Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 22, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | PTLA | ||
Entity Registrant Name | PORTOLA PHARMACEUTICALS INC | ||
Entity Central Index Key | 1,269,021 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1,260 | ||
Entity Common Stock, Shares Outstanding | 56,362,311 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | ||
Current assets: | ||||
Cash and cash equivalents | $ 186,488 | [1] | $ 57,514 | |
Short-term investments | 257,713 | [1] | 251,759 | |
Restricted cash (Development Partner) | [1] | 341 | ||
Receivables from collaborators | 1,000 | [1] | 57 | |
Prepaid research and development | 16,976 | [1] | 1,686 | |
Prepaid expenses and other current assets | 3,059 | [1] | 4,061 | |
Total current assets | 465,577 | [1] | 315,077 | |
Property and equipment, net | 6,243 | [1] | 2,776 | |
Intangible asset | [1] | 3,151 | ||
Long-term investments | 15,960 | [1] | 83,030 | |
Prepaid and other long-term assets | 11,993 | [1] | 15,612 | |
Total assets | 502,924 | [1] | 416,495 | |
Current liabilities: | ||||
Accounts payable | 10,279 | [1] | 14,084 | |
Accrued compensation and employee benefits | 5,459 | [1] | 3,512 | |
Accrued research and development | 24,195 | [1] | 12,545 | |
Accrued and other liabilities | 2,826 | [1] | 1,421 | |
Deferred revenue, current portion | 8,387 | [1] | 9,569 | |
Total current liabilities | 51,146 | [1] | 41,131 | |
Deferred revenue, long-term | 18,629 | [1] | 27,016 | |
Other long-term liabilities | 2,826 | [1] | 546 | |
Total liabilities | $ 72,601 | [1] | $ 68,693 | |
Stockholders’ equity: | ||||
Preferred stock, $0.001 par value, 5,000,000 shares authorized; no shares issued and outstanding | [1] | |||
Common stock, $0.001 par value, 100,000,000 shares authorized at December 31, 2014 and 2013; 48,766,806 shares and 40,915,130 shares issued and outstanding at December 31, 2014 and 2013, respectively | $ 57 | [1] | $ 49 | |
Additional paid-in capital | 1,076,791 | [1] | 770,789 | |
Accumulated deficit | (649,302) | [1] | (422,797) | |
Accumulated other comprehensive income/(loss) | (150) | [1] | (239) | |
Total Portola stockholders’ equity | 427,396 | [1] | 347,802 | |
Noncontrolling interest (Development Partner) | [1] | 2,927 | ||
Total stockholders' equity | 430,323 | [1] | 347,802 | |
Total liabilities and stockholders’ equity | $ 502,924 | [1] | $ 416,495 | |
[1] | Amounts include the assets and liabilities of a consolidated variable interest entity (“VIE”). Portola's interests and obligations with respect to the VIE's assets and liabilities are limited to those accorded to Portola in its agreement with the VIE. See Note 8, “Asset Acquisition and License Agreements,” to these consolidated financial statements. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 56,359,515 | 48,766,806 |
Common stock, shares outstanding | 56,359,515 | 48,766,806 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Collaboration and license revenue | $ 12,070,000 | $ 9,625,000 | $ 10,531,000 |
Operating expenses: | |||
Research and development | 200,376,000 | 123,639,000 | 79,286,000 |
Selling, general and administrative | 38,869,000 | 23,552,000 | 15,423,000 |
Total operating expenses | 239,245,000 | 147,191,000 | 94,709,000 |
Loss from operations | (227,175,000) | (137,566,000) | (84,178,000) |
Interest and other income, net | 305,000 | 441,000 | 826,000 |
Loss before taxes | (226,870,000) | (137,125,000) | (83,352,000) |
Income tax benefit | 365,000 | 0 | 0 |
Net loss | (226,505,000) | (137,125,000) | (83,352,000) |
Net loss attributable to Portola | $ (226,505,000) | $ (137,125,000) | $ (83,352,000) |
Net loss per share attributable to Portola common stockholders: | |||
Basic and diluted | $ (4.36) | $ (3.19) | $ (3.65) |
Shares used to compute net loss per share attributable to Portola common stockholders: | |||
Basic and diluted | 51,981,463 | 42,977,463 | 22,842,443 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net loss | $ (226,505) | $ (137,125) | $ (83,352) |
Other comprehensive income: | |||
Unrealized gain on available-for-sale securities, net of tax | 89 | (294) | 22 |
Comprehensive loss | 226,416 | 137,419 | 83,330 |
Total comprehensive loss attributable to Portola | $ (226,416) | $ (137,419) | $ (83,330) |
Consolidated Statements of Conv
Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | IPO | Follow-on Offering | Convertible Preferred Stock | Common Stock | Common StockIPO | Common StockFollow-on Offering | Additional Paid-In Capital | Additional Paid-In CapitalIPO | Additional Paid-In CapitalFollow-on Offering | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest (Development Partner) | ||
Balance at beginning of year at Dec. 31, 2012 | $ (191,569) | $ 317,280 | $ 1 | $ 10,717 | $ (202,320) | $ 33 | |||||||||
Balance at beginning of year (in shares) at Dec. 31, 2012 | 24,026,797 | 1,385,508 | |||||||||||||
Exercise of employee stock options for cash | 2,529 | 2,529 | |||||||||||||
Exercise of employee stock options for cash (in shares) | 403,468 | ||||||||||||||
Lapse of repurchase rights related to common shares issued pursuant to early exercises (in shares) | 500 | ||||||||||||||
Lapse of repurchase rights related to common shares issued pursuant to early exercises | 4 | 4 | |||||||||||||
Conversion of preferred stock warrants to common stock warrants | 659 | 659 | |||||||||||||
Conversion of preferred stock to common stock (in shares) | (24,026,797) | 24,026,797 | |||||||||||||
Conversion of preferred stock to common stock | 317,280 | $ (317,280) | $ 24 | 317,256 | |||||||||||
Issuance of stock (in shares) | 9,686,171 | 5,412,686 | |||||||||||||
Issuance of stock | $ 125,872 | $ 119,975 | $ 11 | $ 5 | $ 125,861 | $ 119,970 | |||||||||
Employee stock-based compensation expense | 4,140 | 4,140 | |||||||||||||
Compensation expense relating to stock options granted to consultants | 775 | 775 | |||||||||||||
Unrealized gain on available-for-sale securities, net of tax | 22 | 22 | |||||||||||||
Net loss | (83,352) | (83,352) | |||||||||||||
Balance at end of the year at Dec. 31, 2013 | 296,335 | $ 41 | 581,911 | (285,672) | 55 | ||||||||||
Balance at end of the year (in shares) at Dec. 31, 2013 | 40,915,130 | ||||||||||||||
Exercise of employee stock options for cash | 4,399 | $ 1 | 4,398 | ||||||||||||
Exercise of employee stock options for cash (in shares) | 652,125 | ||||||||||||||
Lapse of repurchase rights related to common shares issued pursuant to early exercises (in shares) | 500 | ||||||||||||||
Lapse of repurchase rights related to common shares issued pursuant to early exercises | 4 | 4 | |||||||||||||
Issuance of common stock upon cashless exercise of common stock warrants (shares) | 40,314 | ||||||||||||||
Issuance of common stock pursuant to ESPP purchase (in shares) | 28,737 | ||||||||||||||
Issuance of common stock pursuant to ESPP purchase | 579 | 579 | |||||||||||||
Issuance of stock (in shares) | 7,130,000 | ||||||||||||||
Issuance of stock | 174,621 | $ 7 | 174,614 | ||||||||||||
Employee stock-based compensation expense | 8,514 | 8,514 | |||||||||||||
Compensation expense relating to stock options granted to consultants | 769 | 769 | |||||||||||||
Unrealized gain on available-for-sale securities, net of tax | (294) | (294) | |||||||||||||
Net loss | (137,125) | (137,125) | |||||||||||||
Balance at end of the year at Dec. 31, 2014 | 347,802 | $ 49 | 770,789 | (422,797) | (239) | ||||||||||
Balance at end of the year (in shares) at Dec. 31, 2014 | 48,766,806 | ||||||||||||||
Balance at end of the year at Dec. 31, 2014 | 347,802 | ||||||||||||||
Exercise of employee stock options for cash | $ 11,111 | $ 1 | 11,110 | ||||||||||||
Exercise of employee stock options for cash (in shares) | 1,095,486 | 1,095,486 | |||||||||||||
Lapse of repurchase rights related to common shares issued pursuant to early exercises (in shares) | 125 | ||||||||||||||
Issuance of common stock upon cashless exercise of common stock warrants (shares) | 3,041 | ||||||||||||||
Issuance of common stock pursuant to ESPP purchase (in shares) | 30,307 | ||||||||||||||
Issuance of common stock pursuant to ESPP purchase | $ 837 | $ 1 | 836 | ||||||||||||
Issuance of stock (in shares) | 6,463,750 | ||||||||||||||
Issuance of stock | $ 271,096 | $ 6 | $ 271,090 | ||||||||||||
Employee stock-based compensation expense | 20,172 | 20,172 | |||||||||||||
Compensation expense relating to stock options granted to consultants | 2,794 | 2,794 | |||||||||||||
Unrealized gain on available-for-sale securities, net of tax | 89 | 89 | |||||||||||||
Consolidation of variable interest entity | 2,927 | $ 2,927 | |||||||||||||
Net loss | (226,505) | (226,505) | |||||||||||||
Balance at end of the year at Dec. 31, 2015 | [1] | 427,396 | |||||||||||||
Balance at end of the year (in shares) at Dec. 31, 2015 | 56,359,515 | ||||||||||||||
Balance at end of the year at Dec. 31, 2015 | $ 430,323 | [1] | $ 57 | $ 1,076,791 | $ (649,302) | $ (150) | $ 2,927 | ||||||||
[1] | Amounts include the assets and liabilities of a consolidated variable interest entity (“VIE”). Portola's interests and obligations with respect to the VIE's assets and liabilities are limited to those accorded to Portola in its agreement with the VIE. See Note 8, “Asset Acquisition and License Agreements,” to these consolidated financial statements. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Operating activities | ||||
Net loss | $ (226,505) | $ (137,125) | $ (83,352) | |
Adjustments to reconcile net loss to cash used in operating activities: | ||||
Depreciation and amortization | 1,311 | 1,542 | 1,359 | |
Amortization of premium on investment securities | 3,174 | 3,703 | 2,333 | |
Stock-based compensation expense | 22,858 | 9,333 | 4,974 | |
Change in reserve for uncertain tax position | (365) | |||
Revaluation of convertible preferred stock warrant liability | (24) | |||
Unrealized (gain) loss on foreign currency forward contracts | 114 | (261) | ||
Changes in operating assets and liabilities: | ||||
Receivables from collaborations | (943) | 252 | 353 | |
Prepaid research and development | (15,290) | (745) | 718 | |
Prepaid expenses and other current assets | 1,001 | (1,383) | (1,187) | |
Prepaid and other long-term assets | 3,619 | (15,559) | 396 | |
Accounts payable | (4,061) | 10,763 | (1,773) | |
Accrued compensation and employee benefits | 2,054 | 893 | 650 | |
Accrued research and development | 11,650 | (3,565) | 12,742 | |
Accrued and other liabilities | 1,531 | (261) | (834) | |
Deferred revenue | (9,569) | 31,374 | 1,169 | |
Other long-term liabilities | 2,281 | (42) | (878) | |
Net cash used in operating activities | (207,252) | (100,706) | (63,615) | |
Investing activities | ||||
Purchases of property and equipment | (4,746) | (1,629) | (933) | |
Increase in restricted cash (Development Partner) | (341) | |||
Purchases of investments | (266,068) | (332,171) | (219,813) | |
Proceeds from sales of investments | 2,603 | 8,009 | ||
Proceeds from maturities of investments | 324,100 | 192,045 | 92,001 | |
Net cash provided by/ (used in) investing activities | 52,945 | (139,152) | (120,736) | |
Financing activities | ||||
Proceeds from public offering of common stock, net of underwriters discount | 272,216 | 175,185 | 251,865 | |
Payment of public offering costs | (882) | (564) | (5,883) | |
Proceeds from issuance of common stock pursuant to equity award plans | 11,948 | 4,978 | 2,529 | |
Net cash provided by financing activities | 283,282 | 179,599 | 248,511 | |
Net increase (decrease) in cash and cash equivalents | 128,974 | (60,259) | 64,160 | |
Cash and cash equivalents at beginning of year | 57,514 | 117,773 | 53,613 | |
Cash and cash equivalents at end of year | 186,488 | [1] | 57,514 | 117,773 |
Noncash investing and financing activities: | ||||
Net change in accrued offering cost | 238 | |||
Net change in accounts payable related to purchase of property and equipment | $ 5 | $ 89 | $ 165 | |
[1] | Amounts include the assets and liabilities of a consolidated variable interest entity (“VIE”). Portola's interests and obligations with respect to the VIE's assets and liabilities are limited to those accorded to Portola in its agreement with the VIE. See Note 8, “Asset Acquisition and License Agreements,” to these consolidated financial statements. |
Organization
Organization | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | 1. Organization Portola Pharmaceuticals, Inc. (the “Company” or “we” or “our” or “us”) is a biopharmaceutical company focused on the development and commercialization of novel therapeutics in the areas of thrombosis, other hematologic disorders and inflammation for patients who currently have limited or no approved treatment options. We were incorporated in September 2003 in Delaware. Our headquarters and operations are located in South San Francisco, California and we operate in one segment. Our Phase 3 programs address significant unmet medical needs in the area of thrombosis, or blood clots. Betrixaban, a U.S. Food and Drug Administration, or FDA, designated Fast-Track novel oral once-daily inhibitor of Factor Xa, or fXa, is in a Phase 3 clinical trial for extended duration prophylaxis, or preventive treatment, of a form of thrombosis known as venous thromboembolism, or VTE, in acute medically ill patients for 35 days of in-hospital and post-discharge use. Our second Phase 3 compound, Andexanet alfa, an FDA-designated breakthrough therapy and orphan drug, is a recombinant protein designed to reverse anticoagulant activity in patients treated with a fXa inhibitor. Our third product candidate, Cerdulatinib, is an orally available dual kinase inhibitor that inhibits spleen tyrosine kinase, or Syk, and janus kinases, or JAK, enzymes that regulate important signaling pathways. Cerdulatinib is being developed for hematologic, or blood, cancers and inflammatory disorders. We also have a program of highly selective Syk inhibitors, one of which is partnered with Ora, Inc., or Ora. Initial Public and Other Offerings In May 2013, we closed our initial public offering (“IPO”) of 9,686,171 shares of our common stock, which included 1,263,413 shares of common stock issued pursuant to the over-allotment option granted to our underwriters. The public offering price of the shares sold in the offering was $14.50 per share. The total proceeds from the offering to us, net of underwriting discounts and commissions of approximately $9.4 million, were approximately $131.0 million. After deducting offering expenses payable by us of approximately $5.2 million, net proceeds to us were $125.8 million. Upon the closing of the IPO, all shares of convertible preferred stock then outstanding converted into 24,026,797 shares of common stock. In addition, all of our convertible preferred stock warrants were converted into warrants to purchase common stock. In October 2013, we completed a follow-on offering of 6,366,513 shares of our common stock, which included 1,908,803 shares of common stock sold by certain existing stockholders, at a public offering price of $23.75 per share. In November 2013, the underwriters exercised their over-allotment option to purchase an additional 954,976 shares from us at the public offering price. The total proceeds from the offering and over-allotment option, net of underwriting discounts and commissions of approximately $7.7 million, were approximately $120.8 million. After deducting offering expenses of approximately $862,000, net proceeds to us were $119.9 million. In October 2014, we completed an underwritten public offering of 6,200,000 shares of our common stock at a public offering price of $26.00 per share. In addition, the underwriters exercised their over-allotment option to purchase an additional 930,000 shares from us at the public offering price of $26.00. The net proceeds from the offering to us including the over-allotment option, net of underwriting discounts and commissions of approximately $10.2 million were approximately $175.2 million. After deducting offering expenses of approximately $564,000, net proceeds to us were $174.6 million. In March 2015, we completed an underwritten public offering of 2,870,000 shares of our Common Stock, which included 374,348 shares of Common Stock issued pursuant to the over-allotment option granted to our underwriters, at a public offering price of $40.00 per share. The net proceeds from the offering to us including the over-allotment option, net of underwriting discounts, commissions and offering expenses of approximately $358,000, were approximately $108.4 million. In December 2015, we completed an underwritten public offering of 3,593,750 shares of our Common Stock, which included 468,750 shares of Common Stock issued pursuant to the over-allotment option granted to our underwriters, at a public offering price of $48.00 per share. The net proceeds from the offering to us including the over-allotment option, net of underwriting discounts, commissions and offering expenses of approximately $765,000 were approximately $162.7 million. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Consolidation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The accompanying consolidated financial statements include the accounts of Portola and its wholly owned subsidiaries and a Development Partner that is a variable interest entity (a “VIE”) for which Portola is deemed, under applicable accounting guidance to be the primary beneficiary as of December 31, 2015. For the consolidated VIE, we record net loss attributable to noncontrolling interests in our Consolidated Statements of Operations equal to the percentage of the economic or ownership interest retained in such VIE by the respective noncontrolling parties. Reclassification Prepaid expenses and other current assets in the prior year Consolidated Balance Sheet of $5.7 million have been reclassified to $1.7 million and $4.0 million in Prepaid research and development and Prepaid expenses and other current assets, respectively, and Accrued and other liabilities in the prior year Consolidated Balance Sheet of $14.0 million has been reclassified to $12.6 million and $1.4 million in Accrued research and development and Accrued and other liabilities, respectively, to conform to current-period presentation. Corresponding changes in Changes in operating assets and liabilities within the Consolidated Statement of Cash Flows have been adjusted to conform to these reclassifications. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities and the reported amounts of revenues and expenses in the consolidated financial statements and the accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition, clinical trial accruals, fair value of assets and liabilities, income taxes, in-process research and development , the consolidation of VIEs and deconsolidation of VIEs Variable Interest Entities We review agreements we enter into with third party entities, pursuant to which we may have a variable interest in the entity, in order to determine if the entity is a VIE. If the entity is a VIE, we assess whether or not we are the primary beneficiary of that entity. In determining whether we are the primary beneficiary of an entity, we apply a qualitative approach that determines whether we have both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. If we determine we are the primary beneficiary of a VIE, we consolidate the statements of operations and financial condition of the VIE into our consolidated financial statements. Our determination about whether we should consolidate such VIEs is made continuously as changes to existing relationships or future transactions may result in a consolidation or deconsolidation event. In-process Research and Development Asset In-process research and development asset relates to our consolidated VIE and are considered to be indefinite-lived until the completion or abandonment of the associated R&D efforts which generally occurs if and when regulatory approval to market a product is obtained, Cash and Cash Equivalents Cash and cash equivalents consist of cash and other highly liquid investments with original maturities of three months or less from the date of purchase. Investments in Marketable Securities All investments in marketable securities have been classified as “available-for-sale” and are carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities. Management determines the appropriate classification of our investments in debt securities at the time of purchase and reevaluates such designation as of each balance sheet date. Unrealized gains and losses are excluded from earnings and were reported as a component of accumulated comprehensive income (loss). Realized gains and losses and declines in fair value judged to be other than temporary, if any, on available-for-sale securities are included in interest and other income, net. The cost of securities sold is based on the specific-identification method. Interest on marketable securities is included in interest and other income, net. Fair Value Measurements Fair value accounting is applied for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. Concentration of Risk Financial instruments that potentially subject us to concentrations of credit risk consist of cash, cash equivalents, receivables from collaborations and investments. Our investment policy limits investments to certain types of debt securities issued by the U.S. government, its agencies and institutions with investment-grade credit ratings and places restrictions on maturities and concentration by type and issuer. We are exposed to credit risk in the event of a default by the financial institutions holding our cash, cash equivalents and investments and issuers of investments to the extent recorded on the consolidated balance sheets. Receivables from collaborations are typically unsecured and are concentrated in the pharmaceutical industry. Accordingly, we may be exposed to credit risk generally associated with pharmaceutical companies or specific to our collaboration agreements. To date, we have not experienced any losses related to these receivables. Certain materials and key components that we utilize in our operations are obtained through single suppliers. Since the suppliers of key components and materials must be named in a biologics drug application (BLA) or new drug application (NDA) filed with the U.S. Food and Drug Administration (FDA) for a product, significant delays can occur if the qualification of a new supplier is required. If delivery of material from our suppliers were interrupted for any reason, we may be unable to supply any of our product candidates for clinical trials. Collaboration Customer Concentration Collaboration customers who accounted for 10% or more of total collaboration and license revenues were as follows: Year Ended December 31, 2015 2014 2013 Bayer Pharma, AG and Janssen Pharmaceuticals, Inc. 48% 37% 37% Daiichi Sankyo, Inc. 38% 45% 23% Bristol-Myers Squibb Company and Pfizer Inc. 13% 16% 38% Property and Equipment Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets, ranging from two to five years. Leasehold improvements are amortized over the shorter of their estimated useful lives or the related lease term. Impairment of Long-Lived Assets We review long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Specific potential indicators of impairment include a significant decrease in the fair value of an asset, a significant change in the extent or manner in which an asset is used or a significant physical change in an asset, a significant adverse change in legal factors or in the business climate that affects the value of an asset, an adverse action or assessment by the FDA or another regulator or a projection or forecast that demonstrates continuing losses associated with an income producing asset. Deferred Rent We recognize rent expense on a straight-line basis over the noncancelable term of our operating lease and, accordingly, record the difference between cash rent payments and the recognition of rent expense as a deferred rent liability. We also record lessor-funded lease incentives, such as reimbursable leasehold improvements, as a deferred rent liability, which is amortized as a reduction of rent expense over the noncancelable term of our operating lease. Revenue Recognition We generate revenue from collaboration and license agreements for the development and commercialization of our products. Collaboration and license agreements may include non-refundable or partially refundable upfront license fees, partial or complete reimbursement of research and development costs, contingent consideration payments based on the achievement of defined collaboration objectives and royalties on sales of commercialized products. Our performance obligations under our collaborations include the transfer of intellectual property rights (licenses), obligations to provide research and development services and related clinical drug supply, obligation to provide regulatory approval services and obligations to participate on certain development and/or commercialization committees with the collaborators. Upfront payments are recorded as deferred revenue in our consolidated balance sheet and are recognized as collaboration revenue over our estimated period of performance that is consistent with the terms of the research and development obligations contained in each collaboration agreement. We regularly review the estimated periods of performance related to our collaborations based on the progress made under each arrangement. Our estimates of our performance period may change over the course of the collaboration term. Such a change could have a material impact on the amount of revenue we record in future periods. Payments that are contingent upon achievement of a substantive milestone are recognized in their entirety in the period in which the milestone is achieved. A milestone is defined as an event that can only be achieved based on our performance and there is substantive uncertainty about whether the event will be achieved at the inception of the arrangement. Events that are contingent only on the passage of time or only on counterparty performance are not considered milestones subject to this guidance. Further, the amounts received must relate solely to prior performance, be reasonable relative to all of the deliverables and payment terms within the agreement and commensurate with our performance to achieve the milestone after commencement of the agreement. Payments contingent upon achievement of events that are not considered substantive milestones are allocated to the respective arrangements unit of accounting when received and recognized as revenue based on the revenue recognition policy for that unit of accounting. Amounts from sales of licenses are recognized as revenue. Amounts received as funding of research and development or regulatory approval activities are recognized as revenue if the collaboration arrangement involves the sale of our research or development and regulatory approval services at amounts that exceed our cost. However, such funding is recognized as a reduction in research and development expense when we engage in a research and development project jointly with another entity, with both entities participating in project activities and sharing costs and potential benefits of the arrangement. Amounts related to research and development and regulatory approval funding are recognized as the related services or activities are performed, in accordance with the contract terms. Payments may be made to or by us based on the number of full-time equivalent researchers assigned to the collaboration project and the related research and development expenses incurred. Research and Development Research and development costs are expensed as incurred and consist of salaries and benefits, lab supplies, materials and facility costs, as well as fees paid to other nonemployees and entities that conduct certain research and development activities on our behalf. Amounts incurred in connection with collaboration and license agreements are also included in research and development expense. Payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods are received or services are rendered. Clinical Trial Accruals Clinical trial costs are a component of research and development expenses. We accrue and expense clinical trial activities performed by third parties based upon actual work completed in accordance with agreements established with clinical research organizations and clinical sites. We determine the actual costs through monitoring patient enrollment and discussions with internal personnel and external service providers as to the progress or stage of completion of trials or services and the agreed-upon fee to be paid for such services. The Company has not experienced any material deviations between the accrued clinical trial expenses and actual clinical trial expenses. However, actual services performed, number of patients enrolled and the rate of patient enrollment may vary from our estimates, resulting in adjustments to clinical trial expense in futures periods. Stock-Based Compensation Employee stock-based compensation cost is measured at the grant date, based on the fair value of the award. The compensation cost is recognized as expense on a straight-line basis over the vesting period for options and restricted stock units (“RSUs”) and on an accelerated basis for market-based performance stock units (“M-PSUs”) and performance-based performance stock units (“PSUs”). For stock option grants, we use the Black-Scholes option pricing model to determine the fair value of stock options. This model requires us to make assumptions such as expected term, dividends, volatility and forfeiture rates that determine the stock options fair value. These key assumptions are based on peer companies compared to historical information and judgment regarding market factors and trends. If actual results are not consistent with our assumptions and judgments used in estimating these factors, we may be required to increase or decrease compensation expense, which could be material to its results of operations. For M-PSU awards, we use the Monte-Carlo option pricing model to determine the fair value of awards at the date of issue. The Monte-Carlo option-pricing model uses similar input assumptions as the Black-Scholes model; however, it further incorporates into the fair-value determination the possibility that the performance-based market condition may not be satisfied. Compensation costs related to awards with a market-based condition are recognized regardless of whether the market condition is ultimately satisfied. Compensation cost is not reversed if the achievement of the market condition does not occur. For RSUs and PSU awards, we base the fair value of awards on the closing market value of our common stock at the date of grant. Equity instruments issued to nonemployees, consisting of stock options granted to consultants, are valued using the Black-Scholes option-pricing model. Stock-based compensation expense for nonemployee services is subject to remeasurement as the underlying equity instruments vest and is recognized as an expense over the period during which services are received. Income Taxes We provide for income taxes under the asset and liability method. Current income tax expense or benefit represents the amount of income taxes expected to be payable or refundable for the current year. Deferred income tax assets and liabilities are determined based on differences between the consolidated financial statement reporting and tax basis of assets and liabilities and net operating loss and credit carryforwards, and are measured using the enacted tax rates and laws that will be in effect when such items are expected to reverse. Deferred income tax assets are reduced, as necessary, by a valuation allowance when management determines it is more likely than not that some or all of the tax benefits will not be realized. The recognition, derecognition and measurement of a tax position is based on management’s best judgment given the facts, circumstances and information available at the reporting date. Our policy is to recognize interest and penalties related to the underpayment of income taxes as a component of income tax expense or benefit. To date, there have been no interest or penalties charged in relation to the underpayment of income taxes. Foreign Currency Transactions and Hedging We have financial transactions denominated in foreign currencies, primarily the Euro and British Pound, and, as a result, are exposed to changes in foreign currency exchange rates. We manage a portion of these cash flow exposures through purchasing and holding of Euros and British Pounds and the use of foreign currency forward contracts. Our foreign currency forward contracts are not designated as hedges for accounting purposes. Gains or losses on foreign currency forward contracts are intended to offset gains or losses on the underlying net exposures in an effort to reduce the earnings and cash flow volatility resulting from fluctuating foreign currency exchange rates. Foreign currency deposits we hold are remeasured using period end spot rates. Foreign currency forward contracts are marked to market at the end of each period and recorded as gains and losses in the condensed consolidated statements of operations. We held no foreign currency forward contracts at December 31, 2015 or December 31, 2014. We recorded an unrealized loss of $114,000 in interest and other income (expense), net in our consolidated statements of operations related to foreign currency forward contracts for the year ended December 31, 2014. During the year ended December 31, 2014, we settled foreign currency forward contracts and recognized a realized loss of $258,000 in interest and other income (expense), net. Net Loss per Share Attributable to Portola Common Stockholders Basic net loss per share attributable to Portola Common Stockholders is calculated by dividing the net loss attributable to Portola Common Stockholders by the weighted-average number of shares of Common Stock outstanding for the period. Diluted net loss per share attributable to Portola Common Stockholders is computed by giving effect to all potential dilutive Common Stock equivalents outstanding for the period. Diluted net loss per share attributable to Portola Common Stockholders is the same as basic net loss per share attributable to Portola Common Stockholders, since the effects of potentially dilutive securities are antidilutive. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”), jointly with the International Accounting Standards Board, issued ASU 2014-09, Revenue from Contracts with Customers In February 2015, the Financial Accounting Standards Board (the “FASB”) issued ASU 2015-02, Consolidation: amendment to the consolidation analysis In November 2015, the Financial Accounting Standards Board (“FASB”) issued ASU 2015-17, Income Taxes (Topic740): Balance Sheet Classification of Deferred Taxes |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements Financial assets and liabilities are recorded at fair value. The carrying amounts of certain of our financial instruments, including cash and cash equivalents, short-term investments, receivables from collaborations, prepaid research and development prepaid expenses and other current assets and accounts payable, accrued research and development, accrued compensation and employee benefits, accrued and other liabilities and deferred revenue, approximate their fair value due to their short maturities. The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value and expands disclosures regarding fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: Level 1 – Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2 – Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life. Level 3 – Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Where quoted prices are available in an active market, securities are classified as Level 1. We classify money market funds as Level 1. When quoted market prices are not available for the specific security, then we estimate fair value by using quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets. Where applicable, these models project future cash flows and discount the future amounts to a present value using market-based observable inputs obtained from various third party data providers, including but not limited to, benchmark yields, interest rate curves, reported trades, broker/dealer quotes and market reference data. We classify our corporate notes, commercial paper, U.S. Treasuries and government agency securities and foreign currency forward contracts as Level 2. Level 2 inputs for the valuations are limited to quoted prices for similar assets or liabilities in active markets and inputs other than quoted prices that are observable for the asset or liability. Mid-market pricing is used as a practical expedient for fair value measurements. The fair value measurement of any asset or liability must reflect the non-performance risk of the entity and the counterparty to the transaction. Therefore, the impact of the counterparty’s creditworthiness, when in an asset position, and our creditworthiness, when in a liability position, has also been factored into the fair value measurement of the derivative instruments and did not have a material impact on the fair value of these derivative instruments. Both we and the counterparty are expected to continue to perform under the contractual terms of the instruments. There were no transfers between Level 1 and Level 2 during the periods presented. In certain cases where there is limited activity or less transparency around inputs to valuation, securities are classified as Level 3. Our noncontrolling interest (Development Partner) includes the fair value of the contingent milestone and royalty payments, which is valued based on Level 3 inputs. Please refer to Note 8, "Asset Acquisition and License Agreements," for further information. The following table sets forth the fair value of our financial assets and liabilities (excluding consolidated VIE’s cash), allocated into Level 1, Level 2 and Level 3, that was measured on a recurring basis (in thousands): December 31, 2015 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 22,074 $ – $ – $ 22,074 Corporate notes and commercial paper – 242,033 – 242,033 U.S. government agency securities – 180,876 – 180,876 Total financial assets $ 22,074 $ 422,909 $ – $ 444,983 December 31, 2014 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 24,915 $ – $ – $ 24,915 Corporate notes and commercial paper – 226,047 – 226,047 U.S. government agency securities – 120,169 – 120,169 Total financial assets $ 24,915 $ 346,216 $ – $ 371,131 |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Investments Debt And Equity Securities [Abstract] | |
Financial Instruments | 4. Financial Instruments Cash equivalents and short-term and long-term investments, all of which are classified as available-for-sale securities, consisted of the following (in thousands): December 31, 2015 December 31, 2014 Estimated Estimated Unrealized Unrealized Fair Unrealized Unrealized Fair Cost Gains (Losses) Value Cost Gains (Losses) Value Money market funds $ 22,074 $ – $ – $ 22,074 $ 24,915 $ – $ – $ 24,915 Corporate notes and commercial paper 242,089 3 (59 ) 242,033 226,209 8 (170 ) 226,047 U.S. government agency securities 180,970 1 (95 ) 180,876 120,246 4 (81 ) 120,169 $ 445,133 $ 4 $ (154 ) $ 444,983 $ 371,370 $ 12 $ (251 ) $ 371,131 Classified as: Cash equivalents $ 171,310 $ 36,341 Short-term investments 257,713 251,759 Long-term investments 15,960 83,030 Total cash equivalents and investments $ 444,983 $ 371,131 At December 31, 2015, the remaining contractual maturities of available-for-sale securities were less than two years. There have been no significant realized gains or losses on available-for-sale securities for the periods presented. Available-for-sale debt securities that were in a continuous loss position but were not deemed to be other than temporarily impaired were immaterial at both December 31, 2015 and 2014. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | 5. Balance Sheet Components Property and Equipment Property and equipment consists of the following (in thousands): December 31, 2015 2014 Computer equipment $ 960 $ 734 Capitalized software $ 865 674 Equipment $ 5,874 4,852 Leasehold improvements $ 7,529 4,217 15,228 10,477 Less accumulated depreciation and amortization (8,985 ) (7,701 ) Property and equipment, net $ 6,243 $ 2,776 Accrued and Other Liabilities Accrued and other liabilities consist of the following (in thousands): December 31, 2015 2014 Commercial related $ 783 $ – Legal and accounting fees 506 354 Deferred rent 721 127 Other 816 940 Total accrued liabilities $ 2,826 $ 1,421 |
Collaboration and License Agree
