Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 02, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | RETA | |
Entity Registrant Name | Reata Pharmaceuticals, Inc. | |
Entity Central Index Key | 0001358762 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity File Number | 001-37785 | |
Entity Tax Identification Number | 11-3651945 | |
Entity Address, Address Line One | 5320 Legacy Drive | |
Entity Address, City or Town | Plano | |
Entity Address, State or Province | TX | |
Entity Address Postal Zip Code | 75024 | |
City Area Code | 972 | |
Local Phone Number | 865-2219 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Class A Common Stock, Par Value $0.001 Per Share | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Entity Incorporation, State or Country Code | DE | |
Common Stock A | ||
Document Information [Line Items] | ||
Entity Common Stock Shares Outstanding | 31,583,211 | |
Common Stock B | ||
Document Information [Line Items] | ||
Entity Common Stock Shares Outstanding | 4,913,348 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Assets | ||
Cash and cash equivalents | $ 147,154 | $ 590,258 |
Marketable debt securities | 334,317 | 0 |
Prepaid expenses and other current assets | 9,739 | 6,217 |
Total current assets | 491,210 | 596,475 |
Property and equipment, net | 11,033 | 11,604 |
Operating lease right-of-use-assets | 129,159 | 126,777 |
Other assets | 147 | 160 |
Total assets | 631,549 | 735,016 |
Liabilities and stockholders’ equity | ||
Accounts payable | 7,754 | 13,505 |
Accrued direct research liabilities | 14,231 | 14,249 |
Other current liabilities | 16,121 | 21,450 |
Operating lease liabilities, current | 8,219 | 3,142 |
Deferred revenue | 0 | 1,648 |
Total current liabilities | 46,325 | 53,994 |
Other long-term liabilities | 5 | 0 |
Opearting lease liabilities, noncurrent | 134,293 | 132,891 |
Liability related to sale of future royalties, net | 382,290 | 362,142 |
Total noncurrent liabilities | 516,588 | 495,033 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Additional paid-in capital | 1,471,627 | 1,441,584 |
Accumulated deficit | (1,403,028) | (1,255,631) |
Total stockholders’ equity | 68,636 | 185,989 |
Total liabilities and stockholders’ equity | 631,549 | 735,016 |
Common Stock A | ||
Stockholders’ equity: | ||
Common stock value | 32 | 31 |
Common Stock B | ||
Stockholders’ equity: | ||
Common stock value | $ 5 | $ 5 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Common Stock A | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 31,572,894 | 31,478,197 |
Common stock, shares outstanding | 31,572,894 | 31,478,197 |
Common Stock B | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 4,913,348 | 4,919,249 |
Common stock, shares outstanding | 4,913,348 | 4,919,249 |
Unaudited Consolidated Statemen
Unaudited Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Collaboration revenue | ||||
Collaboration revenue | $ 762 | $ 2,221 | $ 1,677 | $ 3,166 |
Expenses | ||||
Research and development | 39,331 | 40,066 | 79,136 | 74,946 |
General and administrative | 25,143 | 21,998 | 49,984 | 42,703 |
Depreciation | 273 | 287 | 581 | 561 |
Total expenses | 64,747 | 62,351 | 129,701 | 118,210 |
Other income (expense), net | (9,571) | (13,223) | (19,343) | (25,780) |
Loss before taxes on income | (73,556) | (73,353) | (147,367) | (140,824) |
Benefit from (provision for) taxes on income | 1 | 653 | (30) | 669 |
Net loss | $ (73,555) | $ (72,700) | $ (147,397) | $ (140,155) |
Net loss per share, basic | $ (2.02) | $ (2) | $ (4.04) | $ (3.87) |
Net loss per share, diluted | $ (2.02) | $ (2) | $ (4.04) | $ (3.87) |
Weighted-average number of common shares used in net loss per share, basic | 36,467,802 | 36,299,735 | 36,440,364 | 36,251,948 |
Weighted-average number of common shares used in net loss per share, diluted | 36,467,802 | 36,299,735 | 36,440,364 | 36,251,948 |
License and milestone | ||||
Collaboration revenue | ||||
Collaboration revenue | $ 754 | $ 803 | $ 1,648 | $ 1,598 |
Other revenue | ||||
Collaboration revenue | ||||
Collaboration revenue | $ 8 | $ 1,418 | $ 29 | $ 1,568 |
Unaudited Consolidated Statem_2
Unaudited Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock A | Common Stock B | Common Stock Common Stock A | Common Stock Common Stock B | Additional Paid-In Capital | Total Accumulated Deficit |
Balance, value at Dec. 31, 2020 | $ 417,431 | $ 31 | $ 5 | $ 1,375,640 | $ (958,245) | ||
Balance, shares at Dec. 31, 2020 | 31,109,154 | 5,044,931 | |||||
Net loss | (140,155) | (140,155) | |||||
Compensation expense related to stock options | 27,923 | 27,923 | |||||
Exercise of options, value | 8,630 | 8,630 | |||||
Exercise of options, shares | 219,241 | ||||||
Conversion of common stock Class B to Class A, shares | 5,482 | ||||||
Issuance of Common Stock, shares | 345,175 | (345,175) | |||||
Balance, value at Jun. 30, 2021 | 313,829 | $ 31 | $ 5 | 1,412,193 | (1,098,400) | ||
Balance, shares at Jun. 30, 2021 | 31,454,329 | 4,924,479 | |||||
Balance, value at Mar. 31, 2021 | 369,333 | $ 31 | $ 5 | 1,394,997 | (1,025,700) | ||
Balance, shares at Mar. 31, 2021 | 31,360,256 | 4,909,554 | |||||
Net loss | (72,700) | (72,700) | |||||
Compensation expense related to stock options | 13,244 | 13,244 | |||||
Exercise of options, value | 3,952 | 3,952 | |||||
Exercise of options, shares | 106,818 | ||||||
Issuance of common stock upon vesting of restricted stock units, shares | 2,180 | ||||||
Conversion of common stock Class B to Class A, shares | 94,073 | (94,073) | |||||
Balance, value at Jun. 30, 2021 | 313,829 | $ 31 | $ 5 | 1,412,193 | (1,098,400) | ||
Balance, shares at Jun. 30, 2021 | 31,454,329 | 4,924,479 | |||||
Balance, value at Dec. 31, 2021 | 185,989 | $ 31 | $ 5 | 1,441,584 | (1,255,631) | ||
Balance, shares at Dec. 31, 2021 | 31,478,197 | 4,919,249 | 31,478,197 | 4,919,249 | |||
Net loss | (147,397) | (147,397) | |||||
Compensation expense related to stock options | 29,308 | 29,308 | |||||
Exercise of options, value | $ 735 | 735 | |||||
Exercise of options, shares | 32,360 | 2,336 | 30,024 | ||||
Issuance of common stock upon vesting of restricted stock units, value | $ 1 | $ 1 | |||||
Issuance of common stock upon vesting of restricted stock units, shares | 52,070 | 4,366 | |||||
Conversion of common stock Class B to Class A, shares | 40,291 | (40,291) | |||||
Balance, value at Jun. 30, 2022 | 68,636 | $ 32 | $ 5 | 1,471,627 | (1,403,028) | ||
Balance, shares at Jun. 30, 2022 | 31,572,894 | 4,913,348 | 31,572,894 | 4,913,348 | |||
Balance, value at Mar. 31, 2022 | 127,785 | $ 31 | $ 5 | 1,457,222 | (1,329,473) | ||
Balance, shares at Mar. 31, 2022 | 31,525,514 | 4,919,249 | |||||
Net loss | (73,555) | (73,555) | |||||
Compensation expense related to stock options | 13,864 | 13,864 | |||||
Exercise of options, value | 541 | 541 | |||||
Exercise of options, shares | 2,336 | 20,649 | |||||
Issuance of common stock upon vesting of restricted stock units, value | 1 | $ 1 | |||||
Issuance of common stock upon vesting of restricted stock units, shares | 16,963 | 1,531 | |||||
Conversion of common stock Class B to Class A, shares | 28,081 | (28,081) | |||||
