XML 34 R7.htm IDEA: XBRL DOCUMENT v2.4.0.6
Basis of presentation
3 Months Ended
Mar. 31, 2013
Basis of presentation [Abstract]  
Basis of presentation
1.   Basis of presentation:

Overview:

The accompanying unaudited condensed consolidated financial statements of BioDelivery Sciences International, Inc., a Delaware corporation, together with its wholly-owned subsidiaries, Arius Pharmaceuticals, Inc., a Delaware corporation (“Arius One”) and Arius Two, Inc., a Delaware corporation (“Arius Two”) and its majority-owned, inactive subsidiary, Bioral Nutrient Delivery, LLC, a Delaware limited liability company (“BND”, together with Arius One and Arius Two, collectively, the “Company” or “we”, “us” or similar terminology) have been prepared by the Company without audit. In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at March 31, 2013, and for all periods presented, have been made. All intercompany accounts and transactions have been eliminated.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to the Securities and Exchange Commission (“SEC”) rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2012, which are included in the Company’s 2012 Annual Report on Form 10-K, filed with the SEC on March 18, 2013 (the “2012 Annual Report”). The accompanying condensed consolidated balance sheet at December 31, 2012 has been derived from the audited financial statements at that date, but does not include all information and footnotes required by GAAP for complete financial statements.

As used herein, the term “Common Stock” means the Company’s common stock, par value $.001 per share.

The results of operations for the three month period ended March 31, 2013 are not necessarily indicative of results that may be expected for any other interim period or for the full fiscal year. Readers of this Quarterly Report are strongly encouraged to review the risk factors relating to the Company which are set forth in the 2012 Annual Report.

BDSI ® and BEMA® are registered trademarks of the Company. The BioDelivery Sciences logo and BUNAVAILTM are trademarks owned by the Company. ONSOLIS® is a registered trademark of Meda Pharmaceuticals, Inc.

Fair value of financial assets and liabilities:

The Company measures the fair value of financial assets and liabilities in accordance with GAAP which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.

GAAP defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. GAAP also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. GAAP describes three levels of inputs that may be used to measure fair value:

Level 1 – quoted prices in active markets for identical assets or liabilities

Level 2 – quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3 – inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

The following table summarizes assets and liabilities measured at fair value on a recurring basis at March 31, 2013 and December 31, 2012, respectively:

 

                                                                 
    March 31, 2013     December 31, 2012  
    Level 1     Level 2     Level 3     Total     Level 1     Level 2     Level 3     Total  

Fair Value Measurements Using:

                                                               

Assets

                                                               

Derivative asset (warrant)

  $ —       $ 28,320     $ —       $ 28,320     $ —       $ 50,300     $ —       $ 50,300  

Liabilities

                                                               
                 

Derivative liabilities

  $ —       $ 3,451,046     $ —       $ 3,451,046     $ —       $ 4,497,977     $ —       $ 4,497,977  

 

The table below provides a reconciliation of the beginning and ending balances for the assets and liabilities measured at fair value using observable inputs (Level 2). The table reflects net gains and losses for all financial assets and liabilities categorized as Level 2 as of March 31, 2013 and December 31, 2012.

 

                 
    $     Number of
Warrants
 

Assets:

               

Warrant asset as of December 31, 2012

  $ 50,300       2,000,000  

Decrease in fair value of warrants

    (21,980     —    
   

 

 

   

 

 

 

Warrant asset as of March 31, 2013

  $ 28,320       2,000,000  
   

 

 

   

 

 

 
     

Liabilities:

               

Warrant liability as of December 31, 2012

  $ 4,497,977       2,009,436  

Decrease in fair value of warrants

    (1,046,931     —    
   

 

 

   

 

 

 

Warrant liability as of March 31, 2013

  $ 3,451,046       2,009,436