Collaboration and License Agreements | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaboration and License Agreements | 6. Collaboration and License Agreements Summary of Collaboration and License Revenue We have recognized revenue from our collaboration and license agreements as follows (in thousands): Year Ended December 31, 2015 2014 2013 Bayer and Janssen $ 5,740 $ 3,598 $ 3,876 Daiichi Sankyo 4,578 4,287 2,419 BMS and Pfizer 1,540 1,497 4,042 Lee's Pharmaceutical 212 243 194 Total collaboration and license revenue $ 12,070 $ 9,625 $ 10,531 Bayer Pharma, AG (“Bayer”) and Janssen Pharmaceuticals, Inc. (“Janssen”) In February 2013, we entered into a three-way agreement with Bayer and Janssen to include subjects dosed with rivaroxaban, their fXa inhibitor product, in one of our Phase 2 proof-of-concept studies of Andexanet alfa. We are responsible for the cost of conducting this clinical study. Under the terms of the agreement, Bayer and Janssen have each provided us with an upfront and non-refundable fee of $2.5 million, for total consideration of $5.0 million. The agreement also provides for additional non-refundable payments to us from Bayer and Janssen of $250,000 each for an aggregate of $500,000 following the delivery of the final written study report of our Phase 2 proof-of-concept studies of Andexanet alfa. Also, we are obligated to participate on a Joint Collaboration Committee (“JCC”) with Bayer and Janssen to oversee the collaboration activities under the agreement. We identified the following performance deliverables under the agreement: 1) the obligation to provide research and development services, which includes supplying Andexanet alfa and providing a final written report, and 2) the obligation to participate on the JCC. We considered the provisions of the multiple-element arrangement guidance in determining how to recognize the revenue associated with these two deliverables. We have accounted for the research and development services and our participation on the JCC as a single unit of accounting as neither deliverable has standalone value and both obligations will be delivered throughout the estimated period of performance. We originally estimated the period of performance to be through the fourth quarter of 2013. During 2013, we added more cohorts than originally planned as part of the original study design at the inception of our agreement and therefore adjusted our period of performance to be through the fourth quarter of 2014. The total upfront consideration under this agreement was recognized as revenue on a straight-line basis over the performance period through the fourth quarter of 2014. For the year ended December 31, 2015, 2014 and 2013, we recognized $500,000, $1.1 million and $3.9 million in collaboration revenue, respectively. There was no deferred revenue balance under this agreement as of December 31, 2015 or 2014. In January 2014, we entered into a three-way agreement with Bayer and Janssen to study the safety and efficacy of Andexanet alfa as a reversal agent to their oral fXa inhibitor, rivaroxaban, in our Phase 3 studies. We are responsible for the cost of conducting this clinical study. Pursuant to our agreement with Bayer and Janssen we are obligated to provide research, development and regulatory services and to participate in a JCC in exchange for an upfront nonrefundable fee of $10.0 million, up to three contingent payments totaling $7.0 million which are payable upon achievement of certain events associated with scaling up our manufacturing process to support a commercial launch, and up to three payments totaling $8.0 million which are payable upon initiation of our Phase 3 study and regulatory approval of Andexanet alfa as a reversal agent to rivaroxaban by the FDA and European Medicines Agency (“EMA”). We identified the following non-cancellable performance deliverables under the agreement: 1) the obligation to provide research and development services, which include manufacturing and supplying Andexanet alfa and providing various reports, 2) the obligation to provide regulatory approval services, and 3) the obligation to participate on the JCC. We considered the provisions of the multiple-element arrangement guidance in determining how to recognize the total consideration of the agreement. We determined that none of the deliverables have standalone value; all of these obligations will be delivered throughout the estimated period of performance and therefore are accounted for as a single unit of accounting. The total upfront consideration under this agreement is being recognized as revenue on a straight-line basis over the estimated period of performance period. In the third quarter of 2014 we updated our estimated period of performance from the first quarter of 2017 to the first quarter of 2018 to reflect a modification to our clinical development and regulatory plans. We have determined all but one of the future contingent payments meet the definition of a milestone and that such milestones are substantive in that the consideration is reasonable relative to all of the deliverables and payment terms within the agreement and commensurate with our performance to achieve the milestone after commencement of the agreement. Accordingly, revenue for the achievement of these milestones will be recognized in the period when the milestone is achieved and collectability is reasonably assured. For the year ended December 31, 2015, we recognized $2.0 million in collaboration revenue associated with achievement of a milestone. As of December 31, 2014, no amounts had been recognized as collaboration revenue for any of these milestones. The contingent payment of $3.0 million not considered to be a substantive milestone was received in the third quarter of 2014 and is being recognized as collaboration revenue on a straight-line basis over the estimated remaining performance period through the first quarter of 2018. All remaining contingent payments remained eligible for achievement as of December 31, 2015. During the years ended December 31, 2015 and 2014, we recognized $5.2 million and $2.5 million in collaboration revenue under this agreement, respectively. The deferred revenue balance under this agreement as of December 31, 2015 and 2014 was $7.2 million and $10.5 million, respectively. Daiichi Sankyo, Inc. (“Daiichi Sankyo”) In June 2013, we entered into an agreement with Daiichi Sankyo to include subjects dosed with edoxaban, their fXa inhibitor product, in one of our Phase 2 proof-of-concept studies of Andexanet alfa. We are responsible for the cost of conducting this clinical study. Under the terms of the agreement, Daiichi Sankyo will provide us with an upfront fee of $6.0 million, $3.0 million of which was subject to refund should Daiichi Sankyo decide to terminate the agreement. We are obligated to participate on a JCC with Daiichi Sankyo to oversee the collaboration activities under the agreement. We identified the following performance deliverables under the agreement: 1) the obligation to provide research and development services, which includes supplying Andexanet alfa and providing a final written report, and 2) the obligation to participate on the JCC. We considered the provisions of the multiple-element arrangement guidance in determining how to recognize the revenue associated with these two deliverables. We have accounted for the research and development services and our participation on the JCC as a single unit of accounting as neither deliverable has standalone value and both obligations will be delivered throughout the estimated period of performance. We originally estimated the non-contingent consideration under this agreement of $3.0 million would be recorded as revenue on a straight-line basis over the estimated non-contingent performance period through the second quarter of 2014. In December 2013, the JCC agreed to forego certain preclinical studies that were planned in the original study design at the inception of the agreement. As a result of this change, we updated our non-contingent performance period to be through the first quarter of 2014. The recognition of contingent consideration under this agreement of $3.0 million commenced upon resolution of the contingency in the first quarter of 2014 and was originally being recognized over the estimated performance period through the first quarter of 2015. During the fourth quarter of 2014 we decided to include edoxaban data in our initial BLA filing and thus updated the performance period associated with the contingent payment to be through the fourth quarter of 2015. For the years ended December 31, 2015, 2014 and 2013, we recognized $1.0 million, $2.5 million and $2.4 million in collaboration revenue associated with the contingent and the non-contingent element of the arrangement, respectively. There was no deferred revenue balance under this agreement as of December 31, 2015. The deferred revenue balance under this agreement as of December 31, 2014 was $1 million. In July 2014, we entered into an agreement with Daiichi Sankyo to study the safety and efficacy of Andexanet alfa as a reversal agent to their oral fXa inhibitor, edoxaban, in our Phase 3 and Phase 4 studies. We are responsible for the cost of conducting these clinical studies. Pursuant to our agreement with Daiichi Sankyo we are obligated to provide research, development and regulatory services and to participate in a JCC in exchange for an upfront nonrefundable fee of $15.0 million, up to two contingent payments totaling $5.0 million which are payable upon the initiation of our Phase 3 study and achievement of certain events associated with scaling up our manufacturing process to support a commercial launch, and up to four payments totaling $20.0 million which are payable upon acceptance of filing and regulatory approval of Andexanet alfa as a reversal agent to edoxaban by the FDA and EMA. We identified the following non-cancellable performance deliverables under the agreement: 1) the obligation to provide research and development services, which include manufacturing and supplying Andexanet alfa and providing various reports, 2) the obligation to provide regulatory approval services, and 3) the obligation to participate on the JCC. We considered the provisions of the multiple-element arrangement guidance in determining how to recognize the total consideration of the agreement. We determined that none of the deliverables have standalone value; all of these obligations will be delivered throughout the estimated period of performance and therefore are accounted for as a single unit of accounting. The total upfront consideration under this agreement is being recognized as revenue on a straight-line basis over the estimated performance period through the third quarter of 2018. We have determined all but one of the future contingent payments meet the definition of a milestone and that such milestones are substantive in that the consideration is reasonable relative to all of the deliverables and payment terms within the agreement are commensurate with our performance to achieve the milestone after commencement of the agreement. Accordingly, revenue for the achievement of these milestones will be recognized in the period when the milestone is achieved and collectability is reasonably assured. As of December 31, 2015, no amounts had been recognized as collaboration revenue for any of these milestones. All of the contingent payments remain eligible for achievement as of December 31, 2015. Amounts for the continent payment not considered to be a substantive milestone will be deferred when received and recognized as collaboration revenue on a straight-line basis over the remaining estimated performance period. During the years ended December 31, 2015 and 2014 we recognized $3.5 million $1.8 million in collaboration revenue under this agreement, respectively. The deferred revenue balance under this agreement as of December 31, 2015 and 2014 was $9.7 million and $13.2 million, respectively. Bristol-Myers Squibb Company (“BMS”) and Pfizer Inc. (“Pfizer”) In October 2012, we entered into a three-way agreement with BMS and Pfizer to include subjects dosed with apixaban, their jointly owned product candidate, in one of our Phase 2 proof-of-concept studies of Andexanet alfa. We are responsible for the cost of conducting this clinical study. BMS and Pfizer will work closely with us on both development and regulatory aspects of Andexanet alfa in connection with our Phase 2 proof-of-concept studies to the extent such matters relate to apixaban. Pursuant to our agreement with BMS and Pfizer we are obligated to provide research and development services and participate on various committees. We originally estimated the period of performance of our obligations to extend through the second quarter 2013. During 2013, we added more cohorts than originally planned as part of the original study design at the inception of our agreement and therefore revised our estimated period of performance to be through the fourth quarter of 2013. The effects of these changes in estimates were not significant. The total consideration under this agreement of $6.0 million was recognized as revenue on a straight-line basis over the estimated performance period through the fourth quarter of 2013. For the year ended December 31, 2013 we recognized $4.0 million in collaboration revenue. In January 2014, we entered into a collaboration agreement with BMS and Pfizer to further study Andexanet alfa as a reversal agent for their jointly owned FDA approved oral fXa inhibitor, apixaban, through Phase 3 studies. We initiated Phase 3 studies in the first half of 2014. We are responsible for the cost of conducting this clinical study. Pursuant to our agreement with BMS and Pfizer we are obligated to provide research, development and regulatory approval services and participate in the Joint Collaboration Committee (“JCC”) in exchange for a partially refundable upfront fee of $13.0 million and up to five contingent payments totaling $12.0 million due upon achievement of certain development and regulatory events. All consideration received and to be earned under this agreement is subject to a 50% refund contingent upon certain regulatory and/or clinical events. We concluded that the January 2014 and October 2012 contracts should each be accounted for as standalone agreements. We identified the following non-cancellable performance deliverables under the January 2014 agreement: 1) the obligation to provide research and development services, which include manufacturing and supplying Andexanet alfa and providing various reports, 2) the obligation to provide regulatory approval services, and 3) the obligation to participate on the JCC. We considered the provisions of the multiple-elements arrangement guidance in determining how to recognize the total agreement consideration. We determined that none of the deliverables have standalone value and all of these obligations will be delivered throughout the estimated period of performance and therefore are accounted for as a single unit of accounting. The non-contingent upfront consideration under this agreement of $6.5 million is being recognized on a straight-line basis over the estimated period of performance. In the third quarter of 2014, we revised the remaining estimated period of performance from the first quarter of 2017 to the first quarter of 2018 to reflect a modification to our clinical development and regulatory plans. The contingent upfront consideration of $6.5 million will be recognized if and when the refundable nature of these amounts lapses based upon the achievement of specified regulatory and/or clinical events. The contingent milestone payments under the January 2014 agreement are not considered substantive because a portion may be refunded upon certain events. The non-contingent portion of any milestone payments will be recognized as collaboration revenue on a straight-line basis from their receipt date thru the estimated remaining period of performance. The contingent portion of the milestone payments will be recognized upon receipt if and when the refundable nature of these amounts lapses based upon the achievement of specified regulatory and/or clinical events. None of these milestones payments had been received at December 31, 2015. Four of the contingent payments totaling $7.5 million remain eligible for payment as of December 31, 2015. During the years ended December 31, 2015 and 2014 we recognized $1.5 million and $1.5 million in collaboration revenue under this agreement, respectively. The deferred revenue balance under this agreement as of December 31, 2015 and 2014 was $8.4 million and $11.5 million, respectively. Lee’s Pharmaceutical (HK) Ltd (“Lee’s”) In January 2013, we entered into an agreement with Lee’s to jointly expand our Phase 3 APEX Study of Betrixaban into China. Under the terms of the agreement, Lee’s provided us with an upfront and non-refundable fee of $700,000 and agreed to reimburse our costs in connection with the expansion of the APEX study into China. Lee’s contracted to lead this study and the regulatory interactions with China’s State Food and Drug Administration. We granted Lee’s an exclusive option to negotiate for the exclusive commercial rights to Betrixaban in China, which may be exercised by Lee’s for 60 days after it receives the primary data analysis report from the Phase 3 APEX study. We identified the following deliverables under the agreement with Lee’s: 1) the granting of an exclusive option to negotiate for the exclusive commercial rights to Betrixaban in China, 2) the obligation to manufacture and supply product in support of the APEX study in China, 3) the obligation to participate in a joint working group, and 4) the delivery of the primary data analysis report from the APEX study. We considered the provisions of the multiple-element arrangement guidance in determining how to recognize the total consideration of the agreement. We determined that none of the deliverables have standalone value and therefore are accounted for as a single unit of accounting with the upfront fee recognized as revenue on a straight-line basis over the estimated period of performance through the first quarter of 2016. Any reimbursements we may receive from Lee’s for the costs we incur in connection with this agreement have not been material. For the years ended December 31, 2015, 2014 and 2013, we recognized $212,000, $243,000 and $194,000 in collaboration revenue under this agreement, respectively. The deferred revenue balance as of December 31, 2015 and 2014 was $52,000 and $263,000, respectively. Ora, Inc. (“Ora”) In May 2015, we entered into a license and collaboration agreement with Ora pursuant to which we granted Ora an exclusive license to co-develop and co-commercialize one of our specific Syk inhibitors, PRT2761. Ora has the primary responsibility for conducting the research and development and regulatory activities under this agreement. We are obligated to provide assistance in accordance with the agreed- upon development plan as well as participate on various committees. Under the terms of this risk and cost sharing agreement, each party will incur its own share of development costs. Third-party related development costs will be shared by Ora and us at approximately 60% and 40%, respectively, until an End of Phase 2 meeting with the FDA, and equally thereafter. We are entitled to receive either 50% of the profits, if any, generated by future sales of the products developed under the agreement or royalty payments on such sales, should we opt out of the agreement. We may opt out of the agreement any time prior to 90 days after an End of Phase 2 meeting with the FDA. The timing of the exercise of our opt out rights would impact future royalties we would be entitled to receive from Ora. Each party may also buy out the rights and interests in the licensed compound by paying the greater of $6.0 million or two times the actual aggregate development cost incurred by both parties before or 90 days after an End of Phase 2 meeting with the FDA. All costs we incur in connection with this agreement will be recognized as research and development expenses. During the year ended December 31, 2015, costs of $206,000 have been incurred related to this agreement. Biogen Idec, Inc. (“Biogen Idec”) In October 2011, we entered into an exclusive, worldwide license and collaboration agreement with Biogen Idec to develop and commercialize selective, novel oral Syk inhibitors for the treatment of autoimmune and inflammatory diseases. In November 2012, we exercised our option to convert the agreement to a fully out-licensed agreement. After the election, we relinquished our right to share profits from sales of products related to PRT2607 and other selective Syk inhibitors, but were entitled to receive future payments up to approximately $370.0 million based on the occurrence of certain development and regulatory events for all licensed compounds. In April 2014, we entered into an amendment to the Biogen Idec license and collaboration agreement under which Biogen Idec released one of the Syk kinase inhibitors to us and we would be required to pay Biogen Idec $15.0 million upon the completion of certain commercial milestones and pay royalties on sales of products approved for the Syk inhibitor. In May 2015, our agreement with Biogen Idec terminated in its entirety, effective July 2015. The effect of termination resulted in return to us of all compounds subject to the license and collaboration agreement and eliminated all potential future payments from and to Biogen Idec. We did not record any reduction to research and development expense pursuant to the agreement for the year ended December 31, 2015. During the years ended December 31, 2014 and 2013 we recorded reductions in research expense of $210,000 and $804,000 respectively. Aciex Therapeutics, Inc. (“Aciex”) In February 2013, we entered into a license and collaboration agreement with Aciex pursuant to which we granted Aciex an exclusive license to co-develop and co-commercialize Cerdulatinib (PRT2070) and certain related compounds for nonsystemic indications, such as the treatment and prevention of ophthalmological diseases by topical administration and allergic rhinitis by intranasal administration. In April 2014, this agreement was amended to release all rights for Cerdulatinib to Portola. The collaboration is now focused on development of other related compounds for topical ophthalmic indications. There were no accounting consequences associated with the amendment. Under the terms of this risk and cost sharing agreement, Portola and Aciex will each incur and report their own internal research and development costs. Further, third-party related development costs will be shared by Aciex and us 60% and 40%, respectively, until the end of the Phase 2 clinical study, and then equally afterwards. Also, we are entitled to receive either one-half of the profits, if any, generated by future sales of the products developed under the agreement or royalty payments. Aciex has the primary responsibility for conducting the research and development activities under this agreement. We are obligated to provide assistance in accordance with the agreed upon development plan as well as participate on various committees. We can opt out of our obligation to share in the development costs at various points in time, the timing of which impacts future royalties we may receive based on product sales made by Aciex. All net costs we incur in connection with this agreement will be recognized as research and development expenses. During 2015, 2014 and 2013, no such costs have been incurred related to this agreement. In July 2014, Aciex was acquired by Nicox S.A. and the acquisition closed in October 2014. As of December 31, 2015, there has been no change to our agreement with Aciex. |