Balance, value at Jun. 30, 2022 | $ 68,636 | $ 32 | $ 5 | $ 1,471,627 | $ (1,403,028) | ||
Balance, shares at Jun. 30, 2022 | 31,572,894 | 4,913,348 | 31,572,894 | 4,913,348 |
Unaudited Consolidated Statem_3
Unaudited Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating activities | ||
Net loss | $ (147,397) | $ (140,155) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 581 | 561 |
Amortization of debt issuance costs and imputed interest | 0 | 3,487 |
Non-cash interest expense on liability related to sale of future royalty | 20,148 | 22,354 |
Stock-based compensation expense | 29,308 | 27,923 |
Amortization of discount (premium) on marketable debt securities | (347) | 0 |
Changes in operating assets and liabilities: | ||
Income tax receivable and payable | 0 | 22,228 |
Prepaid expenses, other current assets and other assets | (3,496) | (4,995) |
Accounts payable | (5,756) | 3,550 |
Accrued direct research, other current and long-term liabilities | (5,133) | (3,966) |
Operating lease obligations | 6,433 | 0 |
Deferred revenue | (1,648) | (1,598) |
Net cash used in operating activities | (107,307) | (70,611) |
Investing activities | ||
Purchases of property and equipment | (2,562) | (462) |
Purchases of marketable securities | (333,970) | 0 |
Net cash used in investing activities | (336,532) | (462) |
Financing activities | ||
Exercise of options | 735 | 8,630 |
Net cash provided by financing activities | 735 | 8,630 |
Net decrease in cash and cash equivalents | (443,104) | (62,443) |
Cash and cash equivalents at beginning of year | 590,258 | 818,150 |
Cash and cash equivalents at end of period | 147,154 | 755,707 |
Non-cash activity: | ||
Right-of-use assets obtained in exchange for lease obligations | 4,885 | 0 |
Purchases of equipment in accounts payable, accrued direct research, other current, and long-term liabilities | 55 | 0 |
Acquisition of property and equipment through tenant improvement allowance | $ 0 | $ 3,625 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Reata Pharmaceuticals, Inc.’s (Reata, the Company, we, us, or our) mission is to identify, develop, and commercialize innovative therapies that change patients’ lives for the better. The Company focuses on small-molecule therapeutics with novel mechanisms of action for the treatment of severe, life-threatening diseases with few or no approved therapies. The Company’s lead programs are omaveloxolone in a rare neurological disease called Friedreich’s ataxia (FA) and bardoxolone methyl (bardoxolone) in rare forms of chronic kidney disease (CKD). Both of the Company’s lead product candidates activate the transcription factor Nrf2 to normalize mitochondrial function, restore redox balance, and resolve inflammation. Because mitochondrial dysfunction, oxidative stress, and inflammation are features of many diseases, the Company believes omaveloxolone, bardoxolone, and our next-generation Nrf2 activators have many potential clinical applications. Reata possesses exclusive, worldwide rights to develop, manufacture, and commercialize omaveloxolone, bardoxolone, and our next-generation Nrf2 activators, excluding certain Asian markets for bardoxolone in certain indications, which are licensed to Kyowa Kirin Co., Ltd. (Kyowa Kirin). In addition, we are developing RTA 901, the lead product candidate from our Hsp90 modulator program, in neurological indications. We are the exclusive licensee of RTA 901 and have worldwide commercial rights. The Company’s consolidated financial statements include the accounts of all majority-owned subsidiaries. Accordingly, the Company’s share of net earnings and losses from these subsidiaries is included in the consolidated statements of operations. Intercompany profits, transactions, and balances have been eliminated in consolidation. Prior period reclassifications Certain prior period amounts in the consolidated financial statements have been reclassified to conform to the current period presentation. Specifically, Operating lease obligations have been reclassed out of Accrued direct research, other current and long-term liabilities in prior periods to conform with the current period presentation on the consolidated statements of cash flows. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. The consolidated balance sheet at December 31, 2021, has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information, refer to the annual consolidated financial statements and footnotes thereto of the Company. Summary of Significant Accounting Policies The significant accounting policies used in the preparation of these condensed consolidated financial statements for the six months ended June 30, 2022 are consistent with those discussed in Note 2 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Investments in Marketable Securities and Cash Equivalents The Company invests excess cash balances in marketable debt securities and classifies its investments as held-to-maturity on facts and circumstances present at the time the Company purchased the securities. At each balance sheet date presented, the Company classified all of its investments in debt securities as held-to maturity and as current assets as they represent the investment of funds available for current operations. The Company’s marketable debt securities are classified as cash equivalents if the original maturity, from the date of purchase, is 90 days or less, and as marketable debt securities if the original maturity, from the date of purchase, is in excess of 90 days. The carrying amount of cash equivalents approximate fair value. As of June 30, 2022 and December 31, 2021, cash and cash equivalents comprise funds in cash, money market accounts, and treasury securities. For the marketable debt securities, the Company performs its own review of prices received from the independent pricing services by comparing these prices to other sources and for our marketable debt securities, the Company confirms those securities are trading in active markets. The Company considers all available evidence to evaluate if an impairment loss exists, and if so, marks the investment to market through a charge to the Company’s consolidated statements of operations and comprehensive loss. The Company did not record any impairment charges related to our marketable debt securities during the six months ended June 30, 2022. |
Collaboration Agreements
