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Note 13 Subsequent Even | 12 Months Ended
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Dec. 31, 2017
Notes to Financial Statements |
Subsequent Events [Text Block] | Note 13 — Subsequent Event Agreement and Plan of Merger On January 21, 2018, BioCryst, Idera Pharmaceuticals, Inc. (“Idera”), a Delaware corporation, Nautilus Holdco, Inc., a Delaware corporation and a direct, wholly owned subsidiary of BioCryst (“Holdco”), Island Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Holdco (“Merger Sub A”), and Boat Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Holdco (“Merger Sub B”), entered into an Agreement and Plan of Merger (the “Merger Agreement”). Pursuant to the Merger Agreement, and subject to the satisfaction or waiver of the conditions specified therein, (a) Merger Sub A shall be merged with and into Idera (the “Idera Merger”), with Idera surviving as a wholly owned subsidiary of Holdco, and (b) Merger Sub B shall be merged with and into BioCryst (the “BioCryst Merger”, and, together with the Idera Merger, the “Mergers”), with BioCryst surviving as a wholly owned subsidiary of Holdco. Holdco will be renamed prior to the closing of the Mergers. Pursuant to the Merger Agreement, u pon completion of the Mergers, each issued and outstanding share of Idera common stock will be converted into the right to receive 0.20 shares of Holdco common stock (the "Idera exchange ratio"), and each issued and outstanding share of BioCryst common stock will be converted into the right to receive 0.50 shares of Holdco common stock (the "BioCryst exchange ratio" and together with the Idera exchange ratio, the "exchange ratios"). The exchange ratios will not be adjusted for changes in the market price of either BioCryst common stock or Idera common stock between the date of signing of the Merger Agreement and completion of the Mergers. Upon completion of the Mergers, each issued and outstanding share of Idera preferred stock (with certain exceptions) will be converted into the right to receive an amount of Holdco common stock based on its liquidation preference. The Merger Agreement has been unanimously approved by the boards of directors of BioCryst and Idera. The transaction is subject to approval by the stockholders of both companies, as well as regulatory approvals and satisfaction of other customary closing conditions. On February 15, 2018, the Federal Trade Commission notified BioCryst that its request for early termination of the waiting period under the HSR Act had been granted. Affiliates of Baker Bros. Advisors, LP ("Baker Brothers"), which, as of the date of the Merger Agreement, are the beneficial owner of approximately 14% of issued and outstanding BioCryst common stock and approximately 9% of issued and outstanding Idera common stock, have agreed, among other things, to vote their shares of BioCryst common stock and Idera common stock in favor of the proposal to adopt the Merger Agreement at each of the BioCryst special meeting and Idera special meeting. The combined company, which will be renamed post-closing, will be headquartered in Exton, PA, at the current Idera headquarters, with a consolidated research center in Birmingham, AL, at the current BioCryst facility. The transaction is expected to be completed during the second quarter of 2018. On March 6, 2018, a purported stockholder of BioCryst filed a putative class action lawsuit against BioCryst, the BioCryst board of directors, Idera, Holdco, Merger Sub A and Merger Sub B in the United States District Court for the District of Delaware, captioned Melvyn Klein v. BioCryst Pharmaceuticals, Inc., et al. , Case No. 1:18 -cv- 00358 -UNA. The complaint alleges that the defendants violated Sections 14 (a) and 20 (a) of the Exchange Act because the preliminary Form S- 4 filed with the Securities and Exchange Commission allegedly contains material omissions and misstatements. The complaint seeks, among other things, injunctive relief preventing the consummation of the Mergers until additional disclosures are made, and damages. The defendants believe that the action is without merit.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 855 -URI http://asc.fasb.org/topic&trid=2122774 + Details
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