Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 29, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | BLUE | |
Entity Registrant Name | bluebird bio, Inc. | |
Entity Central Index Key | 1,293,971 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 37,169,965 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 222,629 | $ 164,269 |
Marketable securities | 353,170 | 353,680 |
Prepaid expenses and other current assets | 7,087 | 6,016 |
Total current assets | 582,886 | 523,965 |
Marketable securities | 203,203 | 347,814 |
Property and equipment, net | 109,299 | 82,614 |
Intangible assets, net | 22,575 | 24,456 |
Goodwill | 13,128 | 13,128 |
Restricted cash and other non-current assets | 10,576 | 10,360 |
Total assets | 941,667 | 1,002,337 |
Current liabilities: | ||
Accounts payable | 2,363 | 6,334 |
Accrued expenses and other current liabilities | 31,810 | 28,145 |
Deferred revenue, current portion | 6,209 | 5,889 |
Total current liabilities | 40,382 | 40,368 |
Deferred rent, net of current portion | 8,714 | 8,294 |
Deferred revenue, net of current portion | 43,308 | 35,959 |
Contingent consideration, net of current portion | 3,168 | 5,082 |
Construction financing lease obligation | 86,626 | 61,901 |
Other non-current liabilities | 179 | 237 |
Total liabilities | 182,377 | 151,841 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, 5,000 shares authorized; 0 shares issued and outstanding at June 30, 2016 and December 31, 2015 | ||
Common stock, $0.01 par value, 125,000 shares authorized; 37,002 and 36,894 shares issued and outstanding at June 30, 2016 and December 31, 2015, respectively | 370 | 369 |
Additional paid-in capital | 1,188,847 | 1,166,585 |
Accumulated other comprehensive loss | (642) | (2,291) |
Accumulated deficit | (429,285) | (314,167) |
Total stockholders’ equity | 759,290 | 850,496 |
Total liabilities and stockholders’ equity | $ 941,667 | $ 1,002,337 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
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 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 37,002,000 | 36,894,000 |
Common stock, shares outstanding | 37,002,000 | 36,894,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue: | ||||
Collaboration revenue | $ 1,552 | $ 4,940 | $ 3,051 | $ 11,284 |
Total revenue | 1,552 | 4,940 | 3,051 | 11,284 |
Operating expenses: | ||||
Research and development | 41,760 | 44,266 | 83,671 | 67,985 |
General and administrative | 18,363 | 10,724 | 34,318 | 18,060 |
Change in fair value of contingent consideration | 1,404 | 1,973 | 2,417 | 2,188 |
Total operating expenses | 61,527 | 56,963 | 120,406 | 88,233 |
Loss from operations | (59,975) | (52,023) | (117,355) | (76,949) |
Other income, net | 905 | 228 | 1,866 | 367 |
Loss before income taxes | (59,070) | (51,795) | (115,489) | (76,582) |
Income tax benefit | 226 | 371 | ||
Net loss | $ (58,844) | $ (51,795) | $ (115,118) | $ (76,582) |
Net loss per share - basic and diluted: | $ (1.59) | $ (1.57) | $ (3.12) | $ (2.34) |
Weighted-average number of common shares used in computing net loss per share - basic and diluted: | 36,954 | 32,955 | 36,937 | 32,757 |
Other comprehensive income (loss): | ||||
Unrealized gain on available-for-sale securities, net of tax of $0.2 and $0.9 million for the three and six months ended June 30, 2016, respectively | $ 330 | $ 70 | $ 1,649 | $ 18 |
Comprehensive loss | $ (58,514) | $ (51,725) | $ (113,469) | $ (76,564) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||
Unrealized gain on available-for-sale securities tax | $ 0.2 | $ 0.9 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Operating activities | ||
Net loss | $ (115,118) | $ (76,582) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Change in fair value of contingent consideration | 1,001 | 2,188 |
Depreciation and amortization | 4,747 | 3,509 |
Stock-based compensation expense | 20,926 | 21,482 |
Other non-cash items | 1,563 | 269 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | (1,722) | (1,059) |
Accounts payable | (3,132) | (418) |
Accrued expenses and other liabilities | 2,497 | 1,098 |
Deferred revenue | 7,669 | 13,716 |
Deferred rent | 469 | (480) |
Net cash used in operating activities | (81,100) | (36,277) |
Investing activities | ||
Restricted cash | 209 | 359 |
Purchase of property and equipment | (6,057) | (2,568) |
Purchases of marketable securities | (80,845) | (261,440) |
Proceeds from maturities of marketable securities | 226,825 | 62,680 |
Net cash provided by (used in) investing activities | 140,132 | (200,969) |
Financing activities | ||
Cash paid for contingent purchase price consideration | (2,025) | |
Proceeds from public offering of common stock, net of issuance costs | 477,179 | |
Proceeds from issuance of common stock | 1,353 | 5,521 |
Net cash (used in) provided by financing activities | (672) | 482,700 |
Increase in cash and cash equivalents | 58,360 | 245,454 |
Cash and cash equivalents at beginning of period | 164,269 | 347,845 |
Cash and cash equivalents at end of period | 222,629 | 593,299 |
Non-cash investing and financing activities: | ||
Construction financing lease obligation | 24,725 | |
Purchases of property and equipment included in accounts payable and accrued expenses | $ 909 | $ 524 |
Description of the business
Description of the business | 6 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of the business | 1. Description of the business bluebird bio, Inc. (the “Company” or “bluebird”) was incorporated in Delaware on April 16, 1992, and is headquartered in Cambridge, Massachusetts. The Company researches, develops, manufactures and plans to commercialize gene therapies for the treatment of severe genetic and rare diseases and in the field of T cell-based immunotherapy. Since its inception, the Company has devoted substantially all of its resources to its research and development efforts relating to its product candidates, including activities to manufacture product candidates, conduct clinical studies of its product candidates, perform preclinical research to identify new product candidates and provide general and administrative support for these operations. |
Summary of significant accounti
Summary of significant accounting policies and basis of presentation | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies and basis of presentation | 2. Summary of significant accounting policies and basis of presentation Basis of presentation and principles of consolidation The accompanying condensed consolidated financial statements are unaudited and have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”) as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). Certain information and footnote disclosures normally included in the Company’s annual financial statements have been condensed or omitted. These interim condensed consolidated financial statements, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of the Company’s financial position and results of operations for the interim periods ended June 30, 2016 and 2015. The results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for the full year. These interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2015, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 25, 2016. The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries: Precision Genome Engineering, Inc. (“Pregenen”), bluebird bio France – SARL, bluebird bio Australia Pty Ltd., bluebird bio (UK) Ltd., bluebird bio (Bermuda) Ltd. Summary of accounting policies The significant accounting policies and estimates used in the preparation of the condensed consolidated financial statements are described in the Company’s audited financial statements as of and for the year ended December 31, 2015, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K. There have been no material changes in the Company’s significant accounting policies during the six months ended June 30, 2016. Net income (loss) per share Basic net income (loss) per share is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income per share is calculated by dividing the net income attributable to common stockholders by the weighted-average number of common stock equivalent shares outstanding for the period, including any dilutive effect from outstanding stock options, unvested restricted stock, restricted stock units, employee stock purchase plan, and warrants using the treasury stock method. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Estimates are used in the following areas, among others: fair value estimates used to assess potential impairment of long-lived assets, construction financing lease obligations, contingent consideration, stock-based compensation expense, accrued expenses, revenue and income taxes. Actual results could materially differ from those estimates. Recently issued accounting pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”), which supersedes all existing revenue recognition requirements, including most industry-specific guidance. The new standard requires a company to recognize revenue when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. The new standard will be effective on January 1, 2018 and earlier application is permitted only for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is currently evaluating the potential impact that Topic 606 may have on its financial position and results of operations. In February 2016, the FASB issued ASU 2016-02, Leases , (“ASU 2016-02”) , which requires a lessee to recognize assets and liabilities on the balance sheet for operating leases and changes many key definitions, including the definition of a lease. The new standard includes a short-term lease exception for leases with a term of 12 months or less, as part of which a lessee can make an accounting policy election not to recognize lease assets and lease liabilities. Lessees will continue to differentiate between finance leases (previously referred to as capital leases) and operating leases using classification criteria that are substantially similar to the previous guidance. The new standard will be effective beginning January 1, 2019, and early adoption is permitted for public entities. The Company is currently evaluating the potential impact ASU 2016-02 may have on its financial position and results of operations. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting (“ASU No. 2016-09”), which simplifies share-based payment accounting through a variety of amendments. The standard will be effective for annual reporting periods and interim periods within those annual periods, beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the potential impact ASU 2016-09 may have on its financial position and results of operations. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Jun. 30, 2016 | |
