Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 04, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ANAPTYSBIO INC | |
Entity Central Index Key | 1,370,053 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 23,497,680 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 69,474 | $ 81,189 |
Australian tax incentive receivable | 1,610 | 1,601 |
Short-term investments | 178,691 | 167,218 |
Prepaid expenses and other current assets | 2,170 | 2,688 |
Total current assets | 251,945 | 252,696 |
Property and equipment, net | 659 | 665 |
Long-term investments | 61,884 | 75,897 |
Other long-term assets | 289 | 46 |
Restricted cash | 60 | 60 |
Total assets | 314,837 | 329,364 |
Current liabilities: | ||
Accounts payable | 2,416 | 2,323 |
Accrued expenses | 4,405 | 4,875 |
Notes payable, current portion | 7,500 | 6,875 |
Other current liabilities | 22 | 17 |
Total current liabilities | 14,343 | 14,090 |
Notes payable, net of current portion | 5,834 | 7,553 |
Deferred rent | 133 | 140 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 10,000 shares authorized and no shares, issued or outstanding at March 31, 2018 and December 31, 2017, respectively | 0 | 0 |
Common stock, $0.001 par value, 500,000 shares authorized, 23,817 shares and 23,791 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively | 24 | 24 |
Additional paid in capital | 395,424 | 393,017 |
Accumulated other comprehensive loss | (801) | (426) |
Accumulated deficit | (100,120) | (85,034) |
Total stockholders’ equity | 294,527 | 307,581 |
Total liabilities, preferred stock and stockholders’ equity | $ 314,837 | $ 329,364 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 0 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 23,816,957 | 23,791,000 |
Common stock, shares outstanding (in shares) | 23,816,957 | 23,791,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Collaboration revenue | $ 0 | $ 0 |
Operating expenses: | ||
Research and development | 11,810 | 7,935 |
General and administrative | 3,947 | 2,053 |
Total operating expenses | 15,757 | 9,988 |
Loss from operations | (15,757) | (9,988) |
Other income (expense), net | ||
Interest expense | (451) | (428) |
Change in fair value of liability for preferred stock warrants | 0 | (1,366) |
Interest income | 1,185 | 122 |
Other income (expense), net | (63) | 225 |
Total other income (expense), net | 671 | (1,447) |
Net loss | (15,086) | (11,435) |
Unrealized loss on available for sale securities | (801) | (13) |
Other comprehensive loss | (801) | (13) |
Comprehensive loss | $ (15,887) | $ (11,448) |
Net loss per common share: | ||
Basic and diluted (in dollars per share) | $ (0.63) | $ (0.75) |
Weighted-average number of shares outstanding: | ||
Basic and diluted (in shares) | 23,801 | 15,295 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (15,086) | $ (11,435) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 54 | 39 |
Stock-based compensation | 2,260 | 866 |
Change in fair value of liability for preferred stock warrants | 0 | 1,366 |
(Income) loss from investments | (83) | 0 |
Non-cash interest expense | 156 | 150 |
Changes in operating assets and liabilities: | ||
Receivable from collaborative partners | 0 | 1,225 |
Australian tax incentive receivable | (9) | (847) |
Prepaid expenses and other assets | 388 | (143) |
Accounts payable and other liabilities | (158) | 682 |
Net cash used in operating activities | (12,478) | (8,097) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of investments | (32,203) | (27,000) |
Sales and maturities of investments | 34,581 | 0 |
Purchases of property and equipment | (232) | (85) |
Net cash provided by (used in) investing activities | 2,146 | (27,085) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from public offerings, net of underwriters' fees | 0 | 80,213 |
Proceeds from issuance of common stock, upon the exercise of stock options | 72 | 355 |
Proceeds from issuance of common stock, upon the exercise of warrants | 75 | 535 |
Payments on notes payable | (1,250) | 0 |
Payments for offering costs | (280) | (399) |
Net cash (used in) provided by financing activities | (1,383) | 80,704 |
Net (decrease) increase in cash, cash equivalents, and restricted cash | (11,715) | 45,522 |
Cash, cash equivalents and restricted cash, beginning of period | 81,249 | 51,292 |
Cash, cash equivalents and restricted cash, end of period | 69,534 | 96,814 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Interest paid | 297 | 278 |
Non-cash investing and financing activities: | ||
Amounts accrued for property and equipment | 7 | 52 |
Amounts accrued for offering costs | 0 | 1,290 |
Reclassification of warrants to equity | $ 0 | $ 4,607 |
Description of the Business
Description of the Business | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business | Description of the Business AnaptysBio, Inc. (“we,” “us,” “our,” or the “Company”) was incorporated in the state of Delaware in November 2005. We are a biotechnology company developing first-in-class antibody product candidates focused on unmet medical needs in inflammation. We develop our product candidates using our proprietary, antibody discovery technology platform, which is designed to replicate, in vitro, the natural process of antibody generation. We currently generate revenue from milestones achieved under our collaborative research and development arrangements. Since our inception, we have devoted our primary effort to raising capital and research and development activities, and at March 31, 2018 have an accumulated deficit of $100.1 million . Through March 31, 2018 , our financial support has been provided primarily from the sale of our common and preferred stock, as well as through funds received under our collaborative research and development agreements, proceeds from our Term Loans as discussed in Note 5 below, and the issuance of convertible debt. Going forward, as we continue our expansion, we may seek additional financing and/or strategic investments. However, there can be no assurance that any additional financing or strategic investments will be available to us on acceptable terms, if at all. If events or circumstances occur such that we do not obtain additional funding, we will most likely be required to reduce our plans and/or certain discretionary spending, which could have a material adverse effect on our ability to achieve our intended business objectives. Management believes its currently available resources will provide sufficient funds to enable the Company to meet its operating plans for at least the next twelve months. The accompanying consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern. Public Offerings and Related Transactions Initial Public Offering On January 31, 2017, we completed an initial public offering, or IPO, selling 5,750,000 shares of common stock at $15.00 per share. Proceeds from our initial public offering net of underwriting discounts and commissions were $80.2 million . In addition, each of the following occurred in connection with the completion of the IPO on January 31, 2017: • the conversion of all outstanding shares of convertible preferred stock into 11,520,698 shares of common stock; and • the conversion of warrants to purchase 377,195 shares of convertible preferred stock into warrants to purchase 377,195 shares of common stock and the resultant reclassification of the warrant liability to additional paid-in capital. Reverse Stock Split On January 13, 2017, we amended and restated our certificate of incorporation to effect a one for seven reverse stock split of every outstanding share of our preferred and common stock. The financial statements and accompanying footnotes have been retroactively restated to reflect the reverse stock split. Follow-on Public Offering On October 17, 2017, we completed an underwritten public offering selling 3,000,000 shares of common stock. All shares were offered by us at a price to the public of $68.50 per share. The aggregate net proceeds received by us from the offering were $194.7 million , net of underwriting discounts and commissions. As part of the underwritten public offering, on November 14, 2017, the underwriters exercised an additional 271,380 shares of common stock at a discounted price to the public of $68.50 per share for aggregate net proceeds of $17.6 million , net of underwriting discounts and commissions. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, have been omitted. The accompanying unaudited consolidated financial statements include all known adjustments necessary for a fair presentation of the results of interim periods as required by U.S. GAAP. These adjustments consist primarily of normal recurring accruals and estimates that impact the carrying value of assets and liabilities. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 . The financial statements should be read in conjunction with our audited financial statements for the year ended December 31, 2017 , included in our Annual Form 10-K. Basis of Consolidation The accompanying consolidated financial statements include us and our wholly-owned Australian subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. We operate in one reportable segment and our functional and reporting currency is the U.S. dollar. Use of Estimates The preparation of the accompanying consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. We base our estimates and assumptions on historical experience when available and on various factors that we believe to be reasonable under the circumstances. We evaluate our estimates and assumptions on an ongoing basis. Our actual results could differ from these estimates under different assumptions or conditions. Revenue Recognition Revenue is recognized in accordance with revenue recognition accounting guidance, which utilizes five basic steps to determine whether revenue can be recognized and to what extent: (i) identify the contract with a customer; (ii) identify the performance obligation; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) determine the recognition period. Performance Obligations. We evaluate deliverables on a contract by contract basis to determine whether each deliverable represents a good or service that is distinct or has the same pattern of transfer as other deliverables. A deliverable is considered distinct if the customer can benefit from the good or service independently of other goods/services either in the contract or that can be obtained elsewhere, without regard to contract exclusivity, and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contact. If the deliverable is not considered distinct, we combine such deliverables and account for them as a single performance obligation. We allocate the consideration to each deliverable at the inception of the arrangement based on the transaction price. Our performance obligations may include the following: • License Arrangements. The performance obligations under our collaboration and license agreements generally include exclusive or nonexclusive licenses to one or more products generated using our technologies. Licenses for multiple antibodies within a single