Omeros (OMER) 10-Q12 Nov 192019 Q3 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2019	Nov. 08, 2019
Document Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2019
Entity File Number	001-34475
Entity Registrant Name	OMEROS CORPORATION
Entity Incorporation, State or Country Code	WA
Entity Tax Identification Number	91-1663741
Entity Address, Address Line One	201 Elliott Avenue West
Entity Address, City or Town	Seattle
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	98119
City Area Code	206
Local Phone Number	676-5000
Title of 12(b) Security	Common Stock
Trading Symbol	OMER
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		49,747,818
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001285819
Amendment Flag	false

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 8,861	$ 5,861
Short-term investments	18,481	54,637
Receivables, net	29,931	22,818
Inventory	1,173	88
Prepaid expense and other assets	5,353	6,463
Total current assets	63,799	89,867
Property and equipment, net	3,787	3,845
Right of use assets	21,302
Restricted investments	1,154	1,154
Advanced payments, non-current	1,221	1,070
Total assets	91,263	95,936
Liabilities and shareholders' deficit
Accounts payable	9,702	6,281
Accrued expenses	33,996	30,186
Current portion of lease liabilities	3,055
Current portion of lease liabilities		889
Total current liabilities	46,753	37,356
Lease liabilities, non-current	28,654
Lease liabilities, non-current		1,578
Unsecured convertible senior notes, net	155,771	148,981
Deferred rent		8,177
Commitments and contingencies (Note 8)
Shareholders' deficit:
Preferred stock, par value $0.01 per share, 20,000,000 shares authorized; none issued and outstanding at September 30, 2019 and December 31, 2018.
Common stock, par value $0.01 per share, 150,000,000 shares authorized at September 30, 2019 and December 31, 2018; 49,525,474 and 49,011,684 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively.	495	490
Additional paid-in capital	564,976	549,479
Accumulated deficit	(705,386)	(650,125)
Total shareholders' deficit	(139,915)	(100,156)
Total liabilities and shareholders' deficit	$ 91,263	$ 95,936

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, par value (USD per share)	$ 0.01	$ 0.01
Preferred stock, authorized shares	20,000,000	20,000,000
Preferred stock, Issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value (USD per share)	$ 0.01	$ 0.01
Common stock, authorized shares	150,000,000	150,000,000
Common stock, Issued shares	49,525,474	49,011,684
Common stock, outstanding shares	49,525,474	49,011,684

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Income Statement [Abstract]
Product sales, net	$ 29,856	$ 4,608	$ 78,389	$ 7,852
Costs and expenses:
Cost of product sales	278	36	464	355
Research and development	23,746	26,862	69,108	64,414
Selling, general and administrative	16,933	13,152	48,493	36,830
Total costs and expenses	40,957	40,050	118,065	101,599
Loss from operations	(11,101)	(35,442)	(39,676)	(93,747)
Interest expense	(5,715)	(4,602)	(16,846)	(11,104)
Other income	353	572	1,261	1,628
Net loss	(16,463)	(39,472)	(55,261)	(103,223)
Comprehensive loss	$ (16,463)	$ (39,472)	$ (55,261)	$ (103,223)
Basic and diluted net loss per share (USD per share)	$ (0.33)	$ (0.81)	$ (1.12)	$ (2.13)
Weighted-average shares used to compute basic and diluted net loss per share ( in shares)	49,373,156	48,647,416	49,157,055	48,437,870

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Operating activities:
Net loss	$ (55,261)	$ (103,223)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	10,468	8,896
Non-cash interest expense	6,790	4,308
Depreciation and amortization	1,262	654
Changes in operating assets and liabilities:
Receivables	(7,113)	14,847
Inventory	(1,085)	229
Prepaid expenses and other assets	959	(2,608)
Accounts payable and accrued expenses	6,921	(2,183)
Net cash used in operating activities	(37,059)	(79,080)
Investing activities:
Purchases of property and equipment	(318)	(474)
Purchases of investments	(594)	(45,514)
Proceeds from the sale and maturities of investments	36,750	73,500
Net cash provided by investing activities	35,838	27,512
Financing activities:
Proceeds from borrowings under notes payable		44,550
Proceeds upon exercise of stock options and warrants	5,034	6,720
Release in restricted investments		56
Payments on finance lease liabilities	(813)
Payments on finance lease liabilities		(365)
Net cash provided by financing activities	4,221	50,961
Net increase (decrease) in cash and cash equivalents	3,000	(607)
Cash and cash equivalents at beginning of period	5,861	3,394
Cash and cash equivalents at end of period	8,861	2,787
Supplemental cash flow information
Cash paid for interest	6,811	6,796
Conversion of accrued interest to notes payable		3,246
Fair value of warrants issued in connection with notes payable amendment		1,424
Property acquired under finance lease	$ 886	$ 579

