Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 31, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | CCXI | |
Entity Registrant Name | ChemoCentryx, Inc. | |
Entity Central Index Key | 1,340,652 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 50,525,716 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 24,114 | $ 40,020 |
Short-term investments | 149,004 | 87,271 |
Accounts receivable | 336 | 51,090 |
Prepaid expenses and other current assets | 2,613 | 1,449 |
Total current assets | 176,067 | 179,830 |
Property and equipment, net | 1,594 | 1,210 |
Long-term investments | 12,878 | 7,929 |
Other assets | 222 | 359 |
Total assets | 190,761 | 189,328 |
Current liabilities: | ||
Accounts payable | 576 | 1,400 |
Accrued liabilities | 11,727 | 8,575 |
Deferred revenue | 49,025 | 22,962 |
Total current liabilities | 61,328 | 32,937 |
Long-term debt, net | 14,727 | 4,676 |
Noncurrent deferred revenue | 92,809 | 72,197 |
Other non-current liabilities | 425 | 251 |
Total liabilities | 169,289 | 110,061 |
Commitments | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.001 par value, 200,000,000 shares authorized; 50,428,507 and 48,837,060 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively | 50 | 49 |
Additional paid-in capital | 385,339 | 368,553 |
Note receivable | (16) | (16) |
Accumulated other comprehensive loss | (189) | (119) |
Accumulated deficit | (363,712) | (289,200) |
Total stockholders' equity | 21,472 | 79,267 |
Total liabilities and stockholders' equity | $ 190,761 | $ 189,328 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 50,428,507 | 48,837,060 |
Common stock, shares outstanding | 50,428,507 | 48,837,060 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue: | ||||
Collaboration and license revenue | $ 8,975 | $ 9,029 | $ 33,543 | $ 26,196 |
Operating expenses: | ||||
Research and development | 15,135 | 12,315 | 47,636 | 36,614 |
General and administrative | 5,373 | 3,624 | 14,781 | 12,381 |
Total operating expenses | 20,508 | 15,939 | 62,417 | 48,995 |
Loss from operations | (11,533) | (6,910) | (28,874) | (22,799) |
Other income (expense): | ||||
Interest income | 1,066 | 350 | 2,471 | 1,003 |
Interest expense | (423) | (778) | ||
Total other income, net | 643 | 350 | 1,693 | 1,003 |
Net loss | $ (10,890) | $ (6,560) | $ (27,181) | $ (21,796) |
Basic and diluted net loss per common share | $ (0.22) | $ (0.13) | $ (0.55) | $ (0.45) |
Shares used to compute basic and diluted net loss per common share | 50,341 | 48,602 | 49,579 | 48,314 |
Collaboration and License Revenue [Member] | ||||
Revenue: | ||||
Collaboration and license revenue | $ 8,975 | $ 9,029 | $ 33,543 | $ 26,196 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (10,890) | $ (6,560) | $ (27,181) | $ (21,796) |
Unrealized gain (loss) on available-for-sale securities | 48 | 45 | (70) | (18) |
Comprehensive loss | $ (10,842) | $ (6,515) | $ (27,251) | $ (21,814) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities | ||
Net loss | $ (27,181) | $ (21,796) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation of property and equipment | 371 | 311 |
Stock-based compensation | 7,969 | 6,841 |
Noncash interest (income) expense, net | (714) | 63 |
Changes in assets and liabilities: | ||
Accounts receivable | 50,754 | 29,675 |
Prepaids and other current assets | (1,164) | (577) |
Other assets | 137 | (102) |
Accounts payable | (824) | 682 |
Other liabilities | 3,053 | (347) |
Deferred revenue | (656) | (15,667) |
Net cash provided by (used in) operating activities | 31,745 | (917) |
Investing activities | ||
Purchases of property and equipment, net | (755) | (376) |
Purchases of investments | (173,739) | (104,201) |
Maturities of investments | 108,050 | 109,050 |
Net cash provided by (used in) investing activities | (66,444) | 4,473 |
Financing activities | ||
Proceeds from exercise of stock options and employee stock purchase plan | 9,291 | 2,678 |
Employees' tax withheld and paid for restricted stock units | (473) | (297) |
Borrowings under credit facility agreement, net of issuance costs | 9,975 | |
Net cash provided by financing activities | 18,793 | 2,381 |
Net increase (decrease) in cash and cash equivalents | (15,906) | 5,937 |
Cash and cash equivalents at beginning of period | 40,020 | 12,024 |
Cash and cash equivalents at end of period | 24,114 | $ 17,961 |
Supplemental disclosures of cash flow information | ||
Cash paid for interest | $ 426 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business ChemoCentryx, Inc. (the Company) commenced operations in 1997. The Company is a clinical-stage biopharmaceutical company focused on developing new medications targeted at inflammatory disorders, autoimmune diseases and cancer. The Company’s principal operations are in the United States and it operates in one segment. Unaudited Interim Financial Information The financial information filed is unaudited. The Condensed Consolidated Financial Statements included in this report reflect all adjustments (consisting only of normal recurring adjustments) that the Company considers necessary for the fair statement of the results of operations for the interim periods covered and of the financial condition of the Company at the date of the interim balance sheet. The December 31, 2017 Condensed Consolidated Balance Sheet was derived from audited financial statements. The results for interim periods are not necessarily indicative of the results for the entire year or any other interim period. The Condensed Consolidated Financial Statements should be read in conjunction with the Company’s financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, filed with the Securities and Exchange Commission on March 12, 2018. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from these estimates. Concentration of Credit Risk The Company invests in a variety of financial instruments and, by its policy, limits the amount of credit exposure with any one issuer, industry or geographic area. Accounts receivable are typically unsecured and are concentrated in the pharmaceutical industry and government sector. Accordingly, the Company may be exposed to credit risk generally associated with pharmaceutical companies and government funded entities. The Company has not historically experienced any significant losses due to concentration of credit risk. Accounts receivable consists of the following (in thousands): September 30, December 31, Vifor (1) $ 336 $ 51,090 (1) As of December 31, 2017, accounts receivable excluded the $10.0 million cash commitment received from Vifor (International) Ltd. and/or its affiliates (collectively, Vifor) in February 2018 in connection with the agreement that harmonized the geographic commercialization rights underlying the agreements for both avacopan and CCX140 drug candidates, which we refer to as the Avacopan Amendment. See “Note 8. Collaboration and License Agreements” for a detailed discussion. Net Loss Per Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. Diluted net loss per share is computed by dividing net loss attributable to common stockholders by the sum of the weighted-average number of common shares outstanding and dilutive common stock equivalent shares outstanding for the period. The Company’s potentially dilutive common stock equivalent shares, which include incremental common shares issuable upon (i) the exercise of outstanding stock options and warrants, (ii) vesting of restricted stock units (RSUs) and restricted stock awards (RSAs), and (iii) the purchase from contributions to the 2012 Employee Stock Purchase Plan (the ESPP), (calculated based on the treasury stock method), are only included in the calculation of diluted net loss per share when their effect is dilutive. For the nine months ended September 30, 2018 and 2017, the following potentially dilutive securities were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Nine Months Ended 2018 2017 Options to purchase common stock, including purchases from contributions to ESPP 10,816,005 10,131,143 Restricted stock units 473,687 456,346 Restricted stock awards 37,713 95,866 Warrants to purchase common stock 150,000 150,000 11,477,405 10,833,355 Comprehensive Loss Comprehensive loss comprises net loss and other comprehensive income (loss). For the periods presented other comprehensive income (loss) consists of unrealized gains and losses on the Company’s available-for-sale securities. For the three and nine months ended September 30, 2018 and 2017, there were no sales of investments, and therefore there were no reclassifications. Revenue Recognition Effective January 1, 2018, the Company adopted Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers The Company enters into corporate collaborations under which it may obtain upfront license fees, research and development funding and development and regulatory and commercial milestone payments and royalty payments. The Company’s performance obligations under these arrangements may include licenses of intellectual property, distribution rights, research and development services, delivery of manufactured product, and/or participation on joint steering committees. Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from upfront license fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgement to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of proportional performance each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments: At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company expects to use the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company’s or the licensee’s control, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Commercial milestones and royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and in which the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue when the related sales occur. To date, the Company has not recognized any royalty revenue resulting from its collaboration arrangements. Up-front payments and fees are recorded as deferred revenue upon receipt or when due, and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. Upon adoption of ASC 606 under the modified retrospective transition method, the Company recognized the cumulative effect of initially applying the new revenue standard of $47.3 million as an adjustment to the opening balance of accumulated deficit and an increase in deferred revenue. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. Before the adoption of ASC 606, the Company recognized upfront fees straight-line under ASC 605 over the estimated performance period and recognized milestones when earned under the milestone method of accounting. See “Note 2. Summary of Significant Accounting Policies – Revenue Recognition” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017, filed with the SEC on March 12, 2018 for a detailed discussion. The impact of adoption on the Company’s consolidated statement of operations and balance sheet was as follows (in thousands): For the Three Months Ended September 30, 2018 As Reported Balances Without Effect of Statement of Operations Collaboration and license revenue $ 8,975 $ 4,727 $ 4,248 Loss from operations (11,533 ) (15,781 ) 4,248 Net loss (10,890 ) (15,138 ) 4,248 For the Nine Months Ended September 30, 2018 As Reported Balances Without Effect Statement of Operations Collaboration and license revenue $ 33,543 $ 23,849 $ 9,694 Loss from operations (28,874 ) (38,568 ) 9,694 Net loss (27,181 ) (36,875 ) 9,694 September 30, 2018 As Reported Balances Without Adoption of ASC606 Effect of Change Balance Sheet Liabilities: Deferred revenue $ 49,025 $ 19,382 $ 29,643 Noncurrent deferred revenue 92,809 84,815 7,994 Stockholders’ equity: Accumulated deficit (363,712 ) (326,075 ) (37,637 ) Recent Accounting Pronouncements In June 2018, the Financial Accounting Standard Board issued Accounting Standards Update No. 2018-07, Compensation – Stock Compensation (Topic 718). The new standard simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. The new standard will be effective for the Company on January 1, 2019. The Company is currently evaluating the impact of the adoption of this standard on its financial statements and does not expect the adoption of this accounting guidance to have a material impact on the consolidated financial statements. On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was enacted into law. Accounting Standards Codification (ASC) 740, Income Taxes, requires companies to recognize the effect of the tax law changes in the period of enactment. Shortly after the enactment of the Act, the SEC staff issued Staff Accounting Bulletin No. 118 (SAB 118) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Act. The Company has adjusted its deferred tax assets and liabilities based on the reduction of the U.S. federal corporate tax rate from 34% to 21% and assessed the realizability of its deferred tax assets based on its current understanding of the provisions of the new law. The Company considers its accounting for the impacts of the new law to be provisional and the Company will continue to assess the impact of the recently enacted tax law (and expected further guidance from federal and state tax authorities as well as further guidance for the associated income tax accounting) on its business and consolidated financial statements for the remainder of 2018. No adjustments were made to the provisional estimate during the three and nine months ended September 30, 2018. In February 2016, the Financial Accounting Standard Board issued Accounting Standards Update No. 2016-02, Leases (Topic 842). The new standard requires that all lessees recognize the assets and liabilities that arise from leases on the balance sheet and disclose qualitative and quantitative information about their leasing arrangements. The new standard will be effective for the Company on January 1, 2019. The Company is currently evaluating the impact of the adoption of this standard on its financial statements. However, the Company expects the adoption of this accounting guidance to result in an increase in lease assets and a corresponding increase in lease liabilities on its balance sheets. The Company has reviewed other recent accounting pronouncements and concluded they are either not applicable to the business or that no material effect is expected on the consolidated financial statements as a result of future adoption. In August 2018, the SEC adopted amendments to certain disclosure requirements in Securities Act Release No. 33-10532, Disclosure Update and Simplification. These amendments eliminate, modify, or integrate into other SEC requirements certain disclosure rules. Among the amendments is the requirement to present an analysis of changes in stockholders’ equity in the interim financial statements included in quarterly reports on Form 10-Q. The analysis, which can be presented as a footnote or separate statement, is required for the current and comparative quarter and year-to-date interim periods. The amendments are effective for the Company in its interim financial statements for the quarter ended March 31, 2019. The Company does not anticipate that the adoption of these SEC amendments will have a material effect to the Company’s financial position, results of operations, cash flows or stockholders’ equity. |
Cash Equivalents and Investment
Cash Equivalents and Investments | 9 Months Ended |
Sep. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Investments | 3. Cash Equivalents and Investments The amortized cost and fair value of cash equivalents and investments at September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, 2018 Amortized Gross Unrealized Fair Cost Gains Losses Value Money market fund $ 21,152 $ — $ — $ 21,152 U.S. treasury securities 22,919 — (31 ) 22,888 Commercial paper 39,690 — — 39,690 Asset-backed securities 29,037 — (8 ) 29,029 Corporate debt securities 70,399 — (150 ) 70,249 Total available-for-sale securities $ 183,197 $ — $ (189 ) $ 183,008 Classified as: Cash equivalents $ 21,126 Short-term investments 149,004 Long-term investments 12,878 Total available-for-sale securities $ 183,008 December 31, 2017 Amortized Gross Unrealized Fair Cost Gains Losses Value Money market fund $ 29,848 $ — $ — $ 29,848 U.S. treasury securities 29,005 — (52 ) 28,953 Commercial paper 46,184 — — 46,184 Corporate debt securities 27,095 — (67 ) 27,028 Total available-for-sale securities $ 132,132 $ — $ (119 ) $ 132,013 Classified as: Cash equivalents $ 36,813 Short-term investments 87,271 Long-term investments 7,929 Total available-for-sale securities $ 132,013 Cash equivalents in the tables above exclude cash of $3.0 million and $3.2 million as of September 30, 2018 and December 31, 2017, respectively. All available-for-sale securities held as of September 30, 2018 had contractual maturities of less than two years. There have been no significant realized gains or losses on available-for-sale securities for the periods presented. No significant available-for-sale securities held as of September 30, 2018 have been in a continuous unrealized loss position for more than 12 months. As of September 30, 2018, unrealized losses on available-for-sale investments are not attributed to credit risk and are considered to be temporary. The Company believes that it is more likely than not that investments in an unrealized loss position will be held until maturity or the recovery of the cost basis of the investment. The Company believes it has no other-than-temporary impairments on its securities because it does not intend to sell these securities and it believes it is not more likely than not that it will be required to sell these securities before the recovery of their amortized cost basis. To date, the Company has not recorded any impairment charges on marketable securities related to other-than-temporary declines in market value. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements The Company determines the fair value of financial assets and liabilities using three levels of inputs as follows: Level 1—Inputs which include quoted prices in active markets for identical assets and liabilities. Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Recurring Fair Value Measurements The Company’s financial assets subject to fair value measurements on a recurring basis and the level of inputs used in such measurements were as follows as of September 30, 2018 and December 31, 2017 (in thousands): September 30, 2018 Description Level 1 Level 2 Level 3 Total Money market fund $ 21,152 $ — $ — $ 21,152 U.S. treasury securities — 22,888 — 22,888 Commercial paper — 39,690 — 39,690 Asset-backed securities — 29,029 — 29,029 Corporate debt securities — 70,249 — 70,249 Total assets $ 21,152 $ 161,856 $ — $ 183,008 December 31, 2017 Description Level 1 Level 2 Level 3 Total Money market fund $ 29,848 $ — $ — $ 29,848 U.S. treasury securities — 28,953 — 28,953 Commercial paper — 46,184 — 46,184 Corporate debt securities — 27,028 — 27,028 Total assets $ 29,848 $ 102,165 $ — $ 132,013 During the nine months ended September 30, 2018, there were no transfers between Level 1 and Level 2 financial assets. When the Company uses observable market prices for identical securities that are traded in less active markets, the Company classifies its marketable debt instruments as Level 2. When observable market prices for identical securities are not available, the Company prices its marketable debt instruments using non-binding market consensus prices that are corroborated with observable market data; quoted market prices for similar instruments; or pricing models, such as a discounted cash flow model, with all significant inputs derived from or corroborated with observable market data. Non-binding market consensus prices are based on the proprietary valuation models of pricing providers or brokers. These valuation models incorporate a number of inputs, including non-binding and binding broker quotes; observable market prices for identical or similar securities; and the internal assumptions of pricing providers or brokers that use observable market inputs and, to a lesser degree, unobservable market inputs. The Company corroborates non-binding market consensus prices with observable market data using statistical models when observable market data exists. The discounted cash flow model uses observable market inputs, such as LIBOR-based yield curves, prime rate, currency spot and forward rates, and