Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 25, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ADRO | |
Entity Registrant Name | ADURO BIOTECH, INC. | |
Entity Central Index Key | 1,435,049 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 64,611,916 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 120,133 | $ 150,456 |
Short-term marketable securities | 281,848 | 265,198 |
Accounts receivable | 1,867 | 4,846 |
Prepaid expenses and other current assets | 9,723 | 4,004 |
Total current assets | 413,571 | 424,504 |
Long-term marketable securities | 6,479 | 15,391 |
Property and equipment, net | 5,548 | 3,986 |
Goodwill | 8,766 | 8,469 |
Intangible assets, net | 30,471 | 29,400 |
Other assets | 3,177 | 75 |
Total assets | 468,012 | 481,825 |
Current liabilities: | ||
Accounts payable | 5,226 | 5,086 |
Accrued clinical trial and manufacturing expenses | 10,614 | 5,522 |
Accrued expenses and other liabilities | 10,207 | 5,412 |
Deferred revenue | 15,046 | 15,046 |
Total current liabilities | 41,093 | 31,066 |
Deferred rent | 932 | |
Contingent consideration | 3,594 | 3,750 |
Deferred revenue | 174,276 | 178,037 |
Deferred tax liabilities | 7,840 | 7,350 |
Total liabilities | $ 227,735 | $ 220,203 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized at March 31, 2016 and December 31, 2015; and zero shares issued and outstanding at March 31, 2016 and December 31, 2015 | ||
Common stock, $0.0001 par value; 300,000,000 shares authorized March 31, 2016 and December 31, 2015; and 64,559,772 and 63,587,833 shares issued and outstanding at March 31, 2016 and December 31, 2015 | $ 6 | $ 6 |
Additional paid-in capital | 369,009 | 362,807 |
Accumulated other comprehensive income (loss) | 941 | (339) |
Accumulated deficit | (129,679) | (100,852) |
Total stockholders’ equity | 240,277 | 261,622 |
Total liabilities and stockholders’ equity | $ 468,012 | $ 481,825 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Preferred stock par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock shares authorized | 10,000,000 | 10,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock par value per share | $ 0.0001 | $ 0.0001 |
Common stock shares authorized | 300,000,000 | 300,000,000 |
Common stock shares issued | 64,559,772 | 63,587,833 |
Common stock shares outstanding | 64,559,772 | 63,587,833 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue: | ||
Collaboration and license revenue | $ 3,983,000 | $ 9,238,000 |
Grant revenue | 47,000 | 336,000 |
Total revenue | 4,030,000 | 9,574,000 |
Operating expenses: | ||
Research and development | 20,927,000 | 10,646,000 |
General and administrative | 8,999,000 | 6,210,000 |
Amortization of intangible assets | 137,000 | 0 |
Total operating expenses | 30,063,000 | 16,856,000 |
Loss from operations | (26,033,000) | (7,282,000) |
Loss from remeasurement of fair value of warrants | (9,342,000) | |
Interest income | 454,000 | |
Other (loss) income, net | (22,000) | 8,000 |
Loss before income tax | (25,601,000) | (16,616,000) |
Provision for income taxes | 3,226,000 | 0 |
Net loss | $ (28,827,000) | $ (16,616,000) |
Net loss per common share, basic and diluted | $ (0.45) | $ (39.97) |
Shares used in computing net loss per common share, basic and diluted | 63,802,391 | 415,746 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (28,827) | $ (16,616) |
Other comprehensive income, net of tax: | ||
Unrealized gain on marketable securities | 151 | |
Foreign currency translation adjustments | 1,130 | |
Comprehensive loss | $ (27,546) | $ (16,616) |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash Flows from Operating Activities | ||
Net loss | $ (28,827,000) | $ (16,616,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 357,000 | 93,000 |
Amortization of intangible assets | 137,000 | 0 |
Accretion of discounts and amortization of premiums on marketable securities | 550,000 | |
Stock-based compensation | 3,743,000 | 580,000 |
Excess tax benefit from stock-based compensation | (2,161,000) | |
Gain from remeasurement of fair value of contingent consideration | (317,000) | |
Loss from remeasurement of fair value of warrants | 9,342,000 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 2,979,000 | 2,622,000 |
Prepaid expenses and other assets | (6,021,000) | (776,000) |
Accounts payable | 140,000 | 1,018,000 |
Deferred revenue | (3,761,000) | (9,072,000) |
Accrued clinical trial and manufacturing expenses | 5,092,000 | 1,353,000 |
Accrued expenses and other liabilities | 4,726,000 | 2,985,000 |
Net cash used in operating activities | (23,363,000) | (8,471,000) |
Cash Flows from Investing Activities | ||
Purchase of marketable securities | (138,564,000) | |
Proceeds from maturities of marketable securities | 130,509,000 | |
Purchase of property and equipment | (1,365,000) | (314,000) |
Net cash used in investing activities | (9,420,000) | (314,000) |
Cash Flows from Financing Activities | ||
Deferred offering costs | (297,000) | |
Proceeds from issuance of convertible preferred stock, net of issuance costs | 22,522,000 | |
Excess tax benefit from stock-based compensation | 2,161,000 | |
Proceeds from exercise of stock options and warrants | 299,000 | 88,000 |
Net cash provided by financing activities | 2,460,000 | 22,313,000 |
Net (decrease) increase in cash and cash equivalents | (30,323,000) | 13,528,000 |
Cash and cash equivalents at beginning of period | 150,456,000 | 119,456,000 |
Cash and cash equivalents at end of period | 120,133,000 | 132,984,000 |
Supplemental Disclosure of Non-Cash Investing and Financing Activities | ||
Accrued offering costs | 910,000 | |
Purchase of property and equipment in accounts payable and accrued liabilities | $ 1,159,000 | $ 214,000 |
Organization and Nature of Busi
Organization and Nature of Business | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Nature of Business | 1. Organization and Nature of Business Aduro Biotech, Inc., or the Company, is a clinical-stage immunotherapy company focused on the discovery, development and commercialization of therapies that transform the treatment of challenging diseases. The Company’s first-in-class technology platforms, which are designed to harness the body's natural immune system, are being investigated in cancer indications and have the potential to expand into autoimmune and infectious diseases. The Company operates in one business segment. The Company has developed three technology platforms, LADD, STING Pathway Activator and B-select monoclonal antibodies. The Company’s Live, Attenuated, Double-Deleted, or LADD, Listeria monocytogenes Aduro Biotech Holdings, Europe B.V. (fka BioNovion Holding B.V.), Initial Public Offering and Concurrent Private Placement On April 20, 2015, the Company closed its initial public offering, or IPO, and sold 8,050,000 shares of its common stock (inclusive of 1,050,000 shares of common stock pursuant to the full exercise of the underwriters’ option to purchase additional shares) at a price to the public of $17.00 per share. The Company received aggregate net proceeds of $124.2 million, net of underwriting discounts and offering expenses. The Company also sold to Novartis Institutes for BioMedical Research, Inc., or NIBR, in a concurrent private placement 1,470,588 shares of common stock at a price of $17.00 per share for proceeds of $25.0 million (See Note 8). Upon the closing of the IPO, all then-outstanding shares of convertible preferred stock converted by their terms into 51,822,659 shares of common stock. Additionally, the Company amended and restated its certificate of incorporation effective April 20, 2015 to, among other things, change the authorized number of shares of common stock to 300,000,000 shares and the authorized number of shares of preferred stock to 10,000,000 shares. |
Basis of Presentation, Use of E
Basis of Presentation, Use of Estimates and Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation, Use of Estimates and Recent Accounting Pronouncements | 2. Basis of Presentation, Use of Estimates and Recent Accounting Pronouncements Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, and following the requirements of the Securities and Exchange Commission, or the SEC, for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted, and accordingly the balance sheet as of December 31, 2015 has been derived from audited consolidated financial statements at that date but does not include all of the information required by U.S. GAAP for complete financial statements. These financial statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair presentation of our financial information. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected for the year ending December 31, 2016 or for any other interim period or for any other future year. The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2015 included in our Annual Report on Form 10-K filed with the SEC. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. A reclassification was made on the prior period condensed consolidated statement of operations in order to conform with current period presentation. Specifically, expense of $9.3 million for the three months ended March 31, 2015 has been reclassified from other income (expense), net to loss from remeasurement of fair value of warrants. Use of Estimates The preparation of 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 and reported amounts of revenue and expenses in the financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition, clinical trial accruals, contingent consideration, convertible preferred stock and related warrants, common stock and related warrants, income taxes and stock-based compensation. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that management believes to be reasonable under the circumstances. Actual results could differ from these estimates. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued Auditing Standards Update, or ASU, No. 2014-09, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting its condensed consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable and accounts payable approximate their fair values due to their short maturities. Assets and liabilities recorded at fair value on a recurring basis in the balance sheets, as well as assets and liabilities measured at fair value on a non-recurring basis or disclosed at fair value, are categorized based upon the level of judgment associated with inputs used to measure their fair values. The accounting guidance for fair value provides a framework for measuring fair value, and requires certain disclosures about how fair value is determined. Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance also establishes a three-level valuation hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based upon whether such inputs are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions made by the reporting entity. The three-level hierarchy for the inputs to valuation techniques is briefly summarized as follows: Level 1 —Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; 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 significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data. The Company’s cash equivalents, which include money market funds, are classified as Level 1 because they are valued using quoted market prices. The Company’s marketable securities consist of available-for-sale securities and are generally classified as Level 2 because their value is based on valuations using significant inputs derived from or corroborated by observable market data. In certain cases where there is limited activity or less transparency around the inputs to valuation, securities are classified as Level 3. Level 3 liabilities consist of the contingent consideration liability. The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): March 31, 2016 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 85,450 $ — $ — $ 85,450 U.S. government and agency securities — 191,225 — 191,225 Corporate debt securities — 63,656 — 63,656 Commercial paper — 54,890 — 54,890 Total $ 85,450 $ 309,771 $ — $ 395,221 Financial Liabilities: Contingent consideration related to acquisition $ — $ — $ 3,594 $ 3,594 Total $ — $ — $ 3,594 $ 3,594 December 31, 2015 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 104,602 $ — $ — $ 104,602 U.S. government and agency securities — 194,055 — 194,055 Corporate debt securities — 74,918 — 74,918 Commercial paper — 42,295 — 42,295 Total $ 104,602 $ 311,268 $ — $ 415,870 Financial Liabilities: Contingent consideration related to acquisition $ — $ — $ 3,750 $ 3,750 Total $ — $ — $ 3,750 $ 3,750 The acquisition-date fair value of the contingent consideration liability represents the future consideration that is contingent upon the achievement of specified development milestones for a product candidate. The fair value of the contingent consideration is based on the Company’s probability-weighted discounted cash flow assessment that considers probability and timing of future payments. The fair value measurement is based on significant Level 3 inputs such as anticipated timelines and probability of achieving development milestones. Changes in the fair value of the liability for contingent consideration, except for the impact of foreign currency, will be recognized in the condensed consolidated statements of operations until settlement. The Company did not have any financial assets and liabilities measured at fair value on a non-recurring basis as of March 31, 2016 and December 31, 2015. There were no transfers between the fair value measurement category levels during any of the periods presented. The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial liabilities (in thousands): Contingent Consideration Balance at December 31, 2015 $ 3,750 Net decrease in fair value upon remeasurement (317 ) Foreign currency impact on contingent consideration 161 Balance at March 31, 2016 $ 3,594 The following tables summarize the estimated value of the Company’s cash equivalents and marketable securities and the gross unrealized holding gains and losses (in thousands): March 31, 2016 Amortized cost Unrealized gains Unrealized losses Estimated Fair Value Cash and cash equivalents: Cash $ 13,185 $ — $ — $ 13,185 Money market funds 85,451 — — 85,451 Commercial paper 19,498 — — 19,498 U.S. government and agency securities 1,999 — — 1,999 Total cash and cash equivalents $ 120,133 $ — $ — $ 120,133 Marketable securities: U.S. government and agency securities $ 189,226 $ 48 $ (12 ) $ 189,262 Corporate debt securities 63,656 25 (8 ) 63,673 Commercial paper 35,392 — — 35,392 Total marketable securities $ 288,274 $ 73 $ (20 ) $ 288,327 December 31, 2015 Amortized cost Unrealized gains Unrealized losses Estimated Fair Value Cash and cash equivalents: Cash $ 15,175 $ — $ — $ 15,175 Money market funds 104,602 — — 104,602 Commercial paper 7,899 — — 7,899 U.S. government and agency securities 22,780 — — 22,780 Total cash and cash equivalents $ 150,456 $ — $ — $ 150,456 Marketable securities: U.S. government and agency securities $ 171,416 $ 3 $ (144 ) $ 171,275 Corporate debt securities 74,958 38 (78 ) 74,918 Commercial paper 34,396 — — 34,396 Total marketable securities $ 280,770 $ 41 $ (222 ) $ 280,589 The amortized cost and estimated fair value of the Company’s available-for-sale marketable securities by contractual maturity are summarized below as of March 31, 2016 (in thousands): Amortized cost Estimated Fair Value Mature in one year or less $ 281,796 $ 281,848 Mature after one year through two years 6,478 6,479 Total available-for-sale marketable securities $ 288,274 $ 288,327 |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2016 | |
Balance Sheet Components [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): March 31, December 31, 2016 2015 Lab equipment $ 3,306 $ 3,011 Computer and office equipment 1,037 959 Furniture and fixtures 308 306 Leasehold improvements 676 669 Construction in progress 2,238 698 Total property and equipment 7,565 5,643 Less: accumulated depreciation and amortization (2,017 ) (1,657 ) Property and equipment, net $ 5,548 $ 3,986 Depreciation and amortization expense for the three months ended March 31, 2016 and 2015 was $357,000 and $93,000, respectively. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following (in thousands): March 31, December 31, 2016 2015 Income tax payable $ 3,865 $ 102 Professional and consulting services 2,602 1,650 Compensation and related benefits 2,032 2,765 Other 1,708 895 Total accrued expenses and other liabilities $ 10,207 $ 5,412 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets Goodwill The gross carrying amount of goodwill was as follows (in thousands): Balance at December 31, 2015 $ 8,469 Foreign currency translation adjustment 297 Balance at March 31, 2016 $ 8,766 Intangible assets The gross carrying amounts and net book value of our intangible assets were as follows (in thousands): March 31, 2016 Gross Amount Accumulated Amortization Net Book Value Intangible assets with finite lives: License agreement $ 11,230 $ 232 $ 10,998 Total intangible assets with finite lives 11,230 232 10,998 Acquired IPR&D assets 19,473 — 19,473 Total intangible assets $ 30,703 $ 232 $ 30,471 December 31, 2015 Gross Amount Accumulated Amortization Net Book Value Intangible assets with finite lives: License agreement $ 10,786 $ 89 $ 10,697 Total intangible assets with finite lives 10,786 89 10,697 Acquired IPR&D assets 18,703 — 18,703 Total intangible assets $ 29,489 $ 89 $ 29,400 Intangible assets are carried at cost less accumulated amortization. The license agreement is being amortized over a period of 20 years and the amortization expense is recorded in operating expenses. The increase in the gross carrying amount of intangible assets as of March 31, 2016 compared to December 31, 2015 reflected a positive impact of foreign currency exchange which was primarily due to the strengthening of the Euro against the U.S. dollar. Amortization expense was $137,000 and zero for the three months ended March 31, 2016 and 2015, respectively. Based on finite-lived intangible assets recorded as of March 31, 2016, the estimated future amortization expense is as follows (in thousands): Year Ending December 31, Estimated Amortization Expense 2016 (remaining nine months) $ 421 2017 562 2018 562 2019 562 2020 562 |
Collaboration Agreements