Organization and Significant Ac

Organization and Significant Accounting Policies	9 Months Ended
Organization and Significant Accounting Policies	Sep. 30, 2019
Accounting Policies [Abstract]
Organization and Significant Accounting Policies	Note 1—Organization and Significant Accounting Policies Organization We are a commercial-stage biopharmaceutical company committed to discovering, developing and commercializing small-molecule and protein therapeutics for large-market as well as orphan indications targeting inflammation, complement-mediated diseases, disorders of the central nervous system, and immune-related diseases, including cancers. Our first drug product, OMIDRIA, is marketed in the United States (U.S.) for use during cataract surgery or intraocular lens replacement. Basis of Presentation Our condensed consolidated financial statements include the financial position and results of operations of Omeros Corporation (Omeros) and our wholly owned subsidiaries. All inter-company transactions have been eliminated and we have determined we operate in one segment. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The information as of September 30, 2019 and December 31, 2018 and for the three and nine months ended September 30, 2019 and 2018 includes all adjustments, which include normal recurring adjustments, necessary to present fairly our interim financial information. The Condensed Consolidated Balance Sheet at December 31, 2018 has been derived from our audited financial statements but does not include all of the information and footnotes required by GAAP for audited annual financial information. The accompanying unaudited condensed consolidated financial statements and related notes thereto should be read in conjunction with the audited consolidated financial statements and related notes thereto that are included in our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the U.S. Securities and Exchange Commission (SEC) on March 1, 2019. We continue to advance a series of clinical and preclinical programs (including three programs currently in Phase 3). The Centers for Medicare & Medicaid Services (CMS) granted transitional pass-through reimbursement status for OMIDRIA from January 1, 2015 through December 31, 2017 for patients covered by Medicare Part B. On October 1, 2018, OMIDRIA pass-through reimbursement was reinstated for a two-year period. In its 2020 outpatient prospective payment system (OPPS) final rule, issued on November 1, 2019, CMS declined to grant separate payment to OMIDRIA beyond the expiration of its current pass-through status on September 30, 2020. CMS also noted in the 2020 final rule that it would continue to analyze evidence and monitor utilization of OMIDRIA. We cannot at this time predict with precision future OMIDRIA revenues due to the uncertain impact of the 2020 OPPS final rule on sales of OMIDRIA in 2019 and 2020. As a result, despite our record OMIDRIA sales over consecutive quarters, meaningful growth in OMIDRIA sales in the fourth quarter 2019 and 2020 are not included in the determination regarding our prospects as a going concern. Similarly, we are unable to include in the determination amounts available under our revolving line of credit or any proceeds from debt transactions or other financing instruments despite our successful track record in accessing capital through these avenues. We also have not included any potential partnerships related to our products or product candidates. The conditions described above, when evaluated within the constraints of the accounting literature, raise substantial doubt with respect to our ability to meet our obligations through November 12, 2020 and, therefore, to continue as a going concern. We plan to continue to fund a portion of our operations through proceeds from sales of OMIDRIA and, if necessary, through other revenue sources and financial instruments as noted above. If these capital sources, for any reason, are needed but inaccessible, it would have a significantly negative effect our financial condition. Should it be necessary to manage our operating expenses, we would reduce our projected cash requirements through reduction of our expenses by delaying clinical trials, reducing selected research and development efforts, and/or implementing other restructuring activities. The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from uncertainty related to our ability to continue as a going concern. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant items subject to such estimates include revenue recognition, stock-based compensation expense and accruals for clinical trials, manufacturing of drug product and clinical drug supply and contingencies. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances; however, actual results could differ from these estimates. Revenue Recognition When we enter into a customer contract, we perform the following five steps: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) we satisfy a performance obligation. Product Sales, Net We generally record revenue from product sales when the product is delivered to our wholesalers. Product sales are recorded net of wholesaler distribution fees and estimated chargebacks, rebates, returns and purchase-volume discounts. Accruals or allowances are established for these deductions in the same period when revenue is recognized, and actual amounts incurred are offset against the applicable accruals or allowances. We reflect each of these accruals or allowances as either a reduction in the related accounts receivable or as an accrued liability depending on how the amount is expected to be settled. Right-of-Use Assets and Related Lease Liabilities On January 1, 2019, we adopted Accounting Standards Update (ASU) 2016-02, Leases We record operating leases on our Consolidated Balance Sheet as right-of-use assets and recognize the related lease liabilities equal to the fair value of the lease payments using our incremental borrowing rate when the implicit rate in the lease agreement is not readily available. We recognize variable lease payments, when incurred. Costs associated with operating lease assets are recognized on a straight-line basis within operating expenses over the term of the lease. We record finance leases on our Consolidated Balance Sheet as a component of property and equipment and amortize these assets within operating expenses on a straight-line basis to their residual values over the shorter of the term of the underlying lease or the estimated useful life of the equipment. The interest component of a finance lease is included in interest expense and recognized using the effective interest method over the lease term. We account for leases with initial terms of 12 months or less as operating expenses on a straight-line basis over the lease term. Advance Payments Advance payments for goods or services that will be used or rendered for future research and development activities are deferred and then recognized as an expense as the related goods are delivered or the services are performed, or when the goods or services are no longer expected to be provided. Stock-Based Compensation On January 1, 2019, we adopted ASU 2018-07, Compensation — Stock Compensation, Stock-based compensation expense is recognized for all share-based payments based on estimated fair values as of the date of grant. The fair value of our stock options is calculated using the Black-Scholes option-pricing model which requires judgmental assumptions including volatility, forfeiture rates and expected option life. We use the straight-line method to allocate stock-based compensation cost to reporting periods over each optionee’s requisite service period, which is generally the vesting period. Recent Accounting Pronouncement Not Yet Adopted In June 2016, the Financial Accounting Standards Board issued ASU 2016-13, Financial Instruments — Credit Losses,

Net Loss Per Share

Net Loss Per Share	9 Months Ended
Net Loss Per Share	Sep. 30, 2019
Earnings Per Share [Abstract]
Net Loss Per Share	Note 2—Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and dilutive common share equivalents outstanding for the period, determined using the treasury-stock method. Common share equivalents are excluded from the diluted net loss per share computation if their effect is anti-dilutive. The basic and diluted net loss per share amounts for the three and nine months ended September 30, 2019 and 2018 were computed based on the shares of common stock outstanding during the respective periods. Potentially dilutive securities excluded from the diluted loss per share calculation are as follows: September 30, 2019 2018 Outstanding options to purchase common stock 11,494,722 10,123,530 Outstanding warrants to purchase common stock 243,115 243,115 Total potentially dilutive shares excluded from loss per share 11,737,837 10,366,645

Certain Balance Sheet Accounts

Certain Balance Sheet Accounts	9 Months Ended
Certain Balance Sheet Accounts	Sep. 30, 2019
Receivables [Abstract]
Certain Balance Sheet Accounts	Note 3—Certain Balance Sheet Accounts Accounts Receivable, net Accounts receivable, net consist of the following: September 30, December 31, 2019 2018 (In thousands) Trade receivables, net $ 29,809 $ 22,654 Sublease and other receivables 122 164 Total accounts receivables, net $ 29,931 $ 22,818 Trade receivables are shown net of $1.5 million and $0.4 million of chargeback and product return allowances as of September 30, 2019 and December 31, 2018, respectively. Inventory Inventory consists of the following: September 30, December 31, 2019 2018 (In thousands) Raw materials $ 43 $ 83 Work-in-progress 379 — Finished goods 751 5 Total inventory $ 1,173 $ 88 Property and Equipment, Net Property and equipment, net consists of the following: September 30, December 31, 2019 2018 (In thousands) Finance leases $ 4,920 $ 4,034 Laboratory equipment 2,828 2,569 Computer equipment 921 862 Office equipment and furniture 625 625 Total cost 9,294 8,090 Less accumulated depreciation and amortization (5,507) (4,245) Total property and equipment, net $ 3,787 $ 3,845 For the nine months ended September 30, 2019 and 2018, depreciation and amortization expenses were $1.3 million and $0.7 million, respectively. Accrued Expenses Accrued expenses consist of the following: September 30, December 31, 2019 2018 (In thousands) Contract research and development $ 10,559 $ 12,012 Sales rebates, fees and discounts 9,691 8,075 Interest payable 4,922 1,677 Employee compensation 3,371 2,714 Consulting and professional fees 3,162 3,669 Clinical trials 1,432 820 Other accrued expenses 859 1,219 Total accrued expenses $ 33,996 $ 30,186

