Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 01, 2014 | Jun. 30, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'SGMO | ' | ' |
Entity Registrant Name | 'SANGAMO BIOSCIENCES INC | ' | ' |
Entity Central Index Key | '0001001233 | ' | ' |
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 | ' | 62,736,879 | ' |
Entity Public Float | ' | ' | $405,023,312 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $10,186 | $21,679 |
Marketable securities | 82,627 | 41,868 |
Interest receivable | 338 | 190 |
Accounts receivable | 3,155 | 4,129 |
Prepaid expenses | 457 | 296 |
Restricted cash | 320 | ' |
Other current assets | 191 | 203 |
Total current assets | 97,274 | 68,365 |
Marketable securities, non-current | 38,663 | 12,584 |
Property and equipment, net | 1,406 | 1,543 |
Intangible assets, in-process research and development | 1,870 | ' |
Goodwill | 1,585 | ' |
Other assets | 40 | 41 |
Total assets | 140,838 | 82,533 |
Current liabilities: | ' | ' |
Accounts payable and accrued liabilities | 4,380 | 4,013 |
Accrued compensation and employee benefits | 3,194 | 2,473 |
Escrow liability | 275 | ' |
Deferred revenue | 2,282 | 2,304 |
Total current liabilities | 10,131 | 8,790 |
Deferred revenue, non-current | 6,679 | 8,847 |
Contingent consideration liability | 1,570 | ' |
Deferred tax liability | 748 | ' |
Total liabilities | 19,128 | 17,637 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Common stock, $0.01 par value; 80,000,000 shares authorized, 62,243,892 and 53,058,525 shares issued and outstanding at December 31, 2013 and 2012, respectively | 622 | 531 |
Additional paid-in capital | 423,209 | 339,848 |
Accumulated deficit | -302,133 | -275,509 |
Accumulated other comprehensive income | 12 | 26 |
Total stockholders' equity | 121,710 | 64,896 |
Total liabilities and stockholders' equity | $140,838 | $82,533 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Statement Of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, shares issued | 62,243,892 | 53,058,525 |
Common stock, shares outstanding | 62,243,892 | 53,058,525 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenues: | ' | ' | ' |
Collaboration agreements | $21,678 | $18,186 | $6,110 |
Research grants | 2,455 | 3,469 | 4,209 |
Total revenues | 24,133 | 21,655 | 10,319 |
Operating expenses: | ' | ' | ' |
Research and development | 36,979 | 31,709 | 32,098 |
General and administrative | 13,800 | 12,144 | 14,042 |
Change in fair value of contingent liability | 60 | ' | ' |
Total operating expenses | 50,839 | 43,853 | 46,140 |
Loss from operations | -26,706 | -22,198 | -35,821 |
Other income (expense), net | 82 | -66 | 71 |
Net loss | ($26,624) | ($22,264) | ($35,750) |
Basic and diluted net loss per share | ($0.48) | ($0.42) | ($0.71) |
Shares used in computing basic and diluted net loss per share | 55,974 | 52,741 | 50,512 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement Of Income And Comprehensive Income [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss | ($8,144) | ($6,145) | ($5,450) | ($6,885) | ($3,478) | ($5,790) | ($5,728) | ($7,268) | ($26,624) | ($22,264) | ($35,750) |
Change in unrealized gain on available-for-sale securities | ' | ' | ' | ' | ' | ' | ' | ' | -14 | 14 | 18 |
Comprehensive loss | ' | ' | ' | ' | ' | ' | ' | ' | ($26,638) | ($22,250) | ($35,732) |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income/ (Loss) [Member] |
In Thousands, except Share data, unless otherwise specified | |||||
Beginning Balances at Dec. 31, 2010 | $55,907 | $454 | $272,954 | ($217,495) | ($6) |
Beginning Balances, shares at Dec. 31, 2010 | ' | 45,377,739 | ' | ' | ' |
Issuance of common stock in connection with underwritten public offering, net of issuance costs | 50,219 | 67 | 50,152 | ' | ' |
Issuance of common stock in connection with underwritten public offering, net of issuance costs, shares | ' | 6,700,000 | ' | ' | ' |
Issuance of common stock upon exercise of stock options and in connection with restricted stock units | 1,194 | 3 | 1,191 | ' | ' |
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, shares | ' | 324,416 | ' | ' | ' |
Issuance of common stock under employee stock purchase plan | 463 | 2 | 461 | ' | ' |
Issuance of common stock under employee stock purchase plan, shares | ' | 152,640 | ' | ' | ' |
Stock-based compensation | 8,081 | ' | 8,081 | ' | ' |
Comprehensive loss: | ' | ' | ' | ' | ' |
Net unrealized gain (loss) on marketable securities | 18 | ' | ' | ' | 18 |
Net loss | -35,750 | ' | ' | -35,750 | ' |
Comprehensive loss | -35,732 | ' | ' | ' | ' |
Ending Balances at Dec. 31, 2011 | 80,132 | 526 | 332,839 | -253,245 | 12 |
Ending Balances, shares at Dec. 31, 2011 | ' | 52,554,795 | ' | ' | ' |
Issuance of common stock upon exercise of stock options and in connection with restricted stock units | 1,219 | 3 | 1,216 | ' | ' |
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, shares | ' | 328,355 | ' | ' | ' |
Issuance of common stock under employee stock purchase plan | 457 | 2 | 455 | ' | ' |
Issuance of common stock under employee stock purchase plan, shares | ' | 175,375 | ' | ' | ' |
Stock-based compensation | 5,338 | ' | 5,338 | ' | ' |
Comprehensive loss: | ' | ' | ' | ' | ' |
Net unrealized gain (loss) on marketable securities | 14 | ' | ' | ' | 14 |
Net loss | -22,264 | ' | ' | -22,264 | ' |
Comprehensive loss | -22,250 | ' | ' | ' | ' |
Ending Balances at Dec. 31, 2012 | 64,896 | 531 | 339,848 | -275,509 | 26 |
Ending Balances, shares at Dec. 31, 2012 | ' | 53,058,525 | ' | ' | ' |
Issuance of common stock in connection with underwritten public offering, net of issuance costs | 69,492 | 70 | 69,422 | ' | ' |
Issuance of common stock in connection with underwritten public offering, net of issuance costs, shares | ' | 7,015,000 | ' | ' | ' |
Issuance of common stock upon exercise of stock options and in connection with restricted stock units | 6,118 | 19 | 6,099 | ' | ' |
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, shares | ' | 1,889,818 | ' | ' | ' |
Issuance of common stock under employee stock purchase plan | 496 | 1 | 495 | ' | ' |
Issuance of common stock under employee stock purchase plan, shares | ' | 180,551 | ' | ' | ' |
Issuance of common stock in connection with acquisition of Ceregene, Inc. | 1,200 | 1 | 1,199 | ' | ' |
Issuance of common stock in connection with acquisition of Ceregene, Inc., shares | ' | 99,998 | ' | ' | ' |
Stock-based compensation | 6,146 | ' | 6,146 | ' | ' |
Comprehensive loss: | ' | ' | ' | ' | ' |
Net unrealized gain (loss) on marketable securities | -14 | ' | ' | ' | -14 |
Net loss | -26,624 | ' | ' | -26,624 | ' |
Comprehensive loss | -26,638 | ' | ' | ' | ' |
Ending Balances at Dec. 31, 2013 | $121,710 | $622 | $423,209 | ($302,133) | $12 |
Ending Balances, shares at Dec. 31, 2013 | ' | 62,243,892 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Operating activities: | ' | ' | ' |
Net loss | ($26,624) | ($22,264) | ($35,750) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' |
Depreciation and amortization | 569 | 660 | 646 |
Amortization of premium / discount on marketable securities | 912 | 889 | 1,576 |
Stock-based compensation | 6,146 | 5,338 | 8,081 |
Net loss on disposal of property and equipment | ' | 123 | ' |
Change in fair value of contingent consideration liability | 60 | ' | ' |
Net changes in operating assets and liabilities: | ' | ' | ' |
Restricted cash | -320 | ' | ' |
Escrow liability | 275 | ' | ' |
Interest receivable | -148 | 141 | 6 |
Accounts receivable | 1,008 | -3,414 | -553 |
Prepaid expenses and other assets | -160 | 14 | -13 |
Accounts payable and accrued liabilities | 269 | -1,503 | -139 |
Accrued compensation and employee benefits | 721 | 800 | 315 |
Deferred revenue | -2,190 | 11,134 | -64 |
Net cash used in operating activities | -19,482 | -8,082 | -25,895 |
Investing activities: | ' | ' | ' |
Purchases of marketable securities | -118,894 | -91,428 | -112,974 |
Maturities of marketable securities | 51,129 | 103,470 | 83,412 |
Proceeds from sales of marketable securities | ' | ' | 10,139 |
Acquistion of Ceregene, Inc., net of cash received | 79 | ' | ' |
Purchases of property and equipment | -432 | -723 | -576 |
Net cash provided by / (used in) investing activities | -68,118 | 11,319 | -19,999 |
Financing activities: | ' | ' | ' |
Proceeds from public offering of common stock, net of issuance costs | 69,492 | ' | 50,152 |
Taxes paid related to net share settlement of equity awards | -2,015 | ' | -48 |
Proceeds from issuance of common stock | 8,630 | 1,676 | 1,772 |
Net cash provided by financing activities | 76,107 | 1,676 | 51,876 |
Net increase / (decrease) in cash and cash equivalents | -11,493 | 4,913 | 5,982 |
Cash and cash equivalents, beginning of period | 21,679 | 16,766 | 10,784 |
Cash and cash equivalents, end of period | 10,186 | 21,679 | 16,766 |
Supplemental disclosures of noncash investing activities: | ' | ' | ' |
Fair value of shares of common stock issued pursuant to the acquisition of Ceregene Inc. | $1,200 | ' | ' |
Organization_and_Summary_of_Si
Organization and Summary of Significant Accounting Policies | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Accounting Policies [Abstract] | ' | |||
Organization and Summary of Significant Accounting Policies | ' | |||
NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Sangamo | ||||
Sangamo BioSciences, Inc. (the Company or Sangamo) was incorporated in the State of Delaware on June 22, 1995 and is focused on the research, development and commercialization of novel therapeutic strategies for unmet medical needs. Sangamo’s gene regulation and gene modification technology platform is enabled by the engineering of a class of transcription factors known as zinc finger DNA-binding proteins (ZFPs). Potential applications of Sangamo’s technology include development of human therapeutics, plant agriculture and enhancement of pharmaceutical protein production. Sangamo will require additional financial resources to complete the development and commercialization of its products including ZFP Therapeutics. | ||||
Sangamo is currently working on a number of long-term development projects that will involve experimental technology. The projects may require several years and substantial expenditures to complete and ultimately may be unsuccessful. The Company plans to finance operations with available cash resources, collaborations and strategic partnerships funds, research grants and from the issuance of equity or debt securities. Sangamo believes that its available cash, cash equivalents and investments as of December 31, 2013, along with expected revenues from collaborations, strategic partnerships and research grants, will be adequate to fund its operations at least through 2015. Sangamo will need to raise substantial additional capital to fund subsequent operations and complete the development and commercialization of its products. Additional capital may not be available on terms acceptable to the Company, or at all. If adequate funds are not available, or if the terms of potential funding sources are unfavorable, the Company’s business and ability to develop its technology and ZFP Therapeutic products would be harmed. Furthermore, any sales of additional equity securities may result in dilutions to the Company’s stockholders, and any debt financing may include covenants that restrict the Company’s business. | ||||
Sangamo acquired Ceregene, Inc. (Ceregene) on October 1, 2013. Under the merger agreement, Sangamo obtained Ceregene’s therapeutic programs, including CERE-110 for the treatment of Alzheimer’s disease (AD) that is currently in a Phase 2 clinical trial. Sangamo also acquired certain intellectual property rights relating to the manufacturing of AAV, and certain toxicology data and safety and efficacy data from Ceregene’s human clinical trials which will enhance and expand the application of Sangamo’s in vivo ZFP Therapeutics, particularly those that target the brain. | ||||
Basis of Presentation | ||||
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Actual results could differ from those estimates. The consolidated financial statements include the accounts of Sangamo and its wholly owned subsidiaries, Ceregene and Gendaq Limited, after elimination of all intercompany balances and transactions. | ||||
Business Combinations | ||||
The Company accounted for the acquisition of Ceregene in accordance with Accounting Standards Codification (ASC) Topic 805, Business Combinations. ASC Topic 805 establishes principles and requirements for recognizing and measuring the total consideration transferred to and the assets acquired, liabilities assumed and any non-controlling interests in the acquired target in a business combination. ASC Topic 805 also provides guidance for recognizing and measuring goodwill acquired in a business combination; requires purchased in-process research and development to be capitalized at fair value as intangible assets at the time of acquisition; requires acquisition-related expenses and restructuring costs to be recognized separately from the business combination; expands the definition of what constitutes a business; and requires the acquirer to disclose information that users may need to evaluate and understand the financial effect of the business combination. | ||||
Cash and Cash Equivalents | ||||
Sangamo considers all highly liquid investments purchased with original maturities of three months or less at the purchase date to be cash equivalents. Cash and cash equivalents consist of deposits in money market investment accounts, government sponsored entity debt securities, US Treasury debt securities and corporate bank accounts. | ||||
As part of the acquisition of Ceregene, Sangamo was required to set aside $0.3 million in an escrow account until October 1, 2014. The cash hold in escrow was recorded as restricted cash. | ||||
Marketable Securities | ||||
Sangamo classifies its marketable securities as available-for-sale and records its investments at estimated fair value based on quoted market prices or observable market inputs of almost identical assets, with the unrealized holding gains and losses included in accumulated other comprehensive income. | ||||
The Company’s investments are subject to a periodic impairment review. The Company recognizes an impairment charge when a decline in the fair value of its investments below the cost basis is judged to be other-than-temporary. The Company considers various factors in determining whether to recognize an impairment charge, including the length of time and extent to which the fair value has been less than the Company’s cost basis, the financial condition and near-term prospects of the investee, and the Company’s intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in the market value. Realized gains and losses on available-for-sale securities are included in other (expense)/income, which is determined using the specific identification method. | ||||
Fair Value Measurements | ||||
The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value due to their short maturities. Marketable securities and contingent consideration liabilities are stated at their estimated fair values. The counterparties to the agreements relating to the Company’s investment securities generally can consist of the US Treasury, various major corporations, governmental agencies and financial institutions with high credit standing. | ||||
Property and Equipment | ||||
Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets (generally three to five years). For leasehold improvements, amortization is calculated using the straight-line method based on the shorter of the useful life or the lease term. The Company reviews its property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. | ||||
Revenue Recognition | ||||
Revenues from research activities made under strategic partnering agreements and collaborations are recognized as the services are provided when there is persuasive evidence that an arrangement exists, delivery has occurred, the price is fixed or determinable, and collectability is reasonably assured. Revenue generated from research and licensing agreements typically includes upfront signing or license fees, cost reimbursements, research services, minimum sublicense fees, milestone payments and royalties on future licensee’s product sales. | ||||
Multiple Element Arrangements prior to the adoption of ASU No. 2009-13, Revenue Recognition—Multiple Deliverable Revenue Arrangements (ASU 2009-13). For revenue arrangements entered into before January 1, 2011, that include multiple deliverables, the elements of such agreement were divided into separate units of accounting if the deliverables met certain criteria, including whether the fair value of the delivered items could be determined and whether there was evidence of fair value of the undelivered items. In addition, the consideration was allocated among the separate units of accounting based on their fair values, and the applicable revenue recognition criteria are considered separately for each of the separate units of accounting. Prior to the adoption of ASU 2009-13, the Company recognized nonrefundable signing, license or non-exclusive option fees as revenue when rights to use the intellectual property related to the license were delivered and over the period of performance obligations if the Company had continuing performance obligations. The Company estimated the performance period at the inception of the arrangement and reevaluated it each reporting period. Changes to these estimates were recorded on a prospective basis. | ||||
Multiple Element Arrangements after the adoption of ASU 2009-13. ASU 2009-13 amended the accounting standards for certain multiple element revenue arrangements to: | ||||
• | provide updated guidance on whether multiple elements exist, how the elements in an arrangement should be separated, and how the arrangement consideration should be allocated to the separate elements; | |||
• | require an entity to allocate arrangement consideration to each element based on a selling price hierarchy where the selling price for an element is based on vendor-specific objective evidence (VSOE), if available; third-party evidence (TPE), if available and VSOE is not available; or the best estimate of selling price (ESP), if neither VSOE nor TPE is available; and | |||
• | eliminate the use of the residual method and require an entity to allocate arrangement consideration using the relative selling price method. | |||
For revenue agreements with multiple element arrangements, such as license and development agreements, entered into on or after January 1, 2011, the Company allocates revenue to each non-contingent element based on the relative selling price of each element. When applying the relative selling price method, the Company determines the selling price for each deliverable using VSOE of selling price or TPE of selling price. If neither exists the Company uses ESP for that deliverable. Revenue allocated is then recognized when the basic four revenue recognition criteria are met for each element. The collaboration and license agreement entered into with Shire International GmbH, formerly Shire AG, (Shire) in January 2012 was evaluated under these amended accounting standards. | ||||
Additionally, the Company may be entitled to receive certain milestone payments which are contingent upon reaching specified objectives. These milestone payments are recognized as revenue in full upon achievement of the milestone if there is substantive uncertainty at the date the arrangement is entered into that objectives will be achieved and if the achievement is based on the Company’s performance. | ||||