Commercial Supply Agreement
Commercial Supply Agreement | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commercial Supply Agreement | 7. Commercial Supply Agreement In July 2014, we entered into an agreement with CMC ICOS Biologics, Inc. (“CMC Biologics”), a subsidiary of CMC Biologics S.à.r.l., a privately-held contract manufacturing organization, pursuant to which CMC Biologics will manufacture clinical and commercial supply of Andexanet alfa. Under the agreement, we are required to purchase an aggregate fixed number of batches of Andexanet alfa from CMC Biologics beginning in 2015 through 2021. Total batch commitments under the agreement can be increased or decreased based on the achievement of milestones relating to the regulatory approval process for Andexanet alfa, expansion of existing manufacturing capacity and operational qualification of CMC Biologics’ manufacturing facilities. We made an upfront payment to CMC Biologics in the amount of $10.0 million in July 2014 and have made a reservation payment to CMC Biologics of $4.6 million in November 2014. Both payments will be credited against our future purchases of batches under the agreement. Total fixed commitments under the agreement for the purchases of clinical and commercial batches, not taking into account possible price and batch adjustments per the terms of the agreement, are approximately $276.1 million. Payments made for purchase of batches since inception of this agreement as of December 31, 2015 amount to $29.0 million. The term of the agreement is seven years and may be early terminated by either party for the other party’s uncured material breach or insolvency. We may also terminate the agreement if CMC Biologics is unable to add additional manufacturing capacity on a timely basis, if certain manufacturing-related regulatory events do not occur before certain deadlines, or if the batch yield is below a certain threshold, in which case we are not obligated to pay CMC Biologics a termination payment and CMC Biologics will be obligated to refund the uncredited amounts of the upfront payment and reservation payment. In addition, we may terminate the agreement unilaterally if we discontinue the development and commercialization of Andexanet alfa for regulatory, safety, efficacy or other commercial reasons, or if the projected market demand or gross margin of Andexanet alfa is below a minimum threshold. The termination provisions will obligate us to pay CMC Biologics a termination fee between $5.0 million and $30.0 million, depending on the date of termination. The termination fee is highest from 2015 through 2017, and then decreases through 2021. Any remaining upfront payments or reservation payments we have made, not yet credited against the purchase of batches, at the time of termination will be applied against the termination fee. Under the lease accounting guidance, we determined that the agreement does not contain an embedded lease because the agreement does not convey the right to control the use of CMC Biologics’ facility. We based this determination on, among other factors, our right to physically access and/or operate CMC Biologics’ facility and one or more parties, other than us, and taking more than a minor amount of the output that will be produced or generated by the CMC Biologics facility during the term of our agreement. Under the consolidation guidance, we determined that CMC Biologics is a VIE, but that we are not CMC Biologics’ primary beneficiary and therefore consolidation of CMC Biologics by us is not required. We based this determination on, among other factors, the upfront and reservation payment being akin to a form of subordinated financing, the fixed pricing terms of the arrangement creating variability that is absorbed by us, and that we do not have the power to direct the activities that most significantly affect the economic performance of CMC Biologics. As of December 31, 2015, we have not provided financial, or other, support to CMC Biologics that was not previously contractually required. The upfront and reservation payment of $14.6 million is recorded as $11.4 million in prepaid and other long-term assets and $2.9 million in prepaid research and development in the consolidated balance sheet, net of amortization. The unamortized payments made for purchases of batches of $13.0 million are recorded in prepaid research and development in the consolidated balance sheet. These assets represent our maximum exposure to loss under this agreement at December 31, 2015. The upfront payment will be charged to research and development expense, prior to regulatory approval of Andexanet alfa, as batches are delivered. We are currently not able to quantify the exposure to losses associated with the fixed pricing terms of this agreement. |
Asset Acquisition and License A
Asset Acquisition and License Agreements | 12 Months Ended |
Dec. 31, 2015 | |
Research And Development [Abstract] | |
Asset Acquisition and License Agreements | 8. Asset Acquisition and License Agreements Agreement with Early Development Stage Company (“Development Partner”) In December 2015, we entered into an agreement with an early development stage limited liability company to explore a novel approach to develop a drug in the field of hypercholesterolemia. We plan to advance the program in collaboration with the Development Partner through an agreed-upon development plan and are obligated to fund the development effort over the initial term of the arrangement expected to be through August 2016. At the time of entry into the agreement, we determined that the Development Partner was a variable interest entity and we held a variable interest in the Development Partner’s intellectual property assets and the related potential future product candidates these assets may produce. Due to the absence of other significant development programs at the Development Partner, we concluded that the variable interest was in the entity as a whole and not the intellectual property assets. Given the stage of development, we concluded that Development Partner was considered not to be a business as they lacked the processes required to generate outputs. As we are primarily funding and have the power to unilaterally amend the development plan during the initial term and thus control those activities most significant to the Development Partner, we concluded that we are the primary beneficiary of the Development Partner. Accordingly, the Development Partner is subject to consolidation and we have consolidated the financial statements of the Development Partner since inception of the agreement on December 1, 2015 by (a) eliminating all intercompany balances and transactions; (b) allocating loss attributable to the noncontrolling interest in the Development Partner to net loss attributable to noncontrolling interest in our consolidated statement of operations and reflecting noncontrolling interest on our consolidated balance sheet. Our interest in the Development Partner is limited to the development of the intellectual property asset. The upfront payment of $500,000 and the obligation to fund the development plan represent our maximum exposure to loss under the agreement. At the inception of the agreement, the identifiable assets, assumed liabilities and non-controlling interest of the Development Partner were recorded at their estimated fair value upon the initial consolidation of the Development Partner, including the intellectual property assets. We estimated the fair value of the intellectual property assets to be $3.2 million and the noncontrolling interest to be $2.9 million. The fair value were estimated using present-value models on potential contingent milestones and royalty payments, based on assumptions regarding the probability of achieving the development milestones, estimate of time to develop the drug candidate, estimates of future cash flows from potential product sales and assumptions regarding the appropriate discount rate. As of December 31, 2015 we have recorded $2.9 million as the estimated fair value of the Development Partner’s non-controlling interest, $3.2 million as the estimated fair value of In-process research and development and $341,000 of restricted cash in connection with the consolidation of the Development Partner. As of December 31, 2015, we have not provided financial or other support to the Development Partner that was not previously contracted or required. We recorded Development Partner’s cash as restricted cash because (a) we do not have any interest in or control over Development Partner 's cash and (b) the agreement does not provide for these assets to be used for the development of the intellectual property assets developed pursuant to this agreement. Also, as we are funding the development effort since inception of the arrangement, we have not allocated any net loss to the noncontrolling interest. Millennium Pharmaceuticals, Inc. (“Millennium”) In November 2003, we acquired patent rights and intellectual property to an ADP Receptor Antagonist Program (“ADP Program”) and a Platelet Biology Program from Millennium. We are obligated to pay royalties on sales of products developed in the ADP Program if product sales are ever achieved. In November 2007, we elected to continue our development of Betrixaban and the fXa backup chemistry beyond December 1, 2007 and accordingly, paid $5.0 million in cash to Millennium, which was charged to research and development expense, as the rights had no alternative future use. We could owe Millennium up to $35.0 million upon the occurrence of specified events related to Betrixaban and royalties on sales of fXa products, if such product sales are ever achieved. Astellas Pharma, Inc. (“Astellas”) In June 2005, we licensed certain rights to research, develop and commercialize Syk inhibitors, including Cerdulatinib, from Astellas. In 2011, under the terms of the license agreement and in connection with the Biogen Idec collaboration agreement to develop Syk, we paid $7.2 million in cash to Astellas, which was charged to research and development expense as the rights had no alternative future use. We may be required to pay Astellas up to $71.5 million upon the achievement of certain regulatory, approval and sales events for each Syk inhibitor we develop. In the event that we enter into an agreement with a third party to develop and commercialize Syk inhibitors, we would be required to pay Astellas 20% of any payments (excluding royalties) received under the collaboration. These payments would be creditable against the aforementioned milestone payments. In addition, we are required to pay Astellas royalties for worldwide sales for any commercial Syk inhibitor product. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies We conduct product research and development programs through a combination of internal and collaborative programs that include, among others, arrangements with universities, contract research organizations and clinical research sites. We have contractual arrangements with these organizations; however, these contracts are cancelable on 30 days’ notice and our obligations under these contracts are largely based on services performed with the exception of our contract manufacturers. Non-cancelable purchase commitments with contract manufacturing organizations exclusive of the commercial supply agreement disclosed in footnote 7 amount to $33.2 million, $8.1 million and $685,000 in services to be performed in 2016, 2017 and 2018 respectively. Facility Leases We lease our corporate, laboratory and other facilities under an operating lease, which has been subject to several amendments necessary to secure additional space and extend the lease term through March 2020. These amendments provided for aggregate tenant improvement allowances of $6.3 million, which are amortized as a reduction to rent expense on a straight-line basis over the lease term. The facility lease agreement, as amended, provide for an early termination right effective March 2018 with nine months advance notice and a termination fee of $1.0 million. The facility lease agreement, as amended, contains scheduled rent increases over the lease term. The related rent expense for this lease is calculated on a straight-line basis, with the difference recorded as deferred rent. At December 31, 2015, our future minimum commitments under our non-cancelable operating leases were as follows (in thousands): Year ending December 31: 2016 $ 2,525 2017 2,603 2018 2,683 2019 2,764 2020 696 Total $ 11,271 Rent expense was $1.7 million, $1.2 million and $803,000 for the years ended December 31, 2015, 2014 and 2013, respectively. Guarantees and Indemnifications We indemnify each of our officers and directors for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at our request in such capacity, as permitted under Delaware law and in accordance with our certificate of incorporation and bylaws. The term of the indemnification period lasts as long as an officer or director may be subject to any proceeding arising out of acts or omissions of such officer or director in such capacity. The maximum amount of potential future indemnification is unlimited; however, we currently hold director and officer liability insurance. This insurance allows the transfer of risk associated with our exposure and may enable us to recover a portion of any future amounts paid. We believe that the fair value of these indemnification obligations is minimal. Accordingly, we have not recognized any liabilities relating to these obligations for any period presented. |
Stock Based Compensation
Stock Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Based Compensation | 10. Stock Based Compensation Equity Incentive Plan In January 2013, our Board of Directors adopted our 2013 Equity Incentive Plan, or the 2013 Plan, which became effective upon the closing of our IPO in May 2013. As of December 31, 2015, we are authorized to issue 9,387,452 shares of common stock under the 2013 Plan. The 2013 Plan had 1,422,745 shares of common stock available for future issuance as of December 31, 2015, subject to automatic annual increases each January 1st and will continue through January 1, 2023. The automatic annual share increase is equal to 5 % of the total number of outstanding shares of our common stock on December 31st of the preceding fiscal year, unless the Board of Directors elects to forego or reduce such increase. Further, all remaining shares available under the 2003 Equity Incentive Plan, or the 2003 Plan, were transferred to the 2013 Plan upon adoption. The 2013 Plan provides for the granting of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards, performance cash awards and other stock awards to employees, officers, directors and consultants. Stock Options Incentive stock options may be granted with exercise prices of not less than 100% of the estimated fair value of our common stock and nonstatutory stock options may be granted with an exercise price of not less than 85% of the estimated fair value of the common stock on the date of grant. Stock options granted to a stockholder owning more than 10% of our voting stock must have an exercise price of not less than 110% of the estimated fair value of the common stock on the date of grant. Stock options are generally granted with terms of up to ten years and vest over a period of four years. The following table summarizes stock option activity, under our 2013 Plan and related information: Shares Subject to Weighted- Outstanding Average Exercise Stock Options Price Per Share Balance at December 31, 2014 4,249,168 $ 14.77 Options granted 1,815,991 38.33 Options exercised (1,095,486 ) 10.14 Options canceled (238,190 ) 26.26 Balance at December 31, 2015 4,731,483 $ 24.19 Additional information related to the status of stock options at December 31, 2015, is as follows (aggregate intrinsic value in thousands): Weighted- Average Remaining Exercise Price Contractual Aggregate Shares Per Share Life Intrinsic Value Outstanding 4,731,483 $ 24.19 7.3 $ 128,996 Vested and expected to vest 4,543,051 $ 23.73 7.2 $ 125,964 Vested 2,341,265 $ 14.92 5.6 $ 85,533 The aggregate intrinsic values of stock options outstanding and exercisable, vested and expected to vest were calculated as the difference between the exercise price of the stock options and the fair value of our common stock as of December 31, 2015. The aggregate intrinsic value of stock options exercised was $35.9 million, $12.5 million and $6.3million for the years ended December 31, 2015, 2014 and 2013, respectively. The total estimated grant date fair value of stock options vested during the years ended December 31, 2015, 2014 and 2013 was $12.0 million, $9.0 million and $3.8 million, respectively. As of December 31, 2015, total unamortized employee and nonemployee stock-based compensation was $42.4 million, which is expected to be recognized over the remaining estimated vesting period of 2.8 years. The weighted-average grant date fair value of employee stock options granted during the years ended December 31, 2015, 2014 and 2013 was $22.84, $15.73 and $12.46 per share, respectively. Additional information regarding our stock options outstanding and vested and exercisable as of December 31, 2015 is summarized below: Stock Options Outstanding Stock Options Vested Weighted Average Weighted Number Weighted Number of Remaining Average of Average Stock Options Contractual Exercise Price Stock Options Exercise Price Exercise Prices Outstanding Life (Years) per Share Vested Per Share $3.30 - $5.10 495,133 2.4 $ 4.55 495,133 $ 4.55 $5.30 - $9.00 767,038 4.9 8.18 743,033 8.21 $9.50 - $22.16 483,519 7.3 15.29 321,529 14.88 $22.60-$25.00 330,676 7.9 23.95 162,964 23.95 $25.08-$25.08 523,124 8.0 25.08 251,396 25.08 $25.14-$29.19 522,962 8.7 27.57 170,511 27.83 $29.72-$29.72 542,160 8.8 29.72 127,311 29.72 $35.69-$44.39 578,896 9.0 40.82 53,971 42.84 $44.63 - $51.45 479,225 9.5 47.71 14,506 47.21 $52.74 - $52.74 8,750 9.6 52.74 911 52.74 4,731,483 7.3 $ 24.19 2,341,265 $ 14.92 Restricted stock units In January 2015, the Compensation Committee of our Board of Directors approved the commencement of granting restricted stock units to our employees. RSUs are share awards that entitle the holder to receive freely tradable shares of our Common Stock upon vesting. The RSUs cannot be transferred, and until they vest, the awards are subject to forfeiture if employment terminates prior to the release of the vesting restrictions. The RSUs, generally vest equal amounts on each of the first three year anniversaries of the grant date, provided the employee remains continuously employed with us. The fair value of the RSUs is equal to the closing price of our Common Stock on the grant date. The following table summarizes RSU activity, under our 2013 Plan and related information: Shares Subject to Weighted- Outstanding Average grant RSU's fair value per share Balance at December 31, 2014 – $ – RSUs granted 187,200 30.74 RSUs canceled (19,450 ) 29.72 Balance at December 31, 2015 167,750 $ 30.86 None of these RSUs vested in 2015. We recognized stock-based compensation expenses of $1.5 million in 2015 relating to these RSUs. As of December 31, 2015, there was $3.3 million of unrecognized compensation costs related to these RSUs, which is expected to be recognized over an estimated weighted-average period of 2.0 years. Performance stock units In January and June 2015, the Compensation Committee of our Board of Directors approved 165,000 M-PSU awards to our executive officers. Each M-PSU represents a contingent right to receive one share of our Common Stock upon achievement of market-based performance and subject to the recipient’s continued employment. At any time during the four years following the date of the grant, a portion of the M-PSUs will vest one year after the date the average closing price of our Common Stock on the NASDAQ Global Select Market is above $50.00 per share for 45 consecutive trading days, and the remaining portion of the grant will vest one year after the date the average closing price of our Common Stock is above $60.00 per share for 45 consecutive trading days. The estimated M-PSU expense is being recognized, on an accelerated basis over the estimated requisite service period, with no adjustments in the future periods based upon our actual Common Stock price. In June 2015, the Compensation Committee of our Board of Directors approved a program to award up to 69,625 PSUs to certain non-executive employees based on the achievement of goals related to the development of Andexanet alfa and Betrixaban. Each award represents a contingent right to receive one share of our Common Stock upon the achievement of certain performance conditions by pre-specified dates and the award recipient’s continued employment. During the third and fourth quarter of 2015, performance conditions were achieved and 40,496 PSUs were granted. The estimated expense associated with these awards is also being recognized, on an accelerated basis, over the vesting period. The following table summarizes PSU activity, under our 2013 Plan and related information: Shares Subject to Weighted- Outstanding Average grant PSU's fair value per share Balance at December 31, 2014 – $ – PSUs granted 40,496 49.99 M-PSUs granted 165,000 24.29 PSUs canceled (235 ) 49.44 Balance at December 31, 2015 205,261 $ 29.33 None of these PSUs vested in 2015. We recognized stock-based compensation expenses of $2.3 million in 2015 relating to these PSUs . As of December 31, 2015, there was $3.3 million of compensation costs related to