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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2012	Mar. 12, 2013	Jun. 30, 2012
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	FY
Trading Symbol	VTUS
Entity Registrant Name	VENTRUS BIOSCIENCES INC
Entity Central Index Key	0001426800
Current Fiscal Year End Date	--12-31
Entity Well-Known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Accelerated Filer
Entity Common Stock Shares Outstanding		19,604,350
Entity Public Float			$ 53.2

BALANCE SHEETS - USD ($)	Dec. 31, 2012	Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 20,489,219	$ 36,975,434
Other current assets	59,584	62,129
Total current assets	20,548,803	37,037,563
Computer equipment, net of accumulated depreciation of $33,050 and $28,432	6,841	8,218
Total assets	20,555,644	37,045,781
Current liabilities:
Accounts payable	1,847,245	2,342,074
Accrued expenses	898,213	171,000
Total liabilities	2,745,458	2,513,074
Stockholders' equity:
Preferred stock, $.001 par value; 5,000,000 shares authorized, none issued	0	0
Common stock, $.001 par value; 50,000,000 authorized; 12,934,350 and 12,406,406 issued and outstanding	12,934	12,406
Additional paid-in capital	110,116,766	102,049,385
Deficit accumulated during the development stage	(92,319,514)	(67,529,084)
Total stockholders' equity	17,810,186	34,532,707
Total liabilities and stockholders' equity	$ 20,555,644	$ 37,045,781

BALANCE SHEETS (Parenthetical) - USD ($)	Dec. 31, 2012	Dec. 31, 2011
Computer equipment, depreciation	$ 33,050	$ 28,432
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, issued	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	12,934,350	12,406,406
Common stock, shares outstanding	12,934,350	12,406,406

- Definition

The cumulative amount of depreciation, depletion and amortization (related to property, plant and equipment, but not including land) that has been recognized in the income statement.

+ References + Details

STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended			87 Months Ended
STATEMENTS OF OPERATIONS - USD ($)	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012
Operating expenses:
Research and development	$ 19,514,163	$ 25,277,682	$ 1,850,666	$ 59,043,406
General and administrative	5,341,333	8,724,391	2,915,590	19,586,401
Loss from operations	(24,855,496)	(34,002,073)	(4,766,256)	(78,629,807)
Other income (expense):
Interest income	65,066	76,334	5,730	161,119
Interest expense:
Beneficial conversion charge	0	0	(6,001,496)	(6,001,496)
Amortization of debt discount and warrants	0	(302,327)	(2,484,927)	(2,865,758)
Interest expense	0	(116,664)	(2,043,676)	(4,983,572)
Total other income (expense)	65,066	(342,657)	(10,524,369)	(13,689,707)
Net loss	$ (24,790,430)	$ (34,344,730)	$ (15,290,625)	$ (92,319,514)
Basic and diluted net loss per common share (In dollars per share)	$ (1.94)	$ (3.57)	$ (24.67)
Weighted average common shares outstanding - basic and diluted (In shares)	12,726,551	9,613,900	619,923

STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended			87 Months Ended
STATEMENTS OF CASH FLOWS - USD ($)	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012
Cash flows from operating activities:
Net loss	$ (24,790,430)	$ (34,344,730)	$ (15,290,625)	$ (92,319,514)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	2,831,651	2,982,949	2,356,087	8,771,922
Stock - based payments to consultants	339,442	3,990,817	0	4,330,259
Amortization of deferred financing costs and debt discount	0	328,958	2,327,193	3,466,010
Non-cash research and development	0	0	0	1,087,876
Expenses paid on behalf of the Company satisfied through the issuance of notes	0	0	0	227,910
Depreciation	4,618	3,746	12,525	35,623
Changes in operating assets and liabilities:
Prepaid research and development	0	0	0	0
Other current assets	2,545	(43,214)	(16,396)	(59,584)
Accounts payable and accrued expenses	232,384	2,012,642	(3,049,564)	2,557,921
Net cash used in operating activities	(21,379,790)	(25,068,832)	(5,214,427)	(61,818,090)
Cash flows from investing activities:
Purchase of office and computer equipment	(3,241)	(11,964)	0	(42,464)
Net cash used in investing activities	(3,241)	(11,964)		(42,464)
Cash flows from financing activities:
Net Proceeds from initial public offering and other offerings	4,166,494	49,988,823	15,184,344	69,339,661
Proceeds from private placement	0	0	0	1,146,024
Proceeds from exercise of warrants or options	730,322	288,732	0	1.019054
Proceeds from notes payable	480,049
Proceeds from notes payable to related parties	0	0	950,562	5,041,953
Repayment of notes payable - related party	0	0	0	(1,500,000)
Payment for deferred financing costs	0	0	(755,092)	(1,431,603)
Proceeds from utilization of short-term note and line of credit	0	0	99,380	419,380
Repayment of debt facilities	0	(419,380)	0	(419,380)
Proceeds from term note payable	0	0	800,000	800,000
Repayment of term note payable	0	(800,000)	0	(800,000)
Proceeds from receipt of subscriptions	0	0	0	4,684
Net cash provided by financing activities	4,896,816	47,485,175	19,704,194	82,349,773
Net (decrease) increase in cash and cash equivalents	(16,486,215)	22,404,379	14,489,767	20,489,219
Beginning of period	36,975,434	14,571,055	81,288	0
End of period	20,489,219	36,975,434	14,571,055	20,489,219
Supplemental schedule of non-cash financing activities:
Warrants issued to placement agent	0	0	0	341,334
Warrants issued to investors in connection with convertible notes	0	0	1,166,989	1,166,989
Notes and accrued interest converted to common stock	0	0	14,003,158	14,003,158
Supplemental disclosure - cash paid for interest	0	277,324	76,899	685,397
Senior Notes 2007 [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash research and development
Interest payable	0	0	611,266	1,598,104
Expenses paid on behalf of the Company satisfied through the issuance of notes
Cash flows from financing activities:
Proceeds From Senior convertible notes	0	0	0	5,305,000
Senior Notes 2010 [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash research and development
Interest payable	0	0	354,269	354,269
Cash flows from financing activities:
Proceeds from private placement
Proceeds From Senior convertible notes	0	0	3,425,000	3,425,000
Supplemental schedule of non-cash financing activities:
Debt discount	0	0	0	1,468,254
Related Parties [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Stock/Warrants issued	0	0	915,118	1,255,978
Non-cash research and development
Interest payable	0	0	94,912	266,279
Related Parties [Member] \| Senior Notes 2010 [Member]
Supplemental schedule of non-cash financing activities:
Notes and accrued interest converted to common stock	0		2,192,433	3,995,667
Paramount Credit Partners, LLC [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Interest payable	0	0	79,696	187,536
Cash flows from financing activities:
Proceeds from notes payable	0	0	0	1,573,000
Repayment of notes	0	(1,573,000)	0	(1,573,000)
Supplemental schedule of non-cash financing activities:
Debt discount	0	302,327		782,376
Notes and accrued interest converted to common stock	0
License Agreement [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Stock/Warrants issued	0	0	389,597	414,825
Note Conversion [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Stock/Warrants issued	0	0	6,001,496	6,001,496
Vendor [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Stock/Warrants issued	$ 0	$ 0	$ 0	$ 5,000

Statements of Changes in Stockholders' Equity (Deficiency) - USD ($)	Total	Issuance During Period 1st	Issuance During Period 2nd	Common Stock	Common Stock Issuance During Period 1st	Common Stock Issuance During Period 2nd	Additional Paid-in Capital	Additional Paid-in Capital Issuance During Period 1st	Additional Paid-in Capital Issuance During Period 2nd	Deficit Accumulated During the Development Stage
Common Stock issued (in shares)				18,977
Common Stock issued	$ 929,457			$ 19			$ 929,438
Additional shares issued in January 2011 in connection with the December 22, 2010 conversion of notes into common stock				29,861
Conversion of notes and accrued interest to common stock in December 2010 at $4.20 per share				$ 30			1,803,204
Stock-based compensation	460,822						460,822
Warrants issued		$ 177,050	$ 340,860					$ 177,050	$ 340,860
Net loss	(8,786,430)									$ (8,786,430)
Ending Balance (in shares) at Dec. 31, 2008				444,928
Ending Balance at Dec. 31, 2008	(9,457,050)			$ 445			3,896,829			(13,354,324)
Common Stock issued (in shares) \| Licensor				2,016
Common Stock issued (in shares) \| Vendor				403
Common Stock issued \| Licensor	25,000			$ 2			24,998
Common Stock issued \| Vendor	5,000						5,000
Stock-based compensation	123,758						123,758
Warrants issued \| Paramount Credit Partners, LLC	480,049						480,049
Net loss	(4,539,405)									(4,539,405)
Ending Balance (in shares) at Dec. 31, 2009				447,347
Ending Balance at Dec. 31, 2009	(13,362,648)			$ 447			4,530,634			(17,893,729)
Common Stock issued (in shares) \| Licensor				64,933
Common Stock issued (in shares)					2,900,000
Common Stock issued \| Licensor	389,597			$ 65			389,532
Common Stock issued		15,184,344			$ 2,900			15,181,444
Additional shares issued in January 2011 in connection with the December 22, 2010 conversion of notes into common stock				3,334,085
Conversion of notes and accrued interest to common stock in December 2010 at $4.20 per share	14,003,158			$ 3,334			13,999,824
Stock-based compensation	2,194,535						2,194,535
Beneficial conversion charge recorded on notes and interest converted to common stock in December 2010	6,001,496						6,001,496
Warrants issued \| Licensor	161,552						161,552
Warrants issued \| Senior Notes 2010	2,344,708						2,344,708
Net loss	(15,290,625)									(15,290,625)
Ending Balance (in shares) at Dec. 31, 2010				6,746,365
Ending Balance at Dec. 31, 2010	11,626,116			$ 6,746			44,803,724			(33,184,354)
Common Stock issued (in shares)					435,000	5,175,000
Common Stock issued		2,420,776	47,568,047		$ 435	$ 175		2,420,341	47,562,872
Warrants exercised	$ 288,732			$ 50			288,682
Warrants exercised (in shares)	6,286			50,034
Additional shares issued in January 2011 in connection with the December 22, 2010 conversion of notes into common stock				7
Stock-based compensation	$ 2,982,949						2,982,949
Stock-based payments for the period from January 1 to December 31, 2011 for options issued to consultants	3,990,817						3,990,817
Net loss	(34,344,730)									(34,344,730)
Ending Balance (in shares) at Dec. 31, 2011				12,406,406
Ending Balance at Dec. 31, 2011	34,532,707			$ 12,406			102,049,385			(67,529,084)
Common Stock issued (in shares)				354,700	68,240	354,700
Common Stock issued \| Employees and Directors		2,831,651	339,442					2,831,651	339,442
Common Stock issued	$ 4,166,494	$ 427,817	$ 4,166,494	$ 355	$ 68	$ 355	4,166,139	427,749	$ 4,166,139
Warrants exercised (in shares)	11,620
Warrants issued (in shares)					45,834
Warrants issued	$ 302,505				$ 46			302,459
Stock-based payments for the period from January 1 to December 31, 2011 for options issued to consultants				$ 0
Shares issued in cashless exercise (in shares)					11,620	47,550
Net loss \| Employees and Directors								(11)
Net loss	(24,790,430)				$ 11	$ 48		$ (48)		(24,790,430)
Ending Balance (in shares) at Dec. 31, 2012				12,934,350
Ending Balance at Dec. 31, 2012	$ 17,810,186			$ 12,934			$ 110,116,766			$ (92,319,514)

Statements of Changes in Stockholders' Equity (Deficiency) (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2008	Dec. 31, 2007
Common Stock issued, per share						$ 0.0124
Conversion of notes and accrued interest to common stock, per share		$ 4.20	$ 4.20
Issuance During Period 1st
Common Stock issued, per share	$ 12.45	6.00	$ 6.00
Conversion of notes and accrued interest to common stock, per share					$ 60.39
Issuance During Period 2nd
Common Stock issued, per share		$ 10.00
Conversion of notes and accrued interest to common stock, per share					$ 60.39
Employees and Directors \| Issuance During Period 1st
Common Stock issued, per share						0.0124
Employees and Directors \| Issuance During Period 2nd
Common Stock issued, per share						$ 0.0124
Licensor
Common Stock issued, per share				$ 12.40
Vendor
Common Stock issued, per share				$ 12.40

Organization, Business and Basis of Presentation

12 Months Ended

Dec. 31, 2012

Organization, Business and Basis Of Presentation [Abstract]

Organization, Business and Basis of Presentation

Note 1 - Organization, Business and Basis of Presentation:

Organization and business:

Ventrus BioSciences Inc. (“Ventrus” or the “Company”) is a development-stage specialty pharmaceutical company focused on the late-stage development and commercialization of gastrointestinal products. Ventrus, formerly known as South Island BioSciences, Inc., was incorporated in the State of Delaware on October 7, 2005 and commenced operations in April 2007.

