ holdings represent approximately 79.6% of the combined voting power of the Company’s outstanding common stock. The Company has entered into several agreements with MacAndrews or its affiliates as further detailed below: Letter Agreements The Company has entered into the Letter Agreements with MacAndrews. Under the terms of the Letter Agreements, the Company has the right to sell to MacAndrews shares of its Class A Common Stock at a specified price per share , and MacAndrews has the right (exercisable up to three times) to require the Company to sell to it shares of Class A Common Stock at the same price. Certain terms of these Letter Agreements are set forth in the table below: December 5, 2017 Letter Agreement July 30, 2018 Letter Agreement December 11, 2018 Letter Agreement March 18, 2019 Letter Agreement Aggregate dollar value to be sold under agreement $10.0 million $10.0 million $10.0 million $9.0 million Specified purchase price per share $ 4.38 $ 1.33 $ 1.84 $ 1.65 Expiration date of letter agreement December 5, 2018 July 30, 2019 December 11, 2019 March 18, 2020 Shares available to be issued under related warrants 198,267 518,654 340,534 — Exercise price of related warrants $ 5.04 $ 1.53 $ 2.12 $ — Expiration date of related warrants December 5, 2024 July 30, 2025 December 11, 2025 Total shares issued as of June 30, 2019 2,283,105 7,518,797 5,434,783 1,212,121 Remaining shares to be issued as of June 30, 2019 — — — 4,242,425 The March 18, 2019 Letter Agreement resulted in a deemed distribution of $3.7 million to MacAndrews as the fair value of the financial instruments issued to MacAndrews exceeded the fair value of the financial instrument received by the Company. This deemed distribution has been reflected as an increase to the net loss attributable to common shareholders of vTv Therapeutics Inc. for computing net loss per share. Exchange Agreement The Company and MacAndrews are party to an exchange agreement (the “Exchange Agreement”) pursuant to which the vTv Units (along with a corresponding number of shares of the Class B Common Stock) are exchangeable for (i) shares of the Company’s Class A Common Stock on a one-for-one basis or (ii) cash (based on the fair market value of the Class A Common Stock as determined pursuant to the Exchange Agreement), at the Company’s option (as the managing member of vTv LLC), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. Any decision to require an exchange for cash rather than shares of Class A Common Stock will ultimately be determined by the entire board of directors of vTv Therapeutics Inc. (the “Board of Directors”). As of June 30, 2019, MacAndrews had not exchanged any shares under the provisions of this agreement. Tax Receivable Agreement The Company and MacAndrews are party to a tax receivable agreement (the “Tax Receivable Agreement”), which provides for the payment by the Company to M&F TTP Holdings Two LLC (“M&F”), as successor in interest to vTv Therapeutics Holdings, LLC (“vTv Therapeutics Holdings”), and M&F TTP Holdings LLC (or certain of its transferees or other assignees) of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes (or, in some circumstances, the Company is deemed to realize) as a result of (a) the exchange of Class B Common Stock, together with the corresponding number of vTv Units, for shares of the Company’s Class A Common Stock (or for cash), (b) tax benefits related to imputed interest deemed to be paid by the Company as a result of the Tax Receivable Agreement and (c) certain tax benefits attributable to payments under the Tax Receivable Agreement. As no shares have been exchanged by MacAndrews pursuant to the Exchange Agreement (discussed above), the Company has not recognized any liability nor has it made any payments pursuant to the Tax Receivable Agreement as of June 30, 2019. Investor Rights Agreement The Company is party to an investor rights agreement with M&F, as successor in interest to vTv Therapeutics Holdings (the “Investor Rights Agreement”). The Investor Rights Agreement provides M&F with certain demand, shelf and piggyback registration rights with respect to its shares of Class A Common Stock and also provides M&F with certain governance rights, depending on the size of its holdings of Class A Common Stock. Under the Investor Rights Agreement, M&F was initially entitled to nominate a majority of the members of the Board of Directors and designate the members of the committees of the Board of Directors. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 10: Income Taxes The Company is subject to U.S. federal income taxes as well as state taxes. The Company recorded an income tax provision of $0.1 million for the three and six months ended June 30, 2019 and $0.2 million for the three and six months ended June 30, 2018. These amounts relate to the foreign withholding taxes paid in connection with payments recognized under the Newsoara License Agreement. Management has evaluated the positive and negative evidence surrounding the realization of its deferred tax assets, including the Company’s history of losses, and under the applicable accounting standards determined that it is more-likely-than-not that the deferred tax assets will not be realized. The difference between the effective tax rate of the Company and the U.S. statutory tax rate of 21% at June 30, 2019 is due to the valuation allowance against the Company’s expected net operating losses. As discussed in Note 9, the Company is party to a tax receivable agreement with a related party which provides for the payment by the Company to M&F (or certain of its transferees or other assignees) of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes (or, in some circumstances, the Company is deemed to realize) as a result of certain transactions. As no transactions have occurred which would trigger a liability under this agreement, the Company has not recognized any liability related to this agreement as of June 30, 2019. |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Note 11: Net Loss per Share Basic loss per share is computed by dividing net loss attributable to vTv Therapeutics Inc. by the weighted-average number of shares of Class A Common Stock outstanding during the period. Diluted loss per share is computed giving effect to all potentially dilutive shares. Diluted loss per share for all periods presented is the same as basic loss per share as the inclusion of potentially issuable shares would be antidilutive. A reconciliation of the numerator and denominator used in the calculation of basic and diluted net loss per share of Class A Common Stock is as follows (in thousands, except share and per share amounts): For the Three Months Ended June 30, For the Six Months Ended June 30, 2019 2018 2019 2018 Numerator: Net loss $ (5,114 ) $ (9,596 ) $ (9,096 ) $ (19,556 ) Less: Net loss attributable to noncontrolling interests (2,232 ) (6,524 ) (4,059 ) (13,532 ) Net loss attributable to vTv Therapeutics Inc. (2,882 ) (3,072 ) (5,037 ) (6,024 ) Less: Deemed distribution to related party (Note 9) — — (3,728 ) — Net loss attributable to common shareholders of vTv Therapeutics Inc., basic and diluted (2,882 ) (3,072 ) (8,765 ) (6,024 ) Denominator: Weighted-average vTv Therapeutics Inc. Class A Common Stock, basic and diluted 28,037,628 10,049,831 25,464,562 9,875,743 Net loss per share of vTv Therapeutics Inc. Class A Common Stock, basic and diluted $ (0.10 ) $ (0.31 ) $ (0.34 ) $ (0.61 ) Potentially dilutive securities not included in the calculation of diluted net loss per share are as follows: June 30, 2019 June 30, 2018 Class B Common Stock (1) 23,094,221 23,094,221 Common stock options granted under the Plan 2,576,711 1,926,925 Restricted stock units 11,667 23,334 Common stock options granted under Letter Agreements 4,242,425 1,141,553 Common stock warrants 1,248,041 388,853 Total 31,173,065 26,574,886 (1) Shares of Class B Common Stock do not share in the Company’s earnings and are not participating securities. Accordingly, separate presentation of loss per share of Class B Common Stock under the two-class method has not been provided. Each share of Class B Common Stock (together with a corresponding vTv Unit) is exchangeable for one share of Class A Common Stock. |
Restructuring
Restructuring | 6 Months Ended |
Jun. 30, 2019 | |
Restructuring And Related Activities [Abstract] | |
Restructuring | Note 12: Restructuring In December 2018, the Company initiated a corporate restructuring to align with a strategic decision to continue the development of its drug candidates using external resources rather than internal resources. The restructuring will allow the Company to reduce costs while continuing to conduct clinical trials, to support existing partnerships that are advancing development of additional assets, and to pursue new licensing and partnership opportunities. This restructuring included a significant reduction in its workforce. The Company completed these restructuring activities in the second quarter of 2019. During the six months ended June 30, 2019, the Company made cash payments of $0.3 million related to these severance benefits and recognized an immaterial amount of expense related to this plan. As of June 30, 2019, the remaining severance accrual was a de minimis amount. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 13: Fair Value of Financial Instruments The carrying amount of certain of the Company’s financial instruments, including cash and cash equivalents, net accounts receivable, accounts payable and other accrued liabilities approximate fair value due to their short-term nature. The fair value of the Company’s Loan Agreement is considered to approximate its carrying value because it bears interest at a variable interest rate. The Company measures the value of its investment in Reneo at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment. During the three and six months ended June 30, 2019, there were no observable price changes in identical or similar investments, nor were there any indications of impairment. As such, the value of the Company’s investment in Reneo was not remeasured. Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level in which to classify them for each reporting period. This determination requires significant judgments. The following table summarizes the conclusions reached regarding fair value measurements as of June 30, 2019 and December 31, 2018 (in thousands): Balance at June 30, 2019 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Warrant liability, related party (1) $ 1,240 $ — $ — $ 1,240 Total $ 1,240 $ — $ — $ 1,240 Balance at December 31, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Warrant liability, related party (1) $ 2,436 $ — $ — $ 2,436 Total $ 2,436 $ — $ — $ 2,436 (1) Fair value determined using the Black-Scholes option pricing model. Expected volatility is based on a portfolio of selected stocks of companies believed to have market and economic characteristics similar to its own. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of the valuation. Changes in Level 3 instruments for the six months ended June 30, Balance at January 1 Net Change in fair value included in earnings Purchases / Issuance Sales / Repurchases Balance at June 30, 2019 Warrant liability, related party $ 2,436 $ (1,196 ) $ — $ — $ 1,240 Total $ 2,436 $ (1,196 ) $ — $ — $ 1,240 2018 Warrant liability, related party $ 492 $ (291 ) $ — $ — $ 201 Total $ 492 $ (291 ) $ — $ — $ 201 During the three and six months ended June 30, 2019 and 2018, the Company recognized gains related to the change in fair value of the Letter Agreement Warrants of $0.3 million for each of the three-month periods and gains of $1.2 million and $0.3 million, respectively, for the six-month periods. These gains were recognized as a component of other income – related party in the Condensed Consolidated Statements of Operations. Significant inputs utilized in the valuation of the Letter Agreement Warrants as of June 30, 2019 were: June 30, 2019 December 31, 2018 Expected volatility 113.41% - 118.49% 108.53% - 115.04% Risk-free interest rate 1.78% - 1.84% 2.59% - 2.69% Changes in the unobservable inputs noted above would impact the amount of the liability for the Letter Agreement Warrants. Increases (decreases) in the estimates of the Company’s annual volatility would increase (decrease) the liability and an increase (decrease) in the annual risk-free rate would increase (decrease) the liability. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 14: Subsequent Events On July 9, 2019, the Company caused MacAndrews to purchase an additional 1,212,121 shares of its Class A Common Stock under the terms of the March 2019 Letter Agreement for $2.0 million in cash. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying Condensed Consolidated Balance Sheet as of June 30, 2019, Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2019 and 2018, Condensed Consolidated Statement of Changes in Redeemable Noncontrolling Interest and Stockholders’ Deficit for the three and six months ended June 30, 2019 and 2018 and Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2019 and 2018 are unaudited. These unaudited financial statements have been prepared in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. These financial statements should be read in conjunction with the audited financial statements and the accompanying notes for the year ended December 31, 2018 contained in the Company’s Annual Report on Form 10-K. The unaudited interim financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position as of June 30, 2019, the results of operations for the three and six months ended June 30, 2019 and 2018 and cash flows for the six months ended June 30, 2019 and 2018. The December 31, 2018 Condensed Consolidated Balance Sheet included herein was derived from the audited financial statements but does not include all disclosures or notes required by GAAP for complete financial statements. The financial data and other information disclosed in these notes to the financial statements related to the three and six months ended June 30, 2019 and 2018 are unaudited. Interim results are not necessarily indicative of results for an entire year. The Company does not have any components of other comprehensive income recorded within its Condensed Consolidated Financial Statements, and, therefore, does not separately present a statement of comprehensive income in its Condensed Consolidated Financial Statements. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the grant date fair value of equity awards, the fair value of warrants to purchase shares of its Class A Common Stock, the fair value of the Class B Common Stock, the useful lives of property and equipment, the fair value of derivative liabilities, and the fair value of the Company’s debt, among others. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable, the results of which form the basis for making judgments about the carrying value of assets and liabilities. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially expose the Company to concentrations of credit risk consist principally of cash on deposit with multiple financial institutions. The balances of these cash accounts frequently exceed insured limits. Three customers represented 100% of the revenue earned during each of the three and six months ended June 30, 2019 and 2018. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers any highly liquid investments with an original maturity of three months or less to be cash and cash equivalents. |
Restricted Cash and Cash Equivalents | Restricted Cash and Cash Equivalents Restricted cash and cash equivalents, long-term as of June 30, 2019 and December 31, 2018 was $2.5 million at each date. These amounts relate to the minimum balance that the Company must maintain in a deposit account that is pledged to secure the Loan Agreement and is subject to an account control agreement pursuant to the Loan Agreement. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018 that sum to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows (in thousands): June 30, 2019 December 31, 2018 Cash and cash equivalents $ 1,462 $ 1,683 Restricted cash and cash equivalents, long-term 2,500 2,500 Total cash, cash equivalents and restricted cash and cash equivalents shown in the consolidated statement of cash flows $ 3,962 $ 4,183 |
Investments | Investments In connection with the license agreement with Reneo Pharmaceuticals, Inc. (“Reneo”) (the “Reneo License Agreement”) common stock representing a minority equity interest in Reneo No adjustments were made to the value of the Company’s investment in Reneo for the three and six months ended June 30, 2019 and 2018 either due to impairment or based on observable price changes. |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets and operating lease liabilities in the Condensed Consolidated Balance Sheets. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The operating lease right-of-use asset also includes any lease payments made and excludes lease incentives and initial direct costs incurred. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. |
Revenue Recognition | Revenue Recognition The Company uses the revenue recognition guidance established by ASC Topic 606, “Revenue From Contracts With Customers” (“ASC Topic 606”). The majority of the Company’s revenue results from its license and collaboration agreements associated with the development of investigational drug products. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. The transaction price under the contract is determined based on the value of the consideration expected to be received in exchange for the transferred assets or services. Development, regulatory and sales milestones included in the Company’s collaboration agreements are considered to be variable consideration. The amount of variable consideration expected to be received is included in the transaction price when it becomes probable that the milestone will be met. For contracts with multiple performance obligations, the contract’s transaction price is allocated to each performance obligation using the Company’s best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected cost plus margin approach. Revenue is recognized over the related period over which the Company expects the services to be provided using a proportional performance model or a straight-line method of recognition if there is no discernable pattern over which the services will be provided. |
Research and Development | Research and Development Major components of research and development costs include cash and share-based compensation, costs of preclinical studies, clinical trials and related clinical manufacturing, costs of drug development, costs of materials and supplies, facilities costs, overhead costs, regulatory and compliance costs, and fees paid to consultants and other entities that conduct certain research and development activities on the Company’s behalf. Research and development costs are expensed as incurred. The Company records accruals based on estimates of the services received, efforts expended, and amounts owed pursuant to contracts with numerous contract research organizations. In the normal course of business, the Company contracts with third parties to perform various clinical study activities in the ongoing development of potential products. The financial terms of these agreements are subject to negotiation and variation from contract to contract and may result in uneven payment flows. Payments under the contracts depend on factors such as the achievement of certain events and the completion of portions of the clinical study or similar conditions. The objective of the Company’s accrual policy is to match the recording of expenses in its financial statements to the actual services received and efforts expended. As such, expense accruals related to clinical studies are recognized based on the Company’s estimate of the degree of completion of the event or events specified in the specific clinical study. The Company records nonrefundable advance payments it makes for future research and development activities as prepaid expenses. Prepaid expenses are recognized as expense in the Condensed Consolidated Statements of Operations as the Company receives the related goods or services. Research and development costs that are reimbursed under a cost-sharing arrangement are reflected as a reduction of research and development expense. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “Lease (Topic 842)” (“ASU 2016-02”), which increases transparency and comparability among companies accounting for lease transactions. The Company adopted this guidance effective January 1, 2019 using a modified retrospective application and recorded a cumulative-effect adjustment at the beginning of the period of adoption. The adoption resulted in the recognition of $0.3 million of additional assets and liabilities related to the Company’s operating leases within its Condensed Consolidated Balance Sheets. See Note 7 for further details. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018 that sum to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows (in thousands): June 30, 2019 December 31, 2018 Cash and cash equivalents $ 1,462 $ 1,683 Restricted cash and cash equivalents, long-term 2,500 2,500 Total cash, cash equivalents and restricted cash and cash equivalents shown in the consolidated statement of cash flows $ 3,962 $ 4,183 |