these PSUs, which is expected to be recognized over an estimated weighted-average period of 1.4 years. Employee Stock Purchase Plan (“ESPP”) The Board of Directors adopted the 2013 ESPP, effective upon the completion of Portola’s initial public offering of its common stock. As of December 31, 2015, we reserved a total of 1,818,314 shares of common stock for issuance under the 2013 ESPP. The reserve for shares available under the ESPP automatically increases on January 1st each year, beginning in 2014, by an amount equal to 2 % of the total number of outstanding shares of our common stock on December 31 st Stock-Based Compensation Stock-based compensation expense, net of estimated forfeitures, is reflected in the consolidated statements of operations as follows (in thousands): Year Ended December 31, 2015 2014 2013 Research and development $ 11,653 $ 4,551 $ 2,295 Selling, general and administrative 11,205 4,782 2,679 Total stock-based compensation $ 22,858 $ 9,333 $ 4,974 Valuation Assumptions The Fair value of our stock options and purchase rights under our ESPP were determined using the Black-Scholes option valuation model. Option valuation models require the input of subjective assumptions and these assumptions can vary over time. The risk-free rate is based on U.S. Treasury zero-coupon issues with remaining terms similar to the expected terms of the awards. The expected term of employee options granted is determined using the simplified method (based on the midpoint between the vesting date and the end of the contractual term). As sufficient trading history does not yet exist for our common stock, therefore our estimate of expected volatility is based on the volatility of other companies with similar products under development, market, size and other factors. To date, we have not declared or paid any cash dividends and do not have any plans to do so in the future. Therefore, we used an expected dividend yield of zero. The following table illustrates the weighted-average assumptions for the Black-Scholes option-pricing model used in determining the fair value of these awards: Year Ended December 31, 2015 2014 2013 Risk-free interest rate Stock options 1.54%-1.93% 1.81%-1.89% 1.43% ESPP 0.14% 0.08% – Expected term Stock options 6.0 years 6.0 years 6.0 years ESPP 0.5 years 0.5 years – Expected volatility Stock options 64% - 66% 69% - 80% 79% ESPP 62% 73% – Dividend yield Stock options – – – ESPP – – – The weighted-average fair value of the M-PSUs was determined using the Monte Carlo simulation models incorporating the following assumptions: Year December 31, 2015 PSUs Number of M-PSUs granted 165,000 Weighted-average grant date stock price $ 31.95 Weighted-average risk-free interest rate 1.13 % Weighted-average volatility 62 % Dividend yield – Weighted- average fair value per share of M-PSUs granted ($50 Vesting Hurdle) $ 24.22 Weighted- average fair value per share of M-PSUs granted ($60 Vesting Hurdle) $ 24.34 Options Granted to Nonemployees We have granted options to purchase shares of common stock to consultants in exchange for services performed. We granted options to purchase, 66,041, 33,888 and 32,943 shares with average exercise prices of $40.85, $25.41 and $19.88 per share, respectively, during the years ended December 31, 2015, 2014 and 2013, respectively. These options vest upon grant or various terms up to four years. We recognized non-employees stock compensation expense of $2.79 million $769,000 and $775,000 during the years ended December 31, 2015, 2014 and 2013, respectively. The fair value of non-employees’ options was measured using the Black-Scholes option-pricing model reflecting the same assumptions as applied to employee options in each of the reported years, other than the expected life assumption, which is assumed to be the remaining contractual life of the option. |
Net Loss per Share Attributable
Net Loss per Share Attributable to Portola Common Stockholders | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Net (Loss) Income per Share Attributable to Common Stockholders | 11. Net Loss per Share Attributable to Portola Common Stockholders The following outstanding shares of common stock equivalents were excluded from the computation of diluted net loss per share attributable to Portola common stockholders for the periods presented because including them would have been antidilutive: Year Ended December 31, 2015 2014 2013 Stock options to purchase Common Stock 4,731,483 4,249,168 3,708,773 Common stock warrants 1,500 6,240 82,575 Restricted stock units 167,750 – – Performance stock units 205,261 – – |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2015 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plan | 12. Employee Benefit Plan We sponsor a 401(k) Plan, which stipulates that eligible employees can elect to contribute to the 401(k) Plan, subject to certain limitations of eligible compensation. We match employee contributions up to a maximum of 3% of employee salary, $2,000, and $500 per employee for the years ended December 31, 2015, 2014 and 2013, respectively. During the years ended December 31, 2015, 2014 and 2013, we recognized total expense of $525,000, $153, 000 and $59, 000, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes The U.S. income tax provision (benefit) consists of the following (in thousands): Year Ended December 31, 2015 2014 Current: Federal $ – $ – State (365 ) – (365 ) – Deferred: Federal $ – $ – State – – – – Total provision (benefit) for income taxes $ (365 ) $ – We recorded an income tax benefit of $365,000 for the year ended December 31, 2015. We did not record a tax provision for the years ended December 31, 2014 and 2013. The effective tax rate of our provision for income taxes differs from the federal statutory rate as follows: Year Ended December 31, 2015 2014 2013 Federal statutory income tax rate 34.0 % 34.0 % 34.0 % State income taxes, net of federal benefit (6.6) 11.2 0.4 Federal and state research credits 2.5 2.7 3.4 Stock based compensation 0.0 (1.6 ) (0.2 ) FIN 48 release 0.2 0.0 0.0 Other 0.0 (0.1 ) (0.5 ) Change in valuation allowance (29.9 ) (46.2 ) (37.1 ) Total tax benefit 0.2 % 0.0 % 0.0 % The income tax benefit for the year ended December 31, 2015 is due to the release of uncertain tax positions reserve relating to state tax exposures, the statute of which expired during the current period. The components of U.S. deferred tax assets and (liabilities) are as follows (in thousands): December 31, 2015 2014 Deferred tax assets: Federal and state net operating loss carryforwards $ 207,898 $ 146,725 Federal and state research tax credit carryforwards 18,744 15,337 Deferred revenue 9,192 12,523 Stock options 10,197 3,776 Capitalized acquisition costs 974 1,322 Other 3,942 3,589 Net deferred tax assets before valuation allowance 250,947 183,272 Valuation allowance (250,947 ) (183,272 ) Net deferred tax assets $ – $ – Realization of the deferred tax assets is dependent upon the generation of future taxable income, if any, the amount and timing of which are uncertain. Based on available objective evidence, including the fact that we have incurred significant losses in almost every year since our inception, management believes it is more likely than not that our deferred tax assets are not recognizable. Accordingly, deferred tax assets have been fully offset by a valuation allowance. The valuation allowance increased by approximately $67.0 million for the year ended December 31, 2015. The valuation allowance increased by approximately $64.0 million for the year ended December 31, 2014. As of December 31, 2015, we had net operating loss carryforwards for federal income tax purposes of approximately $612.0 million and federal research tax credits of approximately $18.0 million, which expire at various dates in the period from 2024 to 2035. We also have California net operating loss carryforwards of approximately $223.0 million which expire at various dates in the period from 2017 to 2035 and California research tax credits of approximately $5.0 million. Our federal and state net operating loss carryforwards as of December 31, 2015 include amounts resulting from exercises and sales of stock option awards to employees and non-employees. When we realize the tax benefit associated with these stock option exercises as a reduction to taxable income in our returns, we will account for the tax benefit as a credit to stockholders’ equity rather than as a reduction of our income tax provision in our consolidated financial statements. Based upon our stock option exercise history, such amounts were not material as of December 31, 2015. For the year ended December 31, 2015, the Company has written-off approximately $194.0 million of the 2013 and 2014 California net operating losses relating to the outcome of the California Supreme Court case of Gillette Company et al. v. Franchise Tax Board. We performed an analysis on annual limitation as a result of ownership changes that may have occurred through December 2015. Our analysis indicates that a change occurred during 2013. As a result of this change, our net operating loss and tax credit carryforwards will not be subject to limitation in total, but we may be subject to a limitation as it relates to the timing of utilization. However, due to a lack of historical earnings and uncertainties surrounding our ability to generate future taxable income to realize these tax assets, a full valuation allowance has been established to offset our deferred tax assets. The annual limitation may result in the expiration of net operating losses and credits before utilization. Uncertain Tax Positions We are subject to taxation in the United States. We have not been audited by the Internal Revenue Service or any state tax authority. We are no longer subject to audit by the Internal Revenue Service for income tax returns filed before 2013, and by the material state and local tax authorities for tax returns filed before 2012. However, carryforward tax attributes that were generated prior to these years may still be adjusted upon examination by tax authorities. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): Year Ended December 31, 2015 2014 2013 Unrecognized tax benefits, beginning of period $ 2,906 $ 2,048 $ 1,435 Increases due to current period positions 1,091 858 619 Decreases due to current period positions – – – Decreases due to prior period positions (404 ) – (6 ) Decreases due to the lapse of statutes of limitations (365 ) – – Unrecognized tax benefits, end of period $ 3,228 $ 2,906 $ 2,048 The amount of unrecognized income tax benefits that, if recognized, would affect our effective tax rate was zero and $365,000 as of December 31, 2015 and December 31, 2014, respectively. If the $3.2 million and $2.9 million of unrecognized income tax benefits as of December 31, 2015 and 2014, respectively, is recognized, there would be no impact to the effective tax rate as any change will fully offset the valuation allowance. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 14. Related Party Transactions Our former President and Chief Executive Officer, who is currently a member of our board of directors, is also a co-founder and member of the board of directors of Global Blood Therapeutics, Inc. (“Global Blood”), and a member of the board of directors of MyoKardia, Inc. (“MyoKardia”). In November 2012, we entered into Master Services Agreements with Global Blood and MyoKardia under which we provide certain consulting, preclinical, laboratory and clinical research related services to each of these companies. For the years ended December 31, 2015, 2014 and 2013, we recorded a reduction in research and development expense of $352,000, $594,000 and $816,000, respectively, related to amounts owed to us by Global Blood and MyoKardia under the Master Services Agreements. As of December 31, 2015 and 2014, receivables from these related parties in the amount of $19,000 and $40,000, respectively, are included in prepaid expenses and other current assets on the consolidated balance sheet. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events In January 2016, we entered into an agreement with BMS and Pfizer to out license development and commercial rights to develop Andexanet alfa as an antidote for apixaban and other fXa inhibitors in Japan. Under the terms of the agreement we will receive an upfront payment of $15.0 million and are eligible to receive potential regulatory and sales-based milestone payments totaling up to $90.0 million, as well as double-digit royalties based on Andexanet alfa net sales in Japan. BMS and Pfizer will be responsible for all development and regulatory activities for Andexanet alfa in Japan and for commercializing the drug in Japan. Separately, in January 2016 we also entered into a clinical collaboration agreement with Bayer to include its fXa inhibitor, rivaroxaban, in this clinical development program in Japan. Under the terms of the Bayer agreement, we will receive an upfront payment of $5.0 million and are eligible to receive an additional milestone payment based on Japanese regulatory approval of Andexanet alfa as an antidote for rivaroxaban. Bayer will provide technical support as well as fund clinical studies of Andexanet alfa with rivaroxaban in Japan. Bayer received no commercial rights under this agreement. |
Quarterly Financial Data (unaud
Quarterly Financial Data (unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (unaudited) | 16. Quarterly Financial Data (unaudited) The following table presents certain unaudited quarterly financial information. This information has been prepared on the same basis as the audited consolidated financial statements and includes all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the unaudited quarterly results of operations set forth herein. 2015 2014 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Collaboration and license revenue $ 2,359 $ 2,385 $ 2,912 $ 4,414 $ 2,372 $ 2,415 $ 2,427 $ 2,411 Operating expenses $ (48,863 ) $ (61,212 ) $ (58,476 ) $ (70,694 ) $ (33,396 ) $ (33,920 ) $ (38,204 ) $ (41,671 ) Net loss $ (46,913 ) $ (58,329 ) $ (55,158 ) $ (66,105 ) $ (30,726 ) $ (31,350 ) $ (35,793 ) $ (39,256 ) Net loss per share attributable to Portola common stockholders: Basic and diluted $ (0.95 ) $ (1.12 ) $ (1.05 ) $ (1.23 ) $ (0.75 ) $ (0.76 ) $ (0.86 ) $ (0.82 ) |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Consolidation | Basis of Consolidation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The accompanying consolidated financial statements include the accounts of Portola and its wholly owned subsidiaries and a Development Partner that is a variable interest entity (a “VIE”) for which Portola is deemed, under applicable accounting guidance to be the primary beneficiary as of December 31, 2015. For the consolidated VIE, we record net loss attributable to noncontrolling interests in our Consolidated Statements of Operations equal to the percentage of the economic or ownership interest retained in such VIE by the respective noncontrolling parties. |
Reclassification | Reclassification Prepaid expenses and other current assets in the prior year Consolidated Balance Sheet of $5.7 million have been reclassified to $1.7 million and $4.0 million in Prepaid research and development and Prepaid expenses and other current assets, respectively, and Accrued and other liabilities in the prior year Consolidated Balance Sheet of $14.0 million has been reclassified to $12.6 million and $1.4 million in Accrued research and development and Accrued and other liabilities, respectively, to conform to current-period presentation. Corresponding changes in Changes in operating assets and liabilities within the Consolidated Statement of Cash Flows have been adjusted to conform to these reclassifications. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities and the reported amounts of revenues and expenses in the consolidated financial statements and the accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition, clinical trial accruals, fair value of assets and liabilities, income taxes, in-process research and development , the consolidation of VIEs and deconsolidation of VIEs |
Variable Interest Entities | Variable Interest Entities We review agreements we enter into with third party entities, pursuant to which we may have a variable interest in the entity, in order to determine if the entity is a VIE. If the entity is a VIE, we assess whether or not we are the primary beneficiary of that entity. In determining whether we are the primary beneficiary of an entity, we apply a qualitative approach that determines whether we have both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. If we determine we are the primary beneficiary of a VIE, we consolidate the statements of operations and financial condition of the VIE into our consolidated financial statements. Our determination about whether we should consolidate such VIEs is made continuously as changes to existing relationships or future transactions may result in a consolidation or deconsolidation event. |
In-process Research and Development Asset | In-process Research and Development Asset In-process research and development asset relates to our consolidated VIE and are considered to be indefinite-lived until the completion or abandonment of the associated R&D efforts which generally occurs if and when regulatory approval to market a product is obtained, |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash and other highly liquid investments with original maturities of three months or less from the date of purchase. |
Investments in Marketable Securities | Investments in Marketable Securities All investments in marketable securities have been classified as “available-for-sale” and are carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities. Management determines the appropriate classification of our investments in debt securities at the time of purchase and reevaluates such designation as of each balance sheet date. Unrealized gains and losses are excluded from earnings and were reported as a component of accumulated comprehensive income (loss). Realized gains and losses and declines in fair value judged to be other than temporary, if any, on available-for-sale securities are included in interest and other income, net. The cost of securities sold is based on the specific-identification method. Interest on marketable securities is included in interest and other income, net. |
Fair Value Measurements | Fair Value Measurements Fair value accounting is applied for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. |
Concentration of Risk | Concentration of Risk Financial instruments that potentially subject us to concentrations of credit risk consist of cash, cash equivalents, receivables from collaborations and investments. Our investment policy limits investments to certain types of debt securities issued by the U.S. government, its agencies and institutions with investment-grade credit ratings and places restrictions on maturities and concentration by type and issuer. We are exposed to credit risk in the event of a default by the financial institutions holding our cash, cash equivalents and investments and issuers of investments to the extent recorded on the consolidated balance sheets. Receivables from collaborations are typically unsecured and are concentrated in the pharmaceutical industry. Accordingly, we may be exposed to credit risk generally associated with pharmaceutical companies or specific to our collaboration agreements. To date, we have not experienced any losses related to these receivables. Certain materials and key components that we utilize in our operations are obtained through single suppliers. Since the suppliers of key components and materials must be named in a biologics drug application (BLA) or new drug application (NDA) filed with the U.S. Food and Drug Administration (FDA) for a product, significant delays can occur if the qualification of a new supplier is required. If delivery of material from our suppliers were interrupted for any reason, we may be unable to supply any of our product candidates for clinical trials. Collaboration Customer Concentration Collaboration customers who accounted for 10% or more of total collaboration and license revenues were as follows: Year Ended December 31, 2015 2014 2013 Bayer Pharma, AG and Janssen Pharmaceuticals, Inc. 48% 37% 37% Daiichi Sankyo, Inc. 38% 45% 23% Bristol-Myers Squibb Company and Pfizer Inc. 13% 16% 38% |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets, ranging from two to five years. Leasehold improvements are amortized over the shorter of their estimated useful lives or the related lease term. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We review long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Specific potential indicators of impairment include a significant decrease in the fair value of an asset, a significant change in the extent or manner in which an asset is used or a significant physical change in an asset, a significant adverse change in legal factors or in the business climate that affects the value of an asset, an adverse action or assessment by the FDA or another regulator or a projection or forecast that demonstrates continuing losses associated with an income producing asset. |
Deferred Rent | Deferred Rent We recognize rent expense on a straight-line basis over the noncancelable term of our operating lease and, accordingly, record the difference between cash rent payments and the recognition of rent expense as a deferred rent liability. We also record lessor-funded lease incentives, such as reimbursable leasehold improvements, as a deferred rent liability, which is amortized as a reduction of rent expense over the noncancelable term of our operating lease. |
