GALENA BIOPHARMA, INC., 10-Q filed on 5/10/2016
Quarterly Report
Document and Entity Information
3 Months Ended
Mar. 31, 2016
Apr. 30, 2016
Document Document And Entity Information [Abstract]
 
 
Entity Registrant Name
Galena Biopharma, Inc. 
 
Trading Symbol
GALE 
 
Entity Central Index Key
0001390478 
 
Current Fiscal Year End Date
--12-31 
 
Entity Filer Category
Accelerated Filer 
 
Document Type
10-Q 
 
Document Period End Date
Mar. 31, 2016 
 
Document Fiscal Year Focus
2016 
 
Document Fiscal Period Focus
Q1 
 
Amendment Flag
false 
 
Entity Common Stock, Shares Outstanding
 
181,837,117 
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Current assets:
 
 
Cash and cash equivalents
$ 34,709 
$ 29,730 
Restricted cash
401 
401 
Litigation settlement insurance recovery
1,700 
21,700 
Prepaid expenses and other current assets
1,051 
1,398 
Current assets of discontinued operations, net
88 
392 
Total current assets
37,949 
53,621 
Equipment and furnishings, net
299 
335 
In-process research and development
12,864 
12,864 
GALE-401 rights
9,255 
9,255 
Goodwill
5,898 
5,898 
Deposits and other assets
100 
171 
Total assets
66,365 
82,144 
Current liabilities:
 
 
Accounts payable
1,019 
1,597 
Accrued expenses and other current liabilities
4,042 
5,292 
Litigation settlement payable
5,000 
25,000 
Fair value of warrants potentially settleable in cash
23,934 
14,518 
Current portion of long-term debt
3,740 
4,739 
Current liabilities of discontinued operations
4,487 
5,925 
Total current liabilities
42,222 
57,071 
Deferred tax liability
5,418 
5,418 
Contingent purchase price consideration
6,312 
6,142 
Total liabilities
53,952 
68,631 
Commitments and contingencies
   
   
Stockholders' equity:
 
 
Common stock, $0.0001 par value; 275,000,000 shares authorized, 182,512,117 shares issued and 181,837,117 shares outstanding at March 31, 2016; 275,000,000 shares authorized, 162,581,753 shares issued and 161,906,753 shares outstanding at December 31, 2015
18 
15 
Additional paid-in capital
312,120 
296,730 
Accumulated deficit
295,876 
279,383 
Less treasury shares at cost, 675,000 shares
(3,849)
(3,849)
Total stockholders’ equity
12,413 
13,513 
Total liabilities and stockholders' equity
$ 66,365 
$ 82,144 
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
Mar. 31, 2016
Dec. 31, 2015
Statement of Financial Position [Abstract]
 
 
Preferred stock, par value (usd per share)
$ 0.0001 
$ 0.0001 
Preferred stock, shares authorized
5,000,000 
5,000,000 
Common stock, par value (usd per share)
$ 0.0001 
$ 0.0001 
Common stock, shares authorized
275,000,000 
275,000,000 
Common stock, shares issued
182,512,117 
162,581,753 
Common stock, shares outstanding
181,837,117 
161,906,753 
Treasury stock, shares
675,000 
675,000 
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Costs and expenses:
 
 
Research and development
$ 5,443 
$ 5,825 
General and administrative
3,525 
3,087 
Total operating expenses
8,968 
8,912 
Operating loss
(8,968)
(8,912)
Other income (expense):
 
 
Change in fair value of warrants potentially settleable in cash
(3,873)
1,152 
Interest income (expense), net
(91)
(225)
Other expense
(170)
(321)
Total non-operating income (expense), net
(4,134)
606 
Loss from continuing operations
(13,102)
(8,306)
Loss from discontinued operations
(3,391)
(2,231)
Net loss
$ (16,493)
$ (10,537)
Net loss per common share:
 
 
Basic and diluted net loss per share, continuing operations (in dollars per share)
$ (0.07)
$ (0.06)
Basic and diluted net loss per share, discontinued operations (in dollars per share)
$ (0.02)
$ (0.02)
Basic net loss per share (in dollars per share)
$ (0.09)
$ (0.08)
Weighted-average common shares outstanding: basic and diluted
179,372,320 
136,054,864 
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $)
In Thousands, except Share data, unless otherwise specified
Total
Common Stock [Member]
Additional Paid-in Capital [Member]
Accumulated Deficit [Member]
Treasury Stock [Member]
Beginning balance at Dec. 31, 2015
$ 13,513 
$ 15 
$ 296,730 
$ (279,383)
$ (3,849)
Beginning balance, shares at Dec. 31, 2015
 
162,581,753 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
Issuance of common stock, shares
 
19,772,727 
 
 
 
Issuance of common stock
20,189 
20,186 
 
 
Common stock warrants issued in connection with January 2016 common stock offering
(5,590)
(5,590)
 
 
Issuance of common stock upon exercise of warrants, shares
 
50,665 
 
 
 
Issuance of common stock upon exercise of warrants
46 
46 
 
 
Issuance of common stock in connection with employee stock purchase plan, shares
 
67,017 
 
 
 
Issuance of common stock in connection with employee stock purchase plan
78 
 
78 
 
 
Stock-based compensation for directors and employees
656 
 
656 
 
 
Exercise of stock options, shares
40,000 
39,955 
 
 
 
Exercise of stock options
14 
 
14 
 
 
Net loss
(16,493)
 
 
(16,493)
 
Ending balance at Mar. 31, 2016
$ 12,413 
$ 18 
$ 312,120 
$ (295,876)
$ (3,849)
Ending balance, shares at Mar. 31, 2016
 
182,512,117 
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Statement of Cash Flows [Abstract]
 
 
Net loss from continuing operations
$ (13,102)
$ (8,306)
Adjustment to reconcile net loss to net cash used in operating activities:
 
 
Depreciation and amortization expense
73 
98 
Non-cash stock-based compensation
656 
371 
Change in fair value of common stock warrants
3,872 
(1,151)
Change in fair value of contingent consideration
170 
321 
Changes in operating assets and liabilities:
 
 
Prepaid expenses and other assets
418 
30 
Litigation settlement insurance recovery
20,000 
Litigation settlement payable
(20,000)
Accounts payable
(578)
25 
Accrued expenses and other current liabilities
(1,250)
(1,885)
Net cash used in continuing operating activities
(9,741)
(10,497)
Net loss from discontinued operations
3,391 
2,231 
Changes in operating assets and liabilities attributable to discontinued operations
(84)
1,172 
Net cash used in discontinued operating activities
(3,475)
(1,059)
Net cash used in operating activities
(13,216)
(11,556)
Cash flows from investing activities:
 
 
Cash paid for purchase of equipment and furnishings
(6)
(18)
Net cash used in continuing investing activities
(6)
(18)
Selling costs paid for sale of commercial assets
(1,050)
 
Cash paid for commercial assets
 
(500)
Net cash used in discontinued investing activities
(1,050)
(500)
Net cash used in investing activities
(1,056)
(518)
Cash flows from financing activities:
 
 
Net proceeds from issuance of common stock
20,189 
42,121 
Net proceeds from exercise of stock options
14 
 
Proceeds from common stock issued in connection with ESPP
78 
110 
Principle payments on long-term debt
(1,030)
(947)
Net cash provided by financing activities
19,251 
41,284 
Net increase in cash and cash equivalents
4,979 
29,210 
Cash and cash equivalents at the beginning of period
29,730 
23,650 
Cash and cash equivalents at end of period
34,709 
52,860 
Supplemental disclosure of cash flow information:
 
 
Cash received during the periods for interest
21 
Cash paid during the periods for interest
112 
166 
Supplemental disclosure of non-cash investing and financing activities:
 
 
Fair value of warrants issued in connection with common stock recorded as cost of equity
5,590 
10,296 
Reclassification of warrant liabilities upon exercise
$ (46)
 
Business and Basis of Presentation
Business and Basis of Presentation
Business and Basis of Presentation

Overview
 
Galena Biopharma, Inc. (“we,” “us,” “our,” “Galena” or the “Company”) is a biopharmaceutical company committed to the development and commercialization of targeted oncology therapeutics that address major unmet medical needs. Galena’s development portfolio is focused primarily on addressing the rapidly growing patient populations of cancer survivors by harnessing the power of the immune system to prevent cancer recurrence. The Company’s pipeline consists of multiple mid- to late-stage clinical assets, including novel cancer immunotherapy programs led by NeuVax™ (nelipepimut-S), GALE-301 and GALE-302. NeuVax is currently in a pivotal, Phase 3 breast cancer clinical trial with several concurrent Phase 2 trials ongoing both as a single agent and in combination with other therapies. GALE-301 is in a Phase 2a clinical trial in ovarian and endometrial cancers and in a Phase 1b clinical trial given sequentially with GALE-302.

We are seeking to build value for shareholders through pursuit of the following objectives:
Develop novel cancer immunotherapies to address unmet medical needs through the use of peptide-based vaccines targeting well-established tumor antigens. One of our key strategies is to target the adjuvant setting in patients with higher risk of recurrence, who had their primary treatment for cancer and have no evidence of disease, and are more likely to benefit from treatment via immunotherapy. Our immunotherapy programs are currently targeting two key areas: secondary prevention intended to significantly decrease the risk of disease recurrence in breast, gastric, and ovarian cancers; and primary prevention intended to cease or delay ductal carcinoma in situ (DCIS) from becoming invasive breast cancer.
Expand our development pipeline by enhancing the clinical and geographic footprint of our technologies. We intend to accomplish this through the initiation of new clinical trials and potentially through acquisition of additional oncology programs.
Leverage partnerships and collaborations, as well as investigator-sponsored trial arrangements, to maximize the scope of potential clinical opportunities in a cost effective and efficient manner.



Basis of Presentation and Significant Accounting Policies

The accompanying consolidated financial statements included herein have been prepared by Galena pursuant to the generally accepted accounting principles (GAAP). Unless the context otherwise indicates, references in these notes to the “Company,” “we,” “us” or “our” refer (i) to Galena, our wholly owned subsidiaries, Apthera, Inc., or “Apthera,” and our wholly owned subsidiary, Mills Pharmaceuticals, LLC or "Mills."

Discontinued Operations - As described in Note 12, during the quarter ended September 30, 2015 the Company met the relevant criteria for reporting the commercial operations as held for sale and in discontinued operations, pursuant to FASB Topic 205-20, Presentation of Financial Statements - Discontinued Operations, and FASB Topic 360, Property, Plant, and Equipment. During the quarter ended December 31, 2015, the Company completed the sale of the commercial products and the related assets.

Uses of Estimates in Preparation of Financial Statements — The preparation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates.

Principles of Consolidation — The consolidated financial statements include the accounts of Galena and its wholly owned subsidiaries. All material intercompany accounts have been eliminated in consolidation.

Reclassifications — Certain prior year amounts have been reclassified to conform to current year presentation. These reclassifications had no effect on net loss per share. The Company has recast the financial information for the three months ended March 31, 2015 to reflect the Company's commercial business as discontinued operations in the accompanying financial statements as the commercial business was divested in the fourth quarter of 2015.

Cash and Cash Equivalents — The Company considers all highly liquid debt instruments with an original maturity of 90 days or less to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market accounts and demand deposits.

Restricted Cash — Restricted cash consists of certificates of deposit on hand with the Company’s financial institutions as collateral for its corporate credit cards.

Fair Value of Financial Instruments — The carrying amounts reported in the balance sheet for cash equivalents, accounts receivable, accounts payable, and capital leases approximate their fair values due to their short-term nature and market rates of interest.

Equipment and Furnishings — Equipment and furnishings are stated at cost and depreciated using the straight-line method based on the estimated useful lives (generally three to five years) of the related assets.

Goodwill and Intangible Assets — Goodwill and indefinite-lived intangible assets are not amortized but are tested annually for impairment at the reporting unit level, or more frequently if events and circumstances indicate impairment may have occurred. Factors the Company considers important that could trigger an interim review for impairment include, but are not limited to, the following:
Significant changes in the manner of its use of acquired assets or the strategy for its overall business;
Significant negative industry or economic trends;
Significant decline in stock price for a sustained period; and
Significant decline in market capitalization relative to net book value.

Goodwill and other intangible assets with indefinite lives are evaluated for impairment first by a qualitative assessment to determine the likelihood of impairment. If it is determined that impairment is more likely than not, the Company will then proceed to the two step impairment test. The first step is to compare the fair value of the reporting unit to the carrying amount of the reporting unit. If the carrying amount exceeds the fair value, a second step must be followed to calculate impairment. Otherwise, if the fair value of the reporting unit exceeds the carrying amount, the goodwill is not considered to be impaired as of the measurement date. In its review of the carrying value of the goodwill for its single reporting unit and its indefinite-lived intangible assets, the company determines fair values of its goodwill using the market approach, and its indefinite-lived intangible assets using the income approach.

Intangible assets not considered indefinite-lived are reviewed for impairment when facts or circumstances suggest that the carrying value of these assets may not be recoverable. The Company’s policy is to identify and record impairment losses, if necessary, on intangible assets when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts.

The Company performed its review for impairment using the qualitative assessment for both goodwill and indefinite-lived intangible assets, as well as assets not considered to be indefinite-lived, and has determined that there has been no impairment to these assets as of March 31, 2016.

Acquisitions and In-Licensing — For all in-licensed products and technologies, we perform an analysis to determine whether we hold a variable interest or a controlling financial interest in a variable interest entity. On the basis of our interpretations and conclusions, we determine whether the acquisition falls under the purview of variable interest entity accounting and if so, consider the necessity to consolidate the acquisition. As of March 31, 2016, we determined there were no variable interest entities required to be consolidated.

We also perform an analysis to determine if the assets and liabilities acquired in an acquisition qualify as a "business." The excess of the purchase price over the fair value of the net assets acquired can only be recognized as goodwill in a business combination. The Company completes its valuation analysis no later than twelve months from the date of the acquisition.

Contingent Purchase Price Consideration — Contingent consideration in business combinations is recorded at the estimated fair value as of the acquisition date. The fair value of the contingent consideration is re-measured at each reporting period with any adjustments in fair value included in our consolidated statement of comprehensive loss.

Patents and Patent Application Costs — Although the Company believes that its patents and underlying technology have continuing value, the amount of future benefits to be derived from the patents is uncertain. Patent costs are, therefore, expensed as incurred.