Fair-Value Measurements

Fair-Value Measurements	9 Months Ended
Fair-Value Measurements	Sep. 30, 2019
Fair Value Disclosures [Abstract]
Fair-Value Measurements	Note 4—Fair-Value Measurements As of September 30, 2019, and December 31, 2018, all investments were classified as short-term and available-for-sale on the accompanying Condensed Consolidated Balance Sheets. Investment income, which was included as a component of other income, consists of interest earned. On a recurring basis, we measure certain financial assets at fair value. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, an exit price, in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The accounting standard establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required: Level 1—Observable inputs for identical assets or liabilities, such as quoted prices in active markets; Level 2—Inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3—Unobservable inputs in which little or no market data exists, therefore they are developed using estimates and assumptions developed by us, which reflect those that a market participant would use. Our fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis are as follows: September 30, 2019 Level 1 Level 2 Level 3 Total (In thousands) Assets: Money-market funds classified as non-current restricted cash and investments $ 1,154 $ — $ — $ 1,154 Money-market funds classified as short-term investments 18,481 — — 18,481 Total $ 19,635 $ — $ — $ 19,635 December 31, 2018 Level 1 Level 2 Level 3 Total (In thousands) Assets: Money-market funds classified as non-current restricted cash and investments $ 1,154 $ — $ — $ 1,154 Money-market funds classified as short-term investments 54,637 — — 54,637 Total $ 55,791 $ — $ — $ 55,791 Cash held in demand deposit accounts of $8.9 million and $5.9 million is excluded from our fair-value hierarchy disclosure as of September 30, 2019 and December 31, 2018, respectively. There were no unrealized gains or losses associated with our short-term investments as of September 30, 2019 or December 31, 2018. The carrying amounts reported in the accompanying Condensed Consolidated Balance Sheets for receivables, accounts payable, other current monetary assets and liabilities approximate fair value.

Debt

Debt	9 Months Ended
Debt	Sep. 30, 2019
Debt Disclosure [Abstract]
Notes Payable	Note 5—Debt 2016 CRG Loan Agreement In 2016, we entered into a term loan agreement with CRG Servicing LLC (the CRG Loan) and borrowed $80.0 million thereunder. In May 2018, we borrowed the remaining $45.0 million available under the CRG Loan and issued warrants to purchase up to 200,000 shares of our common stock with an exercise price of $23.00 per share. The warrants have a five-year term and remained outstanding as of September 30, 2019. In November 2018, we issued $210.0 million in principal amount of unsecured convertible senior notes (see Note 6 - “Convertible Senior Notes”) and repaid the CRG Loan. Upon repayment, we incurred a loss on early extinguishment of debt of $13.0 million. 2019 Silicon Valley Bank Line of Credit Agreement On August 2, 2019, we entered into a Loan and Security Agreement with Silicon Valley Bank (the Loan Agreement), which provides for a $50.0 million revolving line of credit facility. Under the Loan Agreement we may draw, on a revolving basis, up to the lesser of $50.0 million and 85.0% of our eligible accounts receivable, less certain reserves. The Loan Agreement is secured by all our assets excluding intellectual property and development program inventories and matures on August 2, 2022. Interest on amounts outstanding is payable monthly at a floating rate equal to the greater of 5.50% and the prime rate per annum. If the Loan Agreement is terminated prior to the maturity date for any reason other than replacement with a new Silicon Valley Bank (SVB) credit facility or a new syndicated facility in which SVB acts as the agent, we are required to pay a termination fee equal to 2.0% of the revolving line facility (or $1.0 million). We paid an initial commitment fee of $150,000 upon closing and are required to pay additional commitment fees of $150,000 on each of the first and second anniversaries of the closing date, or upon the earlier termination of, or default under, the Loan Agreement. The Loan Agreement requires a lockbox arrangement whereby our trade accounts receivable collections are deposited into a control account. Amounts deposited in the account are transferred daily to our operating account, except that during periods of reduced liquidity or upon an event of default, the amounts received in the control account are applied to reduce the outstanding obligations under the Loan Agreement. The Loan Agreement includes customary events of default that include, among other things, breach, non-payment, inaccuracy of representations and warranties, the occurrence of a material adverse change in our business or prospects for repayment of the loan, cross default to material indebtedness or material agreements, bankruptcy and insolvency, material judgments and a change in control. In the event of default, SVB may require all obligations under the Loan Agreement to be immediately due and payable and charge a default rate of interest thereon. As of September 30, 2019, we had no outstanding borrowings under the Loan Agreement.

Convertible Senior Notes

Convertible Senior Notes	9 Months Ended
Convertible Senior Notes	Sep. 30, 2019
Debt Disclosure [Abstract]
Convertible Senior Notes	Note 6—Convertible Senior Notes On November 15, 2018, we issued at face value $210.0 million aggregate principal amount of our 6.25% Convertible Senior Notes due 2023 (the Convertible Notes). The Convertible Notes are unsecured and accrue interest at an annual rate of 6.25% per annum, payable semi-annually in arrears on May 15 and November 15 of each year, beginning on May 15, 2019. The Convertible Notes will be convertible into cash, shares of our common stock or a combination thereof, as we elect at our sole discretion. The initial conversion rate is 52.0183 shares of our common stock per $1,000 of note principal (equivalent to an initial conversion price of approximately $19.22 per share of common stock), subject to adjustment in certain circumstances. As of September 30, 2019, all Convertible Notes remain outstanding. The balance of our Convertible Notes at September 30, 2019 and December 31, 2018, is as follows: September 30, December 31, 2019 2018 (In thousands) Principal amount $ 210,000 $ 210,000 Unamortized discount (49,907) (56,156) Unamortized issuance costs attributable to principal amount (4,322) (4,863) Total Convertible Notes, net $ 155,771 $ 148,981 For more details on our Convertible Notes see Part II, Item 8, Note 8 - “Convertible Senior Notes” in our Annual Report on Form 10-K for the year ended December 31, 2018.