Minimum annual sublicense fees are also recognized as revenue in the period in which such fees are due. Royalty revenues are generally recognized when earned and collectability of the related royalty payment is reasonably assured. The Company recognizes cost reimbursement revenue under collaborative agreements as the related research and development costs for services are rendered. Deferred revenue represents the portion of research or license payments received which have not been earned. | ||||
Sangamo’s research grants are typically multi-year agreements and provide for the reimbursement of qualified expenses for research and development as defined under the terms of the grant agreement. Revenue under grant agreements is recognized when the related qualified research expenses are incurred. | ||||
During 2013, revenues related to Shire, Sigma-Aldrich Corporation (Sigma) and Dow AgroSciences LLC (DAS) represented 68%, 9% and 12%, respectively, of total revenues. During 2012, revenues related Shire, Sigma and DAS represented 51%, 11% and 22% of total revenues, respectively. During 2011, revenues related to Sigma, DAS, California Institute for Regenerative Medicine (CIRM) and CHDI Foundation, Inc. (CHDI) represented 15%, 43%, 18% and 11% of total revenues, respectively. | ||||
Research and Development Expenses | ||||
Research and development costs are expensed as incurred. Research and development expenses consist of direct and research-related allocated overhead costs such as facilities costs, salaries and related personnel costs, and material and supply costs. In addition, research and development expenses include costs related to clinical trials, validation of the Company’s testing processes and procedures and as well as related overhead expenses. Research and development costs incurred in connection with collaborator-funded activities are expensed as incurred. Costs to acquire technologies that are utilized in research and development that have no alternative future use are expensed as incurred. | ||||
Stock-Based Compensation | ||||
The Company measures and recognizes compensation expense for all stock-based payment awards made to Sangamo employees and directors, including employee share options, restricted stuck units (RSUs) and employee share purchases related to the Employee Share Purchase Plan (ESPP), based on estimated fair values at grant date. The fair value of stock-based awards is amortized over the vesting period of the award using a straight-line method. | ||||
To estimate the value of an award, the Company uses the Black-Scholes option pricing model. This model requires inputs such as expected life, expected volatility and risk-free interest rate. These inputs are subjective and generally require significant analysis and judgment to develop. While estimates of expected life and volatility are derived primarily from the Company’s historical data, the risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant commensurate with the expected life assumption. Further, the Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. The Company uses historical data to estimate pre-vesting option forfeitures and record stock-based compensation expense only for those awards that are expected to vest. | ||||
Intangible Assets – In-Process Research and Development | ||||
Intangible assets related to in-process research and development costs, or IPR&D, are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. Prior to completion of the research and development efforts, the assets are considered indefinite-lived. During this period, the assets will not be amortized but will be tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the IPR&D projects below their respective carrying amounts. The Company observed no impairment indicators of the recorded IPR&D in the year ended December 31, 2013 | ||||
Goodwill | ||||
Goodwill represents the excess of the consideration transferred over the estimated fair values of assets acquired and liabilities assumed in a business combination and is considered to be indefinite-lived. Goodwill is not amortized but is tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the goodwill below its carrying amount. The Company observed no impairment indicators of the recorded goodwill in the year ended December 31, 2013. | ||||
Contingent Consideration Liability | ||||
Under the merger agreement with Ceregene, the Company may be required to make contingent earn-out payments if the Company grants a third-party license to develop and commercialize certain product candidates acquired from Ceregene, or if the Company commercializes any of these product candidates itself. These earn-out payments will become payable in the period they are earned. In accordance with ASC Topic 805, Business Combinations, the Company determined the fair value of this liability for contingent consideration on the acquisition date using a probability-weighted discounted cash flow analysis. Future changes to the fair value of the contingent consideration will be determined each period and charged to expense in the “Changes in fair value of contingent liability” expense line item in the Consolidated Statements of Operations under operating expenses. | ||||
Income Taxes | ||||
Income tax expense has been provided using the liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets if, based upon the available evidence, it is not more likely than not that the deferred tax assets will be realized. | ||||
Net Loss Per Share | ||||
Basic net loss per share has been computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is calculated by dividing net loss by the weighted average number of shares of common stock and potential dilutive securities outstanding during the period. | ||||
Because Sangamo is in a net loss position, diluted net loss per share excludes the effects of common stock equivalents consisting of options, which are all anti-dilutive. All stock options outstanding were excluded from the calculation of diluted net loss per share. Stock option outstanding at the end of 2013, 2012 and 2011 were 8,405,864, 9,184,346 and 8,346,190, respectively. | ||||
Segments | ||||
The Company operates in one segment. Management uses one measurement of profitability and does not segregate its business for internal reporting. As of December 31, 2013 and 2012, all of the Company’s assets were maintained in the U.S. For the years ended December 31, 2013, 2012 and 2011, 100% of revenues and operating expenses were generated and incurred in the U.S. | ||||
Recent Accounting Pronouncements | ||||
In February 2013, the FASB issued ASU No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This newly issued accounting standard requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. This ASU is effective for reporting periods beginning after December 15, 2012. The Company adopted this standard in the first quarter of 2013 and the adoption of this standard did not have an impact on its financial position or results of operations. |
Fair_Value_Measurement
Fair Value Measurement | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||
Fair Value Measurement | ' | ||||||||||||||||
NOTE 2 –FAIR VALUE MEASUREMENT | |||||||||||||||||
The Company measures certain assets and liabilities at fair value on a recurring basis, including cash equivalents, available-for-sale securities and contingent consideration liability. The fair value is determined based on a three-tier hierarchy under the authoritative guidance for fair value measurements and disclosures that prioritizes the inputs used in measuring fair value as follows: | |||||||||||||||||
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||||||||||||||||
Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; | |||||||||||||||||
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). | |||||||||||||||||
When observable market prices for identical securities that are traded in less active markets are used, the Company classifies its available-for-sale debt instruments as Level 2. When observable market prices for identical securities are not available, available-for-sale debt instruments are priced using benchmark curves, benchmarking of like securities, sector groupings, and matrix pricing as well as model processes. These models are proprietary valuation models of pricing providers or brokers. These valuation models incorporate a number of inputs, including, listed in approximate order of priority: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. For certain security types, additional inputs may be used, or some of the Standard Inputs may not be applicable. Evaluators may prioritize inputs differently on any given day for any security based on market conditions, and not all inputs listed are available for use in the evaluation process for each security evaluation on any given day. | |||||||||||||||||
The fair value measurements of cash equivalents, available-for-sale securities and contingent consideration liabilities are identified at the following levels within the fair value hierarchy (in thousands): | |||||||||||||||||
December 31, 2013 | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 6,934 | $ | 6,934 | $ | — | $ | — | |||||||||
U.S. government sponsored entity debt securities | 121,290 | — | 121,290 | — | |||||||||||||
Total | $ | 128,224 | $ | 6,934 | $ | 121,290 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration liability | $ | 1,570 | $ | — | $ | — | $ | 1,570 | |||||||||
Total | $ | 1,570 | $ | — | $ | — | $ | 1,570 | |||||||||
December 31, 2012 | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds | 15,839 | 15,839 | — | — | |||||||||||||
U.S. government sponsored entity debt securities | 57,449 | — | 57,449 | — | |||||||||||||
Total | $ | 73,288 | $ | 15,839 | $ | 57,449 | $ | — | |||||||||
Contingent Consideration Liability | |||||||||||||||||
The Company initially recorded a liability on the acquisition date of the estimated fair value of contingent consideration payments to former Ceregene stockholders, as outlined under the terms of the merger agreement with Ceregene. These contingent payments are owed if the Company grants a third-party license to develop and commercialize certain product candidates acquired from Ceregene, or if the Company commercializes any of these product candidates itself. The fair values of these Level 3 liabilities are estimated using a probability-weighted discounted cash flow analysis. Such valuations require significant estimates and assumptions including but not limited to: determining the timing and estimated costs to complete the in-process projects, projecting regulatory approvals, estimating future cash flows, and developing appropriate discount rates. | |||||||||||||||||
Subsequent changes in the fair value of these contingent consideration liabilities are recorded to the “Change in fair value of contingent liability” expense line item in the Consolidated Statements of Operations under operating expenses. From the acquisition date of October 1, 2013 through December 31, 2013, the recognized amount of the liability for contingent consideration increased by $0.1 million primarily as the result of the passage of time. | |||||||||||||||||
Year ended | |||||||||||||||||
December 31, 2013 | |||||||||||||||||
Fair value on date of acquisition (October 1, 2013) | $ | 1,510 | |||||||||||||||
Change in fair value | 60 | ||||||||||||||||
Fair value at end of period | $ | 1,570 | |||||||||||||||
Marketable_Securities
Marketable Securities | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Investments Debt And Equity Securities [Abstract] | ' | ||||||||||||||||
Marketable Securities | ' | ||||||||||||||||
NOTE 3 –MARKETABLE SECURITIES | |||||||||||||||||
The table below summarizes the Company’s cash equivalents and available-for-sale securities (in thousands): | |||||||||||||||||
Amortized | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||
Gains | (Losses) | ||||||||||||||||
December 31, 2013 | |||||||||||||||||
Cash equivalents: | |||||||||||||||||
Money market funds | $ | 6,934 | $ | — | $ | — | $ | 6,934 | |||||||||
Total | 6,934 | — | — | 6,934 | |||||||||||||
Available-for-sale securities: | |||||||||||||||||
U.S. government sponsored entity debt securities | 121,278 | 12 | — | 121,290 | |||||||||||||
Total cash equivalents and available-for-sale securities | $ | 128,212 | $ | 12 | $ | — | $ | 128,224 | |||||||||
December 31, 2012 | |||||||||||||||||
Cash equivalents: | |||||||||||||||||
U.S. government sponsored entity debt securities | $ | 2,997 | $ | — | $ | — | $ | 2,997 | |||||||||
Money market funds | 15,839 | — | — | 15,839 | |||||||||||||
Total | 18,836 | — | — | 18,836 | |||||||||||||
Available-for-sale securities: | |||||||||||||||||
U.S. government sponsored entity debt securities | 54,426 | 26 | — | 54,452 | |||||||||||||
Total cash equivalents and available-for-sale securities | $ | 73,262 | $ | 26 | $ | — | $ | 73,288 | |||||||||
As of December 31, 2013, all of the Company’s investments had maturity dates within two years and there were no material unrealized losses during 2013. Approximately 70% of the Company’s available-for-sale securities mature within the next twelve months of the date of the balance sheet date and approximately 30% of the Company’s available-for-sale securities have maturities between twelve and twenty-four months from the date of the balance sheet date. The Company had no material realized losses or other-than-temporary impairments of available-for-sale securities for the years ended December 31, 2013, 2012 and 2011. | |||||||||||||||||
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||
Stock-Based Compensation | ' | ||||||||||||
NOTE 4 – STOCK-BASED COMPENSATION | |||||||||||||
The following table shows total stock-based compensation expense recognized in the consolidated statements of operations (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Research and development | $ | 3,204 | $ | 2,892 | $ | 3,769 | |||||||
General and administrative | 2,942 | 2,446 | 4,312 | ||||||||||
Total stock-based compensation expense | $ | 6,146 | $ | 5,338 | $ | 8,081 | |||||||
As of December 31, 2013, total stock-based compensation expense related to unvested stock options to be recognized in future periods was $11.2 million, which is expected to be expensed over a weighted-average period of 2.87 years. As of December 31, 2013, total compensation expense related to unvested RSUs to be recognized in future periods was $5.4 million, which is expected to be expensed over a weighted-average period of 1.98 years. There was no capitalized stock-based employee compensation expense as of December 31, 2013. | |||||||||||||
Valuation Assumptions | |||||||||||||
The employee stock-based compensation expense was determined using the Black-Scholes option valuation model. Option valuation models require the input of subjective assumptions and these assumptions can vary over time. | |||||||||||||
The Company primarily bases its determination of expected volatility through its assessment of the historical volatility of its common stock. The Company relied on its historical exercise and post-vested termination activity for estimating its expected term for use in determining the fair value of these options. | |||||||||||||
The weighted-average estimated fair value per share of options granted during 2013, 2012 and 2011 was $8.29, $3.76 and $3.20, respectively, based upon the assumption in the Black-Scholes valuation model. The assumptions used for estimating the fair value of the employee stock options are as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Risk-free interest rate | 1.50-1.88 | % | 0.74-1.34 | % | 0.93-2.11 | % | |||||||
Expected life of option (in years) | 5.36-5.38 | 5.40-5.58 | 5.39-5.41 | ||||||||||
Expected dividend yield of stock | 0 | % | 0 | % | 0 | % | |||||||
Expected volatility | 0.88 | 0.87-0.88 | 0.83-0.86 | ||||||||||
Employees purchased approximately 181,000, 175,000 and 153,000 shares of common stock through the 2010 Purchase Plan at an average exercise price of $2.75, $2.61 and $3.02 per share during the fiscal years 2013, 2012 and 2011, respectively. | |||||||||||||
The weighted-average estimated fair value of shares purchased under the Company’s ESPP during 2013, 2012 and 2011 were $1.47, $2.51 and $1.62, respectively, based upon the assumptions in the Black-Scholes valuation model. The weighted–average assumptions used for estimating the fair value of the ESPP purchase rights are as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Risk-free interest rate | 0.05-0.61 | % | 0.05-0.30 | % | 0.05-0.61 | % | |||||||
Expected life of option (in years) | 0.5-2.0 | 0.5-2.0 | 0.5-2.0 | ||||||||||
Expected dividend yield of stock | 0 | % | 0 | % | 0 | % | |||||||
Expected volatility | 0.51-0.85 | 0.93-1.37 | 0.58-0.85 |
Major_Customers_Partnerships_a
Major Customers, Partnerships and Strategic Alliances | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' | ||||||||||||
Major Customers, Partnerships and Strategic Alliances | ' | ||||||||||||
NOTE 5 – MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES | |||||||||||||
Collaboration Agreements | |||||||||||||
Collaboration and License Agreement with Shire International GmbH, formerly Shire AG, in Human Therapeutics and Diagnostics | |||||||||||||
In January 2012, the Company entered into a collaboration and license agreement (the Agreement) with Shire pursuant to which the Company and Shire collaborate to research, develop and commercialize human therapeutics and diagnostics for monogenic diseases based on Sangamo’s ZFP technology. Under the Agreement, the Company and Shire may develop potential human therapeutic or diagnostic products for seven gene targets. The initial four gene targets selected were blood clotting Factors VII, VIII, IX and X, and products developed for such initial gene targets will be used for treating or diagnosing hemophilia. In June 2012, Shire selected a fifth gene target for the development of a ZFP therapeutic for Huntington’s disease (HD), an inherited neurodegenerative disease for which there are currently no therapies available to slow the disease progression. Shire has the right, subject to certain limitations, to designate two additional gene targets. Pursuant to the Agreement, the Company granted Shire an exclusive, world-wide, royalty-bearing license, with the right to grant sublicenses, to use Sangamo’s ZFP technology for the purpose of developing and commercializing human therapeutic and diagnostic products for the gene targets. The initial research term of the Agreement is six years and is subject to extensions upon mutual agreement and under other specified circumstances. | |||||||||||||
Under the terms of the Agreement, the Company is responsible for all research activities through the submission of an Investigative New Drug Application (IND) or European Clinical Trial Application (CTA), while Shire is responsible for clinical development and commercialization of products generated from the research program from and after the acceptance of an IND or CTA for the product. Shire reimburses Sangamo for its internal and external research program-related costs. | |||||||||||||