Litigation Settlement Payable and Insurance Recoveries — There can be a significant time lag between the time that legal fees are incurred and the insurance reimbursement available to offset the related costs. The legal costs are recorded in the period they are incurred, and the insurance recoveries for those costs are recorded in the period when the insurance reimbursement is deemed probable.

Share-based Compensation — The Company follows the provisions of the FASB ASC Topic 718, “Compensation — Stock Compensation” (“ASC 718”), which requires the measurement and recognition of compensation expense for all stock-based payment awards made to employees, non-employee directors, and consultants, including stock options and warrants. Stock compensation expense based on the grant date fair value estimated in accordance with the provisions of ASC 718 is recognized as an expense over the requisite service period.

For stock options and warrants granted as consideration for services rendered by non-employees, the Company recognizes compensation expense in accordance with the requirements of FASB ASC Topic 505-50 (“ASC 505-50”), “ Equity Based Payments to Non- Employees.” Non-employee option and warrant grants that do not vest immediately upon grant are recorded as an expense over the vesting period. At the end of each financial reporting period prior to vesting, the value of these options and warrants, as calculated using the Black-Scholes option-pricing model, is re-measured using the fair value of the Company’s common stock and the non-cash compensation recognized during the period is adjusted accordingly. Since the fair market value of options and warrants granted to non-employees is subject to change in the future, the amount of the future compensation expense will include fair value re-measurements until the stock options are fully vested.

Research and Development Expenses — Research and development costs are expensed as incurred. Included in research and development costs are wages, benefits and other operating costs, facilities, supplies, external services and overhead related to our research and development departments, and clinical trial expenses.

Clinical trial expenses include direct costs associated with contract research organizations (CROs), as well as patient-related costs at sites at which our trials are being conducted. Direct costs associated with our CROs are generally payable on a time and materials basis, or when certain enrollment and monitoring milestones are achieved. Expense related to a milestone is recognized in the period in which the milestone is achieved or in which we determine that it is more likely than not that it will be achieved.

The invoicing from clinical trial sites can lag several months. We accrue these site costs based on our estimate of upfront set-up costs upon the screening of the first patient at each site, and the patient related costs based on our knowledge of patient enrollment status at each site.

Income Taxes — The Company recognizes liabilities or assets for the deferred tax consequences of temporary differences between the tax basis of assets or liabilities and their reported amounts in the financial statements in accordance with FASB ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”). These temporary differences will result in taxable or deductible amounts in future years when the reported amounts of the assets or liabilities are recovered or settled. ASC 740-10 requires that a valuation allowance be established when management determines that it is more likely than not that all or a portion of a deferred asset will not be realized. The Company evaluates the realizability of its net deferred income tax assets and valuation allowances as necessary, at least on an annual basis. During this evaluation, the Company reviews its forecasts of income in conjunction with other positive and negative evidence surrounding the realizability of its deferred income tax assets to determine if a valuation allowance is required. Adjustments to the valuation allowance will increase or decrease the Company’s income tax provision or benefit. The recognition and measurement of benefits related to the Company’s tax positions requires significant judgment, as uncertainties often exist with respect to new laws, new interpretations of existing laws, and rulings by taxing authorities. Differences between actual results and the Company’s assumptions or changes in the company’s assumptions in future periods are recorded in the period they become known.

There was no income tax expense or benefit for the three month periods ended March 31, 2016 and 2015. We continue to maintain a full valuation allowance against our net deferred tax assets.

Concentrations of Credit Risk — Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents. The Company maintains cash balances in several accounts with two banks, which at times are in excess of federally insured limits. As of March 31, 2016, the Company’s cash equivalents were invested in money market mutual funds. The Company’s investment policy does not allow investment in any debt securities rated less than “investment grade” by national ratings services. The Company has not experienced any losses on its deposits of cash and cash equivalents. The Company maintains significant cash and cash equivalents at two financial institutions that are in excess of federally insured limits.

Comprehensive Loss — Comprehensive loss consists of our net loss, with no other comprehensive income items for the periods presented.

Effect of Recent Accounting Pronouncements

In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (ASU 2016-02). ASU 2016-02 provides accounting guidance for both lessee and lessor accounting models. Among other things, lessees will recognize a right-of-use asset and a lease liability for leases with a duration of greater than one year. For income statement purposes, ASU 2016-02 will require leases to be classified as either operating or finance. Operating leases will result in straight-line expense while finance leases will result in a front-loaded expense pattern. The new standard will be effective for us on January 1, 2019 and will be adopted using a modified retrospective approach which will require application of the new guidance at the beginning of the earliest comparative period presented. We are currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures, however, we anticipate recognition of additional assets and corresponding liabilities related to leases on our balance sheet.

In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation-Stock Compensation (ASU 2016-09). ASU 2016-09 changes several aspects of the accounting for share-based payment transactions including the income tax consequences, classification of awards as either equity or liabilities, employee tax withholding, calculation of shares for use in diluted earnings per share, and classification on the statement of cash flows. The new standard will be effective for us on January 1, 2017. Early adoption is available. We are currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures
Fair Value Measurements
Fair Value Measurements
Fair Value Measurements

The Company follows ASC 820, Fair Value Measurements and Disclosures, (“ASC 820”) for the Company’s financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and are re-measured and reported at fair value at least annually using a fair value hierarchy that is broken down into three levels. Level inputs are defined as follows:
Level 1 — quoted prices in active markets for identical assets or liabilities.
Level 2 — other significant observable inputs for the assets or liabilities through corroboration with market data at the measurement date.
Level 3 — significant unobservable inputs that reflect management’s best estimate of what market participants would use to price the assets or liabilities at the measurement date.

The Company categorized its cash equivalents as Level 1. The valuations for Level 1 were determined based on a “market approach” using quoted prices in active markets for identical assets. Valuation of these assets does not require a significant degree of judgment. The Company categorized its warrants potentially settleable in cash as Level 2 inputs. The warrants are measured at market value on a recurring basis and are being marked to market each quarter-end until they are completely settled. The warrants are valued using an appropriate pricing model, using assumptions consistent with our application of ASC 718. The contingent purchase price consideration is categorized as Level 3 inputs and is measured at its estimated fair value on a recurring basis and is adjusted at each quarter-end until it is completely settled. The contingent purchase price consideration is valued based on the expected timing of milestones, the expected probability of success for each milestone and discount rates based on a corporate debt interest rate index publicly issued.

The following tables present information about our assets and liabilities measured at fair value on a recurring basis in the condensed consolidated balance sheets (in thousands):
 
Description
March 31, 2016
 
Quoted Prices In    
Active Markets
(Level 1)
 
Significant Other
Observable 
Inputs (Level 2)
 
Unobservable 
Inputs
(Level 3)
Assets:
 
 
 
 
 
 
 
Cash equivalents
$
32,029

 
$
32,029

 
$

 
$

Total assets measured and recorded at fair value
$
32,029

 
$
32,029

 
$

 
$

Liabilities:
 
 
 
 
 
 
 
Warrants potentially settleable in cash
$
23,934

 
$

 
$
23,934

 
$

Contingent purchase price consideration
6,312

 

 

 
6,312

Total liabilities measured and recorded at fair value
$
30,246

 
$

 
$
23,934

 
$
6,312


Description
December 31, 2015
 
Quoted Prices In    
Active Markets
(Level 1)
 
Significant Other
Observable 
Inputs (Level 2)
 
Unobservable 
Inputs
(Level 3)
Assets:
 
 
 
 
 
 
 
Cash equivalents
$
29,171

 
$
29,171

 
$

 
$

Total assets measured and recorded at fair value
$
29,171

 
$
29,171

 
$

 
$

Liabilities:
 
 
 
 
 
 
 
Warrants potentially settleable in cash
$
14,518

 
$

 
$
14,518

 
$

Contingent purchase price consideration
6,142

 

 

 
6,142

Total liabilities measured and recorded at fair value
$
20,660

 
$

 
$
14,518

 
$
6,142



The Company did not transfer any financial instruments into or out of Level 3 classification during the three months ended March 31, 2016 and 2015. A reconciliation of the beginning and ending Level 3 liabilities for the three months ended March 31, 2016 is as follows (in thousands):
 
 
Fair Value
Measurements
Using Significant
Unobservable
Inputs
(Level 3)
Balance, January 1, 2016
$
6,142

Change in the estimated fair value of the contingent purchase price consideration
170

Balance at March 31, 2016
$
6,312



The fair value of the contingent purchase price consideration is measured at the end of each reporting period using Level 3 inputs in a probability-weighted, discounted cash-outflow model. The significant unobservable assumptions include the probability of achieving each milestone, the date we expect to reach the milestone, and a determination of present value factors used to discount future expected cash outflows.
Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following (in thousands):

 
March 31, 2016
 
December 31, 2015
Clinical trial costs
$
2,437

 
$
3,294

Professional fees
942

 
435

Compensation and related benefits
642

 
1,535

Interest expense
21

 
28

Accrued expenses and other current liabilities
$
4,042

 
$
5,292

Long-term Debt
Long-term Debt
Long-term Debt

On May 8, 2013 we entered into a loan and security agreement with Oxford Finance LLC, as collateral agent, and related lenders under which we borrowed the first tranche of $10 million (the "Loan"). The Loan payment terms include 12 months of interest-only payments at the fixed coupon rate of 8.45%, followed by 30 months of amortization of principal and interest until maturity in November 2016. In connection with the Loan, we paid the lender a 1% cash facility fee and a 5.5% cash final payment and granted to the lenders seven-year warrants to purchase up to 182,186 shares of our common stock at an exercise price of $2.47, which equaled a 20-day average market price of our common stock prior to the date of the grant.
Legal Proceedings, Commitments and Contingencies (Notes)
Legal Proceedings, Commitments and Contingencies
Legal Proceedings, Commitments and Contingencies
Legal Proceedings

On December 3, 2015, we agreed in principle to resolve and settle the consolidated shareholder derivative action, In re Galena Biopharma, Inc. Derivative Litigation, Civil Action No. 3:14-cv-00382-SI, currently pending in the United States District Court for the District of Oregon against us and certain of our current and former officers and directors. On April 21, 2016, the District Court of Oregon held the final approval hearing of the settlement with the derivative plaintiffs after which the District Court continued the final approval hearing until June 23, 2016 and requested the parties submit additional briefing by June 9, 2016 on the fee request by the derivative plaintiffs’ attorneys.

On December 3, 2015, we also agreed in principal to resolve and settle the securities putative class action lawsuit, In re Galena Biopharma, Inc. Securities Litigation, Civil Action No. 3:14-cv-00367-SI, pending against us, certain of our current and former officers and directors and other defendants in the United States District Court for the District of Oregon. The District Court has set the final approval hearing of such settlement for June 23, 2016.

As of March 31, 2016 our insurance carriers paid $20 million with the remaining $1.7 million paid in April 2016. The Company expects to pay $2.3 million in cash and $1 million in common stock in June 2016.

The litigation settlements are summarized as follow (in thousands)
 
Amount
Class action settlement
$
20,000

Derivative settlement
5,000

Total settlements
$
25,000

 
 
Paid by the insurance carriers
$
20,000

Payable by the insurance carriers
1,700

Payable by the company in cash
2,300

Payable by the company in common stock
1,000

Total settlements payable
$
25,000



Commitments

The Company acquires assets still in development and enters into research and development arrangements with third parties that often require milestone and royalty payments based on the progress of the asset through development stages. Milestone payments may be required, for example, upon approval of the product for marketing by a regulatory agency. In certain agreements, the Company is required to make royalty payments based upon a percentage of the sales.

These arrangements may be material individually, and in the unlikely event that milestones for multiple products covered by these arrangements were reached in the same period, the aggregate charge to expense could be material to the results of operations. In addition, these arrangements often give the Company the discretion to unilaterally terminate development of the product, which the Company might do for clinical, business or other reasons, which would allow the Company to avoid making the contingent payments.

The Company applies the disclosure provisions FASB ASC Topic 460 (“ASC 460”), “ Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others”, to its agreements that contain guarantee or indemnification clauses. The Company provides (i) indemnifications of varying scope and size to certain investors and other parties for certain losses suffered or incurred by the indemnified party in connection with various types of third-party claims and (ii) indemnifications of varying scope and size to officers and directors against third party claims arising from the services they provide to us. These indemnifications give rise only to the disclosure provisions of ASC 460. To date, the Company has not incurred costs as a result of these obligations and does not expect to incur material costs in the future. Accordingly, the Company has not accrued any liabilities in its financial statements related to these indemnifications.
Stockholders' Equity
Stockholders' Equity
Stockholders’ Equity

Preferred Stock — The Company has authorized up to 5,000,000 shares of preferred stock, $0.0001 par value per share, for issuance. The preferred stock will have such rights, preferences, privileges and restrictions, including voting rights, dividend rights, conversion rights, redemption privileges and liquidation preferences, as shall be determined by the Company’s Board of Directors upon its issuance. To date, the Company has not issued any preferred shares.

Common Stock — The Company has authorized up to 275,000,000 shares of common stock, $0.0001 par value per share, for issuance.

November 2014 Purchase Agreement with Lincoln Park Capital, LLC - On November 18, 2014, the Company entered into a purchase agreement with Lincoln Park Capital, LLC (LPC), pursuant to which the Company has the right to sell to LPC up to $50 million in shares of the Company's common stock, subject to certain limitations and conditions over the 36 month term of the purchase agreement. Pursuant to the purchase agreement, LPC initially purchased 2.5 million shares of the Company's common stock at $2.00 per share and the Company issued 631,221 shares of common stock to LPC as a commitment fee, which was recorded as a cost of capital. As a result of this initial issuance, the Company received initial net proceeds of $4.9 million, after deducting commissions and other offering expenses. In addition to LPC’s initial purchase of our common stock under the purchase agreement, during the first quarter of 2015, we received net proceeds of $4.4 million from LPC’s subsequent purchases of a total of 2.7 million shares of our common stock, excluding the commitment fee shares. There were no sales of our common stock under the LPC purchase agreement during the three months ended March 31, 2016.

