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Net loss per share
3 Months Ended
Mar. 31, 2014
Earnings Per Share [Abstract]  
Net loss per share

7. Net loss per share

In connection with the IPO, the Company’s capital structure was reorganized such that AQXP Canada became a wholly-owned subsidiary of the Company, and the holders of the preferred shares of AQXP Canada, common shares of AQXP Canada and preferred shares of the Company exchanged their shares for shares of common stock of the Company (see Note 3). In connection with the IPO, the Company effected a 1-for-19.2 reverse stock split. The common stock, options and warrants outstanding as of the completion of the reorganization were 5,845,260 shares, 628,754 options and 11,363 warrants, respectively. Basic and diluted earnings per share has been retroactively restated for all periods prior to the reorganization.

Basic and diluted net loss per common share are presented using the two-class method required for participating securities. If a dividend is paid on common stock, the holders of preferred stock are entitled to a proportionate share of any such dividend as if they were holders of common stock (on an if-converted basis). The Company considers its preferred stock to be participating securities and, in accordance with the two-class method, earnings allocated to participating securities and the related number of outstanding shares of participating securities have been excluded from the computation of basic and diluted net loss per common share.

 

The Company considers the Aquinox USA Common Stock to be their participating stock that is subordinate to all other stock or shares of the Company. These shares are used by the Company when computing its loss per share. Under the two-class method, net loss attributable to common stockholders is determined by allocating undistributed loss between common stock and participating securities. Undistributed loss is calculated as net loss less distributed loss, accretion of liquidation preference on preferred stock, accretion of share issuance costs on preferred stock, and tax expense on preferred stock. As holders of preferred stock, holders of stock options and holders of common stock warrants do not have contractual obligations to share in the losses of the Company, the net loss attributable to common stockholders for each period is not allocated between common stock and participating securities. Accordingly, outstanding stock options, common stock warrants and preferred stock are excluded from the calculation of basic and diluted net loss per share as the effect would have been anti-dilutive.

The detail of the computation of basic and diluted earnings per share is as follows:

 

     THREE MONTHS
ENDED
MARCH 31, 2014
    THREE MONTHS
ENDED
MARCH 31, 2013
    DECEMBER 26,
2003
(INCEPTION) TO
MARCH 31, 2014
 

Numerator

      

Net loss and comprehensive loss incurred in the development stage

   $ (4,227,678   $ (1,010,267   $ (51,502,587

Accretion for liquidation preference on preferred stock

     (1,132,893     (1,157,865     (18,566,008

Accretion for share issuance costs on preferred stock

     (19,550     (44,307     (1,014,667

Tax expense on preferred stock

     (100,291     (346,091     (1,897,702

Reversal of tax payable on preferred stock due to conversion of preferred stock

     1,897,702        —          1,897,702   

Extinguishment of remaining share issuance costs due to conversion of preferred stock

     (439,227     —          (439,227
  

 

 

   

 

 

   

 

 

 

Total loss attributable to common stockholders

   $ (4,021,937   $ (2,558,530   $ (71,522,489
  

 

 

   

 

 

   

 

 

 

Denominator

      

Weighted average shares used to compute basic net loss per common share

     3,148,481        301,745        398,573   

Effect of potentially dilutive securities:

      

Stock options

     —          —          —     

Common stock warrants

     —          —          —     
  

 

 

   

 

 

   

 

 

 

Weighted average shares used to compute diluted net loss per common share

     3,148,481        301,745        398,573   
  

 

 

   

 

 

   

 

 

 

Net loss per share attributable to common stockholders—basic

   $ (1.28   $ (8.48   $ (179.45
  

 

 

   

 

 

   

 

 

 

Net loss per share attributable to common stockholders—diluted

   $ (1.28   $ (8.48   $ (179.45
  

 

 

   

 

 

   

 

 

 

The following have been excluded from the computation of basic and diluted net loss per share as their effect would have been antidilutive:

 

     THREE MONTHS
ENDED

MARCH 31, 2014
     THREE MONTHS
ENDED

MARCH 31, 2013
 

Convertible preferred stock

     —           5,525,844   

Outstanding stock options

     630,159         435,141   

Common stock warrants

     11,363         —     
  

 

 

    

 

 

 

Total

     641,522         5,960,985