Collaboration Agreements | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaboration Agreements | 6. Collaboration Agreements Pharma License Agreement In connection with the acquisition of Aduro Biotech Europe in October 2015, the Company became party to an agreement with a third-party pharmaceutical company, or Pharma. The agreement sets forth the parties’ respective obligations for development, commercialization, regulatory and manufacturing and supply activities for antibody product candidates. In exchange for the licenses and research and development services under the agreement, Pharma paid Aduro Biotech Europe an upfront non-refundable cash payment of $15.0 million in April 2014. No amounts of this upfront payment were recognized in post-acquisition revenue. The Company is eligible to receive future contingent payments, including up to $156.0 million in potential development milestone payments, and up to $135.0 million in commercial and net sales milestones for a product candidate. In addition, the Company is eligible to receive royalties in the mid-single digits to low teens based on net sales of the product. The Company identified the following performance deliverables under the agreement: 1) the license, 2) the obligation to provide research activities and 3) the obligation to participate on a Joint Research Committee. The Company considered the provisions of the multiple-element arrangement guidance in determining how to recognize the total consideration of the agreement. The Company determined that none of the deliverables have standalone value; all of these obligations will be delivered throughout the estimated period of performance and therefore are accounted for as a single unit of accounting. The Company determined that all of the future contingent payments meet the definition of a milestone. Accordingly, revenue for the achievement of these milestones will be recognized in the period when the milestone is achieved and collectability is reasonably assured. No amounts had been recognized as revenue for any of these milestones for the three months ended March 31, 2016. Novartis Agreement In March 2015, the Company entered into a collaboration and license agreement with Novartis Pharmaceuticals Corporation, or Novartis, pursuant to which the Company is collaborating worldwide with Novartis regarding the development and potential commercialization of product candidates containing an agonist of the molecular target known as STING in the field of oncology, including immuno-oncology and cancer vaccines. Under this agreement, or the Novartis Agreement, the Company granted Novartis a co-exclusive license to develop such products worldwide, an exclusive license to commercialize such products outside the United States and a non-exclusive license to support the Company in commercializing such products in the United States if it requests such support. The collaboration is guided by a joint steering committee with each party having final decision making authority regarding specified areas of development or commercialization. Under the Novartis Agreement, the Company received an upfront payment of $200.0 million in April 2015. The Company is also eligible to receive up to an additional $250.0 million in development milestones and up to an additional $250.0 million in regulatory approval milestones. The Company is responsible for 38% of the joint development costs worldwide and Novartis is responsible for the remaining 62% of the joint development costs worldwide. The Company will also receive 50% of gross profits on sales of any products commercialized pursuant to this collaboration in the United States and 45% of gross profits for specified European countries and Japan. For each of these profit share countries, each party will be responsible for its respective commercial sharing percentage of all joint commercialization costs incurred in that country. For all other countries where the Company is not sharing profits, Novartis will be responsible for all commercialization costs and will pay the Company a royalty in the mid-teens on all net sales of product sold by Novartis, its affiliates and sublicensees, with such percentage subject to reduction post patent and data exclusivity expiration and subject to reduction, capped at a specified percentage, for royalties payable to third party licensors. Novartis’ royalty obligation will run on a country-by-country basis until the later of expiration of the last valid claim covering the product, expiration of data exclusivity for the product or 12 years after first commercial sale of the product in such country. With respect to the United States, specified European countries and/or Japan, the Company may elect for such region to either reduce by 50% or to eliminate in full the Company’s development and commercialization cost sharing obligation. If the Company elects to reduce its cost sharing percentage by 50% in any such region, then its profit share in such region will also be reduced by 50%. If the Company elects to eliminate its development cost sharing obligation, then such region will be removed from the profit share, and instead Novartis will owe the Company royalties on any net sales of product for such region, as described above. The Company recognizes revenue from collaboration, license or research arrangements when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable and collection is reasonably assured. The Company has determined that the license does not have stand-alone value separable from the co-development services to be performed under the agreement, with the Company participating in the research and development services. As a result, the Company recognizes revenue from the $200.0 million upfront fee received on a straight-line basis over its estimated performance period of 13.5 years, commencing in July 2015, the date of the Joint Steering Committee’s approval of the research and development plan. Changes in the estimated period of performance will be accounted for prospectively as a change in estimate. The Company will recognize substantive milestone payments in their entirety in the period in which the milestone is achieved. Non-substantive milestone payments will be recognized on a straight-line basis over the remaining performance period. Costs associated with co-development activities performed under the agreement are included in research and development expenses in the accompanying condensed consolidated statements of operations. Reimbursement of research and development costs by Novartis is included in collaboration and license revenue. The Company will recognize revenue from the sale of any products commercialized pursuant to this collaboration in the United States, will retain 50% of the gross profits from such sales, and will pay the remaining 50% of the gross profits to Novartis. The Company will receive from Novartis 45% of gross profits for specified European countries and Japan. Profit sharing payments made to or received from Novartis are aggregated by product by territory and are reported as expenses or revenues, as applicable. For the three months ended March 31, 2016, the Company recognized revenue from its collaboration with Novartis totaling $3.7 million related to amortization of the upfront fee. The remaining balance of the upfront fees of $188.9 million is included in deferred revenue at March 31, 2016. Janssen ADU-214 Agreement In November 2014, the Company entered into a Research and License Agreement with Janssen, or Janssen ADU-214 Agreement, to develop a drug for the treatment of lung cancer. Under the terms of the Janssen ADU-214 Agreement, the Company granted Janssen an exclusive, worldwide license to research, develop, manufacture, use, sell and otherwise exploit products containing ADU-214 for any and all uses. Janssen has agreed not to administer or cause to be administered ADU-214 in humans in clinical trials for the treatment of pancreatic cancer or mesothelioma. The Company was responsible for certain research and development activities from the effective date of the agreement until investigational new drug application, or IND, approval which occurred in the fourth quarter of 2015. Since the inception of the Janssen ADU-214 Agreement through March 31, 2016, the Company received an upfront license fee of $30.0 million and substantive and non-substantive milestone payments of $11.0 million upon completion of various development activities. Under the terms of the Janssen ADU-214 Agreement, the Company is eligible to receive future contingent payments up to a total of $766.0 million composed of development milestones through completion of all Phase 3 clinical trials, as well as regulatory and commercial milestones. The contingent payments are triggered upon the activities expected to be undertaken by Janssen. The Company is eligible to receive royalties on any net sales of licensed products by Janssen, its affiliates and sublicensees at a rate ranging from high-single digits to low teens based on the aggregate annual net sales of licensed products worldwide and based on the country of sale. The upfront license fee of $30.0 million was recognized on a straight-line basis from the effective date of the agreement through October 2015. Janssen ADU-741 and GVAX Prostate Agreements In May 2014, the Company entered into a Research and License