Basis of presentation:

The accompanying audited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

The Company’s primary activities since incorporation have been organizational activities, including recruiting personnel, acquiring licenses for its pharmaceutical compound pipeline, performing business and financial planning, conducting clinical and nonclinical trials, performing research and development, and raising funds through the issuance of debt and common stock.

The Company is in the development stage and has funded its operations primarily through the issuance of equity and debt. The Company expects to continue to expend substantial amounts for continued product research, development, and commercialization activities for the foreseeable future. Management believes the Company’s funds are sufficient to continue operations through the U.S. Food and Drug Administration (“FDA”) approval and initial launch and commercialization of diltiazem. Assuming such approval and launch, thereafter, continuation of the Company will be dependent on its ability to achieve profitable operations or obtain additional financing. There is no assurance, however, that such financing will be available or that the Company’s efforts ultimately will be successful.

Capital resources:

The Company has not derived any revenue from product sales to date as our products have not been approved for sale by the FDA or any foreign regulatory agency. Since inception, the Company’s operations have been financed primarily through the sale of equity securities, the proceeds from the exercise of warrants and stock options and issuance of debt. The Company has incurred losses from operations and negative cash flows since the inception and expects to continue to incur substantial losses for the next two years as it continues product development, and thereafter if its product diltiazem is not approved by the FDA and successfully launched. In July 2011, the Company raised net proceeds of approximately $47,600,000 in a secondary offering of its equity securities. In May and June 2012, the Company raised approximately $4,166,000 in an at-the-market common equity sales program. In February 2013, the Company raised approximately $20,700,000 in net proceeds in a public offering of its common stock and Series A non-voting convertible preferred stock. Management believes the Company currently has sufficient funds to meet its operating requirements and scheduled regulatory and development activities through FDA approval and initial launch and commercialization of diltiazem. Assuming such approval and launch, thereafter, if the Company cannot generate significant cash from its operations, it intends to obtain any additional funding it requires through strategic relationships, public or private equity or debt financings, or other arrangements and it cannot assure such funding will be available on reasonable terms, or at all.

- Definition

The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.

+ References

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Reference 14: http://www.xbrl.org/2003/role/presentationRef
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Reference 15: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2012

Summary Of Significant Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2 - Summary of Significant Accounting Policies:

Cash and cash equivalents:

All highly liquid investments with maturities of three months or less at the time of purchase are considered to be cash equivalents. All of the Company’s cash equivalents have liquid markets and high credit ratings. The Company maintains its cash in bank deposit and other accounts, the balances of which, at times and at December 31, 2012, exceed federally insured limits.

Use of estimates:

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Significant estimates inherent in the preparation of the accompanying financial statements include the fair value of stock options and warrants granted to employees, consultants, directors, investors, licensors, placement agents and underwriters.

Additionally, the Company provides a valuation allowance for deferred income tax assets when it is considered more likely than not that all or a portion of such deferred income tax assets will not be realized.

Computer equipment:

Computer equipment is stated at cost and depreciated using the straight-line method over the estimated useful life of the related assets of three years.

Stock-based compensation:

The Company’s share-based compensation cost is measured at grant date, using the Black-Scholes option pricing model to estimate the fair value of the award, and is recognized as expense over the employee’s or director’s requisite service period on a straight-line basis. The Company accounts for stock options and warrants granted to non-employees on a fair value basis which is estimated using the Black-Scholes option pricing model. The initial non-cash charge to operations for non-employee options and warrants with vesting are revalued at the end of each reporting period until vested and recognized as consulting expense over the related vesting period.

Warrants issued with convertible notes:

For the purpose of valuing the warrants issued with convertible notes (See Notes 3 and 8), the Company used the Black-Scholes option pricing model utilizing the assumptions noted in those Notes. To determine the risk-free interest rate, the Company utilized the U.S. Treasury yield curve in effect at the time of grant with a term consistent with the expected term of the Company’s awards. The Company estimated the expected life of the warrants is based on the full term of the warrant. The expected dividend yield reflects the Company’s current and expected future policy for dividends on its common stock. The expected stock price volatility for the Company’s stock was calculated by examining historical volatilities for publicly traded industry peers as the Company did not have any trading history for its common stock at the time the grants were issued.

Warrants, or any other detachable instruments issued in connection with debt financing agreement not required to be recorded at fair value, are accounted for using the relative fair value method and allocated to additional paid-in capital and recorded as a reduction in the carrying value of the related debt. This discount is amortized to interest expense from the issuance date through the maturity date of the debt using the effective interest method.

Beneficial conversion feature:

When the conversion feature of conventional convertible debt provides for a rate of conversion that is below market value, this feature is characterized as a beneficial conversion feature (“BCF”). Prior to the determination of the BCF, the proceeds from the debt instrument are first allocated between the convertible debt and any detachable free standing instruments that are included, such as common stock warrants. The Company has disclosed the contingent nature of its BCFs (See Notes 3 and 8) and has recorded their effects.

Research and development:

Research and development expenses include personnel and facility-related expenses, third party contracted services including clinical trial costs, manufacturing and process development costs, research costs and other consulting services. Research and development costs are expensed as incurred. In instances where the Company enters into agreements with third parties for clinical trials, manufacturing and process development, research and other consulting activities, costs are expensed as services are performed. Amounts due under such arrangements may be either fixed fee or fee for service, and may include upfront payments, monthly payments, and payments upon the completion of milestones or receipt of deliverables.

The Company’s accruals for clinical trials are based on estimates of the services received and pursuant to contracts with the respective clinical trial centers and clinical research organizations. In the normal course of business, the Company contracts with third parties to perform various clinical trial activities in the ongoing development of potential products. The financial terms of these agreements are subject to negotiation and variation from contract to contract and may result in uneven payment flows. Payments under the contracts depend on factors such as the achievement of certain events, the successful enrollment of patients, and the completion of portions of the clinical trial or similar conditions. The objective of the Company’s accrual policy is to match the recording of expenses in its financial statements to the actual services received. As such, expense accruals related to clinical trials are recognized based on the estimate of the degree of completion of the event or events specified in the specific clinical study or trial contract.

Income taxes:

The Company’s income tax expense consists of current and deferred income tax expense or benefit. Current income tax expense or benefit is the amount of income taxes expected to be payable or refundable for the current year. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized.

The Company has adopted the provisions that tax positions must meet a “more-likely-than-not” recognition threshold to be recognized. The Company has no unrecognized tax benefits recorded for the years ended December 31, 2012 and 2011. When an accrual for interest and penalties is required, interest and penalties will be recognized in tax expense. The Company files income tax returns in the U.S. federal jurisdiction and in New York. There are currently no federal income tax examinations in process. The 2009 through 2012 tax years remain subject to examination by the Internal Revenue Service and other taxing authorities for U.S. federal and state/local tax purposes. The Company does, however, have prior year net operating losses dating back to 2007, which are subject to examination.

Loss per common share:

Basic net loss per common share excludes dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted net loss per common share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity unless inclusion of such shares would be anti-dilutive. Since the Company has only incurred losses, basic and diluted net loss per share is the same. The number of potentially dilutive securities (options, warrants and convertible instruments) excluded from the diluted loss per share calculation at December 31, 2012, 2011 and 2010 was 2,755,142, 3,002,898 and 2,093,064, respectively.

Related Party Transactions

12 Months Ended

Dec. 31, 2012

Related Party Transactions Disclosure

Note 3 - Related Party Transactions:

The following are descriptions of the Company’s related party transactions that have been entered into, modified, terminated, or were still in effect in 2012.

Paramount BioSciences, LLC and Affiliates:

Paramount Corporate Development, LLC:

From April 2007 through August 31, 2008, the Company had a contractual arrangement with Paramount Corporate Development, LLC (“Paramount”), an affiliate of Dr. Lindsay A. Rosenwald, M.D., formerly a significant investor in and stockholder of the Company. During this period, the Company incurred $425,000 under this arrangement. As of December 31, 2012 and 2011, the Company had $100,000 outstanding under this arrangement, which is included in accounts payable.

Notes payable to Paramount Credit Partners, LLC:

During 2009, the Company issued four separate 10% promissory notes (collectively, the “PCP Notes”) to Paramount Credit Partners, LLC (“PCP”), an entity whose managing member is Dr. Rosenwald. The PCP Notes consisted of notes in the aggregate principal amount of $1,573,000. The Company repaid the notes in full in July 2011, and the remaining debt discount was fully charged to interest expense.

As part of the note financing, PCP received five-year warrants (“PCP Warrants”) to purchase 104,867 shares of common stock at an exercise price of $6.60. The Company allocated proceeds of $480,049 from the sale of the PCP Notes to the warrants at the time of issuance, which was recorded as a debt discount and amortized to interest expense over the term of the PCP Notes.

On December 22, 2010, in connection with the completion of the IPO and pursuant to the terms of the warrants held by the purchasers of the convertible notes issued in 2010 (the “2010 Notes”), the above related party holders of 2010 Notes were issued 182,703 warrants with a per share exercise price of $6.60. Each of these warrants will expire on February 26, 2015. The Company valued these warrants at $915,118 using the Black-Scholes option pricing model, and the Company expensed the entire amount as interest expense in 2010.

Line of Credit:

On December 3, 2008, the Company, Parmount Biosciences (“PBS”) and various other private pharmaceutical companies in which Dr. Rosenwald is a significant investor and stockholder, entered into a loan agreement with Bank of America, N.A. for a line of credit of $2,000,000. As of December 31, 2009, the amount borrowed by the Company under the Bank of America, N.A. line of credit was $320,000. In November 2010, the Company paid off the Bank of America, N.A. line of credit with proceeds from a promissory note issued to Israel Discount Bank of New York (“Israel Discount Bank”).

On September 23, 2010, the Company borrowed $800,000 and on November 5, 2010 borrowed an additional $420,000 from Israel Discount Bank. The loans were personally guaranteed by Dr. Rosenwald. In consideration for the guarantees, the Company entered into a letter agreement with Dr. Rosenwald whereby Dr. Rosenwald has the right to attend meetings of the Company’s board of directors and to appoint two directors to the board. Dr. Rosenwald ceased attending board meetings in May 2011 and never exercised his right to appoint these directors and this agreement was terminated in February 2012.

The Company repaid the Israel Discount Bank promissory notes in full in January 2011.

Placement Agent:

In connection with the offering of the 2010 Notes and related warrants, National Securities Corporation (“National”) and the Company entered into a placement agency agreement, pursuant to which the Company paid National cash fees of $671,592. In addition, the Company issued National warrants to purchase an aggregate of 89,000 shares of common stock, with an exercise price of $7.50. In addition, the Company paid National’s outside counsel $32,500 for its services as placement agent counsel. Dr. Lindsay A. Rosenwald beneficially owns, indirectly, a controlling interest in the parent holding company of National.

In connection with the Company’s IPO, National, Rodman & Renshaw (“Rodman”) and the Company entered into an underwriting agreement, pursuant to which the Company paid National and Rodman cash fees of $1,662,400. In addition, the Company issued to each of National and Rodman warrants to purchase an aggregate of 98,600 shares of common stock with an exercise price of $7.50.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39603-107864

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 235
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(k))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39691-107864

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
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-Name Regulation S-X (SX)
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 57
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Income Taxes

12 Months Ended

Dec. 31, 2012

Income Tax Disclosure [Abstract]

Income Tax Disclosure

Note 4 - Income Taxes:

There was no current or deferred income tax provision for the years ended December 31, 2012, 2011 and 2010.