Investments Debt And Equity Securities [Abstract] | |
Marketable securities | 3. Marketable securities The following table summarizes the available-for-sale securities held at June 30, 2016 and December 31, 2015 (in thousands): Description Amortized Cost Unrealized Gains Unrealized Losses Fair Value June 30, 2016 U.S. government agency securities and treasuries $ 549,892 $ 306 $ (81 ) $ 550,117 Certificates of deposit 6,240 16 — 6,256 Total $ 556,132 $ 322 $ (81 ) $ 556,373 December 31, 2015 U.S. government agency securities and treasuries $ 689,425 $ 22 $ (2,300 ) $ 687,147 Certificates of deposit 14,360 — (13 ) 14,347 Total $ 703,785 $ 22 $ (2,313 ) $ 701,494 No available-for-sale securities held as of June 30, 2016 or December 31, 2015 had remaining maturities greater than three years. |
Fair value measurements
Fair value measurements | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | 4. Fair value measurements The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2016 and December 31, 2015 (in thousands): Description Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) June 30, 2016 Assets: Cash and cash equivalents $ 222,629 $ 222,629 $ — $ — Marketable securities: U.S. government agency securities and treasuries 550,117 — 550,117 — Certificates of deposit 6,256 — 6,256 — Total assets $ 779,002 $ 222,629 $ 556,373 $ — Liabilities: Contingent consideration $ 6,082 $ — $ — $ 6,082 Total liabilities $ 6,082 $ — $ — $ 6,082 December 31, 2015 Assets: Cash and cash equivalents $ 164,269 $ 158,269 $ 6,000 $ — Marketable securities: U.S. government agency securities and treasuries 687,147 — 687,147 — Certificates of deposit 14,347 — 14,347 — Total assets $ 865,763 $ 158,269 $ 707,494 $ — Liabilities: Contingent consideration $ 8,665 $ — $ — $ 8,665 Total liabilities $ 8,665 $ — $ — $ 8,665 Cash and cash equivalents The Company considers all highly liquid securities with original final maturities of three months or less from the date of purchase to be cash equivalents. As of June 30, 2016, cash and cash equivalents comprise funds in cash, money market accounts, and federally insured deposits. As of December 31, 2015, cash and cash equivalents comprise funds in cash, money market accounts, U.S. Treasury securities and federally insured deposits. Marketable securities The amortized cost of available-for-sale securities is adjusted for amortization of premiums and accretion of discounts to maturity. At June 30, 2016 and December 31, 2015, the balance in the Company’s accumulated other comprehensive loss was composed solely of activity related to the Company’s available-for-sale marketable securities. There were no realized gains or losses recognized on the sale or maturity of available-for-sale securities during the six months ended June 30, 2016, and as a result, the Company did not reclassify any amounts out of accumulated other comprehensive loss for the same period. The aggregate fair value of securities held by the Company in an unrealized loss position for less than twelve months as of June 30, 2016 and December 31, 2015 was $200.2 million and $638.1 million, respectively. The aggregate fair value of securities held by the Company in an unrealized loss position for more than twelve months as of June 30, 2016 was $2.5 million. The aggregate unrealized loss for those securities in an unrealized loss position for more than twelve months is less than $0.1 million. The Company has the intent and ability to hold such securities until recovery. The Company determined that there was no material change in the credit risk of the above investments. As a result, the Company determined it did not hold any investments with any other-than-temporary impairment as of June 30, 2016 and December 31, 2015. Contingent consideration On June 30, 2014, the Company acquired Pregenen. In connection with the acquisition, the Company recorded contingent consideration pertaining to the amounts potentially payable to Pregenen’s former equityholders pursuant to the Stock Purchase Agreement (the “Stock Purchase Agreement”) by and among the Company, Pregenen and Pregenen’s former equityholders. Contingent consideration is measured at fair value and is based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions the Company believes would be made by a market participant. The Company assesses these estimates on an on-going basis as additional data impacting the assumptions is obtained. Future changes in the fair value of contingent consideration related to updated assumptions and estimates are recognized within the condensed consolidated statements of operations and comprehensive loss. Contingent consideration may change significantly as development progresses and additional data are obtained, impacting the Company’s assumptions regarding probabilities of successful achievement of related milestones used to estimate the fair value of the liability and the timing in which they are expected to be achieved. In evaluating the fair value information, considerable judgment is required to interpret the market data used to develop the estimates. The estimates of fair value may not be indicative of the amounts that could be realized in a current market exchange. Accordingly, the use of different market assumptions and/or different valuation techniques could result in materially different fair value estimates. The significant unobservable inputs used in the measurement of fair value of the Company’s contingent consideration are probabilities of successful achievement of preclinical, clinical and commercial milestones, the period in which these milestones are expected to be achieved ranging from 2017 to 2026 and discount rates ranging from 9.8% to 12.8%. Significant increases or decreases in any of the probabilities of success would result in a significantly higher or lower fair value measurement, respectively. Significant increases or decreases in these other inputs would result in a significantly lower or higher fair value measurement, respectively. The table below provides a roll-forward of fair value of the Company’s contingent consideration obligations, which include Level 3 inputs (in thousands): Six Months Ended June 30, 2016 Beginning balance $ 8,665 Additions — Changes in fair value 2,417 Payments (5,000 ) Ending balance $ 6,082 During the second quarter of 2016, the Company paid $5.0 million to the former equityholders of Pregenen related to the achievement of two preclinical milestones achieved during the second quarter of 2016. The Company may be required to make up to $129.0 million in remaining future contingent cash payments to the former equityholders of Pregenen upon the achievement of certain milestones related to the Pregenen technology, of which $9.0 million relates to preclinical milestones, $20.1 million relates to clinical milestones, and $99.9 million relates to commercial milestones. As of June 30, 2016, $2.9 million of the fair value of the Company’s total contingent consideration obligations was reflected as a component of accrued expenses and other current liabilities within the condensed consolidated balance sheets, with the remaining balance of $3.2 million reflected as a non-current liability. |
Property and equipment, net
Property and equipment, net | 6 Months Ended |
Jun. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Property and equipment, net | 5. Property and equipment, net Property and equipment, net, consists of the following (in thousands): June 30, 2016 December 31, 2015 Computer equipment and software $ 1,313 $ 1,259 Office equipment 1,427 1,104 Laboratory equipment 13,984 10,520 Leasehold improvements 13,940 11,010 Construction-in-progress 88,264 65,542 Total property and equipment, gross 118,928 89,435 Less accumulated depreciation and amortization (9,629 ) (6,821 ) Total Property and equipment, net $ 109,299 $ 82,614 Construction-in-progress as of June 30, 2016 includes $87.2 million related to construction costs incurred by the landlord at 60 Binney Street in Cambridge, Massachusetts. Please refer to Note 7, "Commitments and contingencies," for further information. |
Accrued expenses and other curr
Accrued expenses and other current liabilities | 6 Months Ended |
Jun. 30, 2016 | |
Payables And Accruals [Abstract] | |
Accrued expenses and other current liabilities | 6. Accrued expenses and other current liabilities Accrued expenses and other current liabilities consist of the following (in thousands): June 30, 2016 December 31, 2015 Employee compensation $ 5,780 $ 5,935 Accrued goods and services 19,210 16,153 Accrued professional fees 1,861 1,014 Deferred rent, current portion 1,013 964 Contingent consideration, current portion 2,914 3,584 Other 1,032 495 Total accrued expenses and other current liabilities $ 31,810 $ 28,145 |
Commitments and contingencies