Lease Liabilities

Lease Liabilities	9 Months Ended
Lease Liabilities	Sep. 30, 2019
Leases [Abstract]
Lease liabilities	Note 7—Lease Liabilities We have operating leases related to our office and laboratory space. The initial term of the leases is through November 2027 and we have two options to extend the lease term, each by five years. We have finance leases for certain laboratory and office equipment that have lease terms expiring through December 2023. As described further in Note 1 – “Organization and Significant Accounting Policies”, on January 1, 2019, we adopted ASU 2016-02, Leases Classification on the Balance Sheet September 30, 2019 Assets (In thousands) Operating lease assets Right of use assets $ 21,302 Finance lease assets Property and equipment, net 2,774 Total lease assets $ 24,076 Liabilities Current: Operating leases Current portion of lease liabilities $ 1,927 Finance lease Current portion of lease liabilities 1,128 Non-current: Operating Lease liability, non-current 27,242 Finance Lease liability, non-current 1,412 Total lease liabilities $ 31,709 Weighted-average remaining lease term Operating leases 8.1 years Finance leases 2.4 years Weighted-average discount rate Operating leases 12.85 % Finance leases 12.26 % The components of total lease costs are as follows: Nine Months Ended September 30, 2019 (In thousands) Lease cost Operating lease cost $ 3,121 Finance lease cost: Amortization 984 Interest 248 Short-term lease cost 275 Variable lease cost 1,424 Sublease income (673) Total lease cost $ 5,379 The supplemental cash flow information related to leases during 2019 is as follows: Cash paid for amounts included in the measurement of lease liabilities Operating cash flows used for operating leases $ 4,962 Operating cash flows used for finance leases $ 248 Financing cash flows used for finance leases $ 813 The future maturities of our lease liabilities as of September 30, 2019 are as follows: Operating Finance Leases Leases (In thousands) 2019 $ 1,358 $ 342 2020 5,755 1,248 2021 5,826 889 2022 5,898 296 2023 5,972 95 Thereafter 23,102 — Total undiscounted lease payments 47,911 2,870 Less interest 18,742 330 Lease liabilities $ 29,169 $ 2,540 In September 2019, we recognized a new lease component associated with additional office space in our headquarters building and recorded additional lease liability of $3.7 million. In October 2019, we leased additional office and laboratory space in our headquarters building and recorded the associated lease liability of $3.9 million.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 8—Commitments and Contingencies Contracts We have various agreements with third parties that would collectively require payment of termination fees totaling $22.6 million as of September 30, 2019 if we cancel the work within specific time frames, either prior to commencing or during performance of the contracted services. Development Milestones and Product Royalties We have licensed a variety of intellectual property from third parties that we are currently developing or may develop in the future. These licenses may require milestone payments during clinical development as well as low single to low double-digit royalties on the net income or net sales of the product. For the three and nine months ended September 30, 2019 and the year ended December 31, 2018, development milestones incurred were insignificant and we did not owe any royalties.

Shareholders' Equity

Shareholders' Equity	9 Months Ended
Shareholders' Equity	Sep. 30, 2019
Equity [Abstract]
Shareholders' Equity	Note 9—Shareholders’ Deficit Common Stock For the nine months ended September 30, 2019, we received proceeds of $5.0 million upon the exercise of stock options which resulted in the issuance of 513,790 shares of common stock. For the nine months ended September 30, 2018, we received proceeds of $6.7 million upon the exercise of stock options and warrants which resulted in the issuance of 763,575 shares of common stock. Warrants In connection with the April 2018 amendment to the CRG Loan, we issued warrants to purchase up to 200,000 shares of our common stock with an exercise price of $23.00 per share and total fair value of $1.4 million. The warrants have a five-year term and remain outstanding as of September 30, 2019. In September 2018, other warrant holders with a right to purchase 57,487 shares of our common stock exercised their warrants. In conjunction with this cashless exercise, we issued Interim Condensed Consolidated Statements of Shareholders’ Deficit The changes in interim balances of the components of our shareholders’ deficit are as follows: Additional Common Paid-In Accumulated Stock Capital Deficit Total (In thousands) Balance January 1, 2019 $ 490 $ 549,479 $ (650,125) $ (100,156) Exercise of stock options — 108 — 108 Stock-based compensation expense — 3,374 — 3,374 Net loss — — (24,345) (24,345) Balance March 31, 2019 490 552,961 (674,470) (121,019) Exercise of stock options 2 1,598 — 1,600 Stock-based compensation expense — 3,598 — 3,598 Net loss — — (14,453) (14,453) Balance June 30, 2019 492 558,157 (688,923) (130,274) Exercise of stock options 3 3,323 — 3,326 Stock-based compensation expense — 3,496 — 3,496 Net loss — — (16,463) (16,463) Balance September 30, 2019 $ 495 $ 564,976 $ (705,386) $ (139,915) Additional Common Paid-In Accumulated Stock Capital Deficit Total (In thousands) Balance January 1, 2018 $ 482 $ 520,072 $ (523,368) $ (2,814) Exercise of stock options 1 686 — 687 Stock-based compensation expense — 2,966 — 2,966 Net loss — — (30,054) (30,054) Balance March 31, 2018 483 523,724 (553,422) (29,215) Warrants issued — 1,424 — 1,424 Exercise of stock options 2 2,188 — 2,190 Stock-based compensation expense — 3,000 — 3,000 Net loss — — (33,697) (33,697) Balance June 30, 2018 485 530,336 (587,119) (56,298) Exercise of stock options 5 3,839 — 3,844 Stock-based compensation expense — 2,929 — 2,929 Net loss — — (39,472) (39,472) Balance September 30, 2018 $ 490 $ 537,104 $ (626,591) $ (88,997)

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
Stock-Based Compensation	Sep. 30, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	Note 10—Stock-Based Compensation Stock-based compensation expense includes the amortization of stock options granted to employees and non-employees and has been reported in our Condensed Consolidated Statements of Operations and Comprehensive Loss as follows: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) (In thousands) Research and development $ 1,558 $ 1,334 $ 4,698 $ 3,720 Selling, general and administrative 1,938 1,595 5,770 5,176 Total $ 3,496 $ 2,929 $ 10,468 $ 8,896 The fair value of each option grant to employees, directors and non-employees is estimated on the date of grant using the Black-Scholes option-pricing model. The following assumptions were applied to all stock option grants: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Estimated weighted-average fair value $ 11.81 $ 16.30 $ 9.91 $ 10.22 Weighted-average assumptions: Expected volatility 79 % 78 % 81 % 77 % Expected term, in years 6.1 6.1 6.0 6.0 Risk-free interest rate 2.10 % 2.77 % 2.44 % 2.66 % Expected dividend yield — % — % — % — % Stock option activity for all stock plans and related information is as follows: Weighted- Average Aggregate Exercise Remaining Intrinsic Options Price per Contractual Life Value Outstanding Share (In years) (In thousands) Balance at December 31, 2018 10,313,138 $ 11.22 Granted 1,956,205 14.17 Exercised (513,790) 9.80 Forfeited (260,831) 16.07 Balance at September 30, 2019 11,494,722 $ 11.67 6.25 $ 56,610 Vested and expected to vest at September 30, 2019 11,126,906 $ 11.59 6.17 $ 55,668 Exercisable at September 30, 2019 8,117,842 $ 10.68 5.20 $ 47,725 At September 30, 2019, there were 3,376,880 unvested options outstanding that will vest over a weighted-average period of 2.7 years and 5,396,836 shares were available to grant. The total estimated compensation expense yet to be recognized on outstanding options is $27.4 million.