At Market Issuance Sales Agreements - On May 24, 2013 the Company entered into At Market Issuance Sales Agreements (ATM) with FBR & Co. (formerly MLV & Co. LLC) and Maxim Group LLC (the Agents). From time to time during the term of the ATM, we may issue and sell through the Agents, shares of our common stock, and the Agents collect a fee equal to 3% of the gross proceeds from the sale of shares, up to a total limit of $20 million in gross proceeds. The ATM is available to the Company until it is terminated by the Agents or the Company. During the first quarter of 2015, we received $2.3 million in net proceeds from the sale of 1.4 million shares of our common stock through the ATM. There were no sales of our common stock under the ATM during the three months ended March 31, 2016.

March 2015 Underwritten Public Offering - On March 18, 2015 the Company closed an underwritten public offering of 24,358,974 units at a price to the public of $1.56 per unit for gross proceeds of $38 million (the "March 2015 Offering"). Each unit consists of one share of common stock, and a warrant to purchase 0.50 of a share of common stock at an exercise price of $2.08 per share. The March 2015 Offering included an over-allotment option for the underwriters to purchase an additional 3,653,846 shares of common stock and/or warrants to purchase up to 1,826,923 shares of common stock. On March 18, 2015, the underwriters exercised their over-allotment option to purchase warrants to purchase an aggregate of 1,826,923 shares of common stock. On April 10, 2015, the underwriters exercised their over-allotment option to purchase 3,653,846 shares of common stock for additional net proceeds of $5.4 million. The total net proceeds of the March 2015 Offering, including the exercise of the over-allotment option to purchase the warrants, were $40.8 million, after deducting underwriting discounts and commissions and offering expenses payable by the Company.

January 2016 Underwritten Public Offering - On January 12, 2016 the Company closed an underwritten public offering of 19,772,727 units at a price to the public of $1.10 per unit for gross proceeds of $21.8 million (the January 2016 Offering"). Each unit consists of one share of common stock, and a warrant to purchase 0.60 of a share of common stock at an exercise price of $1.42 per share. The January 2016 Offering included an over-allotment option for the underwriters to purchase an additional 2,965,909 shares of common stock and/or warrants to purchase up to 1,779,545 shares of common stock. On January 12, 2016, the underwriters exercised their over-allotment option to purchase warrants to purchase an aggregate of 1,779,545 shares of common stock. The underwriters did not exercise their over-allotment option to purchase 2,965,909 shares of our common stock. The total net proceeds of the January 2016 Offering, including the exercise of the over-allotment option to purchase the warrants, were $20.2 million, after deducting underwriting discounts and commissions and offering expense paid by the Company.

Shares of common stock for future issuance are reserved for as follows (in thousands):

 
As of March 31, 2016
Warrants outstanding
35,775

Stock options outstanding
12,001

Options reserved for future issuance under the Company’s 2007 Incentive Plan
9,399

Shares reserved for future issuance under the Employee Stock Purchase Plan
461

Total reserved for future issuance
57,636

Warrants
Warrants
Warrants

The following is a summary of warrant activity for the three months ended March 31, 2016 (in thousands):
 
 
January 2016 Warrants
 
March 2015 Warrants
 
September
2013
Warrants
 
December
2012
Warrants
 
Other Equity Financing Warrants
 
Consultant
and Oxford Warrants
 
Total
Outstanding, January 1, 2016

 
14,006

 
3,973

 
3,031

 
816

 
482

 
22,308

Issued
13,643

 

 

 

 

 

 
13,643

Exercised

 

 

 

 
(145
)
 

 
(145
)
Expired

 

 

 

 
(31
)
 

 
(31
)
Outstanding, March 31, 2016
13,643

 
14,006

 
3,973

 
3,031

 
640

 
482

 
35,775

Expiration
January 2021
 
March 2020
 
September 2018
 
December 2017
 
Varies 2016-2017
 
Varies 2014-2020
 
 


Warrants consist of warrants potentially settleable in cash, which are liability-classified warrants, and equity-classified warrants.

Warrants classified as liabilities

Liability-classified warrants consist of warrants to purchase common stock issued in connection with equity financings in January 2016, March 2015, September 2013, December 2012, April 2011, March 2011, and March 2010. These warrants are potentially settleable in cash and were determined not to be indexed to our common stock.

The estimated fair value of outstanding warrants accounted for as liabilities is determined at each balance sheet date. Any decrease or increase in the estimated fair value of the warrant liability since the most recent balance sheet date is recorded in the condensed consolidated statement of comprehensive loss as other income (expense). The fair value of the warrants is estimated using an appropriate pricing model with the following inputs:
 
 
As of March 31, 2016
 
January 2016 Warrants
 
March 2015 Warrants
 
September
2013
Warrants
 
December
2012
Warrants
 
April 2011
Warrants
 
March
2010
Warrants
Strike price
$
1.42

 
$
2.08

 
$
2.50

 
$
1.75

 
$
0.65

 
$
1.92

Expected term (years)
4.77

 
3.97

 
2.47

 
1.73

 
1.06

 
0.50

Volatility %
77.91
%
 
78.82
%
 
79.51
%
 
75.03
%
 
83.64
%
 
75.90
%
Risk-free rate %
1.17
%
 
1.03
%
 
0.80
%
 
0.69
%
 
0.60
%
 
0.39
%
 
 
As of December 31, 2015
 
March 2015 Warrants
 
September
2013
Warrants
 
December
2012
Warrants
 
April 2011
Warrants
 
March
2011
Warrants*
 
March
2010
Warrants
Strike price
$
2.08

 
$
2.50

 
$
1.83

 
$
0.65

 
$
0.65

 
$
2.02

Expected term (years)
4.22

 
2.72

 
1.98

 
1.31

 
0.18

 
1.00

Volatility %
75.85
%
 
74.70
%
 
76.37
%
 
65.60
%
 
47.98
%
 
71.41
%
Risk-free rate %
1.58
%
 
1.24
%
 
1.05
%
 
0.77
%
 
%
 
%

*Note the March 2011 warrants expired in March 2016. The March 2010 warrants do not expire until September 2016.

The expected volatility assumptions are based on the Company's implied volatility in combination with the implied volatilities of similar publicly traded entities. The expected life assumption is based on the remaining contractual terms of the warrants. The risk-free rate is based on the zero coupon rates in effect at the time of valuation. The dividend yield used in the pricing model is zero, because the Company has no present intention to pay cash dividends.
The changes in fair value of the warrant liability for the three months ended March 31, 2016 were as follows (in thousands):
 
 
January 2016 Warrants
 
March 2015 Warrants
 
September
2013
Warrants
 
December
2012
Warrants
 
April 2011
Warrants
 
Other Equity Financing Warrants
 
Total
Warrant liability, January 1, 2016
$

 
$
10,337

 
$
1,933

 
$
1,565

 
$
537

 
$
146

 
$
14,518

Fair value of warrants issued
5,590

 

 

 

 

 

 
5,590

Fair value of warrants exercised

 

 

 

 

 
(46
)
 
(46
)
Change in fair value of warrants
5,686

 
(1,134
)
 
(231
)
 
(305
)
 
(48
)
 
(96
)
 
3,872

Warrant liability, March 31, 2016
$
11,276

 
$
9,203

 
$
1,702

 
$
1,260

 
$
489

 
$
4

 
$
23,934



Warrants classified as equity

Equity-classified warrants consist of warrants issued in connection with consulting services provided to us. Additionally, on May 8, 2013 as a part of our Loan financing, we granted Oxford Financial LLC warrants to purchase up to 182,186 shares of common stock at an exercise price of $2.47, which equaled to the 20-day average market price of our common stock prior to the date of the grant. The warrants were valued using an appropriate pricing model. The fair value assumptions for the grant included a volatility of 75.34%, expected term of seven years, risk-free rate of 1.20%, and a dividend rate of 0.00%. The fair value of the warrants granted was $1.93 per share. These warrants are recorded in equity at fair value upon issuance, and not as liabilities, and are not subject to adjustment to fair value in subsequent reporting periods.
Stock Based Compensation
Stock Based Compensation
Stock-Based Compensation

Options to Purchase Shares of Common Stock — The Company follows the provisions ASC 718, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, non-employee directors, including employee stock options. Stock compensation expense based on the grant date fair value estimated in accordance with the provisions of ASC 718 is recognized as an expense over the requisite service period.

For stock options and warrants granted in consideration for services rendered by non-employees, the Company recognizes compensation expense in accordance with the requirements of ASC Topic 505-50. Non-employee option and warrant grants that do not vest immediately upon grant are recorded as an expense over the vesting period. At the end of each financial reporting period prior to vesting, the value of these options and warrants, as calculated using the Black-Scholes option-pricing model, is re-measured using the fair value of the Company’s common stock and the non-cash compensation recognized during the period is adjusted accordingly. Since the fair market value of options and warrants granted to non-employees is subject to change in the future, the amount of the future compensation expense will include fair value re-measurements until the stock options and warrants are fully vested.

The following table summarizes the components of stock-based compensation expense in the condensed consolidated statements of comprehensive loss for the three months ended March 31, 2016 and 2015, respectively (in thousands):

 
Three Months Ended March 31,
 
2016
 
2015
Research and development
$
127

 
$
77

General and administrative
529

 
294

Total stock-based compensation from continuing operations
$
656

 
$
371



The Company uses the Black-Scholes option-pricing model and the following weighted-average assumptions to determine the fair value of all its stock options granted:
 
 
Three Months Ended March 31,
 
2016
 
2015
Risk free interest rate
1.41
%
 
1.41
%
Volatility
75.24
%
 
74.62
%
Expected lives (years)
6.25

 
6.25

Expected dividend yield
%
 
%


The weighted-average fair value of options granted during the three months ended March 31, 2016 was $0.56 per share. The weighted-average fair value of options granted during the three months ended March 31, 2015 was $1.16 per share.

The Company’s expected common stock price volatility assumption is based upon the Company's own implied volatility in combination with the implied volatility of a basket of comparable companies. The expected life assumptions for employee grants were based upon the simplified method provided for under ASC 718-10, which averages the contractual term of the Company’s options of ten years with the average vesting term of four years for an average of six years. The expected life assumptions for non-employees were based upon the contractual term of the option. The dividend yield assumption is zero, because the Company has never paid cash dividends and presently has no intention to do so. The risk-free interest rate used for each grant was also based upon prevailing short-term interest rates. The Company has estimated an annualized forfeiture rate of 15% for options granted to its employees, 8% for options granted to senior management and zero for non-employee directors. The Company will record additional expense if the actual forfeitures are lower than estimated and will record a recovery of prior expense if the actual forfeiture rates are higher than estimated.

As of March 31, 2016, there was $4,266,000 of unrecognized compensation cost related to outstanding options that is expected to be recognized as a component of the Company’s operating expenses over a weighted-average period of 2.87 years.

As of March 31, 2016, an aggregate of 26,500,000 shares of common stock were reserved for issuance under the Company’s 2007 Incentive Plan, including 12,001,000 shares subject to outstanding common stock options granted under the plan and 9,399,000 shares available for future grants. The administrator of the plan determines the times when an option may become exercisable. Vesting periods of options granted to date have not exceeded four years. The options will expire, unless previously exercised, no later than ten years from the grant date.

The following table summarizes option activity of the Company:

 
Total
Number of
Shares
(In Thousands)
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic
Value
(In Thousands)
Outstanding at January 1, 2016
13,262

 
$
2.58

 


Granted
105

 
0.84

 


Exercised
(40
)
 
0.87

 
$
10

Cancelled
(1,326
)
 
2.37

 
$
25

Outstanding at March 31, 2016
12,001

 
$
2.59

 
$
421

Options exercisable at March 31, 2016
7,152

 
$
3.19

 
$
366



The aggregate intrinsic values of outstanding and exercisable options at March 31, 2016 were calculated based on the closing price of the Company’s common stock as reported on The NASDAQ Capital Market on March 31, 2016 of $1.36 per share. The aggregate intrinsic value equals the positive difference between the closing fair market value of the Company’s common stock and the exercise price of the underlying options.
Other Income (Expense) (Notes)
Other Income (Expense)
Other Expense

Other expense is summarized as follows (in thousands):
 
 
Three Months Ended March 31,
 
2016
 
2015
Change in fair value of the contingent purchase price liability
$
(170
)
 
$
(321
)
Total other expense
$
(170
)
 
$
(321
)
Net Loss Per Share
Net Loss Per Share
Net Loss Per Share

The company accounts for and discloses net loss per common share in accordance with FASB ASC Topic 260 “Earnings per Share.” Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding. Diluted net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares that would have been outstanding during the period assuming the issuance of common shares for all potential dilutive common shares outstanding. Potential common shares consist of shares issuable upon the exercise of stock options and warrants.

The following table sets forth the potentially dilutive common shares excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive (in thousands):
 
 
 Three Months Ended March 31,
 
2016
 
2015
Warrants to purchase common stock
35,775

 
22,546

Options to purchase common stock
12,001

 
10,683

Total
47,776

 
33,229

License Agreements
License Agreements
License Agreements

As part of its business, the company enters into licensing agreements with third parties that often require milestone and royalty payments based on the progress of the licensed assets through development and commercial stages. Milestone payments may be required, for example, upon approval of the product for marketing by a regulatory agency, and the company may be required to make royalty payments based upon a percentage of net sales of the product. The expenditures required under these arrangements in any period may be material and are likely to fluctuate from period to period.

These arrangements sometimes permit the company to unilaterally terminate development of the product and thereby avoid future contingent payments; however, the company is unlikely to cease development if the compound successfully achieves clinical testing objectives.

In conjunction with the acquisition of NeuVaxTM, the company acquired rights and assumed obligations under a license agreement among Apthera and The University of Texas M. D. Anderson Cancer Center (“MDACC”) and The Henry M. Jackson Foundation for the Advancement of Military Medicine, Inc. (“HJF”) which grants exclusive worldwide rights to a U.S. patent covering the nelipepimut-S peptide and several U.S. and foreign patents and patent applications covering methods of using the peptide as a vaccine. Under the terms of this license, we are required to pay an annual maintenance fee of $200,000, a milestone payment of $200,000 upon commencing the Phase 3 PRESENT trial of NeuVax and other clinical milestone payments, as well as royalty payments based on sales of NeuVax or other therapeutic products developed from the licensed technologies.