The Company’s deferred tax assets as of December 31 consist of the following:

	2012			2011
Net operating loss	$	23,792,000		$	15,372,000
Stock-based compensation		5,808,000			4,396,000
In-Process Research & Development		5,014,000			5,520,000
Research and development credits		783,000			977,000
Totals		35,397,000			26,265,000
Less: valuation allowance		(35,397,000	)		(26,265,000	)
	$	-		$	-

A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. The net increase in the total valuation allowance for the years ended December 31, 2012 and 2011 was $9,132,000 and $16,473,000, respectively. The tax benefit assumed the Federal statutory tax rate of 34% and a state and local tax rate of 11% and has been fully offset by the aforementioned valuation allowance.

At December 31, 2012, the Company had potentially utilizable gross Federal net operating loss carry-forwards of approximately $55,00,000, State net operating loss carry-forwards of approximately $48,000,000 and research and development credit carry forward of approximately $783,000, all of which expire between 2027 and 2031.

An ownership change under Internal Revenue Code (“IRC”) Section 382 is likely to have occurred due to common stock issued in the IPO and debt conversions in December 2010. Due to the change in ownership provisions of the IRC, the availability of the Company’s net operating loss carry forwards may be subject to annual limitations against taxable income in future periods, which could substantially limit the eventual utilization of such carry forwards. The Company has not analyzed the historical or potential impact of its equity financings on beneficial ownership and therefore no determination has been made whether the net operating loss carry forward is subject to any IRC Section 382 limitation. To the extent there is a limitation, there would be a reduction in the deferred tax asset with an offsetting reduction in the valuation allowance.

	2012			2011
Statutory Federal tax rate		(34	)%		(34	)%
Statutory state and local income taxes (net of Federal)		(7	)%		(7	)%
Effect of valuation allowance		41	%		41	%
Effective tax rate		0	%		0	%

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

+ Details

Commitments

12 Months Ended

Dec. 31, 2012

Commitments and Contingencies Disclosure [Abstract]

Commitments

Note 5 - Commitments:

Employment agreements:

The Company’s Chief Executive Officer has an employment agreement which provides for a base salary of $375,000 per year, a guaranteed bonus of $75,000 per year and an annual performance-based bonus of up to 50% of his base salary. The agreement also provides incentive bonuses of $250,000 and $500,000 in the event that the Company’s market capitalization exceeds specified levels. The first threshold was met and the $250,000 bonus was paid in the third quarter of 2011. The second threshold has not yet occurred.

The Chief Financial Officer has an employment agreement which provides for a base salary of $250,000 per year. The agreement also provides incentive bonuses of $250,000 and $500,000 in the event that the Company’s market capitalization exceeds specified levels. The first threshold was met and the $250,000 bonus was paid in the third quarter of 2011. The second threshold has not yet occurred.

On August 24, 2011, the above agreements were amended to provide that if the second market capitalization threshold is attained, the bonus of $500,000 will be paid in a combination of shares of the Company’s common stock worth $300,000 and $200,000 in cash. The number of the shares of common stock each would receive was determined by the closing price of the Company’s common stock as reported on NASDAQ on August 24, 2011 ($9.85), which could result in 30,457 shares being issued to each of Chief Executive Officer and Chief Financial Officer if the second market capitalization threshold is attained. As of December 31, 2012, the second market capitalization threshold has not been attained. In addition, the amendment to the Chief Financial Officer’s agreement provides that he will be eligible for an incentive cash bonus in the discretion of the Company’s Compensation Committee of up to 25% of his base salary.

- Definition

The entire disclosure for commitments and contingencies.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6449706&loc=d3e16207-108621

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6394976&loc=d3e25287-109308

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Interpretation (FIN)
-Number 14
-Paragraph 3
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9, 10, 11, 12
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Stockholders' Transactions

12 Months Ended

Dec. 31, 2012

Stockholders' Transactions [Abstract]

Stockholders' Transactions

Note 6 - Stockholders’ Transactions:

Common Stock Transactions:

During March and April 2007, the Company issued 368,012 shares of common stock to its founders for $4,564, or $0.0124 per share.

During May and June 2007, the Company issued 9,677 shares of common stock to its employees for $120, or $0.0124 per share. During August 2007, the Company issued 18,401 shares of common stock at $0.0124 per share in accordance with the license agreement between the Company and S.L.A. Pharma (see note 7). During 2007, the Company recorded $228 of stock-based research and development expense in connection with this license.

During June through September 2008, the Company issued 18,977 shares of common stock and 3,796 warrants at $60.39 per unit (consisting of a share of common stock with 20% warrant coverage) in connection with a private placement financing at $60.39 per unit. Each warrant has a seven-year term and an exercise price of $66.46. The Company raised $929,457 of net proceeds.

During July 2008, the Company issued 29,861 shares of common stock and 6,151 warrants at $60.39 per unit (consisting of a share of common stock with 20% warrant coverage) to related parties in connection with the conversion of amounts outstanding under certain promissory notes (see Note 3). Each warrant has a seven-year term and an exercise price of $66.46. The warrants had a fair value of $340,860 and were expensed on issuance since the promissory notes were converted.

The fair value of the warrants granted, mentioned in the preceding paragraph, was based on the following assumptions:

Risk-free interest rate	3.89	%

Expected volatility	128.18	%

Expected life of warrants	5 years

Expected dividend yield	0	%

During December 2009, the Company issued 2,016 shares of common stock to S.L.A. Pharma pursuant to an amendment to the license agreement between the Company and S.L.A. Pharma, and 403 shares of common stock to a vendor, each at a value of $12.40 per share, recording an expense of $25,000 and $5,000 to research and development expense, respectively.

In connection with the Company’s IPO, all of the issued and outstanding convertible notes issued in 2007 and 2010 converted into shares of common stock pursuant to the terms of those notes. All principal and accrued interest on the 2007 and 2010 convertible notes converted at per share price of $4.20, which was 70% of the public offering price of $6.00 per share in the IPO, resulting in an aggregate of 1,642,802 shares of common stock issued upon conversion of the 2007 convertible notes and an aggregate of 1,421,834 shares of common stock issued upon conversion of the 2010 convertible notes. Also in connection with the IPO, and pursuant to their terms, the promissory notes issued to PBS and Capretti Grandi LLC, were converted at a per share price of $4.20, which was 70% of the public offering price of $6.00 per share in the IPO, resulting in an aggregate of 269,449 shares of common stock issued upon conversion of these notes.

On December 22, 2010, the Company issued 2,900,000 shares of its common stock in an IPO at $6.00 per share and received net proceeds of $15,184,344, after deduction of underwriting discounts, commissions and other expenses related to the IPO.

Pursuant to the terms of the license agreement between the Company and S.L.A Pharma, the Company was obligated to issue to S.L.A. Pharma that number of additional shares of common stock so that, when added to the 18,401 shares initially issued, the new and old shares had an estimated fair market value equal to $500,000 (based on the price per share paid in the financing). The closing of the Company’s IPO triggered this obligation. As a result, the Company issued 64,933 shares of its common stock to S.L.A. Pharma on December 22, 2010. The Company valued the stock issuance to S.L.A. Parma at $389,597 and expensed the full amount to research and development expense as of December 31, 2010.

On January 7, 2011, the Company issued 435,000 shares of its common stock to fulfill the over-allotment option that it granted to the underwriters as part of the IPO and raised net proceeds of $2,420,776.

During the twelve months ended December 31, 2011, the Company issued an aggregate of 50,034 shares of common stock pursuant to the exercise of warrants with an average exercise price of $5.77.

On July 19, 2011, the Company issued 5,175,000 shares of its common stock in an underwritten public offering and raised net proceeds of $47,568,047.

The Company filed a shelf registration statement with the Securities and Exchange Commission, which became effective on February 10, 2012, under which it may offer shares of its common stock and preferred stock, various series of debt securities and/or warrants to purchase any of such securities, either individually or in units, in one or more offerings, up to a total dollar amount of $100,000,000. As part of the shelf registration statement, the Company included a prospectus for a possible at-the-market common equity sales program for the sale of up to $20,000,000 of common stock. In May and June 2012, the Company sold an aggregate of 354,700 shares under this program, resulting in net proceeds of approximately $4,166,000, or $11.7452 per share. As of December 31, 2012, an aggregate of approximately $95,500,000 worth of securities is available under the shelf registration statement out of which approximately $15,500,000 of common stock is available for the at-the-market common equity sales program.

See Note 9 for transactions subsequent to December 31, 2012.

Common Stock Options and Warrants:

Stock Options:

In 2007, the Company established a stock incentive plan (the “2007 Plan”) under which incentive stock and/or options could be granted to officers, directors, consultants and key employees of the Company for the purchase of up to 483,871 shares of the Company’s common stock. The options could have a maximum term of ten years, vest over a period to be determined by the Company’s Board of Directors and have an exercise price at or above fair market value on the date of grant.

There were no options issued under the 2007 Plan in 2008 or 2009.

On May 11, 2010, the Company granted options to purchase 2,016 shares of its common stock to a director under the 2007 Plan with an exercise price of $6.00. The Company valued these options at $9,714 and expensed the full amount on the grant date since the options were fully vested.

The Company terminated the 2007 Plan in July 2010, but the 2,016 options granted under the 2007 Plan remain outstanding.

In August 2010, the Company’s stockholders approved the 2010 Equity Incentive Plan (the “2010 Plan”). In May 2011, the Company’s stockholders approved an amendment to the 2010 Plan to increase the shares reserved for issuance from 2,467,200 to 3,967,200 shares of the Company’s common stock. The 2010 Plan authorizes the Company to issue equity incentive awards in the form of shares, options or other awards based on Ventrus common stock as part of an overall compensation package to provide performance-based compensation to attract and retain qualified personnel.

In November 2010, the Company granted options to non-employee directors to purchase an aggregate of 160,000 shares under the 2010 Plan. In addition, under Dr. Ellison’s and Mr. Barrett’s respective employment agreements, in connection with the closing of the Company’s IPO, the Company granted to Dr. Ellison and Mr. Barrett options under the 2010 plan to purchase shares of the Company’s common stock with an exercise price of $6.00, which was equal to the initial public offering price per share, in an amount equal to 7.5% (573,599 shares) and 4.0% (305,920 shares), respectively, of the Company’s fully diluted capitalization on that date.

In 2011, the Company granted options to purchase 30,000 shares to three of its directors, options to purchase an aggregate of 552,440 shares to four employees and options to purchase an aggregate of 384,240 shares to seven consultants, all pursuant to the 2010 Plan with exercise prices at or greater than the then market value of the Company’s common stock ($6.00 - $15.77 per share).

In 2012, the Company granted options to purchase 35,000 shares to a new director and 228,000 options to purchase shares to eight employees which included three new employees. Additionally, the company granted options to purchase an aggregate of 162,740 shares to seven consultants all pursuant to the 2010 Plan. The exercise prices of the options granted were at the then market value of the Company’s common stock ($3.60 - $10.62 per share).

A summary of the Company’s option activity under its option plans and related information is as follows:

	Year Ended December 31, 2012							Year Ended December 31, 2011
	Shares			Weighted Average Exercise Price		Aggregate Intrinsic Value		Shares		Weighted Average Exercise Price		Aggregate Intrinsic Value
Outstanding at beginning of period		2,046,455		$	6.40	$	-		1,079,775	$	6.01	$	-
Granted		425,740		$	7.64	$	-		966,680	$	6.82	$	-
Exercised		(168,240	)	$	6.11
Forfeited		(425,480	)	$	6.64	$	-
Outstanding at end of year		1,878,475		$	6.72	$	-		2,046,455	$	6.40	$	4,092,910
Options exercisable at end of period		1,618,820		$	6.51	$	-		1,338,896	$	6.19	$	2,435,852
Vested or expected to vest at December 31		1,878,475			-		-		2,046,455		-		-
Shares available on December 31 for options that may be granted		1,920,485			-		-		1,922,761		-		-

Included in the options exercised were 100,000 options exercised in a cashless exercise for 47,550 shares of common stock.

