Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 26, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-36485 | |
Entity Registrant Name | ARDELYX, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-1303944 | |
Entity Address, Address Line One | 400 Fifth Avenue | |
Entity Address, Address Line Two | Suite 210 | |
Entity Address, City or Town | Waltham | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02451 | |
City Area Code | 510 | |
Local Phone Number | 745-1700 | |
Title of 12(b) Security | Common Stock, par value $0.0001 | |
Trading Symbol | ARDX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 232,137,709 | |
Entity Central Index Key | 0001437402 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 33,767 | $ 96,140 |
Short-term investments | 131,313 | 27,769 |
Accounts receivable | 43,263 | 7,733 |
Inventory | 8,524 | 3,282 |
Prepaid commercial manufacturing | 17,176 | 13,567 |
Prepaid expenses and other current assets | 7,173 | 5,112 |
Total current assets | 241,216 | 153,603 |
Inventory, non-current | 38,974 | 25,064 |
Right-of-use assets | 6,523 | 9,295 |
Property and equipment, net | 1,116 | 1,223 |
Other assets | 1,550 | 881 |
Total assets | 289,379 | 190,066 |
Current liabilities: | ||
Accounts payable | 7,736 | 10,859 |
Accrued compensation and benefits | 8,357 | 7,548 |
Current portion of long-term debt | 0 | 26,711 |
Current portion of operating lease liability | 4,321 | 3,894 |
Deferred revenue | 4,072 | 4,211 |
Accrued expenses and other current liabilities | 19,043 | 12,380 |
Total current liabilities | 43,529 | 65,603 |
Operating lease liability, net of current portion | 2,887 | 5,855 |
Long-term debt, net of current portion | 27,229 | 0 |
Deferred revenue, non-current | 10,290 | 9,025 |
Deferred royalty obligation related to the sale of future royalties | 14,113 | 11,254 |
Other liabilities, non-current | 170 | 0 |
Total liabilities | 98,218 | 91,737 |
Commitments and contingencies (Note 14) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 5,000,000 shares authorized; no shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively. | 0 | 0 |
Common stock, $0.0001 par value; 500,000,000 shares and 300,000,000 shares authorized; 232,133,132 and 198,575,016 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively. | 23 | 20 |
Additional paid-in capital | 1,008,741 | 878,500 |
Accumulated deficit | (817,402) | (780,137) |
Accumulated other comprehensive loss | (201) | (54) |
Total stockholders’ equity | 191,161 | 98,329 |
Total liabilities and stockholders’ equity | $ 289,379 | $ 190,066 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 500,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 232,133,132 | 198,575,016 |
Common stock, shares outstanding (in shares) | 232,133,132 | 198,575,016 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenues: | ||||
Total revenues | $ 56,391 | $ 4,986 | $ 90,093 | $ 7,980 |
Cost of goods sold: | ||||
Total cost of goods sold | 7,692 | 732 | 12,718 | 955 |
Operating expenses: | ||||
Research and development | 8,637 | 7,467 | 26,012 | 26,059 |
Selling, general and administrative | 32,664 | 18,667 | 86,653 | 56,868 |
Total operating expenses | 41,301 | 26,134 | 112,665 | 82,927 |
Income (loss) from operations | 7,398 | (21,880) | (35,290) | (75,902) |
Interest expense | (1,107) | (886) | (3,210) | (2,409) |
Non-cash interest expense related to the sale of future royalties | (922) | (831) | (2,859) | (841) |
Other income, net | 1,460 | 704 | 4,308 | 1,258 |
Income (loss) before provision for income taxes | 6,829 | (22,893) | (37,051) | (77,894) |
Provision for income taxes | 200 | 0 | 214 | 8 |
Net income (loss) | $ 6,629 | $ (22,893) | $ (37,265) | $ (77,902) |
Net income (loss) per common stock - basic (in dollars per share) | $ 0.03 | $ (0.14) | $ (0.17) | $ (0.53) |
Net income (loss) per common stock - diluted (in dollars per share) | $ 0.03 | $ (0.14) | $ (0.17) | $ (0.53) |
Shares used in computing net income (loss) per share - basic (in shares) | 222,782,229 | 165,104,789 | 214,976,555 | 147,319,818 |
Shares used in computing net income (loss) per share - diluted (in shares) | 227,894,335 | 165,104,789 | 214,976,555 | 147,319,818 |
Comprehensive income (loss): | ||||
