Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 27, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | CRIS | |
Entity Registrant Name | CURIS INC | |
Entity Central Index Key | 1,108,205 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 165,628,371 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 24,736 | $ 38,288 |
Investments | 23,717 | 21,944 |
Accounts receivable | 2,491 | 3,073 |
Prepaid expenses and other current assets | 909 | 989 |
Total current assets | 51,853 | 64,294 |
Property and equipment, net | 390 | 366 |
Long-term investment – restricted | 153 | 153 |
Goodwill | 8,982 | 8,982 |
Other assets | 3 | 3 |
Total assets | 61,381 | 73,798 |
Current Liabilities: | ||
Accounts payable | 5,119 | 5,423 |
Accrued liabilities | 1,983 | 2,793 |
Current portion of long-term debt, net | 7,289 | 5,886 |
Total current liabilities | 14,391 | 14,102 |
Long-term debt, net | 32,460 | 35,669 |
Other long-term liabilities | 63 | 34 |
Total liabilities | 46,914 | 49,805 |
Stockholders’ Equity: | ||
Common stock, $0.01 par value—225,000,000 shares authorized; 165,628,371 shares issued and outstanding at March 31, 2018; 165,379,967 shares issued and 164,157,121 shares outstanding at December 31, 2017 | 1,656 | 1,654 |
Additional paid-in capital | 975,829 | 976,130 |
Treasury stock, at cost, 0 shares at March 31, 2018 and 1,222,846 shares at December 31, 2017 | 0 | (1,524) |
Accumulated deficit | (963,012) | (952,265) |
Accumulated other comprehensive income | (6) | (2) |
Total stockholders’ equity | 14,467 | 23,993 |
Total liabilities and stockholders’ equity | $ 61,381 | $ 73,798 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 225,000,000 | 225,000,000 |
Common stock, shares issued (in shares) | 165,628,371 | 165,379,967 |
Common stock, shares outstanding (in shares) | 165,628,371 | 164,157,121 |
Treasury stock, at cost (in shares) | 0 | 1,222,846 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues: | ||
Royalties | $ 2,474 | $ 2,191 |
Research and development, net | (6) | (60) |
Total revenues | 2,468 | 2,131 |
Costs and expenses: | ||
Cost of royalty revenues | 129 | 111 |
Research and development | 8,266 | 13,541 |
General and administrative | 3,981 | 3,532 |
Total costs and expenses | 12,376 | 17,184 |
Loss from operations | (9,908) | (15,053) |
Other (expense) income: | ||
Other (expense) income: | 0 | (103) |
Interest income | 186 | 70 |
Interest expense | (1,025) | (656) |
Total other expense, net | (839) | (689) |
Net loss | $ (10,747) | $ (15,742) |
Net loss per common share (basic and diluted) (in dollars per share) | $ (0.07) | $ (0.11) |
Weighted average common shares (basic and diluted) (in shares) | 165,268,732 | 142,011,776 |
Total comprehensive loss | $ (10,751) | $ (15,744) |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (10,747) | $ (15,742) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 53 | 55 |
Stock-based compensation expense | 1,226 | 1,103 |
Amortization of debt issuance costs | 9 | 119 |
Non-cash interest (income) expense on investments | (81) | (10) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 582 | 264 |
Prepaid expenses and other assets | 80 | 213 |
Accounts payable and accrued and other liabilities | (1,086) | (1,148) |
Total adjustments | 783 | 596 |
Net cash used in operating activities | (9,964) | (15,146) |
Cash flows from investing activities: | ||
Purchase of investments | (16,746) | (12,556) |
Sales and maturities of investments | 15,050 | 12,626 |
Purchases of property and equipment | (77) | (52) |
Net cash (used in)/provided by investing activities | (1,773) | 18 |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock associated with offerings, net of issuance costs | 0 | 6,214 |
Proceeds from issuance of common stock under the Company’s share-based compensation plans | 0 | 464 |
Proceeds from credit agreement with HealthCare Royalty Partners, III, L.P. | 0 | 45,000 |
Payment of debt issuance costs | 0 | (192) |
Payment on termination of credit agreement with BioPharma-II | 0 | (18,303) |
Payments on Curis Royalty’s debt | (1,815) | (1,676) |
Net cash (used in)/provided by financing activities | (1,815) | 31,507 |
Net (decrease)/increase in cash and cash equivalents | (13,552) | 16,379 |
Cash and cash equivalents, beginning of period | 38,288 | 26,038 |
Cash and cash equivalents, end of period | 24,736 | 42,417 |
Non-cash items: | ||
Receivable for issuances of common stock | $ 0 | $ 174 |
Nature of Business
Nature of Business | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Nature of Business Curis, Inc. is a biotechnology company seeking to develop and commercialize innovative drug candidates for the treatment of human cancers. As used throughout these consolidated financial statements, the term “the Company” refers to the business of Curis, Inc. and its wholly owned subsidiaries, except where the context otherwise requires, and the term “Curis” refers to Curis, Inc. The Company conducts its research and development programs both internally and through strategic collaborations. The Company’s clinical stage drug candidates are CUDC-907, which it is currently investigating in clinical studies in patients with MYC-altered diffuse large B-cell lymphoma and solid tumors, or DLBCL, CA-170, which is currently undergoing testing in a Phase 1 study in patients with advanced solid tumors and lymphomas; and CA-4948, which is being tested in a Phase 1 trial in patients with advanced non-Hodgkin lymphomas, including those with myeloid differentiation primary response 88, or MYD88, alterations. The Company’s pipeline also includes CA-327, which is a pre-IND stage oncology drug candidate. The Company expects to file an IND application with the United States Food and Drug Administration, or FDA, for clinical testing of CA-327 in 2018. The Company is party to a collaboration with F. Hoffmann-La Roche Ltd, or Roche, and Genentech Inc., or Genentech, a member of the Roche Group, under which Roche and Genentech are commercializing Erivedge, a first-in-class orally-administered small molecule Hedgehog signaling pathway inhibitor. Erivedge® (vismodegib) is approved for the treatment of advanced basal cell carcinoma, or BCC. In January 2015, and as amended in September 2016, the Company entered into a collaboration, option and license agreement focused on immuno-oncology and selected precision oncology targets with Aurigene Discovery Technologies Limited, or Aurigene. The collaboration with Aurigene is comprised of multiple programs, and Curis has the option to exclusively license each program, including data, intellectual property and compounds associated therewith, once a development candidate is nominated within such program. In October 2015, the Company exercised options to license two programs under this collaboration. The first licensed program is in the immuno-oncology field and the Company has named CA-170, an orally-available small molecule antagonist of two immune checkpoints, programmed death ligand-1 (PDL1) and V domain Ig suppressor of T cell activation (VISTA), as the development candidate from this program. The second licensed program is in the precision oncology field and the Company has named CA-4948, an orally-available small molecule inhibitor of Interleukin-1 receptor-associated kinase 4 (IRAK4) as the development candidate. In October 2016, the Company exercised its option to license a third program in the collaboration, and designated CA-327, a distinct orally available small molecule antagonist of two immune checkpoints, PDL1 and T-cell immunoglobulin and mucin domain containing protein-3 (TIM3) as the development candidate from this program. In March 2018, the Company exercised its option to license a fourth program, which is an immuno-oncology program. The Company operates in a single reportable segment, which is the research and development of innovative cancer therapeutics. The Company expects that any products that are successfully developed and commercialized would be used in the healthcare industry and would be regulated in the United States by the FDA and in overseas markets by similar regulatory authorities. The Company is subject to risks common to companies in the biotechnology industry as well as risks that are specific to the Company’s business, including, but not limited to: the Company’s ability to advance and expand its research and development programs; the Company’s reliance on Aurigene to successfully discover and preclinically develop drug candidates under the parties’ collaboration agreement; the Company’s reliance on Roche and Genentech to successfully commercialize Erivedge in the approved indication of advanced BCC and to progress its clinical development in indications other than BCC; the Company’s ability to obtain adequate financing to fund its operations; the ability of the Company and its wholly-owned subsidiary, Curis Royalty, LLC, or Curis Royalty, to satisfy the terms of its credit agreement with HealthCare Royalty Partners III, L.P., a Delaware limited partnership managed by HealthCare Royalty Management, LLC, or HealthCare Royalty; the Company’s ability to obtain and maintain necessary intellectual property protection; development by the Company’s competitors of new or better technological innovations; the Company's dependence on key personnel; the Company’s ability to comply with regulatory requirements; The Company's ability to obtain and maintain applicable regulatory approvals and commercialize any approved product candidates and the Company’s ability to execute on its overall business strategies. The Company’s future operating results will largely depend on the progress of drug candidates currently in its development pipeline and the magnitude of payments that it may receive and makes under its current and potential future collaborations. The results of the Company’s operations have varied and will likely continue to vary significantly from year to year and quarter to quarter and depend on a number of factors, including, but not limited to: the timing, outcome and cost of the Company’s preclinical studies and clinical trials for its drug candidates; Aurigene’s ability to successfully discover and develop preclinical programs under the Company’s collaboration with Aurigene, as well as the Company’s decision to exclusively license and further develop programs under this collaboration; Roche and Genentech’s ability to successfully commercialize Erivedge; and positive results in Roche and Genentech’s ongoing clinical trials. The Company has incurred losses and negative cash flows from operations since its inception. As of March 31, 2018 , the Company had an accumulated deficit of approximately $963.0 million . The Company anticipates that its $48.5 million of existing cash, cash equivalents and investments at March 31, 2018 should enable it to maintain its planned operations for at least the next twelve months from the date of filing this Form 10-Q. The Company will need to raise additional capital or incur indebtedness to continue to fund its operations in the future. The Company’s ability to raise additional funds will depend, among other factors, on financial, economic and market conditions, many of which are outside of its control and it may be unable to raise financing when needed, or on terms favorable to the Company. If necessary funds are not available, it may have to delay, reduce the scope of, or eliminate some of its development programs, potentially delaying the time to market for any of its product candidates. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. These statements, however, are condensed and do not include all disclosures required by accounting principles generally accepted in the United States, or GAAP, for complete financial statements and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 as filed with the Securities and Exchange Commission, or the SEC, on March 8, 2018. In the opinion of the Company, the unaudited financial statements contain all adjustments (all of which were considered normal and recurring) necessary for a fair statement of the Company’s financial position at March 31, 2018 and the results of operations for the three -month periods ended March 31, 2018 and 2017 and the cash flows for the three -month periods ended March 31, 2018 and 2017 . The condensed consolidated balance sheet at December 31, 2017 was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosure of certain assets and liabilities at the balance sheet date. Such estimates include the performance obligations under the Company’s collaboration agreements; the estimated repayment term of the Company’s debt and related short- and long-term classification; the fair value of the Company’s debt; the collectability of receivables; the carrying value of property and equipment and intangible assets; the assumptions used in the Company’s valuation of stock-based compensation and the value of certain investments and liabilities. Actual results may differ from such estimates. These interim results are not necessarily indicative of results to be expected for a full year or subsequent interim periods. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Revenue Recognition | Revenue Recognition The Company’s business strategy includes entering into collaborative license and development agreements with biotechnology and pharmaceutical companies for the development and commercialization of the Company’s drug candidates. The terms of the agreements typically include non-refundable license fees, funding of research and development, payments based upon achievement of clinical development and regulatory objectives, and royalties on product sales. The Company has adopted the provisions of the Financial Accounting Standards Board, or FASB, Codification Topic 606, Revenue from Contracts with Customers , or Topic 606. This guidance supersedes the provisions of FASB Codification Topic 605, Revenue Recognition. Under the new guidance, a company can adopt Topic 606 using either the full retrospective method or the modified retrospective method. Under the full retrospective method, a company recasts the amount by which each financial statement line item presented in the current filing is affected as if the new guidance has always existed. Under the modified retrospective method, prior year financial statements would not need to be recast. Instead, a company applies the cumulative effect of initially applying the new standard as an adjustment to the opening retained earnings balance. The Company performed a detailed accounting assessment to quantify the effect of the transition from the former guidance to the new guidance and concluded that there was no material effect on the Company's consolidated financial statements under either the full retrospective or the modified retrospective methods. The Company has concluded that it will elect the modified retrospective method to avoid restatement of prior filings. There are multiple options for the transition method under the new guidance, one of which allows a company to apply this guidance retrospectively either to all contracts at the date of initial application or only to contracts that are not completed contracts at the date of initial application. The Company has elected to apply the guidance to only contracts that are not completed contracts as of January 1, 2018. The only contract not completed as of January 1, 2018 is the collaboration agreement with Genentech (see Note 4). The Company has assessed the potential effects to the consolidated financial statements and retained earnings and has concluded that, upon adoption of the new standard, there was no impact. License Fees and Multiple Element Arrangements If a license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from non-refundable, up-front fees allocated to the license at such time as the license is transferred to the licensee and the licensee is able to use, and benefit from, the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. If the Company is involved in a steering committee as part of a multiple element arrangement, the Company assesses whether its involvement constitutes a performance obligation or a right to participate. Steering committee services that are determined to be performance obligations are combined with other research services or performance obligations required under an arrangement, if any, in determining the level of effort required in an arrangement and the period over which the Company expects to complete its aggregate performance obligations. Appropriate methods of measuring progress include output methods and input methods. In determining the appropriate method for measuring progress, the Company considers the nature of service that the Company promises to transfer to the customer. When the Company decides on a method of measurement, the Company will apply that single method of measuring progress for each performance obligation satisfied over time and will apply that method consistently to similar performance obligations and in similar circumstances. If the Company cannot reasonably measure its progress toward complete satisfaction of a performance obligation because it lacks reliable information that would be required to apply an appropriate method of measuring progress, but the Company can reasonably estimate when the performance obligation ceases or the remaining obligations become inconsequential and perfunctory, then revenue is not recognized until the Company can reasonably estimate when the performance obligation ceases or becomes inconsequential. Revenue is then recognized over the remaining estimated period of performance. Significant management judgment is required in determining the level of effort required under an arrangement and the period over which the Company is expected to complete its performance obligations under an arrangement. Contingent Research Milestone Payments Under the new guidance, there exists a constraint on the amount of variable consideration included in the transaction price in that either all, or a portion, of an amount of variable consideration should be included in the transaction price. The variable consideration amount should be included only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The assessment of whether variable consideration should be constrained is largely a qualitative one that has two elements: the likelihood of a change in estimate, and the magnitude thereof. Variable consideration is not constrained if the potential reversal of cumulative revenue recognized is not significant, for example. If the consideration in a contract includes a variable amount, a company will estimate the amount of consideration in exchange for transfer of promised goods or services. The consideration also can vary if a company’s entitlement to the consideration is contingent on the occurrence or nonoccurrence of a future event. The Company considers contingent research milestone payments to fall under the scope of variable consideration, which should be estimated for revenue recognition purposes at the inception of the contract and reassessed ongoing at the end of each reporting period. The Company assesses whether contingent research milestones should be considered variable consideration that should be constrained and thus not part of the transaction price. This includes an assessment of the probability that all or some of the milestones revenue could be reversed when the uncertainty around whether or not the achievement of each milestone is resolved, and the amount of reversal could be significant. The guidance provides factors to consider when assessing whether variable consideration should be constrained. All of the factors should be considered, and no factor is determinative. The Company considers all relevant factors. Reimbursement of Costs Reimbursement of research and development costs by third party collaborators is recognized as revenue over time provided the Company has determined that it transfers control (i.e. performs the services) of a service over time and, therefore, satisfies a performance obligation according to the provisions outlined in the FASB Codification Topic 606-10-25-27, Revenue Recognition . Royalty Revenue Since the first quarter of 2012, the Company has recognized royalty revenues related to Genentech’s and Roche’s sales of Erivedge. For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). The Company expects to continue recognizing royalty revenue from Genentech’s sales of Erivedge in the U.S. and in other markets where Genentech and Roche successfully obtain marketing approval, if any (see Note 4). However, Erivedge royalties will service Curis Royalty’s debt until this debt is repaid in full (see Note 7). Summary During the three months ended March 31, 2018 and 2017 , total gross revenues are 100% from the Company’s collaboration with Genentech. Deferred Revenue Amounts received prior to satisfying the above revenue recognition criteria are recorded as deferred revenue in the accompanying consolidated balance sheets. Significant judgments are required in the application of revenue recognition guidance. Short-term deferred revenue would consist of amounts that are expected to be recognized as revenue, or applied against future co-development costs, within the next fiscal year. Amounts that the Company expects will not be recognized in the next fiscal year would be classified as long-term deferred revenue. However, this estimate would be based on our operating plan as of the balance sheet date and on our estimated performance periods under the collaboration in which the Company has recorded deferred revenues. If our operating plan or our estimated performance period would change, the Company could recognize a different amount of deferred revenue over the reporting period. With respect to each of the foregoing areas of revenue recognition, the Company exercises significant judgment in determining whether an arrangement contains multiple elements, and, if so, how much revenue is allocable to each element. In addition, the Company exercises our judgment in determining when our significant obligations have been met under such agreements and the specific time periods over which we recognized revenue, such as non-refundable, up-front license fees. To the extent that actual facts and circumstances differ from our initial judgments, our revenue recognition with respect to such transactions would change accordingly and any such change could affect our reported financial results. |
Research and Development Collab
Research and Development Collaborations | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Research and Development Collaborations | Research and Development Collaborations (a) Genentech In June 2003, the Company licensed its proprietary Hedgehog pathway technologies to Genentech for human therapeutic use. The primary focus of the collaborative research plan has been to develop molecules that inhibit the Hedgehog pathway for the treatment of various cancers. The collaboration is currently focused on the development of Erivedge, which is being commercialized by Genentech in the United States and by Genentech’s parent company, Roche, in several other countries for the treatment of advanced BCC. Pursuant to the agreement, the Company is eligible to receive up to an aggregate of $115.0 million in contingent cash milestone payments, exclusive of royalty payments, in connection with the development of Erivedge or another small molecule Hedgehog pathway inhibitor, assuming the successful achievement by Genentech and Roche of specified clinical development and regulatory objectives. Of this amount, the Company has received $59.0 million in cash milestone payments as of March 31, 2018 . In addition to these payments and pursuant to the agreement, the Company is entitled to a royalty on net sales of Erivedge that ranges from 5% to 7.5% . The royalty rate applicable to Erivedge may be decreased by 2% on a country-by-country basis in certain specified circumstances, including when a competing product that binds to the same molecular target as Erivedge is approved by the applicable regulatory authority in another country, and is being sold in such country, by a third party for use in the same indication as Erivedge, or, when there is no issued intellectual property covering Erivedge in a territory in which sales are recorded. In 2015, the FDA and the European Medicine Agency’s Committee for Medicinal Products for Human Use, approved another Hedgehog signaling pathway inhibitor, Odomzo® (sonidegib), which is marketed by Sun Pharmaceutical Industries Ltd., for use in locally advanced BCC. Beginning in the fourth quarter of 2015, Genentech applied the 2% royalty reduction on United States sales of Erivedge as a result of the first commercial sale of Odomzo® in the United States. In November 2012, the Company formed a wholly-owned subsidiary, Curis Royalty, to receive a $30.0 million loan, at an annual interest rate of 12.25% , pursuant to a credit agreement between Curis Royalty and BioPharma-II, a Luxembourg limited liability company managed by Pharmakon Advisors (see Note 7). In connection with the loan, the Company transferred to Curis Royalty its right to receive royalty and royalty-related payments from Genentech. The loan and accrued interest was an obligation of Curis Royalty, with no recourse to the Company, to be repaid using the royalty and royalty-related payments from Genentech. In March 2017, the Company and Curis Royalty entered into a new credit agreement with HealthCare Royalty Partners III, L.P., or HealthCare Royalty, for the purpose of refinancing the loan from BioPharma-II. Accordingly, HealthCare Royalty made a $45.0 million loan at an annual interest rate of 9.95% to Curis Royalty, which was used in part to pay off $18.4 million in remaining loan obligations to Biopharma-II under the prior loan, with the residual proceeds of $26.6 million distributed to the Company as sole equity member of Curis Royalty. The Company has identified the following performance obligations related to the Genentech collaboration: 1. To grant the license for its Hedgehog (Hh) antagonist programs and to provide service on both a Joint Steering Committee and Co-Development Steering Committee. This performance obligation has been satisfied and only contingent royalty revenue remains to be recognized in the future. 