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Stockholder's Equity | 9 Months Ended
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Sep. 30, 2014
Stockholder's Equity |
Stockholder's Equity | 15. Stockholder’s Equity Common Stock During the nine months ended September 30, 2014, the Company issued an aggregate of 12,691,840 shares of common stock, including 2,720,000 shares of common stock in connection with the acquisitions of Paloma and VasculoMedics (see note 3 to the consolidated financial statements), 53,457 shares of common stock to a law firm in settlement of outstanding legal obligations, 552,738 shares of common stock to the Company’s Chairman of the Board upon conversion of convertible promissory notes (see note 12 to the consolidated financial statements), an aggregate of 419,292 shares of common stock to creditors in settlement of outstanding debt, 150,000 shares of common stock for assumption of liabilities and an aggregate of 8,895,685 shares of common stock in connection with a private placement, as described below. During the nine months ended September 30, 2014, ASC surrendered 99,332 shares of common stock to the Company (see note 13 to the consolidated financial statements). Private Placements On April 29, 2014, the Company issued to various institutional and individual accredited investors an aggregate of 2,776,500 shares of common stock and four-year warrants to purchase an aggregate of 832,950 shares of common stock. The price of each unit, which consisted of one share of common stock plus a warrant to purchase 0.3 share of common stock was $4.00. The exercise price of the warrant is $4.80 per share. In addition, on April 29, 2014, the Company issued to its placement agent as part of its compensation warrants to purchase 277,650 shares of common stock, on substantially the same terms as the warrants issued to investors. On May 6, 2014, the Company issued to various institutional and individual accredited investors an aggregate of 3,418,125 shares of common stock and four-year warrants to purchase an aggregate of 1,025,438 shares of common stock. The price of each unit, which consisted of one share of common stock plus a warrant to purchase 0.3 share of common stock was $4.00. The exercise price of the warrant is $4.80 per share. In addition, on May 6, 2014, the Company issued to its placement agent as part of its compensation warrants to purchase 341,813 shares of common stock, on substantially the same terms as the warrants issued to investors. On May 21, 2014, the Company issued to various institutional and individual accredited investors an aggregate of 872,310 shares of common stock and four-year warrants to purchase an aggregate of 254,193 shares of common stock. The price of each unit, which consisted of one share of common stock plus a warrant to purchase 0.3 share of common stock was $4.00. The exercise price of the warrant is $4.80 per share. In addition, on May 21, 2014, the Company issued to its placement agent as part of its compensation warrants to purchase 87,231 shares of common stock, on substantially the same terms as the warrants issued to investors. On June 13, 2014, the Company issued to various institutional and individual accredited investors an aggregate of 1,778,750 shares of common stock and four-year warrants to purchase an aggregate of 533,625 shares of common stock. The price of each unit, which consisted of one share of common stock plus a warrant to purchase 0.3 share of common stock was $4.00. The exercise price of the warrant is $4.80 per share. In addition, on June 13, 2014, the Company issued to its placement agent as part of its compensation warrants to purchase 177,875 shares of common stock, on substantially the same terms as the warrants issued to investors. On July 10, 2014, the Company issued to various institutional and individual accredited investors an aggregate of 50,000 shares of common stock and four-year warrants to purchase an aggregate of 15,000 shares of common stock. The price of each unit, which consisted of one share of common stock plus a warrant to purchase 0.3 share of common stock was $4.00. The exercise price of the warrant is $4.80 per share. In addition, on June 13, 2014, the Company issued to its placement agent as part of its compensation warrants to purchase 5,000 shares of common stock, on substantially the same terms as the warrants issued to investors. Gross proceeds of the private placement to the Company were approximately $35.6 million and net proceeds approximately $31.3 million, after paying $3.6 million of placement agent fees, $0.2 million of estimated offering expenses and $0.5 million of certain accounts payable. The Company filed a registration statement on Form S-1 with the SEC on July 14, 2014 registering the offering and resale of 11,633,885 shares of our common stock, including the outstanding shares of common stock and shares of common stock issuable upon exercise of the warrants issued in the private placement. This registration statement was declared effective by the SEC on July 31, 2014. Common Stock Issued in Settlement of Obligations On May 21, 2014, the Company issued 259,236 shares of common stock to a creditor upon conversion of a promissory note in the principal amount of $500,000 and an aggregate of 160,056 shares of common stock to creditors pursuant to settlements of outstanding liabilities then owed to such creditors, including 59,250 shares to the Company’s former Chief Financial Officer. The Company recorded a loss on this settlement in the amount of $32,608. On June 6, 2014, the Company issued to its Chairman of the Board 552,738 shares of common stock and warrants to purchase 355,699 shares of common stock at