Under the agreement, the Company received an upfront license fee of $13.0 million. In addition, the Company will also be eligible to receive $33.5 million in payments upon the achievement of specified research, regulatory, clinical development milestones, including payments for each gene target through the acceptance of an IND or CTA submission totaling $8.5 million, as well as $180 million in payments upon the achievement of specified commercialization and sales milestones. The total amount of potential milestone payments for each of the seven gene targets, assuming the achievement of all specified milestones in the Agreement, is $213.5 million. The Company will also be eligible to receive royalty payments that are a tiered double-digit percentage of net sales of licensed product sold by Shire or its sublicensees developed under the collaboration, if any. To date, no products have been approved and therefore no royalty fees have been earned under the Agreement with Shire. | |||||||||||||
All contingent payments under the Agreement, when earned, will be non-refundable and non-creditable. The Company has evaluated the contingent payments under the Agreement with Shire based on the authoritative guidance for research and development milestones and determined that certain of these payments meet the definition of a milestone and that all such milestones are evaluated to determine if they are considered substantive milestones. Milestones are considered substantive if they are related to events (i) that can be achieved based in whole or in part on either the Company’s performance or on the occurrence of a specific outcome resulting from the Company’s performance, (ii) for which there was substantive uncertainty at the date the agreement was entered into that the event would be achieved and (iii) that would result in additional payments being due to the Company. Accordingly, revenue for the achievement of milestones that are determined to be substantive will be recognized in its entirety in the period when the milestone is achieved and collectability is reasonably assured. Revenue for the achievement of milestones that are not substantive will be recognized over the remaining period of the Agreement. | |||||||||||||
The Company has identified the deliverables within the arrangement as a license to the technology and on-going research services activities. The Company has concluded that the license is not a separate unit of accounting as it does not have stand-alone value to Shire apart from the research services to be performed pursuant to the Agreement. As a result, the Company will recognize revenue from the upfront payment on a straight-line basis over a six-year initial research term during which the Company will perform research services. As of December 31, 2013, the Company has deferred revenue of $8.9 million related to this Agreement. | |||||||||||||
Revenues recognized under the agreement with Shire for the years ended December 31, 2013 and 2012, were as follows (in thousands): | |||||||||||||
Year ended | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Revenues related to Shire Collaboration: | |||||||||||||
Amortization of upfront fee | $ | 2,167 | $ | 1,986 | |||||||||
Research services | 14,286 | 9,026 | |||||||||||
Total | $ | 16,453 | $ | 11,012 | |||||||||
Related costs and expenses incurred under the Shire agreement were $14.2 million and $7.7 million during the twelve months ended December 31, 2013 and 2012, respectively. | |||||||||||||
Agreement with Sigma-Aldrich Corporation in Laboratory Research Reagents, Transgenic Animal and Commercial Protein Production Cell-line Engineering | |||||||||||||
In July 2007, Sangamo entered into a license agreement with Sigma. Under the license agreement, Sangamo agreed to provide Sigma with access to its proprietary ZFP technology and the exclusive right to use the technology to develop and commercialize research reagent products and services in the research field, excluding certain agricultural research uses that Sangamo previously licensed to DAS. Under the agreement, Sangamo and Sigma agreed to conduct a three-year research program to develop laboratory research reagents using Sangamo’s ZFP technology during which time Sangamo agreed to assist Sigma in connection with its efforts to market and sell services employing the Company’s ZFP technology in the research field. Sangamo has transferred the ZFP manufacturing technology to Sigma. | |||||||||||||
In October 2009, Sangamo expanded its license agreement with Sigma. In addition to the original terms of the license agreement, Sigma received exclusive rights to develop and distribute ZFP-modified cell lines for commercial production of protein pharmaceuticals and certain ZFP-engineered transgenic animals for commercial applications. Under the terms of the agreement, Sigma made an upfront cash payment of $20.0 million consisting of a $4.9 million purchase of 636,133 shares of Sangamo common stock, valued at $4.9 million, and a $15.1 million upfront license fee. Sangamo is also eligible to receive commercial license fees of $5.0 million based upon a percentage of net sales and sublicensing revenue and thereafter a reduced royalty rate of 10.5% of net sales and sublicensing revenue. In addition, upon the achievement of certain cumulative commercial milestones Sigma will make milestone payments to Sangamo up to an aggregate of $25.0 million. | |||||||||||||
Revenues recognized under the agreement with Sigma for the years ended December 31, 2013, 2012 and 2011, were as follows (in thousands): | |||||||||||||
Year ended | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Revenue related to Sigma Collaboration: | |||||||||||||
Royalty revenues | $ | 824 | $ | 1,288 | $ | 938 | |||||||
License fee and milestone revenues | 1,351 | 1,000 | 671 | ||||||||||
Total | $ | 2,175 | $ | 2,288 | $ | 1,609 | |||||||
Related costs and expenses incurred under the Sigma agreement were $0.2 million, $0.3 million and $0.5 million during 2013, 2012 and 2011, respectively. | |||||||||||||
Agreement with Dow AgroSciences in Plant Agriculture | |||||||||||||
In October 2005, Sangamo entered into an exclusive commercial license with DAS. Under this agreement, Sangamo is providing DAS with access to its proprietary ZFP technology and the exclusive right to use the technology to modify the genomes or alter the nucleic acid or protein expression of plant cells, plants, or plant cell cultures. Sangamo has retained rights to use plants or plant-derived products to deliver ZFP transcription factors (ZFP TFs) or ZFP nucleases (ZFNs) into humans or animals for diagnostic, therapeutic or prophylactic purposes. The Company’s agreement with DAS provided for an initial three-year research term. In June 2008, DAS exercised its option under the agreement to obtain a commercial license to sell products incorporating or derived from plant cells generated using the Company’s ZFP technology, including agricultural crops, industrial products and plant-derived biopharmaceuticals. The exercise of the option triggered a one-time commercial license fee of $6.0 million, payment of the remaining $2.3 million of the previously agreed $4.0 million in research milestones, development and commercialization milestone payments for each product, and royalties on sales of products. Furthermore, DAS has the right to sublicense Sangamo’s ZFP technology to third parties for use in plant cells, plants, or plant cell cultures, and Sangamo will be entitled to 25% of any cash consideration received by DAS under such sublicenses. In December 2010, the Company amended its agreement with DAS to extend the period of reagent manufacturing services and research services through December 31, 2012. | |||||||||||||
The agreement also provides for minimum sublicense fees each year due to Sangamo every October, provided the agreement is not terminated by DAS. Annual fees range from $250,000 to $3.0 million and total $25.3 million over 11 years. The Company does not have any performance obligations with respect to the sublicensing activities to be conducted by DAS. DAS has the right to terminate the agreement at any time; accordingly, the Company’s actual sublicense fees over the term of the agreement could be lower than $25.3 million. In addition, each party may terminate the agreement upon an uncured material breach of the agreement by the other party. In the event of any termination of the agreement, all rights to use the Company’s ZFP technology will revert to Sangamo, and DAS will no longer be permitted to practice Sangamo’s ZFP technology or to develop or, except in limited circumstances, commercialize any products derived from the Company’s ZFP technology. | |||||||||||||
Revenues under the agreement were $3.0 million, $4.7 million and $4.5 million during 2013, 2012 and 2011, respectively. Related costs and expenses incurred under the agreement were $0.4 million, $0.6 million and $0.9 million during 2013, 2012 and 2011, respectively. | |||||||||||||
Funding from Research Foundations | |||||||||||||
California Institute for Regenerative Medicine - HIV | |||||||||||||
In October 2009, CIRM, a State of California entity, granted a $14.5 million Disease Team Research Award to develop an HIV/AIDS therapy based on the application of ZFN gene editing technology in hematopoietic stem cells (HSCs). The four year grant supports an innovative research project conducted by a multidisciplinary team of investigators, including investigators from the University of Southern California, City of Hope National Medical Center and Sangamo BioSciences. Sangamo received funds totaling $5.2 million from the total amount awarded based on expenses incurred for research and development efforts by Sangamo as prescribed in the agreement, and subject to its terms and conditions. The award is intended to substantially fund Sangamo’s research and development efforts related to the agreement. The State of California has the right to receive, subject to the terms and conditions of the agreement between Sangamo and CIRM, payments from Sangamo resulting from sales of a commercial product resulting from research and development efforts supported by the grant, not to exceed two times the amount Sangamo receives in funding under the agreement with CIRM. As of December 31, 2013, all revenues under the award have been recognized and all funds have been received. | |||||||||||||
Revenues attributable to research and development performed under the CIRM grant agreement were $1.2 million, $1.2 million and $1.7 million during 2013, 2012 and 2011, respectively. Related costs during 2013, 2012 and 2011 were $1.8 million, $1.2 million and $2.0 million, respectively. | |||||||||||||
California Institute for Regenerative Medicine - Beta-Thalassemia | |||||||||||||
In May 2013, CIRM granted the Company a $6.4 million Strategic Partnership Award to develop a potentially curative ZFP Therapeutic for beta-thalassemia based on the application of its ZFN gene editing technology in HSCs. The four year grant provides matching funds for preclinical work that will support an IND application and a Phase 1 clinical trial in transfusion-dependent beta-thalassemia patients. The State of California has the right to receive, subject to the terms and conditions of the agreement between Sangamo and CIRM, payments from Sangamo, or its collaborators, from sales of a commercial product resulting from research and development efforts supported by the grant, in accordance with Title 17, California Code of Regulations, Section 100600. | |||||||||||||
Revenue attributable to research and development performed under the CIRM grant agreement for beta-thalassemia was $0.1 million in 2013. Related costs during 2013 were $0.4 million. | |||||||||||||
CHDI Foundation, Inc. | |||||||||||||
In April 2011, Sangamo entered into an agreement with the CHDI to develop a novel therapeutic for HD based on Sangamo’s proprietary ZFP technology. The ZFP therapeutic approach targets the gene that causes HD, an inherited neurodegenerative disease for which there are currently no therapies available to slow the disease progression. Under the agreement with CHDI, and subject to its terms and conditions, CHDI paid the Company $1.3 million, the total funds due under the agreement, over a period of one year which is intended to substantially fund the Company’s research efforts related to the agreement. During 2012, the agreement was amended to extend the project through August 2012 and to increase total potential funding from $1.3 million to $2.1 million, plus reimbursement for certain direct expenses related to the project. The agreement with CHDI terminated on August 31, 2012. | |||||||||||||
Revenues attributable to research and development performed under the CHDI collaboration agreement were $1.1 million during 2012 and 2011. Related costs during 2012 and 2011 were $1.1 million and $1.2 million, respectively. There were no such revenues or related costs in 2013. | |||||||||||||
The Juvenile Diabetes Research Foundation International | |||||||||||||
In October 2006, Sangamo entered into an agreement with the Juvenile Diabetes Research Foundation International (JDRF) to provide financial support for one of Sangamo’s Phase 2 human clinical studies of the Company’s product candidate SB-509, a ZFP Therapeutic that was in development for the treatment of diabetic neuropathy. In January 2010, JDRF and Sangamo amended the agreement and, subject to its terms and conditions, JDRF agreed to provide additional funding of up to $3.0 million for a Phase 2b trial in diabetic neuropathy. | |||||||||||||
In October 2011, the Company announced that it would not pursue additional clinical development of the SB-509 program. In March 2012, the Company received a final payment of $0.8 million for work performed under the agreement. The Company does not expect to receive additional funding under the agreement. | |||||||||||||
Revenues attributable to research and development activities performed under the JDRF agreements were $0.8 million and $0.5 million during 2012 and 2011. There were no such revenues or related costs in 2013. | |||||||||||||
The Michael J. Fox Foundation for Parkinson’s Research | |||||||||||||
In January 2007, the Company entered into a partnership with the Michael J. Fox Foundation for Parkinson’s Research (MJFF) to provide financial support of the Company’s program to develop ZFP TFs to activate the expression of glial cell line-derived neurotrophic factor (GDNF). Under the agreement with MJFF and subject to its terms and conditions, MJFF paid the Company $1.0 million, the total funds due under the agreement. In June 2010, the Company received a commitment for additional funding of $0.9 million from MJFF to support further studies of ZFP TF activators of GDNF and intended to substantially fund Sangamo research efforts related to the agreement. The Company has received the entire $1.9 million in funding available under the agreements with MJFF and does not expect to receive any further funding under this agreement. | |||||||||||||
Revenue attributable to research and development performed under the MJFF agreement was $0.4 million in 2011. There were no such revenues in 2013 or 2012. |
Acquisition_of_Ceregene
Acquisition of Ceregene | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Acquisition of Ceregene | ' | ||||||||
NOTE 6 – ACQUISITION OF CEREGENE | |||||||||
On August 23, 2013, Sangamo and its wholly-owned subsidiary CG Acquisition Sub, Inc., a Delaware corporation, entered into an Agreement and Plan of Merger (the Merger Agreement) with Ceregene, and a stockholders’ representative. Pursuant to the Merger Agreement, the Company acquired all outstanding shares of Ceregene, a privately held biotechnology company focused on the development of AAV gene therapies. The acquired assets include all of Ceregene’s therapeutic programs, including CERE-110 for the treatment of AD is currently in a Phase 2 clinical trial. In addition to the clinical assets acquired, the Company acquired certain intellectual property rights relating to the manufacturing of AAV, and certain toxicology data and safety and efficacy data from Ceregene’s human clinical trials, which will be used in the preparation and filing of IND applications for Sangamo’s in vivo ZFP Therapeutics, particularly those that target the brain. The acquisition closed on October 1, 2013 (the Closing Date). | |||||||||
Under the Merger Agreement, the aggregate consideration transferred or transferable by Sangamo to former Ceregene stockholders at closing consisted of 100,000 shares of Sangamo common stock, with an approximate fair value of $1.2 million. In addition, Sangamo may be required to make contingent earn-out payments (the Earn-Out Payments) to the stockholders of Ceregene as follows: | |||||||||
• | If the Company grants a third-party license to develop and commercialize Ceregene’s CERE-110 for the treatment of (AD) or CERE-120 for the treatment of Parkinson’s diseases or HD (the Earn-Out Products), the Company is required to pay a double digit percentage of any upfront and milestone payments the Company receives for such license, subject to certain reductions based on expenses incurred by the Company in the development of the Earn-Out Products; and | ||||||||
• | If the Company commercializes any Earn-Out Product itself, the Company is required to pay, for each Earn-Out Product, royalty-like earnout payments as a percentage of net sales that range in the low double digits depending upon the amount of net sales, subject to certain reductions by the Company. | ||||||||
Also on the Closing Date, Sangamo, Ceregene and certain of Ceregene’s stockholders entered into an indemnity escrow agreement, pursuant to which $0.3 million of Ceregene remaining cash was deposited in an escrow account for the benefit of Sangamo to satisfy indemnity obligations of the stockholders under the Merger Agreement. | |||||||||
In accordance with the Merger Agreement, each issued and outstanding share of Ceregene capital stock was cancelled and converted into the right to receive the merger consideration described in the Merger Agreement. | |||||||||
The Ceregene acquisition was accounted for as a business combination in accordance with the guidance ASC Topic 805. The operating results of Ceregene after the Closing Date have been included in the Company’s Consolidated Statements of Operations. The Company’s Consolidated Balance Sheet as of December 31, 2013 reflects the acquisition of Ceregene. | |||||||||
Consideration Transferred | |||||||||
The following table summarizes the estimated fair value of the consideration transferred by Sangamo to the Ceregene stockholders on the Closing Date (in thousands): | |||||||||
Sangamo shares of common stock | $ | 1,200 | |||||||
Contingent earn-out | 1,510 | ||||||||
Total purchase consideration | $ | 2,710 | |||||||
Fair Value Estimate of Assets Acquired and Liabilities Assumed | |||||||||
The following table summarizes the estimated fair value of the net assets acquired as of the Closing Date (in thousands): | |||||||||
Cash and equivalents | $ | 79 | |||||||
Accounts receivable | 22 | ||||||||
Identifiable intangible assets | 1,870 | ||||||||
Goodwill | 1,585 | ||||||||
Total assets acquired | 3,556 | ||||||||
Deferred tax liability | (748 | ) | |||||||
Accounts payable and accrued liabilities | (98 | ) | |||||||
Total liabilities assumed | (846 | ) | |||||||
Net assets acquired | $ | 2,710 | |||||||
Intangible Assets | |||||||||
Intangible assets for in-process research and development (IPR&D) consist of Ceregene’s two clinical product candidates, CERE-110 for the treatment of AD and CERE-120 for the treatment of Parkinson’s disease. The Company determined that the combined Closing Date estimated fair values of CERE-110 and CERE-120 was $1.9 million. The Company used an income approach, which is a measurement of the present value of the net economic benefit or cost expected to be derived from an asset or liability, to measure the fair value of these two product candidates. Under the income approach, an intangible asset’s fair value is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. | |||||||||