contract are generally combined as they have substantially the same pattern of transfer to the customer. Historically, our licenses have held no value to the customer, as the antibodies were in the discovery phase and required our expertise for further development. Accordingly, licenses are not considered distinct. • Research and Development Services. The performance obligations under our collaboration and license agreements generally include research and development services we perform on behalf of or with our collaborators. As discussed within license arrangements above, our licenses have historically held no value without the research and development services we provide. As we generally only provide research and development services for internally generated antibodies that require a license to be utilized by a third party, our research and development services are not considered distinct. • Steering Committee Meetings. The performance obligations under our collaboration and license agreements may also include our participation in a steering committees, which allows us to direct the progression of our discovery programs. As these steering committees would not occur or benefit the customer without the use of our licenses, these are not considered distinct. We recognize consideration allocated to a performance obligation as the performance obligation is satisfied, and the determination as to whether consideration is recognized over time or at a point in time is made upon contract inception. For our collaboration agreements, this is generally over the period in which research and development services have been performed. Transaction Price. Our collaboration and license agreements generally include both fixed and variable consideration. Fixed payments, such as those for upfront fees are included in the transaction price at contract value, while variable consideration such as reimbursement for research and development services, milestone and royalty payments are estimated and then evaluated for constraints upon inception of the contract and evaluated on a quarterly basis thereafter. Research and development services are updated for actual invoices. Given the nature of our agreements, milestones are estimated using the most likely amount and are evaluated on a quarterly basis. Upon commercialization, royalty payments are recognized in the period incurred. Net Loss Per Common Share Basic net loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted-average number of common equivalent shares outstanding for the period. Diluted net loss per share includes any dilutive effect from outstanding stock options and warrants using the treasury stock method. For each period presented, there is no difference in the number of shares used to calculate basic and diluted net loss per share. The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share because to do so would be anti-dilutive (in common stock equivalent shares): Three Months Ended (in thousands) 2018 2017 Options to purchase common stock 2,602 1,995 Warrants to purchase common stock 9 332 Total 2,611 2,327 Accounting Pronouncements Recently Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , which outlines a single comprehensive model for entities to use in accounting for revenue from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This standard is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This standard also requires additional disclosure about the nature, amount, timing and uncertainty of assets recognized from costs incurred to fulfill a contract and becomes effective for our annual reporting period beginning January 1, 2018, including interim periods within that reporting period. Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. We assessed all potential impacts of the standard, and the most significant impacts relate to our accounting for variable consideration including revenues related to contingent “milestone” based payments and our disclosures required under the new standard as it relates to our two ongoing collaboration agreements, TESARO and Celgene. Application of the new standard requires that variable consideration be recognized to the extent that it is probable that a significant reversal in the amount of revenue will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Accordingly, we may be required to recognize milestone payments earlier in the period in which we determine a significant reversal will not occur, rather than when the milestone is achieved. However, we have reviewed the TESARO and Celgene agreements and have determined that given the nature of potential milestones owed to us under these agreements, and the inherent risk involved in developing drugs, and have determined that these potential milestones were not recognizable as of the standard adoption date. Additionally, while we currently disaggregate our revenue disclosures by collaborative agreement, additional discussion surrounding significant estimates made by management was required in our disclosure and included in Note 4 below. We adopted this standard using the modified retrospective approach for our annual reporting period beginning January 1, 2018, and did not record any adjustments upon adoption of this standard. In January 2016, the FASB issued ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities , which intends to enhance the reporting model for financial instruments by providing users of financial instruments with more decision-useful information. The standard also addresses certain aspects of the recognition, measurement, presentation, and disclosure of financial instruments and requires additional disclosure about the nature, amount, timing and uncertainty of assets recognized from costs incurred to fulfill a contract and becomes effective for our annual reporting period beginning January 1, 2018, including interim periods within that reporting period; early adoption is permitted. We adopted this standard as of January 1, 2018 and there was no material impact on our consolidated financial statements. We did not record any adjustments upon adoption of this standard and have consistently applied our accounting policies to all periods presented in the consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718), which provides further guidance as to what constitutes a modification to the terms of shared based compensation, in order to create consistency in practice amongst all entities. ASU 2017-09 becomes effective for annual reporting periods beginning after December 15, 2017, including interim periods thereafter; early adoption is permitted, including adoption in an interim period. We adopted this standard as of January 1, 2018, and there was no material impact on our consolidated financial statements. We did not record any adjustments upon adoption of this standard. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which requires that lessees recognize a right-of-use asset and a related lease liability arising from leases on the balance sheet. ASU 2016-02 becomes effective for our annual reporting period beginning January 1, 2019, including interim periods thereafter; early adoption is permitted. We have begun analyzing recently executed contracts for embedded leases and have begun to review historical contracts that are still in effect for 2018, including our outstanding lease agreements. We continue to assess the impact that this standard will have on our consolidated financial statements. |
Balance Sheet Accounts and Supp
Balance Sheet Accounts and Supplemental Disclosures | 3 Months Ended |
Mar. 31, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Accounts and Supplemental Disclosures | Balance Sheet Accounts and Supplemental Disclosures Property and Equipment Property and equipment consist of the following: (in thousands) March 31, 2018 December 31, 2017 Laboratory equipment $ 3,718 $ 3,687 Office furniture and equipment 615 605 Leasehold improvements 358 351 4,691 4,643 Less: accumulated depreciation and amortization (4,032 ) (3,978 ) Total property and equipment, net $ 659 $ 665 Accrued Expenses Accrued expenses consist of the following: (in thousands) March 31, 2018 December 31, 2017 Accrued compensation and related expenses $ 1,033 $ 1,588 Accrued research and contract manufacturing expenses 2,842 2,961 Other 530 326 Total accrued expenses $ 4,405 $ 4,875 |
Collaborative Research and Deve
Collaborative Research and Development Agreements | 3 Months Ended |
Mar. 31, 2018 | |
Revenue Recognition [Abstract] | |
Collaborative Research and Development Agreements | Collaborative Research and Development Agreements TESARO Collaboration In March 2014, we entered into a Collaboration and Exclusive License Agreement, or the TESARO Agreement, with TESARO, Inc. and TESARO Development, Inc., or collectively, TESARO, an oncology-focused biopharmaceutical company. Under the terms of the agreement, we agreed to perform certain discovery and early preclinical development of therapeutic antibodies with the goal of generating immunotherapy antibodies for subsequent preclinical, clinical, regulatory and commercial development to be performed by TESARO. Under the terms of the agreement, TESARO paid an upfront license fee of $17.0 million in March 2014 and agreed to provide funding to us for research and development services related to antibody discovery programs for three specific targets. In November 2014, we and TESARO entered into Amendment No. 1 to the Agreement to add an antibody discovery program against an undisclosed four th target for an upfront license fee of $2.0 million . For each development program, we are eligible to receive milestone payments of up to $18.0 million if certain preclinical and clinical trial events are achieved by TESARO, up to an additional $90.0 million if certain U.S. and European regulatory submissions and approvals in multiple indications are achieved, and up to an additional $165.0 million upon the achievement of specified levels of annual worldwide net sales. We will also be eligible to receive tiered single-digit royalties related to worldwide net sales of products developed under the collaboration. Unless earlier terminated by either party upon specified circumstances, the agreement will terminate, with respect to each specific developed product, upon the latter of the 12 th anniversary of the first commercial sale of the product or the expiration of the last to expire of any patent. Prior to the adoption of ASC Topic 606, we determined that the upfront license fees and research funding under the agreement, as amended, should be accounted for as a single unit of accounting and that the upfront license fees should be deferred and recognized as revenue over the same period that the research and development services are performed. In December 2015, we determined that the research and development services would be extended through December 31, 2016. As a result, the period over which the unrecognized license fees and milestones were recognized was extended through December 31, 2016, and have been recognized in full. We assessed this arrangement in accordance