Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 01, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | FPRX | |
Entity Registrant Name | FIVE PRIME THERAPEUTICS INC | |
Entity Central Index Key | 1,175,505 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 28,344,086 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 38,154 | $ 149,971 |
Marketable securities | 431,072 | 367,495 |
Receivables from collaborative partners | 3,399 | 4,054 |
Income tax receivable | 1,504 | |
Prepaid and other current assets | 6,005 | 6,761 |
Total current assets | 480,134 | 528,281 |
Property and equipment, net | 5,634 | 4,539 |
Deferred tax asset | 11,620 | 15,071 |
Other long-term assets | 380 | 394 |
Total assets | 497,768 | 548,285 |
Current liabilities: | ||
Accounts payable | 654 | 1,894 |
Accrued personnel-related expenses | 4,015 | 6,878 |
Other accrued liabilities | 8,240 | 5,882 |
Deferred revenue, current portion | 15,597 | 17,509 |
Deferred rent, current portion | 817 | 768 |
Income tax payable, current portion | 14,808 | 46,437 |
Total current liabilities | 44,131 | 79,368 |
Deferred revenue, long-term portion | 24,562 | 31,268 |
Deferred rent, long-term portion | 433 | 865 |
Income tax payable, long-term portion | 1,799 | 3,283 |
Other long-term liabilities | 147 | 295 |
Commitments | ||
Stockholders' equity: | ||
Common stock | 27 | 26 |
Additional paid-in capital | 391,978 | 372,605 |
Accumulated other comprehensive income (loss) | 219 | (74) |
Retained earnings | 34,472 | 60,649 |
Total stockholders' equity | 426,696 | 433,206 |
Total liabilities and stockholders' equity | $ 497,768 | $ 548,285 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | ||||
Collaboration revenue | $ 9,229,000 | $ 6,315,000 | $ 15,749,000 | $ 10,602,000 |
Operating expenses: | ||||
Research and development | 22,177,000 | 13,310,000 | 41,033,000 | 24,521,000 |
General and administrative | 8,106,000 | 4,596,000 | 16,163,000 | 8,816,000 |
Total operating expenses | 30,283,000 | 17,906,000 | 57,196,000 | 33,337,000 |
Loss from operations | (21,054,000) | (11,591,000) | (41,447,000) | (22,735,000) |
Interest income | 646,000 | 117,000 | 1,182,000 | 225,000 |
Loss before income tax | (20,408,000) | (11,474,000) | (40,265,000) | (22,510,000) |
Income tax benefit | 7,271,000 | 0 | 14,088,000 | 0 |
Net loss | $ (13,137,000) | $ (11,474,000) | $ (26,177,000) | $ (22,510,000) |
Basic and diluted net loss per common share | $ (0.49) | $ (0.45) | $ (0.98) | $ (0.89) |
Weighted-average shares used to compute basic and diluted net loss per common share | 26,924 | 25,690 | 26,619 | 25,383 |
Condensed Statements of Compreh
Condensed Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (13,137) | $ (11,474) | $ (26,177) | $ (22,510) |
Other comprehensive income: | ||||
Net unrealized gain on marketable securities, net of tax | 109 | 41 | 293 | 71 |
Comprehensive loss | $ (13,028) | $ (11,433) | $ (25,884) | $ (22,439) |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Operating activities | ||
Net loss | $ (26,177) | $ (22,510) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 782 | 823 |
Stock-based compensation expense | 14,527 | 2,203 |
Excess tax benefits from employee equity incentive plans | (2,533) | |
Deferred income taxes | 3,451 | |
Amortization of premium on marketable securities | 2,346 | 1,042 |
Loss on disposal of property and equipment | (9) | |
Changes in operating assets and liabilities: | ||
Receivables from collaborative partners | 655 | (308) |
Income tax receivable | (1,504) | |
Prepaid, other current assets, and other long-term assets | 770 | (637) |
Accounts payable | (1,240) | 257 |
Accrued personnel-related expenses | (2,863) | (1,524) |
Deferred revenue | (8,618) | (1,165) |
Deferred rent | (383) | (178) |
Income tax payable | (30,580) | |
Other accrued liabilities and other long-term liabilities | 2,210 | 1,786 |
Net cash used in operating activities | (49,166) | (20,211) |
Investing activities | ||
Purchases of marketable securities | (339,880) | (102,994) |
Maturities of marketable securities | 274,250 | 47,500 |
Purchases of property and equipment | (1,868) | (1,416) |
Net cash used in investing activities | (67,498) | (56,910) |
Financing activities | ||
Proceeds from public offering of common stock, net | 78,693 | |
Proceeds from issuance of common stock under equity incentive plans | 5,916 | |
Repurchase of shares to satisfy tax withholding | (3,602) | 0 |
Excess tax benefits from employee equity incentive plans | 2,533 | 2,257 |
Net cash provided by financing activities | 4,847 | 80,950 |
Net increase (decrease) in cash and cash equivalents | (111,817) | 3,829 |
Cash and cash equivalents at beginning of period | 149,971 | 15,267 |
Cash and cash equivalents at end of period | 38,154 | $ 19,096 |
Supplemental cash flow information | ||