To calculate the fair value of CERE-110 and CERE-120 under the income approach, the Company used probability-weighted cash flows discounted at a rate considered appropriate given the inherent risks associated with this type of asset. The Company estimated a present value discount rate based on the estimated weighted-average cost of capital for companies with profiles substantially similar to that of Ceregene. This estimates the rate that market participants would use to value this asset. Cash flows were generally assumed to extend either through or beyond the patent life of the asset, depending on the circumstances particular to the asset. In addition, the Company compensated for additional risks, including the phase of development, historical clinical results and the lack of approved gene therapy products, by probability-adjusting the Company’s estimation of the expected future cash flows for these product candidates. The Company believes that the level and timing of cash flows appropriately reflect market participant assumptions. The projected cash flows from this project were based on key assumptions such as estimates of revenues and operating profits related to the project considering its stage of development; the time and resources needed to complete the development and approval of the related product candidate; the life of the potential commercialized product and associated risks, including the inherent difficulties and uncertainties in developing a drug compound such as obtaining marketing approval from the FDA and other regulatory agencies. | |||||||||
A summary of these assets and estimated fair values at the Closing Date is as follows (in thousands): | |||||||||
Value of Intangible | |||||||||
Assets Acquired | |||||||||
CERE-110 for the treatment of Alzheimer’s disease | $ | 1,640 | |||||||
CERE-120 for the treatment of Parkinson’s disease | 230 | ||||||||
Total identifiable intangible assets | $ | 1,870 | |||||||
IPR&D is an intangible asset classified as an indefinite-lived until the completion or abandonment of the associated research and development effort, and will be amortized over an estimated useful life to be determined at the date the project is completed. IPR&D is not amortized during this period, but rather tested for impairment. | |||||||||
Goodwill | |||||||||
The excess of the consideration transferred over the fair values assigned to the assets acquired and liabilities assumed was $1.6 million, which represents the goodwill amount resulting from the acquisition. Goodwill represents benefits that Sangamo believes will result from combining its operations with the operations of Ceregene and any intangible assets that do not qualify for separate recognition, as well as any future, yet unidentified products. Goodwill recorded includes $0.7 million related to a deferred tax liability. The deferred tax liability is due to the Company’s recognition of the acquired IPR&D assets for financial statement purposes but not for tax purposes. | |||||||||
None of the goodwill is expected to be deductible for income tax purposes. The Company will test goodwill for impairment on an annual basis or sooner, if deemed necessary. As of December 31, 2013, there were no changes in the Goodwill recorded from the acquisition of Ceregene. | |||||||||
Liability for Contingent Consideration | |||||||||
In addition to the transfer of Sangamo common stock, the Company may be required to make contingent Earn-Out Payments if the Company grants a third-party license to develop and commercialize the Earn-Out Products or if the Company commercializes any Earn-Out Product itself. These payments are a percentage of any upfront or milestone payments received in the case Sangamo grants a third-party license to develop and commercialize the Earn-Out Products, or are a percentage of net sales in the case Sangamo develops and commercialized the Earn-Out Products itself. The total maximum payment is not limited, other than due to size of the upfront and milestone payments received or the net sales of the products. | |||||||||
The fair value of the liability for the contingent consideration recognized on the Close Date was $1.5 million. The Company determined the fair value of the liability for the contingent consideration based on a probability-weighted discounted cash flow analysis. | |||||||||
The fair value of the contingent consideration liability associated with those future earnout payments was based upon reasonable assumptions. | |||||||||
Escrow Account Liability | |||||||||
On the Closing Date, $0.3 million of Ceregene’s remaining cash, payable to the Ceregene stockholders, was placed in an escrow account to be held until October 1, 2014, to secure the indemnification rights of Sangamo and other indemnities with respect to certain matters, including breaches of general representations and warranties included in the Merger Agreement. | |||||||||
Acquisition-Related Transaction Costs | |||||||||
The Company recognized $0.1 million in acquisition-related transaction expenses in the year ended December 31, 2013. These costs are included in the “General and administrative” expense line item in the Consolidated Statement of Operations for the year ended December 31, 2013. | |||||||||
Revenues and Operating Expenses | |||||||||
Ceregene did not record any revenues for the period from the Close Date to December 31, 2013. There were no material operating expenses included in Sangamo’s Consolidated Statement of Operations. | |||||||||
Proforma Information | |||||||||
The following unaudited supplemental pro forma information presents the Company’s financial results as if the acquisition of Ceregene had occurred on January 1, 2012. This supplemental pro forma information has been prepared for comparative purposes and does not purport to be indicative of what would have occurred had the acquisition been made on January 1, 2012, nor are they indicative of any future results. | |||||||||
Year Ended December 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands except per share data) | |||||||||
Net loss | $ | (30,997 | ) | $ | (27,446 | ) | |||
Basic net loss per share | $ | (0.55 | ) | $ | (0.52 | ) | |||
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
NOTE 7 – PROPERTY AND EQUIPMENT | |||||||||
Property and equipment consist of the following (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Laboratory equipment | $ | 3,208 | $ | 2,950 | |||||
Furniture and fixtures | 563 | 499 | |||||||
Leasehold improvements | 1,156 | 1,046 | |||||||
4,927 | 4,495 | ||||||||
Less accumulated depreciation and amortization | (3,521 | ) | (2,952 | ) | |||||
$ | 1,406 | $ | 1,543 | ||||||
Depreciation and amortization expense was $0.6 million for 2013, 2012 and 2011. In 2012, the Company disposed of $0.5 million in fixed assets with associated accumulated depreciation of $0.4 million. The Company recognized a $0.1 million loss on the write-off of these assets. |
Commitments
Commitments | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Commitments | ' | ||||
NOTE 8 – COMMITMENTS | |||||
Sangamo occupies office and laboratory space under operating leases in Richmond, California. On August 1, 2013, Sangamo amended its lease agreement wherein the lease was extended through August 2019. Rent expenses were $0.7 million in 2013 and $0.6 million for 2012, and 2011. Future minimum payments under contractual obligations at December 31, 2013 consist of the following (in thousands): | |||||
Fiscal Year: | Operating | ||||
Lease | |||||
2014 | $ | 570 | |||
2015 | 668 | ||||
2016 | 688 | ||||
2017 | 709 | ||||
2018 | 730 | ||||
Thereafter | 496 | ||||
Total minimum payments | $ | 3,861 | |||
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||
Stockholders' Equity | ' | ||||||||||||||||
NOTE 9 – STOCKHOLDERS’ EQUITY | |||||||||||||||||
Preferred Stock | |||||||||||||||||
The Company has 5,000,000 preferred shares authorized, which may be issued at the Board of director’s discretion. | |||||||||||||||||
Common Stock | |||||||||||||||||
On September 23, 2013, Sangamo completed an underwritten public offering of its common stock, in which the Company sold an aggregate of 7,015,000 shares of its common stock, including 915,000 shares issued to the Underwriters pursuant to a 30-day overallotment option, at a public offering price of $10.58 per share. The net proceeds to Sangamo from the sale of shares in this offering, after deducting underwriting discounts and commissions and other estimated offering expenses, were approximately $69.5 million. | |||||||||||||||||
Stock Incentive Plan | |||||||||||||||||
On April 18, 2013, Sangamo’s board of directors adopted, subject to stockholder approval, the Company’s 2013 Stock Incentive Plan (the 2013 Plan) as the successor to the Company’s 2004 Stock Incentive Plan (the 2004 Plan). At the Annual Meeting of Stockholders held on June 12, 2013, the 2013 Plan was approved by the Company’s stockholders and became effective. In connection with the approval by stockholders of the 2013 Plan, outstanding awards under the 2004 Plan were transferred to the 2013 Plan. The 2004 Plan was terminated and no further awards will be made pursuant to the 2004 Plan. | |||||||||||||||||
Under the 2013 Plan, the option exercise price per share will generally not be less than 100 percent of the fair value per share of common stock on the option grant date, and the option term will not exceed ten years. If the person to whom the option is granted is a 10 percent stockholder, and the option granted qualifies as an Incentive Stock Option Grant, then the exercise price per share will not be less than 110 percent of the fair value per share of common stock on the option grant date, and the option term will not exceed five years. Options granted under the 2013 Plan generally vest over four years at a rate of 25 percent one year from the grant date and one thirty-sixth per month thereafter and expire ten years after the grant, or earlier upon employment termination. Certain options previously granted under the 2004 Plan to the Company’s non-employee directors are structured so that they may be exercised prior to vesting, with the related shares subject to Sangamo’s right to repurchase any shares that have not vested pursuant to the vesting schedule in effect for such award at the exercise price paid if the option holder’s board service terminates. Approximately 14.1 million shares were initially reserved for issuance under the 2013 Plan, including 9.7 million shares of common stock subject to outstanding awards previously granted under the 2004 Plan that were transferred to the 2013 Plan, and an additional 4.4 million shares of common stock. | |||||||||||||||||
The number of shares of common stock reserved for issuance under the 2013 Plan will be reduced: (i) on a 1-for-1 basis for each share of common stock subject to a stock option or stock appreciation right granted under the plan, (ii) on a 1-for-1 basis for each share of common stock issued pursuant to a full value award granted under the plan prior to the plan effective date, and (iii) by a fixed ratio of 1.33 shares of common stock for each share of common stock issued pursuant to a full-value award granted under the plan on or after the plan effective date. | |||||||||||||||||
Shares subject to any outstanding options or other awards under the 2013 Plan that expire or otherwise terminate prior to the issuance of the shares subject to those options or awards will be available for subsequent issuance under the 2013 Plan. Any unvested shares issued under the 2013 Plan that the Company subsequently purchases, pursuant to repurchase rights under the 2013 Plan, will be added back to the number of shares reserved for issuance under the 2013 Plan on a 1-for-1 basis or a 1.33-for-1 basis (depending on the ratio at which the share reserve was debited for the original award) and will accordingly be available for subsequent issuance in accordance with the terms of the plan. There are no net counting provisions in effect under the 2013 Plan. | |||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||
Sangamo’s 2010 Employee Stock Purchase Plan (Purchase Plan), which supersedes the 2000 Employee Stock Purchase Plan, provides a total reserve of 2,100,000 shares of common stock for issuance under the Purchase Plan. Eligible employees may purchase common stock at 85 percent of the lesser of the fair market value of Sangamo’s common stock on the first day of the applicable two-year offering period or the last day of the applicable six-month purchase period. | |||||||||||||||||
Stock Option Activity | |||||||||||||||||
A summary of Sangamo’s stock option activity is as follows: | |||||||||||||||||
Number of | Weighted- | Weighted Average | Aggregate | ||||||||||||||
Shares | Average | Remaining | Intrinsic | ||||||||||||||
Exercise per | Contractual Term | Value | |||||||||||||||
Share Price | |||||||||||||||||
(In years) | (In thousands) | ||||||||||||||||
Options outstanding at December 31, 2012 | 9,184,346 | $ | 6.21 | 6.46 | |||||||||||||
Options granted | 1,119,200 | $ | 11.75 | ||||||||||||||
Options exercised | (1,715,123 | ) | $ | 4.74 | |||||||||||||
Options canceled | (182,559 | ) | $ | 8.5 | |||||||||||||
Options outstanding at December 31, 2013 | 8,405,864 | $ | 7.2 | 6.26 | $ | 56,425 | |||||||||||
Options vested and expected to vest at December 31, 2013 | 8,046,932 | $ | 7.1 | 6.12 | $ | 54,849 | |||||||||||
Options exercisable at December 31, 2013 | 5,800,931 | $ | 6.84 | 5.05 | $ | 41,073 | |||||||||||
Newly created shares are issued upon exercise of options. There were no shares subject to Sangamo’s right of repurchase as of December 31, 2013. The intrinsic value of options exercised was $8.9 million, $0.6 million and $1.0 million during 2013, 2012 and 2011, respectively. | |||||||||||||||||
At December 31, 2013, the aggregate intrinsic values of the outstanding and exercisable options were $56.4 million and $41.1 million, respectively. The aggregate intrinsic value of options vested and expected to vest during 2013, 2012 and 2011 was $54.9 million, $8.5 million and $0.1 million, respectively. | |||||||||||||||||
The following table summarizes information with respect to stock options outstanding at December 31, 2013: | |||||||||||||||||
Options Outstanding and Exercisable | Options Exercisable | ||||||||||||||||
Range of Exercise Price | Number of | Weighted Average | Number of | Weighted Average | |||||||||||||
Shares of | Remaining | Shares of | Exercise Price | ||||||||||||||
common stock | Contractual Life | common stock | |||||||||||||||
subject to options | subject to | ||||||||||||||||
options | |||||||||||||||||
(In years) | |||||||||||||||||
$2.55 – $3.25 | 212,844 | 7.77 | 59,647 | $ | 2.57 | ||||||||||||
$3.45 – $3.45 | 1,124,381 | 4.94 | 1,124,381 | $ | 3.45 | ||||||||||||
$3.80 – $5.26 | 661,565 | 3.33 | 596,146 | $ | 4.54 | ||||||||||||
$5.35 – $5.35 | 909,866 | 5.92 | 909,866 | $ | 5.35 | ||||||||||||
$5.41 – $5.41 | 1,134,524 | 8.89 | 270,040 | $ | 5.41 | ||||||||||||
$5.42 – $5.66 | 60,500 | 5.24 | 60,500 | $ | 5.46 | ||||||||||||
$5.70 – $5.70 | 945,120 | 6.93 | 676,970 | $ | 5.7 | ||||||||||||
$5.86 – $6.82 | 899,022 | 5.12 | 749,020 | $ | 6.45 | ||||||||||||
$6.92 – $11.99 | 365,342 | 5.42 | 267,361 | $ | 8.68 | ||||||||||||
$12.12 – $14.62 | 2,092,700 | 6.83 | 1,087,000 | $ | 14.05 | ||||||||||||
8,405,864 | 6.26 | 5,800,931 | $ | 6.84 | |||||||||||||
Restricted Stock Units | |||||||||||||||||
During 2013 and 2012, the Company issued 392,500 and 486,750 Restricted Stock Units (RSUs), respectively. The RSUs issued in 2013 and 2012 had a grant date fair value of $12.12 and $5.41, respectively. These awards will vest as follows: one-third of the award will vest in a series of three successive equal annual installments. During 2011, the Company issued 550,000 RSUs at a grant date fair value of $2.55. These awards will vest as follows: one-third of the award will vest on the second anniversary of the award date and two-thirds of the award will vest on the third anniversary of the award date. The aggregate value of shares vested during 2013, 2012 and 2011 was $4.1 million, $0.1 million and $0.2 million, respectively. | |||||||||||||||||
A summary of Sangamo’s RSU activity is as follows: | |||||||||||||||||
Number of | Weighted Average | Aggregate Intrinsic | |||||||||||||||
Shares | Remaining | Value | |||||||||||||||
Contractual Term | |||||||||||||||||
(In years) | (In thousands) | ||||||||||||||||
RSUs outstanding at December 31, 2012 | 1,036,750 | ||||||||||||||||
RSUs awarded | 392,500 | ||||||||||||||||
RSUs released | (341,843 | ) | |||||||||||||||
RSUs forfeited | (23,750 | ) | |||||||||||||||
RSUs outstanding at December 31, 2013 | 1,063,657 | 1.46 | $ | 14,774 | |||||||||||||
RSUs vested and expected to vest at December 31, 2013 | 925,882 | 1.43 | $ | 12,860 | |||||||||||||
RSUs that vested in 2013, 2012 and 2011 were net-share settled such that the Company withheld shares with value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes, and remitted the cash to the appropriate taxing authorities. The total shares withheld were approximately 167,138 and 8,937 for 2013 and 2011, respectively, and were based on the value of the RSUs on their respective vesting dates as determined by the Company’s closing stock price. There were no such shares withheld in 2012. Total payments for the employees’ tax obligations to taxing authorities were $2.0 million and $0.1 million in 2013 and 2011, respectively, and are reflected as a financing activity within the Consolidated Statements of Cash Flows. These net-share settlements had the effect of share repurchases by the Company as they reduced and retired the number of shares that would have otherwise been issued as a result of the vesting and did not represent an expense to the Company. | |||||||||||||||||
As of December 31, 2013, there were 2,929,590 shares were reserved for future awards under the Company’s 2013 Plan and 1,527,763 shares of common stock reserved for future issuance under the Purchase Plan. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
NOTE 10 – INCOME TAXES | |||||||||||||
The Company recorded no income tax expense. The principal difference between the statutory tax rate of 34% and the Company’s effective tax rate is due to the Company permanent differences related to stock compensation and its change in valuation allowance. | |||||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Assets: | |||||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carryforwards | $ | 81,944 | $ | 73,129 | |||||||||
Research and development tax credit carryforwards | 7,996 | 6,770 | |||||||||||
Capitalized research | — | 5 | |||||||||||
Stock-based compensation | 7,927 | 7,375 | |||||||||||
Deferred Revenue | 3,563 | — | |||||||||||
Other | 1,677 | 937 | |||||||||||
Total deferred tax asset | 103,107 | 88,216 | |||||||||||
Valuation allowance | (103,107 | ) | (88,216 | ) | |||||||||
Net deferred tax assets | $ | — | $ | — | |||||||||
Liabilities: | |||||||||||||
Net deferred tax liability related to intangible assets | (748 | ) | — | ||||||||||
Total deferred tax liability | $ | (748 | ) | $ | — | ||||||||
As part of accounting for the acquisition of Ceregene, the Company recorded goodwill and intangible assets. The intangible assets acquired are for the use in a particular research and development project IPR&D and are considered indefinite-lived assets. They will remain indefinite lived until the completion or abandonment of the associated research and development efforts. Since the intangible assets acquired have no tax basis, a deferred tax liability was established due to the difference between the book and tax bases for those assets. The indefinite-lived asset is not treated as a future source of income and, therefore, no valuation allowance is released until the assets are amortized or abandoned, | |||||||||||||