Agreement, or Janssen ADU-741 Agreement, and a GVAX Prostate License Agreement, or Janssen GVAX Prostate Agreement, with Janssen Biotech, Inc., or Janssen, a wholly-owned subsidiary of Johnson & Johnson Development Corporation, to collaborate on the development of a drug for the treatment of prostate cancer. Under the terms of the Janssen ADU-741 Agreement, the Company granted Janssen an exclusive, worldwide license to research, develop, manufacture, use, sell and otherwise exploit products containing ADU-741 for any and all uses. The Company is responsible for certain research and development activities from the effective date of the agreement until IND approval which occurred in the fourth quarter of 2015. Since the inception of the Janssen ADU-741 Agreement through March 31, 2016, the Company received an upfront payment of $12.0 million and substantive and non-substantive milestone payments of $10.0 million upon completion of certain development activities. Under the terms of the Janssen ADU-741 Agreement, the Company is eligible to receive future contingent payments up to a total of $343.0 million composed of development milestones through completion of all Phase 3 clinical trials, as well as regulatory and commercial milestones. The contingent payments are triggered upon the activities expected to be undertaken by Janssen. The Company is eligible to receive royalties on net sales of licensed products by Janssen, its affiliates and sublicensees at a rate ranging from mid-single digits to low teens based on aggregate annual net sales and based on the country of sale. Under the Janssen GVAX Prostate Agreement, the Company granted Janssen an exclusive worldwide license to research, develop, manufacture, use, sell and otherwise exploit products containing GVAX Prostate for any and all uses. The Company received an upfront payment of $500,000 in May 2014 and is eligible to receive an additional $2.0 million on the achievement of a specified commercial milestone. In addition, the Company is eligible to receive royalties in the high single digits based on net sales of the product. The upfront fees received totaling $12.5 million were recognized on a straight-line basis from the effective date of the agreements through October 2015. The Company recognized non-substantive milestone payments on a straight-line basis through October 2015. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Leases The Company leases its office and research and development facility in Berkeley, California, under a non-cancelable operating lease. In February 2015, the Company amended its office lease agreement to increase the total square footage to approximately 25,000 square feet and extended the term of the lease to expire on December 31, 2018. The lease also contains an option to extend the lease for an additional two years. In September 2015, the Company entered into an Office/Laboratory Lease for approximately 56,000 square feet of office and laboratory space at a new facility located in Berkeley, California. The term of the lease commenced when the landlord delivered possession of the facility to the Company in March 2016. The Company has not yet occupied this space. The lease has an initial term of twelve years. The Company has the option to extend the lease beyond the initial term for up to two renewal terms of five years each, provided that the rental rate would be subject to market adjustment at the beginning of each renewal term. The Company also has a one-time option that may be exercised any time prior to July 1, 2016 to lease additional space within the facility of approximately 26,000 square feet commencing on January 1, 2017 and approximately 29,000 square feet commencing on January 1, 2018. The Company also has office and laboratory space in Oss, the Netherlands, for employees of Aduro Biotech Europe. The term of the lease is through December 2017, with a one-year renewal option. Rent expense was $256,000 and $110,000 for the three months ended March 31, 2016 and 2015, respectively. Under the terms of the lease agreements, the Company is also responsible for certain insurance, property tax and maintenance expenses. Indemnification In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend an indemnified party for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. The Company has never incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has also entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by Delaware corporate law. The Company currently has directors’ and officers’ insurance. Legal During the normal course of business, the Company may be a party to legal claims that may not be covered by insurance. Management does not believe that there are currently any such claims that would have a material impact on the Company’s financial statements. Other Commitments The Company has various manufacturing, clinical, research and other contracts with vendors in the conduct of the normal course of its business. All contracts are terminable, with varying provisions regarding termination. If a contract with a specific vendor were to be terminated, the Company would only be obligated for the products or services that the Company had received at the time the termination became effective as well as non-cancelable and non-refundable payment obligations incurred by the vendor for products or services before the termination became effective. In the case of terminating a clinical trial agreement at a particular site, the Company would also be obligated to provide continued support for appropriate medical procedures at that site until completion or termination. |
Equity Incentive Plans
Equity Incentive Plans | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity Incentive Plans | 8. Equity Incentive Plans 2015 Plan In March 2015, the Company’s board of directors adopted and in April 2015 the Company’s stockholders approved the 2015 Equity Incentive Plan, or the 2015 Plan, which became effective upon the IPO and provides for the granting of incentive stock options, nonstatutory stock options, and other forms of stock awards to its employees, directors and consultants. The Company’s 2009 Stock Incentive Plan, or the 2009 Plan, terminated on the date the 2015 Plan was adopted. Options granted or shares issued under the 2009 Plan that were outstanding on the date the 2015 Plan became effective will remain subject to the terms of the 2009 Plan. The 2015 Plan is administered by the board of directors or a committee appointed by the board of directors, which determines the types of awards to be granted, including the number of shares subject to the awards, the exercise price and the vesting schedule. The exercise price of incentive stock options and nonqualified stock options will be no less than 100% of the fair value per share of the Company’s common stock on the date of grant. If an individual owns capital stock representing more than 10% of the voting shares, the price of each share will be at least 110% of the fair value on the date of grant. Options expire after 10 years (five years for stockholders owning greater than 10% of the voting stock). The number of shares of common stock initially reserved for issuance under the 2015 Plan was 6,134,292 shares with an automatic annual increase to the shares issuable under the 2015 Plan to the lower of (i) 4% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or (ii) a lower number determined by the board of directors. On January 1, 2016 the shares issuable under the 2015 Plan increased by 2,543,513. The Company had 7,237,724 shares available for future grant under the 2015 Plan as of March 31, 2016. Stock option activity under the Company’s stock option plan was as follows: Options Outstanding Shares Available for Grant Number of Options Weighted- Average Exercise Price Aggregate Intrinsic Value (In thousands) Balance—December 31, 2015 4,810,271 9,931,229 $ 5.29 $ 229,591 Authorized 2,543,513 — Granted (116,060 ) 116,060 14.21 Exercised — (177,413 ) 1.14 Canceled — (1) (29,634 ) 1.12 Balance—March 31, 2016 7,237,724 9,840,242 $ 5.48 $ 93,560 Options exercisable—March 31, 2016 4,800,919 $ 1.88 $ 54,073 Options vested and expected to vest—March 31, 2016 9,566,505 $ 5.36 $ 91,553 (1) This excludes 29,634 canceled options for the three months ended March 31, 2016 initially granted from the legacy stock option plans. As these plans have been terminated, any options canceled are not added back to the existing option plan pool. The aggregate intrinsic value represents the difference between the exercise price of the options and the closing price of the Company’s common stock. The Company’s closing stock price as reported on the NASDAQ as of March 31, 2016 was $12.81. 