Commitments and contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and contingencies | 7. Commitments and contingencies The Company is party to various agreements, principally relating to licensed technology, that require future payments relating to milestones not met at June 30, 2016 and December 31, 2015 or royalties on future sales of specified products. The Company enters into standard indemnification agreements in the ordinary course of business. Pursuant to these agreements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified party for losses suffered or incurred by the indemnified party, generally the Company’s business partners or customers, in connection with claims by any third party with respect to the Company’s products or business activities. The term of these indemnification agreements is generally perpetual any time after execution of the agreement. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification agreements. The Company’s wholly-owned subsidiary bluebird bio France – SARL participates in the French Crédit d’Impôt Recherche (“CIR”) program, which allows companies to monetize up to 30% of eligible research expenses. As of June 30, 2016, the Company received aggregate reimbursement of €1.6 million related to years 2012 through 2014. The Company applied for €1.0 million related to the year ended December 31, 2015, and has not yet applied for the €0.5 million related to the six months ended June 30, 2016. The €1.0 million is classified as a short term receivable within the condensed consolidated balance sheets as of June 30, 2016 and was received during the third quarter of 2016. The years 2012 through 2016 are open and subject to examination. Operating Lease Commitments On June 3, 2013, the Company entered into a nine-year building lease for approximately 43,600 square feet of space located at 150 Second Street, Cambridge, Massachusetts, which commenced in December 2013. This lease was amended in June 2014 to add approximately 9,900 square feet. The lease originally had monthly lease payments of $0.2 million for the first 12 months, which increased to $0.3 million per month beginning in December 2014 due to the lease amendment, with annual rent escalations thereafter. Rent expense is recognized on a straight-line basis over the term of the lease. The Company has the option to extend this lease by an additional five years. The lease provided a contribution from the landlord towards the initial build-out of the space of up to $7.8 million. The Company capitalizes the leasehold improvements as property and equipment and records the landlord incentive payments received as deferred rent and amortizes these amounts as reductions to rent expense over the lease term. In addition, i On June 29, 2015, the Company entered into a lease agreement for additional office space located at 215 First Street, Cambridge, Massachusetts. Under the terms of the lease, the Company leased approximately 15,120 square feet starting on July 13, 2015 for $0.5 million per year in base rent, which is subject to a 3% annual rent increase plus certain operating expenses and taxes. The lease will continue until the end of the 60 th th On June 3, 2016, the Company entered into a strategic manufacturing agreement for the future commercial production of the Company’s Lenti-D and LentiGlobin product candidates with a contract manufacturing organization. Under this 12 year agreement, the contract manufacturing organization will complete the design, construction, validation and process validation of the leased suites prior to anticipated commercial launch of the product candidates. During construction, the Company is required to pay $12.5 million upon the achievement of certain construction milestones, and may pay up to $8.0 million in additional construction milestones if the Company elects its option to lease additional suites. No payments were made during the second quarter of 2016. Following construction completion, the Company will pay $5.1 million per year in fixed suite fees as well as certain fixed labor, raw materials, testing and shipping costs for manufacturing services, and may pay additional suite fees if it elects its option to reserve or lease additional suites. The Company may terminate this agreement any time after July 1, 2016 upon payment of a one-time termination fee and up to 24 months of fixed suite and labor fees. The Company concluded that this agreement contains an embedded lease as the suites are designated for the Company’s exclusive use during the term of the agreement. The Company concluded that it is not the deemed owner during construction nor is it a capital lease. As a result, the Company will account for the agreement as an operating lease and expense the payments on a straight-line basis over the term of the embedded lease. 60 Binney Street Lease Commitments On September 21, 2015, the Company entered into a lease agreement, which was amended for certain administrative matters on June 21, 2016, for additional office and laboratory space located in a building (the “Building”) under construction at 60 Binney Street, Cambridge, Massachusetts (the “60 Binney Lease”). Under the terms of the 60 Binney Lease, starting on October 1, 2016, the Company will lease approximately 253,108 square feet of office and laboratory space at $72.50 per square foot per year, or $18.4 million per year in base rent, which is subject to scheduled annual rent increases of 1.75% plus certain operating expenses and taxes. The Company also executed a $9.2 million letter of credit upon signing the 60 Binney Lease, which was required to be collateralized with a bank account at a financial institution in accordance with the 60 Binney Lease agreement. This $9.2 million is subject to increase to $13.8 million when the Company first requests reimbursement of tenant improvement costs from the landlord. Subject to the terms of the lease and certain reduction requirements specified therein, including market capitalization requirements, this amount may decrease back to $9.2 million over time. The 60 Binney Lease will continue until the end of the 120 th Because the Company is involved in the construction project, including having responsibility to pay for a portion of the costs of finish work and mechanical, electrical, and plumbing elements of the Building, the Company is deemed for accounting purposes to be the owner of the Building during the construction period. Accordingly, the Company has recorded project construction costs incurred by the landlord as an asset in “Property and equipment, net” and a related financing obligation in “Construction financing lease obligation” on the Company’s condensed consolidated balance sheet. The Company bifurcates its future lease payments pursuant to the 60 Binney Lease into (i) a portion that is allocated to the Building and (ii) a portion that is allocated to the land on which the Building is being constructed, which is recorded as rental expense. Although the Company estimates that the Company will not begin making lease payments pursuant to the 60 Binney Lease until April 2017, the portion of the lease obligation allocated to the land is treated for accounting purposes as an operating lease that commenced upon execution of the 60 Binney Lease in September 2015. During the three and six months ended June 30, 2016, the Company recognized $0.5 and $0.9 million of non-cash rental expense attributable to the land. As of June 30, 2016, Property and equipment, net, includes $87.2 million related to construction costs for the Building. The construction financing lease obligation related to the Building was $86.6 million. No cash has been paid to the landlord to date. Once the landlord completes the construction of the Building, the Company will evaluate the 60 Binney Lease in order to determine whether or not the 60 Binney Lease meets the criteria for “sale-leaseback” treatment. If the 60 Binney Lease meets the “sale-leaseback” criteria, the Company will remove the asset and the related liability from its consolidated balance sheet and treat the 60 Binney Lease as either an operating or a capital lease based on the Company’s assessment of the accounting guidance. The Company expects that upon completion of construction of the Building the 60 Binney Lease will not meet the “sale-leaseback” criteria. If the 60 Binney Lease does not meet “sale-leaseback” criteria, the Company will treat the 60 Binney Lease as a financing obligation and will depreciate the asset in accordance with the Company’s accounting policy. |
Significant agreements