Organization and Significant _2

Organization and Significant Accounting Policies (Policies)	9 Months Ended
Organization and Significant Accounting Policies (Policies)	Sep. 30, 2019
Accounting Policies [Abstract]
Organization	Organization We are a commercial-stage biopharmaceutical company committed to discovering, developing and commercializing small-molecule and protein therapeutics for large-market as well as orphan indications targeting inflammation, complement-mediated diseases, disorders of the central nervous system, and immune-related diseases, including cancers. Our first drug product, OMIDRIA, is marketed in the United States (U.S.) for use during cataract surgery or intraocular lens replacement.
Basis of Presentation	Basis of Presentation Our condensed consolidated financial statements include the financial position and results of operations of Omeros Corporation (Omeros) and our wholly owned subsidiaries. All inter-company transactions have been eliminated and we have determined we operate in one segment. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The information as of September 30, 2019 and December 31, 2018 and for the three and nine months ended September 30, 2019 and 2018 includes all adjustments, which include normal recurring adjustments, necessary to present fairly our interim financial information. The Condensed Consolidated Balance Sheet at December 31, 2018 has been derived from our audited financial statements but does not include all of the information and footnotes required by GAAP for audited annual financial information. The accompanying unaudited condensed consolidated financial statements and related notes thereto should be read in conjunction with the audited consolidated financial statements and related notes thereto that are included in our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the U.S. Securities and Exchange Commission (SEC) on March 1, 2019. We continue to advance a series of clinical and preclinical programs (including three programs currently in Phase 3). The Centers for Medicare & Medicaid Services (CMS) granted transitional pass-through reimbursement status for OMIDRIA from January 1, 2015 through December 31, 2017 for patients covered by Medicare Part B. On October 1, 2018, OMIDRIA pass-through reimbursement was reinstated for a two-year period. In its 2020 outpatient prospective payment system (OPPS) final rule, issued on November 1, 2019, CMS declined to grant separate payment to OMIDRIA beyond the expiration of its current pass-through status on September 30, 2020. CMS also noted in the 2020 final rule that it would continue to analyze evidence and monitor utilization of OMIDRIA. We cannot at this time predict with precision future OMIDRIA revenues due to the uncertain impact of the 2020 OPPS final rule on sales of OMIDRIA in 2019 and 2020. As a result, despite our record OMIDRIA sales over consecutive quarters, meaningful growth in OMIDRIA sales in the fourth quarter 2019 and 2020 are not included in the determination regarding our prospects as a going concern. Similarly, we are unable to include in the determination amounts available under our revolving line of credit or any proceeds from debt transactions or other financing instruments despite our successful track record in accessing capital through these avenues. We also have not included any potential partnerships related to our products or product candidates. The conditions described above, when evaluated within the constraints of the accounting literature, raise substantial doubt with respect to our ability to meet our obligations through November 12, 2020 and, therefore, to continue as a going concern. We plan to continue to fund a portion of our operations through proceeds from sales of OMIDRIA and, if necessary, through other revenue sources and financial instruments as noted above. If these capital sources, for any reason, are needed but inaccessible, it would have a significantly negative effect our financial condition. Should it be necessary to manage our operating expenses, we would reduce our projected cash requirements through reduction of our expenses by delaying clinical trials, reducing selected research and development efforts, and/or implementing other restructuring activities. The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from uncertainty related to our ability to continue as a going concern.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant items subject to such estimates include revenue recognition, stock-based compensation expense and accruals for clinical trials, manufacturing of drug product and clinical drug supply and contingencies. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances; however, actual results could differ from these estimates.
Revenue Recognition	Revenue Recognition When we enter into a customer contract, we perform the following five steps: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) we satisfy a performance obligation.
Product Sales, Net	Product Sales, Net We generally record revenue from product sales when the product is delivered to our wholesalers. Product sales are recorded net of wholesaler distribution fees and estimated chargebacks, rebates, returns and purchase-volume discounts. Accruals or allowances are established for these deductions in the same period when revenue is recognized, and actual amounts incurred are offset against the applicable accruals or allowances. We reflect each of these accruals or allowances as either a reduction in the related accounts receivable or as an accrued liability depending on how the amount is expected to be settled.
Right-of-Use Assets and Related Lease Liabilities	Right-of-Use Assets and Related Lease Liabilities On January 1, 2019, we adopted Accounting Standards Update (ASU) 2016-02, Leases We record operating leases on our Consolidated Balance Sheet as right-of-use assets and recognize the related lease liabilities equal to the fair value of the lease payments using our incremental borrowing rate when the implicit rate in the lease agreement is not readily available. We recognize variable lease payments, when incurred. Costs associated with operating lease assets are recognized on a straight-line basis within operating expenses over the term of the lease. We record finance leases on our Consolidated Balance Sheet as a component of property and equipment and amortize these assets within operating expenses on a straight-line basis to their residual values over the shorter of the term of the underlying lease or the estimated useful life of the equipment. The interest component of a finance lease is included in interest expense and recognized using the effective interest method over the lease term. We account for leases with initial terms of 12 months or less as operating expenses on a straight-line basis over the lease term.
Advance Payments	Advance Payments Advance payments for goods or services that will be used or rendered for future research and development activities are deferred and then recognized as an expense as the related goods are delivered or the services are performed, or when the goods or services are no longer expected to be provided.
Stock-Based Compensation	Stock-Based Compensation On January 1, 2019, we adopted ASU 2018-07, Compensation — Stock Compensation, Stock-based compensation expense is recognized for all share-based payments based on estimated fair values as of the date of grant. The fair value of our stock options is calculated using the Black-Scholes option-pricing model which requires judgmental assumptions including volatility, forfeiture rates and expected option life. We use the straight-line method to allocate stock-based compensation cost to reporting periods over each optionee’s requisite service period, which is generally the vesting period.
Recent Accounting Pronouncement Not Yet Adopted	Recent Accounting Pronouncement Not Yet Adopted In June 2016, the Financial Accounting Standards Board issued ASU 2016-13, Financial Instruments — Credit Losses,

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	9 Months Ended
Net Loss Per Share (Tables)	Sep. 30, 2019
Earnings Per Share [Abstract]
Calculation of Historical Outstanding Dilutive Securities Not Included in Diluted Loss per Share	September 30, 2019 2018 Outstanding options to purchase common stock 11,494,722 10,123,530 Outstanding warrants to purchase common stock 243,115 243,115 Total potentially dilutive shares excluded from loss per share 11,737,837 10,366,645

Certain Balance Sheet Accounts

Certain Balance Sheet Accounts (Tables)	9 Months Ended
Certain Balance Sheet Accounts (Tables)	Sep. 30, 2019
Receivables [Abstract]
Receivables	September 30, December 31, 2019 2018 (In thousands) Trade receivables, net $ 29,809 $ 22,654 Sublease and other receivables 122 164 Total accounts receivables, net $ 29,931 $ 22,818
Schedule of Inventory, Current	September 30, December 31, 2019 2018 (In thousands) Raw materials $ 43 $ 83 Work-in-progress 379 — Finished goods 751 5 Total inventory $ 1,173 $ 88
Property, Plant and Equipment	September 30, December 31, 2019 2018 (In thousands) Finance leases $ 4,920 $ 4,034 Laboratory equipment 2,828 2,569 Computer equipment 921 862 Office equipment and furniture 625 625 Total cost 9,294 8,090 Less accumulated depreciation and amortization (5,507) (4,245) Total property and equipment, net $ 3,787 $ 3,845
Accrued Expenses	September 30, December 31, 2019 2018 (In thousands) Contract research and development $ 10,559 $ 12,012 Sales rebates, fees and discounts 9,691 8,075 Interest payable 4,922 1,677 Employee compensation 3,371 2,714 Consulting and professional fees 3,162 3,669 Clinical trials 1,432 820 Other accrued expenses 859 1,219 Total accrued expenses $ 33,996 $ 30,186