Realization of deferred tax assets is dependent upon future earnings, if any, the timing and amount of which are uncertain. Accordingly, the net deferred tax assets have been fully offset by a valuation allowance. The valuation allowance increased by $14.9 million, $5.4 million and $19.7 million for the years ended December 31, 2013, 2012 and 2011, respectively. As of December 31, 2013, Sangamo had net operating loss carryforwards for federal and state income tax purposes of approximately $209 million and $199 million, respectively. If not utilized, the net federal and state operating loss carryforwards will begin to expire in 2018 and 2014 respectively. The Company also has federal and state research tax credit carryforwards of $6.2 million and $6.5 million, respectively. The federal research credits will begin to expire in 2018 while the state research credits have no expiration date. Utilization of the Company’s net operating loss carryforwards and research tax credit carryforwards may be subject to substantial annual limitations due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. The annual limitation could result in the expiration of the net operating loss carryforwards and research tax credit carryforwards before utilization. | |||||||||||||
The Company files U.S and state income tax returns with varying statutes of limitations. The tax years from 1998 forward remain open to examination due to the carryover of net operating losses or tax credits. The Company also files a UK income tax return, and the tax years from 2007 and thereafter remain open to examination. | |||||||||||||
The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. As of December 31, 2013, the Company had no accrued interest and/or penalties. The unrecognized tax benefits may change during the next year for items that arise in the ordinary course of business. In the event that any unrecognized tax benefits are recognized, the effective tax rate will not be affected. | |||||||||||||
The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Beginning balance | $ | 2,735 | $ | 2,750 | $ | 1,896 | |||||||
Additions based on tax positions related to the current year | 294 | 153 | 589 | ||||||||||
Additions for tax positions of prior years | 153 | 58 | 265 | ||||||||||
Reductions for tax positions of prior years | — | (227 | ) | — | |||||||||
Ending balance | $ | 3,182 | $ | 2,734 | $ | 2,750 | |||||||
Accounts_Payable_and_Accrued_L
Accounts Payable and Accrued Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accounts Payable and Accrued Liabilities | ' | ||||||||
NOTE 11 – ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | |||||||||
Accounts payable and accrued liabilities consist of the following (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accounts payable | $ | 3,022 | $ | 3,046 | |||||
Accrued clinical trial expense | 727 | 615 | |||||||
Accrued professional fees | 510 | 238 | |||||||
Deferred rent | 121 | 94 | |||||||
Other | — | 20 | |||||||
Total accounts payable and accrued liabilities | $ | 4,380 | $ | 4,013 | |||||
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2013 | |
Compensation And Retirement Disclosure [Abstract] | ' |
Employee Benefit Plan | ' |
NOTE 12 – EMPLOYEE BENEFIT PLAN | |
The Company sponsors a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code covering all full-time employees (Sangamo 401(k) Plan). The Sangamo 401(k) Plan is intended to qualify under Section 401 of the Internal Revenue Code. | |
The Company matched contributions by employees equal to 50% of the first 6% of employee contributions up to a limit of $1,500 in 2013 and $1,000 in 2012. Matching funds are fully vested when contributed. Contributions to the Sangamo 401(k) Plan were $0.1 million in both years ended December 31, 2013 and 2012. There were no such contributions in 2011. |
Quarterly_Financial_Data
Quarterly Financial Data | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||
Quarterly Financial Data | ' | ||||||||||||||||||||||||||||||||
NOTE 13 – QUARTERLY FINANCIAL DATA (UNAUDITED) | |||||||||||||||||||||||||||||||||
The following table sets forth certain unaudited quarterly financial data for the eight quarters ended December 31, 2013. The unaudited information set forth below has been prepared on the same basis as the audited information and includes all adjustments necessary to present fairly the information set forth herein. The operating results for any quarter are not indicative of results for any future period. All data is in thousands except per common share data. | |||||||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||||||
Q1 | Q2 | Q3 | Q4 | Q1 | Q2 | Q3 | Q4 | ||||||||||||||||||||||||||
Revenues | $ | 4,623 | $ | 6,934 | $ | 5,707 | $ | 6,869 | $ | 3,243 | $ | 4,574 | $ | 4,907 | $ | 8,931 | |||||||||||||||||
Expenses | $ | 11,528 | $ | 12,402 | $ | 11,866 | $ | 15,043 | $ | 10,526 | $ | 10,318 | $ | 10,709 | $ | 12,300 | |||||||||||||||||
Net loss | $ | (6,885 | ) | $ | (5,450 | ) | $ | (6,145 | ) | $ | (8,144 | ) | $ | (7,268 | ) | $ | (5,728 | ) | $ | (5,790 | ) | $ | (3,478 | ) | |||||||||
Net loss per share | $ | (0.13 | ) | $ | (0.10 | ) | $ | (0.11 | ) | $ | (0.13 | ) | $ | (0.13 | ) | $ | (0.11 | ) | $ | (0.11 | ) | $ | (0.07 | ) |
Subsequent_Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Event | ' |
NOTE 14 – SUBSEQUENT EVENT | |
On January 8, 2014, the Company entered into a Global Research, Development and Commercialization Collaboration and License Agreement (the Agreement) with Biogen Idec Inc. (Biogen), pursuant to which Sangamo and Biogen will collaborate to discover, develop, seek regulatory approval for and commercialize therapeutics based on Sangamo’s ZFP technology for hemoglobinopathies, including beta-thalassemia and sickle cell disease (SCD). | |
Under the Agreement, Sangamo and Biogen will jointly conduct two research programs: the beta-thalassemia program and the SCD program. In the beta-thalassemia program, Sangamo is responsible for all discovery, research and development activities through the first human clinical trial for the first ZFP therapeutic developed under the Agreement for the treatment of beta-thalassemia. In the SCD program, both parties are responsible for research and development activities through the submission of an IND application for ZFP therapeutics intended to treat SCD. Under both programs, Biogen is responsible for subsequent worldwide clinical development, manufacturing and commercialization of licensed products developed under the Agreement. At the end of specified research terms for each program or under certain specified circumstances, Biogen retains the right to step in and take over any remaining activities of Sangamo. Furthermore, Sangamo has an option to co-promote in the United States any licensed product to treat beta-thalassemia and SCD developed under the Agreement, and Biogen agrees to compensate Sangamo for such co-promotion activities. | |
Under the Agreement, Sangamo will receive an upfront license fee of $20.0 million. Biogen will reimburse Sangamo for its costs incurred in connection with research and development activities conducted by Sangamo. In addition, Sangamo is eligible to receive development milestone payments upon the achievement of specified regulatory, clinical development and commercialization milestones. The total amount of potential regulatory, clinical development, commercialization and sales milestone payments, assuming the achievement of all specified milestones in the Agreement, is $293.8 million, including Phase 1 milestone payments of $7.5 million for each of the beta-thalassemia and SCD programs. In addition, Biogen agrees to pay Sangamo incremental royalties for each licensed product that are tiered double-digit percentage of annual net sales of such product. | |
Subject to the terms of the Agreement, Sangamo grants Biogen an exclusive, royalty-bearing license, with the right to grant sublicenses, to use certain ZFP and other technology controlled by Sangamo for the purpose of researching, developing, manufacturing and commercializing licensed products developed under the Agreement. Sangamo also grants Biogen a non-exclusive, worldwide, royalty free, fully paid license, with the right to grant sublicenses, of Sangamo’s interest in certain other intellectual property developed pursuant to the Agreement. |
Organization_and_Summary_of_Si1
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Accounting Policies [Abstract] | ' | |||
Basis of Presentation | ' | |||
Basis of Presentation | ||||
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Actual results could differ from those estimates. The consolidated financial statements include the accounts of Sangamo and its wholly owned subsidiaries, Ceregene and Gendaq Limited, after elimination of all intercompany balances and transactions. | ||||
Business Combinations | ' | |||
Business Combinations | ||||
The Company accounted for the acquisition of Ceregene in accordance with Accounting Standards Codification (ASC) Topic 805, Business Combinations. ASC Topic 805 establishes principles and requirements for recognizing and measuring the total consideration transferred to and the assets acquired, liabilities assumed and any non-controlling interests in the acquired target in a business combination. ASC Topic 805 also provides guidance for recognizing and measuring goodwill acquired in a business combination; requires purchased in-process research and development to be capitalized at fair value as intangible assets at the time of acquisition; requires acquisition-related expenses and restructuring costs to be recognized separately from the business combination; expands the definition of what constitutes a business; and requires the acquirer to disclose information that users may need to evaluate and understand the financial effect of the business combination. | ||||
Cash and Cash Equivalents | ' | |||
Cash and Cash Equivalents | ||||
Sangamo considers all highly liquid investments purchased with original maturities of three months or less at the purchase date to be cash equivalents. Cash and cash equivalents consist of deposits in money market investment accounts, government sponsored entity debt securities, US Treasury debt securities and corporate bank accounts. | ||||
As part of the acquisition of Ceregene, Sangamo was required to set aside $0.3 million in an escrow account until October 1, 2014. The cash hold in escrow was recorded as restricted cash. | ||||
Marketable Securities | ' | |||
Marketable Securities | ||||
Sangamo classifies its marketable securities as available-for-sale and records its investments at estimated fair value based on quoted market prices or observable market inputs of almost identical assets, with the unrealized holding gains and losses included in accumulated other comprehensive income. | ||||
The Company’s investments are subject to a periodic impairment review. The Company recognizes an impairment charge when a decline in the fair value of its investments below the cost basis is judged to be other-than-temporary. The Company considers various factors in determining whether to recognize an impairment charge, including the length of time and extent to which the fair value has been less than the Company’s cost basis, the financial condition and near-term prospects of the investee, and the Company’s intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in the market value. Realized gains and losses on available-for-sale securities are included in other (expense)/income, which is determined using the specific identification method. | ||||
Fair Value Measurements | ' | |||
Fair Value Measurements | ||||
The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value due to their short maturities. Marketable securities and contingent consideration liabilities are stated at their estimated fair values. The counterparties to the agreements relating to the Company’s investment securities generally can consist of the US Treasury, various major corporations, governmental agencies and financial institutions with high credit standing. | ||||
Property and Equipment | ' | |||
Property and Equipment | ||||
Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets (generally three to five years). For leasehold improvements, amortization is calculated using the straight-line method based on the shorter of the useful life or the lease term. The Company reviews its property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. | ||||
Revenue Recognition | ' | |||
Revenue Recognition | ||||
Revenues from research activities made under strategic partnering agreements and collaborations are recognized as the services are provided when there is persuasive evidence that an arrangement exists, delivery has occurred, the price is fixed or determinable, and collectability is reasonably assured. Revenue generated from research and licensing agreements typically includes upfront signing or license fees, cost reimbursements, research services, minimum sublicense fees, milestone payments and royalties on future licensee’s product sales. | ||||
Multiple Element Arrangements prior to the adoption of ASU No. 2009-13, Revenue Recognition—Multiple Deliverable Revenue Arrangements (ASU 2009-13). For revenue arrangements entered into before January 1, 2011, that include multiple deliverables, the elements of such agreement were divided into separate units of accounting if the deliverables met certain criteria, including whether the fair value of the delivered items could be determined and whether there was evidence of fair value of the undelivered items. In addition, the consideration was allocated among the separate units of accounting based on their fair values, and the applicable revenue recognition criteria are considered separately for each of the separate units of accounting. Prior to the adoption of ASU 2009-13, the Company recognized nonrefundable signing, license or non-exclusive option fees as revenue when rights to use the intellectual property related to the license were delivered and over the period of performance obligations if the Company had continuing performance obligations. The Company estimated the performance period at the inception of the arrangement and reevaluated it each reporting period. Changes to these estimates were recorded on a prospective basis. | ||||
Multiple Element Arrangements after the adoption of ASU 2009-13. ASU 2009-13 amended the accounting standards for certain multiple element revenue arrangements to: | ||||
• | provide updated guidance on whether multiple elements exist, how the elements in an arrangement should be separated, and how the arrangement consideration should be allocated to the separate elements; | |||
• | require an entity to allocate arrangement consideration to each element based on a selling price hierarchy where the selling price for an element is based on vendor-specific objective evidence (VSOE), if available; third-party evidence (TPE), if available and VSOE is not available; or the best estimate of selling price (ESP), if neither VSOE nor TPE is available; and | |||
• | eliminate the use of the residual method and require an entity to allocate arrangement consideration using the relative selling price method. | |||
For revenue agreements with multiple element arrangements, such as license and development agreements, entered into on or after January 1, 2011, the Company allocates revenue to each non-contingent element based on the relative selling price of each element. When applying the relative selling price method, the Company determines the selling price for each deliverable using VSOE of selling price or TPE of selling price. If neither exists the Company uses ESP for that deliverable. Revenue allocated is then recognized when the basic four revenue recognition criteria are met for each element. The collaboration and license agreement entered into with Shire International GmbH, formerly Shire AG, (Shire) in January 2012 was evaluated under these amended accounting standards. | ||||
Additionally, the Company may be entitled to receive certain milestone payments which are contingent upon reaching specified objectives. These milestone payments are recognized as revenue in full upon achievement of the milestone if there is substantive uncertainty at the date the arrangement is entered into that objectives will be achieved and if the achievement is based on the Company’s performance. | ||||
Minimum annual sublicense fees are also recognized as revenue in the period in which such fees are due. Royalty revenues are generally recognized when earned and collectability of the related royalty payment is reasonably assured. The Company recognizes cost reimbursement revenue under collaborative agreements as the related research and development costs for services are rendered. Deferred revenue represents the portion of research or license payments received which have not been earned. | ||||
Sangamo’s research grants are typically multi-year agreements and provide for the reimbursement of qualified expenses for research and development as defined under the terms of the grant agreement. Revenue under grant agreements is recognized when the related qualified research expenses are incurred. | ||||
During 2013, revenues related to Shire, Sigma-Aldrich Corporation (Sigma) and Dow AgroSciences LLC (DAS) represented 68%, 9% and 12%, respectively, of total revenues. During 2012, revenues related Shire, Sigma and DAS represented 51%, 11% and 22% of total revenues, respectively. During 2011, revenues related to Sigma, DAS, California Institute for Regenerative Medicine (CIRM) and CHDI Foundation, Inc. (CHDI) represented 15%, 43%, 18% and 11% of total revenues, respectively. | ||||
Research and Development Expenses | ' | |||
Research and Development Expenses | ||||
Research and development costs are expensed as incurred. Research and development expenses consist of direct and research-related allocated overhead costs such as facilities costs, salaries and related personnel costs, and material and supply costs. In addition, research and development expenses include costs related to clinical trials, validation of the Company’s testing processes and procedures and as well as related overhead expenses. Research and development costs incurred in connection with collaborator-funded activities are expensed as incurred. Costs to acquire technologies that are utilized in research and development that have no alternative future use are expensed as incurred. | ||||
Stock-Based Compensation | ' | |||
Stock-Based Compensation | ||||
The Company measures and recognizes compensation expense for all stock-based payment awards made to Sangamo employees and directors, including employee share options, restricted stuck units (RSUs) and employee share purchases related to the Employee Share Purchase Plan (ESPP), based on estimated fair values at grant date. The fair value of stock-based awards is amortized over the vesting period of the award using a straight-line method. | ||||