Net income (loss) | $ 6,629 | $ (22,893) | $ (37,265) | $ (77,902) |
Unrealized gains (losses) on available-for-sale securities | 9 | (5) | (147) | (108) |
Comprehensive income (loss) | 6,638 | (22,898) | (37,412) | (78,010) |
Product sales, net | ||||
Revenues: | ||||
Total revenues | 22,285 | 4,885 | 51,949 | 6,899 |
Cost of goods sold: | ||||
Total cost of goods sold | 644 | 230 | 1,508 | 287 |
Product supply revenue | ||||
Revenues: | ||||
Total revenues | 2,092 | 92 | 5,354 | 1,058 |
Licensing revenue | ||||
Revenues: | ||||
Total revenues | 32,014 | 9 | 32,790 | 23 |
Other cost of revenue | ||||
Cost of goods sold: | ||||
Total cost of goods sold | $ 7,048 | $ 502 | $ 11,210 | $ 668 |
CONDENSED STATEMENTS OF CHANGES
CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income |
Beginning balance (in shares) at Dec. 31, 2021 | 130,182,535 | ||||
Beginning balance at Dec. 31, 2021 | $ 82,617 | $ 13 | $ 795,540 | $ (712,930) | $ (6) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under employee stock purchase plan (in shares) | 308,356 | ||||
Issuance of common stock under employee stock purchase plan | 195 | 195 | |||
Issuance of common stock for services (in shares) | 711,675 | ||||
Issuance of common stock for services | 390 | 390 | |||
Issuance of common stock upon vesting of restricted stock units (in shares) | 3,091,697 | ||||
Issuance of common stock in at the market offering (in shares) | 53,105,382 | ||||
Issuance of common stock in at the market offering | 52,845 | $ 6 | 52,839 | ||
Stock-based compensation | 8,824 | 8,824 | |||
Unrealized gains (losses) on available-for-sale securities | (108) | (108) | |||
Net income (loss) | (77,902) | (77,902) | |||
Ending balance (in shares) at Sep. 30, 2022 | 187,399,645 | ||||
Ending balance at Sep. 30, 2022 | 66,861 | $ 19 | 857,788 | (790,832) | (114) |
Beginning balance (in shares) at Jun. 30, 2022 | 153,797,834 | ||||
Beginning balance at Jun. 30, 2022 | 53,042 | $ 15 | 821,075 | (767,939) | (109) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under employee stock purchase plan (in shares) | 181,256 | ||||
Issuance of common stock under employee stock purchase plan | 112 | 112 | |||
Issuance of common stock for services (in shares) | 711,675 | ||||
Issuance of common stock for services | 390 | 390 | |||
Issuance of common stock upon vesting of restricted stock units (in shares) | 95,555 | ||||
Issuance of common stock in at the market offering (in shares) | 32,613,325 | ||||
Issuance of common stock in at the market offering | 34,367 | $ 4 | 34,363 | ||
Stock-based compensation | 1,848 | 1,848 | |||
Unrealized gains (losses) on available-for-sale securities | (5) | (5) | |||
Net income (loss) | (22,893) | (22,893) | |||
Ending balance (in shares) at Sep. 30, 2022 | 187,399,645 | ||||
Ending balance at Sep. 30, 2022 | 66,861 | $ 19 | 857,788 | (790,832) | (114) |
Beginning balance (in shares) at Dec. 31, 2022 | 198,575,016 | ||||
Beginning balance at Dec. 31, 2022 | 98,329 | $ 20 | 878,500 | (780,137) | (54) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under employee stock purchase plan (in shares) | 435,708 | ||||
Issuance of common stock under employee stock purchase plan | 808 | 808 | |||
Issuance of common stock for services (in shares) | 86,095 | ||||
Issuance of common stock for services | $ 337 | 337 | |||
Issuance of common stock upon exercise of options (in shares) | 127,000 | 127,221 | |||
Issuance of common stock upon exercise of options | $ 251 | 251 | |||
Issuance of common stock upon vesting of restricted stock units (in shares) | 634,351 | ||||
Issuance of common stock in at the market offering (in shares) | 32,274,741 | ||||
Issuance of common stock in at the market offering | 119,248 | $ 3 | 119,245 | ||
Stock-based compensation | 9,600 | 9,600 | |||
Unrealized gains (losses) on available-for-sale securities | (147) | (147) | |||
Net income (loss) | (37,265) | (37,265) | |||
Ending balance (in shares) at Sep. 30, 2023 | 232,133,132 | ||||
Ending balance at Sep. 30, 2023 | 191,161 | $ 23 | 1,008,741 | (817,402) | (201) |
Beginning balance (in shares) at Jun. 30, 2023 | 217,862,921 | ||||