Effective April 30, 2009, we entered into a license agreement with Kwangdong Pharmaceutical Co, Ltd (Kwangdong). Under the agreement, we granted Kwangdong exclusive rights to seek marketing approval in The Republic of Korea (South Korea) for our NeuVax product candidate for the treatment of breast cancer following its approval by the FDA or the European Medicines Agency, and to market, sell and distribute NeuVax in South Korea assuming such approval is obtained.
Effective December 3, 2012, we entered into a license and supply agreement with ABIC Marketing Limited, a subsidiary of Teva Pharmaceuticals (“ABIC”), under which we granted ABIC exclusive rights to seek marketing approval in Israel for our NeuVax product candidate for intradermal injection for the treatment of breast cancer following its approval by the FDA or the European Medicines Agency, and to market, sell and distribute NeuVax in Israel assuming such approval is obtained. ABIC’s rights also include a right of first refusal in Israel for all future indications for which NeuVax may be approved. Under the license and supply agreement, ABIC will assume responsibility for regulatory registration of NeuVax in Israel, provide financial support for local development, and commercialize the product in the region in exchange for making royalty payments to us based on future sales of NeuVax. ABIC also agrees in the license and supply agreement to purchase from us all supplies of NeuVax at a price determined according to a specified formula.

Effective January 14, 2014, we entered into a strategic development and commercialization partnership with Dr. Reddy’s Laboratories Ltd. (“Dr. Reddy’s”), under which we licensed commercial rights in India to Dr. Reddy’s for NeuVax in breast and gastric cancers. Under the agreement, Dr. Reddy’s will lead the Phase 2 development of NeuVax in India in gastric cancer, significantly expanding the potential patient population addressable with NeuVax.
On January 12, 2014, we acquired worldwide rights to anagrelide controlled release (CR) formulation, which we renamed GALE-401, through our acquisition of Mills Pharmaceuticals, LLC ("Mills") and Mills became a wholly owned subsidiary. GALE-401 contains the active ingredient anagrelide, an FDA-approved product that has been in use since the late 1990s for the treatment of essential thrombocythemia (ET). Mills holds an exclusive license to develop and commercialize anagrelide CR formulation, pursuant to a license agreement with BioVascular, Inc. Under the terms of the license agreement, Mills has agreed to pay BioVascular, Inc. a mid-to-low single digit royalty on net revenue from the sale of licensed products as well as future cash milestone payments based on the achievement of specified regulatory milestones. Mills is also responsible for patent prosecution and maintenance.

On March 18, 2013, we acquired Abstral® (fentanyl) sublingual tablets for sale and distribution in the United States from Orexo AB (ORX.ST), a specialty pharmaceutical company based in Sweden. Abstral has been approved by the U.S. Food and Drug Administration (FDA) and is a transmucosal immediate-release fentanyl (TIRF) product.
Under our agreement with Orexo, we assumed responsibility for the U.S. commercialization of Abstral and for all regulatory and reporting matters in the U.S. We also agreed to establish and maintain through 2015 a specified minimum commercial field force to market, sell and distribute Abstral and to use commercially reasonable efforts to reach the specified sales milestones. Orexo is entitled to reacquire the U.S. rights to Abstral from us for no consideration if we breach our obligations to establish and maintain the requisite sales force throughout the marketing period. We launched U.S. commercial sales of Abstral in the fourth quarter of 2013.

In exchange for the U.S. rights to Abstral, (1) we paid Orexo $10 million in March 2013 and a $5 million milestone payment in cash in October 2013 upon the approval by the FDA of a specified U.S. manufacturer of Abstral; and (2) we agreed to pay to Orexo: (a) three one-time future cash milestone payments based on our net sales of Abstral; and (b) a low double-digit royalty on future net sales. No further milestone or royalty payments will be due after the date on which all claims of the last remaining licensed patents expire (currently 2019) or become invalidated by a governmental agency.

On November 19, 2015, Galena Biopharma, Inc. (the “Company”) and Sentynl Therapeutics Inc., a Delaware corporation (“Sentynl”), entered into and closed upon an Asset Purchase Agreement (the “Purchase Agreement”), pursuant to which the Company agreed to sell to Sentynl and Sentynl agreed to purchase from the Company, certain assets of the Company related to and including its Abstral® (fentanyl) sublingual tablets product (“Abstral”). The assets sold and assigned to Sentynl pursuant to the Purchase Agreement included all of the Company’s rights and interests in the Asset Purchase Agreement by and between the Company and Orexo AB (“Orexo”) dated March 15, 2013, and the License Agreement by and between the Company and Orexo dated March 18, 2013 (collectively, the “Orexo Agreements”). The Company’s future obligations under the Orexo Agreements were assumed by Sentynl pursuant to such assignment. The Purchase Agreement further provides that the Company will continue to be responsible for any pre-closing liabilities and obligations related to Abstral, as well for certain channel liabilities related to Abstral for a period of time post-closing. In connection with the transactions contemplated by the Purchase Agreement, the Company assigned to Sentynl all of its rights to and interests in the Orexo Agreements. In connection with such assignment, Orexo released the Company from any future liabilities and obligations under the Orexo Agreements.
 
The total potential consideration payable to the Company under the Purchase Agreement is $12 million, comprised of an $8 million upfront payment and up to an aggregate of $4 million, consisting of two one-time payments based on Sentynl's achievement of "net sales" of Abstral in amounts ranging from $25 million to $35 million.

On July 17, 2014, we entered into a definitive license and supply agreement with MonoSol Rx, LLC (MonoSol) for the U.S. commercial rights to Zuplenz® (ondansetron) Oral Soluble Film, an FDA approved product in adult patients for the prevention of highly and moderately emetogenic chemotherapy-induced nausea and vomiting (CINV), radiotherapy-induced nausea and vomiting (RINV), and post-operative nausea and vomiting (PONV). Zuplenz is also approved for pediatric patients with moderately emetogenic CINV. In exchange for the U.S. rights to Zuplenz, in connection with the effectiveness of the license and transfer to us of the New Drug Application (NDA) for Zuplenz, we paid MonoSol a total of $5 million in cash and shares of our common stock. In addition to these payments, we agreed to pay MonoSol $0.5 million upon the earlier of (a) the occurrence of a specified managed care milestone and (b) December 31, 2014, (ii) $0.25 million within 30 days after MonoSol’s payment of applicable fees relating to the notice of allowance by the United States Patent and Trademark Office of a U.S. patent with composition claims covering Zuplenz that extend beyond 2028, (iii) future cash milestone payments of up to an aggregate of $16.5 million, consisting of six one-time payments based on our achievement of "net sales" of Zuplenz in amounts ranging from $20 million to $100 million, and (iv) a double-digit royalty on future “net sales.”

Under the terms of the license agreement, we assumed responsibility for the commercialization of Zuplenz and for all regulatory and reporting matters in the U.S. We also agreed in the license and supply agreement to use our best commercial efforts to begin commercializing Zuplenz in the U.S. on or before December 31, 2014 in accordance with a joint commercialization plan to be established by the company and MonoSol. We also agreed that, until net sales of Zuplenz exceed a specified minimum amount or a competing product has been approved by the FDA and is placed into the market for sale, we will maintain a specified minimum number of field sales force personnel on specified terms.
 
On December 17, 2015, Galena Biopharma, Inc. (the “Company”) and Midatech Pharma PLC, a public limited company organized under the laws of England and Wales (“Midatech”), entered into an Asset Purchase Agreement (the “Purchase Agreement”), pursuant to which the Company agreed to sell to Midatech and Midatech agreed to purchase from the Company, certain assets of the Company related to and including its Zuplenz® (ondansetron) Oral Soluble Film (“Zuplenz”). The assets to be sold and assigned to Midatech pursuant to the Purchase Agreement include all of the Company’s rights and interests in the License and Supply Agreement by and between the Company and MonoSol Rx, LLC (“MonoSol”) dated July 17, 2014 (the “MonoSol License”). The Company’s future obligations under the MonoSol agreement will be assumed by Midatech pursuant to such assignment. The Purchase Agreement further provides that the Company will continue to be responsible for any pre-closing liabilities and obligations related to Zuplenz, as well for certain channel liabilities related to Zuplenz for a period of time post-closing. The transaction was completed on December 24, 2015.

The total potential consideration payable to the Company under the Purchase Agreement is $29.75 million, comprised of an $3.75 million upfront payment upon the closing and up to an aggregate of $26 million, consisting of four one-time payments based on Midatech's achievement of "net sales" of Zuplenz in amounts ranging from $12 million to $70 million.

Through a separate agreement with MonoSol entered into on December 16, 2015 (the “MonoSol License Amendment”), (i) the Company and MonSol agreed to amend the MonoSol License in order to reduce the number of field representatives that the Company is required to maintain with respect to Zuplenz, and (ii) the Company paid MonoSol $900,000 of the upfront fee payable to the Company under the Purchase Agreement and 20% of any future milestone payments received by the Company under the Purchase Agreement.

On December 24, 2015, the Company and Midatech closed upon the Purchase Agreement. In connection with the closing of the transactions contemplated by the Purchase Agreement, the Company assigned to Midatech all of its rights to and interests in the Company’s License and Supply Agreement, dated July 17, 2014 (the “MonoSol License”). As a result of such assignment, Midatech assumed all of the Company’s obligations under the MonoSol License.
Discontinued Operations, Assets Held for Sale (Notes)
Discontinued Operations,Assets Held for Sale
Discontinued Operations, Assets Held for Sale

As part of the Company's strategic objective to focus its resources on its development pipeline, our management and Board of Directors decided and committed to pursue a plan to sell or otherwise divest the Company’s commercial business during the third quarter of 2015. The Company’s commercial business was comprised of two products: Abstral® (fentanyl) Sublingual Tablets and Zuplenz® (ondansetron) Oral Soluble Film. Both products were sold in the fourth quarter of 2015.

The Company entered into an agreement with a third party firm to assist the company with the divestiture of its commercial operations including identifying potential acquirers. Pursuant to the terms of the agreement, the Company paid a success fee to the third party firm in an amount of $900,000 and agreed to pay 5% of realized future revenue and payment streams.

The Company entered into compensatory arrangements related to the divestiture of our commercial business with certain members of commercial management. Under the terms of these arrangements, the Company paid a retention fee to the three employees in a combined total amount equal to $352,000 or 3% of cash consideration received as upfront payment in the transactions. These employees also received severance payments equal to one month’s salary for between four and seven months. In addition to these compensatory agreements loss from discontinued operations includes one-time termination benefits provided to employees who were part of the commercial business and did not accept employment opportunities at the companies which purchased Abstral and Zuplenz.

The following table describes the net proceeds from the sale and the assets and liabilities sold, net of selling costs (in thousands):
 
Sale of Abstral and related assets on November 19, 2015

 
Sale of Zuplenz and related assets on December 24, 2015

Net proceeds from sales
 
 
 
Total consideration
$
8,348

 
$
3,750

Less selling costs*
(815
)
 
(1,050
)
Proceeds from sale, net of selling costs
$
7,533

 
$
2,700

*Selling costs related to the sale of Zuplenz and related assets were included in accrued liabilities as of December 31, 2015 and were paid in the first quarter of 2016. All other amounts were received or paid in the fourth quarter of 2015.

In addition to the upfront proceeds received from the sale of Abstral and Zuplenz and their related assets, the Company is eligible to receive up to $30 million in future milestone payments based on future net revenue of the products. The additional consideration will be recognized in the period that the net revenue milestones are achieved.

The following table presents a reconciliation of the carrying amounts of assets and liabilities of the commercial operations to assets held for sale, net in the balance sheets (in thousands):
 
March 31, 2016
 
December 31, 2015
Carrying amounts of assets included as part of discontinued operations:
Accounts receivable, net
$
88

 
$
392

Total current assets of discontinued operations, net
88

 
392

 
 
 
 
Carrying amounts of liabilities included as part of discontinued operations:
Accounts payable
$
1,236

 
$
1,491

Accrued expenses and other current liabilities
3,251

 
4,434

Total current liabilities of discontinued operations
$
4,487

 
$
5,925


The following table represents the components attributable to the commercial operations that are presented in the consolidated statement of comprehensive loss as discontinued operations (in thousands):
 
Three Months Ended March 31,
 
2016
 
2015
Net revenue
$

 
$
2,750

Additional channel obligations
(1,010
)
 

Cost of revenue

 
(393
)
Amortization of certain acquired intangible assets

 
(146
)
Research and development

 
(85
)
Selling, general, and administrative
(2,381
)
 
(4,340
)
Non-operating income (expense)

 
(17
)
Impairment charge from classification as assets held for sale

 

Loss from discontinued operations
$
(3,391
)
 
$
(2,231
)

Additional Channel Obligations included in discontinued operations in the first quarter of 2016 is comprised of larger than anticipated rebates of Abstral sales that we are responsible for through the end of the first quarter of 2016. The increase in rebates was driven by larger than expected volumes through these rebate channels and additional price protection provisions. The increase in rebates was partially offset by lower than expect patient assistance program reimbursement.
Selling, general and administrative expense included in discontinued operations consists of all other expenses of our commercial operations that are required in order to market and sell our marketed products. These expenses include all personnel related costs, marketing, data, consulting, legal, consulting, and other outsider services necessary to support the commercial operations. Despite no longer having a sales and marketing team or commercial products during the first quarter of 2016 we incurred $2.4 million in selling, general, and administrative expense in discontinued operations. $2.1 million related to legal expenses from external counsel associated with document production for the subpoenas related to the sales and marketing practices of Abstral. These legal proceedings are further disclosed in Part II., Item 1.


The following table presents significant operating non-cash items and capital expenditures related to discontinued operations (in thousands):
 
March 31, 2016
 
March 31, 2015
Depreciation and amortization
$

 
$
20

Stock-based compensation
$

 
$
256

Purchases of property and equipment
$

 
$
(34
)
Cash paid for acquisition of Zuplenz rights
$

 
$
(500
)
Subsequent Events
Subsequent Events
Subsequent Events

The Company evaluated all events or transactions that occurred after March 31, 2016 up through the date these financial statements were issued. Other than as disclosed elsewhere in the notes to the condensed consolidated financial statements and below, the Company did not have any material recognizable or unrecognizable subsequent events.

On May 10, 2016, the Company entered into a Securities Purchase Agreement, with certain purchasers pursuant to which the Company sold, at a 6.375% original issue discount, a total of $25,530,000 Senior Secured Debentures (the “Debentures”) and warrants to purchase up to 2.0 million shares of the Company's common stock. Net proceeds to the Company from sale of the Debentures, after payment of commissions and legal fees, were approximately $23,400,000. The Debentures mature November 10, 2018, and accrue interest at 9% per year and contain no conversion features to shares of our common stock. The Company intends to use the net proceeds from this offering to fund our Phase 3 PRESENT study of NeuVax and other clinical trials of its product candidates, payoff the $3.1 million of principal and accrued interest of its loan with Oxford Finance, LLC and to augment its working capital and for general corporate purposes.