To estimate the value of an award, the Company uses the Black-Scholes option pricing model. This model requires inputs such as expected life, expected volatility and risk-free interest rate. These inputs are subjective and generally require significant analysis and judgment to develop. While estimates of expected life and volatility are derived primarily from the Company’s historical data, the risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant commensurate with the expected life assumption. Further, the Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. The Company uses historical data to estimate pre-vesting option forfeitures and record stock-based compensation expense only for those awards that are expected to vest. | ||||
Intangible Assets - In-Process Research and Development | ' | |||
Intangible Assets – In-Process Research and Development | ||||
Intangible assets related to in-process research and development costs, or IPR&D, are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. Prior to completion of the research and development efforts, the assets are considered indefinite-lived. During this period, the assets will not be amortized but will be tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the IPR&D projects below their respective carrying amounts. The Company observed no impairment indicators of the recorded IPR&D in the year ended December 31, 2013 | ||||
Goodwill | ' | |||
Goodwill | ||||
Goodwill represents the excess of the consideration transferred over the estimated fair values of assets acquired and liabilities assumed in a business combination and is considered to be indefinite-lived. Goodwill is not amortized but is tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the goodwill below its carrying amount. The Company observed no impairment indicators of the recorded goodwill in the year ended December 31, 2013. | ||||
Contingent Consideration Liability | ' | |||
Contingent Consideration Liability | ||||
Under the merger agreement with Ceregene, the Company may be required to make contingent earn-out payments if the Company grants a third-party license to develop and commercialize certain product candidates acquired from Ceregene, or if the Company commercializes any of these product candidates itself. These earn-out payments will become payable in the period they are earned. In accordance with ASC Topic 805, Business Combinations, the Company determined the fair value of this liability for contingent consideration on the acquisition date using a probability-weighted discounted cash flow analysis. Future changes to the fair value of the contingent consideration will be determined each period and charged to expense in the “Changes in fair value of contingent liability” expense line item in the Consolidated Statements of Operations under operating expenses. | ||||
Income Taxes | ' | |||
Income Taxes | ||||
Income tax expense has been provided using the liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets if, based upon the available evidence, it is not more likely than not that the deferred tax assets will be realized. | ||||
Net Loss Per Share | ' | |||
Net Loss Per Share | ||||
Basic net loss per share has been computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is calculated by dividing net loss by the weighted average number of shares of common stock and potential dilutive securities outstanding during the period. | ||||
Because Sangamo is in a net loss position, diluted net loss per share excludes the effects of common stock equivalents consisting of options, which are all anti-dilutive. All stock options outstanding were excluded from the calculation of diluted net loss per share. Stock option outstanding at the end of 2013, 2012 and 2011 were 8,405,864, 9,184,346 and 8,346,190, respectively. | ||||
Segments | ' | |||
Segments | ||||
The Company operates in one segment. Management uses one measurement of profitability and does not segregate its business for internal reporting. As of December 31, 2013 and 2012, all of the Company’s assets were maintained in the U.S. For the years ended December 31, 2013, 2012 and 2011, 100% of revenues and operating expenses were generated and incurred in the U.S. | ||||
Recent Accounting Pronouncements | ' | |||
Recent Accounting Pronouncements | ||||
In February 2013, the FASB issued ASU No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This newly issued accounting standard requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. This ASU is effective for reporting periods beginning after December 15, 2012. The Company adopted this standard in the first quarter of 2013 and the adoption of this standard did not have an impact on its financial position or results of operations. |
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||
Summary of Fair Value Measurements of Cash Equivalents, Available-for-Sale Securities and Contingent Consideration Liabilities | ' | ||||||||||||||||
The fair value measurements of cash equivalents, available-for-sale securities and contingent consideration liabilities are identified at the following levels within the fair value hierarchy (in thousands): | |||||||||||||||||
December 31, 2013 | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 6,934 | $ | 6,934 | $ | — | $ | — | |||||||||
U.S. government sponsored entity debt securities | 121,290 | — | 121,290 | — | |||||||||||||
Total | $ | 128,224 | $ | 6,934 | $ | 121,290 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration liability | $ | 1,570 | $ | — | $ | — | $ | 1,570 | |||||||||
Total | $ | 1,570 | $ | — | $ | — | $ | 1,570 | |||||||||
December 31, 2012 | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds | 15,839 | 15,839 | — | — | |||||||||||||
U.S. government sponsored entity debt securities | 57,449 | — | 57,449 | — | |||||||||||||
Total | $ | 73,288 | $ | 15,839 | $ | 57,449 | $ | — | |||||||||
Schedule of Fair Value of Contingent Consideration Liability | ' | ||||||||||||||||
From the acquisition date of October 1, 2013 through December 31, 2013, the recognized amount of the liability for contingent consideration increased by $0.1 million primarily as the result of the passage of time. | |||||||||||||||||
Year ended | |||||||||||||||||
December 31, 2013 | |||||||||||||||||
Fair value on date of acquisition (October 1, 2013) | $ | 1,510 | |||||||||||||||
Change in fair value | 60 | ||||||||||||||||
Fair value at end of period | $ | 1,570 | |||||||||||||||
Marketable_Securities_Tables
Marketable Securities (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Investments Debt And Equity Securities [Abstract] | ' | ||||||||||||||||
Schedule of Investments | ' | ||||||||||||||||
The table below summarizes the Company’s cash equivalents and available-for-sale securities (in thousands): | |||||||||||||||||
Amortized | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||
Gains | (Losses) | ||||||||||||||||
December 31, 2013 | |||||||||||||||||
Cash equivalents: | |||||||||||||||||
Money market funds | $ | 6,934 | $ | — | $ | — | $ | 6,934 | |||||||||
Total | 6,934 | — | — | 6,934 | |||||||||||||
Available-for-sale securities: | |||||||||||||||||
U.S. government sponsored entity debt securities | 121,278 | 12 | — | 121,290 | |||||||||||||
Total cash equivalents and available-for-sale securities | $ | 128,212 | $ | 12 | $ | — | $ | 128,224 | |||||||||
December 31, 2012 | |||||||||||||||||
Cash equivalents: | |||||||||||||||||
U.S. government sponsored entity debt securities | $ | 2,997 | $ | — | $ | — | $ | 2,997 | |||||||||
Money market funds | 15,839 | — | — | 15,839 | |||||||||||||
Total | 18,836 | — | — | 18,836 | |||||||||||||
Available-for-sale securities: | |||||||||||||||||
U.S. government sponsored entity debt securities | 54,426 | 26 | — | 54,452 | |||||||||||||
Total cash equivalents and available-for-sale securities | $ | 73,262 | $ | 26 | $ | — | $ | 73,288 | |||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||
Stock-Based Compensation Expense | ' | ||||||||||||
The following table shows total stock-based compensation expense recognized in the consolidated statements of operations (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Research and development | $ | 3,204 | $ | 2,892 | $ | 3,769 | |||||||
General and administrative | 2,942 | 2,446 | 4,312 | ||||||||||
Total stock-based compensation expense | $ | 6,146 | $ | 5,338 | $ | 8,081 | |||||||
Assumptions Used for Estimating Fair Value of Employee Stock Options | ' | ||||||||||||
The assumptions used for estimating the fair value of the employee stock options are as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Risk-free interest rate | 1.50-1.88 | % | 0.74-1.34 | % | 0.93-2.11 | % | |||||||
Expected life of option (in years) | 5.36-5.38 | 5.40-5.58 | 5.39-5.41 | ||||||||||
Expected dividend yield of stock | 0 | % | 0 | % | 0 | % | |||||||
Expected volatility | 0.88 | 0.87-0.88 | 0.83-0.86 | ||||||||||
Weighted-Average Assumptions Used for Estimating Fair Value of ESPP Purchase Rights | ' | ||||||||||||
The weighted-average estimated fair value of shares purchased under the Company’s ESPP during 2013, 2012 and 2011 were $1.47, $2.51 and $1.62, respectively, based upon the assumptions in the Black-Scholes valuation model. The weighted–average assumptions used for estimating the fair value of the ESPP purchase rights are as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Risk-free interest rate | 0.05-0.61 | % | 0.05-0.30 | % | 0.05-0.61 | % | |||||||
Expected life of option (in years) | 0.5-2.0 | 0.5-2.0 | 0.5-2.0 | ||||||||||
Expected dividend yield of stock | 0 | % | 0 | % | 0 | % | |||||||
Expected volatility | 0.51-0.85 | 0.93-1.37 | 0.58-0.85 |
Major_Customers_Partnerships_a1
Major Customers, Partnerships and Strategic Alliances (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Shire AG [Member] | ' | ||||||||||||
Revenues Recognized under Agreement | ' | ||||||||||||
Revenues recognized under the agreement with Shire for the years ended December 31, 2013 and 2012, were as follows (in thousands): | |||||||||||||
Year ended | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Revenues related to Shire Collaboration: | |||||||||||||
Amortization of upfront fee | $ | 2,167 | $ | 1,986 | |||||||||
Research services | 14,286 | 9,026 | |||||||||||
Total | $ | 16,453 | $ | 11,012 | |||||||||
Sigma-Aldrich Corporation [Member] | ' | ||||||||||||
Revenues Recognized under Agreement | ' | ||||||||||||
Revenues recognized under the agreement with Sigma for the years ended December 31, 2013, 2012 and 2011, were as follows (in thousands): | |||||||||||||
Year ended | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Revenue related to Sigma Collaboration: | |||||||||||||
Royalty revenues | $ | 824 | $ | 1,288 | $ | 938 | |||||||
License fee and milestone revenues | 1,351 | 1,000 | 671 | ||||||||||
Total | $ | 2,175 | $ | 2,288 | $ | 1,609 | |||||||
Acquisition_of_Ceregene_Tables
Acquisition of Ceregene (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Summary of Estimated Fair Value of Consideration Transferred | ' | ||||||||
The following table summarizes the estimated fair value of the consideration transferred by Sangamo to the Ceregene stockholders on the Closing Date (in thousands): | |||||||||
Sangamo shares of common stock | $ | 1,200 | |||||||
Contingent earn-out | 1,510 | ||||||||
Total purchase consideration | $ | 2,710 | |||||||
Summary of Estimated Fair Value of Net Assets Acquired | ' | ||||||||
The following table summarizes the estimated fair value of the net assets acquired as of the Closing Date (in thousands): | |||||||||
Cash and equivalents | $ | 79 | |||||||
Accounts receivable | 22 | ||||||||
Identifiable intangible assets | 1,870 | ||||||||
Goodwill | 1,585 | ||||||||
Total assets acquired | 3,556 | ||||||||
Deferred tax liability | (748 | ) | |||||||
Accounts payable and accrued liabilities | (98 | ) | |||||||
Total liabilities assumed | (846 | ) | |||||||
Net assets acquired | $ | 2,710 | |||||||
Summary of Assets, Estimated Fair Values | ' | ||||||||
A summary of these assets and estimated fair values at the Closing Date is as follows (in thousands): | |||||||||
Value of Intangible | |||||||||
Assets Acquired | |||||||||
CERE-110 for the treatment of Alzheimer’s disease | $ | 1,640 | |||||||
CERE-120 for the treatment of Parkinson’s disease | 230 | ||||||||
Total identifiable intangible assets | $ | 1,870 | |||||||
Schedule of Supplemental Pro Forma Information | ' | ||||||||
This supplemental pro forma information has been prepared for comparative purposes and does not purport to be indicative of what would have occurred had the acquisition been made on January 1, 2012, nor are they indicative of any future results. | |||||||||
Year Ended December 31, | |||||||||
2013 | 2012 | ||||||||
(In thousands except per share data) | |||||||||
Net loss | $ | (30,997 | ) | $ | (27,446 | ) | |||
Basic net loss per share | $ | (0.55 | ) | $ | (0.52 | ) | |||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Summary of Property and Equipment | ' | ||||||||
Property and equipment consist of the following (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Laboratory equipment | $ | 3,208 | $ | 2,950 | |||||
Furniture and fixtures | 563 | 499 | |||||||
Leasehold improvements | 1,156 | 1,046 | |||||||
4,927 | 4,495 | ||||||||
Less accumulated depreciation and amortization | (3,521 | ) | (2,952 | ) | |||||
$ | 1,406 | $ | 1,543 | ||||||
Commitments_Tables
Commitments (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Summary of Future Minimum Payments under Contractual Obligations | ' | ||||
Future minimum payments under contractual obligations at December 31, 2013 consist of the following (in thousands): | |||||
Fiscal Year: | Operating | ||||
Lease | |||||
2014 | $ | 570 | |||
2015 | 668 | ||||
2016 | 688 | ||||
2017 | 709 | ||||
2018 | 730 | ||||
Thereafter | 496 | ||||
Total minimum payments | $ | 3,861 | |||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||
Summary of Stock Option Activity | ' | ||||||||||||||||
A summary of Sangamo’s stock option activity is as follows: | |||||||||||||||||
Number of | Weighted- | Weighted Average | Aggregate | ||||||||||||||
Shares | Average | Remaining | Intrinsic | ||||||||||||||
Exercise per | Contractual Term | Value | |||||||||||||||
Share Price | |||||||||||||||||
(In years) | (In thousands) | ||||||||||||||||
Options outstanding at December 31, 2012 | 9,184,346 | $ | 6.21 | 6.46 | |||||||||||||
Options granted | 1,119,200 | $ | 11.75 | ||||||||||||||
Options exercised | (1,715,123 | ) | $ | 4.74 | |||||||||||||
Options canceled | (182,559 | ) | $ | 8.5 | |||||||||||||
Options outstanding at December 31, 2013 | 8,405,864 | $ | 7.2 | 6.26 | $ | 56,425 | |||||||||||
Options vested and expected to vest at December 31, 2013 | 8,046,932 | $ | 7.1 | 6.12 | $ | 54,849 | |||||||||||
Options exercisable at December 31, 2013 | 5,800,931 | $ | 6.84 | 5.05 | $ | 41,073 | |||||||||||
Summary of Stock Options Outstanding | ' | ||||||||||||||||
The following table summarizes information with respect to stock options outstanding at December 31, 2013: | |||||||||||||||||
Options Outstanding and Exercisable | Options Exercisable | ||||||||||||||||
Range of Exercise Price | Number of | Weighted Average | Number of | Weighted Average | |||||||||||||
Shares of | Remaining | Shares of | Exercise Price | ||||||||||||||
common stock | Contractual Life | common stock | |||||||||||||||
subject to options | subject to | ||||||||||||||||
options | |||||||||||||||||
(In years) | |||||||||||||||||
$2.55 – $3.25 | 212,844 | 7.77 | 59,647 | $ | 2.57 | ||||||||||||
$3.45 – $3.45 | 1,124,381 | 4.94 | 1,124,381 | $ | 3.45 | ||||||||||||
$3.80 – $5.26 | 661,565 | 3.33 | 596,146 | $ | 4.54 | ||||||||||||
$5.35 – $5.35 | 909,866 | 5.92 | 909,866 | $ | 5.35 | ||||||||||||
$5.41 – $5.41 | 1,134,524 | 8.89 | 270,040 | $ | 5.41 | ||||||||||||
$5.42 – $5.66 | 60,500 | 5.24 | 60,500 | $ | 5.46 | ||||||||||||
$5.70 – $5.70 | 945,120 | 6.93 | 676,970 | $ | 5.7 | ||||||||||||
$5.86 – $6.82 | 899,022 | 5.12 | 749,020 | $ | 6.45 | ||||||||||||
$6.92 – $11.99 | 365,342 | 5.42 | 267,361 | $ | 8.68 | ||||||||||||
$12.12 – $14.62 | 2,092,700 | 6.83 | 1,087,000 | $ | 14.05 | ||||||||||||
8,405,864 | 6.26 | 5,800,931 | $ | 6.84 | |||||||||||||
Summary of Restricted Stock Unit Activity | ' | ||||||||||||||||
A summary of Sangamo’s RSU activity is as follows: | |||||||||||||||||
Number of | Weighted Average | Aggregate Intrinsic | |||||||||||||||
Shares | Remaining | Value | |||||||||||||||
Contractual Term | |||||||||||||||||
(In years) | (In thousands) | ||||||||||||||||
RSUs outstanding at December 31, 2012 | 1,036,750 | ||||||||||||||||
RSUs awarded | 392,500 | ||||||||||||||||
RSUs released | (341,843 | ) | |||||||||||||||
RSUs forfeited | (23,750 | ) | |||||||||||||||
RSUs outstanding at December 31, 2013 | 1,063,657 | 1.46 | $ | 14,774 | |||||||||||||
RSUs vested and expected to vest at December 31, 2013 | 925,882 | 1.43 | $ | 12,860 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Schedule of Company's Deferred Tax Assets | ' | ||||||||||||
Significant components of the Company’s deferred tax assets are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Assets: | |||||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carryforwards | $ | 81,944 | $ | 73,129 | |||||||||
Research and development tax credit carryforwards | 7,996 | 6,770 | |||||||||||
Capitalized research | — | 5 | |||||||||||
Stock-based compensation | 7,927 | 7,375 | |||||||||||
Deferred Revenue | 3,563 | — | |||||||||||
Other | 1,677 | 937 | |||||||||||
Total deferred tax asset | 103,107 | 88,216 | |||||||||||
Valuation allowance | (103,107 | ) | (88,216 | ) | |||||||||
Net deferred tax assets | $ | — | $ | — | |||||||||
Liabilities: | |||||||||||||
Net deferred tax liability related to intangible assets | (748 | ) | — | ||||||||||
Total deferred tax liability | $ | (748 | ) | $ | — | ||||||||
Summary of Activity Related to Company's Unrecognized Tax Benefits | ' | ||||||||||||
The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Beginning balance | $ | 2,735 | $ | 2,750 | $ | 1,896 | |||||||
Additions based on tax positions related to the current year | 294 | 153 | 589 | ||||||||||
Additions for tax positions of prior years | 153 | 58 | 265 | ||||||||||
Reductions for tax positions of prior years | — | (227 | ) | — | |||||||||
Ending balance | $ | 3,182 | $ | 2,734 | $ | 2,750 | |||||||
Accounts_Payable_and_Accrued_L1
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Summary of Accounts Payable and Accrued Liabilities | ' | ||||||||
Accounts payable and accrued liabilities consist of the following (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accounts payable | $ | 3,022 | $ | 3,046 | |||||
Accrued clinical trial expense | 727 | 615 | |||||||
Accrued professional fees | 510 | 238 | |||||||
Deferred rent | 121 | 94 | |||||||
Other | — | 20 | |||||||
Total accounts payable and accrued liabilities | $ | 4,380 | $ | 4,013 | |||||
Quarterly_Financial_Data_Table
Quarterly Financial Data (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||
Summary of Quarterly Financial Data | ' | ||||||||||||||||||||||||||||||||
The following table sets forth certain unaudited quarterly financial data for the eight quarters ended December 31, 2013. | |||||||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||||||
Q1 | Q2 | Q3 | Q4 | Q1 | Q2 | Q3 | Q4 | ||||||||||||||||||||||||||
Revenues | $ | 4,623 | $ | 6,934 | $ | 5,707 | $ | 6,869 | $ | 3,243 | $ | 4,574 | $ | 4,907 | $ | 8,931 | |||||||||||||||||
Expenses | $ | 11,528 | $ | 12,402 | $ | 11,866 | $ | 15,043 | $ | 10,526 | $ | 10,318 | $ | 10,709 | $ | 12,300 | |||||||||||||||||
Net loss | $ | (6,885 | ) | $ | (5,450 | ) | $ | (6,145 | ) | $ | (8,144 | ) | $ | (7,268 | ) | $ | (5,728 | ) | $ | (5,790 | ) | $ | (3,478 | ) | |||||||||
Net loss per share | $ | (0.13 | ) | $ | (0.10 | ) | $ | (0.11 | ) | $ | (0.13 | ) | $ | (0.13 | ) | $ | (0.11 | ) | $ | (0.11 | ) | $ | (0.07 | ) |