with ASC Topic 606 and concluded that the contract counterparty, TESARO, is a customer. We identified the following material promises under the TESARO Agreement: (1) the licenses under certain patent rights relating to six discovery programs (four targets) and transfer of certain development and regulatory information, (2) R&D services and (3) Joint Steering Committee meetings. We considered the research and discovery capabilities of TESARO for these specific programs, TESARO’s inability to sub-license, and the fact that the discovery and optimization of these antibodies is proprietary and could not, at the time of the contract inception, be provided by other vendors, to conclude that the license does not have stand-alone functionality and is therefore not distinct. Additionally, we determined that the steering committee participation would not have been provided without the R&D services and license agreement. Based on these assessments, we identified all services to be interrelated, and therefore concluded that the promises should be combined into a single performance obligation at the inception of the arrangement. As of March 31, 2018, the transaction price includes the upfront payment, research reimbursement revenue, and milestones earned to date, which are allocated in their entirety to the single performance obligation. None of the future clinical or regulatory milestones have been included in the transaction price, as all milestone amounts were subject to the revenue constraint. As part of the constraint evaluation, we considered numerous factors including the fact that the receipt of milestones is outside of our control and contingent upon success in future clinical trials, an outcome that is difficult to predict, and the licensees’ efforts. Any consideration related to sales-based milestones, including royalties, will be recognized when the related sales occur as they were determined to relate predominantly to the IP license granted to TESARO and therefore have also been excluded from the transaction price. We will re-evaluate the variable transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur. Milestones achieved through March 31, 2018 under the TESARO Agreement are as follow: Anti-PD-1 Anti-TIM-3 Anti-LAG-3 Milestone Event Amount Quarter Earned Amount Quarter Earned Amount Quarter Earned Initiated in vivo toxicology studies using good laboratory practices (GLPs) $1.0M Q2'15 $1.0M Q4'15 $1.0M Q3'16 IND clearance from the FDA $4.0M Q1'16 $4.0M Q2'16 $4.0M Q2'17 Phase 2 clinical trial initiation $3.0M Q2'17 $3.0M Q4'17 — — Milestones achieved during the discovery period were recognized as revenue pro-rata through December 31, 2016. Milestones achieved subsequent to December 31, 2016 were recognized as revenue in the period earned. Cash is generally received within 30 days of milestone achievement. Revenue from future contingent milestone payments will be recognized when it is more likely than not that the revenue will not be reversed in future periods. There was no revenue recognized under this agreement during the three months ended March 31, 2018 and 2017. Antibody Generation Agreement with Celgene Corporation In December 2011, we entered into a license and collaboration agreement with Celgene, or the Celgene Agreement, to develop therapeutic antibodies against multiple targets. We granted Celgene the option to obtain worldwide commercial rights to antibodies generated against each of the targets under the agreement, which option was triggered on a target-by-target basis by our delivery of antibodies meeting certain pre-specified parameters pertaining to each target under the agreement. The agreement provided for an upfront payment of $6.0 million from Celgene, which we received in 2011 and recognized through 2014, milestone payments of up to $53.0 million per target, low single-digit royalties on net sales of antibodies against each target, and reimbursement of specified research and development costs. We assessed this arrangement in accordance with ASC Topic 606 and concluded that the contract counterparty, Celgene, is a customer. We identified the following material promises under the Celgene Agreement: (1) the licenses under certain patent rights relating to four targets and transfer of certain development and regulatory information, (2) R&D services, (3) a written report documenting findings and (4) Steering Committee meetings. We considered the research and discovery capabilities of Celgene, Celgene’s inability to sub-license the four targets, and the fact that the discovery and optimization of these antibodies is proprietary and could not, at the time of the contract inception, be provided by other vendors, to conclude that the license does not have stand-alone functionality and is therefore not distinct. Additionally, we determined that the report of findings and steering committee participation would not have been provided without the R&D services and license agreement. Based on these assessments, we identified all services to be interrelated, and therefore concluded that the promises should be combined into a single performance obligation at the inception the arrangement. As of March 31, 2018, the transaction price includes the upfront payment, success fees, expense reimbursement, and milestones earned to date, which are allocated in their entirety to the single performance obligation. None of the future clinical or regulatory milestones have been included in the transaction price, as all milestone amounts were subject to the revenue constraint. As part of the constraint evaluation, we considered numerous factors, including the fact that the receipt of milestones is outside of our control and contingent upon success in future clinical trials and the licensees’ efforts. Any consideration related to sales-based milestones, including royalties, will be recognized when the related sales occur as they were determined to relate predominantly to the IP license granted to Celgene and therefore have also been excluded from the transaction price. We will re-evaluate the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur. Milestones achieved through March 31, 2018 under the Celgene Agreement are as follows: Anti-PD-1 Milestone Event Amount Quarter Earned Completion of first in vivo toxicology studies using GLPs $0.5M Q2'16 Phase 1 clinical trial initiation $1.0M Q4'16 Revenue from future contingent milestone payments will be recognized when it is more likely than not that the revenue will not be reversed in future periods. Cash is generally received within 30 days of milestone achievement. There was no revenue recognized under this agreement during the three months ended March 31, 2018 and 2017. |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable On December 24, 2014, we entered into a Loan and Security Agreement, as amended from time to time, the Loan Agreement, with a bank and a financial institution whereby we may borrow up to $15.0 million in three separate draws of $5.0 million each. The Term A Loans, for an aggregate of $5.0 million , were drawn on December 24, 2014 with a fixed interest rate of 6.97% . In connection with the issuance of the Term A Loans, we issued detachable, fully vested warrants to purchase an aggregate of 41,208 shares of Series C Preferred Stock at an exercise price of $4.55 per share to the lenders. The grant-date fair value of the warrants of $0.1 million was recorded as a liability, with a reduction to the carrying value of the Term A Loans, and which is recognized as additional interest expense over the remaining term of the Loans. The initial fair value of the warrants was determined using the Black-Scholes option pricing model with the following assumptions: a stock price volatility of 70.2% , an expected life equal to the contractual term of the warrants of ten years and a risk-free interest rate of 1.97% . In January 2016, the Loan Agreement was amended to combine Term B Loans and Term C Loans for a total of $10.0 million available for draw through December 31, 2016 and delay the beginning of our Term A Loans’ principal repayments from February 1, 2016 until February 1, 2017. The Term B Loans and Term C Loans became available for draw on July 1, 2016. In December 2016, we further amended the Loan Agreement to (i) allow for the Term B Loans and Term C Loans to be drawn on December 30, 2016, (ii) delay principal repayments of all Term Loans until February 1, 2018 and (iii) amend the interest rate for each Term Loan. The Term B Loans and the Term C Loans were drawn on December 30, 2016, and Term A, B and C Loans are now collectively referred to as the Term Loans. Principal repayments began in February 2018, and as of March 31, 2018 , there are 22 monthly principal and interest payments remaining on the Term Loans, with final maturity in January 2020. The Term Loans bear interest equal to the greater of 3-month U.S. LIBOR plus 6.37% or 7.3% . The interest rate was 8.39% as of March 31, 2018 . In connection with the issuance of the Term B & C Loans, we issued detachable, fully vested warrants to purchase an aggregate of 82,416 shares of Series C Preferred Stock at an exercise price of $4.55 per share to the lenders. The grant-date fair value of the warrants of $0.9 million was recorded as a liability, with a reduction to the carrying value of the Term B & C Loans, and which is recognized as additional interest expense over the remaining term of the Loans. The initial fair value of the warrants was determined using the Black-Scholes option pricing model with the following assumptions: a stock price volatility of 79.2% , an expected life equal to the contractual term of the warrants of ten years and a risk-free interest rate of 2.45% . As discussed in Note 1 above, all of the outstanding warrants to purchase shares of preferred stock automatically converted into warrants to purchase shares of common stock in connection with the IPO and were accounted for as equity from the conversion date forward. All warrants related to Term Loans were exercised during the year ended December 31, 2017. The costs incurred to issue the Term Loans were deferred and are included in the discount to the carrying value of the Term Loans in the accompanying balance sheet. The Term Loans also include a final payment fee of $0.8 million due at the earlier of prepayment or the maturity date of the Term Loans. The deferred costs and the final payment fee are being amortized to interest expense over the expected term of the Term A Loans using the effective interest method. As of March 31, 2018 , the carrying amount of the Term Loans was $13.3 million , which is net of unamortized discounts of $0.4 million and of which $7.5 million is classified as current liabilities as of March 31, 2018 . The effective interest rate on the Term Loans at March 31, 2018 was 12.78% . As of March 31, 2018 , future principal maturities of the Term Loans were $5.6 million , $7.5 million and $0.6 million in 2018, 2019 and 2020, respectively. The Term Loans are secured by a first priority interest in most of our assets, excluding intellectual property. As of March 31, 2018 , we were in compliance with the covenants contained in the Loan Agreement. |