The Debentures carry an interest only period of six months following which the holder shall have the rights, at its option, to require the Company to redeem up to $1,100,000 of the outstanding principal amount of these Debentures. Interest is payable at the end of each month based on the outstanding principal. The Company is required to promptly, but in any event no more than three trading days after the Holder delivers a redemption notice to the Company, pay the applicable redemption amount in cash or, at the Company’s election and subject to certain conditions, in shares of the Company's common stock. If the Company elects to pay the redemption amount in shares of its common stock, then the shares will be delivered at the lesser of A) 7.5% discount to the average of the 3 lowest volume weighted average prices over the prior 20 trading days or B) a 7.5% discount to the prior trading day’s volume weighted average price. The Company may only opt for payment in shares of common stock if certain equity conditions are met.

If the interim analysis of the PRESENT Trial results in a discontinuation of the study, the holder has the right to require the Company to prepay in cash all, or any portion, of the outstanding principal amount of this Debenture funded in cash by the holder on the closing date, plus all accrued and unpaid interest. If the holder elects such prepayment of the Debentures, then the number of shares subject to the warrants issued to the holder will be reduced in proportion to the percentage of principal required and accrued interest to be prepaid by the Company. The Purchaser received 1 million warrants upon the closing on the sale of the Debentures at an exercise price of $1.51, maturing 5 years from issuance. Additionally, the Purchasers will receive 1 million warrants unless the Company's public company announcement of the interim analysis expected at the end of the second quarter of 2016 conducted by the Independent Data Monitoring Committee of the PRESENT Trial recommends the Company not proceed with the continuation of such clinical trial and the Debentures are prepaid in full.

The Company’s obligations under the Debentures can be accelerated in the event the Company undergoes a change in control and other customary events of default. In the event of default and acceleration of the Company’s obligations, the Company would be required to pay all amounts of principal and interest then outstanding under the Debentures in cash. The Company’s obligations under the Debentures are secured under a Security Agreement by a senior lien on all of the Company’s assets, including all of the Company’s interests in its consolidated subsidiaries. The Company must also maintain a minimum of $24.0 million in cash through the date of the public announcement of the interim analysis of the PRESENT Trial. If the trial is not discontinued as a result of the interim analysis then the minimum cash requirement is reduced to $12.0 million.
 
Armentum Partners, LLC (the “Placement Agent”) acted as the placement agent in the offering of the Debentures and the Company agreed to pay the Placement Agent a fee equal to 2% of the funds received from the sale of the Debentures. The Company paid half of the placement fee upon funding with the remaining payable unless the Company prepays the loan, or any portion, of all outstanding principal amounts of the Debentures if the PRESENT trial is discontinued for certain specified reasons.
Business and Basis of Presentation (Policies)
Discontinued Operations - As described in Note 12, during the quarter ended September 30, 2015 the Company met the relevant criteria for reporting the commercial operations as held for sale and in discontinued operations, pursuant to FASB Topic 205-20, Presentation of Financial Statements - Discontinued Operations, and FASB Topic 360, Property, Plant, and Equipment. During the quarter ended December 31, 2015, the Company completed the sale of the commercial products and the related assets.

Uses of Estimates in Preparation of Financial Statements — The preparation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates.

Principles of Consolidation — The consolidated financial statements include the accounts of Galena and its wholly owned subsidiaries. All material intercompany accounts have been eliminated in consolidation.

Reclassifications — Certain prior year amounts have been reclassified to conform to current year presentation. These reclassifications had no effect on net loss per share. The Company has recast the financial information for the three months ended March 31, 2015 to reflect the Company's commercial business as discontinued operations in the accompanying financial statements as the commercial business was divested in the fourth quarter of 2015.
Cash and Cash Equivalents — The Company considers all highly liquid debt instruments with an original maturity of 90 days or less to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market accounts and demand deposits.
Restricted Cash — Restricted cash consists of certificates of deposit on hand with the Company’s financial institutions as collateral for its corporate credit cards.

Fair Value of Financial Instruments — The carrying amounts reported in the balance sheet for cash equivalents, accounts receivable, accounts payable, and capital leases approximate their fair values due to their short-term nature and market rates of interest.

Equipment and Furnishings — Equipment and furnishings are stated at cost and depreciated using the straight-line method based on the estimated useful lives (generally three to five years) of the related assets.

Goodwill and Intangible Assets — Goodwill and indefinite-lived intangible assets are not amortized but are tested annually for impairment at the reporting unit level, or more frequently if events and circumstances indicate impairment may have occurred. Factors the Company considers important that could trigger an interim review for impairment include, but are not limited to, the following:
Significant changes in the manner of its use of acquired assets or the strategy for its overall business;
Significant negative industry or economic trends;
Significant decline in stock price for a sustained period; and
Significant decline in market capitalization relative to net book value.

Goodwill and other intangible assets with indefinite lives are evaluated for impairment first by a qualitative assessment to determine the likelihood of impairment. If it is determined that impairment is more likely than not, the Company will then proceed to the two step impairment test. The first step is to compare the fair value of the reporting unit to the carrying amount of the reporting unit. If the carrying amount exceeds the fair value, a second step must be followed to calculate impairment. Otherwise, if the fair value of the reporting unit exceeds the carrying amount, the goodwill is not considered to be impaired as of the measurement date. In its review of the carrying value of the goodwill for its single reporting unit and its indefinite-lived intangible assets, the company determines fair values of its goodwill using the market approach, and its indefinite-lived intangible assets using the income approach.

Intangible assets not considered indefinite-lived are reviewed for impairment when facts or circumstances suggest that the carrying value of these assets may not be recoverable. The Company’s policy is to identify and record impairment losses, if necessary, on intangible assets when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts.

The Company performed its review for impairment using the qualitative assessment for both goodwill and indefinite-lived intangible assets, as well as assets not considered to be indefinite-lived, and has determined that there has been no impairment to these assets as of March 31, 2016.
Acquisitions and In-Licensing — For all in-licensed products and technologies, we perform an analysis to determine whether we hold a variable interest or a controlling financial interest in a variable interest entity. On the basis of our interpretations and conclusions, we determine whether the acquisition falls under the purview of variable interest entity accounting and if so, consider the necessity to consolidate the acquisition. As of March 31, 2016, we determined there were no variable interest entities required to be consolidated.

We also perform an analysis to determine if the assets and liabilities acquired in an acquisition qualify as a "business." The excess of the purchase price over the fair value of the net assets acquired can only be recognized as goodwill in a business combination. The Company completes its valuation analysis no later than twelve months from the date of the acquisition.

Contingent Purchase Price Consideration — Contingent consideration in business combinations is recorded at the estimated fair value as of the acquisition date. The fair value of the contingent consideration is re-measured at each reporting period with any adjustments in fair value included in our consolidated statement of comprehensive loss.
Patents and Patent Application Costs — Although the Company believes that its patents and underlying technology have continuing value, the amount of future benefits to be derived from the patents is uncertain. Patent costs are, therefore, expensed as incurred.
Litigation Settlement Payable and Insurance Recoveries — There can be a significant time lag between the time that legal fees are incurred and the insurance reimbursement available to offset the related costs. The legal costs are recorded in the period they are incurred, and the insurance recoveries for those costs are recorded in the period when the insurance reimbursement is deemed probable.
Share-based Compensation — The Company follows the provisions of the FASB ASC Topic 718, “Compensation — Stock Compensation” (“ASC 718”), which requires the measurement and recognition of compensation expense for all stock-based payment awards made to employees, non-employee directors, and consultants, including stock options and warrants. Stock compensation expense based on the grant date fair value estimated in accordance with the provisions of ASC 718 is recognized as an expense over the requisite service period.

For stock options and warrants granted as consideration for services rendered by non-employees, the Company recognizes compensation expense in accordance with the requirements of FASB ASC Topic 505-50 (“ASC 505-50”), “ Equity Based Payments to Non- Employees.” Non-employee option and warrant grants that do not vest immediately upon grant are recorded as an expense over the vesting period. At the end of each financial reporting period prior to vesting, the value of these options and warrants, as calculated using the Black-Scholes option-pricing model, is re-measured using the fair value of the Company’s common stock and the non-cash compensation recognized during the period is adjusted accordingly. Since the fair market value of options and warrants granted to non-employees is subject to change in the future, the amount of the future compensation expense will include fair value re-measurements until the stock options are fully vested.
Research and Development Expenses — Research and development costs are expensed as incurred. Included in research and development costs are wages, benefits and other operating costs, facilities, supplies, external services and overhead related to our research and development departments, and clinical trial expenses.

Clinical trial expenses include direct costs associated with contract research organizations (CROs), as well as patient-related costs at sites at which our trials are being conducted. Direct costs associated with our CROs are generally payable on a time and materials basis, or when certain enrollment and monitoring milestones are achieved. Expense related to a milestone is recognized in the period in which the milestone is achieved or in which we determine that it is more likely than not that it will be achieved.

The invoicing from clinical trial sites can lag several months. We accrue these site costs based on our estimate of upfront set-up costs upon the screening of the first patient at each site, and the patient related costs based on our knowledge of patient enrollment status at each site.
Income Taxes — The Company recognizes liabilities or assets for the deferred tax consequences of temporary differences between the tax basis of assets or liabilities and their reported amounts in the financial statements in accordance with FASB ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”). These temporary differences will result in taxable or deductible amounts in future years when the reported amounts of the assets or liabilities are recovered or settled. ASC 740-10 requires that a valuation allowance be established when management determines that it is more likely than not that all or a portion of a deferred asset will not be realized. The Company evaluates the realizability of its net deferred income tax assets and valuation allowances as necessary, at least on an annual basis. During this evaluation, the Company reviews its forecasts of income in conjunction with other positive and negative evidence surrounding the realizability of its deferred income tax assets to determine if a valuation allowance is required. Adjustments to the valuation allowance will increase or decrease the Company’s income tax provision or benefit. The recognition and measurement of benefits related to the Company’s tax positions requires significant judgment, as uncertainties often exist with respect to new laws, new interpretations of existing laws, and rulings by taxing authorities. Differences between actual results and the Company’s assumptions or changes in the company’s assumptions in future periods are recorded in the period they become known.

There was no income tax expense or benefit for the three month periods ended March 31, 2016 and 2015. We continue to maintain a full valuation allowance against our net deferred tax assets.
Concentrations of Credit Risk — Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents. The Company maintains cash balances in several accounts with two banks, which at times are in excess of federally insured limits. As of March 31, 2016, the Company’s cash equivalents were invested in money market mutual funds. The Company’s investment policy does not allow investment in any debt securities rated less than “investment grade” by national ratings services. The Company has not experienced any losses on its deposits of cash and cash equivalents. The Company maintains significant cash and cash equivalents at two financial institutions that are in excess of federally insured limits.

Comprehensive Loss — Comprehensive loss consists of our net loss, with no other comprehensive income items for the periods presented.

Effect of Recent Accounting Pronouncements

In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (ASU 2016-02). ASU 2016-02 provides accounting guidance for both lessee and lessor accounting models. Among other things, lessees will recognize a right-of-use asset and a lease liability for leases with a duration of greater than one year. For income statement purposes, ASU 2016-02 will require leases to be classified as either operating or finance. Operating leases will result in straight-line expense while finance leases will result in a front-loaded expense pattern. The new standard will be effective for us on January 1, 2019 and will be adopted using a modified retrospective approach which will require application of the new guidance at the beginning of the earliest comparative period presented. We are currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures, however, we anticipate recognition of additional assets and corresponding liabilities related to leases on our balance sheet.

In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation-Stock Compensation (ASU 2016-09). ASU 2016-09 changes several aspects of the accounting for share-based payment transactions including the income tax consequences, classification of awards as either equity or liabilities, employee tax withholding, calculation of shares for use in diluted earnings per share, and classification on the statement of cash flows. The new standard will be effective for us on January 1, 2017. Early adoption is available. We are currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures

Fair Value Measurements

The Company follows ASC 820, Fair Value Measurements and Disclosures, (“ASC 820”) for the Company’s financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and are re-measured and reported at fair value at least annually using a fair value hierarchy that is broken down into three levels. Level inputs are defined as follows:
Level 1 — quoted prices in active markets for identical assets or liabilities.
Level 2 — other significant observable inputs for the assets or liabilities through corroboration with market data at the measurement date.
Level 3 — significant unobservable inputs that reflect management’s best estimate of what market participants would use to price the assets or liabilities at the measurement date.

