Stockholders' Equity

3 Months Ended

Mar. 31, 2013

Stockholders' Equity

Stockholders' Equity

Note 4.  Stockholders’ Equity

Common Stock and Warrants

As of March 31, 2013, the Company was authorized to issue 125,000,000 shares of common stock. Dividends on common stock will be paid when, and if declared by the board of directors. Each holder of common stock is entitled to vote on all matters and is entitled to one vote for each share held.

In July 2012, Amicus and GSK entered into the SPA pursuant to which GSK purchased 2.9 million unregistered shares of Amicus common stock at a price of $6.30 per share. The total purchase price for these shares was $18.6 million. The Company received all proceeds from the sale of such shares on July 26, 2012. As of March 31, 2013 GSK had a 19.8% ownership position in the Company.

In March 2012, the Company sold 11.5 million shares of its common stock at a public offering price of $5.70 through a Registration Statement on Form S-3 that was declared effective by the SEC on May 27, 2009. The aggregate offering proceeds were $65.6 million.

In October 2010, GSK purchased approximately 6.9 million shares of the Company’s common stock at $4.56 per share, in connection with the Original Collaboration Agreement. The total value of this equity investment was approximately $31 million.

In March 2010, the Company sold 4.9 million shares of its common stock and warrants to purchase 1.9 million shares of common stock in a registered direct offering to a selected group of institutional investors through a Registration Statement on Form S-3 that was declared effective by the SEC on May 27, 2009. The shares of common stock and warrants were sold in units consisting of one share of common stock and one warrant to purchase 0.375 shares of common stock at a price of $3.74 per unit. The warrants have a term of four years and are exercisable any time on or after the six month anniversary of the date they were issued, at an exercise price of $4.43 per share. The gross offering proceeds were $18.5 million. There were approximately 1.4 million warrants outstanding at March 31, 2013.

Stock Option Plans

During the three months ended March 31, 2013, the Company recorded stock-based compensation expense of approximately $1.6 million.  The stock-based compensation expense had no impact on the Company’s cash flows from operations and financing activities.  As of March 31, 2013, the total unrecognized compensation cost related to non-vested stock options granted was $11.3 million and is expected to be recognized over a weighted average period of 2.6 years.  The following table summarizes information related to stock compensation expense recognized in the statements of operations (in thousands):

	Three Months Ended March 31,
	2012		2013
Stock compensation expense recognized in:
Research and development expense	$	873	$	924
General and administrative expense	515		650
Total stock compensation expense	$	1,388	$	1,574

The fair value of the options granted is estimated on the date of grant using a Black-Scholes option pricing model with the following weighted-average assumptions:

	Three Months Ended March 31,
	2012			2013
Expected stock price volatility	78.4		%	82.0		%
Risk free interest rate	1.1		%	1.2		%
Expected life of options (years)	6.25			6.25
Expected annual dividend per share	$	0.00		$	0.00

A summary of option activities related to the Company’s stock options for the three months ended March 31, 2013 is as follows:

					Weighted
			Weighted		Average
	Number		Average		Remaining	Aggregate
	of		Exercise		Contractual	Intrinsic
	Shares		Price		Life	Value
	(in thousands)					(in thousands)
Balance at December 31, 2012	7,974.2		$	6.35
Options granted	1,154.5		$	3.53
Options exercised	—		$	—
Options forfeited	(47.6	)	$	4.94
Balance at March 31, 2013	9,081.1		$	5.99	7.51 years	$	207
Vested and unvested expected to vest, March 31, 2013	8,012.5		$	6.10	7.3 years	$	132
Exercisable at March 31, 2013	4,450.9		$	7.25	6.0 years	$	166