credit ratings. Other Fair Value Measurements The carrying amount and estimated fair value of financial instruments not recorded at fair value at September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, December 31, 2018 2017 Carrying Estimated Carrying Estimated Long-term debt, net (1) $ 14,727 $ 14,867 $ 4,676 $ 4,812 (1) Carrying amounts of long-term debt were net of unamortized debt discounts of $273,000 and $324,000 as of September 30, 2018 and December 31, 2017, respectively. The fair value of the Company’s long-term debt is estimated using the net present value of future debt payments, discounted at an interest rate that is consistent with market interest rates, which is a Level 2 input. |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | 5. Accrued Liabilities Accrued liabilities consist of the following (in thousands): September 30, December 31, Research and development related $ 7,590 $ 4,962 Compensation related 2,419 2,345 Consulting and professional services 1,086 1,012 Other 632 256 $ 11,727 $ 8,575 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-term Debt | 6. Long-term Debt On December 28, 2017 (the Closing Date), the Company entered into a Loan and Security Agreement with Hercules Capital, Inc. (Hercules) pursuant to which term loans in an aggregate principal amount of up to $50.0 million (the Credit Facility) are available to the Company in three tranches, subject to certain terms and conditions. As of September 30, 2018, the Company had borrowed $15.0 million under the Credit Facility, which is the full amount available under the first tranche. The Company may borrow up to an additional $10.0 million through December 15, 2018 under the second tranche. The third tranche, which would allow the Company to borrow up to an additional $25.0 million, would be available upon Hercules’ approval through June 15, 2019. Advances under the Credit Facility will bear an interest rate equal to the greater of (i) 8.05% plus the prime rate as reported from time to time in The Wall Street Journal minus 4.75%, and (ii) 8.05%. For advances under the first tranche, the Company will make interest-only payments through July 1, 2020, and will then repay the principal balance and interest on the advances in equal monthly installments after the interest-only period and continuing through December 1, 2021. For advances made under the second and third tranches, the Company will make interest-only payments for the first 30 months, and will then repay the principal balance and interest on the advances in equal monthly installments after the interest-only period with each advance repaid 48 months after it is drawn. The Company may prepay advances under the Credit Facility, in whole or in part, at any time, subject to a prepayment charge equal to: (a) 2.0% of amounts so prepaid, if such prepayment occurs during the first year following the Closing Date; (b) 1.5% of the amount so prepaid, if such prepayment occurs during the second year following the Closing Date; and (c) 1.0% of the amount so prepaid, if such prepayment occurs after the second year following the Closing Date. The Credit Facility is secured by substantially all of the Company’s assets, excluding intellectual property. In addition, Hercules has the right to participate, in an amount up to $2.0 million, in any subsequent equity financing broadly marketed to multiple investors in an amount greater than $20.0 million. The Credit Facility also includes customary affirmative and negative covenants, including restrictions on the payment of dividends, and events of default, the occurrence and continuance of which provide Hercules with the right to demand immediate repayment of all principal and unpaid interest under the Credit Facility, and to exercise remedies against the Company and the collateral securing the Credit Facility. The Company was in compliance with all loan covenants for all periods presented. The Company will pay an end-of-term charge for each tranche which will occur on the earliest of (i) the applicable tranche maturity date; (ii) the date that the Company prepays all of the outstanding principal under each tranche in full, or (iii) the date the loan payments are accelerated due to an event of default. For the first tranche, the end of term charge is $0.9 million. In the case of the second and third tranches, the charge is 6.25% of the aggregate amount of the advances applicable to such tranche. In addition, the Company pays a commitment charge of 1% of the advances made under the Credit Facility, with a minimum charge of $162,500 paid on the Closing Date. Also, the Company reimbursed Hercules for costs incurred related to the Credit Facility. These charges were recorded as discounts to the carrying value of the loan and are amortized over the term of the loan using the effective interest method. As of September 30, 2018, the Company had outstanding borrowings under the Credit Facility of $14.7 million, net of discounts of $0.3 million. Future minimum principal payments, which exclude the end of term charge, related to the Credit Facility as of September 30, 2018 are as follows (in thousands): Amounts Year ending December 31: Remaining of fiscal year 2018 $ — 2019 — 2020 4,785 2021 10,215 Total minimum payments 15,000 Less: amount representing debt discount (273 ) Present value of remaining debt payments 14,727 Less: current portion — Noncurrent portion $ 14,727 |
Related-Party Transactions
Related-Party Transactions | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 7. Related-Party Transactions Bio-Techne Bio-Techne Bio-Techne ten-year Bio-Techne |
Collaboration and License Agree
Collaboration and License Agreements | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaboration and License Agreements | 8. Collaboration and License Agreements Avacopan Agreements In May 2016, the Company entered into an exclusive collaboration and license agreement with Vifor pursuant to which the Company granted Vifor exclusive rights to commercialize avacopan in Europe and certain other markets (the Avacopan Agreement). Avacopan is the Company’s lead drug candidate for the treatment of patients with anti-neutrophil cytoplasmic auto-antibody associated vasculitis (AAV) and other rare diseases. The Avacopan Agreement also provided Vifor with an exclusive option to negotiate during 2016 a worldwide license agreement for one of the Company’s other drug candidates, CCX140, an orally-administered inhibitor of the chemokine receptor known as CCR2. In connection with the Avacopan Agreement, the Company received a non-refundable upfront payment of $85.0 million, comprising $60.0 million in cash and $25.0 million in the form of an equity investment to purchase 3,333,333 shares of the Company’s common stock at a price of $7.50 per share. In February 2017, Vifor and the Company expanded the Vifor territories under the Avacopan Agreement to include all markets outside the United States and China (the Avacopan Amendment). In connection with this February 2017 arrangement, the Company received a $20.0 million upfront payment for the expanded rights. In June 2018, Vifor and the Company further expanded the Vifor territories under the Avacopan Agreement to provide Vifor with exclusive commercialization rights in China (the Avacopan Letter Agreement). The Company retains control of ongoing and future development of avacopan (other than country-specific development in the licensed territories) and all commercialization rights to avacopan in the United States. In consideration for this June 2018 arrangement, the Company received a $5.0 million payment for the expanded rights. Upon achievement of certain regulatory and commercial milestones with avacopan, the Company will receive additional payments of up to $460.0 million under the Avacopan Agreement. In addition, the Company will receive royalties, with rates ranging from the low teens to the mid-twenties, on future potential net sales of avacopan by Vifor in the licensed territories. In December 2017, the Company achieved a $50.0 million regulatory milestone when the European Medicines Agency (EMA) validated the Company’s Conditional marketing authorisation (CMA) application for avacopan for the treatment of AAV. The Company identified the following material promises under the Avacopan Agreement, the Avacopan Amendment, and the Avacopan Letter Amendment: (1) the license related to avacopan; (2) the development and regulatory services for the submission of the marketing authorisation application (MAA); and (3) an exclusive option to negotiate a worldwide license agreement for CCX140, which expired in 2016. The Company considered that the license has standalone functionality and is capable of being distinct. However, the Company determined that the license is not distinct from the development and regulatory services within the context of the agreement because Vifor is dependent on the Company to execute the development and regulatory activities in order for Vifor to benefit from the license. As such, the license is combined with the development and regulatory services into a single performance obligation. The exclusive option related to CCX140 is a separate performance obligation and the Company determined that its transaction price is not material. As such, the transaction price under this arrangement will be allocated to the license and the development and regulatory services. As of September 30, 2018, the transaction price of $153.0 million consists of the following: • $78.0 million upfront payment under the May 2016 Avacopan Agreement. Of the total $85.0 million upfront payment received under the May 2016 Avacopan Agreement, $7.0 million was allocated to the issuance of 3,333,333 shares of the Company’s common stock valued at $2.10 per share, the closing stock price on the effective date of the agreement, May 9, 2016. The remaining $78.0 million was allocated to the transaction price under this arrangement; • $20.0 million upfront payment under the February 2017 Avacopan Amendment; • $50.0 million regulatory milestone payment achieved upon the validation of the Company’s CMA application by the EMA, for avacopan for the treatment of AAV in December 2017; and • $5.0 million payment under the Avacopan Letter Agreement. The Company will re-evaluate the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur. The Company determined that the combined performance obligation will be performed over the duration of the contract, which began on the effective date of May 9, 2016 and ends upon completion of development and regulatory services. The Company will use a cost-based input method to measure proportional performance and to calculate the corresponding amount of revenue to recognize. The Company believes this is the best measure of progress because other measures do not reflect how the Company transfers its performance obligation to Vifor. In applying the cost-based input method of revenue recognition, the Company measures actual costs incurred relative to budgeted costs to fulfill the combined performance obligation. These costs consist primarily of third-party contract costs. Revenue will be recognized based on actual costs incurred as a percentage of total budgeted costs as the Company completes its performance obligations. For the three and nine months ended September 30, 2018, the Company recognized $7.6 million and $28.8 million of collaboration and license revenue under the Avacopan Agreement, the Avacopan Amendment, and the Avacopan Letter Agreement, respectively. Prior to the adoption of ASC 606 on January 1, 2018, the Company accounted for its performance obligations under the Avacopan Agreement and Avacopan Amendment as one combined unit of accounting with the upfront fees being recognized over the estimated period of performance. See “Note 10. Collaboration and License Agreements – Avacopan Agreements” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017, filed with the SEC on March 12, 2018, for further discussion. For the three and nine months ended September 30, 2017, the Company recognized $6.2 million and $18.2 million of collaboration and license revenue under the Avacopan Agreement and Avacopan Amendment under ASC 605, respectively. CCX140 Agreement In December 2016, the Company entered into a second collaboration and license agreement with Vifor pursuant to which the Company granted Vifor exclusive rights to commercialize CCX140 (the CCX140 Agreement) in markets outside the United States and China. CCX140 is an orally-administered inhibitor of the chemokine receptor known as CCR2. The Company retains marketing rights in the United States and China, while Vifor has commercialization rights in the rest of the world. Pursuant to the CCX140 Agreement, the Company is responsible for the clinical development of CCX140 in rare renal diseases and is reimbursed for Vifor’s equal share of such development cost. Vifor retains an option to solely develop and commercialize CCX140 in more prevalent forms of chronic kidney disease (CKD). Should Vifor later exercise the CKD option, the Company would receive co-promotion rights for CKD in the United States. Under the terms of the CCX140 Agreement, the Company received a non-refundable upfront payment of $50.0 million in 2017. In June 2018, the Company and Vifor entered into a letter agreement to expand Vifor’s rights to include the right to exclusively commercialize CCX140 in China (the CCX140 Letter Agreement). In connection with the CCX140 Letter Agreement, the Company received a payment of $5.0 million. The Company and Vifor also entered into an amendment to the CCX140 Agreement (the CCX140 Amendment) to clarify the timing of certain payments with respect to development funding of the CCX140 program by Vifor, and the Company received a non-refundable payment of $11.5 million. The Company retains control of ongoing and future development of CCX140 (other than country-specific development in the licensed territories), and all commercialization rights to CCX140 in the United States. Upon achievement of certain regulatory and commercial milestones with CCX140, the Company will receive additional payments of up to $625.0 million under the CCX140 Agreement. In addition, the Company will receive tiered royalties, with rates ranging from ten to the mid-twenties, on net sales of CCX140 in the licensed territories. The Company identified the following material promises under the CCX140 Agreement, the CCX140 Amendment, and CCX140 Letter Agreement: (1) the license related to CCX140; and (2) the development and regulatory services for the submission of the MAA. The Company considered that the license has standalone functionality and is capable of being distinct. However, the Company determined that the license is not distinct from the development and regulatory services within the context of the agreement because Vifor is dependent on the Company to execute the development and regulatory activities in order for Vifor to benefit from the license. As such, the license is combined with the development and regulatory services into a single performance obligation. As of September 30, 2018, the transaction price of $113.5 million consists of the following: • $50.0 million upfront payment under the CCX140 Agreement; • $58.5 million of CCX140 development funding by Vifor; and • $5.0 million upfront payment under the CCX140 Letter Agreement. The Company will re-evaluate the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur. The Company determined that the combined performance obligation will be performed over the duration of the contract, which began on the effective date of December 22, 2016 and ends upon completion of development and regulatory services. The Company will use a cost-based input method to measure proportional performance and to calculate the corresponding amount of revenue to recognize. The Company believes this is the best measure of progress because other measures do not reflect how the Company transfers its performance obligation to Vifor. In applying the cost-based input method of revenue recognition, the Company measures actual costs incurred relative to budgeted costs to fulfill the combined performance obligation. These costs consist primarily of third-party contract costs. Revenue will be recognized based on actual costs incurred as a percentage of total budgeted costs as the Company completes its performance obligations. For the three and nine months ended September 30, 2018, the Company recognized $1.5 million and $4.8 million of collaboration and license revenue under the CCX140 Agreement, the CCX140 Amendment, and the CCX140 Letter Agreement, respectively. Prior to the adoption of ASC 606 on January 2, 2018, the Company accounted for its performance obligations under the CCX140 Agreement as one combined unit of accounting with the upfront fee of $50.0 million being recognized over the estimated period of performance. See “Note 10. Collaboration and License Agreements – CCX140 Agreement” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017, filed with the SEC on March 12, 2018, for further discussion. For the three and nine months ended September 30, 2017, the Company recognized $2.8 million and $8.0 million of collaboration and license revenue under the CCX140 Agreement under ASC 605, respectively. The following table presents the contract assets and liabilities for all of the Company’s revenue contracts as of the following dates (in thousands): September 30, December 31, 2018 2017 Contract asset: Accounts receivable $ 336 $ 51,090 Contract liability: Deferred revenue (1) (141,834 ) (95,159 ) (1) Upon adoption of ASC 606 under the modified retrospective transition method, the Company recognized the cumulative effect of initially applying the new revenue standard of $47.3 million as an adjustment to the opening balance of accumulated deficit and an increase in deferred revenue. See “Note 2. Summary of Significant Accounting Policies – Revenue Recognition” for a detailed discussion. During the three and nine months ended September 30, 2018, the Company recognized the following revenue as a result of changes in the contract asset and the contract liability balances (in thousands): Three Months Ended Nine Months Ended Revenue recognized in the period from: Amount included in contract liability at the beginning of the period $ 8,719 $ 30,960 Performance obligations satisfied (or partially satisfied) in previous periods $ (2,604 ) $ (2,867 ) |
Equity Incentive Plans
Equity Incentive Plans | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plans | 9. Equity Incentive Plans Stock Options During the nine months ended September 30, 2018, the Company had the following activities under its equity incentive plans: Available for Shares Weighted Average Exercise Weighted Average Aggregate Intrinsic Value Balance at December 31, 2017 2,028,880 10,203,571 $ 7.68 Shares authorized 1,940,000 — Granted (1) (2,420,772 ) 2,191,912 9.92 Exercised (2) 79,585 (1,439,754 ) 6.23 Forfeited and expired 162,686 (162,686 ) 7.77 Outstanding at September 30, 2018 1,790,379 10,793,043 $ 8.32 6.50 $ 49,384,541 Vested and expected to vest, net of estimated forfeiture at September 30, 2018 10,504,655 $ 8.32 6.43 $ 48,192,358 Exercisable at September 30, 2018 6,824,579 $ 8.47 5.13 $ 31,173,388 (1) The difference between shares granted in the number of shares available for grant and outstanding options represents the RSUs and RSAs granted for the period. (2) Shares presented as available for grant represents shares repurchased for tax withholding upon vesting of RSUs. Restricted Stock During the nine months ended September 30, 2018, the activity for restricted stock is summarized as follows: Shares Weighted Average Fair Value Balance at December 31, 2017 508,444 $ 5.79 Granted 228,860 11.32 Vested (225,904 ) 5.78 Canceled — — Unvested at September 30, 2018 511,400 $ 8.26 Stock-based Compensation Total stock-based compensation expense was $2.8 million and $8.0 million during the three and nine months ended September 30, 2018, respectively, and $1.9 million and $6.8 million during the same periods ended September 30, 2017. As of September 30, 2018, $16.0 million, $2.5 million, and $31,000 of total unrecognized compensation expenses associated with outstanding employee stock options, unvested restricted stock, and the ESPP, net of estimated forfeitures, were expected to be recognized over a weighted-average period of 2.59, 1.33, and 0.12 years, respectively. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from these estimates. |