Collaboration Agreements (Table
Collaboration Agreements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Summary of Contract Liabilities Related to Company's Collaboration Agreements | Contract liabilities related to the Company’s collaboration agreements consisted of the following (in thousands): June 30, 2019 December 31, 2018 Current portion of deferred revenue $ 27 $ 1,752 Deferred revenue, net of current portion 1,052 1,067 Total contract liabilities $ 1,079 $ 2,819 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Assumptions Used to Estimate Fair Value of Stock Option Awards Granted | The Company uses the Black-Scholes option pricing model to calculate the fair value of stock options granted. The fair value of stock options granted was estimated using the following assumptions: For the Six Months Ended June 30, 2019 2018 Expected volatility 115.29% - 117.94% 71.15% - 99.23% Expected life of option, in years 5.8 - 6.0 5.7 - 6.0 Risk-free interest rate 1.88% - 2.64% 2.69% - 2.81% Expected dividend yield 0.00% 0.00% |
Summary of Stock Award Activity for the Period | The following table summarizes the activity related to the stock option awards for the six months ended June 30, 2019: Number of Shares Weighted- Average Exercise Price Awards outstanding at December 31, 2018 1,767,503 $ 8.57 Granted 995,500 2.26 Forfeited (186,292 ) 5.99 Awards outstanding at June 30, 2019 2,576,711 $ 6.32 Options exercisable at June 30, 2019 1,338,567 $ 9.45 Weighted average remaining contractual term 6.8 Years Options vested and expected to vest at June 30, 2019 2,524,818 $ 6.39 Weighted average remaining contractual term 8.0 Years |
Summary of Activity Related to RSU Awards | The following table summarizes the activity related to the RSU awards for the six months ended June 30, 2019: Number of Shares Weighted- Average Grant Date Fair Value Awards outstanding at December 31, 2018 23,333 $ 5.81 Vested (11,666 ) 5.81 Awards outstanding at June 30, 2019 11,667 $ 5.81 RSUs expected to vest at June 30, 2019 11,505 $ 5.81 |
Summary of Compensation Expense Related to Grants of Stock Options and RSUs | Compensation expense related to the grants of stock options and RSUs is included in research and development and general and administrative expense as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Research and development $ 150 $ 225 $ 215 $ 624 General and administrative 251 578 467 1,142 Total share-based compensation expense $ 401 $ 803 $ 682 $ 1,766 |
Notes Payable (Tables)
Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | Notes payable consist of the following (in thousands): June 30, 2019 December 31, 2018 Notes payable under the Loan Agreement $ 9,897 $ 14,897 Short-term financing — 216 Accreted final payment 934 600 Total notes payable 10,831 15,713 Less: Current portion (8,646 ) (9,383 ) Total notes payable, net of current portion $ 2,185 $ 6,330 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Summary of Net Income Attributable to Vtv Therapeutics Inc | The following is a summary of net income attributable to vTv Therapeutics Inc. and transfers to noncontrolling interest: For the Three Months Ended June 30, For the Six Months Ended June 30, 2019 2018 2019 2018 Net loss attributable to vTv Therapeutics Inc. common shareholders $ (2,882 ) $ (3,072 ) $ (8,765 ) $ (6,024 ) Increase in vTv Therapeutics Inc. accumulated deficit for purchase of LLC Units as a result of common stock issuances (2,464 ) (4,296 ) (9,893 ) (4,317 ) Change from net loss attributable to vTv Therapeutics Inc. common shareholders and transfers to noncontrolling interest $ (5,346 ) $ (7,368 ) $ (18,658 ) $ (10,341 ) |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Summary of Terms of Letter Agreements | Certain terms of these Letter Agreements are set forth in the table below: December 5, 2017 Letter Agreement July 30, 2018 Letter Agreement December 11, 2018 Letter Agreement March 18, 2019 Letter Agreement Aggregate dollar value to be sold under agreement $10.0 million $10.0 million $10.0 million $9.0 million Specified purchase price per share $ 4.38 $ 1.33 $ 1.84 $ 1.65 Expiration date of letter agreement December 5, 2018 July 30, 2019 December 11, 2019 March 18, 2020 Shares available to be issued under related warrants 198,267 518,654 340,534 — Exercise price of related warrants $ 5.04 $ 1.53 $ 2.12 $ — Expiration date of related warrants December 5, 2024 July 30, 2025 December 11, 2025 Total shares issued as of June 30, 2019 2,283,105 7,518,797 5,434,783 1,212,121 Remaining shares to be issued as of June 30, 2019 — — — 4,242,425 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of the Numerator and Denominator Used in the Calculation of Basic and Diluted Net Loss per Share of Class A Common Stock | A reconciliation of the numerator and denominator used in the calculation of basic and diluted net loss per share of Class A Common Stock is as follows (in thousands, except share and per share amounts): For the Three Months Ended June 30, For the Six Months Ended June 30, 2019 2018 2019 2018 Numerator: Net loss $ (5,114 ) $ (9,596 ) $ (9,096 ) $ (19,556 ) Less: Net loss attributable to noncontrolling interests (2,232 ) (6,524 ) (4,059 ) (13,532 ) Net loss attributable to vTv Therapeutics Inc. (2,882 ) (3,072 ) (5,037 ) (6,024 ) Less: Deemed distribution to related party (Note 9) — — (3,728 ) — Net loss attributable to common shareholders of vTv Therapeutics Inc., basic and diluted (2,882 ) (3,072 ) (8,765 ) (6,024 ) Denominator: Weighted-average vTv Therapeutics Inc. Class A Common Stock, basic and diluted 28,037,628 10,049,831 25,464,562 9,875,743 Net loss per share of vTv Therapeutics Inc. Class A Common Stock, basic and diluted $ (0.10 ) $ (0.31 ) $ (0.34 ) $ (0.61 ) |