Collaboration Agreements | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaboration Agreements | 3. Collaboration Agreements Subsequent to the 2019 reacquisition of certain rights originally licensed to AbbVie Inc. (AbbVie) (see “ AbbVie ,” below), the Company’s collaboration revenue and deferred revenue have been generated primarily from licensing fees and reimbursements for expenses received under our exclusive license with Kyowa Kirin (the Kyowa Kirin Agreement). Kyowa Kirin In December 2009, the Company entered into an exclusive license with Kyowa Kirin to develop and commercialize bardoxolone in the licensed territory. The terms of the agreement include payment to the Company of a nonrefundable, up-front license fee of $ 35.0 million and additional development and commercial milestone payments. As of June 30, 2022, the Company has received $ 50.0 million related to regulatory development milestone payments from Kyowa Kirin and has the potential in the future to achieve another $ 47.0 million from regulatory milestones and $ 140.0 million from commercial milestones. The Company also has the potential to achieve tiered royalties ranging from the low teens to the low 20 percent range, depending on the country of sale and the amount of annual net sales, on net sales by Kyowa Kirin in the licensed territory. The Company is participating on a joint steering committee with Kyowa Kirin to oversee the development and commercialization activities related to bardoxolone. Any future milestones and royalties received are subject to mid to lower single digit percent declining tiered commissions to certain consultants as compensation for negotiations of the Kyowa Kirin Agreement. The up-front payment and regulatory milestones are accounted for as a single unit of accounting. The Company regularly evaluates its remaining performance obligation under the Kyowa Kirin Agreement. Accordingly, revenue may fluctuate from period to period due to changes to its estimated performance obligation period and variable considerations. The Company began recognizing revenue related to the up-front payment upon execution of the Kyowa Kirin Agreement. In March 2021, the Company’s performance obligation period under the Kyowa Kirin Agreement was extended to June 2022 , which decreased quarterly revenue recognition by approximately $ 0.4 million prospectively. On July 27, 2021, Kyowa Kirin submitted a New Drug Application (NDA) in Japan to the Ministry of Health, Labour and Welfare for bardoxolone for improvement of renal function in patients with Alport syndrome. Based on this submission, the Company earned a $ 5.0 million milestone payment, variable consideration previously considered constrained, under the Kyowa Kirin Agreem ent. As a result, the Company recorded $ 4.7 million in collaboration revenue, a cumulative catch-up for the portion of this milestone that was satisfied in prior periods, and $ 0.3 million in deferred revenue that will be recognized over the remaining performance obligation period. Under the Kyowa Kirin Agreement, we will not recognize any deferred revenue subsequent to June 30, 2022. AbbVie In September 2010, the Company entered into a license agreement with AbbVie (the AbbVie License Agreement) for an exclusive license to develop and commercialize bardoxolone in the Licensee Territory (as defined in the AbbVie License Agreement). In December 2011, the Company entered into a collaboration agreement with AbbVie (the Collaboration Agreement) to jointly research, develop, and commercialize the Company’s portfolio of second and later generation oral Nrf2 activators. In October 2019, the Company and AbbVie entered into an Amended and Restated License Agreement (the Reacquisition Agreement) pursuant to which the Company reacquired the development, manufacturing, and commercialization rights concerning its proprietary Nrf2 activator product platform originally licensed to AbbVie in the AbbVie License Agreement and the Collaboration Agreement . In exchange for such rights, the Company agreed to pay AbbVie $ 330.0 million, all of which has subsequently been paid. Additionally, the Company will pay AbbVie an escalating, low single-digit royalty on worldwide net sales, on a product-by-product basis, of omaveloxolone and certain next-generation Nrf2 activators. The execution of the Reacquisition Agreement ended our performance obligations under the Collaboration Agreement. The Company recognized interest expense related to the Reacquisition Agreement of approximately $ 1.7 million, during the six months ended June 30, 2021. As of June 30, 2022, the Company has fully satisfied its payable to AbbVie, therefore no interest expense was recognized for the three and six months ended June 30, 2022 . |
Liability Related to Sale of Fu
Liability Related to Sale of Future Royalties | 6 Months Ended |
Jun. 30, 2022 | |
Liability Related To Sale Of Future Royalties [Abstract] | |
Liability Related to Sale of Future Royalties | 4. Liability Related to Sale of Future Royalties On June 24, 2020, the Company closed on the Development and Commercialization Funding Agreement with an affiliate of Blackstone Life Sciences, LLC (BXLS), which provides funding for the development and commercialization of bardoxolone for the treatment of CKD caused by Alport syndrome, autosomal dominant polycystic kidney disease (ADPKD), and certain other rare CKD indications in return for future royalties (the Development Agreement). The Development Agreement includes a $ 300.0 million payment by an affiliate of BXLS in return for various percentage royalty payments on worldwide net sales of bardoxolone, once approved in the United States or certain specified European countries, by Reata and its licensees, other than Kyowa Kirin. The royalty percentage will initially be in the mid-single digits and, in future years, can vary between higher-mid single digit percentages to low-single digit percentages depending on various milestones, including indication approval dates, cumulative royalty payments, and cumulative net sales. Pursuant to the Development Agreement, we have granted BXLS a security interest in substantially all of our assets. After a bardoxolone product approval has been obtained by the Company, the Company is obligated to make certain minimum cumulative payment amounts in 2025 through 2033, but only until BXLS has achieved a certain internal rate of return targets. In addition, concurrent with the Development Agreement, the Company entered into a common stock purchase agreement (the Purchase Agreement) with affiliates of BXLS to sell an aggregate of 340,793 shares of the Company’s Class A common stock at $ 146.72 per share for a total of $ 50.0 million. The Company concluded that there were two units of accounting for the consideration received, comprised of the liability related to the sale of future royalties and the common shares. The Company allocated the $ 300.0 million from the Development Agreement and $ 50.0 million from the Purchase Agreement between the two units of accounting on a relative fair value basis at the time of the transaction. The Company allocated $ 294.5 million, which includes $ 0.8 million in transaction costs incurred, in transaction consideration to the liability, and $ 55.5 million to the common shares. The Company determined the fair value of the common shares based on the closing stock price on the June 24, 2020, the closing date of the Development Agreement. The effective interest rate under the Development Agreement, including transaction costs, is approximately 13.8 %. During the prior quarter, the Company reassessed the expected royalty payments and lowered our previous estimate of future sales for which royalties will be paid. Accordingly, we have prospectively adjusted and recognized lower non-cash interest expense using a 10.9 % effective interest rate, as of June 30, 2022. The following table shows the activity within the liability related to sale of future royalties for the six months ended June 30, 2022: Liability Related to Sale of Future Royalties (in thousands) Balance at December 31, 2021 $ 362,928 Non-cash interest expense recognized 20,115 Balance at June 30, 2022 383,043 Less: Unamortized transaction cost ( 753 ) Carrying value at June 30, 2022 $ 382,290 |