Revenue Recognition | Revenue Recognition We generate revenue from collaboration and license agreements for the development and commercialization of our products. Collaboration and license agreements may include non-refundable or partially refundable upfront license fees, partial or complete reimbursement of research and development costs, contingent consideration payments based on the achievement of defined collaboration objectives and royalties on sales of commercialized products. Our performance obligations under our collaborations include the transfer of intellectual property rights (licenses), obligations to provide research and development services and related clinical drug supply, obligation to provide regulatory approval services and obligations to participate on certain development and/or commercialization committees with the collaborators. Upfront payments are recorded as deferred revenue in our consolidated balance sheet and are recognized as collaboration revenue over our estimated period of performance that is consistent with the terms of the research and development obligations contained in each collaboration agreement. We regularly review the estimated periods of performance related to our collaborations based on the progress made under each arrangement. Our estimates of our performance period may change over the course of the collaboration term. Such a change could have a material impact on the amount of revenue we record in future periods. Payments that are contingent upon achievement of a substantive milestone are recognized in their entirety in the period in which the milestone is achieved. A milestone is defined as an event that can only be achieved based on our performance and there is substantive uncertainty about whether the event will be achieved at the inception of the arrangement. Events that are contingent only on the passage of time or only on counterparty performance are not considered milestones subject to this guidance. Further, the amounts received must relate solely to prior performance, be reasonable relative to all of the deliverables and payment terms within the agreement and commensurate with our performance to achieve the milestone after commencement of the agreement. Payments contingent upon achievement of events that are not considered substantive milestones are allocated to the respective arrangements unit of accounting when received and recognized as revenue based on the revenue recognition policy for that unit of accounting. Amounts from sales of licenses are recognized as revenue. Amounts received as funding of research and development or regulatory approval activities are recognized as revenue if the collaboration arrangement involves the sale of our research or development and regulatory approval services at amounts that exceed our cost. However, such funding is recognized as a reduction in research and development expense when we engage in a research and development project jointly with another entity, with both entities participating in project activities and sharing costs and potential benefits of the arrangement. Amounts related to research and development and regulatory approval funding are recognized as the related services or activities are performed, in accordance with the contract terms. Payments may be made to or by us based on the number of full-time equivalent researchers assigned to the collaboration project and the related research and development expenses incurred. |
Research and Development | Research and development expenses and related accruals Research and development costs are expensed as incurred and consist of salaries and benefits, lab supplies, materials and facility costs, as well as fees paid to other nonemployees and entities that conduct certain research and development activities on our behalf. Amounts incurred in connection with collaboration and license agreements are also included in research and development expense. Payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods or services are received. |
Clinical Trial Expense | Clinical Trial Accruals Clinical trial costs are a component of research and development expenses. We accrue and expense clinical trial activities performed by third parties based upon actual work completed in accordance with agreements established with clinical research organizations and clinical sites. We determine the actual costs through monitoring patient enrollment and discussions with internal personnel and external service providers as to the progress or stage of completion of trials or services and the agreed-upon fee to be paid for such services. The Company has not experienced any material deviations between the accrued clinical trial expenses and actual clinical trial expenses. However, actual services performed, number of patients enrolled and the rate of patient enrollment may vary from our estimates, resulting in adjustments to clinical trial expense in futures periods. |
Stock-Based Compensation | Stock-Based Compensation Employee stock-based compensation cost is measured at the grant date, based on the fair value of the award. The compensation cost is recognized as expense on a straight-line basis over the vesting period for options and restricted stock units (“RSUs”) and on an accelerated basis for market-based performance stock units (“M-PSUs”) and performance-based performance stock units (“PSUs”). For stock option grants, we use the Black-Scholes option pricing model to determine the fair value of stock options. This model requires us to make assumptions such as expected term, dividends, volatility and forfeiture rates that determine the stock options fair value. These key assumptions are based on peer companies compared to historical information and judgment regarding market factors and trends. If actual results are not consistent with our assumptions and judgments used in estimating these factors, we may be required to increase or decrease compensation expense, which could be material to its results of operations. For M-PSU awards, we use the Monte-Carlo option pricing model to determine the fair value of awards at the date of issue. The Monte-Carlo option-pricing model uses similar input assumptions as the Black-Scholes model; however, it further incorporates into the fair-value determination the possibility that the performance-based market condition may not be satisfied. Compensation costs related to awards with a market-based condition are recognized regardless of whether the market condition is ultimately satisfied. Compensation cost is not reversed if the achievement of the market condition does not occur. For RSUs and PSU awards, we base the fair value of awards on the closing market value of our common stock at the date of grant. Equity instruments issued to nonemployees, consisting of stock options granted to consultants, are valued using the Black-Scholes option-pricing model. Stock-based compensation expense for nonemployee services is subject to remeasurement as the underlying equity instruments vest and is recognized as an expense over the period during which services are received. |
Income Taxes | Income Taxes We provide for income taxes under the asset and liability method. Current income tax expense or benefit represents the amount of income taxes expected to be payable or refundable for the current year. Deferred income tax assets and liabilities are determined based on differences between the consolidated financial statement reporting and tax basis of assets and liabilities and net operating loss and credit carryforwards, and are measured using the enacted tax rates and laws that will be in effect when such items are expected to reverse. Deferred income tax assets are reduced, as necessary, by a valuation allowance when management determines it is more likely than not that some or all of the tax benefits will not be realized. The recognition, derecognition and measurement of a tax position is based on management’s best judgment given the facts, circumstances and information available at the reporting date. Our policy is to recognize interest and penalties related to the underpayment of income taxes as a component of income tax expense or benefit. To date, there have been no interest or penalties charged in relation to the underpayment of income taxes. |
Foreign Currency Transactions and Hedging | Foreign Currency Transactions and Hedging We have financial transactions denominated in foreign currencies, primarily the Euro and British Pound, and, as a result, are exposed to changes in foreign currency exchange rates. We manage a portion of these cash flow exposures through purchasing and holding of Euros and British Pounds and the use of foreign currency forward contracts. Our foreign currency forward contracts are not designated as hedges for accounting purposes. Gains or losses on foreign currency forward contracts are intended to offset gains or losses on the underlying net exposures in an effort to reduce the earnings and cash flow volatility resulting from fluctuating foreign currency exchange rates. Foreign currency deposits we hold are remeasured using period end spot rates. Foreign currency forward contracts are marked to market at the end of each period and recorded as gains and losses in the condensed consolidated statements of operations. We held no foreign currency forward contracts at December 31, 2015 or December 31, 2014. We recorded an unrealized loss of $114,000 in interest and other income (expense), net in our consolidated statements of operations related to foreign currency forward contracts for the year ended December 31, 2014. During the year ended December 31, 2014, we settled foreign currency forward contracts and recognized a realized loss of $258,000 in interest and other income (expense), net. |
Net Loss per Share Attributable to Portola Common Stockholders | Net Loss per Share Attributable to Portola Common Stockholders Basic net loss per share attributable to Portola Common Stockholders is calculated by dividing the net loss attributable to Portola Common Stockholders by the weighted-average number of shares of Common Stock outstanding for the period. Diluted net loss per share attributable to Portola Common Stockholders is computed by giving effect to all potential dilutive Common Stock equivalents outstanding for the period. Diluted net loss per share attributable to Portola Common Stockholders is the same as basic net loss per share attributable to Portola Common Stockholders, since the effects of potentially dilutive securities are antidilutive. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”), jointly with the International Accounting Standards Board, issued ASU 2014-09, Revenue from Contracts with Customers In February 2015, the Financial Accounting Standards Board (the “FASB”) issued ASU 2015-02, Consolidation: amendment to the consolidation analysis In November 2015, the Financial Accounting Standards Board (“FASB”) issued ASU 2015-17, Income Taxes (Topic740): Balance Sheet Classification of Deferred Taxes |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Percentage of Revenue from Significant Collaboration Customers | Collaboration customers who accounted for 10% or more of total collaboration and license revenues were as follows: Year Ended December 31, 2015 2014 2013 Bayer Pharma, AG and Janssen Pharmaceuticals, Inc. 48% 37% 37% Daiichi Sankyo, Inc. 38% 45% 23% Bristol-Myers Squibb Company and Pfizer Inc. 13% 16% 38% |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities Measured on Recurring Basis | The following table sets forth the fair value of our financial assets and liabilities (excluding consolidated VIE’s cash), allocated into Level 1, Level 2 and Level 3, that was measured on a recurring basis (in thousands): December 31, 2015 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 22,074 $ – $ – $ 22,074 Corporate notes and commercial paper – 242,033 – 242,033 U.S. government agency securities – 180,876 – 180,876 Total financial assets $ 22,074 $ 422,909 $ – $ 444,983 December 31, 2014 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 24,915 $ – $ – $ 24,915 Corporate notes and commercial paper – 226,047 – 226,047 U.S. government agency securities – 120,169 – 120,169 Total financial assets $ 24,915 $ 346,216 $ – $ 371,131 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Investments Debt And Equity Securities [Abstract] | |
Cash Equivalents and Investments Classified as Available-for-sale Securities | Cash equivalents and short-term and long-term investments, all of which are classified as available-for-sale securities, consisted of the following (in thousands): December 31, 2015 December 31, 2014 Estimated Estimated Unrealized Unrealized Fair Unrealized Unrealized Fair Cost Gains (Losses) Value Cost Gains (Losses) Value Money market funds $ 22,074 $ – $ – $ 22,074 $ 24,915 $ – $ – $ 24,915 Corporate notes and commercial paper 242,089 3 (59 ) 242,033 226,209 8 (170 ) 226,047 U.S. government agency securities 180,970 1 (95 ) 180,876 120,246 4 (81 ) 120,169 $ 445,133 $ 4 $ (154 ) $ 444,983 $ 371,370 $ 12 $ (251 ) $ 371,131 Classified as: Cash equivalents $ 171,310 $ 36,341 Short-term investments 257,713 251,759 Long-term investments 15,960 83,030 Total cash equivalents and investments $ 444,983 $ 371,131 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment | Property and equipment consists of the following (in thousands): December 31, 2015 2014 Computer equipment $ 960 $ 734 Capitalized software $ 865 674 Equipment $ 5,874 4,852 Leasehold improvements $ 7,529 4,217 15,228 10,477 Less accumulated depreciation and amortization (8,985 ) (7,701 ) Property and equipment, net $ 6,243 $ 2,776 |
Accrued Expenses | Accrued and other liabilities consist of the following (in thousands): December 31, 2015 2014 Commercial related $ 783 $ – Legal and accounting fees 506 354 Deferred rent 721 127 Other 816 940 Total accrued liabilities $ 2,826 $ 1,421 |
Collaboration and License Agr29
Collaboration and License Agreements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Summary of Revenue from Collaboration and License Agreements | We have recognized revenue from our collaboration and license agreements as follows (in thousands): Year Ended December 31, 2015 2014 2013 Bayer and Janssen $ 5,740 $ 3,598 $ 3,876 Daiichi Sankyo 4,578 4,287 2,419 BMS and Pfizer 1,540 1,497 4,042 Lee's Pharmaceutical 212 243 194 Total collaboration and license revenue $ 12,070 $ 9,625 $ 10,531 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Minimum Commitments Under our Non-Cancelable Operating Leases | At December 31, 2015, our future minimum commitments under our non-cancelable operating leases were as follows (in thousands): Year ending December 31: 2016 $ 2,525 2017 2,603 2018 2,683 2019 2,764 2020 696 Total $ 11,271 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity | The following table summarizes stock option activity, under our 2013 Plan and related information: Shares Subject to Weighted- Outstanding Average Exercise Stock Options Price Per Share Balance at December 31, 2014 4,249,168 $ 14.77 Options granted 1,815,991 38.33 Options exercised (1,095,486 ) 10.14 Options canceled (238,190 ) 26.26 Balance at December 31, 2015 4,731,483 $ 24.19 |
Additional Information Related to the Status of Stock Options | Additional information related to the status of stock options at December 31, 2015, is as follows (aggregate intrinsic value in thousands): Weighted- Average Remaining Exercise Price Contractual Aggregate Shares Per Share Life Intrinsic Value Outstanding 4,731,483 $ 24.19 7.3 $ 128,996 Vested and expected to vest 4,543,051 $ 23.73 7.2 $ 125,964 Vested 2,341,265 $ 14.92 5.6 $ 85,533 |
Stock Options Outstanding and Vested and Exercisable | Additional information regarding our stock options outstanding and vested and exercisable as of December 31, 2015 is summarized below: Stock Options Outstanding Stock Options Vested Weighted Average Weighted Number Weighted Number of Remaining Average of Average Stock Options Contractual Exercise Price Stock Options Exercise Price Exercise Prices Outstanding Life (Years) per Share Vested Per Share $3.30 - $5.10 495,133 2.4 $ 4.55 495,133 $ 4.55 $5.30 - $9.00 767,038 4.9 8.18 743,033 8.21 $9.50 - $22.16 483,519 7.3 15.29 321,529 14.88 $22.60-$25.00 330,676 7.9 23.95 162,964 23.95 $25.08-$25.08 523,124 8.0 25.08 251,396 25.08 $25.14-$29.19 522,962 8.7 27.57 170,511 27.83 $29.72-$29.72 542,160 8.8 29.72 127,311 29.72 $35.69-$44.39 578,896 9.0 40.82 53,971 42.84 $44.63 - $51.45 479,225 9.5 47.71 14,506 47.21 $52.74 - $52.74 8,750 9.6 52.74 911 52.74 4,731,483 7.3 $ 24.19 2,341,265 $ 14.92 |
Summary of RSU Activity | The following table summarizes RSU activity, under our 2013 Plan and related information: Shares Subject to Weighted- Outstanding Average grant RSU's fair value per share Balance at December 31, 2014 – $ – RSUs granted 187,200 30.74 RSUs canceled (19,450 ) 29.72 Balance at December 31, 2015 167,750 $ 30.86 |
Summary of PSU Activity | The following table summarizes PSU activity, under our 2013 Plan and related information: Shares Subject to Weighted- Outstanding Average grant PSU's fair value per share Balance at December 31, 2014 – $ – PSUs granted 40,496 49.99 M-PSUs granted 165,000 24.29 PSUs canceled (235 ) 49.44 Balance at December 31, 2015 205,261 $ 29.33 |
Classification of Stock-Based Compensation Expense | Stock-based compensation expense, net of estimated forfeitures, is reflected in the consolidated statements of operations as follows (in thousands): Year Ended December 31, 2015 2014 2013 Research and development $ 11,653 $ 4,551 $ 2,295 Selling, general and administrative 11,205 4,782 2,679 Total stock-based compensation $ 22,858 $ 9,333 $ 4,974 |
Summary of Weighted-Average Assumptions of Fair Value Awards | The following table illustrates the weighted-average assumptions for the Black-Scholes option-pricing model used in determining the fair value of these awards: Year Ended December 31, 2015 2014 2013 Risk-free interest rate Stock options 1.54%-1.93% 1.81%-1.89% 1.43% ESPP 0.14% 0.08% – Expected term Stock options 6.0 years 6.0 years 6.0 years ESPP 0.5 years 0.5 years – Expected volatility Stock options 64% - 66% 69% - 80% 79% ESPP 62% 73% – Dividend yield Stock options – – – ESPP – – – |
Assumptions used to Determine Weighted-Average Fair Value of M-Performance Stock Units | The weighted-average fair value of the M-PSUs was determined using the Monte Carlo simulation models incorporating the following assumptions: Year December 31, 2015 PSUs Number of M-PSUs granted 165,000 Weighted-average grant date stock price $ 31.95 Weighted-average risk-free interest rate 1.13 % Weighted-average volatility 62 % Dividend yield – Weighted- average fair value per share of M-PSUs granted ($50 Vesting Hurdle) $ 24.22 Weighted- average fair value per share of M-PSUs granted ($60 Vesting Hurdle) $ 24.34 |
Net Loss per Share Attributab32
Net Loss per Share Attributable to Portola Common Stockholders (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Outstanding Shares of Common Stock Equivalents Excluded from Computation of Diluted Net Income Loss | The following outstanding shares of common stock equivalents were excluded from the computation of diluted net loss per share attributable to Portola common stockholders for the periods presented because including them would have been antidilutive: Year Ended December 31, 2015 2014 2013 Stock options to purchase Common Stock 4,731,483 4,249,168 3,708,773 Common stock warrants 1,500 6,240 82,575 Restricted stock units 167,750 – – Performance stock units 205,261 – – |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
U.S. Income Tax Provision (Benefit) | The U.S. income tax provision (benefit) consists of the following (in thousands): Year Ended December 31, 2015 2014 Current: Federal $ – $ – State (365 ) – (365 ) – Deferred: Federal $ – $ – State – – – – Total provision (benefit) for income taxes $ (365 ) $ – |
Reconciliation of Effective Tax Rate for the Provision for Income Taxes | We did not record a tax provision for the years ended December 31, 2014 and 2013. The effective tax rate of our provision for income taxes differs from the federal statutory rate as follows: Year Ended December 31, 2015 2014 2013 Federal statutory income tax rate 34.0 % 34.0 % 34.0 % State income taxes, net of federal benefit (6.6) 11.2 0.4 Federal and state research credits 2.5 2.7 3.4 Stock based compensation 0.0 (1.6 ) (0.2 ) FIN 48 release 0.2 0.0 0.0 Other 0.0 (0.1 ) (0.5 ) Change in valuation allowance (29.9 ) (46.2 ) (37.1 ) Total tax benefit 0.2 % 0.0 % 0.0 % |
Components of U.S. Deferred Tax Assets and (Liabilities) | The components of U.S. deferred tax assets and (liabilities) are as follows (in thousands): December 31, 2015 2014 Deferred tax assets: Federal and state net operating loss carryforwards $ 207,898 $ 146,725 Federal and state research tax credit carryforwards 18,744 15,337 Deferred revenue 9,192 12,523 Stock options 10,197 3,776 Capitalized acquisition costs 974 1,322 Other 3,942 3,589 Net deferred tax assets before valuation allowance 250,947 183,272 Valuation allowance (250,947 ) (183,272 ) Net deferred tax assets $ – $ – |
Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): Year Ended December 31, 2015 2014 2013 Unrecognized tax benefits, beginning of period $ 2,906 $ 2,048 $ 1,435 Increases due to current period positions 1,091 858 619 Decreases due to current period positions – – – Decreases due to prior period positions (404 ) – (6 ) Decreases due to the lapse of statutes of limitations (365 ) – – Unrecognized tax benefits, end of period $ 3,228 $ 2,906 $ 2,048 |
Quarterly Financial Data (una34
Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (unaudited) | The following table presents certain unaudited quarterly financial information. This information has been prepared on the same basis as the audited consolidated financial statements and includes all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the unaudited quarterly results of operations set forth herein. 2015 2014 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Collaboration and license revenue $ 2,359 $ 2,385 $ 2,912 $ 4,414 $ 2,372 $ 2,415 $ 2,427 $ 2,411 Operating expenses $ (48,863 ) $ (61,212 ) $ (58,476 ) $ (70,694 ) $ (33,396 ) $ (33,920 ) $ (38,204 ) $ (41,671 ) Net loss $ (46,913 ) $ (58,329 ) $ (55,158 ) $ (66,105 ) $ (30,726 ) $ (31,350 ) $ (35,793 ) $ (39,256 ) Net loss per share attributable to Portola common stockholders: Basic and diluted $ (0.95 ) $ (1.12 ) $ (1.05 ) $ (1.23 ) $ (0.75 ) $ (0.76 ) $ (0.86 ) $ (0.82 ) |
Organization - Additional Infor
Organization - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2015USD ($)$ / sharesshares | Mar. 31, 2015USD ($)$ / sharesshares | Oct. 31, 2014USD ($)$ / sharesshares | Nov. 30, 2013USD ($)shares | Oct. 31, 2013$ / sharesshares | May. 31, 2013USD ($)$ / sharesshares | Dec. 31, 2015USD ($)Segment$ / shares | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Organization And Nature Of Business [Line Items] | |||||||||
Number of operating segment | Segment | 1 | ||||||||
Stock issued during the period | shares | 9,686,171 | ||||||||
Public offering price of the shares sold | $ / shares | $ 14.50 | ||||||||
Proceeds from initial public offering before offering costs | $ 131,000,000 | ||||||||
Underwriting discounts and commissions | 9,400,000 | ||||||||
Offering expenses | $ 564,000 | 5,200,000 | |||||||
Proceeds from initial public offering, net of underwriters discount | $ 125,800,000 | $ 272,216,000 | $ 175,185,000 | $ 251,865,000 | |||||
Number of preferred stock converted into common stock | shares | 24,026,797 | ||||||||
Follow on offering price per share | $ / shares | $ 48 | $ 40 | $ 26 | $ 23.75 | $ 48 | ||||
Proceeds from offering and over-allotment option, gross | $ 175,200,000 | $ 120,800,000 | |||||||
Proceeds from offering and over-allotment option, net | $ 174,600,000 | $ 119,900,000 | |||||||
Proceeds from offering and over-allotment option, net | $ 162,700,000 | $ 108,400,000 | |||||||
Underwriters Overallotment Option | |||||||||
Organization And Nature Of Business [Line Items] | |||||||||
Stock issued during the period | shares | 468,750 | 374,348 | 930,000 | 954,976 | 1,263,413 | ||||
Follow-on Offering | |||||||||
Organization And Nature Of Business [Line Items] | |||||||||
Stock issued during the period | shares | 3,593,750 | 2,870,000 | 6,200,000 | 6,366,513 | |||||
Offering expenses | $ 862,000 | ||||||||
Stock Issued during period shares existing shareholder | shares | 1,908,803 | ||||||||
Underwriting discounts and commissions, net | $ 10,200,000 | $ 7,700,000 | |||||||
Underwriting discounts, commissions and offering expenses, net | $ 765,000 | $ 358,000 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Summary Of Significant Accounting Policies [Line Items] | ||||
Prepaid expenses and other current assets | $ 3,059,000 | [1] | $ 4,061,000 | |
Prepaid research and development | 16,976,000 | [1] | 1,686,000 | |
Accrued and other liabilities | 2,826,000 | [1] | 1,421,000 | |
Accrued research and development | 24,195,000 | [1] | 12,545,000 | |
Impairment losses | 0 | |||
Interest or penalties charged to the underpayment of income taxes | 0 | |||
Foreign currency forward Contract | $ 0 | 0 | ||
Unrealized loss | (114,000) | $ 261,000 | ||
Realized loss | (258,000) | |||
Minimum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Property and equipment useful lives | 2 years | |||
Maximum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Property and equipment useful lives | 5 years | |||
Prior-Period Reclassified Amount | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Prepaid expenses and other current assets | 5,700,000 | |||
Accrued and other liabilities | $ 14,000,000 | |||
[1] | Amounts include the assets and liabilities of a consolidated variable interest entity (“VIE”). Portola's interests and obligations with respect to the VIE's assets and liabilities are limited to those accorded to Portola in its agreement with the VIE. See Note 8, “Asset Acquisition and License Agreements,” to these consolidated financial statements. |
Revenue Accounted for 10% or Mo
Revenue Accounted for 10% or More of Total Collaboration and License Revenues (Detail) - Customer Concentration Risk - Sales Revenue, Net | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Bayer Pharma, AG ('Bayer") and Janssen Pharmaceuticals, Inc. ("Janssen") | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 48.00% | 37.00% | 37.00% |
Daiichi Sankyo, Inc ("Daiichi") | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 38.00% | 45.00% | 23.00% |
Bristol-Myers Squibb Company ("BMS") and Pfizer Inc. ("Pfizer") | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 13.00% | 16.00% | 38.00% |
Fair Values Measurements - Addi
Fair Values Measurements - Additional Information (Detail) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value Disclosures [Abstract] | ||
Fair value assets transfers from level 1 to level 2 | $ 0 | $ 0 |
Fair value assets transfers from level 2 to level 1 | $ 0 | $ 0 |
Fair Value of Financial Assets,
Fair Value of Financial Assets, and Liabilities, Allocated into Level 1, Level 2, and Level 3 Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Financial Assets: | ||
Total financial assets | $ 444,983 | $ 371,131 |
Fair Value, Inputs, Level 1 | ||
Financial Assets: | ||
Total financial assets | 22,074 | 24,915 |
Fair Value, Inputs, Level 2 | ||
Financial Assets: | ||
Total financial assets | 422,909 | 346,216 |
Money market funds | ||
Financial Assets: | ||
Total financial assets | 22,074 | 24,915 |
Money market funds | Fair Value, Inputs, Level 1 | ||
Financial Assets: | ||
Total financial assets | 22,074 | 24,915 |
Corporate notes and commercial paper | ||
Financial Assets: | ||
Total financial assets | 242,033 | 226,047 |
Corporate notes and commercial paper | Fair Value, Inputs, Level 2 | ||
Financial Assets: | ||
Total financial assets | 242,033 | 226,047 |
U.S. government agency securities | ||
Financial Assets: | ||
Total financial assets | 180,876 | 120,169 |
U.S. government agency securities | Fair Value, Inputs, Level 2 | ||
Financial Assets: | ||
Total financial assets | $ 180,876 | $ 120,169 |
Cash Equivalents and Investment
Cash Equivalents and Investments Classified as Available-for-sale Securities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | $ 445,133 | $ 371,370 |
Unrealized Gains | 4 | 12 |
Unrealized (Losses) | (154) | (251) |
Estimated Fair Value | 444,983 | 371,131 |
Money market funds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 22,074 | 24,915 |
Estimated Fair Value | 22,074 | 24,915 |
Corporate notes and commercial paper | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 242,089 | 226,209 |
Unrealized Gains | 3 | 8 |
Unrealized (Losses) | (59) | (170) |
Estimated Fair Value | 242,033 | 226,047 |
U.S. government agency securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 180,970 | 120,246 |
Unrealized Gains | 1 | 4 |
Unrealized (Losses) | (95) | (81) |
Estimated Fair Value | 180,876 | 120,169 |
Cash equivalents | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Estimated Fair Value | 171,310 | 36,341 |
Short-term investments | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Estimated Fair Value | 257,713 | 251,759 |
Long-term investments | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Estimated Fair Value | $ 15,960 | $ 83,030 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Investments Debt And Equity Securities [Abstract] | ||
Available For Sale Securities Contractual Maturity | 2 years | |
Available-for-sale Securities, Gross Realized Gain (Loss) | $ 0 | $ 0 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 15,228 | $ 10,477 | |
Less accumulated depreciation and amortization | (8,985) | (7,701) | |
Property and equipment, net | 6,243 | [1] | 2,776 |
Computer equipment | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | 960 | 734 | |
Capitalized software | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | 865 | 674 | |
Equipment | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | 5,874 | 4,852 | |
Leasehold improvements | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 7,529 | $ 4,217 | |
[1] | Amounts include the assets and liabilities of a consolidated variable interest entity (“VIE”). Portola's interests and obligations with respect to the VIE's assets and liabilities are limited to those accorded to Portola in its agreement with the VIE. See Note 8, “Asset Acquisition and License Agreements,” to these consolidated financial statements. |
Accrued Expenses (Detail)
Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Payables And Accruals [Abstract] | |||
Commercial related | $ 783 | ||
Legal and accounting fees | 506 | $ 354 | |
Deferred rent | 721 | 127 | |
Other | 816 | 940 | |
Total accrued liabilities | $ 2,826 | [1] | $ 1,421 |
[1] | Amounts include the assets and liabilities of a consolidated variable interest entity (“VIE”). Portola's interests and obligations with respect to the VIE's assets and liabilities are limited to those accorded to Portola in its agreement with the VIE. See Note 8, “Asset Acquisition and License Agreements,” to these consolidated financial statements. |
Summary of Revenue from Collabo
Summary of Revenue from Collaboration and License Agreements (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | $ 4,414 | $ 2,912 | $ 2,385 | $ 2,359 | $ 2,411 | $ 2,427 | $ 2,415 | $ 2,372 | $ 12,070 | $ 9,625 | $ 10,531 |
Bayer Pharma, AG ('Bayer") and Janssen Pharmaceuticals, Inc. ("Janssen") | |||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | 5,740 | 3,598 | 3,876 | ||||||||
Daiichi Sankyo, Inc ("Daiichi") | |||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | 4,578 | 4,287 | 2,419 | ||||||||
Bristol-Myers Squibb Company ("BMS") and Pfizer Inc. ("Pfizer") | |||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | 1,540 | 1,497 | 4,042 | ||||||||
Lee’s Pharmaceutical (HK) Ltd (“Lee’s”) | |||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | $ 212 | $ 243 | $ 194 |
Collaboration and License Agr45
Collaboration and License Agreements - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 24 Months Ended | ||||||||||||||
Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Feb. 28, 2013 | Jan. 31, 2013 | Nov. 30, 2012 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Collaboration and license revenue | $ 4,414,000 | $ 2,912,000 | $ 2,385,000 | $ 2,359,000 | $ 2,411,000 | $ 2,427,000 | $ 2,415,000 | $ 2,372,000 | $ 12,070,000 | $ 9,625,000 | $ 10,531,000 | ||||||||
Research and development | 200,376,000 | 123,639,000 | 79,286,000 | ||||||||||||||||
Bayer Pharma AG | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Additional non-refundable fee | $ 250,000 | ||||||||||||||||||
Upfront fee | 2,500,000 | ||||||||||||||||||
Janssen Pharmaceuticals, Inc. | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Additional non-refundable fee | 250,000 | ||||||||||||||||||
Upfront fee | 2,500,000 | ||||||||||||||||||
Bayer Pharma, AG ('Bayer") and Janssen Pharmaceuticals, Inc. ("Janssen") | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Additional non-refundable fee | 500,000 | ||||||||||||||||||
Upfront fee | $ 10,000,000 | $ 5,000,000 | |||||||||||||||||
Collaboration and license revenue | 5,740,000 | 3,598,000 | 3,876,000 | ||||||||||||||||
Contingent payment receivable upon achievement | 7,000,000 | ||||||||||||||||||
Milestone Payments of Development and Regulatory Event | 8,000,000 | ||||||||||||||||||
Bayer Pharma, AG ('Bayer") and Janssen Pharmaceuticals, Inc. ("Janssen") | February 2013 Agreement | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Collaboration and license revenue | 500,000 | 1,100,000 | 3,900,000 | ||||||||||||||||
Deferred revenue | 0 | 0 | 0 | 0 | $ 0 | ||||||||||||||
Bayer Pharma, AG ('Bayer") and Janssen Pharmaceuticals, Inc. ("Janssen") | January 2014 Agreement | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Collaboration and license revenue | 5,200,000 | 2,500,000 | |||||||||||||||||
Deferred revenue | 7,200,000 | 10,500,000 | 7,200,000 | 10,500,000 | 7,200,000 | ||||||||||||||
Contingent Payments Received | 3,000,000 | ||||||||||||||||||
Bayer Pharma, AG ('Bayer") and Janssen Pharmaceuticals, Inc. ("Janssen") | January 2014 Agreement | Future Contingent Payments | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Collaboration and license revenue | 2,000,000 | 0 | |||||||||||||||||
Daiichi Sankyo, Inc ("Daiichi") | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Upfront fee | $ 15,000,000 | ||||||||||||||||||
Collaboration and license revenue | 4,578,000 | 4,287,000 | 2,419,000 | ||||||||||||||||
Deferred revenue | 0 | 1,000,000 | 0 | 1,000,000 | 0 | ||||||||||||||
Contingent payment receivable upon achievement | 5,000,000 | ||||||||||||||||||
Milestone Payments of Development and Regulatory Event | $ 20,000,000 | ||||||||||||||||||
Contingent and non-contingent consideration to be recognized after resolution of contingency | 1,000,000 | 2,500,000 | 2,400,000 | ||||||||||||||||
Non-contingent consideration being recognized as revenue over estimated period of performance | $ 3,000,000 | ||||||||||||||||||
Contingent consideration to be recognized after resolution of contingency | 3,000,000 | ||||||||||||||||||
Collaborative arrangement upfront payment to be received | $ 6,000,000 | ||||||||||||||||||
Upfront fee subject to refund | $ 3,000,000 | ||||||||||||||||||
Daiichi Sankyo, Inc ("Daiichi") | Collaborative Agreement to Study Safety and Efficacy of Andexanet Alfa | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Collaboration and license revenue | 3,500,000 | 1,800,000 | |||||||||||||||||
Deferred revenue | 9,700,000 | 13,200,000 | 9,700,000 | 13,200,000 | 9,700,000 | ||||||||||||||
Daiichi Sankyo, Inc ("Daiichi") | Collaborative Agreement to Study Safety and Efficacy of Andexanet Alfa | Future Contingent Payments | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Collaboration and license revenue | 0 | ||||||||||||||||||
Bristol-Myers Squibb Company ("BMS") and Pfizer Inc. ("Pfizer") | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Upfront fee | 13,000,000 | ||||||||||||||||||
Collaboration and license revenue | 1,540,000 | 1,497,000 | 4,042,000 | ||||||||||||||||
Contingent payment receivable upon achievement | 7,500,000 | ||||||||||||||||||
Milestone Payments of Development and Regulatory Event | $ 12,000,000 | ||||||||||||||||||
Percentage of consideration received under agreement | 50.00% | ||||||||||||||||||
Non-contingent consideration being recognized as revenue over estimated period of performance | 6,500,000 | ||||||||||||||||||
Contingent consideration to be recognized after resolution of contingency | 6,500,000 | ||||||||||||||||||
Bristol-Myers Squibb Company ("BMS") and Pfizer Inc. ("Pfizer") | January 2014 Agreement | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Collaboration and license revenue | 1,500,000 | 1,500,000 | |||||||||||||||||
Deferred revenue | 8,400,000 | 11,500,000 | 8,400,000 | 11,500,000 | 8,400,000 | ||||||||||||||
Bristol-Myers Squibb Company ("BMS") and Pfizer Inc. ("Pfizer") | October 2012 Agreement | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Collaboration and license revenue | 4,000,000 | ||||||||||||||||||
Deferred revenue | 6,000,000 | ||||||||||||||||||
Lee’s Pharmaceutical (HK) Ltd (“Lee’s”) | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Upfront fee | $ 700,000 | ||||||||||||||||||
Collaboration and license revenue | 212,000 | 243,000 | 194,000 | ||||||||||||||||
Deferred revenue | $ 52,000 | $ 263,000 | $ 52,000 | 263,000 | $ 52,000 | ||||||||||||||
Notice period for agreement termination | 60 days | ||||||||||||||||||
Ora, Inc. (“Ora”) | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Notice period for agreement termination | 90 days | ||||||||||||||||||
Development costs, percent | 60.00% | ||||||||||||||||||
Percentage of profits entitle to receive under agreement | 50.00% | ||||||||||||||||||
Rights to buy compound interests and licensed agreements | Each party may also buy out the rights and interests in the licensed compound by paying the greater of $6.0 million or two times the actual aggregate development cost incurred by both parties before or 90 days after an End of Phase 2 meeting with the FDA. | ||||||||||||||||||
Research and development | $ 206,000 | ||||||||||||||||||
Ora, Inc. (“Ora”) | PORTOLA PHARMACEUTICALS INC | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Development costs, percent | 40.00% | ||||||||||||||||||
Biogen Idec | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
License fee receivable upon occurrence of certain development and regulatory events | $ 370,000,000 | ||||||||||||||||||
Payments Upon the Completion of Certain Commercial Milestones | $ 15,000,000 | ||||||||||||||||||
Reduction in research and development expense | 210,000 | 804,000 | |||||||||||||||||
Aciex Therapeutics, Inc. (“Aciex”) | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Development costs, percent | 60.00% | ||||||||||||||||||
Percentage of profits entitle to receive under agreement | 50.00% | ||||||||||||||||||
Research and development | $ 0 | $ 0 | $ 0 | ||||||||||||||||
Aciex Therapeutics, Inc. (“Aciex”) | PORTOLA PHARMACEUTICALS INC | |||||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||||
Development costs, percent | 40.00% |
Commercial Supply Agreement - A
Commercial Supply Agreement - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jul. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 01, 2014 | ||
Long Term Purchase Commitment [Line Items] | |||||
Termination fees payment under obligation | $ 1,000,000 | ||||
Prepaid and other long-term assets | 11,993,000 | [1] | $ 15,612,000 | ||
Prepaid research and development | 16,976,000 | [1] | $ 1,686,000 | ||
CMC ICOS Biologics Inc | |||||
Long Term Purchase Commitment [Line Items] | |||||
Commercial supply agreement upfront payment | $ 10,000,000 | ||||
Commercial supply (manufacturing services) agreement reservation payment | $ 4,600,000 | ||||
Commercial agreement fixed commitment amount | 276,100,000 | ||||
Payments made for purchases of batches related to commercial supply agreement | $ 29,000,000 | ||||
Term of commercial supply agreement | 7 years | ||||
Purchases of batches recorded in prepaid research and development | $ 13,000,000 | ||||
CMC ICOS Biologics Inc | Upfront and Reservation Payment | |||||
Long Term Purchase Commitment [Line Items] | |||||
Prepaid expenses and other assets | 14,600,000 | ||||
Prepaid and other long-term assets | 11,400,000 | ||||
Prepaid research and development | $ 2,900,000 | ||||
CMC ICOS Biologics Inc | Minimum | |||||
Long Term Purchase Commitment [Line Items] | |||||
Termination fees payment under obligation | 5,000,000 | ||||
CMC ICOS Biologics Inc | Maximum | |||||
Long Term Purchase Commitment [Line Items] | |||||
Termination fees payment under obligation | $ 30,000,000 | ||||
[1] | Amounts include the assets and liabilities of a consolidated variable interest entity (“VIE”). Portola's interests and obligations with respect to the VIE's assets and liabilities are limited to those accorded to Portola in its agreement with the VIE. See Note 8, “Asset Acquisition and License Agreements,” to these consolidated financial statements. |
Asset Acquisition and License47
Asset Acquisition and License Agreements - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2007 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 01, 2015 | ||
Asset Acquisition [Line Items] | |||||||||
Restricted cash (Development Partner) | [1] | $ 341,000 | $ 341,000 | ||||||
Research and development | $ 200,376,000 | $ 123,639,000 | $ 79,286,000 | ||||||
Millennium | |||||||||
Asset Acquisition [Line Items] | |||||||||
License fees paid | $ 5,000,000 | ||||||||
Research and development | $ 5,000,000 | ||||||||
Millennium | Maximum | |||||||||
Asset Acquisition [Line Items] | |||||||||
Additional license fees payable on occurrence of specified events | $ 35,000,000 | ||||||||
Astellas Pharma Inc | |||||||||
Asset Acquisition [Line Items] | |||||||||
License fees paid | $ 7,200,000 | ||||||||
Research and development | $ 7,200,000 | ||||||||
Percentage required to pay for any payment received under collaboration excluding royalties | 20.00% | 20.00% | |||||||
Astellas Pharma Inc | Maximum | |||||||||
Asset Acquisition [Line Items] | |||||||||
Additional license fees payable on occurrence of specified events | $ 71,500,000 | ||||||||
Development Partner | |||||||||
Asset Acquisition [Line Items] | |||||||||
Variable interest entity, Terms of arrangements | Accordingly, the Development Partner is subject to consolidation and we have consolidated the financial statements of the Development Partner since inception of the agreement on December 1, 2015 by (a) eliminating all intercompany balances and transactions; (b) allocating loss attributable to the noncontrolling interest in the Development Partner to net loss attributable to noncontrolling interest in our consolidated statement of operations and reflecting noncontrolling interest on our consolidated balance sheet. | ||||||||