Concentration of Credit Risk | Concentration of Credit Risk The Company invests in a variety of financial instruments and, by its policy, limits the amount of credit exposure with any one issuer, industry or geographic area. Accounts receivable are typically unsecured and are concentrated in the pharmaceutical industry and government sector. Accordingly, the Company may be exposed to credit risk generally associated with pharmaceutical companies and government funded entities. The Company has not historically experienced any significant losses due to concentration of credit risk. Accounts receivable consists of the following (in thousands): September 30, December 31, Vifor (1) $ 336 $ 51,090 (1) As of December 31, 2017, accounts receivable excluded the $10.0 million cash commitment received from Vifor (International) Ltd. and/or its affiliates (collectively, Vifor) in February 2018 in connection with the agreement that harmonized the geographic commercialization rights underlying the agreements for both avacopan and CCX140 drug candidates, which we refer to as the Avacopan Amendment. See “Note 8. Collaboration and License Agreements” for a detailed discussion. |
Net Loss Per Share | Net Loss Per Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. Diluted net loss per share is computed by dividing net loss attributable to common stockholders by the sum of the weighted-average number of common shares outstanding and dilutive common stock equivalent shares outstanding for the period. The Company’s potentially dilutive common stock equivalent shares, which include incremental common shares issuable upon (i) the exercise of outstanding stock options and warrants, (ii) vesting of restricted stock units (RSUs) and restricted stock awards (RSAs), and (iii) the purchase from contributions to the 2012 Employee Stock Purchase Plan (the ESPP), (calculated based on the treasury stock method), are only included in the calculation of diluted net loss per share when their effect is dilutive. For the nine months ended September 30, 2018 and 2017, the following potentially dilutive securities were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Nine Months Ended 2018 2017 Options to purchase common stock, including purchases from contributions to ESPP 10,816,005 10,131,143 Restricted stock units 473,687 456,346 Restricted stock awards 37,713 95,866 Warrants to purchase common stock 150,000 150,000 11,477,405 10,833,355 |
Comprehensive Loss | Comprehensive Loss Comprehensive loss comprises net loss and other comprehensive income (loss). For the periods presented other comprehensive income (loss) consists of unrealized gains and losses on the Company’s available-for-sale securities. For the three and nine months ended September 30, 2018 and 2017, there were no sales of investments, and therefore there were no reclassifications. |
Revenue Recognition | Revenue Recognition Effective January 1, 2018, the Company adopted Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers The Company enters into corporate collaborations under which it may obtain upfront license fees, research and development funding and development and regulatory and commercial milestone payments and royalty payments. The Company’s performance obligations under these arrangements may include licenses of intellectual property, distribution rights, research and development services, delivery of manufactured product, and/or participation on joint steering committees. Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from upfront license fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgement to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of proportional performance each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments: At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company expects to use the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company’s or the licensee’s control, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Commercial milestones and royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and in which the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue when the related sales occur. To date, the Company has not recognized any royalty revenue resulting from its collaboration arrangements. Up-front payments and fees are recorded as deferred revenue upon receipt or when due, and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. Upon adoption of ASC 606 under the modified retrospective transition method, the Company recognized the cumulative effect of initially applying the new revenue standard of $47.3 million as an adjustment to the opening balance of accumulated deficit and an increase in deferred revenue. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. Before the adoption of ASC 606, the Company recognized upfront fees straight-line under ASC 605 over the estimated performance period and recognized milestones when earned under the milestone method of accounting. See “Note 2. Summary of Significant Accounting Policies – Revenue Recognition” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017, filed with the SEC on March 12, 2018 for a detailed discussion. The impact of adoption on the Company’s consolidated statement of operations and balance sheet was as follows (in thousands): For the Three Months Ended September 30, 2018 As Reported Balances Without Effect of Statement of Operations Collaboration and license revenue $ 8,975 $ 4,727 $ 4,248 Loss from operations (11,533 ) (15,781 ) 4,248 Net loss (10,890 ) (15,138 ) 4,248 For the Nine Months Ended September 30, 2018 As Reported Balances Without Effect Statement of Operations Collaboration and license revenue $ 33,543 $ 23,849 $ 9,694 Loss from operations (28,874 ) (38,568 ) 9,694 Net loss (27,181 ) (36,875 ) 9,694 September 30, 2018 As Balances Without Effect of Balance Sheet Reported Adoption of ASC606 Change Liabilities: Deferred revenue $ 49,025 $ 19,382 $ 29,643 Noncurrent deferred revenue 92,809 84,815 7,994 Stockholders’ equity: Accumulated deficit (363,712 ) (326,075 ) (37,637 ) |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2018, the Financial Accounting Standard Board issued Accounting Standards Update No. 2018-07, Compensation – Stock Compensation (Topic 718). The new standard simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. The new standard will be effective for the Company on January 1, 2019. The Company is currently evaluating the impact of the adoption of this standard on its financial statements and does not expect the adoption of this accounting guidance to have a material impact on the consolidated financial statements. On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was enacted into law. Accounting Standards Codification (ASC) 740, Income Taxes, requires companies to recognize the effect of the tax law changes in the period of enactment. Shortly after the enactment of the Act, the SEC staff issued Staff Accounting Bulletin No. 118 (SAB 118) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Act. The Company has adjusted its deferred tax assets and liabilities based on the reduction of the U.S. federal corporate tax rate from 34% to 21% and assessed the realizability of its deferred tax assets based on its current understanding of the provisions of the new law. The Company considers its accounting for the impacts of the new law to be provisional and the Company will continue to assess the impact of the recently enacted tax law (and expected further guidance from federal and state tax authorities as well as further guidance for the associated income tax accounting) on its business and consolidated financial statements for the remainder of 2018. No adjustments were made to the provisional estimate during the three and nine months ended September 30, 2018. In February 2016, the Financial Accounting Standard Board issued Accounting Standards Update No. 2016-02, Leases (Topic 842). The new standard requires that all lessees recognize the assets and liabilities that arise from leases on the balance sheet and disclose qualitative and quantitative information about their leasing arrangements. The new standard will be effective for the Company on January 1, 2019. The Company is currently evaluating the impact of the adoption of this standard on its financial statements. However, the Company expects the adoption of this accounting guidance to result in an increase in lease assets and a corresponding increase in lease liabilities on its balance sheets. The Company has reviewed other recent accounting pronouncements and concluded they are either not applicable to the business or that no material effect is expected on the consolidated financial statements as a result of future adoption. In August 2018, the SEC adopted amendments to certain disclosure requirements in Securities Act Release No. 33-10532, Disclosure Update and Simplification. These amendments eliminate, modify, or integrate into other SEC requirements certain disclosure rules. Among the amendments is the requirement to present an analysis of changes in stockholders’ equity in the interim financial statements included in quarterly reports on Form 10-Q. The analysis, which can be presented as a footnote or separate statement, is required for the current and comparative quarter and year-to-date interim periods. The amendments are effective for the Company in its interim financial statements for the quarter ended March 31, 2019. The Company does not anticipate that the adoption of these SEC amendments will have a material effect to the Company’s financial position, results of operations, cash flows or stockholders’ equity. |