2. To provide reimbursable research and development services. This performance obligation has been satisfied and no revenue remains to be recognized in the future. The Company recognized $2.5 million and $2.2 million in royalty revenue under the Genentech collaboration during the three months ended March 31, 2018 and 2017 , respectively. The Company recorded costs of royalty revenues within the costs and expenses section of its condensed consolidated statements of operations and comprehensive loss of $0.1 million and $0.1 million during the three months ended March 31, 2018 and 2017 , respectively. Cost of royalty revenues is comprised of 5% of the royalties earned by Curis Royalty with respect to Erivedge outside Australia, and 2% direct net sales in Australia (subject to decrease on expiration of the patent in April 2019 to 5% of the royalty payments that Curis Royalty receives from Genentech, through February 2022), that the Company is obligated to pay to university licensors. As further discussed in Note 7, the Company expects that all royalty revenues received from Genentech on net sales of Erivedge will be used to pay principal and interest under the loan received from HealthCare Royalty, until such time as the loan is fully repaid. The Company recorded immaterial research and development revenue during the three months ended March 31, 2018 and 2017 , respectively, related to expenses incurred by the Company on behalf of Genentech that were paid by the Company and for which Genentech is obligated to reimburse the Company. Genentech incurred expenses of an immaterial amount and $0.1 million during the three months ended March 31, 2018 and 2017 , respectively, under this collaboration which the Company is obligated to reimburse to Genentech, and which the Company has recorded as contra-revenues which have been net against research and development revenues in its consolidated statements of operations and comprehensive loss. The Company will continue to recognize revenue for expense reimbursement as such reimbursable expenses are incurred, provided that the provisions of the FASB Codification Topic 606 are met. (b) Aurigene In January 2015, the Company entered into an exclusive collaboration agreement with Aurigene for the discovery, development and commercialization of small molecule compounds in the areas of immuno-oncology and selected precision oncology targets. Under the collaboration agreement, Aurigene granted the Company an option to obtain exclusive, royalty-bearing licenses to relevant Aurigene technology to develop, manufacture and commercialize products containing certain of such compounds anywhere in the world, except for India and Russia, which are territories retained by Aurigene. During 2015, the Company exercised options to license the first two programs under this collaboration, resulting in an aggregate one-time payment of $6.0 million (satisfying the $3.0 million option exercise fee for each program) by the Company to Aurigene. Also in 2015, the Company selected a preclinical program for potential further development within the immuno-oncology part of the collaboration resulting in a one-time payment of $2.0 million . In October 2016, the Company licensed the program and designated CA-327 as the development candidate as described in Note 1, resulting in a one-time payment of $1.5 million . In connection with the collaboration agreement, the Company issued to Aurigene 17,120,131 shares of its common stock valued at $24.3 million in partial consideration for the rights granted to the Company under the collaboration agreement, which the Company recognized as expense during the year ended December 31, 2015. The shares were issued pursuant to a stock purchase agreement with Aurigene dated January 18, 2015. In September 2016, the Company and Aurigene entered into an amendment to the collaboration agreement. Under the terms of the amendment, in exchange for the issuance by the Company to Aurigene of 10,208,333 shares of its common stock, Aurigene waived payment of up to a total of $24.5 million in potential milestones and other payments associated with the first four programs in the collaboration that may have become due from the Company under the collaboration agreement. To the extent any of these waived milestones or other payments are not payable by the Company, e.g. in the event one or more of the milestone events do not occur, the Company will have the right to deduct the unused waived amount from any one or more of the milestone payment obligations tied to achievement of commercial milestone events. The amendment also provides that, in the event supplemental program activities are performed by Aurigene, the Company will provide up to $2.0 million of additional funding for each of the third and fourth licensed program. The shares were issued pursuant to a stock purchase agreement with Aurigene dated September 7, 2016. As of March 31, 2018 , the Company has exercised its option to license four programs under the collaboration: 1. IRAK4 Program - a precision oncology program of small molecule inhibitors of IRAK4. The development candidate is CA-4948, an orally available small molecule inhibitor of IRAK4. 2. PD1/VISTA Program - an immuno-oncology program of small molecule antagonists of PD1 and VISTA immune checkpoint pathways. The development candidate is CA-170, an orally available small molecule antagonist of PDL1 and VISTA. 3. PD1/TIM3 Program - an immuno-oncology program of small molecule antagonists of PD1 and TIM3 immune checkpoint pathways. The development candidate is CA-327, an orally available small molecule antagonist of PDL1 and TIM3. 4. In March 2018, the Company exercised its option to license a fourth program, which is an immuno-oncology program. For each option to license (as described above) exercised by the Company, the Company is obligated to use commercially reasonable efforts to develop, obtain regulatory approval for, and commercialize at least one product in each of the United States, specified countries in the European Union and Japan, and Aurigene is obligated to use commercially reasonable efforts to perform its obligations under the development plan for such licensed program in an expeditious manner. Subject to specified exceptions, Aurigene and the Company agreed to collaborate exclusively with each other on the discovery, research, development and commercialization of programs and compounds within immuno-oncology for an initial period of approximately two years from the effective date of the collaboration agreement. At the Company's option, and subject to specified conditions, it may extend such exclusivity for up to three additional one -year periods by paying to Aurigene additional exclusivity option fees on an annual basis. The Company exercised the first one-year exclusivity option fee in 2017. The fee for this exclusivity option exercise was $7.5 million , which the Company paid in two equal installments in 2017. The Company has elected not to further exercise its exclusivity option and thus will not make the $10.0 million payment required for this additional exclusivity in 2018. As a result of the Company’s election to not further exercise its exclusivity option, Curis is no longer operating under broad immuno-oncology exclusivity with Aurigene. The Company has, however, as provided in the agreement, elected to exercise its option to extend exclusivity on a program-by-program, year-by-year, basis for the IRAK4 Program and the PD1/VISTA Program, both of the licensed programs currently in clinical trials. Since January 2015, the Company has paid $14.5 million in research payments and has waived $15.5 million in milestone payments under the terms of the 2016 amendment. For each of the IRAK4, PD1/VISTA,PD1/TIM3 programs, and the fourth immuno-oncology program: the Company has remaining unpaid or unwaived payment obligations of $42.5 million per program, related to regulatory approval and commercial sales milestones, plus specified additional payments for approvals for additional indications, if any. In addition to the collaboration agreement, in June 2017, the Company entered into a master development and manufacturing agreement with Aurigene for the supply of drug substance and drug product, under which it has made cash payments to Aurigene totaling $0.8 million . |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company discloses fair value measurements based on a framework outlined by GAAP which requires expanded disclosures regarding fair value measurements. GAAP defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact. GAAP also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. In accordance with the fair value hierarchy, the following table shows the fair value as of March 31, 2018 and December 31, 2017 of those financial assets and liabilities that are measured at fair value on a recurring basis. Quoted Prices in Active Markets (Level 1) Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) Total Fair Value As of March 31, 2018: Cash equivalents: Money market funds $ 17,774 $ — $ — $ 17,774 Municipal and government securities — 6,188 — 6,188 Short-term investments: Government securities 6,879 — 6,879 Corporate commercial paper, stock, bonds and notes — 16,838 — 16,838 Total assets at fair value $ 17,774 $ 29,905 $ — $ 47,679 Quoted Prices in Active Markets (Level 1) Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) Total Fair Value As of December 31, 2017: Cash equivalents: Money market funds $ 35,308 $ — $ — $ 35,308 Municipal bonds — 260 — 260 Short-term investments: Corporate commercial paper, stock, bonds and notes — 21,944 — 21,944 Total assets at fair value $ 35,308 $ 22,204 $ — $ 57,512 No investments held at March 31, 2018 were transferred between levels. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Cash equivalents are highly liquid investments purchased with original maturities of three months or less. All other liquid investments are classified as marketable securities. The Company’s short-term investments are marketable securities with original maturities of greater than three months from the date of purchase, but less than twelve months from the balance sheet date, and the Company's long-term investments are marketable securities with original maturities of greater than twelve months from the balance sheet date. Marketable securities consist of commercial paper, corporate bonds and notes, and government obligations. All of the Company’s short-term and long-term investments have been designated available-for-sale and are stated at fair value with any unrealized holding gains or losses included as a component of stockholders’ equity and any realized gains and losses recorded in the statement of operations in the period during which the securities are sold. Unrealized gains and temporary losses on investments are included in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity. Realized gains and losses, dividends and interest income are included in other income (expense). Any premium or discount arising at purchase is amortized and/or accreted to interest income. The amortized cost, unrealized gains and losses and fair value of investments available-for-sale as of March 31, 2018 are as follows: Amortized Cost Unrealized Gain Unrealized Loss Total Fair Value Corporate bonds and notes – short-term $ 16,842 $ — $ (4 ) $ 16,838 Municipal and government securities $ 6,881 $ (2 ) $ 6,879 Total investments $ 23,723 $ — $ (6 ) $ 23,717 Short-term investments have maturities ranging from one to 12 months with a weighted-average maturity of 0.2 years at March 31, 2018 . The amortized cost, unrealized gains and losses and fair value of investments available-for-sale as of December 31, 2017 are as follows: Amortized Cost Unrealized Gain Unrealized Loss Total Fair Value Corporate bonds and notes – short-term $ 21,946 $ — $ (2 ) $ 21,944 Total investments $ 21,946 $ — $ (2 ) $ 21,944 Short-term investments have maturities ranging from one to 12 months with a weighted-average maturity of 0.2 years at December 31, 2017 . At March 31, 2018 , the Company held 6 debt securities that had been in an unrealized loss position for less than 12 months. The aggregate fair value of these securities was $11.3 million at March 31, 2018 . The Company held no investments that have been in a continuous unrealized loss position for 12 months or longer. The Company evaluated its securities for other-than-temporary impairments based on quantitative and qualitative factors, and considered the decline in market value for the 6 debt securities held as of March 31, 2018 to be primarily attributable to current economic and market conditions. The Company will likely not be required to sell these securities, and the Company does not intend to sell these securities before the recovery of their amortized cost bases, which recovery is expected within the next 12 months. Based on this analysis, the Company does not consider these investments to be other-than-temporarily impaired as of March 31, 2018 . |
Debt
Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt (a) BioPharma-II In December 2012, Curis’ wholly owned subsidiary, Curis Royalty, received a $30.0 million loan at an annual interest rate of 12.25% pursuant to a credit agreement between Curis Royalty and BioPharma-II. In connection with the loan, Curis transferred to Curis Royalty its right to receive royalty and royalty-related payments on the commercial sales of Erivedge that it receives from Genentech (see Note 4(a)). The loan and accrued interest was being repaid by Curis Royalty using such royalty and royalty-related payments. To secure repayment of the loan, Curis Royalty granted a first priority lien and security interest (subject only to permitted liens) to BioPharma-II in all of its assets and all real, intangible and personal property, including all of its right, title and interest in and to the royalty and royalty-related payments. The loan constituted an obligation of Curis Royalty, and was non-recourse to Curis. Under the terms of the loan, quarterly royalty payments received by Curis Royalty from Genentech were first applied to pay, collectively: (i) escrow fees payable by Curis pursuant to an escrow agreement between Curis, Curis Royalty, BioPharma-II and Boston Private Bank and Trust Company, (ii) Curis' royalty obligations to university licensors, (iii) certain expenses incurred by BioPharma-II in connection with the credit agreement and related transaction documents, including enforcement of its rights in the case of an event of default under the credit agreement and (iv) expenses incurred by Curis enforcing its right to indemnification under the collaboration agreement with Genentech. Subsequently, remaining amounts were applied first to pay interest and second, principal on the loan. Curis remained entitled to receive any contingent payments upon achievement of clinical development objectives. Curis Royalty retained its right to royalty payments related to sales of Erivedge following repayment of the loan. The final maturity date of the loan was the earlier of the date when the principal was paid in full or the termination of Curis Royalty’s right to receive royalties under the collaboration agreement with Genentech. Because the repayment of the term loan was contingent upon the level of Erivedge royalties received, the short- and long-term classification of the debt was based on the Company’s estimate of the timing of amounts to be repaid. The Company was not able to estimate when the loan would be repaid as repayments were impacted by numerous factors, all of which were beyond the Company’s control. The repayment term could be shortened or extended depending on the actual level of Erivedge royalties received. In addition, if Erivedge royalties were insufficient to pay the accrued interest on the outstanding loan, any unpaid interest outstanding would be added to the principal on a quarterly basis. At any time after January 1, 2017, Curis Royalty was entitled to, subject to certain limitations, to prepay the outstanding principal of the loan in whole or in part, at a price equal to 105% of the outstanding principal on the loan, plus accrued but unpaid interest. The loan was paid off and terminated in March 2017. (b) HealthCare Royalty Partners III On March 6, 2017, the Company and Curis Royalty entered into a new credit agreement, referred to herein as the credit agreement, with HealthCare Royalty for the purpose of refinancing Curis’ and Curis Royalty’s existing royalty financing arrangement with BioPharma-II, referred to herein as the prior loan, with BioPharma-II. On March 22, 2017, the prior loan was terminated in its entirety. Pursuant to the credit agreement, HealthCare Royalty made a $45.0 million loan at an interest rate of 9.95% to Curis Royalty, which was used to pay off $18.4 million in remaining loan obligations to Biopharma-II under the prior loan. The remaining proceeds of $26.6 million were distributed to Curis as sole equity holder of Curis Royalty. The loan from HealthCare Royalty will be repaid from certain Erivedge royalty and royalty-related payments owed by Genentech under the Genentech collaboration agreement, the rights to which were transferred from Curis to Curis Royalty in 2012. Under the terms of the credit agreement with HealthCare Royalty, quarterly Erivedge royalty and royalty-related payments from Genentech will first be applied to pay, collectively: (i) escrow fees payable by the Company pursuant to an escrow agreement, (ii) the Company’s royalty obligations to academic institutions, (iii) certain expenses incurred by HealthCare Royalty in connection with the credit agreement and related transaction documents, including enforcement of its rights in the case of an event of default under the credit agreement and (iv) expenses incurred by the Company enforcing its right to indemnification under the collaboration agreement. Subsequently, remaining amounts will be applied first, to pay interest and second, to pay principal on the loan. If royalties owed under the Genentech collaboration agreement are insufficient to pay the accrued interest on the outstanding loan, the unpaid interest outstanding will be added to the loan principal on a quarterly basis. (c) Respective Debt Payments to BioPharma-II and HealthCare Royalty Partners III During the three months ended March 31, 2018 and 2017 , Curis Royalty made payments totaling $2.9 million and $2.4 million , respectively, of which $1.8 million and $1.7 million have been applied to the principal, respectively, with the remainder applied to accrued interest. As of March 31, 2018 , the Company recorded short- and long-term debt of $7.3 million and $32.5 million , respectively, and at December 31, 2017 , the Company recorded short- and long-term debt of $5.9 million and $35.7 million , respectively, with such amounts recorded within the Company’s condensed consolidated balance sheets. In addition, the Company recorded related accrued interest on its debt of $0.2 million and $0.2 million as of March 31, 2018 and December 31, 2017 , respectively, with such amounts included in the Company’s accrued liabilities section of its condensed consolidated balance sheets. For the three months ended March 31, 2018 and 2017 , the Company recognized interest expense related to its debt of $1.0 million and $0.7 million , respectively, in the condensed consolidated statement of operations and comprehensive loss. At March 31, 2018 , the fair value of the debt approximates its carrying value due to the expected repayment period and because the interest rate yield is near current market rate yields. Due to the assumptions required in estimating future Erivedge royalties, the expected repayment period and weighting of various royalty projection scenarios, the fair value of the debt is measured using Level 3 inputs. During the three months ended March 31, 2017, the Company incurred debt issuance costs totaling $0.2 million in connection with its HealthCare Royalty financing transaction, all of which were incurred directly by the Company. The direct costs incurred by the Company were recorded as contra-debt, which directly reduces the outstanding debt balance on the Company's Consolidated Balance Sheet. All issuance costs will be amortized over the estimated term of the debt using the straight-line method, which approximates the effective interest method. The assumptions used in determining the expected repayment term of the debt and amortization period of the issuance costs requires management to make estimates that could impact the Company’s short- and long-term classification of these costs, as well as the period over which these costs will be amortized. |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consist of the following: March 31, December 31, Accrued compensation $ 1,449 $ 2,187 Professional fees 152 148 Accrued interest on debt (Note 7) 163 193 Other 219 265 Total $ 1,983 $ 2,793 |
Accounting for Stock-Based Comp
Accounting for Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Accounting for Stock-Based Compensation | Accounting for Stock-Based Compensation As of March 31, 2018 , the Company had two shareholder-approved, share-based compensation plans: (i) the Second Amended and Restated 2010 Stock Incentive Plan, or the 2010 Plan, adopted by the board of directors in April 2017 and approved by shareholders in June 2017 and (ii) the Amended and Restated 2010 Employee Stock Purchase Plan, or the ESPP, adopted by the board of directors in April 2017 and approved by shareholders in June 2017, which amended the 2010 Employee Stock Purchase Plan. New employees are typically issued options as an inducement equity award under Nasdaq Listing Rule 5635(c)(4) outside of the 2010 Plan. During the three months ended March 31, 2018 , the Company’s board of directors granted options to purchase a total of 2,153,000 shares of the Company’s common stock to employees of the Company, under the 2010 Plan or in the form of inducement awards pursuant to Nasdaq Marketplace Rules. These options generally vest as to 25% of the shares underlying the award after the first year and as to an additional 6.25% of the shares underlying the award in each subsequent quarter, based upon continued employment over a four -year period, and are exercisable at a price equal to the closing price of the Company’s common stock on the Nasdaq Global Market on the grant dates. Also during the three months ended March 31, 2018 , the Company’s board of directors granted restricted stock awards, or RSAs, to officers of the Company of 546,250 shares of the Company's common stock under the 2010 Plan. These RSAs will vest as to 25% of the shares underlying the RSA on the first anniversary of the date of grant and as to an additional 25% annually thereafter until all such shares become vested, based upon continued service to the Company over a four -year period. During the three months ended March 31, 2018 , the Company’s board of directors granted RSAs to its non-employee directors of 925,000 shares of the Company's common stock under the 2010 Plan. These RSAs will vest as to 100% of the shares underlying the RSA on the first anniversary of the date of grant, subject to continued service to the Company over the course of such year. Employee and Director Grants Vesting Tied to Service Conditions In determining the fair value of stock options, the Company generally uses the Black-Scholes option pricing model. The Black-Scholes option pricing model employs the following key assumptions for employee and director options awarded during the three months ended March 31, 2018 and 2017 based on the assumptions noted in the following table: Three Months Ended 2018 2017 Expected life (years) - employees 5.5 5.5 Expected life (years) - officers 5.5 5.5 Expected life (years) – directors 6.25 6.25 Risk-free interest rate 2.5 % 2.1 % Volatility 66 % 63-64% Dividends None None The expected volatility is based on the annualized daily historical volatility of the Company’s stock price for a time period consistent with the expected term of each grant. Management believes that the historical volatility of the Company’s stock price best represents the future volatility of the stock price. The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of grant for the expected term of the respective grant. The Company has not historically paid cash dividends, and does not expect to pay cash dividends in the foreseeable future. The expected terms and stock price volatility utilized in the calculation involve management’s best estimates at that time, both of which impact the fair value of the option calculated under the Black-Scholes methodology and, ultimately, the expense that will be recognized over the life of the option. GAAP also requires that the Company recognize compensation expense for only the portion of options that are expected to vest. Therefore, management calculated an estimated annual pre-vesting forfeiture rate that is derived from historical employee termination behavior since the inception of the Company, as adjusted. If the actual number of forfeitures differs from those estimated by management, additional adjustments to compensation expense may be required in future periods. A summary of stock option activity under the 2010 Plan, the 2000 Stock Incentive Plan, the 2000 Director Stock Option Plan and nonstatutory inducement awards is summarized as follows: Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding, December 31, 2017 16,034,181 $ 2.42 Granted 2,153,000 0.69 Exercised — — Canceled (753,459 ) 2.08 Outstanding, March 31, 2018 17,433,722 $ 2.22 6.80 $ — Exercisable at March 31, 2018 9,526,893 $ 2.55 5.42 $ — Vested and unvested expected to vest at March 31, 2018 16,617,197 $ 2.25 6.71 $ — The weighted average grant-date fair values of these stock options granted during the three months ended March 31, 2018 and 2017 were $0.41 and $1.44 , respectively. As of March 31, 2018 , there was approximately $8.2 million of unrecognized compensation cost related to unvested employee stock option awards outstanding, net of the impact of estimated forfeitures, that is expected to be recognized as expense over a weighted-average period of 2.65 years. There were no options exercised during the three months ended March 31, 2018 . The intrinsic value of employee stock options exercised during the three months ended March 31, 2017 was $0.7 million . The following table presents a summary of outstanding RSAs under the 2010 Plan as of March 31, 2018 : Number of Shares Weighted Average Exercise Price per Share Outstanding, December 31, 2017 — $ — Awarded 1,471,250 0.69 Vested — — Forfeited — — Outstanding, March 31, 2018 1,471,250 $ 0.69 As of March 31, 2018 , there were 1,471,250 shares outstanding covered by RSAs that are expected to vest. The weighted average fair value of these shares of restricted stock was $0.69 per share and the aggregate fair value of these shares of restricted stock was approximately $1.0 million . As of March 31, 2018 , there were approximately $0.8 million of unrecognized compensation