Variable interest entity, Upfront payment | 500,000 | ||||||||
Intellectual property asset at fair value | $ 3,200,000 | ||||||||
Noncontrolling interest in variable Interest entity | 2,900,000 | $ 2,900,000 | $ 2,900,000 | ||||||
Research and development expense, In process | 3,200,000 | ||||||||
Restricted cash (Development Partner) | $ 341,000 | 341,000 | |||||||
Net loss attributable to noncontrolling interest (Development Partner) | $ 0 | ||||||||
[1] | Amounts include the assets and liabilities of a consolidated variable interest entity (“VIE”). Portola's interests and obligations with respect to the VIE's assets and liabilities are limited to those accorded to Portola in its agreement with the VIE. See Note 8, “Asset Acquisition and License Agreements,” to these consolidated financial statements. |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Commitments And Contingencies Disclosure [Abstract] | |||
Lease cancellation notice period | 30 days | ||
Commitment maturing in the next fiscal year | $ 33,200,000 | ||
Other commitment, due in second year | 8,100,000 | ||
Other commitment, due in third year | $ 685,000 | ||
Lease term expiration date | Mar. 31, 2020 | ||
Tenant improvement allowance | $ 6,300,000 | ||
Early termination right effective date | Mar. 31, 2018 | ||
Early termination fees | $ 1,000,000 | ||
Rent expense | $ 1,700,000 | $ 1,200,000 | $ 803,000 |
Future Minimum Commitments Unde
Future Minimum Commitments Under our Non-Cancelable Operating Leases (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2,016 | $ 2,525 |
2,017 | 2,603 |
2,018 | 2,683 |
2,019 | 2,764 |
2,020 | 696 |
Total | $ 11,271 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | 14 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2015 | Jan. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock reserved, shares | 1,422,745 | 1,422,745 | |||||
Percentage increase in number of common stock outstanding | 5.00% | ||||||
Number of common stock shares reserved for issuance under the 2013 Employee Stock Purchase Plan | 9,387,452 | 9,387,452 | |||||
Term of stock options granted | 10 years | ||||||
Vesting period | 4 years | ||||||
Aggregate intrinsic value of stock options exercised | $ 35,900,000 | $ 12,500,000 | $ 6,300,000 | ||||
Total estimated grant date fair value of stock options vested | 12,000,000 | $ 9,000,000 | $ 3,800,000 | ||||
Unamortized share based compensation expected to be recognized over the remaining vesting period | $ 42,400,000 | $ 42,400,000 | |||||
Unamortized share based compensation expected recognition period | 2 years 9 months 18 days | ||||||
Weighted-average per share fair value of employee stock options granted | $ 22.84 | $ 15.73 | $ 12.46 | ||||
Stock-based compensation expense | $ 22,858,000 | $ 9,333,000 | $ 4,974,000 | ||||
Share based compensation, options weighted average exercise price | $ 38.33 | ||||||
Employee Stock Purchase Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock reserved, shares | 1,759,270 | 1,759,270 | |||||
Percentage increase in number of common stock outstanding | 2.00% | ||||||
Number of common stock shares reserved for issuance under the 2013 Employee Stock Purchase Plan | 1,818,314 | 1,818,314 | |||||
Exercise price of stock options granted as a minimum percentage of fair value of common stock | 85.00% | ||||||
Dividend yield | 0.00% | 0.00% | 0.00% | ||||
Incentive Stock Options | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Exercise price of stock options granted as a minimum percentage of fair value of common stock | 100.00% | ||||||
Nonstatutory Stock Options | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Exercise price of stock options granted as a minimum percentage of fair value of common stock | 85.00% | ||||||
10% or more | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Exercise price of stock options granted as a minimum percentage of fair value of common stock | 110.00% | ||||||
Percentage of voting stock | 10.00% | ||||||
Restricted Stock Units (RSUs) | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Unamortized share based compensation expected to be recognized over the remaining vesting period | $ 3,300,000 | $ 3,300,000 | |||||
Unamortized share based compensation expected recognition period | 2 years | ||||||
RSUs Vested during the year | 0 | ||||||
Stock-based compensation expense | $ 1,500,000 | ||||||
Performance-based RSUs awarded based on achievement of development goals | 187,200 | ||||||
Performance Shares | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of common stock shares reserved for issuance under the 2013 Employee Stock Purchase Plan | 165,000 | 165,000 | |||||
Vesting period | 4 years | ||||||
Unamortized share based compensation expected to be recognized over the remaining vesting period | $ 3,300,000 | $ 3,300,000 | |||||
Unamortized share based compensation expected recognition period | 1 year 4 months 24 days | ||||||
RSUs Vested during the year | 0 | ||||||
Stock-based compensation expense | $ 2,300,000 | ||||||
Number of common stock earned per share | 1.00% | ||||||
Vesting rights | At any time during the four years following the date of the grant, a portion of the M-PSUs will vest one year after the date the average closing price of our Common Stock on the NASDAQ Global Select Market is above $50.00 per share for 45 consecutive trading days, and the remaining portion of the grant will vest one year after the date the average closing price of our Common Stock is above $60.00 per share for 45 consecutive trading days | ||||||
Consecutive trading period required to earn PSU | 45 days | ||||||
Performance-based RSUs awarded based on achievement of development goals | 40,496 | 165,000 | |||||
Dividend yield | 0.00% | ||||||
Performance Shares | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Performance-based RSUs awarded based on achievement of development goals, available for grant | 69,625 | ||||||
Performance Shares | $50 Vesting Hurdle | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Minimum average market closing price to earn M-PSU | $ 50 | ||||||
Performance Shares | $60 Vesting Hurdle | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Minimum average market closing price to earn M-PSU | $ 60 | ||||||
Nonemployee Stock Options | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
Share based compensation, options granted | 66,041 | 33,888 | 32,943 | ||||
Share based compensation, options weighted average exercise price | $ 40.85 | $ 25.41 | $ 19.88 | ||||
Stock-based compensation | $ 2,790,000 | $ 769,000 | $ 775,000 |
Summary of Stock Option Activit
Summary of Stock Option Activity (Detail) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Shares Subject to Outstanding Stock Options | |
Beginning balance | shares | 4,249,168 |
Options granted | shares | 1,815,991 |
Options exercised | shares | (1,095,486) |
Options canceled | shares | (238,190) |
Ending balance | shares | 4,731,483 |
Weighted-Average Exercise Price Per Share | |
Beginning balance | $ / shares | $ 14.77 |
Options granted | $ / shares | 38.33 |
Options exercised | $ / shares | 10.14 |
Options canceled | $ / shares | 26.26 |
Ending balance | $ / shares | $ 24.19 |
Status of Stock Options (Detail
Status of Stock Options (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Shares | ||
Outstanding | 4,731,483 | 4,249,168 |
Vested and expected to vest | 4,543,051 | |
Vested | 2,341,265 | 2,341,265 |
Weighted-Average Exercise Price Per Share | ||
Outstanding | $ 24.19 | $ 14.77 |
Vested and expected to vest | 23.73 | |
Vested | $ 14.92 | |
Remaining Contractual Life | ||
Outstanding | 7 years 3 months 18 days | |
Vested and expected to vest | 7 years 2 months 12 days | |
Vested | 5 years 7 months 6 days | |
Aggregate Intrinsic Value | ||
Outstanding | $ 128,996 | |
Vested and expected to vest | 125,964 | |
Vested | $ 85,533 |
Stock Options Outstanding and V
Stock Options Outstanding and Vested and Exercisable (Detail) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Stock Options Outstanding, Number of Stock Options Outstanding | 4,731,483 | 4,249,168 |
Outstanding | 7 years 3 months 18 days | |
Outstanding | $ 24.19 | $ 14.77 |
Stock Options Vested, Number of Stock Options Vested | 2,341,265 | 2,341,265 |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 14.92 | |
$3.30 - $5.10 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 3.30 | |
Exercise Prices, Upper Limit | $ 5.10 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 495,133 | |
Outstanding | 2 years 4 months 24 days | |
Outstanding | $ 4.55 | |
Stock Options Vested, Number of Stock Options Vested | 495,133 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 4.55 | |
$5.30 - $9.00 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 5.30 | |
Exercise Prices, Upper Limit | $ 9 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 767,038 | |
Outstanding | 4 years 10 months 24 days | |
Outstanding | $ 8.18 | |
Stock Options Vested, Number of Stock Options Vested | 743,033 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 8.21 | |
$9.50 - $22.16 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 9.50 | |
Exercise Prices, Upper Limit | $ 22.16 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 483,519 | |
Outstanding | 7 years 3 months 18 days | |
Outstanding | $ 15.29 | |
Stock Options Vested, Number of Stock Options Vested | 321,529 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 14.88 | |
$22.60-$25.00 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 22.60 | |
Exercise Prices, Upper Limit | $ 25 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 330,676 | |
Outstanding | 7 years 10 months 24 days | |
Outstanding | $ 23.95 | |
Stock Options Vested, Number of Stock Options Vested | 162,964 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 23.95 | |
$25.08-$25.08 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 25.08 | |
Exercise Prices, Upper Limit | $ 25.08 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 523,124 | |
Outstanding | 8 years | |
Outstanding | $ 25.08 | |
Stock Options Vested, Number of Stock Options Vested | 251,396 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 25.08 | |
$25.14-$29.19 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 25.14 | |
Exercise Prices, Upper Limit | $ 29.19 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 522,962 | |
Outstanding | 8 years 8 months 12 days | |
Outstanding | $ 27.57 | |
Stock Options Vested, Number of Stock Options Vested | 170,511 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 27.83 | |
$29.72-$29.72 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 29.72 | |
Exercise Prices, Upper Limit | $ 29.72 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 542,160 | |
Outstanding | 8 years 9 months 18 days | |
Outstanding | $ 29.72 | |
Stock Options Vested, Number of Stock Options Vested | 127,311 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 29.72 | |
$35.69-$44.39 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 35.69 | |
Exercise Prices, Upper Limit | $ 44.39 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 578,896 | |
Outstanding | 9 years | |
Outstanding | $ 40.82 | |
Stock Options Vested, Number of Stock Options Vested | 53,971 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 42.84 | |
$44.63 - $51.45 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 44.63 | |
Exercise Prices, Upper Limit | $ 51.45 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 479,225 | |
Outstanding | 9 years 6 months | |
Outstanding | $ 47.71 | |
Stock Options Vested, Number of Stock Options Vested | 14,506 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 47.21 | |
$52.74 - $52.74 | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Exercise Prices, Lower Limit | 52.74 | |
Exercise Prices, Upper Limit | $ 52.74 | |
Stock Options Outstanding, Number of Stock Options Outstanding | 8,750 | |
Outstanding | 9 years 7 months 6 days | |
Outstanding | $ 52.74 | |
Stock Options Vested, Number of Stock Options Vested | 911 | |
Stock Options Vested, Weighted Average Exercise Price Per Share | $ 52.74 |
Summary of RSU Activity (Detail
Summary of RSU Activity (Detail) - Restricted Stock Units (RSUs) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Shares Subject to Outstanding Options | |
RSUs granted | shares | 187,200 |
RSUs canceled | shares | (19,450) |
Ending balance | shares | 167,750 |
Weighted-Average Exercise Price Per Share | |
RSUs granted | $ / shares | $ 30.74 |
RSUs canceled | $ / shares | 29.72 |
Ending balance | $ / shares | $ 30.86 |
Summary of PSU Activity (Detail
Summary of PSU Activity (Detail) - Performance Shares - $ / shares | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Dec. 31, 2015 | |
Shares Subject to Outstanding Options | ||
RSUs granted | 40,496 | 165,000 |
Weighted-Average Exercise Price Per Share | ||
Ending balance | $ 31.95 | $ 31.95 |
2013 Equity Incentive Plan | ||
Shares Subject to Outstanding Options | ||
RSUs granted | 40,496 | |
M-PSUs granted | 165,000 | |
RSUs canceled | (235) | |
Ending balance | 205,261 | 205,261 |
Weighted-Average Exercise Price Per Share | ||
RSUs granted | $ 49.99 | |
M-PSUs granted | 24.29 | |
RSUs canceled | 49.44 | |
Ending balance | $ 29.33 | $ 29.33 |
Classification of Stock-Based C
Classification of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation | $ 22,858 | $ 9,333 | $ 4,974 |
Research and Development | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation | 11,653 | 4,551 | 2,295 |
Selling, General and Administrative Expenses | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation | $ 11,205 | $ 4,782 | $ 2,679 |
Summary of Weighted-Average Ass
Summary of Weighted-Average Assumptions of Fair Value Awards (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Risk-free interest rate | 1.43% | ||
Risk-free interest rate, minimum | 1.54% | 1.81% | |
Risk-free interest rate, maximum | 1.93% | 1.89% | |
Expected term | 6 years | 6 years | 6 years |
Expected volatility | 79.00% | ||
Expected volatility, minimum | 64.00% | 69.00% | |
Expected volatility, maximum | 66.00% | 80.00% | |
Dividend yield | 0.00% | 0.00% | 0.00% |
Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Risk-free interest rate | 0.14% | 0.08% | |
Expected term | 6 months | 6 months | |
Expected volatility | 62.00% | 73.00% | |
Dividend yield | 0.00% | 0.00% | 0.00% |
Weighted-Average Fair Value of
Weighted-Average Fair Value of M-Performance Stock Units (Detail) - Performance Shares | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | Dec. 31, 2015$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of M-PSUs granted | shares | 40,496 | 165,000 |
Weighted-average grant date stock price | $ 31.95 | $ 31.95 |
Weighted-average risk-free interest rate | 1.13% | |
Weighted-average volatility | 62.00% | |
Dividend yield | 0.00% | |
$50 Vesting Hurdle | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Weighted- average fair value per share of M-PSUs granted | $ 24.22 | |
$60 Vesting Hurdle | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Weighted- average fair value per share of M-PSUs granted | $ 24.34 |
Weighted-Average Fair Value o59
Weighted-Average Fair Value of M-Performance Stock Units (Parenthetical) (Detail) - Performance Shares | 12 Months Ended |
Dec. 31, 2015$ / shares | |
$50 Vesting Hurdle | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Minimum average market closing price to earn M-PSU | $ 50 |
$60 Vesting Hurdle | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Minimum average market closing price to earn M-PSU | $ 60 |
Outstanding Shares of Common St
Outstanding Shares of Common Stock Excluded from Computation of Diluted Net Loss per Share (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock options to purchase common stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net loss per share | 4,731,483 | 4,249,168 | 3,708,773 |
Common stock warrants | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net loss per share | 1,500 | 6,240 | 82,575 |
Restricted Stock Units (RSUs) | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net loss per share | 167,750 | ||
Performance Shares | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net loss per share | 205,261 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation And Retirement Disclosure [Abstract] | |||
Defined contribution plan maximum employee contribution of employee salary | 3.00% | ||
Defined contribution plan maximum annual employer matching contribution per employee | $ 2,000 | $ 500 | |
Employee benefit plans, contribution expense | $ 525,000 | $ 153,000 | $ 59,000 |
U.S. Income Tax Provision (Bene
U.S. Income Tax Provision (Benefit) (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||
State | $ (365,000) | ||
Total current federal, state provision (benefit) for income tax | (365,000) | ||
Deferred: | |||
Total provision (benefit) for income taxes | $ (365,000) | $ 0 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax [Line Items] | ||||
Total provision (benefit) for income taxes | $ (365,000) | $ 0 | $ 0 | |
Increase (Decrease) in valuation allowance | 67,000,000 | 64,000,000 | ||
Unrecognized income tax benefits that, if recognized, would affect effective tax rate | 0 | 365,000,000 | ||
Unrecognized income tax benefits | 3,228,000 | $ 2,906,000 | $ 2,048,000 | $ 1,435,000 |
California Franchise Tax Board | ||||
Income Tax [Line Items] | ||||
Written off related to net operating losses | $ 194,000,000 | |||
Minimum | ||||
Income Tax [Line Items] | ||||
Federal research tax credits, expiration year | 2,024 | |||
Maximum | ||||
Income Tax [Line Items] | ||||
Federal research tax credits, expiration year | 2,035 | |||
Federal | ||||
Income Tax [Line Items] | ||||
Net operating loss carryforwards | $ 612,000,000 | |||
Federal | Research Tax Credit Carryforward | ||||
Income Tax [Line Items] | ||||
Tax credits carryforwards | 18,000,000 | |||
California | ||||
Income Tax [Line Items] | ||||
Net operating loss carryforwards | $ 223,000,000 | |||
California | Minimum | ||||
Income Tax [Line Items] | ||||
Net operating loss carryforwards, expiration year | 2,017 | |||
California | Maximum | ||||
Income Tax [Line Items] | ||||
Net operating loss carryforwards, expiration year | 2,035 | |||
California | Research Tax Credit Carryforward | ||||
Income Tax [Line Items] | ||||
Tax credits carryforwards | $ 5,000,000 |
Reconciliation of Effective Tax
Reconciliation of Effective Tax Rate for the Provision for Income Taxes (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Abstract] | |||
Federal statutory income tax rate | 34.00% | 34.00% | 34.00% |
State income taxes, net of federal benefit | (6.60%) | 11.20% | 0.40% |
Federal and state research credits | 2.50% | 2.70% | 3.40% |
Stock based compensation | 0.00% | (1.60%) | (0.20%) |
FIN 48 release | 0.20% | 0.00% | 0.00% |
Other | 0.00% | (0.10%) | (0.50%) |
Change in valuation allowance | (29.90%) | (46.20%) | (37.10%) |
Total tax benefit | 0.20% | 0.00% | 0.00% |
Components of U.S. Deferred Tax
Components of U.S. Deferred Tax Assets and (liabilities) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Federal and state net operating loss carryforwards | $ 207,898 | $ 146,725 |
Federal and state research tax credit carryforwards | 18,744 | 15,337 |
Deferred revenue | 9,192 | 12,523 |
Stock options | 10,197 | 3,776 |
Capitalized acquisition costs | 974 | 1,322 |
Other | 3,942 | 3,589 |
Net deferred tax assets before valuation allowance | 250,947 | 183,272 |
Valuation allowance | $ (250,947) | $ (183,272) |
Reconciliation of the Beginning
Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward | |||
Unrecognized tax benefits, beginning of period | $ 2,906 | $ 2,048 | $ 1,435 |
Increases due to current period positions | 1,091 | 858 | 619 |
Decreases due to prior period positions | (404) | (6) | |
Decreases due to the lapse of statutes of limitations | (365) | ||
Unrecognized tax benefits, end of period | $ 3,228 | $ 2,906 | $ 2,048 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | |||
Receivables from related parties | $ 19 | $ 40 | |
Chief Executive Officer | Master Services Agreement | |||
Related Party Transaction [Line Items] | |||
Reduction in research and development expense | $ 352 | $ 594 | $ 816 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent $ in Millions | Jan. 31, 2016USD ($) |
Bristol-Myers Squibb Company ("BMS") and Pfizer Inc. ("Pfizer") | |
Subsequent Event [Line Items] | |
Upfront payment receivable | $ 15 |
Potential regulatory and sales-based milestone payments receivable | 90 |
Bayer Pharma AG | |
Subsequent Event [Line Items] | |
Upfront payment receivable | $ 5 |
Quarterly Financial Information
Quarterly Financial Information (unaudited) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Data [Abstract] | |||||||||||
Collaboration and license revenue | $ 4,414 | $ 2,912 | $ 2,385 | $ 2,359 | $ 2,411 | $ 2,427 | $ 2,415 | $ 2,372 | $ 12,070 | $ 9,625 | $ 10,531 |
Operating expenses | (70,694) | (58,476) | (61,212) | (48,863) | (41,671) | (38,204) | (33,920) | (33,396) | (239,245) | (147,191) | (94,709) |
Net loss | $ (66,105) | $ (55,158) | $ (58,329) | $ (46,913) | $ (39,256) | $ (35,793) | $ (31,350) | $ (30,726) | $ (226,505) | $ (137,125) | $ (83,352) |
Net loss per share attributable to Portola common stockholders: | |||||||||||
Basic and diluted | $ (1.23) | $ (1.05) | $ (1.12) | $ (0.95) | $ (0.82) | $ (0.86) | $ (0.76) | $ (0.75) | $ (4.36) | $ (3.19) | $ (3.65) |