Fair Value of Financial Assets and Liabilities | The Company determines the fair value of financial assets and liabilities using three levels of inputs as follows: Level 1—Inputs which include quoted prices in active markets for identical assets and liabilities. Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Accounts Receivable | Accounts receivable consists of the following (in thousands): September 30, December 31, Vifor (1) $ 336 $ 51,090 (1) As of December 31, 2017, accounts receivable excluded the $10.0 million cash commitment received from Vifor (International) Ltd. and/or its affiliates (collectively, Vifor) in February 2018 in connection with the agreement that harmonized the geographic commercialization rights underlying the agreements for both avacopan and CCX140 drug candidates, which we refer to as the Avacopan Amendment. See “Note 8. Collaboration and License Agreements” for a detailed discussion. |
Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss per Share Due to Anti-Dilutive Effect | For the nine months ended September 30, 2018 and 2017, the following potentially dilutive securities were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Nine Months Ended 2018 2017 Options to purchase common stock, including purchases from contributions to ESPP 10,816,005 10,131,143 Restricted stock units 473,687 456,346 Restricted stock awards 37,713 95,866 Warrants to purchase common stock 150,000 150,000 11,477,405 10,833,355 |
Schedule of Impact of Adoption on Consolidated Statement of Operations and Balance Sheet | The impact of adoption on the Company’s consolidated statement of operations and balance sheet was as follows (in thousands): For the Three Months Ended September 30, 2018 As Reported Balances Without Effect of Statement of Operations Collaboration and license revenue $ 8,975 $ 4,727 $ 4,248 Loss from operations (11,533 ) (15,781 ) 4,248 Net loss (10,890 ) (15,138 ) 4,248 For the Nine Months Ended September 30, 2018 As Reported Balances Without Effect Statement of Operations Collaboration and license revenue $ 33,543 $ 23,849 $ 9,694 Loss from operations (28,874 ) (38,568 ) 9,694 Net loss (27,181 ) (36,875 ) 9,694 September 30, 2018 As Reported Balances Without Adoption of ASC606 Effect of Change Balance Sheet Liabilities: Deferred revenue $ 49,025 $ 19,382 $ 29,643 Noncurrent deferred revenue 92,809 84,815 7,994 Stockholders’ equity: Accumulated deficit (363,712 ) (326,075 ) (37,637 ) |
Cash Equivalents and Investme_2
Cash Equivalents and Investments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Amortized Cost and Fair Value of Cash Equivalents and Investments | The amortized cost and fair value of cash equivalents and investments at September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, 2018 Amortized Gross Unrealized Fair Cost Gains Losses Value Money market fund $ 21,152 $ — $ — $ 21,152 U.S. treasury securities 22,919 — (31 ) 22,888 Commercial paper 39,690 — — 39,690 Asset-backed securities 29,037 — (8 ) 29,029 Corporate debt securities 70,399 — (150 ) 70,249 Total available-for-sale securities $ 183,197 $ — $ (189 ) $ 183,008 Classified as: Cash equivalents $ 21,126 Short-term investments 149,004 Long-term investments 12,878 Total available-for-sale securities $ 183,008 December 31, 2017 Amortized Gross Unrealized Fair Cost Gains Losses Value Money market fund $ 29,848 $ — $ — $ 29,848 U.S. treasury securities 29,005 — (52 ) 28,953 Commercial paper 46,184 — — 46,184 Corporate debt securities 27,095 — (67 ) 27,028 Total available-for-sale securities $ 132,132 $ — $ (119 ) $ 132,013 Classified as: Cash equivalents $ 36,813 Short-term investments 87,271 Long-term investments 7,929 Total available-for-sale securities $ 132,013 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements of Company's Financial Assets | The Company’s financial assets subject to fair value measurements on a recurring basis and the level of inputs used in such measurements were as follows as of September 30, 2018 and December 31, 2017 (in thousands): September 30, 2018 Description Level 1 Level 2 Level 3 Total Money market fund $ 21,152 $ — $ — $ 21,152 U.S. treasury securities — 22,888 — 22,888 Commercial paper — 39,690 — 39,690 Asset-backed securities — 29,029 — 29,029 Corporate debt securities — 70,249 — 70,249 Total assets $ 21,152 $ 161,856 $ — $ 183,008 December 31, 2017 Description Level 1 Level 2 Level 3 Total Money market fund $ 29,848 $ — $ — $ 29,848 U.S. treasury securities — 28,953 — 28,953 Commercial paper — 46,184 — 46,184 Corporate debt securities — 27,028 — 27,028 Total assets $ 29,848 $ 102,165 $ — $ 132,013 |
Summary of Carrying Amount And Estimated Fair Value of Financial Instruments | The carrying amount and estimated fair value of financial instruments not recorded at fair value at September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, December 31, 2018 2017 Carrying Estimated Carrying Estimated Long-term debt, net (1) $ 14,727 $ 14,867 $ 4,676 $ 4,812 (1) Carrying amounts of long-term debt were net of unamortized debt discounts of $273,000 and $324,000 as of September 30, 2018 and December 31, 2017, respectively. |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued liabilities consist of the following (in thousands): September 30, December 31, Research and development related $ 7,590 $ 4,962 Compensation related 2,419 2,345 Consulting and professional services 1,086 1,012 Other 632 256 $ 11,727 $ 8,575 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Future Minimum Principal Payments Related to the Credit Facility | Future minimum principal payments, which exclude the end of term charge, related to the Credit Facility as of September 30, 2018 are as follows (in thousands): Amounts Year ending December 31: Remaining of fiscal year 2018 $ — 2019 — 2020 4,785 2021 10,215 Total minimum payments 15,000 Less: amount representing debt discount (273 ) Present value of remaining debt payments 14,727 Less: current portion — Noncurrent portion $ 14,727 |
Collaboration and License Agr_2
Collaboration and License Agreements (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Contract Assets and Liabilities and Changes in Contract Balances | The following table presents the contract assets and liabilities for all of the Company’s revenue contracts as of the following dates (in thousands): September 30, December 31, 2018 2017 Contract asset: Accounts receivable $ 336 $ 51,090 Contract liability: Deferred revenue (1) (141,834 ) (95,159 ) (1) Upon adoption of ASC 606 under the modified retrospective transition method, the Company recognized the cumulative effect of initially applying the new revenue standard of $47.3 million as an adjustment to the opening balance of accumulated deficit and an increase in deferred revenue. See “Note 2. Summary of Significant Accounting Policies – Revenue Recognition” for a detailed discussion. During the three and nine months ended September 30, 2018, the Company recognized the following revenue as a result of changes in the contract asset and the contract liability balances (in thousands): Three Months Ended Nine Months Ended Revenue recognized in the period from: Amount included in contract liability at the beginning of the period $ 8,719 $ 30,960 Performance obligations satisfied (or partially satisfied) in previous periods $ (2,604 ) $ (2,867 ) |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Activities under Its Equity Incentive Plans | During the nine months ended September 30, 2018, the Company had the following activities under its equity incentive plans: Available for Shares Weighted Average Exercise Weighted Average Aggregate Intrinsic Value Balance at December 31, 2017 2,028,880 10,203,571 $ 7.68 Shares authorized 1,940,000 — Granted (1) (2,420,772 ) 2,191,912 9.92 Exercised (2) 79,585 (1,439,754 ) 6.23 Forfeited and expired 162,686 (162,686 ) 7.77 Outstanding at September 30, 2018 1,790,379 10,793,043 $ 8.32 6.50 $ 49,384,541 Vested and expected to vest, net of estimated forfeiture at September 30, 2018 10,504,655 $ 8.32 6.43 $ 48,192,358 Exercisable at September 30, 2018 6,824,579 $ 8.47 5.13 $ 31,173,388 (1) The difference between shares granted in the number of shares available for grant and outstanding options represents the RSUs and RSAs granted for the period. (2) Shares presented as available for grant represents shares repurchased for tax withholding upon vesting of RSUs. |
Restricted Stock Activity | During the nine months ended September 30, 2018, the activity for restricted stock is summarized as follows: Shares Weighted Average Fair Value Balance at December 31, 2017 508,444 $ 5.79 Granted 228,860 11.32 Vested (225,904 ) 5.78 Canceled — — Unvested at September 30, 2018 511,400 $ 8.26 |
Description of Business - Addit
Description of Business - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2018Segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segment | 1 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary of Accounts Receivable (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 336 | $ 51,090 |
Vifor [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 336 | $ 51,090 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Accounts Receivable (Parenthetical) (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Vifor [Member] | Avacopan and CCX140 Agreement [Member] | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Cash commitment | $ 10 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss per Share Due to Anti-Dilutive Effect (Detail) - shares | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 11,477,405 | 10,833,355 |
Options to Purchase Common Stock, Including Purchases from Contributions to ESPP [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 10,816,005 | 10,131,143 |
Unvested Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 473,687 | 456,346 |
Restricted Stock Awards [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 37,713 | 95,866 |
Warrants to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 150,000 | 150,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Significant Accounting Policies [Line Items] | |||||
Collaboration and license revenue | $ 8,975,000 | $ 9,029,000 | $ 33,543,000 | $ 26,196,000 | |
U.S. federal corporate tax rate | 21.00% | 34.00% | |||
Royalty [Member] | Avacopan and CCX140 Agreement [Member] | |||||
Significant Accounting Policies [Line Items] | |||||
Collaboration and license revenue | $ 0 | $ 0 | |||
Accounting Standards Update 2014-09 [Member] | Accumulated Deficit [Member] | |||||
Significant Accounting Policies [Line Items] | |||||