Cash paid for income taxes | $ 14,701 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Description of Business | 1. Description of Business Five Prime Therapeutics, Inc. (we, us, our or the Company) is a clinical-stage biotechnology company focused on discovering and developing innovative protein therapeutics to improve the lives of patients with serious diseases. Protein therapeutics are antibodies or drugs developed from extracellular proteins or protein fragments that block disease processes, including cancer and inflammatory diseases. We were incorporated in December 2001 in Delaware. Our operations are based in South San Francisco, California and we operate in one segment. Unaudited Interim Financial Information The accompanying financial information as of June 30, 2016 is unaudited. The Condensed Financial Statements included in this report reflect all adjustments that our management considers necessary for the fair statement of the results of operations for the interim periods covered and of the financial condition of the Company at the date of the interim balance sheet. The adjustments are of a normal recurring nature, except for an adjustment to correct for the classification of stock-based compensation expense in the three months ended March 31, 2016. This adjustment corrected for an overstatement of $0.6 million in general and administrative expense and an understatement of $0.6 million in research and development expense. The correction of the error is reflected in the results of operations for the six-month period ended June 30, 2016 and did not affect the prior amount of total operating expense, loss from operations, or net loss reported in the three months ended March 31, 2016. We prepared the accompanying unaudited condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The results for interim periods are not necessarily indicative of the results for the entire year or any other interim period. The accompanying Condensed Financial Statements and related financial information should be read in conjunction with the audited financial statements and the related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the U.S. Securities and Exchange Commission. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements as well as reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. Fair Value of Financial Instruments We determine the fair value of financial and nonfinancial assets and liabilities using the fair value hierarchy, which describes three levels of inputs that may be used to measure fair value, as follows: 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 for identical or similar assets or liabilities 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; and 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. We determine the fair value of Level 1 assets using quoted prices in active markets for identical assets. We review trading activity and pricing for Level 2 investments as of each measurement date. Level 2 inputs, obtained from various third-party data providers, represent quoted prices for similar assets in active markets and were derived from observable market data, or, if not directly observable, were derived from or corroborated by other observable market data. In certain cases where there is limited activity or less transparency around inputs to valuation, we classify securities as Level 3 within the valuation hierarchy. We do not have any assets or liabilities measured using Level 3 inputs as of June 30, 2016. The following table summarizes, for assets recorded at fair value, the respective fair values and the classifications by level of input within the fair value hierarchy defined above (in thousands): June 30, 2016 Basis of Fair Value Measurements Total Level 1 Level 2 Level 3 Assets Money market funds $ 29,752 $ 29,752 $ — $ — U.S. Treasury securities 431,072 431,072 — — Total cash equivalents and marketable securities $ 460,824 $ 460,824 $ — $ — December 31, 2015 Basis of Fair Value Measurements Total Level 1 Level 2 Level 3 Assets Money market funds $ 34,821 $ 34,821 $ — $ — U.S. Treasury securities 477,125 477,125 — — Total cash equivalents and marketable securities $ 511,946 $ 511,946 $ — $ — Net Loss Per Share of Common Stock We compute basic net loss per common share by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. We excluded the following options to purchase shares of common stock and restricted stock awards, or RSAs, from the calculation of diluted net loss per share for all periods presented as the effect would have been antidilutive (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Options to purchase common stock 2,561 2,604 2,739 2,635 RSAs 1,319 — 1,412 — 3,880 2,604 4,151 2,635 Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, 2014-09, Revenue from Contracts with Customers: Topic 606 In March, April, and May 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers: Principal versus Agent Considerations , ASU 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing , and ASU 2016-12, Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients to provide supplemental adoption guidance and clarification to ASU 2014-09. The effective date for these new standards is the same as the effective date and transition requirements for ASU 2014-09. We are evaluating the potential impact that ASU 2014-09 may have on our financial position and results of operations. In February 2016, FASB issued ASU 2016-02, Leases. all annual and interim reporting periods thereafter. E In March 2016, FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The We are evaluating the impact that the adoption of ASU 2016-09 will have on our consolidated financial statements and related disclosures. |