Marketable Debt Securities
Marketable Debt Securities | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Debt Securities | 5. Marketable Debt Securities During the quarter ended June 30, 2022, the Company invested its excess cash balances in marketable debt securities and, at each balance sheet date presented, the Company classified all of its investments in debt securities as held to maturity and as current assets as they mature within 12 months and represent the investment of funds available for current operations. The following tables summarize our marketable debt securities (in thousands), as of June 30, 2022: Amortized Gross Gross Fair Value (1) Marketable debt securities: U.S. treasury securities 334,317 — ( 542 ) 333,775 Total $ 334,317 $ - $ ( 542 ) $ 333,775 (1) The fair value was determined using the three-tier fair value hierarchy for disclosure in accordance with Accounting Standards Codification 820-10. The Company's investments in marketable securities are classified within Level 2 of the fair value hierarchy. The Company uses quoted prices for similar assets sourced from certain third-party pricing services. The third-party pricing services generally utilize industry standard valuation models for which all significant inputs are observable, either directly or indirectly, to estimate the price or fair value of the securities. The primary input generally includes reported trades of or quotes on the same or similar securities. The Company does not make additional judgments or assumptions made to the pricing data sourced from the third-party pricing services. |
Other Income (Expense), Net
Other Income (Expense), Net | 6 Months Ended |
Jun. 30, 2022 | |
Other Income and Expenses [Abstract] | |
Other Income (Expense), Net | 6. Other Income (Expense), Net Three Months Ended Six Months Ended June 30 June 30 2022 2021 2022 2021 (in thousands) Other income (expense), net Investment income $ 786 $ 13 $ 918 $ 93 Interest expense — ( 1,773 ) — ( 3,487 ) Non-cash interest expense on liability ( 10,277 ) ( 11,429 ) ( 20,148 ) ( 22,354 ) Other income (expense) ( 80 ) ( 34 ) ( 113 ) ( 32 ) Total other income (expense), net $ ( 9,571 ) $ ( 13,223 ) $ ( 19,343 ) $ ( 25,780 ) Investment Income Interest income consists primarily of interest generated from our cash and cash equivalents and marketable debt securities. Interest Expense Interest expense consists primarily of the imputed interest from the amount due to AbbVie under the Reacquisition Agreement. Non-Cash Interest Expense on Liability Related to Sale of Future Royalties Non-cash interest expense consists of recognition of interest expense based on the Company’s current estimate of future royalties expensed to be paid over the estimated term of the Development Agreement. Other Income (Expense) Other income (expense) consists primarily of gains and losses on foreign currency exchange. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | 7. Leases The Company headquarters is located in Plano, Texas, where it leases approximately 122,000 square feet of office space. The Company leases additional space located in Irving, Texas, where it leases approximately 34,890 square feet of office and laboratory space. On February 4, 2022, the Company extended the lease for the office and laboratory space in Irving, Texas, to October 31, 2024 , with an option to extend for a fixed 12-month period. On March 8, 2022, the Company extended the lease for the Plano office to December 31, 2023 . The Company has an additional lease of a single-tenant, build-to-suit building of approximately 327,400 square feet of office and laboratory space located in Plano, Texas with an initial lease term of 16 years. The Company entered into the lease agreement on October 15, 2019 (the 2019 Lease Agreement), and at the Company’s option , it may renew the lease for two consecutive five-year renewal periods or one ten-year renewal period . On December 15, 2021, the Company obtained control of the space, and, accordingly, the Company recorded related right-of-use assets and the lease liabilities during the fourth quarter of 2021. The Company recorded the liability associated with the 2019 Lease Agreement at the present value of the lease payments not yet paid, using the discount rate as of the commencement date. As the discount rate implicit in the 2019 Lease Agreement was not readily determinable, the Company utilized its incremental borrowing rate. The renewals are not assumed in the determination of the lease term, since they are not deemed to be reasonably assured at the inception of the lease. At inception, the Company recorded $ 124.5 million as a right-of-use asset, which represented a lease liability of $ 133.2 million, net of $ 8.7 million of lease incentives recognized. For the six months ended June 30, 2022, the Company paid $ 2.1 million for amounts included in the measurement of lease liabilities. During the three and six months ended June 30, 2022, the Company recorded total rent expense of $ 4.3 million and $ 8.6 million, respectively. During the three and six months ended June 30, 2021, the Company recorded operating lease expense of $ 0.8 million and $ 1.6 million, respectively. Supplemental balance sheet and other information related to the Company’s operating leases is as follows: As of June 30, 2022 2021 Weighted-average remaining lease term (in years) 15.6 1.3 Weighted-average discount rate 6.5 % 8.1 % Maturities of lease liabilities by fiscal year for the Company’s operating leases: As of June 30, 2022 (in thousands) 2022 (remaining six months) $ 8,395 2023 (1) 10,638 2024 7,427 2025 13,737 Thereafter 196,049 Total lease payments (1) 236,246 Less: Imputed interest ( 93,734 ) Present value of lease liabilities $ 142,512 (1) Above table assumes one year rent abatement is applied beginning in June 2023 following United States Food and Drug Administration (FDA) approval of omaveloxolone. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes The following table summarizes income tax benefit expense and effective income tax rate: Three Months Ended Six Months Ended June 30 June 30 2022 2021 2022 2021 (in thousands, except for percentage data) Benefit from (provision for) taxes on income $ 1 $ 653 $ ( 30 ) $ 669 Effective income tax rate 0.0 % 0.9 % 0.0 % 0.5 % The Company’s effective tax rate for the three months and six months ended June 30, 2022, varies with the statutory rate primarily due to changes in the valuation allowance related to certain deferred tax assets generated or utilized in the applicable period. Deferred tax assets are regularly reviewed for recoverability by jurisdiction and valuation allowances are established based on historical and projected future taxable losses and the expected timing of the reversals of existing temporary differences. The Company has recorded valuation allowances against the majority of its deferred tax assets as of June 30, 2022 , and the Company expects to maintain these valuation allowances until there is sufficient evidence that future earnings can be achieved, which is uncertain at this time. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 9. Stock-Based Compensation The following table summarizes time-based and performance-based stock compensation expense reflected in the consolidated statements of operations: Three Months Ended Six Months Ended June 30 June 30 2022 2021 2022 2021 (in thousands) Research and development $ 6,344 $ 5,263 $ 13,951 $ 12,071 General and administrative 7,520 7,981 15,357 15,852 Total stock compensation expense $ 13,864 $ 13,244 $ 29,308 $ 27,923 Restricted Stock Units (RSUs) The following table summarizes RSU activity as of June 30, 2022, under the Second Amended and Restated Long Term Incentive Plan (LTIP Plan): Number of Weighted-Average Outstanding at January 1, 2022 809,145 $ 66.91 Granted 624,479 27.75 Vested ( 56,436 ) 95.89 Forfeited ( 173,904 ) 58.30 Outstanding at June 30, 2022 1,203,284 $ 46.52 As of June 30, 2022, total unrecognized compensation expense related to RSU and performance-based RSU awards that were deemed probable of vesting was approximately $ 36.6 million, which excludes 148,500 shares of unvested performance-based RSUs that were deemed not probable of vesting totaling unrecognized stock-based compensation expense of $ 13.7 million. Stock Options The following table summarizes stock option activity as of June 30, 2022, under the LTIP Plan and standalone option agreements: Number of Weighted- Outstanding at January 1, 2022 4,743,180 $ 86.06 Granted 1,419,422 28.23 Exercised ( 32,360 ) 22.73 Forfeited ( 352,086 ) 101.49 Expired ( 85,061 ) 142.08 Outstanding at June 30, 2022 5,693,095 $ 70.21 Exercisable at June 30, 2022 3,134,238 $ 59.54 As of June 30, 2022, total unrecognized compensation expense related to stock options was approximately $ 76.3 million, which excludes 553,200 shares of unvested performance-based stock options that were deemed not probable of vesting totaling unrecognized stock-based compensation expense of $ 47.6 million. The total intrinsic value of all outstanding options and exercisable options as of June 30, 2022 was $ 18.3 million and $ 15.1 million, respectively. The number of weighted average options that were not included in the diluted earnings per share calculation because the effect would have been anti-dilutive represented 6,896,379 and 4,685,620 shares as of June 30, 2022 and 2021 , respectively. |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | 10. Employee Benefit Plans In 2010, we adopted an Employee Investment Plan, qualified under Section 401(k) of the Internal Revenue Code, which is a retirement savings plan covering substantially all of our U.S. employees (the Plan). The Plan is administered under the “safe harbor” provision of ERISA. Under the Plan, an eligible employee may elect to contribute a percentage of their salary on a pre-tax basis, subject to federal statutory limitations. Beginning in January 2019, the Company implemented a discretionary employer matching contribution of $ 1.00 for every $ 1.00 contributed by a participating employee up to $ 7,000 and $ 6,000 annually in 2022 and 2021, respectively, which such matching contributions become fully vested after four years of service. The Company recorded expense of $ 0.3 million and $ 0.4 million for the three months ended June 30, 2022 and 2021, respectively, and $ 1.6 million and $ 1.2 million for the six months ended June 30, 2022 and 2021, respectively, which includes the Company’s contributions and administrative costs. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Litigation From time to time, the Company is a party to legal proceedings in the course of its business, including the matters described below. The outcome of any such legal proceedings, regardless of the merits, is inherently uncertain. In addition, litigation and related matters are costly and may divert the attention of our management and other resources that would otherwise be engaged in other activities. If the Company were unable to prevail in any such legal proceedings, its business, results of operations, liquidity and financial condition could be adversely affected. The Company recognizes accruals for litigations to the extent that it can conclude that a loss is both probable and reasonably estimable and recognizes legal expenses as incurred. Bardoxolone Securities Litigation In late 2021 and early 2022, certain putative stockholders of the Company filed complaints in the United States District Court for the Eastern District of Texas alleging violations of the federal securities laws against the Company and certain of its executives, including its Chief Executive Officer; its Chief Operating Officer, Chief Financial Officer, and President; and its Chief Innovation Officer (in one of the suits). On April 22, 2022, the suits were consolidated and a lead plaintiff was appointed. On June 21, 2022, the lead plaintiff filed a complaint against the Company, the aforementioned executives, certain current and former member of the Company’s Board of Directors, and underwriters in connection with secondary offerings of Company stock in 2019 and 2020. The complaint alleges, among other things, that the Company made false and misleading statements regarding the sufficiency of the Phase 2 and Phase 3 CARDINAL studies to support an NDA for bardoxolone in the treatment of CKD caused by Alport syndrome, and the Company’s interactions with the FDA concerning potential approval for bardoxolone. The complaint asserts claims under the Securities Act of 1933 and the Securities Exchange Act of 1934 (Exchange Act). The plaintiffs seek, among other things, a class action designation, an award of damages, and costs and expenses, including attorney fees and expert fees. The Company believes that the allegations contained in the complaint are without merit and intends to defend the case. The Company cannot predict at this point the length of time that this action will be ongoing or the liability, if any, which may arise therefrom. Derivative Lawsuit An alleged stockholder of the Company filed a derivative action in the Court of Chancery of the State of Delaware against certain current and former directors of the Company and naming the Company as a nominal defendant. The plaintiff asserts claims in the complaint of breach of fiduciary duty and unjust enrichment concerning the alleged payment of excessive compensation to the non-employee directors of the Company between fiscal years 2019 and 2021. The plaintiff seeks, among other things, an order awarding damages and costs and expenses, including attorneys and expert fees, and directing the Board of Directors to reform and improve its corporate governance and internal procedures relating to the award of non-employee director compensation. The