Fair-Value Measurements (Tables

Fair-Value Measurements (Tables)	9 Months Ended
Fair-Value Measurements (Tables)	Sep. 30, 2019
Fair Value Disclosures [Abstract]
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis	September 30, 2019 Level 1 Level 2 Level 3 Total (In thousands) Assets: Money-market funds classified as non-current restricted cash and investments $ 1,154 $ — $ — $ 1,154 Money-market funds classified as short-term investments 18,481 — — 18,481 Total $ 19,635 $ — $ — $ 19,635 December 31, 2018 Level 1 Level 2 Level 3 Total (In thousands) Assets: Money-market funds classified as non-current restricted cash and investments $ 1,154 $ — $ — $ 1,154 Money-market funds classified as short-term investments 54,637 — — 54,637 Total $ 55,791 $ — $ — $ 55,791

Convertible Senior Notes (Table

Convertible Senior Notes (Tables)	9 Months Ended
Convertible Senior Notes (Tables)	Sep. 30, 2019
Debt Disclosure [Abstract]
Convertible Debt	September 30, December 31, 2019 2018 (In thousands) Principal amount $ 210,000 $ 210,000 Unamortized discount (49,907) (56,156) Unamortized issuance costs attributable to principal amount (4,322) (4,863) Total Convertible Notes, net $ 155,771 $ 148,981

Lease Liabilities (Tables)

Lease Liabilities (Tables)	9 Months Ended
Lease Liabilities (Tables)	Sep. 30, 2019
Leases [Abstract]
Schedule of lease-related assets and liabilities recorded on the balance sheet	Classification on the Balance Sheet September 30, 2019 Assets (In thousands) Operating lease assets Right of use assets $ 21,302 Finance lease assets Property and equipment, net 2,774 Total lease assets $ 24,076 Liabilities Current: Operating leases Current portion of lease liabilities $ 1,927 Finance lease Current portion of lease liabilities 1,128 Non-current: Operating Lease liability, non-current 27,242 Finance Lease liability, non-current 1,412 Total lease liabilities $ 31,709 Weighted-average remaining lease term Operating leases 8.1 years Finance leases 2.4 years Weighted-average discount rate Operating leases 12.85 % Finance leases 12.26 %
Schedule of lease costs	Nine Months Ended September 30, 2019 (In thousands) Lease cost Operating lease cost $ 3,121 Finance lease cost: Amortization 984 Interest 248 Short-term lease cost 275 Variable lease cost 1,424 Sublease income (673) Total lease cost $ 5,379
Schedule of supplemental cash flow information	Cash paid for amounts included in the measurement of lease liabilities Operating cash flows used for operating leases $ 4,962 Operating cash flows used for finance leases $ 248 Financing cash flows used for finance leases $ 813
Schedule of operating and finance lease liability	Operating Finance Leases Leases (In thousands) 2019 $ 1,358 $ 342 2020 5,755 1,248 2021 5,826 889 2022 5,898 296 2023 5,972 95 Thereafter 23,102 — Total undiscounted lease payments 47,911 2,870 Less interest 18,742 330 Lease liabilities $ 29,169 $ 2,540

Shareholders' Equity (Tables)

Shareholders' Equity (Tables)	9 Months Ended
Shareholders' Equity (Tables)	Sep. 30, 2019
Equity [Abstract]
Schedule of Stockholders Equity	Additional Common Paid-In Accumulated Stock Capital Deficit Total (In thousands) Balance January 1, 2019 $ 490 $ 549,479 $ (650,125) $ (100,156) Exercise of stock options — 108 — 108 Stock-based compensation expense — 3,374 — 3,374 Net loss — — (24,345) (24,345) Balance March 31, 2019 490 552,961 (674,470) (121,019) Exercise of stock options 2 1,598 — 1,600 Stock-based compensation expense — 3,598 — 3,598 Net loss — — (14,453) (14,453) Balance June 30, 2019 492 558,157 (688,923) (130,274) Exercise of stock options 3 3,323 — 3,326 Stock-based compensation expense — 3,496 — 3,496 Net loss — — (16,463) (16,463) Balance September 30, 2019 $ 495 $ 564,976 $ (705,386) $ (139,915) Additional Common Paid-In Accumulated Stock Capital Deficit Total (In thousands) Balance January 1, 2018 $ 482 $ 520,072 $ (523,368) $ (2,814) Exercise of stock options 1 686 — 687 Stock-based compensation expense — 2,966 — 2,966 Net loss — — (30,054) (30,054) Balance March 31, 2018 483 523,724 (553,422) (29,215) Warrants issued — 1,424 — 1,424 Exercise of stock options 2 2,188 — 2,190 Stock-based compensation expense — 3,000 — 3,000 Net loss — — (33,697) (33,697) Balance June 30, 2018 485 530,336 (587,119) (56,298) Exercise of stock options 5 3,839 — 3,844 Stock-based compensation expense — 2,929 — 2,929 Net loss — — (39,472) (39,472) Balance September 30, 2018 $ 490 $ 537,104 $ (626,591) $ (88,997)

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
Stock-Based Compensation (Tables)	Sep. 30, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation Expense	Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) (In thousands) Research and development $ 1,558 $ 1,334 $ 4,698 $ 3,720 Selling, general and administrative 1,938 1,595 5,770 5,176 Total $ 3,496 $ 2,929 $ 10,468 $ 8,896
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions	Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Estimated weighted-average fair value $ 11.81 $ 16.30 $ 9.91 $ 10.22 Weighted-average assumptions: Expected volatility 79 % 78 % 81 % 77 % Expected term, in years 6.1 6.1 6.0 6.0 Risk-free interest rate 2.10 % 2.77 % 2.44 % 2.66 % Expected dividend yield — % — % — % — %
Stock Option Activity and Related Information	Weighted- Average Aggregate Exercise Remaining Intrinsic Options Price per Contractual Life Value Outstanding Share (In years) (In thousands) Balance at December 31, 2018 10,313,138 $ 11.22 Granted 1,956,205 14.17 Exercised (513,790) 9.80 Forfeited (260,831) 16.07 Balance at September 30, 2019 11,494,722 $ 11.67 6.25 $ 56,610 Vested and expected to vest at September 30, 2019 11,126,906 $ 11.59 6.17 $ 55,668 Exercisable at September 30, 2019 8,117,842 $ 10.68 5.20 $ 47,725