Fair Value Measurements and Ava
Fair Value Measurements and Available for Sale Investments | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Available for Sale Investments | Fair Value Measurements and Available for Sale Investments Fair Value Measurements Our financial instruments consist principally of cash, cash equivalents, restricted cash, short-term and long-term investments, receivables, accounts payable, notes payable and, through January 31, 2017, preferred stock warrant liabilities. Certain of our financial assets and liabilities have been recorded at fair value in the consolidated balance sheet in accordance with the accounting standards for fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. Accounting guidance also establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities 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 related assets or liabilities; and Level 3 - Unobservable inputs that are supported by little or no market activities, therefore requiring an entity to develop its own assumptions. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table summarizes our assets and liabilities that require fair value measurements on a recurring basis and their respective input levels based on the fair value hierarchy: Fair Value Measurements at End of Period Using: (in thousands) Fair Quoted Market Significant Significant At March 31, 2018 Money market funds (1) $ 48,917 $ 48,917 $ — $ — Mutual funds (1) 16,510 16,510 — — U.S. treasury securities (2) 79,235 79,235 — — Agency securities (2) 59,861 — 59,861 — Commercial and corporate obligations (2) 103,477 — 103,477 — At December 31, 2017 Money market funds (1) $ 41,318 $ 41,318 $ — $ — Mutual funds (1) 28,817 28,817 — — U.S. treasury securities (2) 79,397 79,397 — — Agency securities (2) 59,948 — 59,948 — Commercial and corporate obligations (2) 111,660 — 111,660 — (1) Included in cash and cash equivalents, and restricted cash in the accompanying consolidated balance sheets. (2) Included in short-term or long-term investments in the accompanying consolidated balance sheets depending on the respective maturity date. The following methods and assumptions were used to estimate the fair value of our financial instruments for which it is practicable to estimate that value: Marketable Securities. For fair values determined by Level 1 inputs, which utilize quoted prices in active markets for identical assets, the level of judgment required to estimate fair value is relatively low. For fair values determined by Level 2 inputs, which utilize quoted prices in less active markets for similar assets, the level of judgment required to estimate fair value is also considered relatively low. Warrant Liabilities. Our preferred stock warrants were accounted for as derivative liabilities and measured at fair value on a recurring basis through January 31, 2017 as they contained features that were either not afforded equity classification or embodied risks that were not clearly and closely related to host contracts. We estimated the fair value of these derivatives utilizing the Black-Scholes option-pricing model, which requires Level 3 inputs. As discussed in Note 1 above, all of the outstanding warrants to purchase shares of preferred stock automatically converted into warrants to purchase shares of common stock in connection with the IPO and are accounted for as equity from the conversion date forward. Prior to the conversion, we estimated the fair value of convertible preferred stock warrants at the time of issuance and subsequent remeasurement using the Black-Scholes option-pricing model at each reporting date. Estimating fair values of derivative financial instruments, including Level 3 instruments, require the use of significant and subjective inputs that may, and are likely to, change over the duration of the instrument with related changes in internal and external market factors, including changes in the estimated fair value of our equity securities. The following weighted-average assumptions were utilized in estimating the value of the liabilities for Series C preferred stock warrants using the Black-Scholes option-pricing model as of January 31, 2017, the conversion date: January 31, Fair value of preferred stock $ 16.95 Exercise price $ 4.55 Risk-free interest rate 1.4 % Volatility 88.8 % Dividend Yield — % Contractual term (in years) 3.8 Weighted-average measurement date fair value per share $ 13.71 The following table summarizes the activity in liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3 Inputs): Three Months Ended (in thousands) 2017 Preferred Stock Warrant Liabilities: Beginning balance $ (3,241 ) Net gains (losses) included in other expense (1,366 ) Reclassification of warrant liabilities to equity 4,607 Ending balance $ — Fair Value of Other Financial Instruments The fair value of our other financial instruments estimated as of March 31, 2018 and December 31, 2017 are presented below: March 31, 2018 December 31, 2017 Carrying Fair Carrying Fair Notes payable $ 13,334 $ 14,407 $ 14,428 $ 15,650 The carrying amounts of certain of our financial instruments, including cash and cash equivalents, Australian tax incentive receivable, accounts payable, and accrued expenses approximate fair value due to their short-term nature. The following methods and assumptions were used to estimate the fair value of our notes payable: Notes Payable —We use the income approach to value the aforementioned debt instrument. We use a present value calculation to discount principal and interest payments and the final maturity payment on these liabilities using a discounted cash flow model based on observable inputs. We discount these debt instruments based on what the current market rates would offer us as of the reporting date. Based on the assumptions used to value these liabilities at fair value, these debt instruments are categorized as Level 2 in the fair value hierarchy. Available for Sale Investments We invest our excess cash in agency securities, debt instruments of financial institutions and corporations, or commercial obligations, and U.S. Treasury securities, which we classify as available-for-sale investments. These investments are carried at fair value and are included in the tables above. The aggregate market value, cost basis, and gross unrealized gains and losses of available-for-sale investments by security type, classified in cash equivalents, short-term and long-term investments as of March 31, 2018 are as follows: (in thousands) Amortized Gross Gross Total Agency securities (1) $ 60,117 $ — $ (256 ) $ 59,861 Commercial and corporate obligations (2) 103,824 — (348 ) 103,476 US Treasury securities (3) 79,432 — (197 ) 79,235 Total available-for-sale investments $ 243,373 $ — $ (801 ) $ 242,572 (1) Of our outstanding agency securities, $35.6 million have maturity dates of less than one year and $24.2 million have a maturity date of between one to two years as of March 31, 2018 . (2) Of our outstanding commercial and corporate obligations, $82.2 million have maturity dates of less than one year and $21.3 million have a maturity date of between one to two years as of March 31, 2018 . (3) Of our outstanding U.S. Treasury securities $62.8 million have maturity dates of less than one year and $16.4 million have a maturity date of between one to two years as of March 31, 2018 . |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common and Preferred Stock On January 13, 2017, we amended our Certificate of Incorporation to increase the number of authorized shares of common stock to 60,000,000 with a par value of $0.001 per share and decrease the number of authorized shares of preferred stock to 11,520,698 with a par value of $0.001 per share. Subsequently, on January 31, 2017, upon completion of our IPO, we amended our Certificate of Incorporation to increase the number of authorized shares of common stock to 500,000,000 with a par value of $0.001 and decrease the number of authorized shares of preferred stock to 10,000,000 with a par value of $0.001 per share. Common Stock Of the 500,000,000 shares of common stock authorized, 23,816,957 shares were issued and outstanding as of March 31, 2018 . Common stock reserved for future issuance upon the exercise, issuance or conversion of the respective equity instruments at March 31, 2018 are as follows: Issued and Outstanding: Stock options 2,655,722 Warrants for shares of common stock 287 Shares Reserved For: 2017 Equity Incentive Plan 2,092,308 Employee Stock Purchase Plan 455,913 Total 5,204,230 Warrant Exercises During the three months ended March 31, 2018 , 16,483 shares of common stock were issued as a result of a warrant exercise. During the three months ended March 31, 2017 , warrants for the purchase of 296,669 shares of common stock were exercised, of which 179,047 were exercised by a net exercise method. As a result, we issued 250,448 shares of common stock, net. |
Equity Incentive Plans
Equity Incentive Plans | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plans | Equity Incentive Plans 2017 Equity Incentive Plan On January 12, 2017, our board of directors and stockholders approved and adopted the 2017 Equity Incentive Plan, or the 2017 Plan. The 2017 Plan became effective upon the execution and delivery of the underwriting agreement for our initial public offering on January 26, 2017, and replaced our existing 2006 Equity Incentive Plan, or the 2006 Plan. Under the 2017 Plan we may grant stock options, stock appreciation rights, restricted stock, restricted stock units and other awards to individuals who are then our employees, officers, directors or consultants. A total of 1,955,506 shares of common stock were initially reserved for issuance under the 2017 plan, including 308,343 that were rolled over from the 2006 Plan. In addition, the number shares of stock available for issuance under the 2017 Plan will be automatically increased each January 1, beginning on January 1, 2018, by 4% of the aggregate number of outstanding shares of our common stock as of the immediately preceding December 31 or such lesser number as determined by our board of directors. The 2017 Plan automatically increased by 951,656 shares as of January 1, 2018. As of March 31, 2018 , there were 2,655,722 options outstanding to purchase shares of common stock and 2,092,308 shares of common stock reserved for future stock awards under the 2017 Plan. Employee Stock Purchase Plan On January 12, 2017, our board of directors and stockholders approved and adopted the 2017 Employee Stock Purchase Plan or the ESPP. The ESPP became effective upon the execution and delivery of the underwriting agreement for our initial public offering on January 26, 2017. A total of 218,000 shares of common stock were initially reserved for issuance under the ESPP. In addition, the number shares of stock available for issuance under the ESPP will be automatically increased each January 1, beginning on January 1, 2018, by 1% of the aggregate number of outstanding shares of our