Cash Equivalents and Marketable
Cash Equivalents and Marketable Securities | 6 Months Ended |
Jun. 30, 2016 | |
Cash And Cash Equivalents [Abstract] | |
Cash Equivalents and Marketable Securities | 3. Cash Equivalents and Marketable Securities The following is a summary of our cash equivalents and marketable securities (in thousands): June 30, 2016 Amortized Unrealized Unrealized Estimated Cost Basis Gains Losses Fair Value Money market funds $ 29,752 $ — $ — $ 29,752 U.S. Treasury securities 430,735 338 (1 ) 431,072 460,487 338 (1 ) 460,824 Less: cash equivalents (29,752 ) — — (29,752 ) Total marketable securities $ 430,735 $ 338 $ (1 ) $ 431,072 December 31, 2015 Amortized Unrealized Unrealized Estimated Cost Basis Gains Losses Fair Value Money market funds $ 34,821 $ — $ — $ 34,821 U.S. Treasury securities 477,239 13 (127 ) 477,125 512,060 13 (127 ) 511,946 Less: cash equivalents (144,470 ) — 19 (144,451 ) Total marketable securities $ 367,590 $ 13 $ (108 ) $ 367,495 As of June 30, 2016, the amortized cost and estimated fair value of our available-for-sale securities by contractual maturity are shown below (in thousands): Amortized Estimated Cost Fair Value Debt securities maturing: In one year or less $ 430,735 $ 431,072 Total marketable securities $ 430,735 $ 431,072 We determined that the gross unrealized losses on our marketable securities as of June 30, 2016 were temporary in nature. We currently do not intend to sell these securities prior to maturity and do not consider these investments to be other-than-temporarily impaired at June 30, 2016. There were no sales of available-for-sale securities in any of the periods presented. |
Equity Incentive Plans
Equity Incentive Plans | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity Incentive Plans | 4. Equity Incentive Plans The following table summarizes option activity under our equity incentive plans and related information: Options Outstanding Weighted Weighted Average Average Number of Exercise Price Remaining Shares Per Share Term Balance at December 31, 2015 3,028,714 $ 12.62 Options granted 404,600 $ 40.53 Options exercised (697,157 ) $ 7.35 Options forfeited (82,793 ) $ 14.36 Options expired (127 ) $ 18.33 Balance at June 30, 2016 2,653,237 $ 14.36 Options exercisable 1,166,045 $ 10.27 6.36 We have granted RSAs to certain of our employees. RSAs are share awards that entitle the holder to receive freely tradable shares of our common stock upon vesting and are unforfeitable once fully vested. We based the fair value of RSAs on the closing sales price of our common stock on the grant date. The following table summarizes RSA activity under our 2013 Omnibus Incentive Plan and related information: RSAs Outstanding Weighted-Average Number Grant-Date of Shares Fair Value Unvested balance at December 31, 2015 1,574,870 $ 19.71 RSAs granted 107,630 $ 37.44 RSAs vested (266,926 ) $ 19.06 RSAs forfeited (94,536 ) $ 18.73 Unvested balance at June 30, 2016 1,321,038 $ 21.36 As of June 30, 2016, there were 2,582,268 shares of common stock available for future issuance under our 2013 Omnibus Incentive Plan. Stock-Based Compensation We calculate employee stock-based compensation expense based on awards ultimately expected to vest reduced by estimated forfeitures. We estimate forfeitures at the time of grant and revise forfeitures, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Total stock-based compensation expense recognized was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Research and development $ 3,868 $ 596 $ 8,143 $ 1,105 General and administrative 3,258 616 6,384 1,098 Total $ 7,126 $ 1,212 $ 14,527 $ 2,203 During the first quarter of 2016, we reclassified $0.6 million of stock-based compensation expense from general and administrative to research and development. This adjustment is reflected in the table for the six months ended June 30, 2016. See Note 1 for further discussion under “Unaudited Interim Financial Information”. We estimated the fair value of stock options using the Black-Scholes option-pricing model based on the date of grant of such stock option with the following assumptions: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Expected term (years) 5.5-6.3 5.5-6.1 5.5-6.3 5.5-6.1 Expected volatility 72% 71% 72-74% 71-73% Risk-free interest rate 1.4% 1.4-1.9% 1.4-1.5% 1.4-1.9% Expected dividend yield 0% 0% 0% 0% As of June 30, 2016, we had $19.7 million of total unrecognized compensation expense related to nonvested employee and director stock options that we expect to recognize over a weighted-average period of 2.8 years. Additionally, we had $15.1 million of total unrecognized compensation expense related to employee and director RSAs that we expect to recognize over a weighted-average period of 0.9 years. |