The Company expects that all outstanding unvested options will vest. The fair value of the options granted for the year ended December 31, 2012 and 2011, was based on the following assumptions:

	2012			2011
Risk-free interest rate		1.11%-1.32	%		1.43%-3.03	%
Expected volatility		76.31%-78.23	%		88.05%-94.74	%
Expected life of options		7 years			7 years
Expected dividend yield		0	%		0	%

Estimated future stock-based compensation expense relating to unvested stock options (for consultants based on the fair value at December 31, 2012) is as follows:

Years Ending December 31,	Future Stock Option Compensation Expense
2013		1,052,201
2014		509,021
2015		33,542
Total estimated future stock-based compensation expense - stock options	$	1,594,764

The weighted average remaining contractual life of options outstanding at December 31, 2012 is approximately 7.25 years.

Stock-based compensation expensed to research and development expense for the years ended December 31, 2012, 2011 and 2010 was $846,508, $1,124,904 and $446,902, respectively. Stock-based compensation expensed to general and administrative expense for the years ended December 31, 2012, 2011 and 2010 was $2,324,585, $5,848,862, and 2,298,782 respectively.

Warrants:

During 2007, the Company granted 12,903 warrants to various consultants with an exercise price of $7.69 per share. Each warrant granted during 2007 vests equally over a three-year period and has a seven-year term. During 2008, 1,613 of these warrants were forfeited due to the consultant’s relationship with the Company ending prior to the vesting period. All of the warrants that remain outstanding were fully vested at December 31, 2010.

On August 30, 2010, the Company issued a warrant to purchase 13,605 shares of its common stock with an exercise price of $1.24 per share to S.L.A. Pharma (see Note 7) pursuant to an amendment to the license agreement between the Company and S.L.A. Pharma. The warrant was fully vested at issuance and the Company recognized the full amount of $161,552 of stock-based research and development expense as of December 31, 2010. The fair value of the warrants granted and the related fair value adjustments at the end of each reporting period were based on the following assumptions:

	2007			2008			2009			2010
Risk-free interest rate		4.00	%		1.55%-3.61	%		1.67%-2.69	%		0.75	%

Expected volatility		65.55	%		104.78%-219.91	%		128.96%-163.74	%		113.31	%

Expected life of warrants (in years)		7 years			7 years			7 years			3 years

Expected dividend yield		0	%		0	%		0	%		0	%

In addition to the warrants discussed above, in connection with the Company’s financings in 2007, 2008, 2009 and 2010, the Company issued warrants to investors and/or placement agents to purchase shares of common stock as well as certain consulting warrants (See Notes 3 and 8 ).

A summary of the Company’s warrant activity and related information is as follows:

	Year Ended December 31, 2012				Year Ended December 31, 2011				Year Ended December 31, 2010
	Shares		Weighted Average Exercise Price		Shares		Weighted Average Exercise Price		Shares		Weighted Average Exercise Price
Outstanding at beginning of period		956,443	$	7.61		1,013,291	$	7.58		168,885	$	11.43
Granted		-	$	-		-	$	-		844,405	$	6.76
Exercised		81,792	$	7.00		56,848	$	5.08		-	$	6.76
Outstanding at end of year		874,651	$	7.67		956,443	$	7.61		1,013,290	$	7.58

Warrants exercisable at end of period		874,651	$	7.67		956,443	$	7.61		1,013,290	$	7.58

Included in the warrants exercised are 35,958 and 13,100 warrants exercised in a cashless exercise for 11,620 and 6,286 shares during the years ended December 31, 2012 and 2011 respectively. All outstanding warrants have vested and no additional expense is expected to be recorded in the future years.

- Definition

The entire disclosure for shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(d),(e))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB TOPIC 4.E)
-URI http://asc.fasb.org/extlink&oid=6228006&loc=d3e74512-122707

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.29-31)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 4
-Subparagraph (SAB TOPIC 4.C)
-URI http://asc.fasb.org/extlink&oid=6959260&loc=d3e187143-122770

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=6959260&loc=d3e187085-122770

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 30
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Preferred Stock
-URI http://asc.fasb.org/extlink&oid=6521494

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 43
-Section B
-Paragraph 7, 11A
-Chapter 1
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Principles Board Opinion (APB)
-Number 12
-Paragraph 10
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 15
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 17: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph d
-Article 4

Reference 18: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 02
-Paragraph 29, 30, 31
-Article 5

Reference 19: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section E

Reference 20: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Article 4

Reference 21: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section C

Reference 22: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 129
-Paragraph 2, 3, 4, 5, 6, 7, 8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 23: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Article 3

+ Details

License Agreements

12 Months Ended

Dec. 31, 2012

License Arrangement [Abstract]

License Agreements

Note 7 - License Agreements:

S.L.A. Pharma, AG

In March 2007, pursuant to an Exclusive License Agreement, S.L.A. Pharma, AG (“S.L.A. Pharma”) granted PBS a royalty-bearing license to sell, make and use diltiazem for treatment, through topical administration, of anal fissures and phenylepherine for treatment, through topical administration, of fecal incontinence in the United States, Canada and Mexico. Pursuant to the Exclusive License Agreement, PBS was obligated to form a company to develop the technologies referenced in the Exclusive License Agreement and issue a number of shares equal to 5% of such company’s outstanding common stock as of the effective date of the Exclusive License Agreement. On August 2, 2007, the Company issued 18,401 shares to S.L.A. Pharma to satisfy this obligation. In addition, the Company was obligated to issue to S.L.A. Pharma that number of additional shares of common stock so that the number of shares following specific transactions would have a fair market value equal to $500,000. On December 22, 2010, the Company issued S.L.A Pharma an additional 64,933 shares to satisfy this obligation.

In August 2007, pursuant to an Assignment and Assumption Agreement, PBS sold all of its rights in and arising out of the Exclusive License Agreement with S.L.A. Pharma to Ventrus for $1,087,876. The corresponding U.S. and foreign patents and applications for the two compounds have been licensed to Ventrus under the Assignment and Assumption Agreement (the technology referred to collectively as the “Compound Technology”). As consideration in part for the rights to the Compound Technology, an initial licensing fee of $250,000 was paid to S.L.A. Pharma and $50,000 for reimbursement of clinical development costs incurred by S.L.A. Pharma (these amounts were paid by PBS and were included in the consideration paid by the Company to PBS in connection with the Assignment and Assumption Agreement). In the event that the Compound Technology is commercialized, the Company is obligated to pay to S.L.A. Pharma annual royalties, based upon net sales of the product. In addition, the Company is required to make payments to S.L.A. Pharma up to an aggregate amount of $20 million upon the achievement of various milestones related to regulatory events. Should the Company make any improvements regarding the Compound Technology, the Company is required to grant S.L.A. Pharma licenses to use such improvements.

As compensation for S.L.A. Pharma’s participation in the management and the development of the technologies, Ventrus is required to make separate payments to S.L.A. Pharma equal to $41,500 per month (“Monthly Payments”) for each of diltiazem and phenylephrine. Per the agreement, Ventrus’ obligation to make these monthly payments was to terminate upon a new drug application (“NDA”) filing. Pursuant to amendments to the Exclusive License Agreement, the Company, as of September 30, 2010, was no longer required to make additional payments for phenylephrine. At December 31, 2012, the Company had no amounts due to S.L.A. Pharma.

The Company is also required to reimburse S.L.A. Pharma for clinical development costs associated with the technology development of the diltiazem project. The Company’s total payment obligation for the diltiazem project is limited to $4,200,000. The Company made $4,200,000 of payments to S.L.A. Pharma from August 2007 through December 31, 2011.

On June 6, 2011, Ventrus further amended the Exclusive License Agreement with S.L.A. Pharma. The amendment eliminates its potential $800,000 milestone payment to S.L.A. Pharma for the development of diltiazem, previously payable upon the completion of enrollment into the Phase III clinical trial that S.L.A. Pharma is conducting in Europe. It also eliminates S.L.A. Pharma’s ability to terminate the license agreement at any time, with one month’s notice, in the event that Ventrus had failed to make a required payment and a third party wished to enter into a license agreement for diltiazem and phenylephrine, provided the termination would not have been effective if within that one-month period Ventrus paid all the then required payments under the agreement. Pursuant to the amendment, Ventrus must pay S.L.A. Pharma up to $1,000,000 in milestone payments, payable in four equal installments of $250,000 once specified thresholds of randomized patients are achieved in the Phase III trial for diltiazem that S.L.A. Pharma is conducting in Europe. The first two milestones were met and paid in the third quarter of 2011 and the third and fourth milestone was met and paid in the fourth quarter of 2011. Additionally, upon Ventrus’ receipt of a quality controlled final study report of the Phase III trial for diltiazem in Europe, Ventrus must pay S.L.A. Pharma $400,000 in development costs for diltiazem. This report was received and the payment was made in February 2013.

The Company is also required to reimburse S.L.A. Pharma for clinical development costs associated with the technology development of the phenylephrine project. S.L.A. Pharma has been paid $600,000 of services for the phenylephrine project through December 31, 2011. S.L.A. Pharma did not provide Ventrus with any services for the phenylephrine project in 2011 or 2012 and management does not expect any services from SLA Pharma for the phenylephrine project in the foreseeable future.

Sam Amer and Company, Inc.

In March 2008, Ventrus entered into an exclusive worldwide license agreement with Sam Amer & Co., Inc., a California company (“Amer”), whereby Ventrus acquired certain patent rights to iferanserin for the topical treatment of any anorectal disorders. Through November 14, 2011, the Company made all contractual payments relating to the license agreement. The license agreement terminated in November 2011 upon our acquisition of all rights, title and interest to iferanserin from Amer, discussed below.

On June 5, 2011, the Company entered into an agreement with Amer to acquire all rights, title and interest to iferanserin and on November 14, 2011, closed on this transaction. The Company paid an aggregate of $12.5 million to Amer in the transaction. Because the assets purchased (1) do not meet the definition of a business combination and (2) do not have alternative future use since the assets acquired are contingent on further development and clinical risk, we determined that the entire purchase price of the asset be expensed immediately as in-process research and development.

On June 25, 2012, the Company reported that a Phase III, randomized, double-blind, placebo-controlled clinical trial of VEN 309 for the treatment of symptomatic hemorrhoids did not meet its endpoints. Based on the disappointing results of that Phase III trial and the positive results of our Phase III trial for VEN 307, reported one month earlier in May 2012, the Company has determined that its current resources would be better allocated toward the planned completion of VEN 307 development program in anal fissures. Consequently, the Company has no immediate plans to continue development of VEN 309 and has ceased all activity related to VEN 309 other than the winding down of the program.

Private Placements

12 Months Ended

Dec. 31, 2012

Fair Value Of Placement Warrants [Abstract]

Private Placement Disclosure

Note 8 - Private Placements:

2007 Senior convertible notes:

During 2007 and 2008, the Company issued 8% senior convertible notes in connection with a private placement in the aggregate principal amount of $5,305,000 (the “Bridge Notes”). The Bridge Notes were originally scheduled to mature on December 20, 2008, but the Company exercised its option to extend the maturity date to December 20, 2009, at an increased interest rate of 10%. The Company subsequently obtained the consent of the note holders to an additional extension of the maturity date of the Bridge Notes to September 10, 2010 and again to December 31, 2010. The completion of the Company’s IPO triggered the automatic conversion of the Bridge Notes and accrued interest into common stock at 70% conversion price of the IPO price. The Company valued the beneficial conversion feature of the 2007 Notes at $2,957,187, which was recorded as interest expense in 2010. The Company computed the conversion feature to be $2,957,187 by dividing the amount of debt and interest ($6,899,770), which is convertible into common stock by the conversion rate (70%). From this amount ($9,856,957) the amount of debt and interest ($6,899,770) was subtracted to determine the amount by which the instrument if-converted exceeds the conversion amount ($2,957,187).

In connection with the offering of the Bridge Notes, Paramount Biocapital, Inc. (“PCI”) and the Company entered into a placement agency agreement dated October 9, 2007, pursuant to which the Company paid PCI and third party agents cash commissions of $243,600 and $19,250, respectively, for its services. The Company agreed to additional services by PCI during the 18-month period subsequent to March 11, 2008 which expired without any further amounts being paid. PCI is a related party to the Company since it is wholly-owned by Dr. Rosenwald.