defendants believe that the allegations contained in the complaint are without merit and intend to defend the case. The Company cannot predict at this point the length of time that this action will be ongoing or the liability, if any, which may arise therefrom. Indemnifications Accounting Standards Codification 460, Guarantees , requires that, upon issuance of a guarantee, the guarantor must recognize a liability for the fair value of the obligations it assumes under that guarantee. As permitted under Delaware law and in accordance with the Company’s bylaws, officers and directors are indemnified for certain events or occurrences, subject to certain limits, while the officer or director is or was serving in such capacity. The maximum amount of potential future indemnification is unlimited; however, the Company has obtained director and officer insurance that limits its exposure and may enable recoverability of a portion of any future amounts paid. The Company believes the fair value for these indemnification obligations is minimal. Accordingly, the Company has not recognized any liabilities relating to these obligations as of June 30, 2022. The Company has certain agreements with licensors, licensees, collaborators, and vendors that contain indemnification provisions. In such provisions, the Company typically agrees to indemnify the licensor, licensee, collaborator, or vendor against certain types of third-party claims. The Company accrues for known indemnification issues when a loss is probable and can be reasonably estimated. There were no accruals for expenses related to indemnification issues for any period presented. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. The consolidated balance sheet at December 31, 2021, has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information, refer to the annual consolidated financial statements and footnotes thereto of the Company. |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The significant accounting policies used in the preparation of these condensed consolidated financial statements for the six months ended June 30, 2022 are consistent with those discussed in Note 2 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. |
Investments in Marketable Securities and Cash Equivalents | Investments in Marketable Securities and Cash Equivalents The Company invests excess cash balances in marketable debt securities and classifies its investments as held-to-maturity on facts and circumstances present at the time the Company purchased the securities. At each balance sheet date presented, the Company classified all of its investments in debt securities as held-to maturity and as current assets as they represent the investment of funds available for current operations. The Company’s marketable debt securities are classified as cash equivalents if the original maturity, from the date of purchase, is 90 days or less, and as marketable debt securities if the original maturity, from the date of purchase, is in excess of 90 days. The carrying amount of cash equivalents approximate fair value. As of June 30, 2022 and December 31, 2021, cash and cash equivalents comprise funds in cash, money market accounts, and treasury securities. For the marketable debt securities, the Company performs its own review of prices received from the independent pricing services by comparing these prices to other sources and for our marketable debt securities, the Company confirms those securities are trading in active markets. The Company considers all available evidence to evaluate if an impairment loss exists, and if so, marks the investment to market through a charge to the Company’s consolidated statements of operations and comprehensive loss. The Company did not record any impairment charges related to our marketable debt securities during the six months ended June 30, 2022. |
Liability Related to Sale of _2
Liability Related to Sale of Future Royalties (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Liability Related To Sale Of Future Royalties [Abstract] | |
Schedule of Activity Within Liability Related to Sale of Future Royalties | The following table shows the activity within the liability related to sale of future royalties for the six months ended June 30, 2022: Liability Related to Sale of Future Royalties (in thousands) Balance at December 31, 2021 $ 362,928 Non-cash interest expense recognized 20,115 Balance at June 30, 2022 383,043 Less: Unamortized transaction cost ( 753 ) Carrying value at June 30, 2022 $ 382,290 |
Marketable Debt Securities (Tab
Marketable Debt Securities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Marketable Debt Securities | The following tables summarize our marketable debt securities (in thousands), as of June 30, 2022: Amortized Gross Gross Fair Value (1) Marketable debt securities: U.S. treasury securities 334,317 — ( 542 ) 333,775 Total $ 334,317 $ - $ ( 542 ) $ 333,775 (1) The fair value was determined using the three-tier fair value hierarchy for disclosure in accordance with Accounting Standards Codification 820-10. The Company's investments in marketable securities are classified within Level 2 of the fair value hierarchy. The Company uses quoted prices for similar assets sourced from certain third-party pricing services. The third-party pricing services generally utilize industry standard valuation models for which all significant inputs are observable, either directly or indirectly, to estimate the price or fair value of the securities. The primary input generally includes reported trades of or quotes on the same or similar securities. The Company does not make additional judgments or assumptions made to the pricing data sourced from the third-party pricing services. |
Other Income (Expense), Net (Ta
Other Income (Expense), Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Other Income and Expenses [Abstract] | |
Summary of Other Income (Expense), Net | Three Months Ended Six Months Ended June 30 June 30 2022 2021 2022 2021 (in thousands) Other income (expense), net Investment income $ 786 $ 13 $ 918 $ 93 Interest expense — ( 1,773 ) — ( 3,487 ) Non-cash interest expense on liability ( 10,277 ) ( 11,429 ) ( 20,148 ) ( 22,354 ) Other income (expense) ( 80 ) ( 34 ) ( 113 ) ( 32 ) Total other income (expense), net $ ( 9,571 ) $ ( 13,223 ) $ ( 19,343 ) $ ( 25,780 ) |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Summary of Supplemental Balance Sheet and Other Information Related to Operating Leases | Supplemental balance sheet and other information related to the Company’s operating leases is as follows: As of June 30, 2022 2021 Weighted-average remaining lease term (in years) 15.6 1.3 Weighted-average discount rate 6.5 % 8.1 % |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities by fiscal year for the Company’s operating leases: As of June 30, 2022 (in thousands) 2022 (remaining six months) $ 8,395 2023 (1) 10,638 2024 7,427 2025 13,737 Thereafter 196,049 Total lease payments (1) 236,246 Less: Imputed interest ( 93,734 ) Present value of lease liabilities $ 142,512 (1) Above table assumes one year rent