Beginning balance at Jun. 30, 2023 | 123,161 | $ 22 | 947,380 | (824,031) | (210) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under employee stock purchase plan (in shares) | 269,739 | ||||
Issuance of common stock under employee stock purchase plan | 670 | 670 | |||
Issuance of common stock upon exercise of options (in shares) | 28,227 | ||||
Issuance of common stock upon exercise of options | 40 | 40 | |||
Issuance of common stock upon vesting of restricted stock units (in shares) | 211,277 | ||||
Issuance of common stock in at the market offering (in shares) | 13,760,968 | ||||
Issuance of common stock in at the market offering | 57,163 | $ 1 | 57,162 | ||
Stock-based compensation | 3,489 | 3,489 | |||
Unrealized gains (losses) on available-for-sale securities | 9 | 9 | |||
Net income (loss) | 6,629 | 6,629 | |||
Ending balance (in shares) at Sep. 30, 2023 | 232,133,132 | ||||
Ending balance at Sep. 30, 2023 | $ 191,161 | $ 23 | $ 1,008,741 | $ (817,402) | $ (201) |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating activities | ||
Net income (loss) | $ (37,265) | $ (77,902) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 930 | 1,017 |
Non-cash lease expense | 2,690 | 2,570 |
Stock-based compensation | 9,600 | 8,824 |
Gain on sale of equipment | 0 | (1,260) |
Non-cash interest expense | 3,093 | 1,055 |
Other, net | (1,483) | 174 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (35,530) | (4,706) |
Inventory | (19,152) | (9,774) |
Prepaid commercial manufacturing | (3,609) | (10,549) |
Prepaid expenses and other assets | (2,671) | 754 |
Accounts payable | (3,123) | (1,164) |
Accrued compensation and benefits | 809 | 1,743 |
Operating lease liabilities | (2,880) | (2,571) |
Accrued and other liabilities | 6,466 | (375) |
Deferred revenue | 1,126 | 7,836 |
Net cash used in operating activities | (80,999) | (84,328) |
Investing activities | ||
Proceeds from maturities and redemptions of investments | 36,264 | 59,000 |
Purchases of investments | (137,644) | (43,824) |
Proceeds from sale of property and equipment | 0 | 1,798 |
Purchases of property and equipment | (301) | 0 |
Net cash (used in) provided by investing activities | (101,681) | 16,974 |
Financing activities | ||
Proceeds from 2022 Loan, net of issuance costs | 0 | 26,971 |
Payments for 2018 Loan, net of costs | 0 | (33,038) |
Proceeds from the sale of future royalties, net of issuance costs | 0 | 9,581 |
Proceeds from issuance of common stock in at the market offering, net of issuance costs | 119,248 | 52,845 |
Proceeds from issuance of common stock under equity incentive and stock purchase plans | 1,059 | 195 |
Net cash provided by financing activities | 120,307 | 56,554 |
Net decrease in cash and cash equivalents | (62,373) | (10,800) |
Cash and cash equivalents at beginning of period | 96,140 | 72,428 |
Cash and cash equivalents at end of period | 33,767 | 61,628 |
Supplementary disclosure of cash flow information: | ||
Cash paid for interest | 2,692 | 2,079 |
Cash paid for income taxes | 19 | 6 |
Supplementary disclosure of non-cash activities: | ||
Right-of-use assets obtained in exchange for lease obligations | 339 | 0 |
Issuance of common stock for services | 337 | 390 |
Issuance of derivative in connection with issuance of loan payable | $ 0 | $ 375 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | ORGANIZATION AND BASIS OF PRESENTATION Ardelyx, Inc. (“Company,” “we,” “us” or “our”) is a biopharmaceutical company founded with a mission to discover, develop and commercialize innovative, first-in-class medicines that meet significant unmet medical needs. We developed a unique and innovative platform that enabled the discovery of new biological mechanisms and pathways to develop potent and efficacious therapies that minimize the side effects and drug-drug interactions frequently encountered with traditional, systemically absorbed medicines. The first molecule we discovered and developed was tenapanor, a minimally absorbed, first-in-class, oral, small molecule therapy. Tenapanor, branded as IBSRELA®, is approved in the U.S. for the treatment of adults with irritable bowel syndrome with constipation (IBS-C). Tenapanor, branded as XPHOZAH®, was approved by the U.S. Food and Drug Administration (FDA) on October 17, 2023, to reduce serum phosphorus