Organization_and_Summary_of_Si2
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Liquid investments purchased with original maturities | 'Three months or less | ' | ' |
Restricted cash and cash equivalent | 0.3 | ' | ' |
Intangible assets impairment | 0 | ' | ' |
Goodwill impairment | 0 | ' | ' |
Stock options outstanding | 8,405,864 | 9,184,346 | 8,346,190 |
Number of operating segments | 1 | ' | ' |
Shire AG [Member] | ' | ' | ' |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Percentage of revenues | 68.00% | 51.00% | ' |
Sigma-Aldrich Corporation [Member] | ' | ' | ' |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Percentage of revenues | 9.00% | 11.00% | 15.00% |
Dow AgroSciences LLC [Member] | ' | ' | ' |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Percentage of revenues | 12.00% | 22.00% | 43.00% |
California Institute for Regenerative Medicine [Member] | ' | ' | ' |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Percentage of revenues | ' | ' | 18.00% |
CHDI Foundation, Inc. [Member] | ' | ' | ' |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Percentage of revenues | ' | ' | 11.00% |
U.S [Member] | ' | ' | ' |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Percentage of revenues | 100.00% | 100.00% | 100.00% |
Minimum [Member] | ' | ' | ' |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Estimated useful lives of related assets | '3 years | ' | ' |
Maximum [Member] | ' | ' | ' |
Organization and Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Estimated useful lives of related assets | '5 years | ' | ' |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary of Fair Value Measurements of Cash Equivalents, Available-for-Sale Securities and Contingent Consideration Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | $128,224 | $73,288 |
Total contingent consideration liabilities | 1,570 | ' |
U.S. government sponsored entity debt securities [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | 121,290 | ' |
U.S. government sponsored entity debt securities [Member] | Available-for-sale securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | 57,449 |
Money market funds [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | 6,934 | 15,839 |
Contingent consideration liability [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total contingent consideration liabilities | 1,570 | ' |
Level 1 [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | 6,934 | 15,839 |
Total contingent consideration liabilities | ' | ' |
Level 1 [Member] | U.S. government sponsored entity debt securities [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | ' |
Level 1 [Member] | U.S. government sponsored entity debt securities [Member] | Available-for-sale securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | ' |
Level 1 [Member] | Money market funds [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | 6,934 | 15,839 |
Level 1 [Member] | Contingent consideration liability [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total contingent consideration liabilities | ' | ' |
Level 2 [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | 121,290 | 57,449 |
Total contingent consideration liabilities | ' | ' |
Level 2 [Member] | U.S. government sponsored entity debt securities [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | 121,290 | ' |
Level 2 [Member] | U.S. government sponsored entity debt securities [Member] | Available-for-sale securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | 57,449 |
Level 2 [Member] | Money market funds [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | ' |
Level 2 [Member] | Contingent consideration liability [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total contingent consideration liabilities | ' | ' |
Level 3 [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | ' |
Total contingent consideration liabilities | 1,570 | ' |
Level 3 [Member] | U.S. government sponsored entity debt securities [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | ' |
Level 3 [Member] | U.S. government sponsored entity debt securities [Member] | Available-for-sale securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | ' |
Level 3 [Member] | Money market funds [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total cash equivalents and available-for-sale securities | ' | ' |
Level 3 [Member] | Contingent consideration liability [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Total contingent consideration liabilities | $1,570 | ' |
Fair_Value_Measurement_Additio
Fair Value Measurement - Additional Information (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Fair Value Disclosures [Abstract] | ' |
Change in fair value of contingent liability | $60 |
Fair_Value_Measurement_Schedul
Fair Value Measurement - Schedule of Fair Value of Contingent Consideration Liability (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Fair Value Disclosures [Abstract] | ' |
Fair value on date of acquisition (October 1, 2013) | $1,510 |
Change in fair value | 60 |
Fair value at end of period | $1,570 |
Fair_Value_Measurement_Schedul1
Fair Value Measurement - Schedule of Fair Value of Contingent Consideration Liability (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Fair Value Disclosures [Abstract] | ' |
Acquisition date | 1-Oct-13 |
Marketable_Securities_Schedule
Marketable Securities - Schedule of Investments (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | $128,212 | $73,262 |
Gross Unrealized Gains | 12 | 26 |
Gross Unrealized (Losses) | ' | ' |
Estimated Fair Value | 128,224 | 73,288 |
Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 6,934 | 18,836 |
Gross Unrealized Gains | ' | ' |
Gross Unrealized (Losses) | ' | ' |
Estimated Fair Value | 6,934 | 18,836 |
Money market funds [Member] | Cash equivalents [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 6,934 | 15,839 |
Gross Unrealized Gains | ' | ' |
Gross Unrealized (Losses) | ' | ' |
Estimated Fair Value | 6,934 | 15,839 |
U.S. government sponsored entity debt securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | ' | 2,997 |
Gross Unrealized Gains | ' | ' |
Gross Unrealized (Losses) | ' | ' |
Estimated Fair Value | ' | 2,997 |
U.S. government sponsored entity debt securities [Member] | Available-for-sale securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 121,278 | 54,426 |
Gross Unrealized Gains | 12 | 26 |
Gross Unrealized (Losses) | ' | ' |
Estimated Fair Value | $121,290 | $54,452 |
Marketable_Securities_Addition
Marketable Securities - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Fair Value Disclosures [Abstract] | ' | ' | ' |
Investments maturity period | '2 years | ' | ' |
Material unrealized losses | ' | ' | ' |
Available for sale securities maturity percentage next twelve months | 70.00% | ' | ' |
Available for sale securities maturity percentage in twelve and twenty four months | 30.00% | ' | ' |
Realized losses | 0 | 0 | 0 |
Other-than-temporary impairments of available-for-sale securities | $0 | $0 | $0 |
StockBased_Compensation_StockB
Stock-Based Compensation - Stock-Based Compensation Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense | $6,146 | $5,338 | $8,081 |
Research and development [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense | 3,204 | 2,892 | 3,769 |
General and administrative [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense | $2,942 | $2,446 | $4,312 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total compensation cost related to unvested stock options and RSU | $11,200,000 | ' | ' |
Weighted-average period of unvested stock options and RSU | '2 years 10 months 13 days | ' | ' |
Capitalized stock-based employee compensation expense | 0 | ' | ' |
Weighted-average estimated fair value per share of options granted | $8.29 | $3.76 | $3.20 |
Weighted-average estimated fair value of shares purchased under ESPP plan | $1.47 | $2.51 | $1.62 |
2010 Employee Stock Purchase Plan [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Issuance of common stock under employee stock purchase plan, shares | 181,000 | 175,000 | 153,000 |
Stock issued under employee stock purchase plans, average exercise price | $2.75 | $2.61 | $3.02 |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Total compensation cost related to unvested stock options and RSU | $5,400,000 | ' | ' |
Weighted-average period of unvested stock options and RSU | '1 year 11 months 23 days | ' | ' |
StockBased_Compensation_Assump
Stock-Based Compensation - Assumptions Used for Estimating Fair Value of Employee Stock Options (Detail) (Employee Stock Option [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected dividend yield of stock | 0.00% | 0.00% | 0.00% |
Expected volatility | 0.88% | ' | ' |
Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Risk-free interest rate | 1.50% | 0.74% | 0.93% |
Expected life of option (in years) | '5 years 4 months 10 days | '5 years 4 months 24 days | '5 years 4 months 21 days |
Expected volatility | ' | 0.87% | 0.83% |
Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Risk-free interest rate | 1.88% | 1.34% | 2.11% |
Expected life of option (in years) | '5 years 4 months 17 days | '5 years 6 months 29 days | '5 years 4 months 28 days |
Expected volatility | ' | 0.88% | 0.86% |
StockBased_Compensation_Weight
Stock-Based Compensation - Weighted-Average Assumptions Used for Estimating Fair Value of ESPP Purchased Rights (Detail) (2010 Employee Stock Purchase Plan [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected dividend yield of stock | 0.00% | 0.00% | 0.00% |
Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Risk-free interest rate | 0.05% | 0.05% | 0.05% |
Expected life of option (in years) | '6 months | '6 months | '6 months |
Expected volatility | 0.51% | 0.93% | 0.58% |
Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Risk-free interest rate | 0.61% | -0.30% | 0.61% |
Expected life of option (in years) | '2 years | '2 years | '2 years |
Expected volatility | 0.85% | 1.37% | 0.85% |
Major_Customers_Partnerships_a2
Major Customers, Partnerships and Strategic Alliances - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | ||
Jun. 30, 2012 | Jan. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | |
Targets | Targets | Product | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' |
Deferred revenue | ' | ' | $2,282,000 | $2,304,000 |
Shire AG [Member] | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' |
Aggregate number of gene targets | ' | 7 | ' | ' |
Number of initial gene targets | ' | 4 | ' | ' |
Number of gene targets | 5 | ' | ' | ' |
Number of additional gene targets | 2 | ' | ' | ' |
Research program to develop laboratory research reagents | ' | ' | '6 years | ' |
Upfront license fee | ' | 13,000,000 | ' | ' |
Potential amount to be funded for certain Shire milestones | ' | ' | 213,500,000 | ' |
Potential amount eligible to receive for certain Shire milestones | ' | ' | 33,500,000 | ' |
Potential amount to be funded for achievement of specified commercialization and sales milestones | ' | ' | 180,000,000 | ' |
IND or CTA submission amount | ' | ' | 8,500,000 | ' |
Number of products approved | ' | ' | 0 | ' |
Royalty revenue | ' | ' | 0 | ' |
Deferred revenue | ' | ' | 8,900,000 | ' |
Collaboration agreement related costs and expenses | ' | ' | $14,200,000 | $7,700,000 |
Major_Customers_Partnerships_a3
Major Customers, Partnerships and Strategic Alliances - Revenues Recognized under Agreement (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Shire AG [Member] | ' | ' | ' |
Revenues related to Shire Collaboration : | ' | ' | ' |
Amortization of upfront fee | $2,167 | $1,986 | ' |
Research services | 14,286 | 9,026 | ' |
Total | 16,453 | 11,012 | ' |
Revenue related to Sigma Collaboration : | ' | ' | ' |
Royalty revenues | 0 | ' | ' |
Sigma-Aldrich Corporation [Member] | ' | ' | ' |
Revenue related to Sigma Collaboration : | ' | ' | ' |
Royalty revenues | 824 | 1,288 | 938 |
License fee and milestone revenues | 1,351 | 1,000 | 671 |
Total | $2,175 | $2,288 | $1,609 |
Major_Customers_Partnerships_a4
Major Customers, Partnerships and Strategic Alliances - Agreement with Sigma-Aldrich Corporation - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2013 | Dec. 31, 2011 | Oct. 31, 2009 | Jul. 31, 2007 | Oct. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 31, 2009 | |
Sigma-Aldrich Corporation [Member] | Sigma-Aldrich Corporation [Member] | Sigma-Aldrich Corporation [Member] | Sigma-Aldrich Corporation [Member] | Sigma-Aldrich Corporation [Member] | Sigma-Aldrich Corporation [Member] | Sigma-Aldrich Corporation [Member] | |||
Upfront license fee [Member] | License agreement terms [Member] | License agreement terms [Member] | License agreement terms [Member] | License agreement terms [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Research program to develop laboratory research reagents | ' | ' | ' | '3 years | ' | ' | ' | ' | ' |
Upfront license fee | ' | ' | $20,000,000 | ' | $15,100,000 | ' | ' | ' | ' |
Common stock, valued | 69,492,000 | 50,219,000 | 4,900,000 | ' | ' | ' | ' | ' | ' |
Public offering, common stock shares issued | ' | ' | 636,133 | ' | ' | ' | ' | ' | ' |
Royalty revenues expected to be received | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 |
Reduced royalty rate | ' | ' | 10.50% | ' | ' | ' | ' | ' | ' |
Funding available under the amended agreement | ' | ' | 25,000,000 | ' | ' | ' | ' | ' | ' |
Collaboration agreement related costs and expenses | ' | ' | ' | ' | ' | $200,000 | $300,000 | $500,000 | ' |
Major_Customers_Partnerships_a5
Major Customers, Partnerships and Strategic Alliances - Agreement with Dow AgroSciences in Plant Agriculture - Additional Information (Detail) (Dow AgroSciences [Member], USD $) | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2005 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' |
Research program to develop laboratory research reagents | '3 years | ' | ' | ' |
One-time license fee earned on exercise of option | $6,000,000 | ' | ' | ' |
Royalty revenues | 2,300,000 | ' | ' | ' |
Percentage of royalties to be received from sublicensing | 25.00% | ' | ' | ' |
Minimum sublicense annual fees specific reckoning period | '11 years | ' | ' | ' |
Fee due | 25,300,000 | ' | ' | ' |
Revenue attributable to research and development | ' | 3,000,000 | 4,700,000 | 4,500,000 |
Collaboration agreement related costs and expenses | ' | 400,000 | 600,000 | 900,000 |
License agreement terms [Member] | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' |
Royalty revenues | 4,000,000 | ' | ' | ' |
Minimum [Member] | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' |
Annual fees | 250,000 | ' | ' | ' |
Maximum [Member] | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' |
Annual fees | $3 | ' | ' | ' |
Major_Customers_Partnerships_a6
Major Customers, Partnerships and Strategic Alliances - California Institute for Regenerative Medicine - HIV - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | |||
In Millions, unless otherwise specified | 31-May-13 | Oct. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' | ' |
Receivables from sale against the grant funded to entity from sale of product | ' | ' | 'Two times the amount Sangamo receives in funding under the agreement | ' | ' |
California Institute for Regenerative Medicine [Member] | ' | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' | ' |
Funds due under the agreement | $6.40 | $14.50 | ' | ' | ' |
Agreement to receive | '4 years | '4 years | ' | ' | ' |
Expected amount to be received for research and development | ' | 5.2 | ' | ' | ' |
Agreement date | ' | 31-Oct-09 | ' | ' | ' |
Collaboration agreement related costs and expenses | ' | ' | 1.8 | 1.2 | 2 |
California Institute for Regenerative Medicine [Member] | License agreement terms [Member] | ' | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' | ' |
Revenues under agreement | ' | ' | 1.2 | 1.2 | 1.7 |
California Institute for Regenerative Medicine [Member] | License agreement terms [Member] | Therapeutic for beta-thalassemia [Member] | ' | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' | ' |
Revenues under agreement | ' | ' | 0.1 | ' | ' |
Collaboration agreement related costs and expenses | ' | ' | $0.40 | ' | ' |
Major_Customers_Partnerships_a7
Major Customers, Partnerships and Strategic Alliances - CHDI Foundation, Inc. - Additional Information (Detail) (CHDI Foundation, Inc. [Member], USD $) | 1 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Apr. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
CHDI Foundation, Inc. [Member] | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' |
Funds due under agreement | $1.30 | ' | ' | ' |
Agreement date | 30-Apr-11 | ' | ' | ' |
Agreement to receive | '1 year | ' | ' | ' |
Contractual agreement termination date | ' | 30-Aug-12 | ' | ' |
Funds due under agreement as per amendment | ' | ' | 2.1 | ' |
Collaboration agreement related costs and expenses | ' | ' | 1.1 | 1.1 |
Revenues under the agreement | ' | ' | $1.10 | $1.20 |
Major_Customers_Partnerships_a8
Major Customers, Partnerships and Strategic Alliances - Juvenile Diabetes Research Foundation International - Additional Information (Detail) (Juvenile Diabetes Research Foundation International [Member], USD $) | 1 Months Ended | 12 Months Ended | |||
In Millions, unless otherwise specified | Mar. 31, 2012 | Jan. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 31, 2006 |
Juvenile Diabetes Research Foundation International [Member] | ' | ' | ' | ' | ' |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' | ' |
Agreement date | ' | ' | ' | ' | 31-Oct-06 |
Grant funding amount maximum under amended agreement | ' | $3 | ' | ' | ' |
Received for work performed under agreement | 0.8 | ' | ' | ' | ' |
Revenues under the agreement | ' | ' | $0.80 | $0.50 | ' |
Major_Customers_Partnerships_a9
Major Customers, Partnerships and Strategic Alliances - Michael J. Fox Foundation for Parkinson's Research - Additional Information (Detail) (Michael J. Fox Foundation for Parkinson's Research [Member], USD $) | Dec. 31, 2013 | Jan. 31, 2007 | Jan. 31, 2007 | Jun. 30, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Millions, unless otherwise specified | Additional Funding Agreement Terms [Member] | Additional Funding Agreement Terms [Member] | License agreement terms [Member] | License agreement terms [Member] | License agreement terms [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Agreement date | ' | 31-Jan-07 | ' | ' | ' | ' | ' |
Funding received from research grant | $1.90 | ' | ' | $0.90 | ' | ' | ' |
Funds due under the agreement | ' | ' | 1 | ' | ' | ' | ' |
Revenues under the agreement | ' | ' | ' | ' | $0 | $0 | $0.40 |
Acquisition_of_Ceregene_Additi
Acquisition of Ceregene - Additional Information (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Business Acquisition [Line Items] | ' |
Excess of consideration transferred over the fair values assigned to assets acquired and liabilities assumed | $1,585,000 |
Goodwill related to deferred tax liability | 700,000 |
Fair value liability for contingent consideration recognized | 1,570,000 |
Ceregene, Inc. [Member] | ' |
Business Acquisition [Line Items] | ' |
Common stock, transferred, shares | 100,000 |
Common stock, transferred, value | 1,200,000 |
Purchase price deposited in escrow account | 300,000 |
Estimated fair values of in-process research and development | 1,900,000 |
Excess of consideration transferred over the fair values assigned to assets acquired and liabilities assumed | 1,585,000 |
Changes in the Goodwill | 0 |
Fair value liability for contingent consideration recognized | 1,500,000 |