abatement is applied beginning in June 2023 following United States Food and Drug Administration (FDA) approval of omaveloxolone. |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Benefit Expense and Effective Income Tax Rate | The following table summarizes income tax benefit expense and effective income tax rate: Three Months Ended Six Months Ended June 30 June 30 2022 2021 2022 2021 (in thousands, except for percentage data) Benefit from (provision for) taxes on income $ 1 $ 653 $ ( 30 ) $ 669 Effective income tax rate 0.0 % 0.9 % 0.0 % 0.5 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Time Based and Performance-Based Stock Compensation Expense | The following table summarizes time-based and performance-based stock compensation expense reflected in the consolidated statements of operations: Three Months Ended Six Months Ended June 30 June 30 2022 2021 2022 2021 (in thousands) Research and development $ 6,344 $ 5,263 $ 13,951 $ 12,071 General and administrative 7,520 7,981 15,357 15,852 Total stock compensation expense $ 13,864 $ 13,244 $ 29,308 $ 27,923 |
Summary of Restricted Stock Units Activity | The following table summarizes RSU activity as of June 30, 2022, under the Second Amended and Restated Long Term Incentive Plan (LTIP Plan): Number of Weighted-Average Outstanding at January 1, 2022 809,145 $ 66.91 Granted 624,479 27.75 Vested ( 56,436 ) 95.89 Forfeited ( 173,904 ) 58.30 Outstanding at June 30, 2022 1,203,284 $ 46.52 |
Summary of Stock Option Activity | The following table summarizes stock option activity as of June 30, 2022, under the LTIP Plan and standalone option agreements: Number of Weighted- Outstanding at January 1, 2022 4,743,180 $ 86.06 Granted 1,419,422 28.23 Exercised ( 32,360 ) 22.73 Forfeited ( 352,086 ) 101.49 Expired ( 85,061 ) 142.08 Outstanding at June 30, 2022 5,693,095 $ 70.21 Exercisable at June 30, 2022 3,134,238 $ 59.54 |
Collaboration Agreements - Addi
Collaboration Agreements - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Jul. 27, 2021 | Dec. 31, 2009 | Jun. 30, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Oct. 31, 2019 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Decrease in revenue recognition | $ 1,648 | $ 1,598 | ||||||
Collaboration revenue | $ 762 | $ 2,221 | 1,677 | 3,166 | ||||
Interest expense | $ 1,773 | 3,487 | ||||||
Kyowa Kirin Agreement | License Agreement Terms | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Upfront license fee received | $ 35,000 | |||||||
Collaboration revenue, milestone payments received | 50,000 | |||||||
Collaboration revenue, potential milestone payments | 47,000 | 47,000 | ||||||
Collaboration revenue, additional potential commercial milestone payments | 140,000 | 140,000 | ||||||
Decrease in revenue recognition | $ 400 | |||||||
Collaboration agreement earned milestone payment | $ 5,000 | |||||||
Collaboration revenue | 4,700 | |||||||
Deferred Revenue | $ 300 | |||||||
AbbVie | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Payable to collaborators | $ 330,000 | |||||||
Interest expense | $ 0 | $ 0 | $ 1,700 |
Liability Related to Sale of _3
Liability Related to Sale of Future Royalties - Additional Information (Details) $ / shares in Units, $ in Millions | Jun. 24, 2020 USD ($) Account $ / shares shares | Jun. 30, 2022 |
Liability Related To Sale Of Future Royalties [Line Items] | ||
Number of units of accounting related to consideration received | Account | 2 | |
Liability related to sale of future royalties, net | $ 294.5 | |
Transaction cost of liability related to sale of future royalties | 0.8 | |
Transaction consideration allocated to common shares | $ 55.5 | |
Effective interest rate including transaction costs | 13.80% | |
Non cash interest expense recognized percentage | 10.90% | |
Development Agreement | ||
Liability Related To Sale Of Future Royalties [Line Items] | ||
Proceeds from royalty agreement | $ 300 | |
Purchase Agreement | ||
Liability Related To Sale Of Future Royalties [Line Items] | ||
Proceeds from issuance of common stock, net | 50 | |
Purchase Agreement | Common Stock A | BXLS | ||
Liability Related To Sale Of Future Royalties [Line Items] | ||
Proceeds from issuance of common stock, net | $ 50 | |
Issuance of common stock | shares | 340,793 | |
Shares issued, price per share | $ / shares | $ 146.72 |
Liability Related to Sale of _4
Liability Related to Sale of Future Royalties - Schedule of Activity Within Liability Related to Sale of Future Royalties (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Liability Related To Sale Of Future Royalties [Abstract] | |
Liability related to sale of future royalties, Balance at December 31, 2021 | $ 362,928 |
Non-cash interest expense recognized | 20,115 |
Liability related to sale of future royalties, Balance at June 30, 2022 | 383,043 |
Less: Unamortized transaction cost | (753) |
Liability related to sale of future royalties, Carrying value at June 30, 2022 | $ 382,290 |
Marketable Debt Securities - Su
Marketable Debt Securities - Summary of Marketable Debt Securities (Details) $ in Thousands | Jun. 30, 2022 USD ($) | |
Marketable Securities [Line Items] | ||
Marketable Debt Securities, Amortized Cost | $ 334,317 | |
Marketable Debt Securities, Unrealized Gains | 0 | |
Marketable Debt Securities, Unrealized Loss | (542) | |
Marketable Debt Securities, Fair Value | 333,775 | [1] |
U.S. Treasury Securities | ||
Marketable Securities [Line Items] | ||
Marketable Debt Securities, Amortized Cost | 334,317 | |
Marketable Debt Securities, Unrealized Gains | 0 | |
Marketable Debt Securities, Unrealized Loss | (542) | |
Marketable Debt Securities, Fair Value | $ 333,775 | [1] |
[1] The fair value was determined using the three-tier fair value hierarchy for disclosure in accordance with Accounting Standards Codification 820-10. The Company's investments in marketable securities are classified within Level 2 of the fair value hierarchy. The Company uses quoted prices for similar assets sourced from certain third-party pricing services. The third-party pricing services generally utilize industry standard valuation models for which all significant inputs are observable, either directly or indirectly, to estimate the price or fair value of the securities. The primary input generally includes reported trades of or quotes on the same or similar securities. The Company does not make additional judgments or assumptions made to the pricing data sourced from the third-party pricing services. |
Other Income (Expense), Net - S
Other Income (Expense), Net - Summary of Other Income (Expense), Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Other income (expense), net | ||||
Investment income | $ 786 | $ 13 | $ 918 | $ 93 |
Interest expense | (1,773) | (3,487) | ||
Non-cash interest expense on liability related to sale of future royalty | (10,277) | (11,429) | (20,148) | (22,354) |
Other income (expense) | (80) | (34) | (113) | (32) |
Total other income (expense), net | $ (9,571) | $ (13,223) | $ (19,343) | $ (25,780) |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||