The Company categorized its cash equivalents as Level 1. The valuations for Level 1 were determined based on a “market approach” using quoted prices in active markets for identical assets. Valuation of these assets does not require a significant degree of judgment. The Company categorized its warrants potentially settleable in cash as Level 2 inputs. The warrants are measured at market value on a recurring basis and are being marked to market each quarter-end until they are completely settled. The warrants are valued using an appropriate pricing model, using assumptions consistent with our application of ASC 718. The contingent purchase price consideration is categorized as Level 3 inputs and is measured at its estimated fair value on a recurring basis and is adjusted at each quarter-end until it is completely settled. The contingent purchase price consideration is valued based on the expected timing of milestones, the expected probability of success for each milestone and discount rates based on a corporate debt interest rate index publicly issued.
Net Loss Per Share

The company accounts for and discloses net loss per common share in accordance with FASB ASC Topic 260 “Earnings per Share.” Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding. Diluted net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares that would have been outstanding during the period assuming the issuance of common shares for all potential dilutive common shares outstanding. Potential common shares consist of shares issuable upon the exercise of stock options and warrants.
Fair Value Measurements (Tables)
The following tables present information about our assets and liabilities measured at fair value on a recurring basis in the condensed consolidated balance sheets (in thousands):
 
Description
March 31, 2016
 
Quoted Prices In    
Active Markets
(Level 1)
 
Significant Other
Observable 
Inputs (Level 2)
 
Unobservable 
Inputs
(Level 3)
Assets:
 
 
 
 
 
 
 
Cash equivalents
$
32,029

 
$
32,029

 
$

 
$

Total assets measured and recorded at fair value
$
32,029

 
$
32,029

 
$

 
$

Liabilities:
 
 
 
 
 
 
 
Warrants potentially settleable in cash
$
23,934

 
$

 
$
23,934

 
$

Contingent purchase price consideration
6,312

 

 

 
6,312

Total liabilities measured and recorded at fair value
$
30,246

 
$

 
$
23,934

 
$
6,312


Description
December 31, 2015
 
Quoted Prices In    
Active Markets
(Level 1)
 
Significant Other
Observable 
Inputs (Level 2)
 
Unobservable 
Inputs
(Level 3)
Assets:
 
 
 
 
 
 
 
Cash equivalents
$
29,171

 
$
29,171

 
$

 
$

Total assets measured and recorded at fair value
$
29,171

 
$
29,171

 
$

 
$

Liabilities:
 
 
 
 
 
 
 
Warrants potentially settleable in cash
$
14,518

 
$

 
$
14,518

 
$

Contingent purchase price consideration
6,142

 

 

 
6,142

Total liabilities measured and recorded at fair value
$
20,660

 
$

 
$
14,518

 
$
6,142

A reconciliation of the beginning and ending Level 3 liabilities for the three months ended March 31, 2016 is as follows (in thousands):
 
 
Fair Value
Measurements
Using Significant
Unobservable
Inputs
(Level 3)
Balance, January 1, 2016
$
6,142

Change in the estimated fair value of the contingent purchase price consideration
170

Balance at March 31, 2016
$
6,312

Accrued Expenses and Other Current Liabilities (Tables)
Schedule of Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consist of the following (in thousands):

 
March 31, 2016
 
December 31, 2015
Clinical trial costs
$
2,437

 
$
3,294

Professional fees
942

 
435

Compensation and related benefits
642

 
1,535

Interest expense
21

 
28

Accrued expenses and other current liabilities
$
4,042

 
$
5,292

Legal Proceedings, Commitments and Contingencies (Tables)
Schedule of Litigation Settlements
The litigation settlements are summarized as follow (in thousands)
 
Amount
Class action settlement
$
20,000

Derivative settlement
5,000

Total settlements
$
25,000

 
 
Paid by the insurance carriers
$
20,000

Payable by the insurance carriers
1,700

Payable by the company in cash
2,300

Payable by the company in common stock
1,000

Total settlements payable
$
25,000

Stockholders' Equity (Tables)
Common Stock are Reserved for Future Issuance

March 2015 Underwritten Public Offering - On March 18, 2015 the Company closed an underwritten public offering of 24,358,974 units at a price to the public of $1.56 per unit for gross proceeds of $38 million (the "March 2015 Offering"). Each unit consists of one share of common stock, and a warrant to purchase 0.50 of a share of common stock at an exercise price of $2.08 per share. The March 2015 Offering included an over-allotment option for the underwriters to purchase an additional 3,653,846 shares of common stock and/or warrants to purchase up to 1,826,923 shares of common stock. On March 18, 2015, the underwriters exercised their over-allotment option to purchase warrants to purchase an aggregate of 1,826,923 shares of common stock. On April 10, 2015, the underwriters exercised their over-allotment option to purchase 3,653,846 shares of common stock for additional net proceeds of $5.4 million. The total net proceeds of the March 2015 Offering, including the exercise of the over-allotment option to purchase the warrants, were $40.8 million, after deducting underwriting discounts and commissions and offering expenses payable by the Company.

January 2016 Underwritten Public Offering - On January 12, 2016 the Company closed an underwritten public offering of 19,772,727 units at a price to the public of $1.10 per unit for gross proceeds of $21.8 million (the January 2016 Offering"). Each unit consists of one share of common stock, and a warrant to purchase 0.60 of a share of common stock at an exercise price of $1.42 per share. The January 2016 Offering included an over-allotment option for the underwriters to purchase an additional 2,965,909 shares of common stock and/or warrants to purchase up to 1,779,545 shares of common stock. On January 12, 2016, the underwriters exercised their over-allotment option to purchase warrants to purchase an aggregate of 1,779,545 shares of common stock. The underwriters did not exercise their over-allotment option to purchase 2,965,909 shares of our common stock. The total net proceeds of the January 2016 Offering, including the exercise of the over-allotment option to purchase the warrants, were $20.2 million, after deducting underwriting discounts and commissions and offering expense paid by the Company.

Shares of common stock for future issuance are reserved for as follows (in thousands):

 
As of March 31, 2016
Warrants outstanding
35,775

Stock options outstanding
12,001

Options reserved for future issuance under the Company’s 2007 Incentive Plan
9,399

Shares reserved for future issuance under the Employee Stock Purchase Plan
461

Total reserved for future issuance
57,636

Warrants (Tables)
The following is a summary of warrant activity for the three months ended March 31, 2016 (in thousands):
 
 
January 2016 Warrants
 
March 2015 Warrants
 
September
2013
Warrants
 
December
2012
Warrants
 
Other Equity Financing Warrants
 
Consultant
and Oxford Warrants
 
Total
Outstanding, January 1, 2016

 
14,006

 
3,973

 
3,031

 
816

 
482

 
22,308

Issued
13,643

 

 

 

 

 

 
13,643

Exercised

 

 

 

 
(145
)
 

 
(145
)
Expired

 

 

 

 
(31
)
 

 
(31
)
Outstanding, March 31, 2016
13,643

 
14,006

 
3,973

 
3,031

 
640

 
482

 
35,775

Expiration
January 2021
 
March 2020
 
September 2018
 
December 2017
 
Varies 2016-2017
 
Varies 2014-2020
 
 
The fair value of the warrants is estimated using an appropriate pricing model with the following inputs:
 
 
As of March 31, 2016
 
January 2016 Warrants
 
March 2015 Warrants
 
September
2013
Warrants
 
December
2012
Warrants
 
April 2011
Warrants
 
March
2010
Warrants
Strike price
$
1.42

 
$
2.08

 
$
2.50

 
$
1.75

 
$
0.65

 
$
1.92

Expected term (years)
4.77

 
3.97

 
2.47

 
1.73

 
1.06

 
0.50

Volatility %
77.91
%
 
78.82
%
 
79.51
%
 
75.03
%
 
83.64
%
 
75.90
%
Risk-free rate %
1.17
%
 
1.03
%
 
0.80
%
 
0.69
%
 
0.60
%
 
0.39
%
 
 
As of December 31, 2015
 
March 2015 Warrants
 
September
2013
Warrants
 
December
2012
Warrants
 
April 2011
Warrants
 
March
2011
Warrants*
 
March
2010
Warrants
Strike price
$
2.08

 
$
2.50

 
$
1.83

 
$
0.65

 
$
0.65

 
$
2.02

Expected term (years)
4.22

 
2.72

 
1.98

 
1.31

 
0.18

 
1.00

Volatility %
75.85
%
 
74.70
%
 
76.37
%
 
65.60
%
 
47.98
%
 
71.41
%
Risk-free rate %
1.58
%
 
1.24
%
 
1.05
%
 
0.77
%
 
%
 
%
The changes in fair value of the warrant liability for the three months ended March 31, 2016 were as follows (in thousands):
 
 
January 2016 Warrants
 
March 2015 Warrants
 
September
2013
Warrants
 
December
2012
Warrants
 
April 2011
Warrants
 
Other Equity Financing Warrants
 
Total
Warrant liability, January 1, 2016
$

 
$
10,337

 
$
1,933

 
$
1,565

 
$
537

 
$
146

 
$
14,518

Fair value of warrants issued
5,590

 

 

 

 

 

 
5,590

Fair value of warrants exercised

 

 

 

 

 
(46
)
 
(46
)
Change in fair value of warrants
5,686

 
(1,134
)
 
(231
)
 
(305
)
 
(48
)
 
(96
)
 
3,872

Warrant liability, March 31, 2016
$
11,276

 
$
9,203

 
$
1,702

 
$
1,260

 
$
489

 
$
4

 
$
23,934

Stock Based Compensation (Tables)
The following table summarizes the components of stock-based compensation expense in the condensed consolidated statements of comprehensive loss for the three months ended March 31, 2016 and 2015, respectively (in thousands):

 
Three Months Ended March 31,
 
2016
 
2015
Research and development
$
127

 
$
77

General and administrative
529

 
294

Total stock-based compensation from continuing operations
$
656

 
$
371

The Company uses the Black-Scholes option-pricing model and the following weighted-average assumptions to determine the fair value of all its stock options granted:
 
 
Three Months Ended March 31,
 
2016
 
2015
Risk free interest rate
1.41
%
 
1.41
%
Volatility
75.24
%
 
74.62
%
Expected lives (years)
6.25

 
6.25

Expected dividend yield
%
 
%
The following table summarizes option activity of the Company:

 
Total
Number of
Shares
(In Thousands)
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic
Value
(In Thousands)
Outstanding at January 1, 2016
13,262

 
$
2.58

 


Granted
105

 
0.84

 


Exercised
(40
)
 
0.87

 
$
10

Cancelled
(1,326
)
 
2.37

 
$
25

Outstanding at March 31, 2016
12,001

 
$
2.59

 
$
421

Options exercisable at March 31, 2016
7,152

 
$
3.19

 
$
366

Other Income (Expense) (Tables)
Schedule of Other Income (Expense)
Other Expense

Other expense is summarized as follows (in thousands):
 
 
Three Months Ended March 31,
 
2016
 
2015
Change in fair value of the contingent purchase price liability
$
(170
)
 
$
(321
)
Total other expense
$
(170
)
 
$
(321
)
Net Loss Per Share (Tables)
Common Shares Excluded from Net Loss
The following table sets forth the potentially dilutive common shares excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive (in thousands):
 
 
 Three Months Ended March 31,
 
2016
 
2015
Warrants to purchase common stock
35,775

 
22,546

Options to purchase common stock
12,001

 
10,683

Total
47,776

 
33,229

Discontinued Operations, Assets Held for Sale (Tables)
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures
The following table presents a reconciliation of the carrying amounts of assets and liabilities of the commercial operations to assets held for sale, net in the balance sheets (in thousands):
 
March 31, 2016
 
December 31, 2015
Carrying amounts of assets included as part of discontinued operations:
Accounts receivable, net
$
88

 
$
392

Total current assets of discontinued operations, net
88

 
392

 
 
 
 
Carrying amounts of liabilities included as part of discontinued operations:
Accounts payable
$
1,236

 
$
1,491

Accrued expenses and other current liabilities
3,251

 
4,434

Total current liabilities of discontinued operations
$
4,487

 
$
5,925


The following table represents the components attributable to the commercial operations that are presented in the consolidated statement of comprehensive loss as discontinued operations (in thousands):
 
Three Months Ended March 31,
 
2016
 
2015
Net revenue
$

 
$
2,750

Additional channel obligations
(1,010
)
 

Cost of revenue

 
(393
)
Amortization of certain acquired intangible assets

 
(146
)
Research and development

 
(85
)
Selling, general, and administrative
(2,381
)
 
(4,340
)
Non-operating income (expense)

 
(17
)
Impairment charge from classification as assets held for sale

 

Loss from discontinued operations
$
(3,391
)
 
$
(2,231
)

Additional Channel Obligations included in discontinued operations in the first quarter of 2016 is comprised of larger than anticipated rebates of Abstral sales that we are responsible for through the end of the first quarter of 2016. The increase in rebates was driven by larger than expected volumes through these rebate channels and additional price protection provisions. The increase in rebates was partially offset by lower than expect patient assistance program reimbursement.
Selling, general and administrative expense included in discontinued operations consists of all other expenses of our commercial operations that are required in order to market and sell our marketed products. These expenses include all personnel related costs, marketing, data, consulting, legal, consulting, and other outsider services necessary to support the commercial operations. Despite no longer having a sales and marketing team or commercial products during the first quarter of 2016 we incurred $2.4 million in selling, general, and administrative expense in discontinued operations. $2.1 million related to legal expenses from external counsel associated with document production for the subpoenas related to the sales and marketing practices of Abstral. These legal proceedings are further disclosed in Part II., Item 1.


The following table presents significant operating non-cash items and capital expenditures related to discontinued operations (in thousands):
 
March 31, 2016
 
March 31, 2015
Depreciation and amortization
$

 
$
20

Stock-based compensation
$

 
$
256

Purchases of property and equipment
$

 
$
(34
)
Cash paid for acquisition of Zuplenz rights
$

 
$
(500
)
Business and Basis of Presentation (Additional Information) (Detail)
3 Months Ended
Mar. 31, 2015
Mar. 31, 2016
Minimum [Member]
Equipment and Furnishings [Member]
Mar. 31, 2016
Maximum [Member]
Equipment and Furnishings [Member]
Schedule Of Summary Of Significant Accounting Policies [Line Items]
 
 
 
Highly-liquid debt instruments maturity days
90 days 
 
 
Estimated useful lives
 
3 years 
5 years 
Business Combinations (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Business Acquisition [Line Items]
 
 
Goodwill
$ 5,898 
$ 5,898 
Fair Value Measurements (Contingent Purchase Price Consideration, Measured at Estimated Fair Value on Recurring Basis) (Detail) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Liabilities:
 
 
Warrants potentially settleable in cash
$ 23,934 
$ 14,518 
Unobservable Inputs (Level 3) [Member]
 
 
Liabilities:
 
 
Contingent purchase price consideration
6,312 
6,142 
Fair Value, Measurements, Recurring [Member]
 
 
Assets:
 
 
Cash equivalents
32,029 
29,171 
Total assets
32,029 
29,171 
Liabilities:
 
 
Warrants potentially settleable in cash
23,934 
14,518 
Contingent purchase price consideration
6,312 
6,142 
Total liabilities
30,246 
20,660 
Fair Value, Measurements, Recurring [Member] |
Quoted Prices in Active Markets (Level 1) [Member]
 
 
Assets:
 
 
Cash equivalents
32,029 
29,171 
Total assets
32,029 
29,171 
Liabilities:
 
 
Warrants potentially settleable in cash
Contingent purchase price consideration
Total liabilities
Fair Value, Measurements, Recurring [Member] |
Significant Other Observable Inputs (Level 2) [Member]
 
 
Assets:
 
 
Cash equivalents
Total assets
Liabilities:
 
 
Warrants potentially settleable in cash
23,934 
14,518 
Contingent purchase price consideration
Total liabilities
23,934 
14,518 
Fair Value, Measurements, Recurring [Member] |
Unobservable Inputs (Level 3) [Member]
 
 
Assets:
 
 
Cash equivalents
Total assets
Liabilities:
 