In addition, PCI and third party agents received seven-year warrants (the “Placement Warrants”). The amount of shares and the exercise price were to be determined based on whether a qualified financing occurred on or before December 21, 2009. The qualified financing did not occur by such date and as a result the number of shares subject to the Placement Warrants is 42,782 shares, an amount equal to 10% of the principal amount of the Bridge Notes purchased, divided by $12.40, with an exercise price equal to $12.40. PCI subsequently transferred the Placement Warrants among its employees. The Company estimated the value of the Placement Warrants using the Black-Scholes option pricing model at approximately $341,000 and recorded them as deferred financing costs, which were amortized to interest expense over the term of the Bridge Notes. The fair value of the Placement Warrants granted was based on the following assumptions:

Risk-free interest rate	3.01% - 3.84		%
Expected volatility		63.69% - 123.73	%
Expected life of warrants		7 years
Expected dividend yield		0	%

2010 Senior convertible notes:

In February, March, April and May 2010, the Company issued 8% senior convertible notes in connection with a private placement in the aggregate principal amount of $3,425,000 (the “2010 Notes”). The 2010 Notes matured on September 10, 2010. Upon the closing of a Qualified Financing (as defined below), the 2010 Notes plus any accrued but unpaid interest thereon were to convert into shares of the Company’s common stock at 70% of the price at which shares of common stock are sold in the Qualified Financing (the “IPO Price”). The completion of the Company’s IPO triggered the automatic conversion of the 2010 Notes. Upon conversion, the 2010 Notes were automatically cancelled.

The Company valued the beneficial conversion feature of the 2010 Notes at $1,619,687, which was recorded as interest expense after the Qualified Financing was completed. The Company computed the conversion feature to be $1,619,687 by dividing the amount of debt and interest ($3,779,269), which is convertible into common stock by the conversion rate (70%). From this amount ($5,398,956) the amount of debt and interest ($3,779,269) was subtracted to determine the amount by which the instrument if-converted exceeds the conversion amount ($1,619,687).

Each 2010 Noteholder holds a warrant to purchase that number of shares of the Company’s common stock equal to 50% of the principal amount of the 2010 Notes purchased by it divided by the IPO Price at a per share exercise price equal to 110% of the IPO Price, subject to adjustment. Each of these warrants will expire and no longer be exercisable after February 26, 2015. In connection with the Company’s IPO, the number of shares of common stock issuable pursuant to these warrants is an aggregate of 285,417 shares with an exercise price of $6.60 per share. The Company valued these warrants at $1,429,590 using the Black-Scholes option pricing model and has expensed such amount as of December 31, 2010. The fair value of the warrants granted was based on the following assumptions:

Risk-free interest rate	2.02	%
Expected volatility	124	%
Expected life of warrants	5 years
Expected dividend yield	0	%

On February 26, 2010, a 2010 Note in the aggregate principal amount of $2,192,433 and related warrant were issued to PBS for the cancellation of certain debt (as discussed in Note 3 above), which is not included in the $3,425,000 of aggregate principal amount of 2010 Notes issued in the private placement. Including such converted debt, the total aggregate principal amount of 2010 Notes was $5,617,433. In connection with the Company’s IPO, these 2010 Notes converted into an aggregate of 1,421,834 shares of common stock. Upon conversion, these 2010 Notes were automatically cancelled.

Selected Quarterly Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2012

Selected Quarterly Financial Information [Abstract]

Selected Quarterly Financial Data (Unaudited)

Note 9. Selected Quarterly Financial Data (Unaudited)

	Quarters Ended
	March 31			June 30			September 30			December 31
2012
Net loss	$	(8,173,876	)	$	(7,470,048	)	$	(5,355,397	)	$	(3,791,109	)
Basic and diluted net loss per common share ⁽¹⁾	$	(0.66	)	$	(0.59	)	$	(0.41	)	$	(0.29	)
2011
Net loss	$	(2,722,478	)	$	(6,961,511	)	$	(5,801,381	)	$	(18,859,360	)
Basic and diluted net loss per common share ⁽¹⁾	$	(0.38	)	$	(0.97	)	$	(0.50	)	$	(1.52	)

(1)

Per common share amounts for the quarters and full years have been calculated separately. Accordingly, quarterly amounts do not add to the annual amounts because of differences on the weighted-average common shares outstanding during each period principally due to the effect of the Company issuing shares of its common stock during the year.

- Definition

The entire disclosure for the quarterly financial data in the annual financial statements. The disclosure may include a tabular presentation of financial information for each fiscal quarter for the current and previous year, including revenues, gross profit, income or loss before extraordinary items and earnings per share data. It also includes an indication if the information in the note is unaudited, comments on the aggregate effect of year-end adjustments, and an explanation of matters or transactions that affect comparability or are pertinent to an understanding of the information furnished.

+ References + Details

Subsequent Event

12 Months Ended

Dec. 31, 2012

Subsequent Events [Abstract]

Subsequent Events

Note 10- Subsequent Event

On February 4, 2013, the Company sold an aggregate of 5,800,000 shares of its common stock and 220,000 shares of its Series A non-voting convertible preferred stock in a public offering, resulting in net proceeds of approximately $18,710,000. The common stock was sold at a per share price of $2.50 and the Series A preferred stock was sold at a per share price of $25.00. Each shares of Series A preferred stock converts into 10 shares of common stock. On February 7, 2013, the Company sold an aggregate of 870,000 shares of it’s common stock pursuant to the exercise by the underwriter of its over-allotment option, resulting in net proceeds of approximately $2,044,500. All of the shares of common stock and Series A preferred stock were sold under the shelf registration statement.

Summary of Significant Accounting Policies (Policies)	12 Months Ended
Summary of Significant Accounting Policies (Policies)	Dec. 31, 2012
Summary Of Significant Accounting Policies [Abstract]
Cash and Cash Equivalents	Cash and cash equivalents: All highly liquid investments with maturities of three months or less at the time of purchase are considered to be cash equivalents. All of the Company’s cash equivalents have liquid markets and high credit ratings. The Company maintains its cash in bank deposit and other accounts, the balances of which, at times and at December 31, 2012, exceed federally insured limits.
Use of estimates	Use of estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates inherent in the preparation of the accompanying financial statements include the fair value of stock options and warrants granted to employees, consultants, directors, investors, licensors, placement agents and underwriters. Additionally, the Company provides a valuation allowance for deferred income tax assets when it is considered more likely than not that all or a portion of such deferred income tax assets will not be realized.
Computer Equipment	Computer equipment: Computer equipment is stated at cost and depreciated using the straight-line method over the estimated useful life of the related assets of three years.
Stock-based compensation	Stock-based compensation: The Company’s share-based compensation cost is measured at grant date, using the Black-Scholes option pricing model to estimate the fair value of the award, and is recognized as expense over the employee’s or director’s requisite service period on a straight-line basis. The Company accounts for stock options and warrants granted to non-employees on a fair value basis which is estimated using the Black-Scholes option pricing model. The initial non-cash charge to operations for non-employee options and warrants with vesting are revalued at the end of each reporting period until vested and recognized as consulting expense over the related vesting period.
Warrants issued with convertible notes	Warrants issued with convertible notes: For the purpose of valuing the warrants issued with convertible notes (See Notes 3 and 8), the Company used the Black-Scholes option pricing model utilizing the assumptions noted in those Notes. To determine the risk-free interest rate, the Company utilized the U.S. Treasury yield curve in effect at the time of grant with a term consistent with the expected term of the Company’s awards. The Company estimated the expected life of the warrants is based on the full term of the warrant. The expected dividend yield reflects the Company’s current and expected future policy for dividends on its common stock. The expected stock price volatility for the Company’s stock was calculated by examining historical volatilities for publicly traded industry peers as the Company did not have any trading history for its common stock at the time the grants were issued. Warrants, or any other detachable instruments issued in connection with debt financing agreement not required to be recorded at fair value, are accounted for using the relative fair value method and allocated to additional paid-in capital and recorded as a reduction in the carrying value of the related debt. This discount is amortized to interest expense from the issuance date through the maturity date of the debt using the effective interest method.
Beneficial Conversion Feature	Beneficial conversion feature: When the conversion feature of conventional convertible debt provides for a rate of conversion that is below market value, this feature is characterized as a beneficial conversion feature (“BCF”). Prior to the determination of the BCF, the proceeds from the debt instrument are first allocated between the convertible debt and any detachable free standing instruments that are included, such as common stock warrants. The Company has disclosed the contingent nature of its BCFs (See Notes 3 and 8) and has recorded their effects.
Research and development	Research and development: Research and development expenses include personnel and facility-related expenses, third party contracted services including clinical trial costs, manufacturing and process development costs, research costs and other consulting services. Research and development costs are expensed as incurred. In instances where the Company enters into agreements with third parties for clinical trials, manufacturing and process development, research and other consulting activities, costs are expensed as services are performed. Amounts due under such arrangements may be either fixed fee or fee for service, and may include upfront payments, monthly payments, and payments upon the completion of milestones or receipt of deliverables. The Company’s accruals for clinical trials are based on estimates of the services received and pursuant to contracts with the respective clinical trial centers and clinical research organizations. In the normal course of business, the Company contracts with third parties to perform various clinical trial activities in the ongoing development of potential products. The financial terms of these agreements are subject to negotiation and variation from contract to contract and may result in uneven payment flows. Payments under the contracts depend on factors such as the achievement of certain events, the successful enrollment of patients, and the completion of portions of the clinical trial or similar conditions. The objective of the Company’s accrual policy is to match the recording of expenses in its financial statements to the actual services received. As such, expense accruals related to clinical trials are recognized based on the estimate of the degree of completion of the event or events specified in the specific clinical study or trial contract.
Income taxes	Income taxes: The Company’s income tax expense consists of current and deferred income tax expense or benefit. Current income tax expense or benefit is the amount of income taxes expected to be payable or refundable for the current year. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized. The Company has adopted the provisions that tax positions must meet a “more-likely-than-not” recognition threshold to be recognized. The Company has no unrecognized tax benefits recorded for the years ended December 31, 2012 and 2011. When an accrual for interest and penalties is required, interest and penalties will be recognized in tax expense. The Company files income tax returns in the U.S. federal jurisdiction and in New York. There are currently no federal income tax examinations in process. The 2009 through 2012 tax years remain subject to examination by the Internal Revenue Service and other taxing authorities for U.S. federal and state/local tax purposes. The Company does, however, have prior year net operating losses dating back to 2007, which are subject to examination.
Loss per common share	Loss per common share: Basic net loss per common share excludes dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted net loss per common share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity unless inclusion of such shares would be anti-dilutive. Since the Company has only incurred losses, basic and diluted net loss per share is the same. The number of potentially dilutive securities (options, warrants and convertible instruments) excluded from the diluted loss per share calculation at December 31, 2012, 2011 and 2010 was 2,755,142, 3,002,898 and 2,093,064, respectively.

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2012

Income Tax Disclosure [Abstract]

Schedule of Deferred Tax Assets and Liabilities

The Company’s deferred tax assets as of December 31 consist of the following:

	2012			2011
Net operating loss	$	23,792,000		$	15,372,000
Stock-based compensation		5,808,000			4,396,000
In-Process Research & Development		5,014,000			5,520,000
Research and development credits		783,000			977,000
Totals		35,397,000			26,265,000
Less: valuation allowance		(35,397,000	)		(26,265,000	)
	$	-		$	-

Federal Income Tax Note

To the extent there is a limitation, there would be a reduction in the deferred tax asset with an offsetting reduction in the valuation allowance.