Significant agreements | 6 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Significant agreements | 8. Significant agreements Celgene Corporation Original Collaboration Agreement On March 19, 2013, the Company entered into a Master Collaboration Agreement (the “Collaboration Agreement”) with Celgene Corporation (“Celgene”) to discover, develop and commercialize potentially disease-altering gene therapies in oncology. The collaboration is focused on applying gene therapy technology to genetically modify a patient’s own T cells, known as chimeric antigen receptor, or CAR T cells, to target and destroy cancer cells. Additionally, on March 19, 2013, the Company entered into a Platform Technology Sublicense Agreement (the “Sublicense Agreement”) with Celgene pursuant to which the Company obtained a sublicense to certain intellectual property from Celgene, originating under Celgene’s license from Baylor College of Medicine, for use in the collaboration. Under the terms of the Collaboration Agreement, the Company received a $75.0 million up-front, non-refundable cash payment. The Company was responsible for conducting discovery, research and development activities through completion of Phase I clinical studies, if any, during the initial term of the Collaboration Agreement, or three years. The collaboration is governed by a joint steering committee (“JSC”) formed by an equal number of representatives from the Company and Celgene. The JSC, among other activities, reviews the collaboration program, reviews and evaluates product candidates and approves regulatory plans. In addition to the JSC, the Collaboration Agreement provides that the Company and Celgene each appoint representatives to a patent committee, which is responsible for managing the intellectual property developed and used during the collaboration. Amended Collaboration Agreement On June 3, 2015, the Company and Celgene amended and restated the Collaboration Agreement (the “Amended Collaboration Agreement”). Under the Amended Collaboration Agreement, the parties will now focus the collaboration exclusively on anti- B-cell maturation antigen (“BCMA”) product candidates for a new three-year term. In connection with the Amended Collaboration Agreement, the Company received an upfront, one-time, non-refundable, non-creditable payment of $25.0 million to fund research and development under the collaboration. The collaboration will continue to be governed by the JSC. Under the terms of the Amended Collaboration Agreement, for up to two product candidates selected for development under the collaboration, the Company is responsible for conducting and funding all research and development activities performed up through completion of the initial Phase I clinical study of such product candidate. On a product candidate-by-product candidate basis, up through a specified period following enrollment of the first patient in an initial Phase I clinical study for such product candidate (the “Option Period”), the Company has granted Celgene an option to obtain an exclusive worldwide license to develop and commercialize such product candidate pursuant to a written agreement, the form of which the Company has already agreed upon. In the event that Celgene exercises its option with respect to any product candidate, the Company may elect to co-develop and co-promote the product candidate in the United States, provided that, if the Company does not exercise its option co-develop and co-promote the first product candidate in-licensed by Celgene under the Amended Collaboration Agreement, then the Company will not be permitted to exercise its option to co-develop and co-promote any future product candidates under the Amended Collaboration Agreement. If Celgene elects to exercise its option to exclusively in-license a product candidate, it must pay the Company an option fee in the amount of $10.0 million for the first product candidate and $15.0 million for any additional product candidates. On February 10, 2016, Celgene exercised its option to obtain an exclusive worldwide license to develop and commercialize bb2121, the first product candidate under the Amended Collaboration Agreement, pursuant to an executed license agreement entered into by the parties on February 16, 2016 and paid the associated $10.0 million option fee. The Company may now elect to co-develop and co-promote the product candidate in the United States and will receive an additional fee in the amount of $10.0 million in the event the Company does not exercise its option to co-develop and co-promote bb2121 with Celgene. On February 17, 2016, the parties further amended the Amended Collaboration Agreement to update the timing of certain deliverables in connection with Celgene’s option exercise for the license of the bb2121 product candidate. Accounting Analysis The Company’s Amended Collaboration Agreement with Celgene contains the following deliverables: (i) research and development services, (ii) participation on the JSC, (iii) participation on the patent committee, (iv) a license to the first product candidate, (v) manufacture of vectors and associated payload for incorporation into the first optioned product candidate under the license, and (vi) participation on the JGC under the co-development and co-promotion agreement for the first optioned product candidate under the license. The license to the first product candidate was considered a deliverable at the inception of the arrangement and therefore the associated option fee was included in allocable arrangement consideration as the Company believed there was minimal risk with regard to whether Celgene will exercise the option based on the successful completion of preclinical activities and proximity of enrollment of the first patient in an initial Phase I clinical study for this product candidate. The Company determined that the obligation within the license to manufacture or have manufactured supplies of vectors and associated payloads for incorporation into the first optioned product candidate is a deliverable, consistent with the option to license the first product candidate. However, the Company determined that the options to license any additional product candidates are substantive options and therefore were not considered deliverables at execution of the Amended Collaboration Agreement. Celgene is not contractually obligated to exercise the options. Additionally, as a result of the uncertain outcome of the discovery, research and development activities, the Company is at risk with regard to whether Celgene will exercise the options to license additional product candidates. Moreover, the Company determined that the options are not priced at a significant and incremental discount. Accordingly, the options to other product candidates are not considered deliverables and the associated option fees are not included in allocable arrangement consideration. Upon execution of the Amended Collaboration Agreement in June 2015, the Company concluded that each of the three delivered elements at the inception of the agreement (research and development services, participation on the JSC and participation on the patent committee) had standalone value from the other undelivered elements. Additionally, the Amended Collaboration Agreement does not include return rights related to the collaboration term. Accordingly, each deliverable qualified as a separate unit of accounting. The Company determined that each of the delivered elements had the same period of performance (the three year term through projected initial Phase I clinical study substantial completion) and the same pattern of revenue recognition, ratably over the period of performance as there was no other discernible pattern of recognition. The Company identified the allocable arrangement consideration as the $25.0 million up-front research and development funding payment, $10.0 million option fee for the first product candidate, $20.0 million related to remaining deferred revenue from the original Collaboration Agreement, and $54.1 million of contingent revenue related to the estimated amounts that will be received from Celgene for manufacturing services. The $109.0 million total allocable arrangement consideration was allocated based on the relative estimated selling price of the separate units of accounting at the inception of the amended agreement, resulting in $17.3 million allocated to the three delivered elements at the inception of the agreement, which will be recognized over an initial three year term. This initial term will be revisited as the development plan timing changes or as a result of other events that impact the period over which the Company’s obligations relate. The Company is required to reassess its conclusions on standalone value of deliverables upon delivery, and therefore, upon Celgene’s exercise of its option to obtain an exclusive worldwide license to develop and commercialize bb2121 in February 2016, the Company updated its assessment. The Company determined that there were no changes in standalone value of the research and development services as the option was previously determined to be non-substantive, the Company continues to have an obligation to provide research and development services for bb2121 and other product candidates, and this obligation is separate and unrelated to the execution of the license agreement. Participation on the JSC and participation on the patent committee also continue to have standalone value from the other undelivered elements as there has been no change in facts that would change this conclusion. Accordingly, each of these three deliverables continues to qualify as a separate unit of accounting. The Company determined that each of the identified deliverables that qualify as a separate unit of accounting continue to have the same period of performance (the three year term through projected initial Phase I clinical study substantial completion) and the same pattern of revenue recognition, ratably over the period of performance as there is no other discernible pattern of recognition, and therefore there is no change in the recognition of $17.3 million allocated to these three elements. As of June 30, 2016, this will continue to be recognized over a three year term that began in June 2015. However, the Company concluded that the license to bb2121 does not have standalone value from one of the undelivered elements, the manufacture of vectors and associated payload for bb2121 under the license, because the manufacturing is essential to the license agreement and will not begin until the substantial completion of the initial Phase I clinical study of bb2121. Accordingly, these two deliverables qualify as a single combined unit of accounting. The single combined unit of accounting comprised of the license to bb2121 and the manufacture of vectors and associated payload for bb2121 were allocated consideration of $91.7 million, which will begin to be recognized