Schedule of Potentially Dilutive Securities Not Included in Calculation of Diluted Net Loss per Share | Potentially dilutive securities not included in the calculation of diluted net loss per share are as follows: June 30, 2019 June 30, 2018 Class B Common Stock (1) 23,094,221 23,094,221 Common stock options granted under the Plan 2,576,711 1,926,925 Restricted stock units 11,667 23,334 Common stock options granted under Letter Agreements 4,242,425 1,141,553 Common stock warrants 1,248,041 388,853 Total 31,173,065 26,574,886 (1) Shares of Class B Common Stock do not share in the Company’s earnings and are not participating securities. Accordingly, separate presentation of loss per share of Class B Common Stock under the two-class method has not been provided. Each share of Class B Common Stock (together with a corresponding vTv Unit) is exchangeable for one share of Class A Common Stock. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Summarizes the Conclusions Reached Regarding Fair Value Measurements | The following table summarizes the conclusions reached regarding fair value measurements as of June 30, 2019 and December 31, 2018 (in thousands): Balance at June 30, 2019 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Warrant liability, related party (1) $ 1,240 $ — $ — $ 1,240 Total $ 1,240 $ — $ — $ 1,240 Balance at December 31, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Warrant liability, related party (1) $ 2,436 $ — $ — $ 2,436 Total $ 2,436 $ — $ — $ 2,436 (1) Fair value determined using the Black-Scholes option pricing model. Expected volatility is based on a portfolio of selected stocks of companies believed to have market and economic characteristics similar to its own. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of the valuation. Changes in Level 3 instruments for the six months ended June 30, Balance at January 1 Net Change in fair value included in earnings Purchases / Issuance Sales / Repurchases Balance at June 30, 2019 Warrant liability, related party $ 2,436 $ (1,196 ) $ — $ — $ 1,240 Total $ 2,436 $ (1,196 ) $ — $ — $ 1,240 2018 Warrant liability, related party $ 492 $ (291 ) $ — $ — $ 201 Total $ 492 $ (291 ) $ — $ — $ 201 |
Summary of Significant Inputs Utilized in the Valuation of 2018 and 2019 Agreement Warrants | Significant inputs utilized in the valuation of the Letter Agreement Warrants as of June 30, 2019 were: June 30, 2019 December 31, 2018 Expected volatility 113.41% - 118.49% 108.53% - 115.04% Risk-free interest rate 1.78% - 1.84% 2.59% - 2.69% |
Description of Business, Basi_2
Description of Business, Basis of Presentation and Going Concern - Additional Information (Detail) - USD ($) | Mar. 31, 2019 | Mar. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Accumulated deficit | $ (217,557,000) | $ (233,883,000) | ||
Net proceeds from offering of common stock | 5,443,000 | |||
Cash and cash equivalents | 1,462,000 | $ 1,683,000 | ||
Amount remaining under letter agreement | $ 7,000,000 | |||
Class A Common Stock [Member] | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Sale of share, number of shares issued | 3,636,364 | |||
Net proceeds from offering of common stock | $ 5,400,000 | |||
Class A Common Stock [Member] | MacAndrews and Forbes Group LLC [Member] | MacAndrews and Forbes Group LLC (the “March 2019 Letter Agreement”) [Member] | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Maximum Share to be sold up on agreement | 5,454,546 | |||
Share price issuable up on agreement | $ 1.65 | $ 1.65 | ||
Maximum expected proceeds from issuance of common stock | $ 9,000,000 | |||
vTv Therapeutics LLC [Member] | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Percentage of non-voting economic interest of vTv Therapeutics Holdings LLC in vTv LLC | 43.60% | |||
Percentage of non-voting economic interest of vTv Therapeutics Inc in vTv LLC | 56.40% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019USD ($)Customer | Jun. 30, 2018Customer | Jun. 30, 2019USD ($)Customer | Jun. 30, 2018Customer | Jan. 01, 2019USD ($) | Dec. 31, 2018USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Restricted cash and cash equivalents, long-term | $ 2,500 | $ 2,500 | $ 2,500 | |||
Recognition of additional assets | 167 | 167 | ||||
ASC Topic 842 [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Recognition of additional assets | 300 | 300 | $ 300 | |||
Recognition of additional liabilites | $ 300 | $ 300 | $ 300 | |||
Revenue [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Number of customers | Customer | 3 | 3 | 3 | 3 | ||
Revenue [Member] | Customer [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Concentration risk percentage | 100.00% | 100.00% | 100.00% | 100.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 1,462 | $ 1,683 | ||
Restricted cash and cash equivalents, long-term | 2,500 | 2,500 | ||
Total cash, cash equivalents and restricted cash and cash equivalents shown in the consolidated statement of cash flows | $ 3,962 | $ 4,183 | $ 3,663 | $ 14,420 |
Collaboration Agreements - Addi
Collaboration Agreements - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Research and development | $ 4,228,000 | $ 8,594,000 | $ 7,050,000 | $ 17,537,000 | |
Additional funding receivable | 1,822,000 | 1,822,000 | |||
Collaborative Arrangements [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Collaboration revenue recognized | 1,700,000 | ||||
Revenue recognized from change in estimated transaction prices | 1,000,000 | 1,000,000 | |||
Collaborative Arrangements [Member] | Phase 2 MRCT [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Maximum contribution amount to clinical trial | 3,000,000 | 3,000,000 | |||
Collaborative Arrangements [Member] | Reneo [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Collaboration revenue recognized | 800,000 | 900,000 | 1,700,000 | 1,800,000 | |
Adjustments to transaction price for performance obligations | 0 | 0 | 0 | 0 | |
Collaborative Arrangements [Member] | Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Adjustments to transaction price for performance obligations | 0 | 0 | |||
Collaborative Arrangements [Member] | Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. [Member] | Phase 2 MRCT [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Maximum contribution amount to clinical trial | 3,000,000 | 3,000,000 | |||
Unrecognized amount of transaction price allocated to performance obligation | 1,000,000 | 1,000,000 | |||
Collaborative Arrangements [Member] | Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. [Member] | Phase 2 MRCT [Member] | License and Technology Transfer Services of Chemistry and Manufacturing Know-How [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Collaboration revenue recognized | 0 | 1,100,000 | 0 | 2,300,000 | |
Collaborative Arrangements [Member] | Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. [Member] | Obligation to Sponsor and Conduct Portion of Phase 2 MRCT [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Collaboration revenue recognized | 0 | ||||
Collaborative Arrangements [Member] | Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. [Member] | Joint Development Committee [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Unrecognized amount of transaction price allocated to performance obligation | 100,000 | 100,000 | |||
Collaborative Arrangements [Member] | Newsoara Biopharma Co., Ltd. [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Revenue recognized from change in estimated transaction prices | 1,000,000 | 1,000,000 | |||
Collaborative Arrangements [Member] | Newsoara Biopharma Co., Ltd. [Member] | License and Technology Transfer Services [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Collaboration revenue recognized | 1,000,000 | 400,000 | 1,000,000 | 400,000 | |