2015 Employee Stock Purchase Plan In March 2015, the Company’s board of directors adopted and in April 2015 the Company’s stockholders approved the 2015 Employee Stock Purchase Plan, or 2015 ESPP, which became effective upon the IPO. The 2015 ESPP is intended to qualify as an employee stock purchase plan under Section 423 of the Code, and is administered by the Company’s board of directors and the Compensation Committee of the board of directors. The number of shares of common stock initially reserved for issuance under the 2015 ESPP was 720,000 shares with an automatic annual increase to the shares issuable under the 2015 ESPP to the lower of (i) 1% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or (ii) a lower number determined by the board of directors. On January 1, 2016 the shares issuable under the 2015 ESPP increased by 635,878. The Company had 1,316,305 shares available for future issuance under the 2015 ESPP as of March 31, 2016. Stock-based Compensation Expense Total stock-based compensation expense recognized was as follows (in thousands): Three Months Ended March 31, 2016 2015 Research and development $ 1,998 $ 145 General and administrative 1,745 435 Total stock-based compensation expense $ 3,743 $ 580 At March 31, 2016, the total unrecognized compensation expense related to unvested options, net of estimated forfeitures, was $31.5 million, which the Company expects to recognize over an estimated weighted-average period of 2.6 years. In determining the fair value of the stock-based awards, the Company uses the Black-Scholes option-pricing model. The fair value of stock option awards granted to employees was estimated at the date of grant using a Black-Scholes option-pricing model with the following assumptions for the three months ended March 31, 2016: 2015 Plan 2015 ESPP Expected term (in years) 6.04 – 6.05 0.5 Volatility 73.0 – 74.0% 74.0% Risk-free interest rate 1.25 – 1.72% 0.34% Dividend yield —% —% |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes Income tax expense for the three months ended March 31, 2016 and 2015 was approximately $3.2 million and zero, respectively. The income tax expense recorded for the first quarter of 2016 primarily related to current and deferred federal income taxes. The Company accounts for uncertain tax positions in accordance with ASC 740 , Accounting for Income Taxes The Company’s policy is to recognize interest and penalties related to unrecognized tax benefits in income tax expense. As of March 31, 2016 and 2015, the Company accrued no interest and penalties in the condensed consolidated balance sheets. There were no interest and penalties included in the condensed consolidated statements of operations for the three months ended March 31, 2016 and 2015. The Company does not expect the amount of existing unrecognized tax benefits to change significantly within the next 12 months. The Company files income tax returns in the United States and the Netherlands. The federal and state income tax returns are open under the statute of limitations subject to tax examinations for the tax years ended December 31, 2010 through December 31, 2015. To the extent the Company has tax attribute carryforwards, the tax years in which the attribute was generated may still be adjusted upon examination by the IRS or state tax authorities to the extent utilized in a future period. For the Netherlands, the tax administration can impose an additional assessment within five years from the year in which the tax debt originated. |
Net Loss Per Common Share
Net Loss Per Common Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | 10. Net Loss per Common Share Net Loss per Common Share Since the Company was in a loss position for all periods presented, basic net loss per common share is the same as diluted net loss per common share for all periods presented as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per common share calculations because they would be anti-dilutive were as follows: March 31, 2016 2015 Convertible preferred stock — 71,976,036 Options to purchase common stock 9,840,242 8,955,011 Convertible preferred stock warrants — 108,006 Common stock warrants 134,727 1,154,270 Total 9,974,969 82,193,323 |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Initial Public Offering and Concurrent Private Placement | Initial Public Offering and Concurrent Private Placement On April 20, 2015, the Company closed its initial public offering, or IPO, and sold 8,050,000 shares of its common stock (inclusive of 1,050,000 shares of common stock pursuant to the full exercise of the underwriters’ option to purchase additional shares) at a price to the public of $17.00 per share. The Company received aggregate net proceeds of $124.2 million, net of underwriting discounts and offering expenses. The Company also sold to Novartis Institutes for BioMedical Research, Inc., or NIBR, in a concurrent private placement 1,470,588 shares of common stock at a price of $17.00 per share for proceeds of $25.0 million (See Note 8). Upon the closing of the IPO, all then-outstanding shares of convertible preferred stock converted by their terms into 51,822,659 shares of common stock. Additionally, the Company amended and restated its certificate of incorporation effective April 20, 2015 to, among other things, change the authorized number of shares of common stock to 300,000,000 shares and the authorized number of shares of preferred stock to 10,000,000 shares. |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, and following the requirements of the Securities and Exchange Commission, or the SEC, for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted, and accordingly the balance sheet as of December 31, 2015 has been derived from audited consolidated financial statements at that date but does not include all of the information required by U.S. GAAP for complete financial statements. These financial statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair presentation of our financial information. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected for the year ending December 31, 2016 or for any other interim period or for any other future year. The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2015 included in our Annual Report on Form 10-K filed with the SEC. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. A reclassification was made on the prior period condensed consolidated statement of operations in order to conform with current period presentation. Specifically, expense of $9.3 million for the three months ended March 31, 2015 has been reclassified from other income (expense), net to loss from remeasurement of fair value of warrants. |
Use of Estimates | Use of Estimates The preparation of 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 and reported amounts of revenue and expenses in the financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition, clinical trial accruals, contingent consideration, convertible preferred stock and related warrants, common stock and related warrants, income taxes and stock-based compensation. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that management believes to be reasonable under the circumstances. Actual results could differ from these estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued Auditing Standards Update, or ASU, No. 2014-09, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting its condensed consolidated financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): March 31, 2016 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 85,450 $ — $ — $ 85,450 U.S. government and agency securities — 191,225 — 191,225 Corporate debt securities — 63,656 — 63,656 Commercial paper — 54,890 — 54,890 Total $ 85,450 $ 309,771 $ — $ 395,221 Financial Liabilities: Contingent consideration related to acquisition $ — $ — $ 3,594 $ 3,594 Total $ — $ — $ 3,594 $ 3,594 December 31, 2015 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 104,602 $ — $ — $ 104,602 U.S. government and agency securities — 194,055 — 194,055 Corporate debt securities — 74,918 — 74,918 Commercial paper — 42,295 — 42,295 Total $ 104,602 $ 311,268 $ — $ 415,870 Financial Liabilities: Contingent consideration related to acquisition $ — $ — $ 3,750 $ 3,750 Total $ — $ — $ 3,750 $ 3,750 |
Summary of Changes in Fair Value of Level 3 Financial Liabilities | The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial liabilities (in thousands): Contingent Consideration Balance at December 31, 2015 $ 3,750 Net decrease in fair value upon remeasurement (317 ) Foreign currency impact on contingent consideration 161 Balance at March 31, 2016 $ 3,594 |
Summary of Estimated Value of Cash Equivalents and Marketable Securities and Gross Unrealized Holding Gains and Losses | The following tables summarize the estimated value of the Company’s cash equivalents and marketable securities and the gross unrealized holding gains and losses (in thousands): March 31, 2016 Amortized cost Unrealized gains Unrealized losses Estimated Fair Value Cash and cash equivalents: Cash $ 13,185 $ — $ — $ 13,185 Money market funds 85,451 — — 85,451 Commercial paper 19,498 — — 19,498 U.S. government and agency securities 1,999 — — 1,999 Total cash and cash equivalents $ 120,133 $ — $ — $ 120,133 Marketable securities: U.S. government and agency securities $ 189,226 $ 48 $ (12 ) $ 189,262 Corporate debt securities 63,656 25 (8 ) 63,673 Commercial paper 35,392 — — 35,392 Total marketable securities $ 288,274 $ 73 $ (20 ) $ 288,327 December 31, 2015 Amortized cost Unrealized gains Unrealized losses Estimated Fair Value Cash and cash equivalents: Cash $ 15,175 $ — $ — $ 15,175 Money market funds 104,602 — — 104,602 Commercial paper 7,899 — — 7,899 U.S. government and agency securities 22,780 — — 22,780 Total cash and cash equivalents $ 150,456 $ — $ — $ 150,456 Marketable securities: U.S. government and agency securities $ 171,416 $ 3 $ (144 ) $ 171,275 Corporate debt securities 74,958 38 (78 ) 74,918 Commercial paper 34,396 — — 34,396 Total marketable securities $ 280,770 $ 41 $ (222 ) $ 280,589 |