Collaborative Research and Deve
Collaborative Research and Development Agreements | 6 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaborative Research and Development Agreements | 5. Collaborative Research and Development Agreements GlaxoSmithKline Respiratory Diseases Collaboration In January 2016, we amended our research collaboration and license agreement, referred to as the respiratory diseases collaboration, with GlaxoSmithKline, or GSK, that we originally entered into in April 2012 to identify new therapeutic approaches to treat refractory asthma and chronic obstructive pulmonary disease function. The amendment extended the research term by three months to July 2016 to allow for the conduct of additional activities to validate protein targets we discovered in our screens and increased the research funding that GSK is obligated to pay us under the collaboration by $0.7 million. As of June 30, 2016, we had substantially completed our activities under the respiratory diseases collaboration and we fully recognized the remaining deferred revenue related to this agreement. FP-1039 License and Collaboration In March 2016, GSK delivered to us written notice of termination for convenience of our license and collaboration agreement, or the FP-1039 license, with Human Genome Sciences, Inc., which was acquired by GSK in 2012. Pursuant to the terms of the FP-1039 license, termination of the FP-1039 license will become effective on September 5, 2016, which is 180 days after GSK’s notice of termination. Pursuant to the terms of the FP-1039 license, in April 2016, we elected to have GSK complete the conduct of the Phase 1b clinical trial of FP-1039 that GSK is currently conducting, at GSK’s expense. |
Acquired Technologies
Acquired Technologies | 6 Months Ended |
Jun. 30, 2016 | |
Research And Development [Abstract] | |
Acquired Technologies | 6. Acquired Technologies In December 2011, we entered into an exclusive license with Galaxy Biotech, LLC, or Galaxy, for the development, manufacturing and commercialization of certain anti-FGFR2b (fibroblast growth factor receptor 2) monoclonal antibodies. Under the terms of the agreement, we paid Galaxy an upfront license payment of $3.0 million. We are also required to make additional payments based upon the achievement of certain intellectual property, development, regulatory and commercial milestones, as well as royalties on future net sales of products resulting from development of this licensed technology, if any. In May 2016, we amended the agreement to revise certain development-related milestones. As a result, the aggregate amount of development-related milestone payments that we may pay to Galaxy was decreased by $0.5 million. The aggregate amount of intellectual property-related milestone payments, regulatory-related milestone payments and commercial-related milestone payments remain unchanged. During the quarter ended June 30, 2016, we made a $0.25 million milestone payment to Galaxy and accrued an additional $2.25 million of milestone payments, which consist of milestones expected to be met by December 31, 2016. We did not make any milestone payments during the quarter ended June 30, 2015. |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Jun. 30, 2016 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | 7. Employee Benefit Plans We sponsor a 401(k) plan under which eligible employees may elect to contribute to the 401(k) plan, subject to certain limitations, up to the lesser of the statutory maximum or 100% of eligible compensation on a pre-tax basis. We pay the administrative costs for the plan. Effective January 1, 2015, we elected to match employee contributions to the 401(k) plan, or the company match, as permitted by the plan. We make matching contributions every pay period in an amount equal to 50% of the amount contributed by the employee up to an annual maximum company match per employee equal to $6,000. We have recorded 401(k) plan company match expense of $216,000 and $461,000, respectively, for the three and six months ended June 30, 2016 and $157,000 and $336,000, respectively, for the three and six months ended June 30, 2015. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes We realized an income tax benefit of $7.3 million and $14.1 million, respectively, for the three and six months ended June 30, 2016 as compared to no tax expense for the three and six months ended June 30, 2015. The income tax benefit represents our ability to recover taxes accrued in 2015 based on existing tax law that allows us to carryback our 2016 or 2017 tax losses and/or credits to recover prior taxes. The income tax benefit is based on the annual effective tax rate method and considers our forecasted 2016 pre-tax losses reduced by non-deductible stock based compensation expenses and other immaterial non-deductible permanent items. In addition, as a result of the forecasted loss, the income tax benefit was decreased by a valuation allowance recorded against certain deferred tax assets due to the uncertainty surrounding the realization of such assets in the future. As of the year ended December 31, 2015, we recognized approximately $15.1 million of net deferred tax assets based on our review of the reversal pattern of these deferred tax assets that may result in future recovery of tax paid in 2015. Based on our forecasted loss for 2016, we assessed the recoverability of deferred tax assets based on their reversal patterns. We will periodically review our ability to realize our deferred tax assets and any adjustment to this recoverability will impact our annual effective tax rate. |
Summary of Significant Accoun14
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions about future events that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements as well as reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We determine the fair value of financial and nonfinancial assets and liabilities using the fair value hierarchy, which describes three levels of inputs that may be used to measure fair value, as follows: 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 for identical or similar assets or liabilities 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; and 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. We determine the fair value of Level 1 assets using quoted prices in active markets for identical assets. We review trading activity and pricing for Level 2 investments as of each measurement date. Level 2 inputs, obtained from various third-party data providers, represent quoted prices for similar assets in active markets and were derived from observable market data, or, if not directly observable, were derived from or corroborated by other observable market data. In certain cases where there is limited activity or less transparency around inputs to valuation, we classify securities as Level 3 within the valuation hierarchy. We do not have any assets or liabilities measured using Level 3 inputs as of June 30, 2016. The following table summarizes, for assets recorded at fair value, the respective fair values and the classifications by level of input within the fair value hierarchy defined above (in thousands): June 30, 2016 Basis of Fair Value Measurements Total Level 1 Level 2 Level 3 Assets Money market funds $ 29,752 $ 29,752 $ — $ — U.S. Treasury securities 431,072 431,072 — — Total cash equivalents and marketable securities $ 460,824 $ 460,824 $ — $ — December 31, 2015 Basis of Fair Value Measurements Total Level 1 Level 2 Level 3 Assets Money market funds $ 34,821 $ 34,821 $ — $ — U.S. Treasury securities 477,125 477,125 — — Total cash equivalents and marketable securities $ 511,946 $ 511,946 $ — $ — |
Net Loss Per Share of Common Stock | Net Loss Per Share of Common Stock We compute basic net loss per common share by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. We excluded the following options to purchase shares of common stock and restricted stock awards, or RSAs, from the calculation of diluted net loss per share for all periods presented as the effect would have been antidilutive (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Options to purchase common stock 2,561 2,604 2,739 2,635 RSAs 1,319 — 1,412 — 3,880 2,604 4,151 2,635 |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, 2014-09, Revenue from Contracts with Customers: Topic 606 In March, April, and May 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers: Principal versus Agent Considerations , ASU 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing , and ASU 2016-12, Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients to provide supplemental adoption guidance and clarification to ASU 2014-09. The effective date for these new standards is the same as the effective date and transition requirements for ASU 2014-09. We are evaluating the potential impact that ASU 2014-09 may have on our financial position and results of operations. In February 2016, FASB issued ASU 2016-02, Leases. all annual and interim reporting periods thereafter. E In March 2016, FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The We are evaluating the impact that the adoption of ASU 2016-09 will have on our consolidated financial statements and related disclosures. |
Summary of Significant Accoun15