Mar. 08, 2022 | Feb. 04, 2022 | Oct. 15, 2019 ft² | Jun. 30, 2022 USD ($) ft² | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) ft² | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Dec. 15, 2021 USD ($) | |
Lessee Lease Description [Line Items] | |||||||||
Cash paid for amounts included in the measurement of lease liabilities | $ 2,100 | ||||||||
Operating lease, expense | $ 4,300 | $ 800 | 8,600 | $ 1,600 | |||||
Operating lease right-of-use asset | 129,159 | 129,159 | $ 126,777 | ||||||
Operating lease liability | $ 142,512 | $ 142,512 | |||||||
Plano Texas | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Operating lease, option to extend | extended the lease for the Plano office to December 31, 2023 | ||||||||
Lease expiration date | Dec. 31, 2023 | ||||||||
Plano Texas | Office Space | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Area of real estate property | ft² | 122,000 | 122,000 | |||||||
Plano Texas | Office And Laboratory Space | 2019 Lease Agreement | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Area of real estate property | ft² | 327,400 | ||||||||
Operating lease, existence of option to extend | true | ||||||||
Renewal lease term, option one | two consecutive five-year renewal periods | ||||||||
Lease initial term | 16 years | ||||||||
Renewal lease term, option two | one ten-year renewal period | ||||||||
Operating lease right-of-use asset | $ 124,500 | ||||||||
Operating lease liability | 133,200 | ||||||||
Lease Incentive, net | $ 8,700 | ||||||||
Irving Texas | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Operating lease, existence of option to extend | true | ||||||||
Operating lease, option to extend | extended the lease for the office and laboratory space in Irving, Texas, to October 31, 2024 | ||||||||
Operating lease, renewal Term | 12 months | ||||||||
Lease expiration date | Oct. 31, 2024 | ||||||||
Irving Texas | Office And Laboratory Space | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Area of real estate property | ft² | 34,890 | 34,890 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Balance Sheet and Other Information Related to Operating Leases (Details) | Jun. 30, 2022 | Jun. 30, 2021 |
Leases [Abstract] | ||
Weighted-average remaining lease term (in years) | 15 years 7 months 6 days | 1 year 3 months 18 days |
Weighted-average discount rate | 6.50% | 8.10% |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Lease Liabilities (Details) $ in Thousands | Jun. 30, 2022 USD ($) | |
Leases [Abstract] | ||
2022 (remaining six months) | $ 8,395 | |
2023 | 10,638 | [1] |
2024 | 7,427 | |
2025 | 13,737 | |
Thereafter | 196,049 | |
Total lease payments | 236,246 | [1] |
Less: Imputed interest | (93,734) | |
Present value of lease liabilities | $ 142,512 | |
[1] Above table assumes one year rent abatement is applied beginning in June 2023 following United States Food and Drug Administration (FDA) approval of omaveloxolone. |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Benefit Expense and Effective Income Tax Rate (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Benefit from (provision for) taxes on income | $ 1 | $ 653 | $ (30) | $ 669 |
Effective income tax rate | 0% | 0.90% | 0% | 0.50% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Time Based and Performance-Based Stock Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock compensation expense | $ 13,864 | $ 13,244 | $ 29,308 | $ 27,923 |
Research and development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock compensation expense | 6,344 | 5,263 | 13,951 | 12,071 |
General and administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock compensation expense | $ 7,520 | $ 7,981 | $ 15,357 | $ 15,852 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Units Activity (Details) - Restricted Stock Unit (RSUs) | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Number of RSUs | |
Number of RSUs - Beginning balance | shares | 809,145 |
Number of RSUs, Granted | shares | 624,479 |
Number of RSUs, Vested | shares | (56,436) |
Number of RSUs, Forfeited | shares | (173,904) |
Number of RSUs - Ending balance | shares | 1,203,284 |
Weighted-Average Grant Date Fair Value | |
Weighted-Average Grant Date Fair Value - Beginning balance | $ / shares | $ 66.91 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 27.75 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 95.89 |
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares | 58.30 |
Weighted-Average Grant Date Fair Value - Ending balance | $ / shares | $ 46.52 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 29,308 | $ 27,923 |
Total intrinsic value of outstanding options | 18,300 | |
Total intrinsic value of exercisable options | $ 15,100 | |
Weighted average anti-dilutive shares excludes from computation of earnings per share | 6,896,379 | 4,685,620 |
Restricted Stock Unit (RSUs) and Performance-based (RSUs) | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unrecognized compensation expense | $ 36,600 | |
Performance-based RSUs | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unrecognized compensation expense | $ 13,700 | |
Performance-based stock options deemed not probable of vesting | 148,500 | |
Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unrecognized compensation expense | $ 76,300 | |
Performance-based Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unrecognized compensation expense | $ 47,600 | |
Performance-based stock options deemed not probable of vesting | 553,200 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Stock Option Activity (Details) - $ / shares | 6 Months Ended |
Jun. 30, 2022 | |
Number of Options, Abstract | |
Number of Options, Outstanding - Beginning balance | 4,743,180 |
Number of Options, Granted | 1,419,422 |
Number of Options, Exercised | (32,360) |
Number of Options, Forfeited | (352,086) |
Number of Options, Expired | (85,061) |
Number of Options, Outstanding - Ending balance | 5,693,095 |
Number of Options, Exercisable | 3,134,238 |
Weighted Average Price, Abstract | |
Weighted-Average Price, Outstanding - Beginning balance | $ 86.06 |
Weighted-Average Price, Granted | 28.23 |
Weighted-Average Price, Exercised | 22.73 |
Weighted-Average Price, Forfeited | 101.49 |
Weighted-Average Price, Expired | 142.08 |
Weighted-Average Price, Outstanding - Ending balance | 70.21 |
Weighted-Average Price, Exercisable | $ 59.54 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Retirement Benefits [Abstract] | ||||
Defined benefit plan, description | we adopted an Employee Investment Plan, qualified under Section 401(k) of the Internal Revenue Code, which is a retirement savings plan covering substantially all of our U.S. employees (the Plan). | |||
Defined contribution plan employer discretionary contribution amount | $ 1,000 | |||
Maximum employee contributions to the plan annually | $ 7,000,000 | $ 6,000,000 | ||
Period of matching contributions to vest | 4 years | 4 years | ||
Defined contribution plan including contributions and administrative costs expenses | $ 300,000 | $ 400,000 | $ 1,600,000 | $ 1,200,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Accrual expenses related to indemnification | $ 0 |