 
Warrants potentially settleable in cash
Contingent purchase price consideration
6,312 
6,142 
Total liabilities
$ 6,312 
$ 6,142 
Fair Value Measurements (Reconciliation of Level 3 Liabilities) (Detail) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
Change in the estimated fair value of the contingent purchase price consideration
$ (170)
$ (321)
Unobservable Inputs (Level 3) [Member]
 
 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
Beginning Balance Liabilities
6,142 
 
Change in the estimated fair value of the contingent purchase price consideration
(170)
 
Ending Balance Liabilities
$ 6,312 
 
Accrued Expenses and Other Current Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Payables and Accruals [Abstract]
 
 
Clinical trial costs
$ 2,437 
$ 3,294 
Professional fees
942 
435 
Compensation and related benefits
642 
1,535 
Interest expense
21 
28 
Accrued expenses and other current liabilities
$ 4,042 
$ 5,292 
Long-term Debt (Details) (USD $)
In Millions, except Share data, unless otherwise specified
0 Months Ended
May 8, 2013
Jan. 12, 2016
Mar. 18, 2015
Debt Instrument [Line Items]
 
 
 
Term for interest only payments
12 months 
 
 
Interest payments at the fixed coupon rate
8.45% 
 
 
Term for principal and interest payments
30 months 
 
 
Cash facility fee percentage
1.00% 
 
 
Cash final payment percentage
5.50% 
 
 
Warrant term
7 years 
 
 
Number of shares availabe from warrants
 
 
1,826,923 
Exercise price (usd per share)
$ 2.47 
$ 1.42 
$ 2.08 
Duration of average market price used for warrant exercise price
20 days 
 
 
Maximum [Member]
 
 
 
Debt Instrument [Line Items]
 
 
 
Number of shares availabe from warrants
182,186 
 
 
First Tranche [Member]
 
 
 
Debt Instrument [Line Items]
 
 
 
Loan, amount
$ 10 
 
 
Legal Proceedings, Commitments and Contingencies Details (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 1 Months Ended
Mar. 31, 2016
Mar. 31, 2016
Galena Biopharma, Inc. Securities Litigation, Civil Action No. 3:14-cv-00367-SI [Member]
Apr. 30, 2016
Subsequent Event [Member]
Apr. 30, 2016
Subsequent Event [Member]
Galena Biopharma, Inc. Securities Litigation, Civil Action No. 3:14-cv-00367-SI [Member]
Jun. 30, 2016
Scenario, Forecast [Member]
Jun. 30, 2016
Scenario, Forecast [Member]
Galena Biopharma, Inc. Securities Litigation, Civil Action No. 3:14-cv-00367-SI [Member]
Loss Contingencies [Line Items]
 
 
 
 
 
 
Payable by the insurance carriers
$ 20,000 
$ 20,000 
$ 1,700 
$ 1,700 
 
 
Payable by the company in cash
 
 
 
 
2,300 
2,300 
Payable by the company in common stock
 
 
 
 
$ 1,000 
$ 1,000 
Legal Proceedings, Commitments and Contingencies (Schedule of Litigation Settlements) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 1 Months Ended
Mar. 31, 2016
Mar. 31, 2016
Galena Biopharma, Inc. Securities Litigation, Civil Action No. 3:14-cv-00367-SI [Member]
Mar. 31, 2016
Galena Biopharma, Inc. Derivative Litigation, Civil Action No. 3:14-cv-00382-SI [Member]
Jun. 30, 2016
Scenario, Forecast [Member]
Jun. 30, 2016
Scenario, Forecast [Member]
Galena Biopharma, Inc. Securities Litigation, Civil Action No. 3:14-cv-00367-SI [Member]
Apr. 30, 2016
Subsequent Event [Member]
Apr. 30, 2016
Subsequent Event [Member]
Galena Biopharma, Inc. Securities Litigation, Civil Action No. 3:14-cv-00367-SI [Member]
Loss Contingencies [Line Items]
 
 
 
 
 
 
 
Total settlements
$ 25,000 
$ 20,000 
$ 5,000 
 
 
 
 
Payable by the insurance carriers
20,000 
20,000 
 
 
 
1,700 
1,700 
Payable by the company in cash
 
 
 
2,300 
2,300 
 
 
Payable by the company in common stock
 
 
 
$ 1,000 
$ 1,000 
 
 
Stockholders' Equity (Additional Information) (Detail) (USD $)
0 Months Ended 1 Months Ended 3 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 3 Months Ended 12 Months Ended
Jan. 12, 2016
Apr. 10, 2015
Mar. 18, 2015
Nov. 18, 2014
Apr. 10, 2015
Mar. 31, 2016
Mar. 31, 2015
Jan. 12, 2016
Dec. 31, 2015
Mar. 18, 2015
May 8, 2013
Nov. 18, 2014
Lincoln Park Capital, LLC [Member]
Mar. 31, 2016
Lincoln Park Capital, LLC [Member]
Nov. 18, 2014
Lincoln Park Capital, LLC [Member]
Nov. 18, 2014
Lincoln Park Capital, LLC [Member]
Common Stock [Member]
Mar. 31, 2016
MLV & Co. LLC and Maxim Group LLC [Member]
Dec. 31, 2014
MLV & Co. LLC and Maxim Group LLC [Member]
Dec. 31, 2015
MLV & Co. LLC and Maxim Group LLC [Member]
Jan. 12, 2016
Over-Allotment Option [Member]
Class of Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred stock, shares authorized
 
 
 
 
 
5,000,000 
 
 
5,000,000 
 
 
 
 
 
 
 
 
 
 
Preferred stock, par value (usd per share)
 
 
 
 
 
$ 0.0001 
 
 
$ 0.0001 
 
 
 
 
 
 
 
 
 
 
Common stock, shares authorized
 
 
 
 
 
275,000,000 
 
 
275,000,000 
3,653,846 
 
 
 
 
 
 
 
 
 
Common stock, par value (usd per share)
 
 
 
 
 
$ 0.0001 
 
 
$ 0.0001 
 
 
 
 
 
 
 
 
 
 
Proceeds from Issuance or Sale of Equity
 
 
$ 38,000,000 
 
 
$ 78,000 
$ 110,000 
 
 
 
 
$ 4,900,000 
$ 4,400,000 
 
$ 50,000,000 
$ 2,300,000 
 
 
 
Purchase Agreement Term
 
 
 
36 months 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock Issued During Period, Shares, Purchase of Assets
 
 
 
 
 
 
 
 
 
 
 
2,500,000 
 
 
 
 
 
 
 
Share Price
 
 
 
 
 
 
 
 
 
$ 1.56 
 
 
 
$ 2.00 
 
 
 
 
 
Issuance of common stock, shares
19,772,727 
 
24,358,974 
 
 
 
 
 
 
 
 
 
2,700,000 
 
631,221 
1,400,000 
 
 
 
At Market Issuance Sales Agreements, Percent of Gross Proceeds
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.00% 
 
At Market Issuance Sales Agreements, Maximum Gross Proceeds
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
20,000,000 
 
 
Number of Shares Per Unit
 
 
 
 
 
 
 
 
 
0.50 
 
 
 
 
 
 
 
 
 
Class of Warrant or Right, Exercise Price of Warrants or Rights
 
 
 
 
 
 
 
$ 1.42 
 
$ 2.08 
$ 2.47 
 
 
 
 
 
 
 
 
Stock Available for Issuance, Shares, New Issues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,965,909 
Number of shares availabe from warrants
 
 
 
 
 
 
 
 
 
1,826,923 
 
 
 
 
 
 
 
 
1,779,545 
Stock Issued During Period, Shares, Overallotment Option
 
3,653,846 
1,826,923 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds From Issuance or Sale of Equity, Net Underwriting Discounts, Commissions and Offering Expenses
20,200,000 
5,400,000 
 
 
40,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares Issued, Price Per Share
 
 
 
 
 
 
 
$ 1.10 
 
 
 
 
 
 
 
 
 
 
 
Stock Issued During Period, Value, New Issues
$ 21,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right
 
 
 
 
 
 
 
0.60 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity (Common Stock are Reserved for Future Issuance) (Detail)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Equity [Abstract]
 
 
Warrants outstanding
35,775 
22,308 
Stock options outstanding
12,001 
13,262 
Options reserved for future issuance under the Company's 2007 Incentive Plan
9,399 
 
Shares reserved for future issuance under the Employee Stock Purchase Plan
461 
 
Total reserved for future issuance
57,636 
 
Warrants (Schedule of Warrant Activity) (Detail)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Warrants outstanding , Beginning balance
22,308 
 
Granted
13,643 
 
Exercised
 
145 
Class of Warrant or Right, Expired
31 
 
Warrants outstanding , Ending balance
35,775 
 
March 2015 Warrants [Member]
 
 
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Warrants outstanding , Beginning balance
14,006 
 
Granted
 
Exercised
 
Warrants outstanding , Ending balance
14,006 
 
Expiration
Mar. 18, 2020 
 
September 2013 Warrant [Member]
 
 
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Warrants outstanding , Beginning balance
3,973 
 
Granted
 
Exercised
 
Warrants outstanding , Ending balance
3,973 
 
Expiration
Sep. 18, 2018 
 
December 2012 Warrants [Member]
 
 
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Warrants outstanding , Beginning balance
3,031 
 
Granted
 
Exercised
 
Warrants outstanding , Ending balance
3,031 
 
Expiration
Dec. 31, 2017 
 
April 2011 Warrants [Member]
 
 
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Warrants outstanding , Beginning balance
816 
 
Granted
 
Exercised
 
145 
Warrants outstanding , Ending balance
640 
 
Consultant Warrants [Member]
 
 
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Warrants outstanding , Beginning balance
482 
 
Granted
 
Exercised
 
Class of Warrant or Right, Expired
 
Warrants outstanding , Ending balance
482 
 
Consultant Warrants [Member] |
Minimum [Member]
 
 
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Expiration
 
Dec. 31, 2014 
Consultant Warrants [Member] |
Maximum [Member]
 
 
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Expiration
 
Dec. 31, 2020 
January 2016 Warrants [Member]
 
 
Class of Warrant or Right, Outstanding [Roll Forward]
 
 
Warrants outstanding , Beginning balance
 
Granted
13,643 
 
Exercised
 
Warrants outstanding , Ending balance
13,643 
 
Expiration
Jan. 12, 2021 
 
Warrants (Fair Value of Warrants is Estimated Using Black-Scholes Option Pricing Model) (Detail)
3 Months Ended 12 Months Ended
Mar. 31, 2016
Dec. 31, 2014
Dec. 31, 2015
January 2016 Warrants [Member]
 
 
 
Class of Warrant or Right [Line Items]
 
 
 
Strike price
$ 1.42 
 
 
Expected term (years)
4 years 9 months 7 days 
 
 
Volatility %
77.91% 
 
 
Risk-free rate %
1.17% 
 
 
March 2015 Warrants [Member]
 
 
 
Class of Warrant or Right [Line Items]
 
 
 
Strike price
$ 2.08 
 
$ 2.08 
Expected term (years)
3 years 11 months 19 days 
4 years 2 months 19 days 
 
Volatility %
78.82% 
 
75.85% 
Risk-free rate %
1.03% 
 
1.58% 
September 2013 Warrant [Member]
 
 
 
Class of Warrant or Right [Line Items]
 
 
 
Strike price
$ 2.50 
 
$ 2.50 
Expected term (years)
2 years 5 months 19 days 
2 years 8 months 19 days 
 
Volatility %
79.51% 
 
74.70% 
Risk-free rate %
0.80% 
 
1.24% 
December 2012 Warrants [Member]
 
 
 
Class of Warrant or Right [Line Items]
 
 
 
Strike price
$ 1.75 
 
$ 1.83 
Expected term (years)
1 year 8 months 23 days 
1 year 11 months 23 days 
 
Volatility %
75.03% 
 
76.37% 
Risk-free rate %
0.69% 
 
1.05% 
April 2011 Warrants [Member]
 
 
 
Class of Warrant or Right [Line Items]
 
 
 
Strike price
$ 0.65 
 
$ 0.65 
Expected term (years)
1 year 0 months 22 days 
1 year 3 months 22 days 
 
Volatility %
83.64% 
 
65.60% 
Risk-free rate %
0.60% 
 
0.77% 
March 2011 Warrants [Member]
 
 
 
Class of Warrant or Right [Line Items]
 
 
 
Strike price
 
 
$ 0.65 
Expected term (years)
 
2 months 5 days 
 
Volatility %
 
 
47.98% 
Risk-free rate %
 
 
0.00% 
March 2010 Warrants [Member]
 
 
 
Class of Warrant or Right [Line Items]
 
 
 
Strike price
$ 1.92 
 
$ 2.02 
Expected term (years)
6 months 
1 year 
 
Volatility %
75.90% 
 
71.41% 
Risk-free rate %
0.39% 
 
0.00% 
Warrants (Changes in Fair Value of Warrant Liability) (Detail) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Class of Warrant or Right, Fair Value [Roll Forward]
 
 
Warrant liability, Beginning balance
$ 14,518 
 
Fair Value of Warrants Granted
5,590 
 
Fair Value Of Warrants Exercised
 
46 
Change in fair value of warrants
3,872 
 
Warrant liability, Ending balance
23,934 
 
January 2016 Warrants [Member]
 
 
Class of Warrant or Right, Fair Value [Roll Forward]
 
 
Warrant liability, Beginning balance
 
Fair Value of Warrants Granted
5,590 
 
Fair Value Of Warrants Exercised
 
Change in fair value of warrants
5,686 
 
Warrant liability, Ending balance
11,276 
 
March 2015 Warrants [Member]
 
 
Class of Warrant or Right, Fair Value [Roll Forward]
 
 
Warrant liability, Beginning balance
10,337 
 
Fair Value of Warrants Granted
 
Fair Value Of Warrants Exercised
 
Change in fair value of warrants
(1,134)
 
Warrant liability, Ending balance
9,203 
 
September 2013 Warrant [Member]
 
 
Class of Warrant or Right, Fair Value [Roll Forward]
 
 
Warrant liability, Beginning balance
1,933 
 
Fair Value of Warrants Granted
 
Fair Value Of Warrants Exercised
 
Change in fair value of warrants
(231)
 
Warrant liability, Ending balance
1,702 
 
December 2012 Warrants [Member]
 
 
Class of Warrant or Right, Fair Value [Roll Forward]
 