upon the commencement of manufacturing services for bb2121 for Celgene post-initial Phase I, not in excess of the fixed consideration and assuming other revenue recognition criteria have been met. The Company currently expects this to commence in the second half of 2017 or first half of 2018. Revenue for the combined unit of account will be recognized on a proportional performance method or ratably over the period of performance if there is no other discernible pattern of recognition. This period of performance and recognition pattern will be revisited as the development plan changes or if other events impacting the deliverables occur. The Company evaluated all of the milestones that may be received in connection with Celgene’s option to license a product candidate resulting from the collaboration. In evaluating if a milestone is substantive, the Company assesses whether: (i) the consideration is commensurate with either the Company’s performance to achieve the milestone or the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the Company’s performance to achieve the milestone, (ii) the consideration relates solely to past performance and (iii) the consideration is reasonable relative to all of the deliverables and payment terms within the arrangement. All clinical and regulatory milestones that may be received under the option to the license agreement are considered substantive on the basis of the contingent nature of the milestone, specifically reviewing factors such as the scientific, clinical, regulatory, commercial and other risks that must be overcome to achieve the milestone as well as the level of effort and investment required. Accordingly, such amounts will be recognized as revenue in full in the period in which the associated milestone is achieved, assuming all other revenue recognition criteria are met. All commercial milestones will be accounted for in the same manner as royalties and recorded as revenue upon achievement of the milestone, assuming all other revenue recognition criteria are met. During the three and six months ended June 30, 2016, the Company recognized $1.6 million and $3.1 million, respectively, of revenue associated with its collaboration with Celgene related to the recognition of discovery, research and development services. During the three and six months ended June 30, 2015, the Company recognized $4.9 million and $11.3 million, respectively, of revenue associated with its same collaboration. As of June 30, 2016 and December 31, 2015, there was $49.5 million and $41.8 million, respectively, of total deferred revenue related to the Company’s collaboration with Celgene, which is classified as current or non-current in the condensed consolidated balance sheets, $11.9 million of which is currently expected to be recognized through the first half of 2018 with the remaining amount deferred until a later date, as described above. |
Stock-based compensation
Stock-based compensation | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-based compensation | 9. Stock-based compensation In January 2016, the number of shares of common stock available for issuance under the 2013 Stock Option and Incentive Plan (“2013 Plan”) was increased by approximately 1.5 million shares as a result of the automatic increase provision of the 2013 Plan. As of June 30, 2016, the total number of shares of common stock available for issuance under the 2013 Plan was approximately 1.2 million. Stock-based compensation expense Stock-based compensation expense by award type included within the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands): Three months ended June 30, Six months ended June 30, 2016 2015 2016 2015 Stock options $ 9,057 $ 15,310 $ 17,984 $ 20,065 Restricted stock units 1,626 668 2,753 1,285 Employee stock purchase plan 99 72 189 132 $ 10,782 $ 16,050 $ 20,926 $ 21,482 As of June 30, 2016, the Company had $97.7 million of unrecognized stock-based compensation expense, net of estimated forfeitures, related to unvested stock options, restricted stock units and the employee stock purchase plan, which is expected to be recognized over a weighted-average period of 2.8 years. Stock-based compensation expense by classification included within the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands): Three months ended June 30, Six months ended June 30, 2016 2015 2016 2015 Research and development $ 5,330 $ 12,066 $ 10,011 $ 15,300 General and administrative 5,452 3,984 10,915 6,182 $ 10,782 $ 16,050 $ 20,926 $ 21,482 In the first quarter of 2015, the Company modified outstanding options held by its former Chief Scientific Officer in connection with the termination of his employment. The incremental value of the modification was $3.0 million. As a result of the modification, the Company recognized $1.8 million and $2.8 million of stock-based compensation expense during the three and six months ended June 30, 2015, respectively. In the second quarter of 2015, the Company modified the vesting conditions of a stock option award held by a non-employee founder, which resulted in $6.7 million of stock-based compensation expense recognized to research and development expense during the second quarter of 2015. Stock options The following table summarizes the stock option activity under the Company’s equity award plans (shares in thousands): Shares Weighted-average exercise price per share Outstanding at December 31, 2015 3,532 $ 48.74 Granted 840 $ 50.14 Exercised (90 ) $ 10.99 Canceled or forfeited (179 ) $ 46.13 Outstanding at June 30, 2016 4,103 $ 49.97 Exercisable at June 30, 2016 1,788 $ 32.76 Vested and expected to vest at June 30, 2016 4,049 $ 49.45 Options exercisable for less than 0.1 million shares of common stock were exercised during the six months ended June 30, 2016, resulting in total proceeds to the Company of $1.0 million. In accordance with the Company’s equity award plans, the shares were issued from a pool of shares reserved for issuance under the equity award plans. Restricted stock units The following table summarizes the restricted stock unit activity under the Company’s equity award plans (shares in thousands): Shares Weighted-average grant date fair value Unvested balance at December 31, 2015 148 $ 65.79 Granted 210 $ 50.14 Vested (8 ) $ 179.30 Forfeited (12 ) $ 36.28 Unvested balance at June 30, 2016 338 $ 54.26 Employee stock purchase plan On June 3, 2013, the Company’s board of directors adopted its 2013 Employee Stock Purchase Plan (“2013 ESPP”), which was subsequently approved by its stockholders and became effective upon the closing of the Company’s IPO on June 24, 2013. The 2013 ESPP authorizes the initial issuance of up to a total of 238,000 shares 2015, 9,758 and 6,780 shares |
Income taxes
Income taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income taxes | 10. Income taxes Deferred tax assets and deferred tax liabilities are recognized based on temporary differences between the financial reporting and tax basis of assets and liabilities using statutory rates. A valuation allowance is recorded against deferred tax assets if it is more likely than not that some or all of the deferred tax assets will not be realized. Due to the uncertainty surrounding the realization of the favorable tax attributes in future tax returns, the Company has recorded a full valuation allowance against the Company’s otherwise recognizable net deferred tax assets. For the three and six months ended June 30, 2016, the Company recognized an income tax benefit of $0.2 |
Net loss per share
Net loss per share | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net loss per share | 11. Net loss per share The following common stock equivalents were excluded from the calculation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect (in thousands): Three and six months ended June 30, 2016 2015 Warrants — 177 Outstanding stock options 4,103 3,853 Restricted stock units 338 203 ESPP shares 10 4 Acquisition holdback — 94 4,451 4,331 |
Summary of significant accoun18
Summary of significant accounting policies and basis of presentation (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of presentation and principles of consolidation | Basis of presentation and principles of consolidation The accompanying condensed consolidated financial statements are unaudited and have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”) as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). Certain information and footnote disclosures normally included in the Company’s annual financial statements have been condensed or omitted. These interim condensed consolidated financial statements, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of the Company’s financial position and results of operations for the interim periods ended June 30, 2016 and 2015. The results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for the full year. These interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2015, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 25, 2016. The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries: Precision Genome Engineering, Inc. (“Pregenen”), bluebird bio France – SARL, bluebird bio Australia Pty Ltd., bluebird bio (UK) Ltd., bluebird bio (Bermuda) Ltd. |
Summary of accounting policies | Summary of accounting policies The significant accounting policies and estimates used in the preparation of the condensed consolidated financial statements are described in the Company’s audited financial statements as of and for the year ended December 31, 2015, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K. There have been no material changes in the Company’s significant accounting policies during the six months ended June 30, 2016. |