Summary of Amortized Cost and Estimated Fair Value of Available-for-Sale Marketable Securities by Contractual Maturity | The amortized cost and estimated fair value of the Company’s available-for-sale marketable securities by contractual maturity are summarized below as of March 31, 2016 (in thousands): Amortized cost Estimated Fair Value Mature in one year or less $ 281,796 $ 281,848 Mature after one year through two years 6,478 6,479 Total available-for-sale marketable securities $ 288,274 $ 288,327 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Balance Sheet Components [Abstract] | |
Summary of Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): March 31, December 31, 2016 2015 Lab equipment $ 3,306 $ 3,011 Computer and office equipment 1,037 959 Furniture and fixtures 308 306 Leasehold improvements 676 669 Construction in progress 2,238 698 Total property and equipment 7,565 5,643 Less: accumulated depreciation and amortization (2,017 ) (1,657 ) Property and equipment, net $ 5,548 $ 3,986 |
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following (in thousands): March 31, December 31, 2016 2015 Income tax payable $ 3,865 $ 102 Professional and consulting services 2,602 1,650 Compensation and related benefits 2,032 2,765 Other 1,708 895 Total accrued expenses and other liabilities $ 10,207 $ 5,412 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The gross carrying amount of goodwill was as follows (in thousands): Balance at December 31, 2015 $ 8,469 Foreign currency translation adjustment 297 Balance at March 31, 2016 $ 8,766 |
Schedule of Intangible Assets | The gross carrying amounts and net book value of our intangible assets were as follows (in thousands): March 31, 2016 Gross Amount Accumulated Amortization Net Book Value Intangible assets with finite lives: License agreement $ 11,230 $ 232 $ 10,998 Total intangible assets with finite lives 11,230 232 10,998 Acquired IPR&D assets 19,473 — 19,473 Total intangible assets $ 30,703 $ 232 $ 30,471 December 31, 2015 Gross Amount Accumulated Amortization Net Book Value Intangible assets with finite lives: License agreement $ 10,786 $ 89 $ 10,697 Total intangible assets with finite lives 10,786 89 10,697 Acquired IPR&D assets 18,703 — 18,703 Total intangible assets $ 29,489 $ 89 $ 29,400 |
Schedule of Finite-Lived Intangible Assets Estimated Future Amortization Expense | Based on finite-lived intangible assets recorded as of March 31, 2016, the estimated future amortization expense is as follows (in thousands): Year Ending December 31, Estimated Amortization Expense 2016 (remaining nine months) $ 421 2017 562 2018 562 2019 562 2020 562 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Stock Option Plan Activity | Stock option activity under the Company’s stock option plan was as follows: Options Outstanding Shares Available for Grant Number of Options Weighted- Average Exercise Price Aggregate Intrinsic Value (In thousands) Balance—December 31, 2015 4,810,271 9,931,229 $ 5.29 $ 229,591 Authorized 2,543,513 — Granted (116,060 ) 116,060 14.21 Exercised — (177,413 ) 1.14 Canceled — (1) (29,634 ) 1.12 Balance—March 31, 2016 7,237,724 9,840,242 $ 5.48 $ 93,560 Options exercisable—March 31, 2016 4,800,919 $ 1.88 $ 54,073 Options vested and expected to vest—March 31, 2016 9,566,505 $ 5.36 $ 91,553 (1) This excludes 29,634 canceled options for the three months ended March 31, 2016 initially granted from the legacy stock option plans. As these plans have been terminated, any options canceled are not added back to the existing option plan pool. |
Summary of Stock-Based Compensation | Total stock-based compensation expense recognized was as follows (in thousands): Three Months Ended March 31, 2016 2015 Research and development $ 1,998 $ 145 General and administrative 1,745 435 Total stock-based compensation expense $ 3,743 $ 580 |
Schedule of Black-Scholes Option-Pricing Model | The fair value of stock option awards granted to employees was estimated at the date of grant using a Black-Scholes option-pricing model with the following assumptions for the three months ended March 31, 2016: 2015 Plan 2015 ESPP Expected term (in years) 6.04 – 6.05 0.5 Volatility 73.0 – 74.0% 74.0% Risk-free interest rate 1.25 – 1.72% 0.34% Dividend yield —% —% |
Net Loss per Common Share (Tabl
Net Loss per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Potentially Dilutive Securities not Included in Calculation of Diluted Per Common Share | Potentially dilutive securities that were not included in the diluted per common share calculations because they would be anti-dilutive were as follows: March 31, 2016 2015 Convertible preferred stock — 71,976,036 Options to purchase common stock 9,840,242 8,955,011 Convertible preferred stock warrants — 108,006 Common stock warrants 134,727 1,154,270 Total 9,974,969 82,193,323 |
Organization and Nature of Bu23
Organization and Nature of Business - Additional Information (Details) $ / shares in Units, $ in Millions | Apr. 20, 2015USD ($)$ / sharesshares | Mar. 31, 2016SegmentPlatformshares | Dec. 31, 2015shares |
Organization And Nature Of Business [Line Items] | |||
Number of business segments | Segment | 1 | ||
Number of technology platforms developed | Platform | 3 | ||
Preferred stock shares authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Common stock shares authorized | 300,000,000 | 300,000,000 | 300,000,000 |
Common Stock | IPO | |||
Organization And Nature Of Business [Line Items] | |||
Issuance of common stock (in shares) | 8,050,000 | ||
Stock price per share | $ / shares | $ 17 | ||
Proceeds from IPO net of underwriting discount, commission and offering expenses | $ | $ 124.2 | ||
Number of common stock issued on conversion of convertible preferred stock | 51,822,659 | ||
Common Stock | Exercise of Underwriters | |||
Organization And Nature Of Business [Line Items] | |||
Issuance of common stock (in shares) | 1,050,000 | ||
Novartis Agreement | Common Stock | Private Placement | |||
Organization And Nature Of Business [Line Items] | |||
Issuance of common stock (in shares) | 1,470,588 | ||
Stock price per share | $ / shares | $ 17 | ||
Issuance of common stock | $ | $ 25 |
Basis of Presentation, Use of24
Basis of Presentation, Use of Estimates and Recent Accounting Pronouncements - Additional Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2015USD ($) | |
Accounting Policies [Abstract] | |
Loss from remeasurement of fair value of warrants | $ 9,342 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Financial Assets: | ||
Financial Assets, fair value | $ 395,221 | $ 415,870 |
Financial Liabilities: | ||
Financial Liabilities, fair value | 3,594 | 3,750 |
Contingent Consideration Related To Acquisition | ||
Financial Liabilities: | ||
Financial Liabilities, fair value | 3,594 | 3,750 |
Level 1 | ||
Financial Assets: | ||
Financial Assets, fair value | 85,450 | 104,602 |
Level 2 | ||
Financial Assets: | ||
Financial Assets, fair value | 309,771 | 311,268 |
Level 3 | ||
Financial Liabilities: | ||
Financial Liabilities, fair value | 3,594 | 3,750 |
Level 3 | Contingent Consideration Related To Acquisition | ||
Financial Liabilities: | ||
Financial Liabilities, fair value | 3,594 | 3,750 |
Money Market Funds | ||
Financial Assets: | ||
Financial Assets, fair value | 85,450 | 104,602 |
Money Market Funds | Level 1 | ||
Financial Assets: | ||
Financial Assets, fair value | 85,450 | 104,602 |
U S Government Agencies Debt Securities | ||
Financial Assets: | ||
Financial Assets, fair value | 191,225 | 194,055 |
U S Government Agencies Debt Securities | Level 2 | ||
Financial Assets: | ||
Financial Assets, fair value | 191,225 | 194,055 |
Corporate Debt Securities | ||
Financial Assets: | ||
Financial Assets, fair value | 63,656 | 74,918 |
Corporate Debt Securities | Level 2 | ||
Financial Assets: | ||
Financial Assets, fair value | 63,656 | 74,918 |
Commercial Paper | ||
Financial Assets: | ||
Financial Assets, fair value | 54,890 | 42,295 |
Commercial Paper | Level 2 | ||
Financial Assets: | ||
Financial Assets, fair value | $ 54,890 | $ 42,295 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value Disclosures [Abstract] | ||
Fair value measurements transfers between category levels | $ 0 | $ 0 |
Financial assets measured at fair value on a nonrecurring basis | 0 | 0 |
Financial liabilities measured at fair value on a nonrecurring basis | $ 0 | $ 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Fair Value of Level 3 Financial Liabilities (Details) - Contingent Consideration $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Beginning balance | $ 3,750 |
Net decrease in fair value upon remeasurement | (317) |
Foreign currency impact on contingent consideration | 161 |
Ending balance | $ 3,594 |
Fair Value Measurements - Sum28
Fair Value Measurements - Summary of Estimated Value of Cash Equivalents and Marketable Securities and Gross Unrealized Holding Gains and Losses (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, Amortized cost | $ 120,133 | $ 150,456 |