costs, net of estimated forfeitures, related to RSAs granted to officers and non-employee directors, which are expected to be recognized as expense over a remaining weighted average period of 1.92 years. Employee Stock-Based Compensation Expense The Company recorded a total of $1.1 million in compensation expense for the three months ended March 31, 2018 and $1.1 million for the three months ended March 31, 2017 related to employee and director stock option grants. The total fair values of vested stock options for each of the three months ended March 31, 2018 and 2017 was $1.8 million and $1.5 million , respectively. The Company recorded $0.1 million in compensation expense during the three months ended March 31, 2018 , net of expected forfeitures, related to officer and director restricted stock awards. Total Stock-Based Compensation Expense For the three months ended March 31, 2018 and 2017 , the Company recorded stock-based compensation expense to the following line items in its costs and expenses section of the condensed consolidated statements of operations and comprehensive loss, including expense related to its ESPP: Three Months Ended 2018 2017 Research and development expenses $ 413 $ 289 General and administrative expenses 813 814 Total stock-based compensation expense $ 1,226 $ 1,103 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) The following tables summarize the changes in accumulated other comprehensive income (loss) as of March 31, 2018 and 2017 : Unrealized Gain on Securities Available-for-Sale Balance, as of December 31, 2017 $ (2 ) Unrealized loss on marketable securities (4 ) Amounts reclassified from accumulated other comprehensive income (loss) — Net current period other comprehensive income (4 ) Balance, as of March 31, 2018 $ (6 ) The above amounts do not reflect a tax effect because the Company expects to record a net loss for 2018 . Unrealized Losses and Gain on Securities Available-for-Sale Balance, as of December 31, 2016 $ (4 ) Unrealized loss on marketable securities (2 ) Amounts reclassified from accumulated other comprehensive income (loss) — Net current period other comprehensive income (2 ) Balance, as of March 31, 2017 $ (6 ) |
Common Stock and Treasury Stock
Common Stock and Treasury Stock | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Common Stock and Treasury Stock | Common Stock and Treasury Stock (a) ATM Sales Agreement On July 2, 2015, the Company entered into a sales agreement with Cowen and Company, LLC, or Cowen, pursuant to which the Company may sell from time to time up to $30.0 million of the Company’s common stock through an “at-the-market” equity offering program under which Cowen acts as sales agent. Subject to the terms and conditions of the sales agreement, Cowen may sell the common stock by methods deemed to be an “at-the-market” offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended. In addition, with the Company’s prior written approval, Cowen may also sell the common stock by any other method permitted by law, including pursuant to negotiated transactions. Cowen is obligated to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Nasdaq Global Market to sell on the Company’s behalf all of the shares requested to be sold by the Company. The Company has no obligation to sell any of the common stock under the sales agreement. Either the Company or Cowen may at any time suspend solicitations and offers under the sales agreement upon notice to the other party. The sales agreement may be terminated at any time by either the Company or Cowen upon written notice to the other party as specified in the sales agreement. The aggregate compensation payable to Cowen shall be 3% of the gross sales price of the common stock sold by Cowen pursuant to the sales agreement. Each party has agreed in the sales agreement to provide indemnification and contribution against certain liabilities, including liabilities under the Securities Act, subject to the terms of the sales agreement. The shares to be sold under the sales agreement have been and will be issued and sold pursuant to the currently-effective universal shelf registration statement on Form S-3, filed with the Securities and Exchange Commission on July 2, 2015. Since inception, the Company has sold 2,103,981 shares of common stock under this sales agreement for net proceeds of $6.2 million . (b) Treasury Stock Retirement Since 2002, the Company has repurchased 1,222,846 shares of common stock at a total cost of $1.5 million . The shares were repurchased through a combination of a repurchase program of up to $3.0 million approved by the Board of Directors in 2002 and through employee purchases of common stock upon the exercise of stock options by remittance of shares of Company stock. The Company accounts for its common stock repurchases as treasury stock under the cost method. As of March 31, 2018 , the Company retired 1,222,846 shares of common stock at a total cost of $1.5 million . |
Loss Per Common Share
Loss Per Common Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Loss Per Common Share | Loss Per Common Share Basic and diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is the same as basic net loss per common share for the three months ended March 31, 2018 and 2017 , because the effect of the potential common stock equivalents would be antidilutive due to the Company’s net loss position for these periods. Antidilutive securities consist of stock options outstanding of 17,433,722 and 18,699,002 as of March 31, 2018 and 2017 , respectively. |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In May 2017, the FASB issued Accounting Standard Update (ASU) 2017-09, Scope of Modification Accounting , which clarifies the scope under which modification accounting should be applied to a share-based payment award under Accounting Standard Codification (ASC) 718. The standard will be effective for annual reporting periods and interim periods within those annual periods, beginning after December 15, 2017, and early adoption is permitted for interim or annual period beginning after January 1, 2017. As such, the Company adopted this standard as of January 1, 2018 and concluded there was no material impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill under the current standard in testing the interim or annual impairment of goodwill. The standard will be effective for annual reporting periods and interim periods within those annual periods, beginning after December 15, 2019, and early adoption is permitted for interim or annual period beginning after January 1, 2017. As such, the Company adopted this standard as of January 1, 2018 and concluded there was no material impact on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments , which helps to clarify the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, by addressing eight specific cash flow issues. The standard will be effective for annual reporting periods and interim periods within those annual periods, beginning after December 15, 2017, and early adoption is permitted for interim or annual periods. As such, the Company adopted this standard as of January 1, 2018 and concluded there was no material impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases . The standard requires organizations that lease assets to recognize on the balance sheet assets or liabilities, as applicable, for the rights and obligations created by those leases. Additionally, the guidance modifies current guidance for lessor accounting and leveraged leases, and is effective for fiscal years beginning after December 15, 2018, and interim periods within such years. Early adoption is permitted, but the Company does not anticipate electing early adoption. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which amends prior guidance on accounting for equity investments and financial liabilities. The new standard amends certain aspects of accounting and disclosure requirements for financial instruments, including the requirement that equity investments with readily determinable fair values be measured at fair value with changes in fair value recognized in results of operations. The new standard does not apply to investments accounted for under the equity method of accounting or those that result in consolidation of the investee. Equity investments that do not have readily determinable fair values may be measured at fair value or at cost minus impairment adjusted for changes in observable prices. A financial liability that is measured at fair value in accordance with the fair value option is required to be presented separately in other comprehensive income for the portion of the total change in the fair value resulting from change in the instrument-specific credit risk. In addition, a valuation allowance should be evaluated on deferred tax assets related to available-for-sale debt securities in combination with other deferred tax assets. The guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within such years. As such, the Company adopted this standard as of January 1, 2018 and concluded there was no material impact on its consolidated financial statements. In May 2014, the FASB issued new revenue recognition guidance in ASU 2014-09, Revenue from Contracts with Customers , for entities, providing a single, comprehensive model to account for revenue arising from contracts with customers. In addition, The FASB recently issued ASUs 2016-08, 2016-10, 2016-12, 2016-20 and 2017-13, all of which are further clarifying amendments to ASU 2014-09. This new standard provides a five step framework whereby revenue is recognized when promised goods or services are transferred to a customer at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard also requires significantly expanded disclosures regarding the qualitative and quantitative information of an entity’s nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. Two adoption methods are permitted: retrospectively to all prior reporting periods presented, with certain practical expedients permitted; or retrospectively with the cumulative effect of initially adopting the ASU recognized at the date of initial application. The Company plans to use the modified retrospective method for its adoption. To date, the Company’s sources of collaboration and other revenue have primarily been collaboration agreements. The most significant differences between Topic 606 and previous guidance for license and collaboration revenue are: (i) allocating consideration to performance obligations; and (ii) estimating and determining the timing of recognition of variable consideration received from licensees, including up-front license payments, contingent milestones and royalties. The guidance is effective for interim and annual periods beginning after December 15, 2017 and early adoption is permitted. The Company has adopted the guidance as of January 1, 2018. The Company has evaluated the impact that ASU 2014-09 may have on the financial position and results of operations and has concluded that the adoption of this guidance has no material impact on its consolidated financial statements. For more detail, see Note 3, Revenue Recognition . |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. These statements, however, are condensed and do not include all disclosures required by accounting principles generally accepted in the United States, or GAAP, for complete financial statements and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 as filed with the Securities and Exchange Commission, or the SEC, on March 8, 2018. In the opinion of the Company, the unaudited financial statements contain all adjustments (all of which were considered normal and recurring) necessary for a fair statement of the Company’s financial position at March 31, 2018 and the results of operations for the three -month periods ended March 31, 2018 and 2017 and the cash flows for the three -month periods ended March 31, 2018 and 2017 . The condensed consolidated balance sheet at December 31, 2017 was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosure of certain assets and liabilities at the balance sheet date. Such estimates include the performance obligations under the Company’s collaboration agreements; the estimated repayment term of the Company’s debt and related short- and long-term classification; the fair value of the Company’s debt; the collectability of receivables; the carrying value of property and equipment and intangible assets; the assumptions used in the Company’s valuation of stock-based compensation and the value of certain investments and liabilities. Actual results may differ from such estimates. These interim results are not necessarily indicative of results to be expected for a full year or subsequent interim periods. |