	2012			2011
Statutory Federal tax rate		(34	)%		(34	)%
Statutory state and local income taxes (net of Federal)		(7	)%		(7	)%
Effect of valuation allowance		41	%		41	%
Effective tax rate		0	%		0	%

Stockholders' Transactions (Tables)

12 Months Ended

Dec. 31, 2012

Assumptions for Weighted Average Fair Value of Options Granted

The Company expects that all outstanding unvested options will vest. The fair value of the options granted for the year ended December 31, 2012 and 2011, was based on the following assumptions:

	2012			2011
Risk-free interest rate		1.11%-1.32	%		1.43%-3.03	%
Expected volatility		76.31%-78.23	%		88.05%-94.74	%
Expected life of options		7 years			7 years
Expected dividend yield		0	%		0	%

Estimated Future Stock Based Expenses Relating to Unvested Stock Options

Estimated future stock-based compensation expense relating to unvested stock options (for consultants based on the fair value at December 31, 2012) is as follows:

Years Ending December 31,	Future Stock Option Compensation Expense
2013		1,052,201
2014		509,021
2015		33,542
Total estimated future stock-based compensation expense - stock options	$	1,594,764

Stock Option [Member]

Disclosure of Share-based Compensation Arrangements by Share-based Payment Award

A summary of the Company’s option activity under its option plans and related information is as follows:

	Year Ended December 31, 2012							Year Ended December 31, 2011
	Shares			Weighted Average Exercise Price		Aggregate Intrinsic Value		Shares		Weighted Average Exercise Price		Aggregate Intrinsic Value
Outstanding at beginning of period		2,046,455		$	6.40	$	-		1,079,775	$	6.01	$	-
Granted		425,740		$	7.64	$	-		966,680	$	6.82	$	-
Exercised		(168,240	)	$	6.11
Forfeited		(425,480	)	$	6.64	$	-
Outstanding at end of year		1,878,475		$	6.72	$	-		2,046,455	$	6.40	$	4,092,910
Options exercisable at end of period		1,618,820		$	6.51	$	-		1,338,896	$	6.19	$	2,435,852
Vested or expected to vest at December 31		1,878,475			-		-		2,046,455		-		-
Shares available on December 31 for options that may be granted		1,920,485			-		-		1,922,761		-		-

Warrant [Member]

Disclosure of Share-based Compensation Arrangements by Share-based Payment Award

A summary of the Company’s warrant activity and related information is as follows:

	Year Ended December 31, 2012				Year Ended December 31, 2011				Year Ended December 31, 2010
	Shares		Weighted Average Exercise Price		Shares		Weighted Average Exercise Price		Shares		Weighted Average Exercise Price
Outstanding at beginning of period		956,443	$	7.61		1,013,291	$	7.58		168,885	$	11.43
Granted		-	$	-		-	$	-		844,405	$	6.76
Exercised		81,792	$	7.00		56,848	$	5.08		-	$	6.76
Outstanding at end of year		874,651	$	7.67		956,443	$	7.61		1,013,290	$	7.58

Warrants exercisable at end of period		874,651	$	7.67		956,443	$	7.61		1,013,290	$	7.58

License Agreement [Member]

Schedule Of Fair Value Warrants Granted Assumptions

The fair value of the warrants granted and the related fair value adjustments at the end of each reporting period were based on the following assumptions:

	2007			2008			2009			2010
Risk-free interest rate		4.00	%		1.55%-3.61	%		1.67%-2.69	%		0.75	%

Expected volatility		65.55	%		104.78%-219.91	%		128.96%-163.74	%		113.31	%

Expected life of warrants (in years)		7 years			7 years			7 years			3 years

Expected dividend yield		0	%		0	%		0	%		0	%

Related Party Note Conversion [Member]

Schedule Of Fair Value Warrants Granted Assumptions

The warrants had a fair value of $340,860 and were expensed on issuance since the promissory notes were converted.

The fair value of the warrants granted, mentioned in the preceding paragraph, was based on the following assumptions:

Risk-free interest rate	3.89	%

Expected volatility	128.18	%

Expected life of warrants	5 years

Expected dividend yield	0	%

- Definition

Tabular disclosure of components of a stock option or other award plan under which equity-based compensation is awarded to employees, typically comprised of the amount of unearned compensation (deferred compensation cost), compensation expense, and changes in the quantity and fair value of the shares (or other type of equity) granted, exercised, forfeited, and issued and outstanding pertaining to that plan. Disclosure may also include nature and general terms of such arrangements that existed during the period and potential effects of those arrangements on shareholders, effect of compensation cost arising from equity-based payment arrangements on the income statement, method of estimating the fair value of the goods or services received, or the fair value of the equity instruments granted, during the period, cash flow effects resulting from equity-based payment arrangements and, for registrants that accelerate vesting of out of the money share options, reasons for the decision to accelerate.

+ References + Details

Organization, Business and Basis of Presentation - Additional Information (Details) - USD ($)	1 Months Ended					2 Months Ended	12 Months Ended			87 Months Ended
	Feb. 28, 2013	Feb. 07, 2013	Feb. 04, 2013	Jul. 31, 2011	Dec. 22, 2010	Jun. 30, 2012	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items]
Entity Incorporation Date Of Incorporation				Oct. 07, 2005
Entity Incorporation State Country Name				Delawre
Net proceeds raised from common stock issued in secondary offering							$ 47,600,000
Net proceeds raised from common stock issued in a public offering		$ 2,044,500	$ 18,710,000			$ 4,166,000
Net Proceeds from initial public offering and other offerings	$ 20,700,000				$ 15,184,344		$ 4,166,494	$ 49,988,823	$ 15,184,344	$ 69,339,661

Summary of Significant Accounting Policies - Additional Information (Details) - shares	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Significant Accounting Policies [Line Items]
Potentially dilutive securities excluded from diluted loss per share calculation	2,755,142	3,002,898	2,093,064
Computer Equipment [Member]
Significant Accounting Policies [Line Items]
Property, Plant and Equipment, Estimated Useful Lives	Three Years

- Definition

Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Antidilution
-URI http://asc.fasb.org/extlink&oid=6505113

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Diluted Earnings Per Share
-URI http://asc.fasb.org/extlink&oid=6510752

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Contingent Stock Agreement
-URI http://asc.fasb.org/extlink&oid=6508534

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 40
-Subparagraph c
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 13, 14
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 07-4
-Paragraph 4
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 128
-Paragraph 171
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Related Party Transactions - Additional information (Details) - USD ($)		1 Months Ended			12 Months Ended					35 Months Ended
	Oct. 09, 2007	Dec. 22, 2010	May 31, 2010	Jul. 30, 2008	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2007	Aug. 31, 2008	Nov. 05, 2010	Sep. 23, 2010	Feb. 26, 2010	Dec. 03, 2008
Related Party Transaction [Line Items]
Debt Instrument, Interest Rate, Stated Percentage								10.00%
Debt Instrument, Face Amount													$ 5,617,433
Proceeds from notes					$ 480,049
Warrant, Exercised		98,600		3,796	81,792	56,848	0		12,903
Investment Warrants, Exercise Price		$ 7.5		$ 66.46		$ 5.77		$ 12.40
Expected life of warrants			Feb. 26, 2015
Bank Of America N [Member]
Related Party Transaction [Line Items]
Line of Credit Facility, Amount Outstanding								$ 320,000
Israel Discount Bank [Member]
Related Party Transaction [Line Items]
Line of Credit Facility, Amount Outstanding											$ 420,000	$ 800,000
Black Scholes Option Pricing Mode [Member]
Related Party Transaction [Line Items]
Interest Expense		$ 915,118
Pcp Notes [Member]
Related Party Transaction [Line Items]
Debt Instrument, Face Amount								$ 1,573,000
Debt Instrument, Maturity Date					Dec. 31, 2013
Pcp Warrants [Member]
Related Party Transaction [Line Items]
Warrant, Exercised					104,867		28,314
Investment Warrants, Exercise Price					$ 6.60
Notes 2010 [Member]
Related Party Transaction [Line Items]
Debt Instrument, Face Amount			$ 3,425,000				$ 3,425,000						$ 2,192,433
Warrant, Exercised		182,703	285,417
Investment Warrants, Exercise Price		$ 6.6	$ 6.60
Expected life of warrants		Feb. 26, 2015
Placement Agency Agreement [Member]
Related Party Transaction [Line Items]
Payments On Cash Fees							$ 671,592
Underwriting Agreement [Member]
Related Party Transaction [Line Items]
Payments On Cash Fees		$ 1,662,400
Paramount [Member]
Related Party Transaction [Line Items]
Monthly Consulting Services Fee										$ 425,000
Consulting Services Fee Payable						$ 100,000
Debt Instrument, Face Amount					$ 100,000	$ 100,000
Payments for Commissions	$ 243,600
Investor and Stockholder [Member]
Related Party Transaction [Line Items]
Line of Credit Facility, Amount Outstanding														$ 2,000,000

Deferred Tax Assets (Details) - USD ($)	Dec. 31, 2012	Dec. 31, 2011
Deferred Tax Assets [Line Items]
Net operating loss	$ 23,792,000	$ 15,372,000
Stock-based compensation	5,808,000	4,396,000
In-Process Research & Development	5,014,000	5,520,000
Research and development credits	783,000	977,000
Totals	35,397,000	26,265,000
Less: valuation allowance	(35,397,000)	(26,265,000)
Deferred Tax Assets, Net of Valuation Allowance	$ 0	$ 0

- Definition

Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from in-process research and development costs expensed in connection with a business combination.

+ References + Details

- Definition

Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from share-based compensation.

+ References + Details

Effective Income Tax Rate (Details)	12 Months Ended
Effective Income Tax Rate (Details)	Dec. 31, 2012	Dec. 31, 2011
Effective Income Tax [Line Items]
Statutory Federal tax rate	(34.00%)	(34.00%)
Statutory state and local income taxes (net of Federal)	(7.00%)	(7.00%)
Effect of valuation allowance	41.00%	41.00%
Effective tax rate	0.00%	0.00%

Income Tax - Additional Information (Details) - USD ($)	12 Months Ended
Income Tax - Additional Information (Details) - USD ($)	Dec. 31, 2012	Dec. 31, 2011
Income Taxes [Line Items]
Deferred Tax Assets, Net of Valuation Allowance, Current	$ 9,132,000	$ 16,473,000
Statutory Federal tax rate	34.00%	34.00%
Effective Income Tax Rate Reconciliation, Tax Settlements, State and Local	11.00%
Deferred Tax Assets, Operating Loss Carryforwards, State and Local	$ 48,000,000
Deferred Tax Assets, Tax Credit Carryforwards, Research	783,000
Deferred Tax Assets, Operating Loss Carryforwards, Federal	$ 5,500,000

- Definition

Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards expected to be realized or consumed within one year or operating cycle, if longer.

+ References + Details

- Definition

Amount before allocation of valuation allowances of deferred tax asset attributable to deductible state and local operating loss carryforwards.

+ References + Details

Commitments - Additional Information (Details) - USD ($)	1 Months Ended			12 Months Ended
	Aug. 24, 2011	Dec. 22, 2010	Jul. 30, 2008	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2007	Jun. 30, 2012
Commitments and Contingencies Disclosure [Line Items]
Common stock closing price	$ 9.85	$ 6.00	$ 60.39						$ 11.7452
Warrant, Exercised		98,600	3,796	81,792	56,848	0		12,903
Investment Warrants, Exercise Price		$ 7.5	$ 66.46		$ 5.77		$ 12.40
Deferred Compensation Arrangement with Individual, Distributions Paid	$ 200,000
Deferred Compensation Arrangement with Individual, Allocated Share-based Compensation Expense	$ 300,000
First Threshold [Member]
Commitments and Contingencies Disclosure [Line Items]
Bonus to be paid when the threshold met				$ 250,000
Second Threshold [Member]
Commitments and Contingencies Disclosure [Line Items]
Bonus to be paid when the threshold met				500,000
Expected bonus, shares	30,457
Chief Executive Officer [Member]
Commitments and Contingencies Disclosure [Line Items]
Annual base Salary				375,000
Guaranteed bonus				$ 75,000
Annual performance-based bonus, percentage				50.00%
Chief Executive Officer [Member] \| First Threshold [Member]
Commitments and Contingencies Disclosure [Line Items]
Bonus to be paid when the threshold met				$ 250,000
Bonus paid because of the first threshold met				250,000
Chief Executive Officer [Member] \| Second Threshold [Member]
Commitments and Contingencies Disclosure [Line Items]
Bonus to be paid when the threshold met				$ 500,000
Chief Executive Officer [Member] \| Maximum [Member]
Commitments and Contingencies Disclosure [Line Items]
Annual performance-based bonus, percentage				50.00%
Chief Financial Officer [Member]
Commitments and Contingencies Disclosure [Line Items]
Annual base Salary				$ 250,000
Chief Financial Officer [Member] \| First Threshold [Member]
Commitments and Contingencies Disclosure [Line Items]
Bonus to be paid when the threshold met				250,000
Bonus paid because of the first threshold met				250,000
Chief Financial Officer [Member] \| Second Threshold [Member]
Commitments and Contingencies Disclosure [Line Items]
Bonus to be paid when the threshold met				$ 500,000
Chief Financial Officer [Member] \| Maximum [Member]
Commitments and Contingencies Disclosure [Line Items]
Annual performance-based bonus, percentage				25.00%

