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Stockholders' Equity
 3 Months Ended
Mar. 31, 2014
Stockholders' Equity Note [Abstract]  
Stockholders' Equity
Stockholders’ Equity
The following is a summary of the Company's authorized and issued common and preferred stock as of March 31, 2014 and December 31, 2013:
 
 
 
 
 
Outstanding as of
 
Authorized
 
Issued
 
March 31,
2014
 
December 31,
2013
Common Stock, par $0.001
600,000,000

 
240,146,343

 
240,146,343

 
210,304,821

Series A Preferred Stock, par $0.001
1,000

 
817

 
—

 
—

Series B Preferred Stock, par $0.001
1,000

 
750

 
—

 
—

Series C Preferred Stock, par $0.001
1,091

 
1,091

 
26

 
26

Series D Preferred Stock, par $0.001
1,966,292

 
1,966,292

 
—

 
—


Common Stock
    
In March 2014, the Company closed an underwritten public offering of 21,810,900 shares of the Company’s common stock, including 2,844,900 shares of common stock issued pursuant to the underwriter’s exercise of its overallotment option, at the public offering price of $2.90 per share. The net proceeds, after deducting the underwriter’s discounts and commission and other estimated offering expenses, were approximately $59.2 million.
In March 2013, the Company completed an underwritten offering of 27,377,266 shares of common stock and warrants to purchase an aggregate of up to 13,688,633 shares of common stock. The shares and warrants were sold in units at a price of $0.55 per unit, with each unit consisting of one share of common stock and a warrant to purchase 0.50 share of common stock at an exercise price of $0.7936 per share. The warrants have a term of five and one-half years. The net proceeds, after deducting the underwriters' discounts and other offering expenses, were approximately $14.0 million. The Company valued the registered warrants issued in connection with the March 2013 financing as of the issuance date using the Black Scholes pricing model and recorded a current liability on the condensed consolidated balance sheet. As of March 31, 2014, 11,574,999 of these warrants had been exercised. Transaction costs associated with the issuance of the warrants were allocated by using the relative fair value approach. These transaction costs of $316,000 were immediately expensed and included as part of general and administrative expense in the Company's condensed consolidated statement of operations for the three months ended March 31, 2013.
The Company accounts for registered common stock warrants issued in July 2009 and March 2013 under the authoritative guidance on accounting for derivative financial instruments indexed to, and potentially settled in, a company’s own stock, on the understanding that in compliance with applicable securities laws, the registered warrants require the issuance of registered securities upon exercise and do not sufficiently preclude an implied right to net cash settlement. The Company classifies registered warrants on the condensed consolidated balance sheet as a current liability which is revalued at each balance sheet date subsequent to the initial issuance. Determining the appropriate fair-value model and calculating the fair value of registered warrants requires considerable judgment, including estimating stock price volatility and expected warrant life. The Company develops its estimates based on historical data. A small change in the estimates used may have a relatively large change in the estimated valuation. The Company uses the Black-Scholes pricing model to value the registered warrants. Changes in the fair market value of the warrants are reflected in the condensed consolidated statement of operations as “Change in fair value of common stock warrants.”














Warrants
The following table summarizes the warrants outstanding as of March 31, 2014 and December 31, 2013:
 
 
 
 
 
 
 
As of March 31, 2014
 
As of December 31, 2013
Issued in Connection With:
 
Exercise
Price
 
Expiration
Date
 
Number of
Warrants
 
Common Stock
Warrant Liability
 
Number of
Warrants
 
Common Stock
Warrant Liability
March 2013 financing
 
$
0.79

 
September 12, 2018
 
2,113,634

 
$
5,875,903

 
3,022,725

 
$
7,859,085

January 2011 financing
 
$
1.40

 
January 27, 2016
 
—

 
—

 
6,695,000

 
11,381,498

July 2009 financing
 
$
3.38

 
July 1, 2014
 
333,333

 
170,000

 
333,333

 
300,000

Warrants assumed in June 2009 Merger
 
$1.02-$1.28

 
August 1, 2015-
April 28, 2016
 
4,008,202

 
—

 
4,008,202

 
—

Total
 
 
 
 
 
6,455,169

 
$
6,045,903

 
14,059,260

 
$
19,540,583


    
During the three months ended March 31, 2014, warrants to purchase 909,091 shares of the Company's common stock which were issued in connection with the March 2013 financing were exercised, with proceeds to the Company of $721,000.

During the three months ended March 31, 2014, warrants to purchase 6,695,000 shares of the Company's common stock which were issued in connection with the January 2011 financing were exercised, with proceeds to the Company of $9.4 million.
Stock Options
The Company has one active stock-based incentive plan, the Amended and Restated 2007 Omnibus Incentive Plan (the “Incentive Plan”), pursuant to which the Company has granted stock options and restricted stock awards to executive officers, directors and employees. The Incentive Plan was adopted on March 31, 2007, approved by the stockholders on May 4, 2007, approved by the stockholders as amended on May 2, 2008, and approved by the stockholders as amended and restated on August 25, 2009 and May 14, 2010. On May 14, 2010 the stockholders approved to increase the aggregate number of shares available for grant under the Incentive Plan by 2,000,000 and to provide that the aggregate number of shares available for grant under the Incentive Plan will be increased on January 1 of each year beginning in 2011 by a number of shares equal to the lesser of 2,055,331 or such number of shares as may be determined by the Board. At March 31, 2014, the Incentive Plan reserves 13,971,324 shares of common stock for issuance as or upon exercise of incentive awards granted and to be granted at future dates. At March 31, 2014, the Company had 210,846 shares of common stock available for future grant under the Incentive Plan, and 240,000 shares of vested restricted stock and options to purchase 11,942,334 shares of common stock outstanding under the Incentive Plan. The awards granted and available for future grant under the Incentive Plan generally vest over three years and have a maximum contractual term of ten years. The Incentive Plan terminates by its terms on March 31, 2017.
The Incentive Plan supersedes all of the Company’s previous stock option plans, which include the Amended 2000 Stock Option Plan and the VGX Equity Compensation Plan, under which the Company had options to purchase 809,250 and 6,196,794 shares of common stock outstanding at March 31, 2014, respectively. The terms and conditions of the options outstanding under these plans remain unchanged.