common stock as of the immediately preceding December 31 or such lesser number as determined by our board of directors. The ESPP automatically increased by 237,913 shares as of January 1, 2018. Stock Options Stock options granted to employees and non-employees generally vest over a four -year period while stock options granted to directors vest over a one year period. Additionally, new non-employee directors receive stock options that vest over a three-year period. Each have a maximum term of ten years from the date of grant, subject to earlier cancellation prior to vesting upon cessation of service to us. A summary of the activity related to stock option awards during the three months ended March 31, 2018 is as follows: Shares Weighted-Average Weighted-Average Aggregate Outstanding at January 1, 2018 2,425,903 $ 12.03 Granted 262,707 $ 107.05 Exercises (9,104 ) $ 7.97 Forfeitures and cancellations (23,784 ) $ 55.48 Outstanding at March 31, 2018 2,655,722 $ 21.06 7.08 $ 221,253.3 Exercisable at March 31, 2018 1,481,286 $ 7.32 5.69 $ 143,336.2 Total cash received from the exercise of stock options was approximately $0.1 million during the three months ended March 31, 2018 . As a result of the adoption of ASU 2016-09 and the elimination of a forfeiture rate, all options outstanding are considered expected to fully vest. Certain stock option grants under the 2006 Plan provide for exercise of the stock option prior to vesting. Shares of common stock issued upon exercise of unvested options are subject to repurchase by us at the respective original exercise price until vested. Consideration received for the exercise of unvested stock options is recorded as a liability and reclassified into equity as the related award vests. Stock-Based Compensation Expense The estimated fair values of stock option awards granted to employees were determined on the date of grant using the Black-Scholes option valuation model with the following weighted average assumptions: Three Months Ended 2018 2017 Risk-free interest rate 2.6 % 2.0 % Expected volatility 68.6 % 77.6 % Expected dividend yield — % — % Expected term (in years) 6.25 6.18 Weighted average grant date fair value per share $ 68.34 $ 15.15 There were 262,707 and 934,141 stock options granted during the three months ended March 31, 2018 and 2017, respectively. We determine the appropriate, risk free interest rate, expected term for employee stock based awards, contractual term for non-employee stock based awards, and volatility assumptions. The weighted-average expected option term for employee and director stock based awards reflects the application of the simplified method, which defines the life as the average of the contractual term of the options and the weighted average vesting period for all option tranches. The weighted average expected term for non-employee stock based awards is the remaining contractual life of the award. Estimated volatility incorporates historical volatility of our common stock and similar entities whose share prices are publicly available. The risk free interest rate is based upon U.S. Treasury securities with remaining terms similar to the expected or contractual term of the share based payment awards. The assumed dividend yield is based on our expectation of not paying dividends in the foreseeable future. Total non-cash stock-based compensation expense for all stock awards that was recognized in the consolidated statements of operations and comprehensive loss is as follows: Three Months Ended (in thousands) 2018 2017 Research and development $ 756 $ 300 General and administrative 1,504 566 Total $ 2,260 $ 866 At March 31, 2018 , there was $30.1 million of unrecognized compensation cost related to unvested stock option awards, which is expected to be recognized over a remaining weighted average vesting period of 2.63 years. |
Australia Research and Developm
Australia Research and Development Tax Incentive | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Australia Research and Development Tax Incentive | Australia Research and Development Tax Incentive Our Australian subsidiary, which conducts core research and development activities on our behalf, is eligible to receive a 43.5% refundable tax incentive for qualified research and development activities during fiscal 2018 and fiscal 2017. For the three months ended March 31, 2018 and 2017, less than $0.1 million and $0.6 million , respectively, were recorded as a reduction to research and development expenses in the consolidated statements of operations and comprehensive loss. As of March 31, 2018 our tax incentive receivable from the Australian government was $1.6 million . We received no cash during the three months ended March 31, 2018 and 2017. |
Summary of Significant Accoun15
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, have been omitted. The accompanying unaudited consolidated financial statements include all known adjustments necessary for a fair presentation of the results of interim periods as required by U.S. GAAP. These adjustments consist primarily of normal recurring accruals and estimates that impact the carrying value of assets and liabilities. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 . The financial statements should be read in conjunction with our audited financial statements for the year ended December 31, 2017 , included in our Annual Form 10-K. |
Basis of Consolidation | Basis of Consolidation The accompanying consolidated financial statements include us and our wholly-owned Australian subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. We operate in one reportable segment and our functional and reporting currency is the U.S. dollar. |
Use of Estimates | Use of Estimates The preparation of the accompanying consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. We base our estimates and assumptions on historical experience when available and on various factors that we believe to be reasonable under the circumstances. We evaluate our estimates and assumptions on an ongoing basis. Our actual results could differ from these estimates under different assumptions or conditions. |
Revenue Recognition | Revenue Recognition Revenue is recognized in accordance with revenue recognition accounting guidance, which utilizes five basic steps to determine whether revenue can be recognized and to what extent: (i) identify the contract with a customer; (ii) identify the performance obligation; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) determine the recognition period. Performance Obligations. We evaluate deliverables on a contract by contract basis to determine whether each deliverable represents a good or service that is distinct or has the same pattern of transfer as other deliverables. A deliverable is considered distinct if the customer can benefit from the good or service independently of other goods/services either in the contract or that can be obtained elsewhere, without regard to contract exclusivity, and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contact. If the deliverable is not considered distinct, we combine such deliverables and account for them as a single performance obligation. We allocate the consideration to each deliverable at the inception of the arrangement based on the transaction price. Our performance obligations may include the following: • License Arrangements. The performance obligations under our collaboration and license agreements generally include exclusive or nonexclusive licenses to one or more products generated using our technologies. Licenses for multiple antibodies within a single contract are generally combined as they have substantially the same pattern of transfer to the customer. Historically, our licenses have held no value to the customer, as the antibodies were in the discovery phase and required our expertise for further development. Accordingly, licenses are not considered distinct. • Research and Development Services. The performance obligations under our collaboration and license agreements generally include research and development services we perform on behalf of or with our collaborators. As discussed within license arrangements above, our licenses have historically held no value without the research and development services we provide. As we generally only provide research and development services for internally generated antibodies that require a license to be utilized by a third party, our research and development services are not considered distinct. • Steering Committee Meetings. The performance obligations under our collaboration and license agreements may also include our participation in a steering committees, which allows us to direct the progression of our discovery programs. As these steering committees would not occur or benefit the customer without the use of our licenses, these are not considered distinct. We recognize consideration allocated to a performance obligation as the performance obligation is satisfied, and the determination as to whether consideration is recognized over time or at a point in time is made upon contract inception. For our collaboration agreements, this is generally over the period in which research and development services have been performed. Transaction Price. Our collaboration and license agreements generally include both fixed and variable consideration. Fixed payments, such as those for upfront fees are included in the transaction price at contract value, while variable consideration such as reimbursement for research and development services, milestone and royalty payments are estimated and then evaluated for constraints upon inception of the contract and evaluated on a quarterly basis thereafter. Research and development services are updated for actual invoices. Given the nature of our agreements, milestones are estimated using the most likely amount and are evaluated on a quarterly basis. Upon commercialization, royalty payments are recognized in the period incurred. |
Net Loss Per Common Share | Net Loss Per Common Share Basic net loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted-average number of common equivalent shares outstanding for the period. Diluted net loss per share includes any dilutive effect from outstanding stock options and warrants using the treasury stock method. |