an exercise price of $4.80 per share upon conversion of four convertible promissory notes in the aggregate principal amount of $1,050,000 issued by the Company. The Company recorded a loss on this conversion in the amount $1,829,561. On June 18, 2014, the Company issued to a law firm 53,457 shares of common stock and warrants to purchase 16,037 as part of a settlement of outstanding amounts due to the law firm. Subsequent to the end of the third quarter of 2014, on October 21, 2014, the Company issued to a director 100,000 shares of common stock and a warrant to purchase 75,000 shares of common stock at an exercise price of $4.80 per share upon conversion of a note payable in the principal amount of $200,000 issued by the Company. Stock Options During the three and nine months ended September 30, 2014, the Company issued options to purchase an aggregate of 333,195 and 434,051 shares of common stock to four independent members and one former independent member of the Company’s Board of Directors at a weighted average exercise price of $3.71 per share. These options have a ten-year term and vest in equal quarterly installments over three years. During the three and nine months ended September 30, 2014, the Company issued options to purchase an aggregate of 1,734,273 and 2,849,050 shares of common stock to employees of the Company at a weighted average exercise price of $3.71 per share. These options have a ten-year term and vest in equal quarterly installments over three years. All of these options were valued using the Black-Scholes model and resulted in total stock-based compensation expense of $11,465,528, of which $783,932 and $1,075,131 was recognized in the three and nine months ended September 30, 2014, respectively, and the remaining $10,390,397 will be recognized ratably over the next three years. The assumptions used to value the options granted during the first nine months of 2014 was:
Estimated fair value of underlying common stock |  | $2.10 - $3.47 |
Remaining life |  | 6.0 |
Risk-free interest rate |  | 1.85% - 2.07% |
Expected volatility |  | 150% - 155% |
Dividend yield |  | — |
Warrants During the three and nine months ended September 30, 2014, the Company issued to investors in its private placement four-year warrants to purchase an aggregate of 15,000 and 2,668,706 shares of common stock at an exercise price of $4.80 per share. In addition, during the three and nine months ended September 30, 2014, the Company issued to the placement agent in its private placement as partial consideration for its services in connection with the private placement four-year warrants to purchase an aggregate of 5,000 and 889,569 shares of common stock at an exercise price of $4.80 per share. In addition, during the nine months ended September 30, 2014, four-year warrants to purchase an aggregate of 355,699 shares of common stock at an exercise price of $4.80 per share to the Company’s Chairman of the Board in addition to an aggregate of 552,738 shares of common stock upon conversion of four convertible promissory notes of the Company in the aggregate principal amount of $1,050,000. See note 10 to the consolidated financial statements. In addition, during the nine months ended September 30, 2014, the Company issued to a law firm four-year warrants to purchase 16,037 shares of common stock at an exercise price of $4.80 as part of a settlement of outstanding amounts due to the law firm. During the nine months ended September 30, 2013, the Company issued to three financial advisors warrants to purchase an aggregate of 173,917 shares of common stock at an exercise price of $3.00 per share. These warrants have a five-year term and were immediately vested and exercisable as of the date of grant, resulting in Black-Scholes warrant expense of $462,618 during the nine months ended September 30, 2013. The Black-Scholes expense for these warrants was calculated using the following assumptions. The fair value of the underlying common stock was based on the sale by the Company of 139,167 shares of common stock at a purchase price of $3.00 per share during the three months ended June 30, 2013.
Estimated fair value of underlying common stock |  | $ | 3.00 |
Remaining life |  | 5.0 |
Risk-free interest rate |  | 0.35 | %
Expected volatility |  | 141 | %
Dividend yield |  | — |
During the nine months ended September 30, 2013, the Series E warrants, along with related warrants with similar terms, were exchanged for 1,023,264 shares of common stock and these warrants were extinguished, thereby removing the “overhang” created by the full-ratchet provisions of these warrants that would have increased the number of warrants outstanding and reduced the exercise price of these warrants to the price of any subsequent financing done at a lower price. This exchange of common stock for the Series E warrants resulted in a fair value charge of $3,069,792 during the nine months ended September 30, 2013. These 1,023,264 shares of common stock were valued at $3.00 per share, which was the price at which the Company sold 139,167 shares during the three months ended June 30, 2013, resulting in the fair value charge of $3,069,792.

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- Definition The entire disclosure for accounts comprising shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income, and compensation-related costs for equity-based compensation. Includes, but is not limited to, disclosure of policies, compensation plan details, equity-based arrangements to obtain goods and services, deferred compensation arrangements, and employee stock purchase plan details. + References No definition available. + Details
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