Stockholders' Transactions - Additional Information (Details) - USD ($)			1 Months Ended												2 Months Ended	12 Months Ended						87 Months Ended
	Jan. 07, 2011	May 11, 2010	Feb. 28, 2013	Feb. 07, 2013	Feb. 04, 2013	Jan. 31, 2012	Jul. 19, 2011	Dec. 22, 2010	Nov. 30, 2010	Aug. 30, 2010	May 31, 2010	Dec. 31, 2009	Jul. 30, 2008	Aug. 31, 2007	Jun. 30, 2012	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2008	Dec. 31, 2007	Dec. 31, 2012	Aug. 24, 2011	May 31, 2011	Aug. 31, 2010	Sep. 30, 2008	Aug. 02, 2007	Jun. 30, 2007	Apr. 30, 2007
Stockholders Equity Note [Line Items]
Net proceeds raised from common stock issued in a public offering				$ 2,044,500	$ 18,710,000										$ 4,166,000
Aggregate of available security															$ 95,500,000
Warrant, Exercised								98,600					3,796			81,792	56,848	0			12,903
Warrants Exercised Cashless Feature																47,550	13,100
Stock options granted																966,680
Stock options granted, exercise price, lower limit																$ 3.60
Stock options granted, exercise price, Upper limit																$ 10.62
Options, Exercised																168,240
Stock option, weighted average remaining contractual life																7 years 3 months
Warrants exercised (in shares)													6,151			11,620	6,286
Warrants exercised																	$ 288,732
Warrants exercised from January 1, 2011 and Decmeber 31,2011																$ 302,505
Common stock, shares issued								2,900,000					29,861		354,700	12,934,350	12,406,406					12,934,350				18,977
Common stock, $.001 par value; 50,000,000 shares authorized; 12,922,730 and 12,406,406 issued and outstanding at June 30, 2012 and December 31, 2011, respectively																$ 12,934	$ 12,406					$ 12,934
Common stock closing price								$ 6.00					$ 60.39		$ 11.7452								$ 9.85
Percentage Of Warrant Coverage													20.00%
Private Placement Financing Per Unit													$ 60.39
Investment Warrants, Exercise Price								$ 7.5					$ 66.46				$ 5.77		$ 12.40
Proceeds from Issuance of Warrants													$ 929,457
Fair Value Of Warrants Outstanding													$ 340,860
Research and development																19,514,163	$ 25,277,682	$ 1,850,666				59,043,406
Debt Instrument, Convertible, Conversion Price												$ 4.20							$ 4.20
Percentage On Public Offering Price												70.00%
Public Offering Price Per Share												$ 0.0600
Common Stock issued, per share														$ 0.0124							$ 0.0124
Net Proceeds from initial public offering and other offerings			$ 20,700,000					$ 15,184,344								4,166,494	49,988,823	15,184,344				69,339,661
Warrants Forfeited In Period																				1,613
Options exercised																427,817
Stock- Based Research And Development Expense																1,124,904		446,902	$ 123,758
Proceeds from exercise of warrants or options																730,322	288,732	0				$ 1.019054
Stock- Based General And Administrative Expense																$ 5,848,862		2,298,782	$ 0
Warrants Exercise By Cashless Feature																35,958
Exercise of warrants [Member]
Stockholders Equity Note [Line Items]
Warrant, Exercised	50,034
S L Pharma [Member]
Stockholders Equity Note [Line Items]
Warrants exercised										$ 13,605
Common stock, shares issued								64,933				2,016		18,401					2,016								18,401
Common stock, $.001 par value; 50,000,000 shares authorized; 12,922,730 and 12,406,406 issued and outstanding at June 30, 2012 and December 31, 2011, respectively																		389,597
Common stock closing price														$ 12.40
Investment Warrants, Exercise Price										$ 1.24
Research and development												$ 25,000
Market Fair Value Of Common Stock Issued																											$ 500,000
Stock- Based Research And Development Expense										$ 161,552
Employee Stock [Member]
Stockholders Equity Note [Line Items]
Common stock, shares issued																												9,677
Common stock, $.001 par value; 50,000,000 shares authorized; 12,922,730 and 12,406,406 issued and outstanding at June 30, 2012 and December 31, 2011, respectively																												$ 120
Common stock closing price																												$ 12.40
Note 2007 [Member]
Stockholders Equity Note [Line Items]
Options, Exercised		2,016
Conversion of Stock, Shares Issued												1,642,802
Investment Options, Exercise Price		$ 6.00
Options exercised		$ 9,714
Option Outstanding		$ 2,016,000
Notes 2010 [Member]
Stockholders Equity Note [Line Items]
Warrant, Exercised								182,703			285,417
Investment Warrants, Exercise Price								$ 6.6			$ 6.60
Conversion of Stock, Shares Issued												1,421,834
Underwritten Public Offering [Member]
Stockholders Equity Note [Line Items]
Common stock, shares issued							5,175,000
Net Proceeds from initial public offering and other offerings							$ 47,568,047
Founders [Member]
Stockholders Equity Note [Line Items]
Common stock, shares issued																													368,012
Common stock, $.001 par value; 50,000,000 shares authorized; 12,922,730 and 12,406,406 issued and outstanding at June 30, 2012 and December 31, 2011, respectively																													$ 4,564
Common stock closing price																													$ 12.40
Vendor [Member]
Stockholders Equity Note [Line Items]
Common stock, shares issued												403							403
Common stock closing price												$ 12.40							$ 12.40
Research and development												$ 5,000
Pbs and Capretti Grandi Llc [Member]
Stockholders Equity Note [Line Items]
Debt Instrument, Convertible, Conversion Price												$ 4.20							$ 4.20
Percentage On Public Offering Price												70.00%
Public Offering Price Per Share												$ 0.0600
Conversion of Stock, Shares Issued												269,449
Underwriters [Member]
Stockholders Equity Note [Line Items]
Common stock, shares issued	435,000
Net Proceeds from initial public offering and other offerings	$ 2,420,776
Dr Ellison [Member]
Stockholders Equity Note [Line Items]
Stock- Based General And Administrative Expense									$ 573,599
Percentage Of Option Granted									7.50%
Mr Barrett [Member]
Stockholders Equity Note [Line Items]
Stock- Based General And Administrative Expense									$ 305,920
Percentage Of Option Granted									4.00%
Consultants [Member]
Stockholders Equity Note [Line Items]
Investment Options, Exercise Price																					$ 7.69
Eight Employees [Member]
Stockholders Equity Note [Line Items]
Stock options granted																228,000
Options, Exercised																100,000
Maximum [Member]
Stockholders Equity Note [Line Items]
Net proceeds raised from common stock issued in a public offering						$ 100,000,000
Investment Options, Exercise Price																$ 15.77
Minimum [Member]
Stockholders Equity Note [Line Items]
Investment Options, Exercise Price																$ 6.00
Research and Development Expense [Member]
Stockholders Equity Note [Line Items]
Stock based compensation expense																$ 846,508	1,124,904	446,902
General and Administrative Expenses [Member]
Stockholders Equity Note [Line Items]
Stock based compensation expense																$ 2,324,585	$ 5,848,862	$ 2,298,782
At-The-Market Common Equity Sales Program [Member]
Stockholders Equity Note [Line Items]
Aggregate of available security						15,500,000
At-The-Market Common Equity Sales Program [Member] \| Maximum [Member]
Stockholders Equity Note [Line Items]
Net proceeds raised from common stock issued in a public offering						$ 20,000,000
Equity Incentive Plan 2010 [Member]
Stockholders Equity Note [Line Items]
Shares approved Equity Incentive Plan																								3,967,200	2,467,200
Option granted exercise price									$ 6
Equity Incentive Plan 2010 [Member] \| Non Employee Directors [Member]
Stockholders Equity Note [Line Items]
Stock options granted									160,000
Options, Exercised									160,000
Investment Options, Exercise Price									$ 6.00
Equity Incentive Plan 2010 [Member] \| Chief Executive Officer [Member]
Stockholders Equity Note [Line Items]
Stock options granted									573,599
Equity Incentive Plan 2010 [Member] \| Chief Financial Officer [Member]
Stockholders Equity Note [Line Items]
Stock options granted									305,920
Equity Incentive Plan 2010 [Member] \| One Director [Member]
Stockholders Equity Note [Line Items]
Stock options granted																35,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross																30,000
Equity Incentive Plan 2010 [Member] \| Seven Employees [Member]
Stockholders Equity Note [Line Items]
Stock options granted																168,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross																552,440
Equity Incentive Plan 2010 [Member] \| Seven Consultants [Member]
Stockholders Equity Note [Line Items]
Stock options granted						162,740
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross																384,240
Equity Incentive Plan 2010 [Member] \| Maximum [Member]
Stockholders Equity Note [Line Items]
Common Stock, Capital Shares Reserved for Future Issuance													3,967,200
Equity Incentive Plan 2010 [Member] \| Minimum [Member]
Stockholders Equity Note [Line Items]
Common Stock, Capital Shares Reserved for Future Issuance													2,467,200
Stock Incentive Plan 2007 [Member]
Stockholders Equity Note [Line Items]
Stock Issued During Period, Shares, Employee Stock Purchase Plans																					483,871

Assumptions for Fair Value of Warrants Granted (Details)	12 Months Ended
	Dec. 31, 2012
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate	2.02%
Expected volatility	124.00%
Expected life of warrants	5 years
Expected dividend yield	0.00%
Related Party Note Conversions [Member]
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate	3.89%
Expected volatility	128.18%
Expected life of warrants	5 years
Expected dividend yield	0.00%

Fair value of the warrants granted and the related fair value adjustments (Details)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2008	Dec. 31, 2007
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate	2.02%
Expected volatility	124.00%
Expected life of warrants	5 years
Expected dividend yield	0.00%
License Agreement [Member]
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate		0.75%			4.00%
Expected volatility		113.31%			65.55%
Expected life of warrants		3 years	7 years	7 years	7 years
Expected dividend yield		0.00%	0.00%	0.00%	0.00%
License Agreement [Member] \| Maximum [Member]
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate			2.69%	3.61%
Expected volatility			163.74%	219.91%
License Agreement [Member] \| Minimum [Member]
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate			1.67%	1.55%
Expected volatility			128.96%	104.78%

Warrant Activity and Related Information (Details)	1 Months Ended		12 Months Ended
Warrant Activity and Related Information (Details)	Dec. 22, 2010 shares	Jul. 30, 2008 shares	Dec. 31, 2012 $ / shares shares	Dec. 31, 2011 $ / shares shares	Dec. 31, 2010 $ / shares shares	Dec. 31, 2007 shares
Shares
Warrant, Outstanding at beginning of year \| shares			956,443	1,013,291	168,885
Warrant, Granted \| shares			0	0	844,405
Warrant, Exercised \| shares	98,600	3,796	81,792	56,848	0	12,903
Warrant, Outstanding at end of year \| shares			874,651	956,443	1,013,291
Warrants exercisable at end of period \| shares			874,651	956,443	1,013,290
Weighted Average Exercise Price
Warrant, Outstanding at beginning of period \| $ / shares			7.61	7.58	11.43
Warrant, Granted \| $ / shares			0	0	6.76
Warrant, Exercised \| $ / shares			7.00	5.08	6.76
Warrant, Outstanding at end of year \| $ / shares			7.67	7.61	7.58
Warrants exercisable at end of period \| $ / shares			7.67	7.61	7.58

Option Activity and Related Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Shares
Option, Outstanding at beginning of period	2,046,455	1,079,775
Option, Granted	425,740	966,680
Options, Exercised	(168,240)
Option, Forfeited	(425,480)
Option, Outstanding at end of period	1,878,475	2,046,455
Options exercisable at end of period	1,618,820	1,338,896
Option, Vested or expected to vest at December 31	1,878,475	2,046,455
Option, Shares available on December 31 for options that may be granted	1,920,485	1,922,761
Weighted Average Exercise Price
Option, Outstanding at beginning of period	$ 6.40	$ 6.01
Option, Granted	7.64	6.82
Option, Exercised	6.11
Option, Forfeited	6.64
Option, Outstanding at end of period	6.72	6.40
Opion, Options exercisable at end of period	$ 6.51	$ 6.19
Aggregate Intrinsic Value
Option, Outstanding at end of period	$ 0	$ 4,092,910
Option, Options exercisable at end of period	$ 0	$ 2,435,852