Net income (loss) per share | Net income (loss) per share Basic net income (loss) per share is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income per share is calculated by dividing the net income attributable to common stockholders by the weighted-average number of common stock equivalent shares outstanding for the period, including any dilutive effect from outstanding stock options, unvested restricted stock, restricted stock units, employee stock purchase plan, and warrants using the treasury stock method. |
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 reported amounts in the financial statements and accompanying notes. Estimates are used in the following areas, among others: fair value estimates used to assess potential impairment of long-lived assets, construction financing lease obligations, contingent consideration, stock-based compensation expense, accrued expenses, revenue and income taxes. Actual results could materially differ from those estimates. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”), which supersedes all existing revenue recognition requirements, including most industry-specific guidance. The new standard requires a company to recognize revenue when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. The new standard will be effective on January 1, 2018 and earlier application is permitted only for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is currently evaluating the potential impact that Topic 606 may have on its financial position and results of operations. In February 2016, the FASB issued ASU 2016-02, Leases , (“ASU 2016-02”) , which requires a lessee to recognize assets and liabilities on the balance sheet for operating leases and changes many key definitions, including the definition of a lease. The new standard includes a short-term lease exception for leases with a term of 12 months or less, as part of which a lessee can make an accounting policy election not to recognize lease assets and lease liabilities. Lessees will continue to differentiate between finance leases (previously referred to as capital leases) and operating leases using classification criteria that are substantially similar to the previous guidance. The new standard will be effective beginning January 1, 2019, and early adoption is permitted for public entities. The Company is currently evaluating the potential impact ASU 2016-02 may have on its financial position and results of operations. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting (“ASU No. 2016-09”), which simplifies share-based payment accounting through a variety of amendments. The standard will be effective for annual reporting periods and interim periods within those annual periods, beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the potential impact ASU 2016-09 may have on its financial position and results of operations. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Available for Sale Securities Held | The following table summarizes the available-for-sale securities held at June 30, 2016 and December 31, 2015 (in thousands): Description Amortized Cost Unrealized Gains Unrealized Losses Fair Value June 30, 2016 U.S. government agency securities and treasuries $ 549,892 $ 306 $ (81 ) $ 550,117 Certificates of deposit 6,240 16 — 6,256 Total $ 556,132 $ 322 $ (81 ) $ 556,373 December 31, 2015 U.S. government agency securities and treasuries $ 689,425 $ 22 $ (2,300 ) $ 687,147 Certificates of deposit 14,360 — (13 ) 14,347 Total $ 703,785 $ 22 $ (2,313 ) $ 701,494 |
Fair value measurements (Tables
Fair value measurements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Recorded Amount of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2016 and December 31, 2015 (in thousands): Description Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) June 30, 2016 Assets: Cash and cash equivalents $ 222,629 $ 222,629 $ — $ — Marketable securities: U.S. government agency securities and treasuries 550,117 — 550,117 — Certificates of deposit 6,256 — 6,256 — Total assets $ 779,002 $ 222,629 $ 556,373 $ — Liabilities: Contingent consideration $ 6,082 $ — $ — $ 6,082 Total liabilities $ 6,082 $ — $ — $ 6,082 December 31, 2015 Assets: Cash and cash equivalents $ 164,269 $ 158,269 $ 6,000 $ — Marketable securities: U.S. government agency securities and treasuries 687,147 — 687,147 — Certificates of deposit 14,347 — 14,347 — Total assets $ 865,763 $ 158,269 $ 707,494 $ — Liabilities: Contingent consideration $ 8,665 $ — $ — $ 8,665 Total liabilities $ 8,665 $ — $ — $ 8,665 |
Roll-Forward of Fair Value of the Company's Contingent Consideration Obligations | The table below provides a roll-forward of fair value of the Company’s contingent consideration obligations, which include Level 3 inputs (in thousands): Six Months Ended June 30, 2016 Beginning balance $ 8,665 Additions — Changes in fair value 2,417 Payments (5,000 ) Ending balance $ 6,082 |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Property and equipment | Property and equipment, net, consists of the following (in thousands): June 30, 2016 December 31, 2015 Computer equipment and software $ 1,313 $ 1,259 Office equipment 1,427 1,104 Laboratory equipment 13,984 10,520 Leasehold improvements 13,940 11,010 Construction-in-progress 88,264 65,542 Total property and equipment, gross 118,928 89,435 Less accumulated depreciation and amortization (9,629 ) (6,821 ) Total Property and equipment, net $ 109,299 $ 82,614 |
Accrued expenses and other cu22
Accrued expenses and other current liabilities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Payables And Accruals [Abstract] | |
Summary of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consist of the following (in thousands): June 30, 2016 December 31, 2015 Employee compensation $ 5,780 $ 5,935 Accrued goods and services 19,210 16,153 Accrued professional fees 1,861 1,014 Deferred rent, current portion 1,013 964 Contingent consideration, current portion 2,914 3,584 Other 1,032 495 Total accrued expenses and other current liabilities $ 31,810 $ 28,145 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Stock-Based Compensation Expense by Award Type | Stock-based compensation expense by award type included within the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands): Three months ended June 30, Six months ended June 30, 2016 2015 2016 2015 Stock options $ 9,057 $ 15,310 $ 17,984 $ 20,065 Restricted stock units 1,626 668 2,753 1,285 Employee stock purchase plan 99 72 189 132 $ 10,782 $ 16,050 $ 20,926 $ 21,482 |
Schedule of Stock-Based Compensation Expense by Classification | Stock-based compensation expense by classification included within the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands): Three months ended June 30, Six months ended June 30, 2016 2015 2016 2015 Research and development $ 5,330 $ 12,066 $ 10,011 $ 15,300 General and administrative 5,452 3,984 10,915 6,182 $ 10,782 $ 16,050 $ 20,926 $ 21,482 |
Summary of Stock Option Activity Under Plan | The following table summarizes the stock option activity under the Company’s equity award plans (shares in thousands): Shares Weighted-average exercise price per share Outstanding at December 31, 2015 3,532 $ 48.74 Granted 840 $ 50.14 Exercised (90 ) $ 10.99 Canceled or forfeited (179 ) $ 46.13 Outstanding at June 30, 2016 4,103 $ 49.97 Exercisable at June 30, 2016 1,788 $ 32.76 Vested and expected to vest at June 30, 2016 4,049 $ 49.45 |
Restricted Stock Units [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Restricted Common Stock Awards | Restricted stock units The following table summarizes the restricted stock unit activity under the Company’s equity award plans (shares in thousands): Shares Weighted-average grant date fair value Unvested balance at December 31, 2015 148 $ 65.79 Granted 210 $ 50.14 Vested (8 ) $ 179.30 Forfeited (12 ) $ 36.28 Unvested balance at June 30, 2016 338 $ 54.26 |
Net loss per share (Tables)
Net loss per share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share | The following common stock equivalents were excluded from the calculation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect (in thousands): Three and six months ended June 30, 2016 2015 Warrants — 177 Outstanding stock options 4,103 3,853 Restricted stock units 338 203 ESPP shares 10 4 Acquisition holdback — 94 4,451 4,331 |
Description of the business - A
Description of the business - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Date of incorporation | Apr. 16, 1992 |
Summary of significant accoun26
Summary of significant accounting policies and basis of presentation - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2016Segment | |
Accounting Policies [Abstract] | |
Number of operating segment | 1 |
Marketable securities - Summary
Marketable securities - Summary of Available for Sale Securities Held (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | $ 556,132 | $ 703,785 |
Unrealized Gains | 322 | 22 |
Unrealized Losses | (81) | (2,313) |
Fair Value | 556,373 | 701,494 |
U.S. Government Agency Securities and Treasuries [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 549,892 | 689,425 |
Unrealized Gains | 306 | 22 |
Unrealized Losses | (81) | (2,300) |
Fair Value | 550,117 | 687,147 |
Certificates of Deposit [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 6,240 | 14,360 |
Unrealized Gains | 16 | |
Unrealized Losses | (13) | |
Fair Value | $ 6,256 | $ 14,347 |
Fair value measurements - Recor
Fair value measurements - Recorded Amount of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Assets: | ||
Assets, fair value disclosure, recurring | $ 779,002 | $ 865,763 |
Liabilities: | ||
Liabilities, fair value disclosure, recurring | 6,082 | 8,665 |
Contingent Consideration [Member] | ||
Liabilities: | ||
Liabilities, fair value disclosure, recurring | 6,082 | 8,665 |