Cumulative effect of adoption to opening balance of accumulated deficit | $ 47,300,000 | $ 47,300,000 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Impact of Adoption on Consolidated Statement of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Collaboration and license revenue | $ 8,975 | $ 9,029 | $ 33,543 | $ 26,196 |
Loss from operations | (11,533) | (6,910) | (28,874) | (22,799) |
Net loss | (10,890) | (6,560) | (27,181) | (21,796) |
Collaboration and License Revenue [Member] | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Collaboration and license revenue | 8,975 | $ 9,029 | 33,543 | $ 26,196 |
Accounting Standards Update 2014-09 [Member] | Balance without adoption of ASC606 [Member] | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Loss from operations | (15,781) | (38,568) | ||
Net loss | (15,138) | (36,875) | ||
Accounting Standards Update 2014-09 [Member] | Balance without adoption of ASC606 [Member] | Collaboration and License Revenue [Member] | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Collaboration and license revenue | 4,727 | 23,849 | ||
Accounting Standards Update 2014-09 [Member] | Effect of change [Member] | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Loss from operations | 4,248 | 9,694 | ||
Net loss | 4,248 | 9,694 | ||
Accounting Standards Update 2014-09 [Member] | Effect of change [Member] | Collaboration and License Revenue [Member] | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Collaboration and license revenue | $ 4,248 | $ 9,694 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Schedule of Impact of Adoption on Consolidated Statement of Balance Sheet (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Liabilities: | ||
Deferred revenue | $ 49,025 | $ 22,962 |
Noncurrent deferred revenue | 92,809 | 72,197 |
Stockholders' equity: | ||
Accumulated deficit | (363,712) | $ (289,200) |
Accounting Standards Update 2014-09 [Member] | Balance without adoption of ASC606 [Member] | ||
Liabilities: | ||
Deferred revenue | 19,382 | |
Noncurrent deferred revenue | 84,815 | |
Stockholders' equity: | ||
Accumulated deficit | (326,075) | |
Accounting Standards Update 2014-09 [Member] | Effect of change [Member] | ||
Liabilities: | ||
Deferred revenue | 29,643 | |
Noncurrent deferred revenue | 7,994 | |
Stockholders' equity: | ||
Accumulated deficit | $ (37,637) |
Cash Equivalents and Investme_3
Cash Equivalents and Investments - Amortized Cost and Fair Value of Cash Equivalents and Investments (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 183,197 | $ 132,132 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (189) | (119) |
Available-for-sale Securities | 183,008 | 132,013 |
Money Market Fund [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 21,152 | 29,848 |
Gross Unrealized Gains | 0 | 0 |
Available-for-sale Securities | 21,152 | 29,848 |
U.S. Treasury Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 22,919 | 29,005 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (31) | (52) |
Available-for-sale Securities | 22,888 | 28,953 |
Commercial Paper [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 39,690 | 46,184 |
Gross Unrealized Gains | 0 | 0 |
Available-for-sale Securities | 39,690 | 46,184 |
Asset-backed Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 29,037 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (8) | |
Available-for-sale Securities | 29,029 | |
Corporate Debt Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 70,399 | 27,095 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (150) | (67) |
Available-for-sale Securities | $ 70,249 | $ 27,028 |
Cash Equivalents and Investme_4
Cash Equivalents and Investments - Amortized Cost and Fair Value of Cash Equivalents and Investments 2 (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Cash and Cash Equivalents [Abstract] | ||
Cash equivalents | $ 21,126 | $ 36,813 |
Short-term investments | 149,004 | 87,271 |
Long-term investments | 12,878 | 7,929 |
Total available-for-sale securities | $ 183,008 | $ 132,013 |
Cash Equivalents and Investme_5
Cash Equivalents and Investments - Additional Information (Detail) | 9 Months Ended | |
Sep. 30, 2018USD ($)Investment | Dec. 31, 2017USD ($) | |
Cash and Cash Equivalents [Abstract] | ||
Maturity period available-for-sale securities | Less than two years | |
Significant realized gains or losses on available-for-sale securities | $ 0 | |
Cash | $ 3,000,000 | $ 3,200,000 |
Number of available-for-sale securities in a continuous unrealized loss position for more than 12 months | Investment | 0 | |
Other-than-temporary impairment charges on available-for-sale securities | $ 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Measurements of Company's Financial Assets (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 183,008 | $ 132,013 |
Money Market Fund [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 21,152 | 29,848 |
U.S. Treasury Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 22,888 | 28,953 |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 39,690 | 46,184 |
Asset-backed Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 29,029 | |
Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 70,249 | 27,028 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 21,152 | 29,848 |
Level 1 [Member] | Money Market Fund [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 21,152 | 29,848 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 161,856 | 102,165 |
Level 2 [Member] | U.S. Treasury Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 22,888 | 28,953 |
Level 2 [Member] | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 39,690 | 46,184 |
Level 2 [Member] | Asset-backed Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 29,029 | |
Level 2 [Member] | Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 70,249 | $ 27,028 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | Sep. 30, 2018USD ($) |
Fair Value Disclosures [Abstract] | |
Transfers from Level 1 to Level 2 financial assets | $ 0 |
Transfers from Level 2 to Level 1 financial assets | $ 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Carrying Amount and Estimated Fair Value of Financial Instruments (Detail) - Term Loan [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Amount | $ 14,727 | $ 4,676 |
Estimated Fair Value | $ 14,867 | $ 4,812 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Carrying Amount and Estimated Fair Value of Financial Instruments (Parenthetical) (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Term Loan [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Unamortized debt discounts | $ 273 | $ 324 |
Accrued Liabilities - Accrued L
Accrued Liabilities - Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Research and development related | $ 7,590 | $ 4,962 |
Compensation related | 2,419 | 2,345 |
Consulting and professional services | 1,086 | 1,012 |
Other | 632 | 256 |
Accrued liabilities | $ 11,727 | $ 8,575 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Detail) - Term Loan [Member] | Dec. 28, 2017USD ($)Tranches | Sep. 30, 2018USD ($) | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | ||
Number of tranches | Tranches | 3 | ||
Line of credit facility, interest rate | 8.05% | ||
Line of credit facility, interest rate description | Advances under the Credit Facility will bear an interest rate equal to the greater of (i) 8.05% plus the prime rate as reported from time to time in The Wall Street Journal minus 4.75%, and (ii) 8.05%. For advances under the first tranche, the Company will make interest-only payments through July 1, 2020, and will then repay the principal balance and interest on the advances in equal monthly installments after the interest-only period and continuing through December 1, 2021. For advances made under the second and third tranches, the Company will make interest-only payments for the first 30 months, and will then repay the principal balance and interest on the advances in equal monthly installments after the interest-only period with each advance repaid 48 months after it is drawn. | ||
Line of credit facility, interest rate and principal repayment period | 48 months | ||
Line of credit facility, prepayment description | The Company may prepay advances under the Credit Facility, in whole or in part, at any time, subject to a prepayment charge equal to: (a) 2.0% of amounts so prepaid, if such prepayment occurs during the first year following the Closing Date; (b) 1.5% of the amount so prepaid, if such prepayment occurs during the second year following the Closing Date; and (c) 1.0% of the amount so prepaid, if such prepayment occurs after the second year following the Closing Date. The Credit Facility is secured by substantially all of the Company’s assets, excluding intellectual property. | ||
Loan commitment charge, percentage | 1.00% | ||
Borrowings outstanding | $ 14,727,000 | $ 4,676,000 | |
Discount on borrowings | 273,000 | $ 324,000 | |
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Aggregate proceeds to be received from equity offering | $ 20,000,000 | ||
Loan commitment charge | 162,500 | ||
Hercules Capital, Inc. [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Right to participate in equity offering | $ 2,000,000 | ||
First Year [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, prepayment interest rate | 2.00% | ||
Second Year [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, prepayment interest rate | 1.50% | ||
After Second Year [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, prepayment interest rate | 1.00% | ||
Tranche One [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, advance amount | 15,000,000 | ||
Line of credit facility, interest rate | 8.05% | ||
Line of credit facility, interest rate payment extension period | 30 months | ||
End of term charge for loan | the end of term charge is $0.9 million. | ||
End of term charge amount for loan | $ 900,000 | ||
Tranche Two [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, current borrowing capacity | 10,000,000 | ||
Line of credit facility, interest rate payment extension period | 30 months | ||
Tranche Three [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, current borrowing capacity | $ 25,000,000 | ||
Line of credit facility, interest rate payment extension period | 30 months | ||