Organization and Significant _3

Organization and Significant Accounting Policies (Details) $ in Thousands	Jan. 01, 2019USD ($)	Oct. 01, 2018	Sep. 30, 2019USD ($)segmentitem
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Number of operating segments \| segment			1
Number of phase 3 programs \| item			3
Pass-through period for OMIDRIA		2 years
Right of use assets			$ 21,302
Lease liabilities			$ 29,169
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, Practical Expedients, Package	true
Right of use assets	$ 17,700
Lease liabilities	26,400
Deferred Rent Credit	$ (8,700)

Net Loss Per Share (Details)

Net Loss Per Share (Details) - shares	3 Months Ended		9 Months Ended
Net Loss Per Share (Details) - shares	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Outstanding dilutive securities not included in diluted loss per share calculation	11,737,837	10,366,645	11,737,837	10,366,645
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Outstanding dilutive securities not included in diluted loss per share calculation	11,494,722	10,123,530	11,494,722	10,123,530
Warrants to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Outstanding dilutive securities not included in diluted loss per share calculation	243,115	243,115	243,115	243,115

Certain Balance Sheet Account_2

Certain Balance Sheet Accounts - Accounts Receivable, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Balance Sheet Related Disclosures [Abstract]
Trade receivables, net	$ 29,809	$ 22,654
Sublease and other receivables	122	164
Total accounts receivables, net	29,931	22,818
Chargeback and product return allowances	$ 1,500	$ 400

Certain Balance Sheet Account_3

Certain Balance Sheet Accounts - Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Inventory Disclosure [Abstract]
Raw materials	$ 43	$ 83
Work-in-process	379
Finished goods	751	5
Inventory	$ 1,173	$ 88

Certain Balance Sheet Account_4

Certain Balance Sheet Accounts - Property and Equipment, Net (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Total cost	$ 9,294		$ 8,090
Less accumulated depreciation and amortization	(5,507)		(4,245)
Total property and equipment, net	3,787		3,845
Depreciation and amortization	1,262	$ 654
Finance leases
Property, Plant and Equipment [Line Items]
Total cost	4,920		4,034
Laboratory equipment
Property, Plant and Equipment [Line Items]
Total cost	2,828		2,569
Computer equipment
Property, Plant and Equipment [Line Items]
Total cost	921		862
Office Equipment and Furniture [Member
Property, Plant and Equipment [Line Items]
Total cost	$ 625		$ 625

Certain Balance Sheet Account_5

Certain Balance Sheet Accounts - Accrued Expenses (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Payables and Accruals [Abstract]
Contract research and development	$ 10,559	$ 12,012
Sales rebates, fees and discounts	9,691	8,075
Interest payable	4,922	1,677
Employee compensation	3,371	2,714
Consulting and professional fees	3,162	3,669
Clinical trials	1,432	820
Other accrued expenses	859	1,219
Total accrued expenses	$ 33,996	$ 30,186

Fair-Value Measurements - Recur

Fair-Value Measurements - Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Money-market funds classified as non-current restricted cash and investments	$ 1,154	$ 1,154
Money-market funds classified as short-term investments	18,481	54,637
Fair Value, Measurements, Recurring \| Money Market Funds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Money-market funds classified as non-current restricted cash and investments	1,154	1,154
Money-market funds classified as short-term investments	18,481	54,637
Total	19,635	55,791
Fair Value, Measurements, Recurring \| Level 1 \| Money Market Funds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Money-market funds classified as non-current restricted cash and investments	1,154	1,154
Money-market funds classified as short-term investments	18,481	54,637
Total	$ 19,635	$ 55,791

Fair-Value Measurements - Narra

Fair-Value Measurements - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2019	Dec. 31, 2018
Fair Value Disclosures [Abstract]
Cash and cash equivalents	$ 8,861	$ 5,861
Unrealized gain (loss) on investments	$ 0	$ 0

Debt (Details)

Debt (Details) - USD ($)	Aug. 02, 2019	May 31, 2018	Nov. 30, 2018	Dec. 31, 2016	Sep. 30, 2019	Dec. 31, 2018	Nov. 15, 2018	Sep. 30, 2018
CRG Loan
Debt Instrument [Line Items]
Debt issued		$ 45,000,000		$ 80,000,000
Loss on early extinguishment of debt			$ 13,000,000
Loan Agreement
Debt Instrument [Line Items]
Borrowing capacity	$ 50,000,000
Basis for variable rate	5.50%
Percentage of debt termination fee on loan amount	2.00%
Debt termination fee	$ 1,000,000
Payment of initial commitment fee	150,000
Additional commitment fees payable each of the first and second anniversaries of the closing date	$ 150,000
Outstanding borrowings					$ 0
Loan Agreement \| Maximum
Debt Instrument [Line Items]
Borrowing option - percentage of eligible accounts receivable	85.00%
Convertible Debt \| Convertible Notes
Debt Instrument [Line Items]
Principal amount					$ 210,000,000	$ 210,000,000	$ 210,000,000
Warrants to purchase common stock
Debt Instrument [Line Items]
Shares of common stock right to purchase by warrant (in shares)								57,487
Warrants to purchase common stock \| CRG Loan
Debt Instrument [Line Items]
Warrant exercise price (in USD per share)		$ 23
Warrants and Rights Outstanding, Term		5 years
Warrants to purchase common stock \| CRG Loan \| Maximum
Debt Instrument [Line Items]
Shares of common stock right to purchase by warrant (in shares)		200,000

Convertible Senior Notes - Narr

Convertible Senior Notes - Narrative (Details) - Convertible Debt - Convertible Notes $ / shares in Units, $ in Thousands	Nov. 15, 2018USD ($)$ / shares	Sep. 30, 2019USD ($)	Dec. 31, 2018USD ($)
Debt Instrument [Line Items]
Face Amount \| $	$ 210,000	$ 210,000	$ 210,000
Interest Rate	6.25%
Conversion rate	0.0520183
Conversion Price \| $ / shares	$ 19.22

Convertible Senior Notes - Bala

Convertible Senior Notes - Balance of Convertible Note (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018	Nov. 15, 2018
Debt Instrument [Line Items]
Total Convertible Notes, net	$ 155,771	$ 148,981
Convertible Debt \| Convertible Notes
Debt Instrument [Line Items]
Principal amount	210,000	210,000	$ 210,000
Unamortized discount	(49,907)	(56,156)
Unamortized issuance costs attributable to principal amount	(4,322)	(4,863)
Total Convertible Notes, net	$ 155,771	$ 148,981

Lease Liabilities (Details)