 
Warrant liability, Beginning balance
1,565 
 
Fair Value Of Warrants Exercised
 
Change in fair value of warrants
(305)
 
Warrant liability, Ending balance
1,260 
 
April 2011 Warrants [Member]
 
 
Class of Warrant or Right, Fair Value [Roll Forward]
 
 
Warrant liability, Beginning balance
537 
 
Fair Value Of Warrants Exercised
 
Change in fair value of warrants
(48)
 
Warrant liability, Ending balance
489 
 
March 2011 Warrants [Member]
 
 
Class of Warrant or Right, Fair Value [Roll Forward]
 
 
Warrant liability, Beginning balance
146 
 
Fair Value Of Warrants Exercised
 
46 
Change in fair value of warrants
(96)
 
Warrant liability, Ending balance
$ 4 
 
Warrants (Warrants Classified as Equity) (Details) (USD $)
0 Months Ended
May 8, 2013
Jan. 12, 2016
Mar. 18, 2015
Class of Warrant or Right [Line Items]
 
 
 
Warrants Granted, Number of Shares
182,186 
 
 
Class of Warrant or Right, Exercise Price of Warrants or Rights
$ 2.47 
$ 1.42 
$ 2.08 
Number of Days Averaged for Exercise Price
20 days 
 
 
Fair Value Assumptions, Expected Volatility Rate
75.34% 
 
 
Fair Value Assumptions, Expected Term
7 years 
 
 
Fair Value Assumptions, Risk Free Interest Rate
1.20% 
 
 
Fair Value Assumptions, Expected Dividend Rate
0.00% 
 
 
Fair Value of Warrants Granted, per Share
$ 1.93 
 
 
Stock Based Compensation (Allocated Stock-based Compensation) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Research and Development [Member]
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Allocated share based compensation expense
$ 127 
$ 77 
Selling, General and Administrative [Member]
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Allocated share based compensation expense
529 
294 
Commercial Business Segment [Member]
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Allocated share based compensation expense
 
Continuing Operations [Member]
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Allocated share based compensation expense
$ 656 
$ 371 
Stock Based Compensation (Assumptions for Option Grants Issued) (Detail)
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
 
 
Risk free interest rate
1.41% 
1.41% 
Volatility
75.24% 
74.62% 
Expected lives (years)
6 years 3 months 
6 years 3 months 
Expected dividend yield
0.00% 
0.00% 
Stock Based Compensation (Additional Information) (Detail) (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Weighted average exercise price, granted
$ 0.56 
Averages contractual term
10 years 
Estimated annualized forfeiture rate for options granted to employees
15.00% 
Estimated annualized forfeiture rate for options granted to senior management
8.00% 
Unrecognized compensation cost
$ 4,266 
Operating expenses weighted average period
2 years 10 months 14 days 
Shares subject to outstanding common stock options granted
105,000 
Minimum [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Average vesting term
4 years 
Maximum [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Average vesting term
6 years 
2007 Incentive Plan [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Shares of common stock reserved for issuance
26,500,000 
Shares subject to outstanding common stock options granted
12,001,000 
Shares available for future grants
9,399,000 
Vesting periods of options granted
4 years 
Options expire from date of grant
10 years 
Closing price of the Company's common stock
$ 1.36 
Stock Based Compensation (Stock Option Activity) (Detail) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
Total Number of Shares, outstanding Beginning Balance
13,262 
Stock options activity, Total Number of Shares, Granted
105 
Stock options activity, Total Number of Shares, Exercised
(40)
Stock options activity, Total Number of Shares, Cancelled
(1,326)
Total Number of Shares, outstanding Ending Balance
12,001 
Total Number of Shares, exercisable
7,152 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
 
Stock options activity, Weighted Average Exercise Price, Beginning balance
$ 2.58 
Stock options activity, Weighted Average Exercise Price, Granted
$ 0.84 
Stock options activity, Weighted Average Exercise Price, Exercised
$ 0.87 
Stock options activity, Weighted Average Exercise Price, Cancelled
$ 2.37 
Stock options activity, Weighted Average Exercise Price, Ending balance
$ 2.59 
Stock options activity, Weighted Average Exercise Price, exercisable
$ 3.19 
Stock options activity, Aggregate Intrinsic Value, Beginning balance
   
Stock options activity, Aggregate Intrinsic Value, Granted
   
Stock options activity, Aggregate Intrinsic Value, Exercised
10 
Stock options activity, Aggregate Intrinsic Value, Cancelled
25 
Stock options activity, Aggregate Intrinsic Value, Ending balance
421 
Stock options activity, Aggregate Intrinsic Value, exercisable
$ 366 
Other Income (Expense) Table (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Other Income and Expenses [Abstract]
 
 
Change in fair value of the contingent purchase price liability
$ (170)
$ (321)
Other expense
$ (170)
$ (321)
Net Loss Per Share (Common Shares Excluded from Net Loss) (Detail)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
Shares of common stock issuable upon the exercise which were excluded from the computation of diluted earnings per share
47,776 
33,229 
Warrants to purchase common stock [Member]
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
Shares of common stock issuable upon the exercise which were excluded from the computation of diluted earnings per share
35,775 
22,546 
Options to purchase common stock [Member]
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
Shares of common stock issuable upon the exercise which were excluded from the computation of diluted earnings per share
12,001 
10,683 
License Agreements (Additional Information) (Detail) (USD $)
0 Months Ended 1 Months Ended 123 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended
Mar. 31, 2016
M D Anderson Cancer Center [Member]
Nov. 19, 2015
Sentynl Therapeutics, Inc. [Member]
Nov. 19, 2015
Sentynl Therapeutics, Inc. [Member]
Minimum [Member]
Nov. 19, 2015
Sentynl Therapeutics, Inc. [Member]
Maximum [Member]
Oct. 31, 2013
Orexo [Member]
Abstral [Member]
Mar. 31, 2013
Orexo [Member]
Abstral [Member]
Mar. 18, 2013
Orexo [Member]
Abstral [Member]
milestone_payment
Dec. 16, 2015
Monosol Rx, LLC [Member]
Jul. 17, 2014
Monosol Rx, LLC [Member]
Jul. 17, 2014
Monosol Rx, LLC [Member]
Jul. 17, 2014
Monosol Rx, LLC [Member]
Minimum [Member]
Jul. 17, 2014
Monosol Rx, LLC [Member]
Maximum [Member]
Jul. 17, 2014
Monosol Rx, LLC [Member]
Maximum [Member]
Dec. 24, 2015
Midatech Pharma PLC [Member]
Dec. 24, 2015
Midatech Pharma PLC [Member]
Minimum [Member]
Dec. 24, 2015
Midatech Pharma PLC [Member]
Maximum [Member]
License And Collaboration Agreements [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annual maintenance fee
$ 200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Milestone payment for Phase 3
200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash paid for acquisition of Abstral rights
 
 
 
 
 
10,000,000 
 
 
 
 
 
 
 
 
 
 
Finite-lived Intangible Assets Acquired
 
 
 
 
 
 
 
 
5,000,000 
 
 
 
 
 
 
 
Finite-lived Intangible Assets Acquired, Contingent Consideration
 
 
 
 
 
 
 
 
 
500,000.0 
 
 
16,500,000.0 
 
 
 
Finite-lived Intangible Assets Acquired, Future Milestone Payment, Monosol Contingency
 
 
 
 
 
 
 
 
 
250,000.00 
 
 
 
 
 
 
Finite-lived Intangible Assets Acquired, Contingent Consideration, Payment Period
 
 
 
 
 
 
 
 
30 days 
 
 
 
 
 
 
 
Payment of Milestone Payment
 
 
 
 
5,000,000 
 
 
 
 
 
 
 
 
 
 
 
Licensing Agreement, Number Of One-Time Future Cash Milestone Payment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Purchase Agreement, Consideration Receivable Under Agreement
 
12,000,000 
 
 
 
 
 
 
 
 
 
 
 
29,750,000 
 
 
Purchase Agreement, Upfront Payment Receivable Under Agreement
 
8,000,000 
 
 
 
 
 
 
 
 
 
 
 
3,750,000 
 
 
Purchase Agreement, Contingent Consideration Receivable Under Agreement
 
4,000,000 
 
 
 
 
 
 
 
 
 
 
 
26,000,000 
 
 
Purchase Agreement, Contingent Consideration Threshold, Net Sales
 
 
25,000,000 
35,000,000 
 
 
 
 
 
 
 
 
 
 
12,000,000 
70,000,000 
Finite-lived Intangible Assets Acquired, Contingent Consideration, Net Sales Contingency Threshold
 
 
 
 
 
 
 
 
 
 
20,000,000 
100,000,000 
 
 
 
 
Purchase Agreement, Payment of Upfront Fee
 
 
 
 
 
 
 
$ 900,000 
 
 
 
 
 
 
 
 
Purchase Agreement, Payment of Upfront Fee, Percentage of Future Milestone Payments Received
 
 
 
 
 
 
 
20.00% 
 
 
 
 
 
 
 
 
Discontinued Operations, Assets Held for Sale (Details) (USD $)
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Commercial Business Segment [Member]
 
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
Disposal Group, Including Discontinued Operation, General and Administrative Expense
$ 2,400,000 
$ 4,340,000 
Success fee contingently due to third party
900,000 
 
Disposal Group, Including Discontinued Operation, Contingent Liability From Divestiture Agreement, Percent of Realized Future Revenue
5.00% 
 
Retention fees contingently due
352,000 
 
Retention fees contingently due (as percentage of consideration received)
3.00% 
 
Abstral and Zuplenz [Member]
 
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
Disposal Group, Including Discontinued Operation, Revenue Milestone, Potential Future Milestone Payments
30,000,000 
 
Legal Expenses [Member] |
Commercial Business Segment [Member]
 
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
Disposal Group, Including Discontinued Operation, General and Administrative Expense
$ 2,100,000 
 
Discontinued Operations, Assets Held for Sale - Net Proceeds from Sale (Details) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 0 Months Ended
Nov. 19, 2015
Abstral [Member]
Nov. 19, 2015
Abstral [Member]
Dec. 24, 2015
Zuplenz [Member]
Dec. 24, 2015
Zuplenz [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
 
 
Total consideration
 
$ 8,348 
 
$ 3,750 
Less selling costs
(815)
 
(1,050)
 
Proceeds from sale, net of selling costs
$ 7,533 
 
$ 2,700 
 
Discontinued Operations, Assets Held for Sale - Carrying Amounts of Assets and LIabilities (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Dec. 31, 2015
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
 
Total current liabilities of discontinued operations
$ 4,487 
 
$ 5,925 
Commercial Business Segment [Member]
 
 
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
 
Accounts receivable, net
88 
 
392 
Impairment charge from classification as assets held for sale
 
Total current assets of discontinued operations, net
88 
 
392 
Accounts payable
1,236 
 
1,491 
Accrued expenses and other current liabilities
3,251 
 
4,434 
Total current liabilities of discontinued operations
$ 4,487 
 
$ 5,925 
Discontinued Operations, Assets Held for Sale - Components Attributable to Commercial Business (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
Loss from discontinued operations
$ (3,391)
$ (2,231)
Commercial Business Segment [Member]
 
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
Net revenue
2,750 
Additional channel obligations
(1,010)
Cost of revenue
(393)
Amortization of certain acquired intangible assets
(146)
Research and development
(85)
Selling, general, and administrative
(2,400)
(4,340)
Non-operating income (expense)
(17)
Impairment charge from classification as assets held for sale
Loss from discontinued operations
$ (3,391)
$ (2,231)
Discontinued Operations, Assets Held for Sale - Significant Operating Non-cash and Capital Expenditures (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
Depreciation and amortization expense
$ 73 
$ 98 
Non-cash stock-based compensation
656 
371 
Purchases of property and equipment
(6)
(18)
Commercial Business Segment [Member]
 
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
Impairment of assets held for sale
Depreciation and amortization expense
20 
Allocated share based compensation expense
 
Non-cash stock-based compensation
 
256 
Purchases of property and equipment
(34)
Cash paid for acquisition of Zuplenz rights
$ 0 
$ (500)
Subsequent Events (Details) (USD $)
0 Months Ended 0 Months Ended 0 Months Ended
May 8, 2013
Mar. 31, 2016
Jan. 12, 2016
Dec. 31, 2015
Mar. 18, 2015
May 9, 2016
Subsequent Event [Member]
May 9, 2016
Subsequent Event [Member]
May 9, 2016
Senior Secured Debentures [Member]
Subsequent Event [Member]
May 9, 2016
Senior Secured Debentures [Member]
Subsequent Event [Member]
May 9, 2016
Pro Forma [Member]
Subsequent Event [Member]
May 9, 2016
Pro Forma [Member]
Oxford Finance, LLC Loan [Member]
Subsequent Event [Member]
Subsequent Event [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Dent Instrument, Original Issue Discount, Percent
 
 
 
 
 
 
 
 
6.375% 
 
 
Debt Instrument, Face Amount
 
 
 
 
 
 
 
 
$ 25,530,000 
 
 
Number of shares availabe from warrants
 
 
 
 
1,826,923 
 
2,000,000 
 
 
 
 
Proceeds from Issuance of Secured Debt
 
 
 
 
 
 
 
23,400,000 
 
 
 
Interest payments at the fixed coupon rate
8.45% 
 
 
 
 
 
 
 
9.00% 
 
 
Debt Instrument, Contingent Payment of Principal and Accrued Interest
 
 
 
 
 
 
 
 
 
 
3,100,000 
Debt Instrument, Principal That Could Be Redeemed
 
 
 
 
 
 
 
 
1,100,000 
 
 
Debt Instrument, Redemption Price, Percentage
 
 
 
 
 
 
 
7.50% 
 
 
 
Class of Warrant or Right, Exercise Price of Warrants or Rights
$ 2.47 
 
$ 1.42 
 
$ 2.08 
 
$ 1.51 
 
 
 
 
Warrant term
7 years 
 
 
 
 
5 years 
 
 
 
 
 
Warrants outstanding
 
35,775,000 
 
22,308,000 
 
 
1,000,000 
 
 
 
 
Debt Instrument, Covenant, Liquidity Covenant
 
 
 
 
 
 
$ 24,000,000.0 
 
 
$ 12,000,000.0 
 
Debt Instrument, Placement Agent Fee, Percent of Funds Received
 
 
 
 
 
 
 
2.00%