Collaborative Arrangements [Member] | JDRF [Member] | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Maximum research funding receivable achievement based on research and development milestones | $ 3,000,000 | ||||
Maximum funding percentage of research and development milestones | 50.00% | ||||
Funding received | 1,600,000 | ||||
Research and development | 1,600,000 | ||||
Additional funding receivable | $ 800,000 | $ 0 | $ 800,000 | $ 0 |
Collaboration Agreements - Summ
Collaboration Agreements - Summary of Contract Liabilities Related to Company's Collaboration Agreements (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Deferred Revenue Disclosure [Abstract] | ||
Current portion of deferred revenue | $ 27 | $ 1,752 |
Deferred revenue, net of current portion | 1,052 | 1,067 |
Total contract liabilities | $ 1,079 | $ 2,819 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Non-qualified stock option awards vesting period | 3 years | |
Non-qualified stock option awards expiration term | 10 years | |
Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation cost related to non-vested share-based compensation arrangements of outstanding stock option awards | $ 2,300,000 | |
Weighted average period to recognize unrecognized share-based compensation cost | 2 years 1 month 6 days | |
Weighted average grant date fair value of options granted | $ 1.94 | $ 2.30 |
Aggregate intrinsic value of outstanding awards | $ 0 |
Share-Based Compensation - Assu
Share-Based Compensation - Assumptions Used to Estimate Fair Value of Stock Option Awards Granted (Detail) | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Schedule of Share Based Compensation Valuation Assumptions [Line Items] | ||
Expected dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Schedule of Share Based Compensation Valuation Assumptions [Line Items] | ||
Expected volatility | 115.29% | 71.15% |
Expected life of option, in years | 5 years 9 months 18 days | 5 years 8 months 12 days |
Risk-free interest rate | 1.88% | 2.69% |
Maximum [Member] | ||
Schedule of Share Based Compensation Valuation Assumptions [Line Items] | ||
Expected volatility | 117.94% | 99.23% |
Expected life of option, in years | 6 years | 6 years |
Risk-free interest rate | 2.64% | 2.81% |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Stock Award Activity for the Period (Detail) | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Share Based Arrangements To Obtain Goods And Services [Abstract] | |
Number of Shares, Awards outstanding, Beginning balance | shares | 1,767,503 |
Number of Shares, Granted | shares | 995,500 |
Number of Shares, Forfeited | shares | (186,292) |
Number of Shares, Awards outstanding, Ending balance | shares | 2,576,711 |
Number of Shares, Options exercisable | shares | 1,338,567 |
Number of Shares, Options exercisable, Weighted average remaining contractual term | 6 years 9 months 18 days |
Number of Shares, Options vested and expected to vest | shares | 2,524,818 |
Number of Shares, Options vested and expected to vest, Weighted average remaining contractual term | 8 years |
Weighted-Average Exercise Price, Awards outstanding, Beginning balance | $ / shares | $ 8.57 |
Weighted-Average Exercise Price, Granted | $ / shares | 2.26 |
Weighted-Average Exercise Price, Forfeited | $ / shares | 5.99 |
Weighted-Average Exercise Price, Awards outstanding, Ending balance | $ / shares | 6.32 |
Weighted-Average Exercise Price, Options exercisable | $ / shares | 9.45 |
Weighted-Average Exercise Price, Options vested and expected to vest | $ / shares | $ 6.39 |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of Activity Related to RSU Awards (Detail) - Restricted Stock Units [Member] | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Awards outstanding, Beginning balance | shares | 23,333 |
Number of Shares, Vested | shares | (11,666) |
Number of Shares, Awards outstanding, Ending balance | shares | 11,667 |
Number of Shares, RSUs expected to vest | shares | 11,505 |
Weighted-Average Grant Date Fair Value, Awards outstanding, Beginning balance | $ / shares | $ 5.81 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 5.81 |
Weighted-Average Grant Date Fair Value, Awards outstanding, Ending balance | $ / shares | 5.81 |
Weighted-Average Grant Date Fair Value, RSUs expected to vest | $ / shares | $ 5.81 |
Share-Based Compensation - Su_3
Share-Based Compensation - Summary of Compensation Expense Related to Grants of Stock Options and RSUs (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total share-based compensation expense | $ 401 | $ 803 | $ 682 | $ 1,766 |
Research and Development [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total share-based compensation expense | 150 | 225 | 215 | 624 |
General and Administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total share-based compensation expense | $ 251 | $ 578 | $ 467 | $ 1,142 |
Notes Payable - Schedule of Not
Notes Payable - Schedule of Notes Payable (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
Notes payable under the Loan Agreement | $ 9,897 | $ 14,897 |
Short-term financing | 216 | |
Accreted final payment | (934) | (600) |
Total notes payable | 10,831 | 15,713 |
Less: Current portion | (8,646) | (9,383) |
Total notes payable, net of current portion | $ 2,185 | $ 6,330 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) - Loan and Security Agreement [Member] - USD ($) | Mar. 24, 2017 | Oct. 28, 2016 | Mar. 31, 2017 | Oct. 31, 2016 | Jun. 30, 2019 | Dec. 31, 2018 |
LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate floor | 0.50% | |||||
Horizon Technology Finance Corporation and Silicon Valley Bank [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loan borrowed amount | $ 20,000,000 | |||||
Debt instrument, interest rate floor | 10.50% | |||||
Variable rate basis | one-month LIBOR | |||||
Interest rate description | Each loan tranche bears interest at a floating rate equal to 10.5% plus the amount by which the one-month London Interbank Offer Rate (“LIBOR”) exceeds 0.5%. | |||||
Minimum cash balance required in deposit account | $ 2,500,000 | |||||
Additional default interest rate | 5.00% | |||||
Warrant exercise price condition | Exercise price equal to the lower of (a) the volume weighted average price per share of the Company?s Class A Common Stock, as reported on the principal stock exchange on which the Company?s Class A Common Stock is listed, for 10 trading days prior to the issuance of the applicable Warrants or (b) the closing price of a share of the Company?s Class A Common Stock on the trading day prior to the issuance of the applicable Warrants. | |||||
Warrants expiration period | 7 years | |||||
Allocated fair value of warrants issued | $ 900,000 | $ 900,000 | ||||
Horizon Technology Finance Corporation and Silicon Valley Bank [Member] | Prepayments for First 18 Months [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment penalty fee | 4.00% | |||||
