Stockholders' Equity

3 Months Ended

Mar. 31, 2012

Preferred Stock/Stockholders' Equity [Abstract]

Stockholders' Equity

8. Stockholders’ Equity

Warrants

In connection with the May 2008 public offering, the Company issued warrants to purchase 390 shares of the Company’s common stock. The warrants were immediately exercisable upon grant, have an exercise price of $21,500 per share and remain exercisable for five years. As of March 31, 2012, all of these warrants were outstanding and 390 shares of common stock are reserved for issuance upon exercise of the warrants.

Share-Based Compensation

In June 1994, the Company adopted the La Jolla Pharmaceutical Company 1994 Stock Incentive Plan (the “1994 Plan”), under which, as amended, 164 shares of common stock were authorized for issuance. The 1994 Plan expired in June 2004 and there were 15 options outstanding under the 1994 Plan as of March 31, 2012.

In May 2004, the Company adopted the La Jolla Pharmaceutical Company 2004 Equity Incentive Plan (the “2004 Plan”), under which, as amended, 640 shares of common stock have been authorized for issuance. The 2004 Plan provides for the grant of incentive and non-qualified stock options, as well as other share-based payment awards, to employees, directors, consultants and advisors of the Company with up to a 10-year contractual life and various vesting periods as determined by the Company’s Compensation Committee or the Board of Directors, as well as automatic fixed grants to non-employee directors of the Company. As of March 31, 2012, there were a total of 75 options outstanding under the 2004 Plan and 537 shares remained available for future grant.

In August 2010, the Company adopted the 2010 Plan under which 17,000 shares of common stock have been authorized for issuance. The 2010 Plan is similar to the 2004 Plan, other than with regard to the number of shares authorized for issuance thereunder. The 2010 Plan provides for automatic increases to the number of authorized shares available for grant under the 2010 Plan and as such, in May and September 2011, the number of authorized shares were increased by 33 and 16,007 shares of common stock, respectively. As of March 31, 2012, there were a total of 16 options outstanding and 16,984 shares remained available for future grant under the 2010 Plan.

A summary of the Company’s stock option activity and related data follows:

	Outstanding Options
	Number of Shares			Weighted- Average Exercise Price
Balance at December 31, 2011		894		$	17,462
Granted		—			—
Forfeited/Expired		(788	)	$	8,640
Balance at March 31, 2012		106		$	59,948

As of March 31, 2012, options exercisable have a weighted-average remaining contractual term of 5.5 years. No stock option exercises occurred during the year ended December 31, 2011 and for the 3 months ended March 31, 2012. As of March 31, 2012 and December 31, 2011, the total intrinsic value, which is the difference between the exercise price and closing price of the Company’s common stock for options outstanding and exercisable, was $0.

	March 31 2012				December 31 2011
	Options		Weighted- Average Exercise Price		Options		Weighted- Average Exercise Price
Exercisable at end of period		106	$	59,948		585	$	26,243
Weighted average fair value of options granted during the period	$	—			$	—

Exercise prices and weighted-average remaining contractual lives for the options outstanding (excluding shares of restricted stock) as of March 31, 2012 were:

Options Outstanding	Range of Exercise Prices	Weighted- Average Remaining Contractual Life (in years)		Weighted- Average Exercise Price		Options Exercisable		Weighted- Average Exercise Price of Options Exercisable
16	$210		8.80	$	210		16	$	210
26	$550		8.28	$	550		26	$	550
13	$ 18,200 — $ 21,500		5.33	$	19,215		13	$	19,215
10	$39,900		4.25	$	39,900		10	$	39,900
11	$42,000		3.64	$	42,000		11	$	42,000
11	$ 52,600 — $59,700		5.15	$	59,055		11	$	59,055
9	$148,000 — $235,500		1.87	$	167,556		9	$	167,556
3	$254,500		0.42	$	254,500		3	$	254,500
3	$295,000		0.76	$	295,000		3	$	295,000
4	$352,500		0.12	$	352,500		4	$	352,500
106	$ 210 — $352,500		5.52	$	59,948		106	$	59,948

At March 31, 2012, the Company has reserved 18,207 shares of common stock for future issuance upon exercise of options granted or to be granted under the 1994, 2004 and 2010 Plans, as well as for options granted outside of the Company’s equity compensation plans.

On April 10, 2012, the Company awarded options to purchase up to 592,230,471 shares of common stock to the President and Chief Executive Officer, a board member and an employee. The options were granted at an exercise price of $0.06. Two of the grants vest with respect to 25% of the underlying shares on a specified one year anniversary date, with the remainder vesting monthly, in equal monthly installments, over the three years thereafter. The other grant vests on a quarterly basis over a one year period (see note 9).

Employee Stock Purchase Plan

Effective August 1, 1995, the Company adopted the ESPP, under which shares of common stock are reserved for sale to eligible employees, as defined in the ESPP. Employees may purchase common stock under the ESPP every three months (up to but not exceeding 10% of each employee’s base salary or hourly compensation, and any cash bonus paid, subject to certain limitations) over the offering period at 85% of the fair market value of the common stock at specified dates. The offering period may not exceed 24 months. At the Annual Meeting of Stockholders held on August 12, 2010, the stockholders approved an amendment to the ESPP to extend the term thereof from 2015 to 2025 and to increase the shares of common stock authorized for issuance thereunder from 85 to 485. As of March 31, 2012, 72 shares of common stock have been purchased under the ESPP and 413 shares of common stock are available for future issuance. No shares were issued under the ESPP during the year ended December 31, 2011 or for the three months ended March 31, 2012.

Restricted Stock

In April 2012, the Company issued restricted common stock to the President and Chief Executive Office, a board member and an employee. The total restricted shares are 2,987,850 and the stock will vest as of January 19, 2013, so long as the holders of the Series C-1 ² Preferred have not elected to redeem their holdings (see Note 4).