Cash and Cash Equivalents [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 222,629 | 164,269 |
Certificates of Deposit [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 6,256 | 14,347 |
U.S. Government Agency Securities and Treasuries [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 550,117 | 687,147 |
Quoted prices in active markets (Level 1) [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 222,629 | 158,269 |
Quoted prices in active markets (Level 1) [Member] | Cash and Cash Equivalents [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 222,629 | 158,269 |
Significant other observable inputs (Level 2) [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 556,373 | 707,494 |
Significant other observable inputs (Level 2) [Member] | Cash and Cash Equivalents [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 6,000 | |
Significant other observable inputs (Level 2) [Member] | Certificates of Deposit [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 6,256 | 14,347 |
Significant other observable inputs (Level 2) [Member] | U.S. Government Agency Securities and Treasuries [Member] | ||
Assets: | ||
Assets, fair value disclosure, recurring | 550,117 | 687,147 |
Significant unobservable inputs (Level 3) [Member] | ||
Liabilities: | ||
Liabilities, fair value disclosure, recurring | 6,082 | 8,665 |
Significant unobservable inputs (Level 3) [Member] | Contingent Consideration [Member] | ||
Liabilities: | ||
Liabilities, fair value disclosure, recurring | $ 6,082 | $ 8,665 |
Fair value measurements - Addit
Fair value measurements - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016USD ($)Milestone | Jun. 30, 2016USD ($) | Dec. 31, 2015USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents maturities | Three months or less | ||
Realized gain (loss) on available-for-sale securities | $ 0 | ||
Reclassification out of accumulated other comprehensive loss | 0 | ||
Unrealized Loss on Securities | $ 200,200,000 | 200,200,000 | $ 638,100,000 |
Unrealized loss on securities, more than twelve months | 2,500,000 | 2,500,000 | |
Investments with other-than-temporary impairment | 0 | 0 | 0 |
Contingent consideration, current | 2,914,000 | 2,914,000 | 3,584,000 |
Contingent consideration, non current | 3,168,000 | 3,168,000 | 5,082,000 |
Pregenen | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contingent cash payments | 129,000,000 | 129,000,000 | |
Pregenen | Preclinical Milestones [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contingent payment | $ 5,000,000 | ||
Number of milestones | Milestone | 2 | ||
Contingent cash payments | $ 9,000,000 | 9,000,000 | |
Pregenen | Clinical Milestone Payments [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contingent cash payments | 20,100,000 | 20,100,000 | |
Pregenen | Commercial Milestones Payments [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Contingent cash payments | $ 99,900,000 | 99,900,000 | |
Maximum [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Aggregate unrealized loss for securities in an unrealized loss position for more than twelve months | $ 100,000 | $ 100,000 | |
Milestone achievement period | 2,026 | ||
Milestone discount rates | 12.80% | ||
Minimum [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Milestone achievement period | 2,017 | ||
Milestone discount rates | 9.80% |
Fair value measurements - Roll-
Fair value measurements - Roll-Forward of Fair Value of the Company's Contingent Consideration Obligations (Detail) - Significant unobservable inputs (Level 3) [Member] - Contingent consideration obligations [Member] $ in Thousands | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Beginning balance | $ 8,665 |
Changes in fair value | 2,417 |
Payments | (5,000) |
Ending balance | $ 6,082 |
Property and equipment, net - P
Property and equipment, net - Property and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 118,928 | $ 89,435 |
Less accumulated depreciation and amortization | (9,629) | (6,821) |
Total Property and equipment, net | 109,299 | 82,614 |
Computer Equipment and Software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 1,313 | 1,259 |
Office Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 1,427 | 1,104 |
Laboratory Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 13,984 | 10,520 |
Leasehold Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 13,940 | 11,010 |
Construction in Progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 88,264 | $ 65,542 |
Property and equipment, net - A
Property and equipment, net - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 118,928 | $ 89,435 |
Construction In Progress 60 Binney Street [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 87,200 |
Accrued expenses and other cu33
Accrued expenses and other current liabilities - Summary of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Employee compensation | $ 5,780 | $ 5,935 |
Accrued goods and services | 19,210 | 16,153 |
Accrued professional fees | 1,861 | 1,014 |
Deferred rent, current portion | 1,013 | 964 |
Contingent consideration, current portion | 2,914 | 3,584 |
Other | 1,032 | 495 |
Total accrued expenses and other current liabilities | $ 31,810 | $ 28,145 |
Commitments and contingencies -
Commitments and contingencies - Additional Information (Detail) € in Millions | Jun. 03, 2016USD ($) | Sep. 21, 2015USD ($)ft²$ / ft² | Jun. 29, 2015USD ($)ft² | Dec. 31, 2014USD ($) | Jun. 03, 2013USD ($)ft² | Jun. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2014EUR (€) | Jun. 30, 2016EUR (€) | Dec. 31, 2015USD ($) | Dec. 31, 2015EUR (€) |
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Other noncurrent assets | $ 10,576,000 | $ 10,576,000 | $ 10,360,000 | ||||||||
Lease period | 9 years | ||||||||||
Lease building space | ft² | 43,600 | ||||||||||
Amendment effective date | 2014-06 | ||||||||||
Additional lease building space | ft² | 9,900 | ||||||||||
Lease payments | $ 200,000 | ||||||||||
Increase in monthly lease payments | $ 300,000 | ||||||||||
Option to extend this lease | 5 years | ||||||||||
Contribution from the landlord towards the initial build-out of the space | $ 7,800,000 | ||||||||||
Cash-collateralized irrevocable standby letter of credit | $ 1,300,000 | 600,000 | |||||||||
Cash-collateralized irrevocable standby letter of credit reduction amount | 200,000 | ||||||||||
Lease starting date | Jun. 3, 2013 | ||||||||||
Property and equipment, gross | 118,928,000 | 118,928,000 | 89,435,000 | ||||||||
Construction financing lease obligation | 86,626,000 | 86,626,000 | $ 61,901,000 | ||||||||
Land [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Non-cash rent expense | 500,000 | 900,000 | |||||||||
Construction In Progress 60 Binney Street [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Property and equipment, gross | $ 87,200,000 | 87,200,000 | |||||||||
Cash paid to the landlord | $ 0 | ||||||||||
Lease starting on July 13, 2015 [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Lease period | 60 months | ||||||||||
Lease building space | ft² | 15,120 | ||||||||||
Lease payments | $ 500,000 | ||||||||||
Lease starting date | Jul. 13, 2015 | ||||||||||
Early termination lease term | 20 months | ||||||||||
Operating lease description | Under the terms of the lease, the Company leased approximately 15,120 square feet starting on July 13, 2015 for $0.5 million per year in base rent, which is subject to a 3% annual rent increase plus certain operating expenses and taxes. | ||||||||||
Operating lease, rent increase percentage | 3.00% | ||||||||||
Lease starting on January 1, 2016 [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Lease building space | ft² | 8,075 | ||||||||||
Lease payments | $ 300,000 | ||||||||||
Lease starting date | Jan. 1, 2016 | ||||||||||
Operating lease description | Under the terms of the lease, the Company has also leased an additional 8,075 square feet of office space in the same premises starting on January 1, 2016 for an additional $0.3 million per year in base rent, which is subject to a 3% annual rent increase plus certain operating expenses and taxes. | ||||||||||
Operating lease, rent increase percentage | 3.00% | ||||||||||
Strategic manufacturing agreement [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Lease period | 12 years | ||||||||||
Lease payments | $ 5,100,000 | ||||||||||
Early termination lease term | 24 months | ||||||||||
Amount payable upon achievement of certain construction milestones | $ 12,500,000 | ||||||||||
Milestone payments made | $ 0 | ||||||||||
Agreement termination description | The Company may terminate this agreement any time after July 1, 2016 upon payment of a one-time termination fee and up to 24 months of fixed suite and labor fees. | ||||||||||
Strategic manufacturing agreement [Member] | Maximum [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Additional construction payables to milestones | $ 8,000,000 | ||||||||||
Lease starting on October 1, 2016 [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Lease period | 120 months | ||||||||||
Lease building space | ft² | 253,108 | ||||||||||
Contribution from the landlord towards the initial build-out of the space | $ 42,400,000 | ||||||||||
Cash-collateralized irrevocable standby letter of credit | $ 9,200,000 | ||||||||||
Lease starting date | Oct. 1, 2016 | ||||||||||
Lease payments base annual rent | $ 18,400,000 | ||||||||||
Capital lease description | Under the terms of the 60 Binney Lease, starting on October 1, 2016, the Company will lease approximately 253,108 square feet of office and laboratory space at $72.50 per square foot per year, or $18.4 million per year in base rent, which is subject to scheduled annual rent increases of 1.75% plus certain operating expenses and taxes. | ||||||||||