Lease Liabilities (Details) $ in Thousands	9 Months Ended
Lease Liabilities (Details) $ in Thousands	Sep. 30, 2019USD ($)Options
Leases [Abstract]
Option to Extend	true
Number of option to extend \| Options	2
Lessee, Operating Lease, Term of Contract	5 years
Classification on the Balance Sheet
Operating lease assets	$ 21,302
Finance lease assets	$ 2,774
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property, Plant and Equipment, Net
Total lease assets	$ 24,076
Operating Leases	1,927
Finance Lease	1,128
Operating	27,242
Finance	1,412
Total lease liabilities	$ 31,709
Operating leases	8 years 1 month 6 days
Finance leases	2 years 4 months 24 days
Operating leases	12.85%
Finance leases	12.26%
Operating cash flows used for operating leases	$ 4,962
Operating cash flows used for finance leases	248
Financing cash flows used for finance leases	813
Lease cost
Operating lease cost	3,121
Amortization	984
Interest	248
Short-term lease cost	275
Variable lease cost	1,424
Sublease income	(673)
Total lease cost	$ 5,379

Lease Liabilities - Maturities

Lease Liabilities - Maturities (Details) - USD ($) $ in Thousands	Oct. 31, 2019	Sep. 30, 2019
Operating Leases
2019		$ 1,358
2020		5,755
2021		5,826
2022		5,898
2023		5,972
Thereafter		23,102
Total undiscounted lease payments		47,911
Less interest		18,742
Lease liabilities		29,169
Finance Leases
2019		342
2020		1,248
2021		889
2022		296
2023		95
Total undiscounted lease payments		2,870
Less interest		330
Lease liabilities		2,540
Additional office space
Operating Leases
Lease liabilities		$ 3,700
Additional office and laboratory space
Operating Leases
Lease liabilities	$ 3,900

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions	Sep. 30, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
Contract termination fees	$ 22.6

Shareholders' Deficit - Narrati

Shareholders' Deficit - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	May 31, 2018
Class of Warrant or Right [Line Items]
Proceeds upon exercise of stock options and warrants	$ 5,034	$ 6,720
Stock issued from exercise of stock options and warrants (in shares)	513,790	763,575
Warrants to purchase common stock
Class of Warrant or Right [Line Items]
Shares of common stock right to purchase by warrant (in shares)		57,487
Shares issued from exercise of warrants (in shares)		34,509
Warrants outstanding	43,115
CRG Loan \| Warrants to purchase common stock
Class of Warrant or Right [Line Items]
Warrant exercise price (in USD per share)			$ 23
Fair value			$ 1,400
Warrants and Rights Outstanding, Term			5 years
CRG Loan \| Warrants to purchase common stock \| Maximum
Class of Warrant or Right [Line Items]
Shares of common stock right to purchase by warrant (in shares)			200,000

Shareholders' Deficit- Equity T

Shareholders' Deficit- Equity Table (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Class of Stock [Line Items]
Balance	$ (130,274)	$ (121,019)	$ (100,156)	$ (56,298)	$ (29,215)	$ (2,814)	$ (100,156)	$ (2,814)
Warrants issued					1,424
Exercise of stock options	3,326	1,600	108	3,844	2,190	687
Stock-based compensation expense	3,496	3,598	3,374	2,929	3,000	2,966
Net loss	(16,463)	(14,453)	(24,345)	(39,472)	(33,697)	(30,054)	(55,261)	(103,223)
Balance	(139,915)	(130,274)	(121,019)	(88,997)	(56,298)	(29,215)	(139,915)	(88,997)
Common Stock [Member]
Class of Stock [Line Items]
Balance	492	490	490	485	483	482	490	482
Exercise of stock options	3	2		5	2	1
Balance	495	492	490	490	485	483	495	490
Additional Paid-in Capital [Member]
Class of Stock [Line Items]
Balance	558,157	552,961	549,479	530,336	523,724	520,072	549,479	520,072
Warrants issued					1,424
Exercise of stock options	3,323	1,598	108	3,839	2,188	686
Stock-based compensation expense	3,496	3,598	3,374	2,929	3,000	2,966
Balance	564,976	558,157	552,961	537,104	530,336	523,724	564,976	537,104
Retained Earnings [Member]
Class of Stock [Line Items]
Balance	(688,923)	(674,470)	(650,125)	(587,119)	(553,422)	(523,368)	(650,125)	(523,368)
Net loss	(16,463)	(14,453)	(24,345)	(39,472)	(33,697)	(30,054)
Balance	$ (705,386)	$ (688,923)	$ (674,470)	$ (626,591)	$ (587,119)	$ (553,422)	$ (705,386)	$ (626,591)

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 3,496	$ 2,929	$ 10,468	$ 8,896
Research and development
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	1,558	1,334	4,698	3,720
Selling, general and administrative
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 1,938	$ 1,595	$ 5,770	$ 5,176

Stock-Based Compensation - Fair

Stock-Based Compensation - Fair Value of Employee Option Grant Estimated on Date of Grant (Details) - Equity Option - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated weighted-average fair value (USD per share)	$ 11.81	$ 16.30	$ 9.91	$ 10.22
Weighted Average
Weighted-average assumptions
Expected volatility	79.00%	78.00%	81.00%	77.00%
Expected term, in years	6 years 1 month 6 days	6 years 1 month 6 days	6 years	6 years
Risk-free interest rate	2.10%	2.77%	2.44%	2.66%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Stock Option Activity and Related Information (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)$ / sharesshares
Options Outstanding
Beginning balance (shares) \| shares	10,313,138
Granted (shares) \| shares	1,956,205
Exercised (shares) \| shares	(513,790)
Forfeited (shares) \| shares	(260,831)
Ending balance (shares) \| shares	11,494,722
Vested and expected to vest (shares) \| shares	11,126,906
Exercisable (shares) \| shares	8,117,842
Weighted-Average Exercise Price per Share
Beginning balance (USD per share) \| $ / shares	$ 11.22
Granted (USD per share) \| $ / shares	14.17
Exercised (USD per share) \| $ / shares	9.80
Forfeited (USD per share) \| $ / shares	16.07
Ending balance (USD per share) \| $ / shares	11.67
Vested and expected to vest (USD per share) \| $ / shares	11.59
Exercisable (USD per share) \| $ / shares	$ 10.68
Weighted- Average Remaining Contractual Life
Balance (in years)	6 years 3 months
Vested and expected to vest (in years)	6 years 2 months 1 day
Exercisable (in years)	5 years 2 months 12 days
Aggregate Intrinsic Value
Balance \| $	$ 56,610
Vested and expected to vest \| $	55,668
Exercisable \| $	$ 47,725

Stock-Based Compensation - Narr

Stock-Based Compensation - Narrative (Details) - Stock Options $ in Millions	9 Months Ended
	Sep. 30, 2019USD ($)shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unvested options outstanding (shares)	3,376,880
Period for recognition	2 years 8 months 12 days
Shares available for future grants (shares)	5,396,836
Unrecognized compensation expense \| $	$ 27.4