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Assets Recorded at Fair Value | The following table summarizes, for assets recorded at fair value, the respective fair values and the classifications by level of input within the fair value hierarchy defined above (in thousands): June 30, 2016 Basis of Fair Value Measurements Total Level 1 Level 2 Level 3 Assets Money market funds $ 29,752 $ 29,752 $ — $ — U.S. Treasury securities 431,072 431,072 — — Total cash equivalents and marketable securities $ 460,824 $ 460,824 $ — $ — December 31, 2015 Basis of Fair Value Measurements Total Level 1 Level 2 Level 3 Assets Money market funds $ 34,821 $ 34,821 $ — $ — U.S. Treasury securities 477,125 477,125 — — Total cash equivalents and marketable securities $ 511,946 $ 511,946 $ — $ — |
Options and Restricted Stock Awards Excluded from Calculation of Diluted Net Loss Per Share | We excluded the following options to purchase shares of common stock and restricted stock awards, or RSAs, from the calculation of diluted net loss per share for all periods presented as the effect would have been antidilutive (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Options to purchase common stock 2,561 2,604 2,739 2,635 RSAs 1,319 — 1,412 — 3,880 2,604 4,151 2,635 |
Cash Equivalents and Marketab16
Cash Equivalents and Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Cash And Cash Equivalents [Abstract] | |
Summary of Cash Equivalents and Marketable Securities | The following is a summary of our cash equivalents and marketable securities (in thousands): June 30, 2016 Amortized Unrealized Unrealized Estimated Cost Basis Gains Losses Fair Value Money market funds $ 29,752 $ — $ — $ 29,752 U.S. Treasury securities 430,735 338 (1 ) 431,072 460,487 338 (1 ) 460,824 Less: cash equivalents (29,752 ) — — (29,752 ) Total marketable securities $ 430,735 $ 338 $ (1 ) $ 431,072 December 31, 2015 Amortized Unrealized Unrealized Estimated Cost Basis Gains Losses Fair Value Money market funds $ 34,821 $ — $ — $ 34,821 U.S. Treasury securities 477,239 13 (127 ) 477,125 512,060 13 (127 ) 511,946 Less: cash equivalents (144,470 ) — 19 (144,451 ) Total marketable securities $ 367,590 $ 13 $ (108 ) $ 367,495 |
Schedule of Amortized Cost and Estimated Fair Value of Available-for-Sale Securities by Contractual Maturity | As of June 30, 2016, the amortized cost and estimated fair value of our available-for-sale securities by contractual maturity are shown below (in thousands): Amortized Estimated Cost Fair Value Debt securities maturing: In one year or less $ 430,735 $ 431,072 Total marketable securities $ 430,735 $ 431,072 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Option Activity under Equity Incentive Plans and Related Information | The following table summarizes option activity under our equity incentive plans and related information: Options Outstanding Weighted Weighted Average Average Number of Exercise Price Remaining Shares Per Share Term Balance at December 31, 2015 3,028,714 $ 12.62 Options granted 404,600 $ 40.53 Options exercised (697,157 ) $ 7.35 Options forfeited (82,793 ) $ 14.36 Options expired (127 ) $ 18.33 Balance at June 30, 2016 2,653,237 $ 14.36 Options exercisable 1,166,045 $ 10.27 6.36 |
Schedule of Restricted Stock Award Activity under 2013 Omnibus Incentive Plan and Related Information | The following table summarizes RSA activity under our 2013 Omnibus Incentive Plan and related information: RSAs Outstanding Weighted-Average Number Grant-Date of Shares Fair Value Unvested balance at December 31, 2015 1,574,870 $ 19.71 RSAs granted 107,630 $ 37.44 RSAs vested (266,926 ) $ 19.06 RSAs forfeited (94,536 ) $ 18.73 Unvested balance at June 30, 2016 1,321,038 $ 21.36 |
Schedule of Stock-Based Compensation Expenses Recognized | Total stock-based compensation expense recognized was as follows (in thousands) Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Research and development $ 3,868 $ 596 $ 8,143 $ 1,105 General and administrative 3,258 616 6,384 1,098 Total $ 7,126 $ 1,212 $ 14,527 $ 2,203 |
Schedule of Stock Options Weighted-Average Assumptions | We estimated the fair value of stock options using the Black-Scholes option-pricing model based on the date of grant of such stock option with the following assumptions: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Expected term (years) 5.5-6.3 5.5-6.1 5.5-6.3 5.5-6.1 Expected volatility 72% 71% 72-74% 71-73% Risk-free interest rate 1.4% 1.4-1.9% 1.4-1.5% 1.4-1.9% Expected dividend yield 0% 0% 0% 0% |
Description of Business - Addit
Description of Business - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2016USD ($)Segment | |
Description Of Business [Line Items] | |
Number of operating segment | Segment | 1 |
Overstatement of general and administrative expense [Member] | |
Description Of Business [Line Items] | |
Correction of prior period errors in current period | $ 0.6 |
Understatement of research and development expense [Member] | |