Accounting Pronouncements Recently Adopted and Recent Accounting Pronouncements | Accounting Pronouncements Recently Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , which outlines a single comprehensive model for entities to use in accounting for revenue from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This standard is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This standard also requires additional disclosure about the nature, amount, timing and uncertainty of assets recognized from costs incurred to fulfill a contract and becomes effective for our annual reporting period beginning January 1, 2018, including interim periods within that reporting period. Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. We assessed all potential impacts of the standard, and the most significant impacts relate to our accounting for variable consideration including revenues related to contingent “milestone” based payments and our disclosures required under the new standard as it relates to our two ongoing collaboration agreements, TESARO and Celgene. Application of the new standard requires that variable consideration be recognized to the extent that it is probable that a significant reversal in the amount of revenue will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Accordingly, we may be required to recognize milestone payments earlier in the period in which we determine a significant reversal will not occur, rather than when the milestone is achieved. However, we have reviewed the TESARO and Celgene agreements and have determined that given the nature of potential milestones owed to us under these agreements, and the inherent risk involved in developing drugs, and have determined that these potential milestones were not recognizable as of the standard adoption date. Additionally, while we currently disaggregate our revenue disclosures by collaborative agreement, additional discussion surrounding significant estimates made by management was required in our disclosure and included in Note 4 below. We adopted this standard using the modified retrospective approach for our annual reporting period beginning January 1, 2018, and did not record any adjustments upon adoption of this standard. In January 2016, the FASB issued ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities , which intends to enhance the reporting model for financial instruments by providing users of financial instruments with more decision-useful information. The standard also addresses certain aspects of the recognition, measurement, presentation, and disclosure of financial instruments and requires additional disclosure about the nature, amount, timing and uncertainty of assets recognized from costs incurred to fulfill a contract and becomes effective for our annual reporting period beginning January 1, 2018, including interim periods within that reporting period; early adoption is permitted. We adopted this standard as of January 1, 2018 and there was no material impact on our consolidated financial statements. We did not record any adjustments upon adoption of this standard and have consistently applied our accounting policies to all periods presented in the consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718), which provides further guidance as to what constitutes a modification to the terms of shared based compensation, in order to create consistency in practice amongst all entities. ASU 2017-09 becomes effective for annual reporting periods beginning after December 15, 2017, including interim periods thereafter; early adoption is permitted, including adoption in an interim period. We adopted this standard as of January 1, 2018, and there was no material impact on our consolidated financial statements. We did not record any adjustments upon adoption of this standard. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which requires that lessees recognize a right-of-use asset and a related lease liability arising from leases on the balance sheet. ASU 2016-02 becomes effective for our annual reporting period beginning January 1, 2019, including interim periods thereafter; early adoption is permitted. We have begun analyzing recently executed contracts for embedded leases and have begun to review historical contracts that are still in effect for 2018, including our outstanding lease agreements. We continue to assess the impact that this standard will have on our consolidated financial statements. |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Outstanding Potentially Dilutive Securities Excluded in the Calculation of Diluted Net Loss Per Share | The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share because to do so would be anti-dilutive (in common stock equivalent shares): Three Months Ended (in thousands) 2018 2017 Options to purchase common stock 2,602 1,995 Warrants to purchase common stock 9 332 Total 2,611 2,327 |
Balance Sheet Accounts and Su17
Balance Sheet Accounts and Supplemental Disclosures (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment | Property and equipment consist of the following: (in thousands) March 31, 2018 December 31, 2017 Laboratory equipment $ 3,718 $ 3,687 Office furniture and equipment 615 605 Leasehold improvements 358 351 4,691 4,643 Less: accumulated depreciation and amortization (4,032 ) (3,978 ) Total property and equipment, net $ 659 $ 665 |
Schedule of Accrued Expenses | Accrued expenses consist of the following: (in thousands) March 31, 2018 December 31, 2017 Accrued compensation and related expenses $ 1,033 $ 1,588 Accrued research and contract manufacturing expenses 2,842 2,961 Other 530 326 Total accrued expenses $ 4,405 $ 4,875 |
Collaborative Research and De18
Collaborative Research and Development Agreements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue Recognition [Abstract] | |
Schedule of Collaborative Arrangements and Non-collaborative Arrangement Transactions | Milestones achieved through March 31, 2018 under the TESARO Agreement are as follow: Anti-PD-1 Anti-TIM-3 Anti-LAG-3 Milestone Event Amount Quarter Earned Amount Quarter Earned Amount Quarter Earned Initiated in vivo toxicology studies using good laboratory practices (GLPs) $1.0M Q2'15 $1.0M Q4'15 $1.0M Q3'16 IND clearance from the FDA $4.0M Q1'16 $4.0M Q2'16 $4.0M Q2'17 Phase 2 clinical trial initiation $3.0M Q2'17 $3.0M Q4'17 — — Milestones achieved through March 31, 2018 under the Celgene Agreement are as follows: Anti-PD-1 Milestone Event Amount Quarter Earned Completion of first in vivo toxicology studies using GLPs $0.5M Q2'16 Phase 1 clinical trial initiation $1.0M Q4'16 |
Fair Value Measurements and A19
Fair Value Measurements and Available for Sale Investments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities that Require Fair Value Measurements on a Recurring Basis | The following table summarizes our assets and liabilities that require fair value measurements on a recurring basis and their respective input levels based on the fair value hierarchy: Fair Value Measurements at End of Period Using: (in thousands) Fair Quoted Market Significant Significant At March 31, 2018 Money market funds (1) $ 48,917 $ 48,917 $ — $ — Mutual funds (1) 16,510 16,510 — — U.S. treasury securities (2) 79,235 79,235 — — Agency securities (2) 59,861 — 59,861 — Commercial and corporate obligations (2) 103,477 — 103,477 — At December 31, 2017 Money market funds (1) $ 41,318 $ 41,318 $ — $ — Mutual funds (1) 28,817 28,817 — — U.S. treasury securities (2) 79,397 79,397 — — Agency securities (2) 59,948 — 59,948 — Commercial and corporate obligations (2) 111,660 — 111,660 — (1) Included in cash and cash equivalents, and restricted cash in the accompanying consolidated balance sheets. (2) Included in short-term or long-term investments in the accompanying consolidated balance sheets depending on the respective maturity date. |
Schedule of Weighted-average Assumptions for Liabilities for Series C Preferred Stock Warrants | The following weighted-average assumptions were utilized in estimating the value of the liabilities for Series C preferred stock warrants using the Black-Scholes option-pricing model as of January 31, 2017, the conversion date: January 31, Fair value of preferred stock $ 16.95 Exercise price $ 4.55 Risk-free interest rate 1.4 % Volatility 88.8 % Dividend Yield — % Contractual term (in years) 3.8 Weighted-average measurement date fair value per share $ 13.71 |
Summary of Activity in Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs | The following table summarizes the activity in liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3 Inputs): Three Months Ended (in thousands) 2017 Preferred Stock Warrant Liabilities: Beginning balance $ (3,241 ) Net gains (losses) included in other expense (1,366 ) Reclassification of warrant liabilities to equity 4,607 Ending balance $ — |
Fair Value of Other Financial Instruments | The fair value of our other financial instruments estimated as of March 31, 2018 and December 31, 2017 are presented below: March 31, 2018 December 31, 2017 Carrying Fair Carrying Fair Notes payable $ 13,334 $ 14,407 $ 14,428 $ 15,650 |
Available-for-sale Investments | The aggregate market value, cost basis, and gross unrealized gains and losses of available-for-sale investments by security type, classified in cash equivalents, short-term and long-term investments as of March 31, 2018 are as follows: (in thousands) Amortized Gross Gross Total Agency securities (1) $ 60,117 $ — $ (256 ) $ 59,861 Commercial and corporate obligations (2) 103,824 — (348 ) 103,476 US Treasury securities (3) 79,432 — (197 ) 79,235 Total available-for-sale investments $ 243,373 $ — $ (801 ) $ 242,572 (1) Of our outstanding agency securities, $35.6 million have maturity dates of less than one year and $24.2 million have a maturity date of between one to two years as of March 31, 2018 . (2) Of our outstanding commercial and corporate obligations, $82.2 million have maturity dates of less than one year and $21.3 million have a maturity date of between one to two years as of March 31, 2018 . (3) Of our outstanding U.S. Treasury securities $62.8 million have maturity dates of less than one year and $16.4 million have a maturity date of between one to two years as of March 31, 2018 . |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | Common stock reserved for future issuance upon the exercise, issuance or conversion of the respective equity instruments at March 31, 2018 are as follows: Issued and Outstanding: Stock options 2,655,722 Warrants for shares of common stock 287 Shares Reserved For: 2017 Equity Incentive Plan 2,092,308 Employee Stock Purchase Plan 455,913 Total 5,204,230 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Activity Related to Stock Option Awards | A summary of the activity related to stock option awards during the three months ended March 31, 2018 is as follows: Shares Weighted-Average Weighted-Average Aggregate Outstanding at January 1, 2018 2,425,903 $ 12.03 Granted 262,707 $ 107.05 Exercises (9,104 ) $ 7.97 Forfeitures and cancellations (23,784 ) $ 55.48 Outstanding at March 31, 2018 2,655,722 $ 21.06 7.08 $ 221,253.3 Exercisable at March 31, 2018 1,481,286 $ 7.32 5.69 $ 143,336.2 |
Summary of Weighted Average Assumptions in Stock Option Valuations | The estimated fair values of stock option awards granted to employees were determined on the date of grant using the Black-Scholes option valuation model with the following weighted average assumptions: Three Months Ended 2018 2017 Risk-free interest rate 2.6 % 2.0 % Expected volatility 68.6 % 77.6 % Expected dividend yield — % — % Expected term (in years) 6.25 6.18 Weighted average grant date fair value per share $ 68.34 $ 15.15 |
Summary of Non-cash Stock-based Compensation Expense | Total non-cash stock-based compensation expense for all stock awards that was recognized in the consolidated statements of operations and comprehensive loss is as follows: Three Months Ended (in thousands) 2018 2017 Research and development $ 756 $ 300 General and administrative 1,504 566 Total $ 2,260 $ 866 |