Revenue Recognition | Revenue Recognition The Company’s business strategy includes entering into collaborative license and development agreements with biotechnology and pharmaceutical companies for the development and commercialization of the Company’s drug candidates. The terms of the agreements typically include non-refundable license fees, funding of research and development, payments based upon achievement of clinical development and regulatory objectives, and royalties on product sales. The Company has adopted the provisions of the Financial Accounting Standards Board, or FASB, Codification Topic 606, Revenue from Contracts with Customers , or Topic 606. This guidance supersedes the provisions of FASB Codification Topic 605, Revenue Recognition. Under the new guidance, a company can adopt Topic 606 using either the full retrospective method or the modified retrospective method. Under the full retrospective method, a company recasts the amount by which each financial statement line item presented in the current filing is affected as if the new guidance has always existed. Under the modified retrospective method, prior year financial statements would not need to be recast. Instead, a company applies the cumulative effect of initially applying the new standard as an adjustment to the opening retained earnings balance. The Company performed a detailed accounting assessment to quantify the effect of the transition from the former guidance to the new guidance and concluded that there was no material effect on the Company's consolidated financial statements under either the full retrospective or the modified retrospective methods. The Company has concluded that it will elect the modified retrospective method to avoid restatement of prior filings. There are multiple options for the transition method under the new guidance, one of which allows a company to apply this guidance retrospectively either to all contracts at the date of initial application or only to contracts that are not completed contracts at the date of initial application. The Company has elected to apply the guidance to only contracts that are not completed contracts as of January 1, 2018. The only contract not completed as of January 1, 2018 is the collaboration agreement with Genentech (see Note 4). The Company has assessed the potential effects to the consolidated financial statements and retained earnings and has concluded that, upon adoption of the new standard, there was no impact. License Fees and Multiple Element Arrangements If a license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from non-refundable, up-front fees allocated to the license at such time as the license is transferred to the licensee and the licensee is able to use, and benefit from, the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. If the Company is involved in a steering committee as part of a multiple element arrangement, the Company assesses whether its involvement constitutes a performance obligation or a right to participate. Steering committee services that are determined to be performance obligations are combined with other research services or performance obligations required under an arrangement, if any, in determining the level of effort required in an arrangement and the period over which the Company expects to complete its aggregate performance obligations. Appropriate methods of measuring progress include output methods and input methods. In determining the appropriate method for measuring progress, the Company considers the nature of service that the Company promises to transfer to the customer. When the Company decides on a method of measurement, the Company will apply that single method of measuring progress for each performance obligation satisfied over time and will apply that method consistently to similar performance obligations and in similar circumstances. If the Company cannot reasonably measure its progress toward complete satisfaction of a performance obligation because it lacks reliable information that would be required to apply an appropriate method of measuring progress, but the Company can reasonably estimate when the performance obligation ceases or the remaining obligations become inconsequential and perfunctory, then revenue is not recognized until the Company can reasonably estimate when the performance obligation ceases or becomes inconsequential. Revenue is then recognized over the remaining estimated period of performance. Significant management judgment is required in determining the level of effort required under an arrangement and the period over which the Company is expected to complete its performance obligations under an arrangement. Contingent Research Milestone Payments Under the new guidance, there exists a constraint on the amount of variable consideration included in the transaction price in that either all, or a portion, of an amount of variable consideration should be included in the transaction price. The variable consideration amount should be included only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The assessment of whether variable consideration should be constrained is largely a qualitative one that has two elements: the likelihood of a change in estimate, and the magnitude thereof. Variable consideration is not constrained if the potential reversal of cumulative revenue recognized is not significant, for example. If the consideration in a contract includes a variable amount, a company will estimate the amount of consideration in exchange for transfer of promised goods or services. The consideration also can vary if a company’s entitlement to the consideration is contingent on the occurrence or nonoccurrence of a future event. The Company considers contingent research milestone payments to fall under the scope of variable consideration, which should be estimated for revenue recognition purposes at the inception of the contract and reassessed ongoing at the end of each reporting period. The Company assesses whether contingent research milestones should be considered variable consideration that should be constrained and thus not part of the transaction price. This includes an assessment of the probability that all or some of the milestones revenue could be reversed when the uncertainty around whether or not the achievement of each milestone is resolved, and the amount of reversal could be significant. The guidance provides factors to consider when assessing whether variable consideration should be constrained. All of the factors should be considered, and no factor is determinative. The Company considers all relevant factors. Reimbursement of Costs Reimbursement of research and development costs by third party collaborators is recognized as revenue over time provided the Company has determined that it transfers control (i.e. performs the services) of a service over time and, therefore, satisfies a performance obligation according to the provisions outlined in the FASB Codification Topic 606-10-25-27, Revenue Recognition . |
Deferred Revenue | Deferred Revenue Amounts received prior to satisfying the above revenue recognition criteria are recorded as deferred revenue in the accompanying consolidated balance sheets. Significant judgments are required in the application of revenue recognition guidance. Short-term deferred revenue would consist of amounts that are expected to be recognized as revenue, or applied against future co-development costs, within the next fiscal year. Amounts that the Company expects will not be recognized in the next fiscal year would be classified as long-term deferred revenue. However, this estimate would be based on our operating plan as of the balance sheet date and on our estimated performance periods under the collaboration in which the Company has recorded deferred revenues. If our operating plan or our estimated performance period would change, the Company could recognize a different amount of deferred revenue over the reporting period. With respect to each of the foregoing areas of revenue recognition, the Company exercises significant judgment in determining whether an arrangement contains multiple elements, and, if so, how much revenue is allocable to each element. In addition, the Company exercises our judgment in determining when our significant obligations have been met under such agreements and the specific time periods over which we recognized revenue, such as non-refundable, up-front license fees. To the extent that actual facts and circumstances differ from our initial judgments, our revenue recognition with respect to such transactions would change accordingly and any such change could affect our reported financial results. |
Royalty Revenue | Royalty Revenue Since the first quarter of 2012, the Company has recognized royalty revenues related to Genentech’s and Roche’s sales of Erivedge. For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). The Company expects to continue recognizing royalty revenue from Genentech’s sales of Erivedge in the U.S. and in other markets where Genentech and Roche successfully obtain marketing approval, if any (see Note 4). However, Erivedge royalties will service Curis Royalty’s debt until this debt is repaid in full (see Note 7). |
Fair Value Measurements | The Company discloses fair value measurements based on a framework outlined by GAAP which requires expanded disclosures regarding fair value measurements. GAAP defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact. GAAP also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
Basic and Diluted Loss Per Common Share | Basic and diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is the same as basic net loss per common share for the three months ended March 31, 2018 and 2017 , because the effect of the potential common stock equivalents would be antidilutive due to the Company’s net loss position for these periods. |
New Accounting Pronouncements | New Accounting Pronouncements In May 2017, the FASB issued Accounting Standard Update (ASU) 2017-09, Scope of Modification Accounting , which clarifies the scope under which modification accounting should be applied to a share-based payment award under Accounting Standard Codification (ASC) 718. The standard will be effective for annual reporting periods and interim periods within those annual periods, beginning after December 15, 2017, and early adoption is permitted for interim or annual period beginning after January 1, 2017. As such, the Company adopted this standard as of January 1, 2018 and concluded there was no material impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill under the current standard in testing the interim or annual impairment of goodwill. The standard will be effective for annual reporting periods and interim periods within those annual periods, beginning after December 15, 2019, and early adoption is permitted for interim or annual period beginning after January 1, 2017. As such, the Company adopted this standard as of January 1, 2018 and concluded there was no material impact on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments , which helps to clarify the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, by addressing eight specific cash flow issues. The standard will be effective for annual reporting periods and interim periods within those annual periods, beginning after December 15, 2017, and early adoption is permitted for interim or annual periods. As such, the Company adopted this standard as of January 1, 2018 and concluded there was no material impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases . The standard requires organizations that lease assets to recognize on the balance sheet assets or liabilities, as applicable, for the rights and obligations created by those leases. Additionally, the guidance modifies current guidance for lessor accounting and leveraged leases, and is effective for fiscal years beginning after December 15, 2018, and interim periods within such years. Early adoption is permitted, but the Company does not anticipate electing early adoption. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which amends prior guidance on accounting for equity investments and financial liabilities. The new standard amends certain aspects of accounting and disclosure requirements for financial instruments, including the requirement that equity investments with readily determinable fair values be measured at fair value with changes in fair value recognized in results of operations. The new standard does not apply to investments accounted for under the equity method of accounting or those that result in consolidation of the investee. Equity investments that do not have readily determinable fair values may be measured at fair value or at cost minus impairment adjusted for changes in observable prices. A financial liability that is measured at fair value in accordance with the fair value option is required to be presented separately in other comprehensive income for the portion of the total change in the fair value resulting from change in the instrument-specific credit risk. In addition, a valuation allowance should be evaluated on deferred tax assets related to available-for-sale debt securities in combination with other deferred tax assets. The guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within such years. As such, the Company adopted this standard as of January 1, 2018 and concluded there was no material impact on its consolidated financial statements. In May 2014, the FASB issued new revenue recognition guidance in ASU 2014-09, Revenue from Contracts with Customers , for entities, providing a single, comprehensive model to account for revenue arising from contracts with customers. In addition, The FASB recently issued ASUs 2016-08, 2016-10, 2016-12, 2016-20 and 2017-13, all of which are further clarifying amendments to ASU 2014-09. This new standard provides a five step framework whereby revenue is recognized when promised goods or services are transferred to a customer at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard also requires significantly expanded disclosures regarding the qualitative and quantitative information of an entity’s nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. Two adoption methods are permitted: retrospectively to all prior reporting periods presented, with certain practical expedients permitted; or retrospectively with the cumulative effect of initially adopting the ASU recognized at the date of initial application. The Company plans to use the modified retrospective method for its adoption. To date, the Company’s sources of collaboration and other revenue have primarily been collaboration agreements. The most significant differences between Topic 606 and previous guidance for license and collaboration revenue are: (i) allocating consideration to performance obligations; and (ii) estimating and determining the timing of recognition of variable consideration received from licensees, including up-front license payments, contingent milestones and royalties. The guidance is effective for interim and annual periods beginning after December 15, 2017 and early adoption is permitted. The Company has adopted the guidance as of January 1, 2018. The Company has evaluated the impact that ASU 2014-09 may have on the financial position and results of operations and has concluded that the adoption of this guidance has no material impact on its consolidated financial statements. For more detail, see Note 3, Revenue Recognition . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial Assets or Liabilities Measured at Fair Value on Recurring Basis | In accordance with the fair value hierarchy, the following table shows the fair value as of March 31, 2018 and December 31, 2017 of those financial assets and liabilities that are measured at fair value on a recurring basis. Quoted Prices in Active Markets (Level 1) Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) Total Fair Value As of March 31, 2018: Cash equivalents: Money market funds $ 17,774 $ — $ — $ 17,774 Municipal and government securities — 6,188 — 6,188 Short-term investments: Government securities 6,879 — 6,879 Corporate commercial paper, stock, bonds and notes — 16,838 — 16,838 Total assets at fair value $ 17,774 $ 29,905 $ — $ 47,679 Quoted Prices in Active Markets (Level 1) Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) Total Fair Value As of December 31, 2017: Cash equivalents: Money market funds $ 35,308 $ — $ — $ 35,308 Municipal bonds — 260 — 260 Short-term investments: Corporate commercial paper, stock, bonds and notes — 21,944 — 21,944 Total assets at fair value $ 35,308 $ 22,204 $ — $ 57,512 |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Amortized Cost, Unrealized Gains and Losses and Fair Value of Investments | The amortized cost, unrealized gains and losses and fair value of investments available-for-sale as of March 31, 2018 are as follows: Amortized Cost Unrealized Gain Unrealized Loss Total Fair Value Corporate bonds and notes – short-term $ 16,842 $ — $ (4 ) $ 16,838 Municipal and government securities $ 6,881 $ (2 ) $ 6,879 Total investments $ 23,723 $ — $ (6 ) $ 23,717 The amortized cost, unrealized gains and losses and fair value of investments available-for-sale as of December 31, 2017 are as follows: Amortized Cost Unrealized Gain Unrealized Loss Total Fair Value Corporate bonds and notes – short-term $ 21,946 $ — $ (2 ) $ 21,944 Total investments $ 21,946 $ — $ (2 ) $ 21,944 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following: March 31, December 31, Accrued compensation $ 1,449 $ 2,187 Professional fees 152 148 Accrued interest on debt (Note 7) 163 193 Other 219 265 Total $ 1,983 $ 2,793 |
Accounting for Stock-Based Co23
Accounting for Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Key Assumptions for Options Awarded | The Black-Scholes option pricing model employs the following key assumptions for employee and director options awarded during the three months ended March 31, 2018 and 2017 based on the assumptions noted in the following table: Three Months Ended 2018 2017 Expected life (years) - employees 5.5 5.5 Expected life (years) - officers 5.5 5.5 Expected life (years) – directors 6.25 6.25 Risk-free interest rate 2.5 % 2.1 % Volatility 66 % 63-64% Dividends None None |
Summary of Stock Option Activity | A summary of stock option activity under the 2010 Plan, the 2000 Stock Incentive Plan, the 2000 Director Stock Option Plan and nonstatutory inducement awards is summarized as follows: Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding, December 31, 2017 16,034,181 $ 2.42 Granted 2,153,000 0.69 Exercised — — Canceled (753,459 ) 2.08 Outstanding, March 31, 2018 17,433,722 $ 2.22 6.80 $ — Exercisable at March 31, 2018 9,526,893 $ 2.55 5.42 $ — Vested and unvested expected to vest at March 31, 2018 16,617,197 $ 2.25 6.71 $ — |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The following table presents a summary of outstanding RSAs under the 2010 Plan as of March 31, 2018 : Number of Shares Weighted Average Exercise Price per Share Outstanding, December 31, 2017 — $ — Awarded 1,471,250 0.69 Vested — — Forfeited — — Outstanding, March 31, 2018 1,471,250 $ 0.69 |
Schedule of Recorded Stock-Based Compensation Expense | For the three months ended March 31, 2018 and 2017 , the Company recorded stock-based compensation expense to the following line items in its costs and expenses section of the condensed consolidated statements of operations and comprehensive loss, including expense related to its ESPP: Three Months Ended 2018 2017 Research and development expenses $ 413 $ 289 General and administrative expenses 813 814 Total stock-based compensation expense $ 1,226 $ 1,103 |
Accumulated Other Comprehensi24
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Summary of Changes in Accumulated Other Comprehensive Income (Loss) | The following tables summarize the changes in accumulated other comprehensive income (loss) as of March 31, 2018 and 2017 : Unrealized Gain on Securities Available-for-Sale Balance, as of December 31, 2017 $ (2 ) Unrealized loss on marketable securities (4 ) Amounts reclassified from accumulated other comprehensive income (loss) — Net current period other comprehensive income (4 ) Balance, as of March 31, 2018 $ (6 ) The above amounts do not reflect a tax effect because the Company expects to record a net loss for 2018 . Unrealized Losses and Gain on Securities Available-for-Sale Balance, as of December 31, 2016 $ (4 ) Unrealized loss on marketable securities (2 ) Amounts reclassified from accumulated other comprehensive income (loss) — Net current period other comprehensive income (2 ) Balance, as of March 31, 2017 $ (6 ) |
Nature of Business (Details)
Nature of Business (Details) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | Oct. 31, 2016program | Dec. 31, 2015program | Oct. 31, 2015program | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Reportable segments | segment | 1 | ||||
Retained earnings (accumulated deficit) | $ (963,012) | $ (952,265) | |||
Cash, cash equivalents and investments | $ 48,500 | ||||
Aurigene | |||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Collaboration agreement, number of programs licensed | program | 3 | 2 | 2 |
Revenue Recognition (Details)
Revenue Recognition (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2017 | |
Genentech, Inc. | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Percent of revenue | 100.00% | 100.00% |
Research and Development Coll27
Research and Development Collaborations (Details) | Mar. 06, 2017USD ($) | Apr. 30, 2019 | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Oct. 31, 2016USD ($)program | Sep. 30, 2016USD ($)shares | Jan. 31, 2015USD ($)paymentproductterm | Jun. 30, 2003USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2015USD ($)program | Dec. 31, 2015USD ($)programshares | Dec. 31, 2017USD ($) | Oct. 31, 2015program | Dec. 31, 2012USD ($) | Nov. 30, 2012USD ($) |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Distribution of remaining loan proceeds | $ 26,600,000 | $ 26,600,000 | ||||||||||||||
Recognized royalty revenue | $ 2,474,000 | $ 2,191,000 | ||||||||||||||
Cost of royalty revenues | 129,000 | 111,000 | ||||||||||||||
Option fees | $ 7,500,000 | |||||||||||||||
Value of common stock issued | 1,656,000 | $ 1,654,000 | ||||||||||||||
Collaboration agreement, number of optional additional terms | term | 3 | |||||||||||||||
Collaboration agreement, optional additional term | 1 year | |||||||||||||||
Number of payments | payment | 2 | |||||||||||||||
Exclusivity payment | 10,000,000 | |||||||||||||||
Curis Royalty, LLC | Credit agreement with BioPharma-II | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Principal loan amount to Curis Royalty given by BioPharma under credit agreement | $ 30,000,000 | $ 30,000,000 | ||||||||||||||
Interest rate on loan to Curis Royalty given by BioPharma under credit agreement | 12.25% | 12.25% | ||||||||||||||
Genentech, Inc. | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Amount received for specified clinical development and regulatory objectives | 59,000,000 | |||||||||||||||
Percentage of royalty rate decrease | 2.00% | 2.00% | ||||||||||||||
Recognized royalty revenue | 2,500,000 | 2,200,000 | ||||||||||||||
Cost of royalty revenues | $ 100,000 | 100,000 | ||||||||||||||
Percentage of royalties earned | 5.00% | |||||||||||||||
Genentech, Inc. | Drug development royalty | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Research and development expenses | $ 100,000 | 100,000 | ||||||||||||||
Genentech, Inc. | Maximum | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Eligible to receive contingent cash payment for specified clinical development and regulatory objectives (up to) | $ 115,000,000 | |||||||||||||||
Percentage of royalty on net sales | 7.50% | |||||||||||||||
Genentech, Inc. | Minimum | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Percentage of royalty on net sales | 5.00% | |||||||||||||||
HealthCare Royalty Partners III, L.P. | Curis Royalty, LLC | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Principal loan amount to Curis Royalty given by BioPharma under credit agreement | $ 45,000,000 | $ 45,000,000 | $ 45,000,000 | |||||||||||||
Interest rate on loan to Curis Royalty given by BioPharma under credit agreement | 9.95% | 9.95% | 9.95% | |||||||||||||
BioPharma-II | Curis Royalty, LLC | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Remaining loan obligations | $ 18,400,000 | $ 18,400,000 | $ 18,400,000 | |||||||||||||
Aurigene | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Collaboration agreement, number of programs licensed | program | 3 | 2 | 2 | 2 | ||||||||||||
Collaboration agreement payment | $ 6,000,000 | |||||||||||||||
Option fees | 3,000,000 | |||||||||||||||
Additional payments made under collaborative arrangements (up to) | $ 2,000,000 | $ 2,000,000 | ||||||||||||||
One-time payment | $ 1,500,000 | |||||||||||||||
Issued shares of common stock (in shares) | shares | 17,120,131 | |||||||||||||||
Value of common stock issued | $ 24,300,000 | $ 24,300,000 | ||||||||||||||
Shares issued of common stock in exchange for waived payment (in shares) | shares | 10,208,333 | |||||||||||||||
Waived payment of milestone and other payments (up to) | $ 24,500,000 | |||||||||||||||
Collaboration agreement, number of products required to commercialize (at least) | product | 1 | |||||||||||||||
Collaboration agreement period | 2 years | |||||||||||||||
Milestone payments waived to date | 15,500,000 | |||||||||||||||
Aurigene | Programs three and four | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Agreement to provide additional funding, if options are exercised (up to) | 2,000,000 | |||||||||||||||
Payments made under collaboration arrangements | $ 14,500,000 | |||||||||||||||
Aurigene | IRAK4, PD1/VISTA,PD1/TIM3 Program | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Waived payment of milestone and other payments (up to) | $ 42,500,000 | |||||||||||||||
Aurigene | Master Development and Manufacturing Agreement | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Collaboration agreement payment | $ 800,000 | |||||||||||||||
Scenario, Forecast | Genentech, Inc. | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Percentage of royalty payments | 5.00% | |||||||||||||||
AUSTRALIA | Genentech, Inc. | ||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||||||
Percentage of direct net sales | 2.00% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair value measurements, recurring - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Short-term investments: | ||
Total assets at fair value | $ 47,679 | $ 57,512 |
Short-term investments | Corporate commercial paper, stock, bonds and notes | ||
Short-term investments: | ||
Corporate commercial paper, stock, bonds and notes | 16,838 | 21,944 |
Money market funds | ||
Cash equivalents: | ||
Cash equivalents | 17,774 | 35,308 |
Municipal and government securities | ||
Cash equivalents: | ||
Cash equivalents | 6,188 | 260 |
Municipal and government securities | Short-term investments | ||
Cash equivalents: | ||
Cash equivalents | 6,879 | |
Quoted Prices in Active Markets (Level 1) | ||
Short-term investments: | ||
Total assets at fair value | 17,774 | 35,308 |