Description Of Business [Line Items] | |
Correction of prior period errors in current period | $ (0.6) |
Summary of Significant Accoun19
Summary of Significant Accounting Policies - Summary of Assets Recorded at Fair Value (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Assets | ||
U.S. Treasury securities | $ 431,072 | $ 367,495 |
Total cash equivalents and marketable securities | 460,824 | 511,946 |
Money market funds [Member] | ||
Assets | ||
Money market funds | 29,752 | 34,821 |
U.S. Treasury securities | 29,752 | 34,821 |
U.S. Treasury securities [Member] | ||
Assets | ||
U.S. Treasury securities | 431,072 | 477,125 |
Level 1 [Member] | ||
Assets | ||
Total cash equivalents and marketable securities | 460,824 | 511,946 |
Level 1 [Member] | Money market funds [Member] | ||
Assets | ||
Money market funds | 29,752 | 34,821 |
Level 1 [Member] | U.S. Treasury securities [Member] | ||
Assets | ||
U.S. Treasury securities | $ 431,072 | $ 477,125 |
Summary of Significant Accoun20
Summary of Significant Accounting Policies - Options and Restricted Stock Awards Excluded from Calculation of Diluted Net Loss Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Securities excluded from calculation of diluted net (loss) income per share | 3,880 | 2,604 | 4,151 | 2,635 |
Options to purchase common stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Securities excluded from calculation of diluted net (loss) income per share | 2,561 | 2,604 | 2,739 | 2,635 |
RSAs [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Securities excluded from calculation of diluted net (loss) income per share | 1,319 | 1,412 |
Cash Equivalents and Marketab21
Cash Equivalents and Marketable Securities - Summary of Cash Equivalents and Marketable Securities (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost Basis | $ 430,735 | $ 367,590 |
Unrealized Gains | 338 | 13 |
Unrealized Losses | (1) | (108) |
Estimated Fair Value | 431,072 | 367,495 |
Money market funds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost Basis | 29,752 | 34,821 |
Estimated Fair Value | 29,752 | 34,821 |
U.S. Treasury securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost Basis | 430,735 | 477,239 |
Unrealized Gains | 338 | 13 |
Unrealized Losses | (1) | (127) |
Estimated Fair Value | 431,072 | 477,125 |
Marketable securities including cash equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost Basis | 460,487 | 512,060 |
Unrealized Gains | 338 | 13 |
Unrealized Losses | (1) | (127) |
Estimated Fair Value | 460,824 | 511,946 |
Cash equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost Basis | (29,752) | (144,470) |
Unrealized Losses | 19 | |
Estimated Fair Value | $ (29,752) | $ (144,451) |
Cash Equivalents and Marketab22
Cash Equivalents and Marketable Securities - Schedule of Amortized Cost and Estimated Fair Value of Available-for-Sale Securities by Contractual Maturity (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost Basis | $ 430,735 | $ 367,590 |
Total marketable securities, Estimated Fair Value | 431,072 | 367,495 |
U.S. Treasury securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost, In one year or less | 430,735 | |
Amortized Cost Basis | 430,735 | 477,239 |
Estimated Fair Value, In one year or less | 431,072 | |
Total marketable securities, Estimated Fair Value | $ 431,072 | $ 477,125 |
Cash Equivalents and Marketab23
Cash Equivalents and Marketable Securities - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Investments Debt And Equity Securities [Abstract] | |
Sales of available-for-sale securities | $ 0 |
Equity Incentive Plans - Schedu
Equity Incentive Plans - Schedule of Option Activity under Equity Incentive Plans and Related Information (Detail) | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Shares, Beginning balance | shares | 3,028,714 |
Number of Shares, Options granted | shares | 404,600 |
Number of Shares, Options exercised | shares | (697,157) |
Number of Shares, Options forfeited | shares | (82,793) |
Number of Shares, Options expired | shares | (127) |
Number of Shares, Ending balance | shares | 2,653,237 |
Number of Shares, Options exercisable | shares | 1,166,045 |
Weighted-Average Exercise Price Per Share, Options beginning balance | $ / shares | $ 12.62 |
Weighted-Average Exercise Price Per Share, Options granted | $ / shares | 40.53 |
Weighted-Average Exercise Price Per Share, Options exercised | $ / shares | 7.35 |
Weighted-Average Exercise Price Per Share, Options forfeited | $ / shares | 14.36 |
Weighted-Average Exercise Price Per Share, Options expired | $ / shares | 18.33 |
Weighted-Average Exercise Price Per Share, Options ending balance | $ / shares | 14.36 |
Weighted-Average Exercise Price Per Share, Options exercisable | $ / shares | $ 10.27 |
Weighted-Average Remaining Contractual Terms, Options exercisable | 6 years 4 months 10 days |
Equity Incentive Plans - Sche25