Description of the Business (De
Description of the Business (Details) $ / shares in Units, $ in Thousands | Nov. 14, 2017USD ($)$ / sharesshares | Oct. 17, 2017USD ($)$ / sharesshares | Jan. 31, 2017USD ($)$ / sharesshares | Jan. 13, 2017 | Mar. 31, 2018USD ($)shares | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Jan. 30, 2017shares |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||
Accumulated Deficit | $ | $ 100,120 | $ 85,034 | ||||||
Class of Warrant or Right [Line Items] | ||||||||
Common shares issued during initial public offering (in shares) | 3,000,000 | |||||||
Initial public offering, share price (in dollars per share) | $ / shares | $ 68.50 | |||||||
Number of shares called by warrants (in shares) | 287 | |||||||
Reverse stock split, conversion ratio | 0.1429 | |||||||
Proceeds from public offerings, net of underwriters' fees | $ | $ 194,700 | $ 0 | $ 80,213 | |||||
Convertible preferred stock | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of shares called by warrants (in shares) | 377,195 | |||||||
Common Stock | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Number of shares called by warrants (in shares) | 377,195 | |||||||
IPO | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Proceeds from initial public offering, net of underwriters fees | $ | $ 80,200 | |||||||
IPO | Common Stock | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Common shares issued during initial public offering (in shares) | 5,750,000 | |||||||
Initial public offering, share price (in dollars per share) | $ / shares | $ 15 | |||||||
Convertible preferred stock, converted to common stock (in shares) | 11,520,698 | |||||||
Underwriters' option | ||||||||
Class of Warrant or Right [Line Items] | ||||||||
Common shares issued during initial public offering (in shares) | 271,380 | |||||||
Initial public offering, share price (in dollars per share) | $ / shares | $ 68.5 | |||||||
Proceeds from public offerings, net of underwriters' fees | $ | $ 17,600 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2018segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 1 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies - Summary of Potentially Dilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Dilutive securities excluded from computation of net loss per share (in shares) | 2,611 | 2,327 |
Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Dilutive securities excluded from computation of net loss per share (in shares) | 2,602 | 1,995 |
Warrants | Common Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Dilutive securities excluded from computation of net loss per share (in shares) | 9 | 332 |
Balance Sheet Accounts and Su25
Balance Sheet Accounts and Supplemental Disclosures - Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 4,691 | $ 4,643 |
Less: accumulated depreciation and amortization | (4,032) | (3,978) |
Total property and equipment, net | 659 | 665 |
Laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,718 | 3,687 |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 615 | 605 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 358 | $ 351 |
Balance Sheet Accounts and Su26
Balance Sheet Accounts and Supplemental Disclosures - Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued compensation and related expenses | $ 1,033 | $ 1,588 |
Accrued research and contract manufacturing expenses | 2,842 | 2,961 |
Other | 530 | 326 |
Total accrued expenses | $ 4,405 | $ 4,875 |
Collaborative Research and De27
Collaborative Research and Development Agreements (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Nov. 30, 2014USD ($)target | Mar. 31, 2014USD ($)target | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2015USD ($) | Dec. 31, 2011USD ($) | |
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Collaboration revenue | $ 0 | $ 0 | |||||||||||
TESARO | Collaborative Research And Development Agreement | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Upfront license fee received | $ 2,000,000 | $ 17,000,000 | |||||||||||
Number of outstanding research and development targets | target | 4 | 3 | |||||||||||
Milestone payments, contingent upon preclinical and clinical trial events (up to) | $ 18,000,000 | ||||||||||||
Milestone payments, contingent upon certain U.S. and European regulatory submissions and approvals (up to) | 90,000,000 | ||||||||||||
Milestone payments, contingent upon achievement of specified levels of worldwide sales (up to) | $ 165,000,000 | ||||||||||||
Agreement term following first commercial sale or expiration of the last to expire patent (in years) | 12 years | ||||||||||||
Collaboration revenue | 0 | 0 | |||||||||||
TESARO | In Vivo Toxicology Studies Using GLPs | AnaptysBio-generated Anti-PD-1 Antagonist Antibody (TSR-042) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestones achieved during period, amount | $ 1,000,000 | ||||||||||||
TESARO | In Vivo Toxicology Studies Using GLPs | AnaptysBio Generated Anti-TIM3 Antagonist Antibody (TSR-022) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestones achieved during period, amount | $ 1,000,000 | ||||||||||||
TESARO | In Vivo Toxicology Studies Using GLPs | AnaptysBio Generated Anti-LAG3 Antagonist Antibody (TSR-033) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestones achieved during period, amount | $ 1,000,000 | ||||||||||||
TESARO | IND clearance from the FDA | AnaptysBio-generated Anti-PD-1 Antagonist Antibody (TSR-042) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestones achieved during period, amount | $ 4,000,000 | ||||||||||||
TESARO | IND clearance from the FDA | AnaptysBio Generated Anti-TIM3 Antagonist Antibody (TSR-022) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestones achieved during period, amount | $ 4,000,000 | ||||||||||||
TESARO | IND clearance from the FDA | AnaptysBio Generated Anti-LAG3 Antagonist Antibody (TSR-033) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestones achieved during period, amount | $ 4,000,000 | ||||||||||||
TESARO | Phase 2 clinical trial initiation | AnaptysBio-generated Anti-PD-1 Antagonist Antibody (TSR-042) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestones achieved during period, amount | $ 3,000,000 | ||||||||||||
TESARO | Phase 2 clinical trial initiation | AnaptysBio Generated Anti-TIM3 Antagonist Antibody (TSR-022) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestones achieved during period, amount | $ 3,000,000 | ||||||||||||
Celgene Corporation | Collaborative Research And Development Agreement | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Upfront license fee received | $ 6,000,000 | ||||||||||||
Collaboration revenue | $ 0 | $ 0 | |||||||||||
Maximum milestone payments per target | $ 53,000,000 | ||||||||||||
Celgene Corporation | In Vivo Toxicology Studies Using GLPs | AnaptysBio-Generated Anti-PD-1 Antagonist Antibody (CC-90006) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestone payment earned | $ 500,000 | ||||||||||||
Celgene Corporation | Phase 1 clinical trial initiation | AnaptysBio-Generated Anti-PD-1 Antagonist Antibody (CC-90006) | |||||||||||||
Deferred Revenue Arrangement [Line Items] | |||||||||||||
Milestone payment earned | $ 1,000,000 |
Notes Payable (Details)
Notes Payable (Details) | Dec. 30, 2016USD ($)$ / sharesshares | Dec. 24, 2014USD ($)installment$ / sharesshares | Jan. 31, 2016USD ($) | Mar. 31, 2018USD ($)paymentshares | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | |||||
Number of shares called by warrants (in shares) | shares | 287 | ||||
Notes payable, current portion | $ 7,500,000 | $ 6,875,000 | |||
Term A Loan Warrants | Warrants | |||||
Debt Instrument [Line Items] | |||||
U.S. treasury securities | $ 100,000 | ||||
Expected stock price volatility | 70.20% | ||||
Contractual term (in years) | 10 years | ||||
Risk-free interest rate | 1.97% | ||||
Term B And C Loans Warrants | Warrants | |||||
Debt Instrument [Line Items] | |||||
U.S. treasury securities | $ 900,000 | ||||
Expected stock price volatility | 79.20% | ||||
Contractual term (in years) | 10 years | ||||
Risk-free interest rate | 2.45% | ||||
Series C Preferred Stock | Term A Loan Warrants | |||||
Debt Instrument [Line Items] | |||||
Number of shares called by warrants (in shares) | shares | 41,208 | ||||
Warrant exercise price (in dollars per share) | $ / shares | $ 4.55 | ||||
Series C Preferred Stock | Term B And C Loans Warrants | |||||
Debt Instrument [Line Items] | |||||
Number of shares called by warrants (in shares) | shares | 82,416 | ||||
Warrant exercise price (in dollars per share) | $ / shares | $ 4.55 | ||||
Notes Payable to Banks | |||||
Debt Instrument [Line Items] | |||||
Aggregate borrowing capacity | $ 5,000,000 | ||||
Notes Payable to Banks | Loan and Security Agreement (LSA) | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, maximum borrowing capacity | $ 15,000,000 | ||||
Number of loan installments (in installments) | installment | 3 | ||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 800,000 | ||||
Notes payable | 13,300,000 | ||||
Debt instrument discounts | 400,000 | ||||
Notes payable, current portion | $ 7,500,000 | ||||
Effective interest rate | 12.78% | ||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Debt maturities in remainder of year | $ 5,600,000 | ||||
2,019 | 7,500,000 | ||||
2,020 | $ 600,000 | ||||
Notes Payable to Banks | Term A Loans | |||||
Debt Instrument [Line Items] | |||||
Aggregate draw on term loan | $ 5,000,000 | ||||
Fixed interest rate (as a percent) | 6.97% | ||||
Notes Payable to Banks | Term B and Term C Loans | |||||
Debt Instrument [Line Items] | |||||
Aggregate borrowing capacity | $ 10,000,000 | ||||
Number of principal and interest payments (in payments) | payment | 22 | ||||
Notes Payable to Banks | Term B Loans | |||||
Debt Instrument [Line Items] | |||||
Fixed interest rate (as a percent) | 6.97% | 7.30% | |||
Interest rate at period end (as a percent) | 8.39% | ||||
Notes Payable to Banks | Term B Loans | 3-Month LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 6.37% | ||||
Notes Payable to Banks | Term C Loans | |||||
Debt Instrument [Line Items] | |||||
Fixed interest rate (as a percent) | 6.97% | 7.30% | |||
Interest rate at period end (as a percent) | 8.39% | ||||
Notes Payable to Banks | Term C Loans | 3-Month LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 6.37% |
Fair Value Measurements and A29
Fair Value Measurements and Available for Sale Investments - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | $ 242,572 | |
Fair Value, Measurements, Recurring | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 79,235 | $ 79,397 |
Fair Value, Measurements, Recurring | Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 59,861 | 59,948 |
Fair Value, Measurements, Recurring | Commercial and corporate obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 103,477 | 111,660 |
Fair Value, Measurements, Recurring | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments at fair value | 48,917 | 41,318 |