Tranche Two and Three [Member] | |||
Debt Instrument [Line Items] | |||
End of term charge for loan | the charge is 6.25% of the aggregate amount of the advances applicable to such tranche. | ||
End of term charge for loan, percentage | 6.25% |
Long-term Debt - Schedule of Fu
Long-term Debt - Schedule of Future Minimum Principal Payments Related to the Credit Facility (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Long-term debt, Non current portion | $ 14,727 | $ 4,676 |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Remaining of fiscal year 2018 | 0 | |
2,019 | 0 | |
2,020 | 4,785 | |
2,021 | 10,215 | |
Total minimum payments | 15,000 | |
Less: amount representing debt discount | (273) | (324) |
Long-term debt, net | 14,727 | $ 4,676 |
Less: current portion | 0 | |
Long-term debt, Non current portion | $ 14,727 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 | Feb. 29, 2012 |
Related Party Transaction [Line Items] | |||
Accounts payable balance | $ 576,000 | $ 1,400,000 | |
Bio-Techne Corporation [Member] | |||
Related Party Transaction [Line Items] | |||
Warrant contractual term | 10 years | ||
Purchase of warrant common stock | 150,000 | ||
Warrants to purchase common stock, exercise price | $ 20 | ||
Warrant common stock exercise price rate | 200.00% | ||
Accounts payable balance | $ 460 | $ 6,000 |
Collaboration and License Agr_3
Collaboration and License Agreements - Additional Information (Detail) - USD ($) | Jan. 01, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Feb. 28, 2017 | May 31, 2016 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Collaboration and license revenue | $ 8,975,000 | $ 9,029,000 | $ 33,543,000 | $ 26,196,000 | ||||||
Collaboration and License Revenue [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Collaboration and license revenue | 8,975,000 | 9,029,000 | 33,543,000 | 26,196,000 | ||||||
Balance without adoption of ASC606 [Member] | Accounting Standards Update 2014-09 [Member] | Collaboration and License Revenue [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Collaboration and license revenue | 4,727,000 | 23,849,000 | ||||||||
Avacopan Agreement [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Non refundable upfront payments received | $ 85,000,000 | 20,000,000 | ||||||||
Non refundable upfront payment received in cash | 60,000,000 | |||||||||
Non refundable upfront payment received in equity investment | $ 25,000,000 | |||||||||
Share price of common stock in equity investment | $ 7.50 | |||||||||
Non refundable upfront payment received in equity investment, shares | 3,333,333 | |||||||||
Revenue recognized upon achievement of regulatory milestone | $ 50,000,000 | |||||||||
Transaction price | 153,000,000 | 153,000,000 | ||||||||
Upfront payments received | $ 78,000,000 | |||||||||
Non refundable upfront payments allocated for issuance of common stock | $ 7,000,000 | |||||||||
Issuance of common stock, per share value | $ 2.10 | |||||||||
Collaboration and license revenue | 7,600,000 | 28,800,000 | ||||||||
Avacopan Agreement [Member] | Balance without adoption of ASC606 [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Collaboration and license revenue | 6,200,000 | 18,200,000 | ||||||||
CCX140 Agreement [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Transaction price | 113,500,000 | 113,500,000 | ||||||||
Upfront payments received | $ 50,000,000 | |||||||||
Collaboration and license revenue | $ 1,500,000 | 4,800,000 | ||||||||
Non refundable upfront commitment | $ 50,000,000 | |||||||||
CCX140 Agreement [Member] | Balance without adoption of ASC606 [Member] | Accounting Standards Update 2014-09 [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Upfront payments received | $ 50,000,000 | |||||||||
CCX140 Agreement [Member] | Balance without adoption of ASC606 [Member] | Accounting Standards Update 2014-09 [Member] | Collaboration and License Revenue [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Collaboration and license revenue | $ 2,800,000 | $ 8,000,000 | ||||||||
CCX140 Agreement [Member] | Vifor [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Development funding | 58,500,000 | |||||||||
Avacopan Letter Agreement [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Payment for expanded rights | $ 5,000,000 | |||||||||
CCX140 Letter Agreement [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Payment for expanded rights | $ 5,000,000 | |||||||||
Avacopan Amendment [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Upfront cash commitment | $ 20,000,000 | |||||||||
CCX140 Amendment [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Non refundable upfront commitment | 11,500,000 | |||||||||
Maximum [Member] | Avacopan Agreement [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Potential milestone payments receivable | 460,000,000 | |||||||||
Maximum [Member] | CCX140 Agreement [Member] | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Potential milestone payments receivable | $ 625,000,000 |
Collaboration and License Agr_4
Collaboration and License Agreements - Schedule of Contract Assets and Liabilities and Changes in Contract Balances (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Accounts Receivable Net [Member] | ||
Contract asset: | ||
Contract asset | $ 336 | $ 51,090 |
Deferred Revenue [Member] | ||
Contract liability: | ||
Contract liability | $ (141,834) | $ (95,159) |
Collaboration and License Agr_5
Collaboration and License Agreements - Schedule of Contract Assets and Liabilities and Changes in Contract Balances (Parenthetical) (Detail) $ in Millions | Sep. 30, 2018USD ($) |
Accounting Standards Update 2014-09 [Member] | Accumulated Deficit [Member] | |
Contract with Customer, Asset and Liability [Line Items] | |
Cumulative effect of adoption to opening balance of accumulated deficit | $ 47.3 |
Collaboration and License Agr_6
Collaboration and License Agreements - Schedule of Contract Assets and Liabilities Changes (Detail) - Accounting Standards Update 2014-09 [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Contract with Customer, Asset and Liability [Line Items] | ||
Amount included in contract liability at the beginning of the period | $ 8,719 | $ 30,960 |
Performance obligations satisfied (or partially satisfied) in previous periods | $ (2,604) | $ (2,867) |
Equity Incentive Plans - Summar
Equity Incentive Plans - Summary of Activities under Its Equity Incentive Plans (Detail) | 9 Months Ended |
Sep. 30, 2018USD ($)$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Shares Available for Grant, Outstanding Beginning Balance | 2,028,880 |
Available for Grant, Shares authorized | 1,940,000 |
Shares Available for Grant, Granted | (2,420,772) |
Shares Available for Grant, Exercised | 79,585 |
Shares Available for Grant, Forfeited and expired | 162,686 |
Shares Available for Grant, Outstanding Ending Balance | 1,790,379 |
Shares, Options Outstanding, Beginning Balance | 10,203,571 |
Shares, Options Outstanding, authorized | 0 |
Shares, Options Outstanding, Granted | 2,191,912 |
Shares, Options Outstanding, Exercised | (1,439,754) |
Shares, Options Outstanding, Forfeited and expired | (162,686) |
Shares, Options Outstanding, Ending Balance | 10,793,043 |
Shares, Vested and expected to vest, net of estimated forfeiture at September 30, 2018 | 10,504,655 |
Shares, Exercisable at September 30, 2018 | 6,824,579 |
Weighted Average Exercise Price, Options Outstanding, Beginning Balance | $ / shares | $ 7.68 |
Weighted Average Exercise Price, Options Outstanding, Granted | $ / shares | 9.92 |
Weighted Average Exercise Price, Options Outstanding, Exercised | $ / shares | 6.23 |
Weighted Average Exercise Price, Options Outstanding, Forfeited and expired | $ / shares | 7.77 |
Weighted Average Exercise Price, Options Outstanding, Ending Balance | $ / shares | 8.32 |
Weighted Average Exercise Price, Vested and expected to vest, net of estimated forfeiture at September 30, 2018 | $ / shares | 8.32 |
Weighted Average Exercise Price, Exercisable at September 30, 2018 | $ / shares | $ 8.47 |
Options Outstanding, Weighted Average Remaining Contractual Term | 6 years 6 months |
Weighted Average Remaining Contractual Term, Vested and expected to vest, net of estimated forfeiture at September 30, 2018 | 6 years 5 months 5 days |
Weighted Average Remaining Contractual Term, Exercisable at September 30, 2018 | 5 years 1 month 16 days |
Aggregate Intrinsic Value, Outstanding, Ending Balance | $ | $ 49,384,541 |
Aggregate Intrinsic Value, Vested and expected to vest, net of estimated forfeiture at September 30, 2018 | $ | 48,192,358 |
Aggregate Intrinsic Value, Exercisable at September 30, 2018 | $ | $ 31,173,388 |
Equity Incentive Plans - Restri
Equity Incentive Plans - Restricted Stock Activity (Detail) - Restricted Stocks [Member] | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Unvested, Beginning Balance | shares | 508,444 |
Shares, Granted | shares | 228,860 |
Shares, Vested | shares | (225,904) |
Shares, Canceled | shares | 0 |
Shares, Unvested, Ending Balance | shares | 511,400 |
Weighted Average Grant-Date Fair Value, Unvested, Beginning Balance | $ / shares | $ 5.79 |
Weighted Average Grant-Date Fair Value, Granted | $ / shares | 11.32 |
Weighted Average Grant-Date Fair Value, Vested | $ / shares | 5.78 |
Weighted Average Grant-Date Fair Value, Canceled | $ / shares | 0 |
Weighted Average Grant-Date Fair Value, Unvested, Ending Balance | $ / shares | $ 8.26 |
Equity Incentive Plans - Stock
Equity Incentive Plans - Stock Options - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation | $ 2,800,000 | $ 1,900,000 | $ 8,000,000 | $ 6,800,000 |
ESPP [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expenses | 31,000 | $ 31,000 | ||
Total unrecognized compensation expenses, weighted-average period | 1 month 13 days | |||
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expenses | 16,000,000 | $ 16,000,000 | ||
Total unrecognized compensation expenses, weighted-average period | 2 years 7 months 2 days | |||
Unvested Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expenses | $ 2,500,000 | $ 2,500,000 | ||
Total unrecognized compensation expenses, weighted-average period | 1 year 3 months 29 days |