Acquisition-related transaction expenses | 100,000 |
Acquisition related operating expenses | $0 |
Acquisition_of_Ceregene_Summar
Acquisition of Ceregene - Summary of Estimated Fair Value of Consideration Transferred (Detail) (Ceregene, Inc. [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Ceregene, Inc. [Member] | ' |
Business Acquisition [Line Items] | ' |
Sangamo shares of common stock | $1,200 |
Contingent earn-out | 1,510 |
Total purchase consideration | $2,710 |
Acquisition_of_Ceregene_Summar1
Acquisition of Ceregene - Summary of Estimated Fair Value of Net Assets Acquired (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Business Acquisition [Line Items] | ' |
Goodwill | $1,585 |
Ceregene, Inc. [Member] | ' |
Business Acquisition [Line Items] | ' |
Cash and equivalents | 79 |
Accounts receivable | 22 |
Identifiable intangible assets | 1,870 |
Goodwill | 1,585 |
Total assets acquired | 3,556 |
Deferred tax liability | -748 |
Accounts payable and accrued liabilities | -98 |
Total liabilities assumed | -846 |
Net assets acquired | $2,710 |
Acquisition_of_Ceregene_Summar2
Acquisition of Ceregene - Summary of Assets, Estimated Fair Values (Detail) (Ceregene, Inc. [Member], USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Business Acquisition [Line Items] | ' |
Value of Intangible Assets Acquired | $1,870 |
CERE-110 for the treatment of Alzheimer's disease [Member] | ' |
Business Acquisition [Line Items] | ' |
Value of Intangible Assets Acquired | 1,640 |
CERE-120 for the treatment of Parkinson's disease [Member] | ' |
Business Acquisition [Line Items] | ' |
Value of Intangible Assets Acquired | $230 |
Acquisition_of_Ceregene_Schedu
Acquisition of Ceregene - Schedule of Supplemental Pro Forma Information (Detail) (Ceregene, Inc. [Member], USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Ceregene, Inc. [Member] | ' | ' |
Business Acquisition Pro Forma Information [Line Items] | ' | ' |
Net loss | ($30,997) | ($27,446) |
Basic net loss per share | ($0.55) | ($0.52) |
Property_and_Equipment_Summary
Property and Equipment - Summary of Property and Equipment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Gross | $4,927 | $4,495 |
Less accumulated depreciation and amortization | -3,521 | -2,952 |
Property and equipment, Net | 1,406 | 1,543 |
Laboratory equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Gross | 3,208 | 2,950 |
Furniture and fixtures [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Gross | 563 | 499 |
Leasehold improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Gross | $1,156 | $1,046 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Property Plant And Equipment [Abstract] | ' | ' | ' |
Depreciation and amortization | $569,000 | $660,000 | $646,000 |
Disposition of fixed assets | ' | 500,000 | ' |
Accumulated depreciation | ' | 400,000 | ' |
Write-off of assets | $100,000 | ' | ' |
Commitments_Additional_Informa
Commitments - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Commitments And Contingencies Disclosure [Abstract] | ' | ' | ' |
Rent expenses | $0.70 | $0.60 | $0.60 |
Commitments_Summary_of_Future_
Commitments - Summary of Future Minimum Payments under Contractual Obligations (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $570 |
2015 | 668 |
2016 | 688 |
2017 | 709 |
2018 | 730 |
Thereafter | 496 |
Total minimum payments | $3,861 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 23, 2013 | Sep. 23, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Common Stock [Member] | Common Stock [Member] | 2013 Stock Incentive Plan [Member] | 2010 Employee Stock Purchase Plan [Member] | Stock Option Activity [Member] | Stock Option Activity [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Underwriters [Member] | 2013 Stock Incentive Plan [Member] | Installment | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred shares authorized | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Public offering, common stock shares issued | ' | ' | ' | 7,015,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Public offering price of common stock issued | ' | ' | ' | $10.58 | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from issuance under public offering | ' | ' | ' | $69,500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of stock, number of shares issued in transaction | ' | ' | ' | ' | 915,000 | ' | ' | ' | ' | ' | ' | ' |
Percent of fair value per share of common stock on option grant date | ' | ' | ' | ' | ' | 100.00% | 85.00% | ' | ' | ' | ' | ' |
Stock option maximum term | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' |
Specified stockholder ownership percentage | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price of common stock percent under stock incentive plans for specified stockholder | 110.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock option maximum term for specified stockholder | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share based vesting rights | 'The RSUs will vest as follows: One-third on second anniversary and two-thirds will vest on the third anniversary of the award date. | ' | ' | ' | ' | ' | ' | ' | 'Options granted under the 2013 Plan generally vest over four years at a rate of 25 percent one year from the grant date and one thirty-sixth per month thereafter and expire ten years after the grant, or earlier upon employment termination. | 'These awards will vest as follows: one-third of the award will vest in a series of three successive equal annual installments. | ' | ' |
Stock options vesting period | '2 years | ' | ' | ' | ' | '4 years | ' | ' | ' | ' | ' | ' |
Stock options granted vesting percentage | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' |
Stock options expiration term | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' |
Stock reserved for issuance under plan | ' | ' | ' | ' | ' | 14,100,000 | 2,100,000 | ' | ' | ' | ' | ' |
Annual increase in number of shares authorized | ' | ' | ' | ' | ' | 9,700,000 | ' | ' | ' | ' | ' | ' |
Additional shares authorized under 2004 plan | 4,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share of common stock subject to a stock option or stock appreciation right | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fixed ratio shares of common stock | '1.33 shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase plan offering period | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' |
Purchase plan purchase period | ' | ' | ' | ' | ' | ' | '6 months | ' | ' | ' | ' | ' |
Shares subject to repurchase rights | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' |
Intrinsic value of options exercised | 8,900,000 | 600,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic values outstanding options | 56,425,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic values exercisable options | 41,073,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options vested and expected to vest, aggregate intrinsic value | 54,900,000 | 8,500,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock units issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | 392,500 | 486,750 | 550,000 |
Grant date fair value of restricted stock units issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | $12.12 | $5.41 | $2.55 |
Share-based compensation arrangement by share-based payment award, number of vesting installment | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' |
Share-based compensation arrangement by share-based payment award, vesting portion | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.33 | ' | ' |
Share-based compensation arrangement by share-based payment award, vesting portion on second anniversary | 0.33 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation arrangement by share-based payment award, vesting portion on third anniversary | 0.67 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate value of shares vested in period | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,100,000 | 100,000 | 200,000 |
Shares withheld from issuance in order to pay employee taxes | 167,138 | 0 | 8,937 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total payments for the employees' tax obligations to taxing authorities | $2,000,000 | ' | $100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares reserved for issuance of future awards | ' | ' | ' | ' | ' | 2,929,590 | 1,527,763 | ' | ' | ' | ' | ' |
Stockholders_Equity_Summary_of
Stockholders' Equity - Summary of Stock Option Activity (Detail) (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' |
Options outstanding at December 31, 2012 | 9,184,346 | 8,346,190 |
Options granted | 1,119,200 | ' |
Options exercised | -1,715,123 | ' |
Options canceled | -182,559 | ' |
Options outstanding at December 31, 2013 | 8,405,864 | 9,184,346 |
Options vested and expected to vest at December 31, 2013 | 8,046,932 | ' |
Options exercisable at December 31, 2013 | 5,800,931 | ' |
Options outstanding, Weighted-Average Exercise per Share Price, Beginning Balance | $6.21 | ' |
Options granted, Weighted-Average Exercise per Share Price | $11.75 | ' |
Options exercised, Weighted-Average Exercise per Share Price | $4.74 | ' |
Options canceled, Weighted-Average Exercise per Share Price | $8.50 | ' |
Options outstanding, Weighted-Average Exercise per Share Price, Ending Balance | $7.20 | $6.21 |
Options vested and expected to vest at December 31, 2013, Weighted-Average Exercise Per Share Price | $7.10 | ' |
Options exercisable at December 31, 2013, Weighted-Average Exercise per Share Price | $6.84 | ' |
Options outstanding, Weighted Average Remaining Contractual Term | '6 years 3 months 4 days | '6 years 5 months 16 days |
Options vested and expected to vest at December, 31, 2013, Weighted Average Remaining Contractual Term | '6 years 1 month 13 days | ' |
Options exercisable at December, 31, 2013, Weighted Average Remaining Contractual Term | '5 years 18 days | ' |
Options outstanding, Aggregate Intrinsic Value | $56,425 | ' |
Options vested and expected to vest at December 31, 2013, Aggregate Intrinsic Value | 54,849 | ' |
Options exercisable at December 31, 2013, Aggregate Intrinsic Value | $41,073 | ' |
Stockholders_Equity_Summary_of1
Stockholders' Equity - Summary of Stock Options Outstanding (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 8,405,864 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '6 years 3 months 4 days |
Options Exercisable Number of Shares of common stock subject to options | 5,800,931 |
Options Exercisable Weighted Average Exercise Price | $6.84 |
Range 1 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $2.55 |
Upper Range of Exercise Price | $3.25 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 212,844 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '7 years 9 months 7 days |
Options Exercisable Number of Shares of common stock subject to options | 59,647 |
Options Exercisable Weighted Average Exercise Price | $2.57 |
Range 2 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $3.45 |
Upper Range of Exercise Price | $3.45 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 1,124,381 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '4 years 11 months 9 days |
Options Exercisable Number of Shares of common stock subject to options | 1,124,381 |
Options Exercisable Weighted Average Exercise Price | $3.45 |
Range 3 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $3.80 |
Upper Range of Exercise Price | $5.26 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 661,565 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '3 years 3 months 29 days |
Options Exercisable Number of Shares of common stock subject to options | 596,146 |
Options Exercisable Weighted Average Exercise Price | $4.54 |
Range 4 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $5.35 |
Upper Range of Exercise Price | $5.35 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 909,866 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '5 years 11 months 1 day |
Options Exercisable Number of Shares of common stock subject to options | 909,866 |
Options Exercisable Weighted Average Exercise Price | $5.35 |
Range 5 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $5.41 |
Upper Range of Exercise Price | $5.41 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 1,134,524 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '8 years 10 months 21 days |
Options Exercisable Number of Shares of common stock subject to options | 270,040 |
Options Exercisable Weighted Average Exercise Price | $5.41 |
Range 6 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $5.42 |
Upper Range of Exercise Price | $5.66 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 60,500 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '5 years 2 months 27 days |
Options Exercisable Number of Shares of common stock subject to options | 60,500 |
Options Exercisable Weighted Average Exercise Price | $5.46 |
Range 7 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $5.70 |
Upper Range of Exercise Price | $5.70 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 945,120 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '6 years 11 months 5 days |
Options Exercisable Number of Shares of common stock subject to options | 676,970 |
Options Exercisable Weighted Average Exercise Price | $5.70 |
Range 8 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $5.86 |
Upper Range of Exercise Price | $6.82 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 899,022 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '5 years 1 month 13 days |
Options Exercisable Number of Shares of common stock subject to options | 749,020 |
Options Exercisable Weighted Average Exercise Price | $6.45 |
Range 9 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $6.92 |
Upper Range of Exercise Price | $11.99 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 365,342 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '5 years 5 months 1 day |
Options Exercisable Number of Shares of common stock subject to options | 267,361 |
Options Exercisable Weighted Average Exercise Price | $8.68 |
Range 10 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower Range of Exercise Price | $12.12 |
Upper Range of Exercise Price | $14.62 |
Options Outstanding and Exercisable Number of Shares of common stock subject to options | 2,092,700 |
Options Outstanding and Exercisable Weighted Average Remaining Contractual Life (In years) | '6 years 9 months 29 days |
Options Exercisable Number of Shares of common stock subject to options | 1,087,000 |
Options Exercisable Weighted Average Exercise Price | $14.05 |
Stockholders_Equity_Summary_of2
Stockholders' Equity - Summary of Restricted Stock Unit Activity (Detail) (Restricted Stock Units (RSUs) [Member], USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
RSUs outstanding at December 31, 2012 | 1,036,750 | ' | ' |
RSUs awarded | 392,500 | 486,750 | 550,000 |
RSUs released | -341,843 | ' | ' |
RSUs forfeited | -23,750 | ' | ' |
RSUs outstanding at December 31, 2013 | 1,063,657 | 1,036,750 | ' |
RSUs vested and expected to vest at December 31, 2013 | 925,882 | ' | ' |
RSUs outstanding at December, 31, 2013, Weighted-Average Remaining Contractual Term | '1 year 5 months 16 days | ' | ' |
RSUs vested and expected to vest at December 31, 2013, Weighted-Average Remaining Contractual Term | '1 year 5 months 5 days | ' | ' |
RSUs outstanding at December 31, 2013, Aggregate Intrinsic Value | $14,774 | ' | ' |
RSUs vested and expected to vest at December 31, 2013, Aggregate Intrinsic Value | $12,860 | ' | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Taxes [Line Items] | ' | ' | ' |
Income tax expense | $0 | ' | ' |
Statutory tax rate | 34.00% | ' | ' |
Valuation allowance | 103,107,000 | 88,216,000 | ' |
Increase in deferred tax assets valuation allowance | 14,900,000 | 5,400,000 | 19,700,000 |
Deferred tax assets, net operating loss carryforwards for federal | 209,000,000 | ' | ' |
Deferred tax assets, net operating loss carryforwards for state | 199,000,000 | ' | ' |
Operating loss carryforwards, expiration year | '2014 | ' | ' |
Federal research tax credit carryforwards | 7,996,000 | 6,770,000 | ' |
State research tax credit carryforwards | 6,500,000 | ' | ' |
Tax credit carryforward, expiration year | '2018 | ' | ' |
Accrued interest and/or penalties | 0 | ' | ' |
Indefinite-lived assets [Member] | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Valuation allowance | $0 | ' | ' |
Income_Taxes_Schedule_of_Compa
Income Taxes - Schedule of Company's Deferred Tax Assets (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
Net operating loss carryforwards | $81,944 | $73,129 |
Research and development tax credit carryforwards | 7,996 | 6,770 |
Capitalized research | ' | 5 |
Stock-based compensation | 7,927 | 7,375 |
Deferred Revenue | 3,563 | ' |
Other | 1,677 | 937 |
Total deferred tax asset | 103,107 | 88,216 |
Valuation allowance | -103,107 | -88,216 |
Net deferred tax assets | ' | ' |
Liabilities: | ' | ' |
Net deferred tax liability related to intangible assets | -748 | ' |
Total deferred tax liability | ($748) | ' |
Income_Taxes_Summary_of_Activi
Income Taxes - Summary of Activity Related to Company's Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Beginning balance | $2,734 | $2,750 | $1,896 |
Additions based on tax positions related to the current year | 294 | 153 | 589 |
Additions for tax positions of prior years | 153 | 58 | 265 |
Reductions for tax positions of prior years | ' | -227 | ' |
Ending balance | $3,182 | $2,734 | $2,750 |
Accounts_Payable_and_Accrued_L2
Accounts Payable and Accrued Liabilities - Summary of Accounts Payable and Accrued Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ' | ' |
Accounts payable | $3,022 | $3,046 |
Accrued clinical trial expense | 727 | 615 |
Accrued professional fees | 510 | 238 |
Deferred rent | 121 | 94 |
Other | ' | 20 |
Total accounts payable and accrued liabilities | $4,380 | $4,013 |
Employee_Benefit_Plan_Addition
Employee Benefit Plan - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Compensation And Retirement Disclosure [Abstract] | ' | ' | ' |
Defined contribution plan, employer's matching contribution percent | 50.00% | ' | ' |
Employers matching contribution percentage towards employees contribution | 6.00% | ' | ' |
Defined contribution plan, maximum employer's contribution per employee | $1,500 | $1,000 | ' |
Aggregate employers contributions to defined contribution plan | $100,000 | $100,000 | $0 |
Quarterly_Financial_Data_Summa
Quarterly Financial Data - Summary of Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Selected Quarterly Financial Information [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $6,869 | $5,707 | $6,934 | $4,623 | $8,931 | $4,907 | $4,574 | $3,243 | $24,133 | $21,655 | $10,319 |
Expenses | 15,043 | 11,866 | 12,402 | 11,528 | 12,300 | 10,709 | 10,318 | 10,526 | 50,839 | 43,853 | 46,140 |
Net loss | ($8,144) | ($6,145) | ($5,450) | ($6,885) | ($3,478) | ($5,790) | ($5,728) | ($7,268) | ($26,624) | ($22,264) | ($35,750) |
Net loss per share | ($0.13) | ($0.11) | ($0.10) | ($0.13) | ($0.07) | ($0.11) | ($0.11) | ($0.13) | ($0.48) | ($0.42) | ($0.71) |
Subsequent_Event_Additional_In
Subsequent Event - Additional Information (Detail) (Subsequent Event [Member], USD $) | 0 Months Ended |
In Millions, unless otherwise specified | Jan. 08, 2014 |
Program | |
Subsequent Event [Line Items] | ' |
Number of research programs | 2 |
Upfront license fee | $20 |
Milestone payments | 293.8 |
Beta-thalassemia [Member] | ' |
Subsequent Event [Line Items] | ' |
Milestone payments | 7.5 |
Sickle cell disease [Member] | ' |
Subsequent Event [Line Items] | ' |
Milestone payments | $7.50 |