Cash and cash equivalents, Estimated Fair Value | 120,133 | 150,456 |
Marketable securities, Amortized cost | 288,274 | 280,770 |
Unrealized gains | 73 | 41 |
Unrealized losses | (20) | (222) |
Marketable securities, Estimated Fair Value | 288,327 | 280,589 |
Cash | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, Amortized cost | 13,185 | 15,175 |
Cash and cash equivalents, Estimated Fair Value | 13,185 | 15,175 |
Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, Amortized cost | 85,451 | 104,602 |
Cash and cash equivalents, Estimated Fair Value | 85,451 | 104,602 |
Commercial Paper | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, Amortized cost | 19,498 | 7,899 |
Cash and cash equivalents, Estimated Fair Value | 19,498 | 7,899 |
U.S. government and agency securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, Amortized cost | 1,999 | 22,780 |
Cash and cash equivalents, Estimated Fair Value | 1,999 | 22,780 |
U S Government Agencies Debt Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities, Amortized cost | 189,226 | 171,416 |
Unrealized gains | 48 | 3 |
Unrealized losses | (12) | (144) |
Marketable securities, Estimated Fair Value | 189,262 | 171,275 |
Corporate Debt Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities, Amortized cost | 63,656 | 74,958 |
Unrealized gains | 25 | 38 |
Unrealized losses | (8) | (78) |
Marketable securities, Estimated Fair Value | 63,673 | 74,918 |
Commercial paper | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities, Amortized cost | 35,392 | 34,396 |
Marketable securities, Estimated Fair Value | $ 35,392 | $ 34,396 |
Fair Value Measurements - Sum29
Fair Value Measurements - Summary of Amortized Cost and Estimated Fair Value of Available-for-Sale Marketable Securities by Contractual Maturity (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value Disclosures [Abstract] | ||
Mature in one year or less, Amortized cost | $ 281,796 | |
Mature after one year through two years, Amortized cost | 6,478 | |
Marketable securities, Amortized cost | 288,274 | $ 280,770 |
Mature in one year or less, Estimated Fair Value | 281,848 | |
Mature after one year through two years, Estimated Fair Value | 6,479 | |
Marketable securities, Estimated Fair Value | $ 288,327 | $ 280,589 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 7,565 | $ 5,643 |
Less: accumulated depreciation and amortization | (2,017) | (1,657) |
Property and equipment, net | 5,548 | 3,986 |
Lab Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 3,306 | 3,011 |
Computer and Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,037 | 959 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 308 | 306 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 676 | 669 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 2,238 | $ 698 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Balance Sheet Components [Abstract] | ||
Depreciation and amortization | $ 357 | $ 93 |
Balance Sheet Components - Su32
Balance Sheet Components - Summary of Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Income tax payable | $ 3,865 | $ 102 |
Professional and consulting services | 2,602 | 1,650 |
Compensation and related benefits | 2,032 | 2,765 |
Other | 1,708 | 895 |
Total accrued expenses and other liabilities | $ 10,207 | $ 5,412 |
Goodwill and Intangible Asset33
Goodwill and Intangible Assets - Schedule of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Balance at December 31, 2015 | $ 8,469 |
Foreign currency translation adjustment | 297 |
Balance at March 31, 2016 | $ 8,766 |
Goodwill and Intangible Asset34
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite Lived Intangible Assets, Gross Carrying Amount | $ 11,230 | $ 10,786 |
Finite Lived Intangible Assets, Accumulated Amortization | 232 | 89 |
Finite Lived Intangible Assets, Net Book Value | 10,998 | 10,697 |
Intangible Assets, Gross Carrying Amount | 30,703 | 29,489 |
Intangible assets, net | 30,471 | 29,400 |
License agreement | ||
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Finite Lived Intangible Assets, Gross Carrying Amount | 11,230 | 10,786 |
Finite Lived Intangible Assets, Accumulated Amortization | 232 | 89 |
Finite Lived Intangible Assets, Net Book Value | 10,998 | 10,697 |
Acquired IPR&D assets | ||
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets, Gross Carrying Amount | $ 19,473 | $ 18,703 |
Goodwill and Intangible Asset35
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Intangible assets, amortization period | 20 years | |
Amortization of intangible assets | $ 137,000 | $ 0 |
Goodwill and Intangible Asset36
Goodwill and Intangible Assets - Schedule of Finite-Lived Intangible Assets Estimated Future Amortization Expense (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2016 (remaining nine months) | $ 421 |
2,017 | 562 |
2,018 | 562 |
2,019 | 562 |
2,020 | $ 562 |
Collaboration Agreements - Addi
Collaboration Agreements - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 17 Months Ended | 23 Months Ended | ||||
Jul. 31, 2015 | Apr. 30, 2015 | May. 31, 2014 | Apr. 30, 2014 | Mar. 31, 2016 | Mar. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Deferred revenue | $ 15,046,000 | $ 15,046,000 | $ 15,046,000 | $ 15,046,000 | ||||
Pharma License Agreement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Revenue recognized for milestones | 0 | |||||||
Pharma License Agreement | Upfront Non-refundable Cash Payment | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments received under collaboration agreement | $ 15,000,000 | |||||||
Pharma License Agreement | Post Acquisition Revenue | Upfront Non-refundable Cash Payment | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Revenue recognized | 0 | |||||||
Pharma License Agreement | Maximum | Product Candidate | Development Milestone Contingent Payments | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Milestone amount eligible to receive for products or product candidates | 156,000,000 | |||||||
Pharma License Agreement | Maximum | Product | Commercial and Net Sales Contingent Milestone Payments | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Milestone amount eligible to receive for products or product candidates | 135,000,000 | |||||||
Novartis Agreement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Revenue recognized | $ 3,700,000 | |||||||
Novartis share of joint development costs | 38.00% | |||||||
Period after first commercial sale of product on which Novartis' royalty obligation run on a country to country basis | 12 years | |||||||
Estimated performance period of agreement | 13 years 6 months | |||||||
Deferred revenue | $ 188,900,000 | 188,900,000 | 188,900,000 | |||||
Novartis Agreement | United States | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Collaborative arrangement profit share percentage | 50.00% | |||||||
Novartis Agreement | European Countries and Japan | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Collaborative arrangement profit share percentage | 45.00% | |||||||
Novartis Agreement | United States, Specified European Countries and /or Japan | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Collaborative Agreement, Obligations | With respect to the United States, specified European countries and/or Japan, the Company may elect for such region to either reduce by 50% or to eliminate in full the Company’s development and commercialization cost sharing obligation. If the Company elects to reduce its cost sharing percentage by 50% in any such region, then its profit share in such region will also be reduced by 50%. If the Company elects to eliminate its development cost sharing obligation, then such region will be removed from the profit share, and instead Novartis will owe the Company royalties on any net sales of product for such region, as described above. | |||||||
Reduction percentage of development cost share | 50.00% | |||||||
Reduction percentage of profit share | 50.00% | |||||||
Novartis Agreement | Novartis | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Novartis share of joint development costs | 62.00% | |||||||
Collaborative arrangement profit share percentage | 50.00% | |||||||
Novartis Agreement | Up Front Payment Arrangement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments received under collaboration agreement | $ 200,000,000 | |||||||
Novartis Agreement | Maximum | Development Milestone | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Milestone amount eligible to receive | $ 250,000,000 | |||||||
Novartis Agreement | Maximum | Regulatory Approval Milestone | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Milestone amount eligible to receive | 250,000,000 | |||||||
Janssen ADU-214 Agreement | Up Front Payment Arrangement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments received under collaboration agreement | 30,000,000 | |||||||
Janssen ADU-214 Agreement | Non Substantive And Substantive Milestone | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments received under collaboration agreement | $ 11,000,000 | |||||||
Janssen ADU-214 Agreement | Maximum | Contingent Payments | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Milestone amount eligible to receive | 766,000,000 | |||||||