Horizon Technology Finance Corporation and Silicon Valley Bank [Member] | Prepayments Thereafter [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment penalty fee | 2.00% | |||||
Horizon Technology Finance Corporation and Silicon Valley Bank [Member] | Tranche One [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loan borrowed amount | $ 12,500,000 | |||||
Debt instrument, payment terms | The Company borrowed the first tranche of $12.5 million upon close of the Loan Agreement in October 2016. The first tranche requires only monthly interest payments until May 1, 2018 followed by equal monthly payments of principal plus accrued interest through the scheduled maturity date on May 1, 2020. | |||||
Debt instrument, final payment | $ 800,000 | |||||
Debt instrument, maturity date | May 1, 2020 | |||||
Debt instrument, frequency of periodic Payment | monthly | |||||
Warrants to purchase shares of common stock | 152,580 | |||||
Exercise price of warrants | $ 6.39 | |||||
Warrant shares percentage issued of loan amount | 6.00% | |||||
Final payments, accrued additional interest expense | $ 800,000 | |||||
Horizon Technology Finance Corporation and Silicon Valley Bank [Member] | Tranche Two [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loan borrowed amount | $ 7,500,000 | |||||
Debt instrument, payment terms | The Company borrowed the second tranche of $7.5 million in March 2017. The second tranche requires only monthly interest payments until October 1, 2018 followed by equal monthly payments of principal plus accrued interest through the scheduled maturity date on October 1, 2020. | |||||
Debt instrument, final payment | $ 500,000 | |||||
Debt instrument, maturity date | Oct. 1, 2020 | |||||
Debt instrument, frequency of periodic Payment | monthly | |||||
Warrants to purchase shares of common stock | 38,006 | |||||
Exercise price of warrants | $ 5.92 | |||||
Warrant shares percentage issued of loan amount | 3.00% | 3.00% | ||||
Final payments, accrued additional interest expense | $ 500,000 | |||||
Horizon Technology Finance Corporation and Silicon Valley Bank [Member] | Tranche Three [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount available for borrowing | $ 5,000,000 | |||||
Tranches expiration date | Jun. 30, 2017 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Jun. 30, 2019 | Feb. 28, 2007 |
Developmental and Regulatory Milestone Payment [Member] | Novo License Agreement [Member] | Maximum [Member] | ||
Commitments And Contingencies [Line Items] | ||
Potential milestone payment | $ 115,000,000 | |
Sales-based Milestones Payment [Member] | Novo License Agreement [Member] | ||
Commitments And Contingencies [Line Items] | ||
Potential milestone payment | $ 75,000,000 | |
Phase 2 MRCT [Member] | Collaborative Arrangements [Member] | ||
Commitments And Contingencies [Line Items] | ||
Maximum contribution amount to clinical trial | $ 3,000,000 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jan. 01, 2019 | Dec. 31, 2018 | |
Lessee Lease Description [Line Items] | ||||||
Operating lease right-of-use assets | $ 167 | $ 167 | ||||
Operating lease cost recognized | 100 | $ 100 | 200 | $ 200 | ||
Future minimum lease payments under non-cancelable operating leases | 200 | 200 | $ 400 | |||
ASC Topic 842 [Member] | ||||||
Lessee Lease Description [Line Items] | ||||||
Operating lease right-of-use assets | 300 | 300 | $ 300 | |||
Operating lease liabilites | $ 300 | $ 300 | $ 300 | |||
Operating lease liability discount rate | 15.20% | 15.20% | ||||
Operating lease expiration period | Dec. 31, 2019 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interest - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Noncontrolling Interest [Line Items] | ||
Redemption amount of noncontrolling interest | $ 37.1 | $ 62.5 |
Class A Common Stock [Member] | ||
Noncontrolling Interest [Line Items] | ||
Number of days used to determine exchange value based on weighted average price of Class A common stock | 20 days | |
Class A Common Stock [Member] | Exchange of Redeemable Non controlling Interest To Class A Common Stock [Member] | ||
Noncontrolling Interest [Line Items] | ||
Stock conversion ratio | 1 | |
vTv Therapeutics LLC [Member] | ||
Noncontrolling Interest [Line Items] | ||
Noncontrolling interest ownership percentage | 43.60% |
Redeemable Noncontrolling Int_4
Redeemable Noncontrolling Interest - Summary of Net Income Attributable to Vtv Therapeutics Inc (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Noncontrolling Interest [Abstract] | ||||
Net loss attributable to vTv Therapeutics Inc. common shareholders | $ (2,882) | $ (3,072) | $ (8,765) | $ (6,024) |
Increase in vTv Therapeutics Inc. accumulated deficit for purchase of LLC Units as a result of common stock issuances | (2,464) | (4,296) | (9,893) | (4,317) |
Change from net loss attributable to vTv Therapeutics Inc. common shareholders and transfers to noncontrolling interest | $ (5,346) | $ (7,368) | $ (18,658) | $ (10,341) |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) $ in Thousands | Mar. 18, 2019USD ($) | Jun. 30, 2019USD ($)shares |
Related Party Transaction [Line Items] | ||
Deemed Distribution to Related Party | $ | $ 3,728 | |
Class A Common Stock [Member] | Exchange of Redeemable Non controlling Interest To Class A Common Stock [Member] | ||
Related Party Transaction [Line Items] | ||
Stock conversion ratio | 1 | |
MacAndrews & Forbes Incorporated [Member] | ||
Related Party Transaction [Line Items] | ||
Ownership percentage of majority owner | 79.60% | |
Deemed Distribution to Related Party | $ | $ 3,700 | |
Amount of cash savings percentage | 85.00% | |
Description of tax receivable agreement | The Company and MacAndrews are party to a tax receivable agreement (the “Tax Receivable Agreement”), which provides for the payment by the Company to M&F TTP Holdings Two LLC (“M&F”), as successor in interest to vTv Therapeutics Holdings, LLC (“vTv Therapeutics Holdings”), and M&F TTP Holdings LLC (or certain of its transferees or other assignees) of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes (or, in some circumstances, the Company is deemed to realize) as a result of (a) the exchange of Class B Common Stock, together with the corresponding number of vTv Units, for shares of the Company’s Class A Common Stock (or for cash), (b) tax benefits related to imputed interest deemed to be paid by the Company as a result of the Tax Receivable Agreement and (c) certain tax benefits attributable to payments under the Tax Receivable Agreement. | |
MacAndrews & Forbes Incorporated [Member] | Class B Common Stock [Member] | ||
Related Party Transaction [Line Items] | ||
Shares held by related party | shares | 23,084,267 | |
MacAndrews & Forbes Incorporated [Member] | Class A Common Stock [Member] | ||
Related Party Transaction [Line Items] | ||
Shares held by related party | shares | 19,064,472 | |
MacAndrews & Forbes Incorporated [Member] | Class A Common Stock [Member] | Exchange of Redeemable Non controlling Interest To Class A Common Stock [Member] | ||
Related Party Transaction [Line Items] | ||