Equity Incentive Plans - Schedule of Restricted Stock Award Activity under 2013 Omnibus Incentive Plan and Related Information (Detail) - Restricted Stock Awards [Member] | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Unvested, Beginning balance | shares | 1,574,870 |
Granted, Number of Shares | shares | 107,630 |
Vested, Number of Shares | shares | (266,926) |
Forfeited, Number of Shares | shares | (94,536) |
Number of Shares, Unvested, Ending balance | shares | 1,321,038 |
Shares, Weighted-Average Grant-Date Fair Value balance at December 31, 2015 | $ / shares | $ 19.71 |
Shares Granted, Weighted-Average Grant-Date Fair Value | $ / shares | 37.44 |
Shares Vested, Weighted-Average Grant-Date Fair Value | $ / shares | 19.06 |
Shares Forfeited, Weighted-Average Grant-Date Fair Value | $ / shares | 18.73 |
Shares, Weighted-Average Grant-Date Fair Value balance at March 31, 2016 | $ / shares | $ 21.36 |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense recognized | $ 7,126 | $ 1,212 | $ 14,527 | $ 2,203 | |
Total unrecognized compensation expense related to nonvested employee and director stock options | 19,700 | $ 19,700 | |||
Unrecognized compensation expense expected to recognize, weighted-average period | 2 years 9 months 18 days | ||||
Restricted Stock Awards [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense expected to recognize, weighted-average period | 10 months 24 days | ||||
Total unrecognized compensation expense related to employee and director RSAs | $ 15,100 | $ 15,100 | |||
Reclassified from General and administrative to Research and development [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense recognized | $ 600 | ||||
2013 Omnibus Incentive Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares of common stock reserved for future issuance | 2,582,268 | 2,582,268 |
Equity Incentive Plans - Sche27
Equity Incentive Plans - Schedule of Stock-Based Compensation Expenses Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense recognized | $ 7,126 | $ 1,212 | $ 14,527 | $ 2,203 |
Research and development [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense recognized | 3,868 | 596 | 8,143 | 1,105 |
General and administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense recognized | $ 3,258 | $ 616 | $ 6,384 | $ 1,098 |
Equity Incentive Plans - Sche28
Equity Incentive Plans - Schedule of Stock Options Assumptions (Detail) - Options [Member] | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate | 1.40% | |||
Risk-free interest rate, minimum | 1.40% | 1.40% | 1.40% | |
Risk-free interest rate, maximum | 1.90% | 1.50% | 1.90% | |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Expected volatility | 72.00% | 71.00% | ||
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term (years) | 5 years 6 months | 5 years 6 months | 5 years 6 months | 5 years 6 months |
Expected volatility | 72.00% | 71.00% | ||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term (years) | 6 years 3 months 18 days | 6 years 1 month 6 days | 6 years 3 months 18 days | 6 years 1 month 6 days |
Expected volatility | 74.00% | 73.00% |
Collaborative Research and De29
Collaborative Research and Development Agreements - Additional Information (Detail) - Glaxo Smith Kline LLC [Member] - USD ($) $ in Millions | 1 Months Ended | |
Mar. 31, 2016 | Jan. 31, 2016 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Increase the research funding | $ 0.7 | |
Extend research terms | 3 months | |
Extend research date | 2016-07 | |
FP-1039 License and Collaboration [Member] | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Termination license agreement effective date | Sep. 5, 2016 | |
Notice period of termination of license agreement | 180 days |
Acquired Technologies - Additio
Acquired Technologies - Additional Information (Detail) - Galaxy Biotech, LLC [Member] - USD ($) | 1 Months Ended | 3 Months Ended | ||
May 31, 2016 | Dec. 31, 2011 | Jun. 30, 2016 | Jun. 30, 2015 | |
Research And Development Arrangement Contract To Perform For Others [Line Items] | ||||
Upfront license payment | $ 3,000,000 | |||
Decrease in development related milestone payments | $ (500,000) | |||
Collaboration fee payable during 2016 | $ 2,250,000 | |||
Milestone payment | $ 250,000 | $ 0 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) | Jan. 02, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Compensation And Retirement Disclosure [Abstract] | |||||
Eligible employees contribution percentage | 100.00% | ||||
Defined contribution plan, employer matching contribution, percent of match | 50.00% | ||||
Defined contribution plan, employer matching contribution, amount | $ 6,000 | ||||
Defined contribution plan, company matching contribution expense | $ 216,000 | $ 157,000 | $ 461,000 | $ 336,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||||
Income tax (benefit) expense | $ (7,271,000) | $ 0 | $ (14,088,000) | $ 0 | |
Net deferred tax assets | $ 15,100,000 |