Janssen ADU-741 Agreements | Up Front Payment Arrangement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments received under collaboration agreement | 12,000,000 | |||||||
Janssen ADU-741 Agreements | Non Substantive And Substantive Milestone | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments received under collaboration agreement | $ 10,000,000 | |||||||
Janssen ADU-741 Agreements | Maximum | Contingent Payments | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Milestone amount eligible to receive | 343,000,000 | |||||||
Janssen GVAX Prostate Agreement | Up Front Payment Arrangement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments received under collaboration agreement | $ 500,000 | |||||||
Janssen GVAX Prostate Agreement | Specified Commercial Milestone | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Milestone amount eligible to receive | 2,000,000 | |||||||
Janssen ADU-741 and Janssen GVAX Prostate Agreement | Up Front Payment Arrangement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments received under collaboration agreement | $ 12,500,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | 3 Months Ended | ||
Mar. 31, 2016USD ($)ft²LeaseTermRenewalOption | Mar. 31, 2015USD ($) | Feb. 28, 2015ft² | |
Operating Leased Assets [Line Items] | |||
Total square footage of leased property | 25,000 | ||
Lease expiration date | Dec. 31, 2018 | ||
Additional operating lease term | 2 years | ||
Rent expense | $ | $ 256,000 | $ 110,000 | |
Office Laboratory Lease | |||
Operating Leased Assets [Line Items] | |||
Total square footage of leased property | 56,000 | ||
Additional operating lease term | 5 years | ||
Description of lease | The term of the lease commenced when the landlord delivered possession of the facility to the Company | ||
Operating lease initial term | 12 years | ||
Operating lease commencement date | 2016-03 | ||
Number of additional renewal terms | LeaseTerm | 2 | ||
Leases renewal term description | The Company has the option to extend the lease beyond the initial term for up to two renewal terms of five years each, provided that the rental rate would be subject to market adjustment at the beginning of each renewal term. | ||
Office Laboratory Lease | Netherlands | |||
Operating Leased Assets [Line Items] | |||
Operating leases term of expiration | 2017-12 | ||
Number of renewal options for operating leases | RenewalOption | 1 | ||
Office Laboratory Lease | Commencing January 1, 2017 | |||
Operating Leased Assets [Line Items] | |||
Operating lease, additional space | 26,000 | ||
Office Laboratory Lease | Commencing January 1, 2018 | |||
Operating Leased Assets [Line Items] | |||
Operating lease, additional space | 29,000 |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 31, 2015 | Mar. 31, 2016 | Dec. 31, 2015 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares issuable increased during the period | 2,543,513 | ||
Number of shares available for future grant | 4,810,271 | 7,237,724 | 4,810,271 |
Closing stock price | $ 12.81 | ||
Total unrecognized compensation expense of unvested options | $ 31.5 | ||
Weighted-average period of unrecognized compensation expense, unvested options | 2 years 7 months 6 days | ||
Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Percentage of exercise price to fair market value common stock on grant date. | 100.00% | ||
Stock option expiration period | 10 years | ||
2015 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock shares reserved for issuance | 6,134,292 | 6,134,292 | |
Percentage of shares issued on common stock outstanding | 4.00% | ||
Common Stock Issuance Description | shares issuable under the 2015 Plan to the lower of (i) 4% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or (ii) a lower number determined by the board of directors. | ||
Shares issuable increased during the period | 2,543,513 | ||
Number of shares available for future grant | 7,237,724 | ||
2015 ESPP | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock shares reserved for issuance | 720,000 | 720,000 | |
Percentage of shares issued on common stock outstanding | 1.00% | ||
Common Stock Issuance Description | shares issuable under the 2015 ESPP to the lower of (i) 1% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or (ii) a lower number determined by the board of directors. | ||
Shares issuable increased during the period | 635,878 | ||
Number of shares available for future grant | 1,316,305 | ||
More Than 10% Voting Shares | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock option expiration period | 5 years | ||
More Than 10% Voting Shares | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Percentage of exercise price to fair market value common stock on grant date. | 110.00% |
Equity Incentive Plans - Schedu
Equity Incentive Plans - Schedule of Stock Option Plan Activity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Shares Available for Grant, Beginning balance | 4,810,271 |
Shares Available for Grant, Authorized | 2,543,513 |
Shares Available for Grant, Granted | (116,060) |
Shares Available for Grant, Ending balance | 7,237,724 |
Number of Options, Beginning balance | 9,931,229 |
Number of Options, Granted | 116,060 |
Number of Options, Exercised | (177,413) |
Number of Options, Canceled | (29,634) |
Number of Options, Ending balance | 9,840,242 |
Number Options, Options exercisable | 4,800,919 |
Number of Options, Options vested and expected to vest | 9,566,505 |
Weighted-Average Exercise Price, Beginning balance | $ / shares | $ 5.29 |
Weighted-Average Exercise Price, Granted | $ / shares | 14.21 |
Weighted-Average Exercise Price, Exercised | $ / shares | 1.14 |
Weighted-Average Exercise Price, Canceled | $ / shares | 1.12 |
Weighted-Average Exercise Price, Ending balance | $ / shares | 5.48 |
Weighted-Average Exercise Price, Options exercisable | $ / shares | 1.88 |
Weighted-Average Exercise Price, Options vested and expected to vest | $ / shares | $ 5.36 |
Aggregate Intrinsic Value, Beginning balance | $ | $ 229,591 |
Aggregate Intrinsic Value, Ending balance | $ | 93,560 |
Aggregate Intrinsic Value, Options exercisable | $ | 54,073 |
Aggregate Intrinsic Value, Options vested and expected to vest | $ | $ 91,553 |
Equity Incentive Plans - Sche41
Equity Incentive Plans - Schedule of Stock Option Plan Activity (Parenthetical) (Details) | 3 Months Ended |
Mar. 31, 2016shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of canceled options excluded | 29,634 |
Equity Incentive Plans - Summar
Equity Incentive Plans - Summary of Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | $ 3,743 | $ 580 |
Research and Development Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | 1,998 | 145 |
General and Administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | $ 1,745 | $ 435 |
Equity Incentive Plans - Sche43
Equity Incentive Plans - Schedule of Black-Scholes Option-Pricing Model (Details) | 3 Months Ended |
Mar. 31, 2016 | |
2015 Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Dividend yield | 0.00% |
2015 ESPP | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 6 months |
Volatility | 74.00% |
Risk-free interest rate | 0.34% |
Dividend yield | 0.00% |
Minimum | 2015 Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 6 years 15 days |
Volatility | 73.00% |
Risk-free interest rate | 1.25% |
Maximum | 2015 Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 6 years 18 days |
Volatility | 74.00% |
Risk-free interest rate | 1.72% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Contingency [Line Items] | ||
Income tax expense | $ 3,226,000 | $ 0 |
Unrecognized tax benefits | 1,400,000 | 500,000 |
Amount of unrecognized tax benefits that would, if recognized, reduce effective tax rate | 200,000 | 0 |
Unrecognized tax benefits, income tax penalties and interest accrued | 0 | 0 |
Unrecognized tax benefits, income tax penalties and interest expense | $ 0 | $ 0 |
State and Local Jurisdiction | Earliest Tax Year | ||
Income Tax Contingency [Line Items] | ||
Open tax year | Dec. 31, 2010 | |
State and Local Jurisdiction | Latest Tax Year | ||
Income Tax Contingency [Line Items] | ||
Open tax year | Dec. 31, 2015 | |
U.S. Federal Tax Authority | Earliest Tax Year | ||
Income Tax Contingency [Line Items] | ||
Open tax year | Dec. 31, 2010 | |
U.S. Federal Tax Authority | Latest Tax Year | ||
Income Tax Contingency [Line Items] | ||
Open tax year | Dec. 31, 2015 | |
California Tax Authority | ||
Income Tax Contingency [Line Items] | ||
Tax assessment additional period | 5 years |
Net Loss per Common Share - Sch
Net Loss per Common Share - Schedule of Potentially Dilutive Securities not Included in Calculation of Diluted Per Common Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per common share | 9,974,969 | 82,193,323 |
Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per common share | 71,976,036 | |
Options to Purchase Common Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per common share | 9,840,242 | 8,955,011 |
Convertible Preferred Stock Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per common share | 108,006 | |
Common Stock Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per common share | 134,727 | 1,154,270 |