Quoted Prices in Active Markets (Level 1) | Short-term investments | Corporate commercial paper, stock, bonds and notes | ||
Short-term investments: | ||
Corporate commercial paper, stock, bonds and notes | 0 | 0 |
Quoted Prices in Active Markets (Level 1) | Money market funds | ||
Cash equivalents: | ||
Cash equivalents | 17,774 | 35,308 |
Quoted Prices in Active Markets (Level 1) | Municipal and government securities | ||
Cash equivalents: | ||
Cash equivalents | 0 | 0 |
Quoted Prices in Active Markets (Level 1) | Municipal and government securities | Short-term investments | ||
Cash equivalents: | ||
Cash equivalents | ||
Other Observable Inputs (Level 2) | ||
Short-term investments: | ||
Total assets at fair value | 29,905 | 22,204 |
Other Observable Inputs (Level 2) | Short-term investments | Corporate commercial paper, stock, bonds and notes | ||
Short-term investments: | ||
Corporate commercial paper, stock, bonds and notes | 16,838 | 21,944 |
Other Observable Inputs (Level 2) | Money market funds | ||
Cash equivalents: | ||
Cash equivalents | 0 | 0 |
Other Observable Inputs (Level 2) | Municipal and government securities | ||
Cash equivalents: | ||
Cash equivalents | 6,188 | 260 |
Other Observable Inputs (Level 2) | Municipal and government securities | Short-term investments | ||
Cash equivalents: | ||
Cash equivalents | 6,879 | |
Unobservable Inputs (Level 3) | ||
Short-term investments: | ||
Total assets at fair value | 0 | 0 |
Unobservable Inputs (Level 3) | Short-term investments | Corporate commercial paper, stock, bonds and notes | ||
Short-term investments: | ||
Corporate commercial paper, stock, bonds and notes | 0 | 0 |
Unobservable Inputs (Level 3) | Money market funds | ||
Cash equivalents: | ||
Cash equivalents | 0 | 0 |
Unobservable Inputs (Level 3) | Municipal and government securities | ||
Cash equivalents: | ||
Cash equivalents | 0 | $ 0 |
Unobservable Inputs (Level 3) | Municipal and government securities | Short-term investments | ||
Cash equivalents: | ||
Cash equivalents | $ 0 |
Investments - Summary of Amorti
Investments - Summary of Amortized Cost, Unrealized Gains and Losses and Fair Value of Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 23,723 | $ 21,946 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (6) | (2) |
Total Fair Value | 23,717 | 21,944 |
Corporate bonds and notes – short-term | Short-term investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 16,842 | 21,946 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (4) | (2) |
Total Fair Value | 16,838 | $ 21,944 |
Municipal and government securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 6,881 | |
Unrealized Loss | (2) | |
Total Fair Value | $ 6,879 |
Investments - Narrative (Detail
Investments - Narrative (Details) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018USD ($)security | Dec. 31, 2017 | |
Debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of securities in an unrealized loss position for less than 12 months | security | 6 | |
Fair value of securities in an unrealized loss position for less than 12 months | $ | $ 11.3 | |
Short-term investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term investments, weighted average maturity | 2 months | 2 months |
Minimum | Short-term investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term investments, maturity ranges | 1 month | 1 month |
Maximum | Short-term investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term investments, maturity ranges | 12 months | 12 months |
Debt (Details)
Debt (Details) - USD ($) | Mar. 06, 2017 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2012 | Nov. 30, 2012 |
Debt Instrument [Line Items] | |||||||
Distribution of remaining loan proceeds | $ 26,600,000 | $ 26,600,000 | |||||
Payment towards debt obligations | $ 1,815,000 | $ 1,676,000 | |||||
Short-term debt | 7,289,000 | $ 5,886,000 | |||||
Long-term debt | 32,460,000 | 35,669,000 | |||||
Interest expense recognized related to loan | 1,025,000 | 656,000 | |||||
BioPharma-II | |||||||
Debt Instrument [Line Items] | |||||||
Interest expense recognized related to loan | 1,000,000 | 700,000 | |||||
HealthCare Royalty Partners III, L.P. | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance costs | 200,000 | 200,000 | |||||
Curis Royalty, LLC | HealthCare Royalty Partners III, L.P. | |||||||
Debt Instrument [Line Items] | |||||||
Loan received | $ 45,000,000 | $ 45,000,000 | $ 45,000,000 | ||||
Annual interest rate | 9.95% | 9.95% | 9.95% | ||||
Curis Royalty, LLC | BioPharma-II | |||||||
Debt Instrument [Line Items] | |||||||
Remaining loan obligations | $ 18,400,000 | $ 18,400,000 | $ 18,400,000 | ||||
Credit agreement with BioPharma-II | |||||||
Debt Instrument [Line Items] | |||||||
Accrued interest on loan amount to Curis Royalty given by BioPharma under credit agreement | 200,000 | $ 200,000 | |||||
Credit agreement with BioPharma-II | Curis Royalty, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Loan received | $ 30,000,000 | $ 30,000,000 | |||||
Annual interest rate | 12.25% | 12.25% | |||||
Percentage equal to the price of the outstanding principal of the loan that may be prepaid | 105.00% | ||||||
Payment towards debt obligations | 2,900,000 | 2,400,000 | |||||
Credit agreement with BioPharma-II | Curis Royalty, LLC | Principal portion | |||||||
Debt Instrument [Line Items] | |||||||
Payment towards debt obligations | $ 1,800,000 | $ 1,700,000 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Other Liabilities Disclosure [Abstract] | ||
Accrued compensation | $ 1,449 | $ 2,187 |
Professional fees | 152 | 148 |
Accrued interest on debt (Note 7) | 163 | 193 |
Other | 219 | 265 |
Total | $ 1,983 | $ 2,793 |
Accounting for Stock-Based Co33
Accounting for Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Mar. 31, 2018USD ($)plan$ / sharesshares | Mar. 31, 2017USD ($)$ / shares | Dec. 31, 2017$ / sharesshares | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Number of shareholder-approved, share-based compensation plans | plan | 2 | ||
Number of options granted (in shares) | shares | 2,153,000 | ||
Weighted average grant-date fair values of stock options (in dollars per share) | $ / shares | $ 0.41 | $ 1.44 | |
Unrecognized compensation cost, net of estimated forfeitures | $ 8.2 | ||
Unrecognized compensation cost, weighted average period for recognition | 2 years 7 months 23 days | ||
Intrinsic values of employee stock options exercised | $ 0.7 | ||
Fair values of vested stock options | $ 1.8 | 1.5 | |
Restricted Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Awarded (in shares) | shares | 1,471,250 | ||
Outstanding shares (in shares) | shares | 1,471,250 | 0 | |
Weighted average fair value (in dollars per share) | $ / shares | $ 0.69 | $ 0 | |
Fair value | $ 1 | ||
Stock options outstanding | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Compensation expense related to employee and director stock option grants | $ 1.1 | $ 1.1 | |
Officers | Restricted Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Vesting period of options | 4 years | ||
Awarded (in shares) | shares | 546,250 | ||
Non-employee directors | Restricted Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Percentage of vested shares which are exercisable under stock option | 100.00% | ||
Awarded (in shares) | shares | 925,000 | ||
Officers and Non-Employee Directors | Restricted Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Unrecognized compensation cost, net of estimated forfeitures | $ 0.8 | ||
Unrecognized compensation cost, weighted average period for recognition | 1 year 11 months | ||
Compensation expense related to employee and director stock option grants | $ 0.1 | ||
Tranche one | Officers | Restricted Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Percentage of vested shares which are exercisable under stock option | 25.00% | ||
Tranche two | Officers | Restricted Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Percentage of vested shares which are exercisable under stock option | 25.00% | ||
2010 Plan | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Number of options granted (in shares) | shares | 2,153,000 | ||
Vesting period of options | 4 years | ||
2010 Plan | Tranche one | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Percentage of vested shares which are exercisable under stock option | 25.00% | ||
2010 Plan | Tranche two | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Percentage of vested shares which are exercisable under stock option | 6.25% |
Accounting for Stock-Based Co34
Accounting for Stock-Based Compensation - Key Assumptions (Details) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Risk-free interest rate | 2.50% | 2.10% |
Volatility | 66.00% | |
Volatility, minimum | 63.00% | |
Volatility, maximum | 64.00% | |
Employees | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Expected life | 5 years 6 months | 5 years 6 months |
Officers | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Expected life | 5 years 6 months | 5 years 6 months |
Directors | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Expected life | 6 years 3 months | 6 years 3 months |
Accounting for Stock-Based Co35
Accounting for Stock-Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($)$ / sharesshares | |
Number of Shares | |
Beginning balance (in shares) | shares | 16,034,181 |
Granted (in shares) | shares | 2,153,000 |
Exercised (in shares) | shares | 0 |
Canceled (in shares) | shares | (753,459) |
Ending balance (in shares) | shares | 17,433,722 |
Exercisable at period end (in shares) | shares | 9,526,893 |
Vested and unvested expected to vest (in shares) | shares | 16,617,197 |
Weighted Average Exercise Price per Share | |
Beginning balance (in dollars per share) | $ / shares | $ 2.42 |
Granted (in dollars per share) | $ / shares | 0.69 |
Exercised (in dollars per share) | $ / shares | 0 |
Canceled (in dollars per share) | $ / shares | 2.08 |
Ending balance (in dollars per share) | $ / shares | 2.22 |
Exercisable at period end (in dollars per share) | $ / shares | 2.55 |
Vested and unvested expected to vest (in dollars per share) | $ / shares | $ 2.25 |
Weighted Average Remaining Contractual Life | |
Outstanding, March 31, 2018 | 6 years 9 months 18 days |
Exercisable at March 31, 2018 | 5 years 5 months 3 days |
Vested and unvested expected to vest at March 31, 2018 | 6 years 8 months 14 days |
Aggregate Intrinsic Value | |
Outstanding, March 31, 2018 | $ | $ 0 |
Exercisable at March 31, 2018 | $ | 0 |
Vested and unvested expected to vest at March 31, 2018 | $ | $ 0 |
Accounting for Stock-Based Co36
Accounting for Stock-Based Compensation - Schedule of Share-based Compensation, Restricted Stock Units Award Activity (Details) - Restricted Stock | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Shares | |
Beginning balance (in shares) | shares | 0 |
Awarded (in shares) | shares | 1,471,250 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Ending balance (in shares) | shares | 1,471,250 |
Weighted Average Exercise Price per Share | |
Beginning balance (in dollars per share) | $ / shares | $ 0 |
Vested (in dollars per share) | $ / shares | 0 |
Awarded (in dollars per share) | $ / shares | 0.69 |
Forfeited (in dollars per share) | $ / shares | 0 |
Ending balance (in dollars per share) | $ / shares | $ 0.69 |
Accounting for Stock-Based Co37
Accounting for Stock-Based Compensation - Schedule of Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Total stock-based compensation expense | $ 1,226 | $ 1,103 |
Research and development expenses | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Total stock-based compensation expense | 413 | 289 |
General and administrative expenses | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Total stock-based compensation expense | $ 813 | $ 814 |
Accumulated Other Comprehensi38
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 23,993 | |
Ending balance | 14,467 | |
Accumulated net unrealized investment gain (loss) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (2) | $ (4) |
Unrealized loss on marketable securities | (4) | (2) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 |
Net current period other comprehensive income | (4) | (2) |
Ending balance | $ (6) | $ (6) |
Common Stock and Treasury Sto39
Common Stock and Treasury Stock (Details) - USD ($) | Jul. 02, 2015 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Class of Stock [Line Items] | ||||
Proceeds from issuance of common stock associated with offerings, net of issuance costs | $ 0 | $ 6,214,000 | ||
Shares repurchased to date (in shares) | 1,222,846 | |||
Cost of repurchased shares to date | $ 1,500,000 | |||
Authorized amount of shares for repurchase (up to) | $ 3,000,000 | |||
Common stock retired (in shares) | 1,222,846 | |||
Value of common stock retired | $ 1,500,000 | |||
Cowen | At-the-market sale facility | ||||
Class of Stock [Line Items] | ||||
Planned proceeds from sale of stock (up to) | $ 30,000,000 | |||
Compensation payable, percentage of gross sales price | 3.00% | |||
Shares of common stock sold (in shares) | 2,103,981 | |||
Proceeds from issuance of common stock associated with offerings, net of issuance costs | $ 6,200,000 |
Loss Per Common Share (Details)
Loss Per Common Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Stock options outstanding | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 17,433,722 | 18,699,002 |