Increase in letter of credit based on reimbursement of tenant improvement cost | $ 13,800,000 | ||||||||||
Lease starting on October 1, 2016 [Member] | 60 Binney Street Lease [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Annual lease rent per square foot | $ / ft² | 72.50 | ||||||||||
Lease rent increase percentage | 1.75% | ||||||||||
Option to extend capital lease | 10 years | ||||||||||
French Credit d'Impot Recherche Program [Member] | |||||||||||
Commitments And Contingencies Disclosure [Line Items] | |||||||||||
Eligible percentage of research expense monetized | 30.00% | ||||||||||
Aggregate reimbursement received related to years 2012 through 2014 | € | € 1.6 | ||||||||||
Other long term receivable | € | € 1 | ||||||||||
Other noncurrent assets | € | € 0.5 | ||||||||||
Other short term receivable | € | € 1 |
Significant agreements - Additi
Significant agreements - Additional Information (Detail) - Celgene Corporation [Member] $ in Millions | Jun. 03, 2015USD ($)Deliverables | Mar. 19, 2013USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Feb. 17, 2016USD ($) | Feb. 16, 2016USD ($) | Dec. 31, 2015USD ($) |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Term of collaboration agreement | 3 years | ||||||||
First Product Candidates [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Amount per product eligible to be received upon achievement of specified event | $ 10 | ||||||||
Amount paid per product upon achievement of specified event | $ 10 | ||||||||
Additional Product Candidates [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Amount per product eligible to be received upon achievement of specified event | $ 15 | ||||||||
Co-Develop and Co-Promote Options not Exercise [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Amount per product eligible to be received upon achievement of specified event | $ 10 | ||||||||
Collaborative Arrangement [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Number of deliverable | Deliverables | 3 | ||||||||
Consideration allocated to agreement | $ 109 | ||||||||
Deferred revenue recognition period | 3 years | ||||||||
Deferred revenue recognized | $ 1.6 | $ 4.9 | $ 3.1 | $ 11.3 | |||||
Deferred revenue | 49.5 | 49.5 | $ 41.8 | ||||||
Deferred revenue expected to be recognized | 11.9 | 11.9 | |||||||
Collaborative Arrangement [Member] | Option Fee [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Amount per product eligible to be received upon achievement of specified event | 10 | 10 | |||||||
Collaborative Arrangement [Member] | Delivered Elements [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Collaboration agreement, cash payment received | $ 20 | ||||||||
Consideration allocated to agreement | 17.3 | ||||||||
Up-front Payment Arrangement [Member] | Collaborative Arrangement [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Collaboration agreement, cash payment received | $ 75 | 25 | |||||||
Up-front Payment Arrangement [Member] | Amended Collaborative Arrangement [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Collaboration agreement, cash payment received | $ 25 | ||||||||
Manufacturing Services [Member] | Collaborative Arrangement [Member] | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Amount per product eligible to be received upon achievement of specified event | $ 91.7 | 91.7 | |||||||
Consideration allocated to agreement | $ 54.1 |
Stock-based compensation - Addi
Stock-based compensation - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jan. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Increased number of issuance of awards under the 2013 Plan | 1,500,000 | |||||
Number of shares available for issuance | 1,200,000 | 1,200,000 | ||||
Stock-based compensation expense | $ 10,782 | $ 16,050 | $ 20,926 | $ 21,482 | ||
Stock option share exercised | 90,000 | |||||
Proceed from option share exercised | $ 1,000 | |||||
Maximum [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock option share exercised | 100,000 | |||||
Research And Development Expense [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock-based compensation expense | 5,330 | 12,066 | $ 10,011 | 15,300 | ||
Former Chief Scientific Officer [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Incremental value on option valuation | $ 3,000 | |||||
Stock-based compensation expense | 1,800 | 2,800 | ||||
Stock Options [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized stock- based compensation expense related to unvested stock options, restricted stock awards and employee stock purchase plan | 97,700 | $ 97,700 | ||||
Expected weighted-average period related to unvested stock options, restricted stock awards and employee stock purchase plan | 2 years 9 months 18 days | |||||
Stock-based compensation expense | 9,057 | 15,310 | $ 17,984 | 20,065 | ||
Restricted Stock Units [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized stock- based compensation expense related to unvested stock options, restricted stock awards and employee stock purchase plan | 97,700 | $ 97,700 | ||||
Expected weighted-average period related to unvested stock options, restricted stock awards and employee stock purchase plan | 2 years 9 months 18 days | |||||
Stock-based compensation expense | 1,626 | 668 | $ 2,753 | 1,285 | ||
Employee Stock Purchase Plan [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized stock- based compensation expense related to unvested stock options, restricted stock awards and employee stock purchase plan | 97,700 | $ 97,700 | ||||
Expected weighted-average period related to unvested stock options, restricted stock awards and employee stock purchase plan | 2 years 9 months 18 days | |||||
Stock-based compensation expense | $ 99 | 72 | $ 189 | $ 132 | ||
Common shares reserved for future issuance | 238,000 | 238,000 | ||||
Shares of common stock issued under plan | 9,758 | 6,780 | ||||
Non Employee Stock Option [Member] | Research And Development Expense [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Incremental value on option valuation | $ 6,700 |
Stock-based compensation - Summ
Stock-based compensation - Summary of Stock-Based Compensation Expense by Award Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 10,782 | $ 16,050 | $ 20,926 | $ 21,482 |
Stock Options [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | 9,057 | 15,310 | 17,984 | 20,065 |
Restricted Stock Units [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | 1,626 | 668 | 2,753 | 1,285 |
Employee Stock Purchase Plan [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 99 | $ 72 | $ 189 | $ 132 |
Stock-based compensation - Sche
Stock-based compensation - Schedule of Stock-Based Compensation Expense by Classification (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 10,782 | $ 16,050 | $ 20,926 | $ 21,482 |
Research And Development [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | 5,330 | 12,066 | 10,011 | 15,300 |
General And Administrative [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 5,452 | $ 3,984 | $ 10,915 | $ 6,182 |
Stock-based compensation - Su39
Stock-based compensation - Summary of Stock Option Activity Under Plan (Detail) shares in Thousands | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Shares | |
Outstanding at beginning of period | shares | 3,532 |
Granted | shares | 840 |
Exercised | shares | (90) |
Canceled or forfeited | shares | (179) |
Outstanding at end of period | shares | 4,103 |
Exercisable at end of period | shares | 1,788 |
Vested and expected to vest at end of period | shares | 4,049 |
Weighted-average exercise price per share | |
Outstanding at beginning of period | $ / shares | $ 48.74 |
Granted | $ / shares | 50.14 |
Exercised | $ / shares | 10.99 |
Canceled or forfeited | $ / shares | 46.13 |
Outstanding at end of period | $ / shares | 49.97 |
Exercisable at end of period | $ / shares | 32.76 |
Vested and expected to vest at end of period | $ / shares | $ 49.45 |
Stock-based compensation - Su40
Stock-based compensation - Summary of Restricted Stock Units(Detail) - Restricted Stock Units [Member] shares in Thousands | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Shares | |
Unvested balance at beginning of period | shares | 148 |
Granted | shares | 210 |
Vested | shares | (8) |
Forfeited | shares | (12) |
Unvested balance at end of period | shares | 338 |
Weighted-average grant date fair value | |
Unvested balance at beginning of period | $ / shares | $ 65.79 |
Granted | $ / shares | 50.14 |
Vested | $ / shares | 179.30 |
Forfeited | $ / shares | 36.28 |
Unvested balance at end of period | $ / shares | $ 54.26 |
Income taxes - Additional Infor
Income taxes - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016USD ($) | Jun. 30, 2016USD ($) | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit | $ 226 | $ 371 |
Other comprehensive loss unrealized holding gain on securities arising during period tax | 200 | 900 |
Accrued income tax provision | $ 500 | $ 500 |
Net loss per share - Common Sto
Net loss per share - Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from the calculation of diluted net loss per share | 4,451 | 4,331 | 4,451 | 4,331 |
Warrants [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from the calculation of diluted net loss per share | 177 | 177 | ||
Outstanding Stock Options [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from the calculation of diluted net loss per share | 4,103 | 3,853 | 4,103 | 3,853 |
Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from the calculation of diluted net loss per share | 338 | 203 | 338 | 203 |
ESPP Shares [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from the calculation of diluted net loss per share | 10 | 4 | 10 | 4 |
Acquisition holdback [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from the calculation of diluted net loss per share | 94 | 94 |