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Subsequent Events
9 Months Ended
Sep. 30, 2013
Subsequent Events  
Subsequent Events

6.                    Subsequent Events

 

Initial Public Offering and Related Transactions

 

On October 4, 2013, the Company completed its IPO whereby it sold 7,666,667 shares of common stock at a public offering price of $6.00 per share. Estimated net proceeds from the IPO were determined as follows (in thousands):

 

Gross proceeds (including over-allotment)

 

$

46,000

 

Underwriting discounts and commissions

 

(2,695

)

Estimated total offering costs (including costs paid as of September 30, 2013)

 

(2,900

)

Offering costs paid as of September 30, 2013

 

1,381

 

Estimated net proceeds to be received subsequent to September 30, 2013

 

41,786

 

Partial repayment of August 2013 Notes subsequent to September 30, 2013

 

(1,741

)

Estimated net cash impact of IPO and related transactions

 

$

40,045

 

 

In addition, each of the following occurred in connection with the completion of our IPO on October 4, 2013:

 

·                  the conversion of all outstanding shares of convertible preferred stock into 7,229,590 shares of the Company’s common stock;

 

·                  the conversion of $22.1 million of outstanding principal and accrued interest on convertible notes into 3,679,401 shares of common stock, the write-off of $0.3 million of unamortized debt discount and the related cash repayment of $1.7 million of outstanding principal and accrued interest on convertible notes and accrued interest outstanding as of September 30, 2013;

 

·                  480,763 shares of the Company’s common stock became issuable pursuant to the redemption of an aggregate of 900,000 exchangeable shares of Fate Canada and the resultant reclassification of the exchangeable share liability to additional paid-in capital;

 

·                  the conversion of warrants to purchase 230,000 shares of convertible preferred stock into warrants to purchase 36,074 shares of the Company’s common stock and the resultant reclassification of the warrant liability to additional paid-in capital; and

 

·                  an amended and restated certificate of incorporation was filed on October 3, 2013, authorizing 150,000,000 shares of common stock and 5,000,000 shares of undesignated preferred stock.

 

The following table summarizes certain actual balance sheet data and pro forma balance sheet data to reflect the activities related to the Company’s IPO noted above, as of September 30, 2013 (in thousands):

 

 

 

September
30, 2013

 

Pro Forma
September
30, 2013

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

19,082

 

$

59,127

 

Other assets

 

2,743

 

 

Accounts payable and accrued expenses

 

3,725

 

2,344

 

Long-term accrued expenses

 

137

 

79

 

Convertible notes, net of discount

 

23,481

 

 

Preferred stock warrant liability

 

163

 

 

Exchangeable share liability

 

2,885

 

 

Convertible preferred stock

 

56,526

 

 

Common stock

 

1

 

20

 

Additional paid-in capital

 

14,367

 

136,398

 

Deficit accumulated during the development stage

 

(80,770

)

(81,024

)

Total stockholders’ (deficit) equity

 

(66,402

)

55,394

 

 

In connection with the closing of its IPO on October 4, 2013, the Company recorded an additional aggregate non-cash charge of $0.5 million in other income (expense) related to the final fair value adjustment of the exchangeable share liability and the preferred stock warrant liability. This final fair value adjustment is excluded from the table above.