Fair Value, Measurements, Recurring | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments at fair value | 16,510 | 28,817 |
Fair Value, Measurements, Recurring | Quoted Market Prices for Identical Assets (Level 1) | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 79,235 | 79,397 |
Fair Value, Measurements, Recurring | Quoted Market Prices for Identical Assets (Level 1) | Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 0 | 0 |
Fair Value, Measurements, Recurring | Quoted Market Prices for Identical Assets (Level 1) | Commercial and corporate obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 0 | 0 |
Fair Value, Measurements, Recurring | Quoted Market Prices for Identical Assets (Level 1) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments at fair value | 48,917 | 41,318 |
Fair Value, Measurements, Recurring | Quoted Market Prices for Identical Assets (Level 1) | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments at fair value | 16,510 | 28,817 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 59,861 | 59,948 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | Commercial and corporate obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 103,477 | 111,660 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | Commercial and corporate obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities, debt securities | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments at fair value | $ 0 | $ 0 |
Fair Value Measurements and A30
Fair Value Measurements and Available for Sale Investments - Fair Value Assumptions (Details) - Derivative Financial Instruments, Liabilities - Fair Value, Measurements, Recurring - Series C Preferred Stock | Jan. 31, 2017$ / shares |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Fair value of preferred stock (in dollars per share) | $ 16.95 |
Exercise price (in dollars per share) | $ 4.55 |
Risk-free interest rate | 1.40% |
Volatility | 88.80% |
Dividend Yield | 0.00% |
Contractual term (in years) | 3 years 9 months |
Weighted-average measurement date fair value per share (in dollars per share) | $ 13.71 |
Fair Value Measurements and A31
Fair Value Measurements and Available for Sale Investments - Liabilities with Significant Unobservable Inputs (Details) - Series C Preferred Stock - Derivative Financial Instruments, Liabilities - Fair Value, Measurements, Recurring $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ (3,241) |
Net gains (losses) included in other expense | (1,366) |
Reclassification of warrant liabilities to equity | 4,607 |
Ending balance | $ 0 |
Fair Value Measurements and A32
Fair Value Measurements and Available for Sale Investments - Fair Value of Other Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable | $ 13,334 | $ 14,428 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable | $ 14,407 | $ 15,650 |
Fair Value Measurements and A33
Fair Value Measurements and Available for Sale Investments - Available-for-sale Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 243,373 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (801) | |
Total Fair Value | 242,572 | |
Long-term investments | 61,884 | $ 75,897 |
Agency securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 60,117 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (256) | |
Total Fair Value | 59,861 | |
Available for Sale investments, current | 35,600 | |
Long-term investments | $ 24,200 | |
Agency securities | Minimum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments outstanding, maturity date range (in years) | 1 year | |
Agency securities | Maximum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments outstanding, maturity date range (in years) | 2 years | |
Commercial and corporate obligations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 103,824 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (348) | |
Total Fair Value | 103,476 | |
Available for Sale investments, current | 82,200 | |
Long-term investments | $ 21,300 | |
Commercial and corporate obligations | Minimum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments outstanding, maturity date range (in years) | 1 year | |
Commercial and corporate obligations | Maximum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments outstanding, maturity date range (in years) | 2 years | |
U.S. treasury securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 79,432 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (197) | |
Total Fair Value | 79,235 | |
Available for Sale investments, current | 62,800 | |
Long-term investments | $ 16,400 | |
U.S. treasury securities | Minimum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments outstanding, maturity date range (in years) | 1 year | |
U.S. treasury securities | Maximum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments outstanding, maturity date range (in years) | 2 years |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - $ / shares | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Jan. 13, 2017 | |
Equity [Abstract] | ||||
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 | 60,000,000 | |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized (in shares) | 10,000,000 | 0 | 11,520,698 | |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock, shares issued (in shares) | 23,816,957 | 23,791,000 | ||
Common stock, shares outstanding (in shares) | 23,816,957 | 23,791,000 | ||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Warrants exercised, number of shares represented (as shares) | 16,483 | 296,669 | ||
Warrants exercised, number of shares represented, cashless exercise (as shares) | 179,047 | |||
Shares issued as a result of warrants exercised (in shares) | 250,448 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Common Stock Reserved for Future Issuance (Details) - shares | Mar. 31, 2018 | Dec. 31, 2017 | Jan. 26, 2017 |
Issued and Outstanding: | |||
Stock options outstanding (in shares) | 2,655,722 | 2,425,903 | |
Warrant for shares of common stock (in shares) | 287 | ||
Common stock, shares reserved for issuance (in shares) | 5,204,230 | ||
2017 Equity Incentive Plan | |||
Issued and Outstanding: | |||
Stock options outstanding (in shares) | 2,655,722 | ||
Shares reserved for future award grants (in shares) | 2,092,308 | ||
Common stock, shares reserved for issuance (in shares) | 1,955,506 | ||
Employee Stock Purchase Plan | |||
Issued and Outstanding: | |||
Shares reserved for future award grants (in shares) | 455,913 |
Equity Incentive Plans - Narrat
Equity Incentive Plans - Narrative (Details) - USD ($) $ in Thousands | Jan. 01, 2018 | Jan. 26, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares reserved for issuance (in shares) | 5,204,230 | ||||
Stock options outstanding (in shares) | 2,655,722 | 2,425,903 | |||
Proceeds from issuance of common stock, upon the exercise of stock options | $ 72 | $ 355 | |||
Granted (in shares) | 262,707 | 934,141 | |||
Unrecognized compensation cost | $ 30,100 | ||||
Employee and Nonemployee Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period (in years) | 4 years | ||||
Award expiration period (in years) | 10 years | ||||
Weighted average period remaining for amortization of unrecognized compensation cost (in years) | 2 years 7 months 18 days | ||||
Options | Director | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period (in years) | 1 year | ||||
Award expiration period (in years) | 10 years | ||||
2017 Equity Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares reserved for issuance (in shares) | 1,955,506 | ||||
Annual increase in number of shares available for issuance (as a percent) | 4.00% | ||||
Capital shares reserved for future issuance, increase (in shares) | 951,656 | ||||
Stock options outstanding (in shares) | 2,655,722 | ||||
Shares reserved for future award grants (in shares) | 2,092,308 | ||||
2017 Equity Incentive Plan | Formerly Issuable Common Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares reserved for issuance (in shares) | 308,343 | ||||
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares reserved for future award grants (in shares) | 455,913 | ||||
Employee Stock Purchase Plan | Employee Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares reserved for issuance (in shares) | 218,000 | ||||
Annual increase in number of shares available for issuance (as a percent) | 1.00% | ||||
Capital shares reserved for future issuance, increase (in shares) | 237,913 |
Equity Incentive Plans - Option
Equity Incentive Plans - Option Activity (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Shares Subject to Options | ||
Stock options outstanding, beginning balance (in shares) | 2,425,903 | |
Granted (in shares) | 262,707 | 934,141 |
Exercises (in shares) | (9,104) | |
Forfeitures and cancellations (in shares) | (23,784) | |
Stock options outstanding, ending balance (in shares) | 2,655,722 | |
Stock options exercisable, ending balance (in shares) | 1,481,286 | |
Weighted-Average Exercise Price per Share | ||
Stock options outstanding, beginning balance (in dollars per share) | $ 12.03 | |
Granted (in dollars per share) | 107.05 | |
Exercises (in dollars per share) | 7.97 | |
Forfeitures and cancellations (in dollars per share) | 55.48 | |
Stock options outstanding, ending balance (in dollars per share) | 21.06 | |
Stock options exercisable, ending balance (in dollars per share) | $ 7.32 | |
Weighted-Average Remaining Contractual Term and Aggregate Intrinsic Value | ||
Weighted average remaining contractual term, options outstanding (in years) | 7 years 29 days | |
Weighted average remaining contractual term, options exercisable (in years) | 5 years 8 months 7 days | |
Aggregate intrinsic value, options outstanding | $ 221,253,300 | |
Aggregate intrinsic value, options exercisable | $ 143,336,200 |
Equity Incentive Plans - Opti38
Equity Incentive Plans - Option Fair Value Assumptions (Details) - Options - $ / shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 2.55% | 1.96% |
Expected volatility | 68.64% | 77.64% |
Expected dividend yield | 0.00% | 0.00% |
Expected term (in years) | 6 years 3 months | 6 years 2 months 5 days |
Weighted average grant date fair value per share (in dollars per share) | $ 68.34 | $ 15.15 |
Equity Incentive Plans - Alloca
Equity Incentive Plans - Allocation of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | $ 2,260 | $ 866 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | 756 | 300 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | $ 1,504 | $ 566 |
Australia Research and Develo40
Australia Research and Development Tax Incentive (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Tax Credit Carryforward [Line Items] | |||
Australian tax incentive receivable | $ 1,610,000 | $ 1,601,000 | |
Research and development tax incentive credit received during the period | $ 0 | $ 0 | |
Australian Taxation Office | Subsidiaries | |||
Tax Credit Carryforward [Line Items] | |||
Refundable tax incentive for qualified research and development activities (as a percent) | 43.50% | 43.50% | |
Research and development | $ 100,000 | $ 600,000 |