Assumptions for Fair Value of Options Granted (Details)	12 Months Ended
Assumptions for Fair Value of Options Granted (Details)	Dec. 31, 2012	Dec. 31, 2011
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate, minimum	1.11%	1.43%
Risk-free interest rate, maximum	1.32%	3.03%
Expected life of options	7 years	7 years
Expected dividend yield	0.00%	0.00%
Maximum [Member]
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Expected volatility	78.23%	94.74%
Minimum [Member]
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Expected volatility	76.31%	88.05%

Estimated Future Stock-Based Compensation Expense Relating to Unvested Stock Options (Details)	Dec. 31, 2012 USD ($)
Stockholders Equity Note [Line Items]
2013	$ 1,052,201
2014	509,021
2015	33,542
Total estimated future stock-based compensation expense - stock options	$ 1,594,764

License Agreements - Additional Information (Details)		1 Months Ended			12 Months Ended			87 Months Ended
License Agreements - Additional Information (Details)	Nov. 10, 2011 USD ($)	Jun. 06, 2011 USD ($)	Aug. 31, 2007 USD ($) shares	Mar. 31, 2007	Dec. 31, 2012 USD ($) shares	Dec. 31, 2011 USD ($) shares	Dec. 31, 2010 USD ($)	Dec. 31, 2012 USD ($) shares	Oct. 09, 2012 USD ($)	Jun. 30, 2012 shares	Dec. 22, 2010 shares	Dec. 31, 2009 shares	Sep. 30, 2008 shares	Jul. 30, 2008 shares	Aug. 02, 2007 USD ($) shares
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Common stock, shares issued \| shares					12,934,350	12,406,406		12,934,350		354,700	2,900,000		18,977	29,861
Potential milestone payment		$ 250,000
Payment to acquire license			$ 1,087,876
Potential milestone payment, number of installments		4
Supplemental disclosure - cash paid for interest					$ 0	$ 277,324	$ 76,899	$ 685,397
Additional Payments To Acquire Intangible Assets	$ 12,500,000
Percent Of Share Issued On License Agreements				5.00%
S L Pharma [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Common stock, shares issued \| shares			18,401								64,933	2,016			18,401
Market Fair Value Of Common Stock Issued															$ 500,000
Payments On Initial Licensing Fee			$ 250,000
Reimbursement Of Clinical Development Costs			50,000
Potential milestone payment			20,000,000
Payment to acquire license			1,087,876
S.L.A. Pharma [Member] \| License Agreement [Member] \| Eliminated [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Potential milestone payment		$ 800,000
S.L.A. Pharma [Member] \| License Agreement [Member] \| Amendment [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Agreement termination notice period		1 month
S.L.A. Pharma [Member] \| License Agreement [Member] \| Maximum [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Potential milestone payment		$ 1,000,000	20,000,000
S.L.A. Pharma [Member] \| Diltiazem Project [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
License agreement, monthly payments			41,500
S.L.A. Pharma [Member] \| Diltiazem Project [Member] \| License Agreement [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development costs		$ 400,000
S.L.A. Pharma [Member] \| Diltiazem Project [Member] \| License Agreement [Member] \| Maximum [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Total payment obligation under agreement			4,200,000
S.L.A. Pharma [Member] \| Phenylephrine Project [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
License agreement, monthly payments			$ 41,500
S.L.A. Pharma [Member] \| Phenylephrine Project [Member] \| License Agreement [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Payment made for services not yet provided									$ 600,000

Fair Value of the Placement Warrants (Details)	12 Months Ended
Fair Value of the Placement Warrants (Details)	Dec. 31, 2012
Fair Value Of The Placement Warrants [Line Items]
Risk-free interest rate	2.02%
Expected dividend yield	0.00%
Senior Convertible Notes 2007 [Member]
Fair Value Of The Placement Warrants [Line Items]
Expected Term	7 years
Expected dividend yield	0.00%
Senior Convertible Notes 2007 [Member] \| Maximum [Member]
Fair Value Of The Placement Warrants [Line Items]
Risk-free interest rate	3.84%
Expected Volatility Rate	123.73%
Senior Convertible Notes 2007 [Member] \| Minimum [Member]
Fair Value Of The Placement Warrants [Line Items]
Risk-free interest rate	3.01%
Expected Volatility Rate	63.69%
Senior Convertible Notes 2010 [Member]
Fair Value Of The Placement Warrants [Line Items]
Risk-free interest rate	2.02%
Expected Volatility Rate	124.00%
Expected Term	5 years
Expected dividend yield	0.00%

Private Placements - Additional information (Details) - USD ($)		1 Months Ended			12 Months Ended
	Oct. 09, 2007	Dec. 22, 2010	May 31, 2010	Jul. 30, 2008	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2007	Feb. 26, 2010
Private Placements [Line Items]
Debt Conversion, Converted Instrument, Rate									70.00%
Debt Instrument, Face Amount										$ 5,617,433
Debt Instrument, Convertible, Effective Interest Rate									10.00%
Debt Conversion, Description			Each 2010 Noteholder holds a warrant to purchase that number of shares of the Company's common stock equal to 50% of the principal amount of the 2010 Notes purchased by it divided by the IPO Price at a per share exercise price equal to 110% of the IPO Price, subject to adjustment.
Debt Instrument, Convertible, Interest Expense			$ 3,779,269
Debt Instrument Beneficial Convertible Feature and Interrest			$ 5,398,956
Warrant, Exercised		98,600		3,796	81,792	56,848	0		12,903
Percentage Of Warrant On Principal Amount Of Debt Instrument									10.00%
Investment Warrants, Exercise Price		$ 7.5		$ 66.46		$ 5.77		$ 12.40
Deferred Tax Liabilities, Deferred Expense, Deferred Financing Costs	$ 341,000
Expected life of warrants			Feb. 26, 2015
Debt Instrument, Convertible, Carrying Amount of Equity Component			$ 1,429,590							1,421,834
Paramount [Member]
Private Placements [Line Items]
Debt Instrument, Face Amount					$ 100,000	$ 100,000
Payments for Commissions	243,600
Third Party Agents [Member]
Private Placements [Line Items]
Payments for Commissions	$ 19,250
Private Placement [Member] \| Bridge Notes [Member]
Private Placements [Line Items]
Debt Conversion, Converted Instrument, Rate									8.00%
Debt Instrument, Face Amount									$ 5,305,000
Note 2007 [Member]
Private Placements [Line Items]
Debt Instrument, Convertible, Beneficial Conversion Feature									2,957,187
Debt Instrument, Convertible, Interest Expense									6,899,770
Debt Instrument Beneficial Convertible Feature and Interrest									$ 9,856,957
Notes 2010 [Member]
Private Placements [Line Items]
Debt Instrument, Face Amount			$ 3,425,000				$ 3,425,000			$ 2,192,433
Warrant, Exercised		182,703	285,417
Investment Warrants, Exercise Price		$ 6.6	$ 6.60
Expected life of warrants		Feb. 26, 2015
Debt Instrument, Convertible, Carrying Amount of Equity Component			$ 1,619,687
Placement Warrants [Member]
Private Placements [Line Items]
Warrant, Exercised								42,782

Selected Quarterly Financial Data (Unaudited) - Additional Information (Details) - USD ($)

3 Months Ended

12 Months Ended

87 Months Ended

Dec. 31, 2012

^[1]

Sep. 30, 2012

^[1]

Jun. 30, 2012

^[1]

Mar. 31, 2012

^[1]

Dec. 31, 2011

^[1]

Sep. 30, 2011

^[1]

Jun. 30, 2011

^[1]

Mar. 31, 2011

^[1]

Dec. 31, 2012

Dec. 31, 2011

Dec. 31, 2010

Dec. 31, 2009

Dec. 31, 2008

Dec. 31, 2007

Dec. 31, 2012

Net loss

$ (3,791,109)

$ (5,355,397)

$ (7,470,048)

$ (8,173,876)

$ (18,859,360)

$ (5,801,381)

$ (6,961,511)

$ (2,722,478)

$ (24,790,430)

$ (34,344,730)

$ (15,290,625)

$ (4,539,405)

$ (8,786,430)

$ (4,567,894)

$ (92,319,514)

Basic and diluted net loss per common share

$ (0.29)

$ (0.41)

$ (0.59)

$ (0.66)

$ (1.52)

$ (0.50)

$ (0.97)

$ (0.38)

$ (1.94)

$ (3.57)

$ (24.67)

[1]

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Net Income
-URI http://asc.fasb.org/extlink&oid=6518256

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=6943989&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.19)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.18)
-URI http://asc.fasb.org/extlink&oid=6880815&loc=d3e20235-122688

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.22)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Other Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6519514

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=20435746&loc=d3e565-108580

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 38
-Subparagraph d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 130
-Paragraph 10, 15
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph A7
-Appendix A

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 87-21
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 19
-Article 5

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 38
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 95
-Paragraph 28, 29, 30
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 20
-Article 9

+ Details

Subsequent Event - Additional information (Details) - USD ($)	1 Months Ended		2 Months Ended
	Feb. 07, 2013	Feb. 04, 2013	Jun. 30, 2012	Aug. 24, 2011	Dec. 22, 2010	Jul. 30, 2008
Subsequent Event [Line Items]
Net proceeds raised from common stock issued in a public offering	$ 2,044,500	$ 18,710,000	$ 4,166,000
Common stock closing price			$ 11.7452	$ 9.85	$ 6.00	$ 60.39
Subsequent Event [Member] \| Common Stock [Member]
Subsequent Event [Line Items]
Common Stock issued (in shares)	870,000	5,800,000
Common stock closing price		$ 2.50
Subsequent Event [Member] \| Series Non Voting Convertible Preferred Stock [Member]
Subsequent Event [Line Items]
Common Stock issued (in shares)		220,000
Common stock closing price		$ 25.00

Label	Element	Value
Adjustments To Additional Paid In Capital Sharebased Compensation Requisite Service Period Recognition Value	us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue	$ 16,655
Adjustments To Additional Paid In Capital Warrant Issued	us-gaap_AdjustmentsToAdditionalPaidInCapitalWarrantIssued	164,284
Third Party [Member]
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	228
Development Stage Enterprise Deficit Accumulated During Development Stage [Member]
Net Loss	us-gaap_NetIncomeLoss	(4,567,894)
Stockholders Equity	us-gaap_StockholdersEquity	(4,567,894)
Common Stock [Member]
Stockholders Equity	us-gaap_StockholdersEquity	$ 396
Shares Outstanding	us-gaap_SharesOutstanding	396,090
Common Stock [Member] \| Third Party [Member]
Stock Issued During Period, Shares, New Issues	us-gaap_StockIssuedDuringPeriodSharesNewIssues	18,401
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	$ 18
Additional Paid In Capital [Member]
Stockholders Equity	us-gaap_StockholdersEquity	185,455
Adjustments To Additional Paid In Capital Sharebased Compensation Requisite Service Period Recognition Value	us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue	16,655
Adjustments To Additional Paid In Capital Warrant Issued	us-gaap_AdjustmentsToAdditionalPaidInCapitalWarrantIssued	164,284
Additional Paid In Capital [Member] \| Third Party [Member]
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	210
Issuance During Period 2 Nd [Member] \| Employees and Directors [Member]
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	$ 120
Issuance During Period 2 Nd [Member] \| Common Stock [Member] \| Employees and Directors [Member]
Stock Issued During Period, Shares, New Issues	us-gaap_StockIssuedDuringPeriodSharesNewIssues	9,677
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	$ 10
Issuance During Period 2 Nd [Member] \| Additional Paid In Capital [Member] \| Employees and Directors [Member]
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	110
Issuance During Period 1 St [Member] \| Employees and Directors [Member]
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	4,564
Issuance During Period 1 St [Member] \| Common Stock [Member] \| Employees and Directors [Member]
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	368
Issuance During Period 1 St [Member] \| Additional Paid In Capital [Member] \| Employees and Directors [Member]
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	$ 4,196