Stock conversion ratio | 1 |
Related-Party Transactions - Su
Related-Party Transactions - Summary of Terms of Letter Agreements (Detail) - MacAndrews & Forbes Incorporated [Member] - Class A Common Stock [Member] - USD ($) $ / shares in Units, $ in Millions | Mar. 18, 2019 | Dec. 11, 2018 | Jul. 30, 2018 | Dec. 05, 2017 |
2017 Letter Agreement [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Aggregate dollar value to be sold under agreement | $ 10 | |||
Specified purchase price per share | $ 4.38 | |||
Expiration date of letter agreement | Dec. 5, 2018 | |||
Shares available to be issued under related warrants | 198,267 | |||
Exercise price of related warrants | $ 5.04 | |||
Expiration date of related warrants | Dec. 5, 2024 | |||
Total shares issued as of June 30, 2019 | 2,283,105 | |||
2018 Letter Agreement [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Aggregate dollar value to be sold under agreement | $ 10 | $ 10 | ||
Specified purchase price per share | $ 1.84 | $ 1.33 | ||
Expiration date of letter agreement | Dec. 11, 2019 | Jul. 30, 2019 | ||
Shares available to be issued under related warrants | 340,534 | 518,654 | ||
Exercise price of related warrants | $ 2.12 | $ 1.53 | ||
Expiration date of related warrants | Dec. 11, 2025 | Jul. 30, 2025 | ||
Total shares issued as of June 30, 2019 | 5,434,783 | 7,518,797 | ||
2019 Letter Agreement [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Aggregate dollar value to be sold under agreement | $ 9 | |||
Specified purchase price per share | $ 1.65 | |||
Expiration date of letter agreement | Mar. 18, 2020 | |||
Total shares issued as of June 30, 2019 | 1,212,121 | |||
Remaining shares to be issued as of June 30, 2019 | 4,242,425 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Taxes [Line Items] | ||||
Income tax provision | $ 100 | $ 200 | $ 100 | $ 200 |
US statutory corporate income tax rate | 21.00% | |||
M&F TTP Holdings LLC [Member] | ||||
Income Taxes [Line Items] | ||||
Amount of cash savings percentage | 85.00% |
Net Loss per Share - Reconcilia
Net Loss per Share - Reconciliation of the Numerator and Denominator Used in the Calculation of Basic and Diluted Net Loss per Share of Class A Common Stock (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Numerator: | ||||
Net loss | $ (5,114) | $ (9,596) | $ (9,096) | $ (19,556) |
Less: Net loss attributable to noncontrolling interests | (2,232) | (6,524) | (4,059) | (13,532) |
Net loss attributable to vTv Therapeutics Inc. | (2,882) | (3,072) | (5,037) | (6,024) |
Less: Deemed distribution to related party (Note 9) | (3,728) | |||
Net loss attributable to common shareholders of vTv Therapeutics Inc., basic and diluted | $ (2,882) | $ (3,072) | $ (8,765) | $ (6,024) |
Class A Common Stock [Member] | ||||
Denominator: | ||||
Weighted-average vTv Therapeutics Inc. Class A Common Stock, basic and diluted | 28,037,628 | 10,049,831 | 25,464,562 | 9,875,743 |
Net loss per share of vTv Therapeutics Inc. Class A Common Stock, basic and diluted | $ (0.10) | $ (0.31) | $ (0.34) | $ (0.61) |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Potentially Dilutive Securities Not Included in Calculation of Diluted Net Loss per Share (Detail) - shares | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of dilutive net loss per share | 31,173,065 | 26,574,886 |
Class B Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of dilutive net loss per share | 23,094,221 | 23,094,221 |
Common Stock Options Granted Under the Plan [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of dilutive net loss per share | 2,576,711 | 1,926,925 |
Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of dilutive net loss per share | 11,667 | 23,334 |
Common stock options granted under Letter Agreements | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of dilutive net loss per share | 4,242,425 | 1,141,553 |
Common Stock Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of dilutive net loss per share | 1,248,041 | 388,853 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Restructuring And Related Activities [Abstract] | |
Restructuring, initiation date | Dec. 11, 2018 |
Cash payments on severance benefits | $ 0.3 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Summary of Conclusions Reached Regarding Fair Value Measurements (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Significant Unobservable Inputs (Level 3) [Member] | |||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | |||
Balance at January 1 | $ 2,436 | $ 492 | |
Net Change in fair value included in earnings | (1,196) | (291) | |
Balance at June 30, | 1,240 | 201 | |
Significant Unobservable Inputs (Level 3) [Member] | Warrant Liability, Related Party [Member] | |||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | |||
Balance at January 1 | 2,436 | 492 | |
Net Change in fair value included in earnings | (1,196) | (291) | |
Balance at June 30, | 1,240 | $ 201 | |
Fair Value, Measurements, Recurring [Member] | |||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | |||
Total | 1,240 | $ 2,436 | |
Fair Value, Measurements, Recurring [Member] | Warrant Liability, Related Party [Member] | |||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | |||
Total | 1,240 | 2,436 | |
Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | |||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | |||
Total | 1,240 | 2,436 | |
Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | Warrant Liability, Related Party [Member] | |||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | |||
Total | $ 1,240 | $ 2,436 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Letter Agreement Warrants [Member] | ||||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Change in fair value of agreement warrants loss (gain) | $ (0.3) | $ (0.3) | $ (1.2) | $ (0.3) |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Summary of Significant Inputs Utilized in the Valuation of 2018 and 2019 Agreement Warrants (Detail) - Letter Agreement Warrants [Member] | Jun. 30, 2019 | Dec. 31, 2018 |
Minimum [Member] | Expected Volatility [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Inputs utilized in the valuation of warrants | 113.41 | 108.53 |
Minimum [Member] | Risk-Free Interest Rate [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Inputs utilized in the valuation of warrants | 1.78 | 2.59 |
Maximum [Member] | Expected Volatility [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Inputs utilized in the valuation of warrants | 118.49 | 115.04 |
Maximum [Member] | Risk-Free Interest Rate [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Inputs utilized in the valuation of warrants | 1.84 | 2.69 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] - Class A Common Stock [Member] - MacAndrews & Forbes Incorporated [Member] - March 2019 Letter Agreement [Member] $ in Millions | Jul. 09, 2019USD ($)shares |
Subsequent Event [Line Items] | |
Warrants to purchase shares of common stock | shares | 1,212,121 |
Funding received | $ | $ 2 |