in adults with chronic kidney disease (CKD) on dialysis as add-on therapy in patients who have an inadequate response to phosphate binders or who are intolerant of any dose of phosphate binder therapy. We also have a development stage asset, RDX013 for adult patients with CKD and/or heart failure with hyperkalemia, or elevated serum potassium, and a discovery phase asset, RDX020 for adult patients with metabolic acidosis, a serious electrolyte disorder, in patients with CKD. We operate in one business segment, which is the development and commercialization of biopharmaceutical products. Basis of Presentation These condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and pursuant to the requirements of the Securities and Exchange Commission (SEC) for interim reporting. As permitted under those rules and regulations, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted. These condensed financial statements have been prepared on the same basis as our most recent annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary to present fairly our financial position, results of operations, changes in stockholders’ equity, and cash flows for the interim periods presented. The accompanying condensed financial statements and related financial information should be read in conjunction with the audited financial statements and the related notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022. The results for the three and nine months ended September 30, 2023 are not necessarily indicative of results to be expected for the entire year ending December 31, 2023, or for any other interim period or future year. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported in the financial statements and accompanying notes thereto. On an ongoing basis, management evaluates its estimates, including those related to recognition of revenue, clinical trial accruals, contract manufacturing accruals, utilization of inventory, fair value of assets and liabilities, 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 materially differ from those estimates. Liquidity As of September 30, 2023, we had cash, cash equivalents and short-term investments of approximately $165.1 million. We have incurred operating losses since inception in 2007 and our accumulated deficit as of September 30, 2023 is $817.4 million. Since December 31, 2021 and prior to September 30, 2023, our liquidity position raised substantial doubt about our ability to continue as a going concern. We have addressed our operating cash flow requirements through cash generated from product sales of IBSRELA, proceeds from the sale of shares of our common stock under our at-the-market offering, and from the receipt of milestones payments from our collaboration partners and payments from our Japanese collaboration partner under the second amendment to our License Agreement, which were received in October 2023. We believe our available cash, cash equivalents and short-term investments as of September 30, 2023 will be sufficient to fund our operations for at least a period of one year from the issuance of these condensed financial statements. Summary of Significant Accounting Policies Our significant accounting policies are described in Note 2 to our audited financial statements for the fiscal year ended December 31, 2022, included in our Annual Report on Form 10-K. There have been no material changes in our significant accounting policies as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. Recent Accounting Pronouncements New Accounting Pronouncements - Recently Adopted In July 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2023-03, Presentation of Financial Statements (Topic 205), Income Statement - Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation - Stock Compensation (Topic 718) Presentation of Financial Statements (ASU 2023-03). ASU 2023-03 amends the FASB Accounting Standards Codification to include Amendments to SEC Paragraphs pursuant to SEC Staff Accounting Bulletin No. 120, SEC Staff Announcement at the March 24, 2022 EITF Meeting, and SEC Staff Accounting Bulletin Topic 6.B, Accounting Series Release 280 - General Revision of Regulation S-X: Income or Loss Applicable to Common Stock. As the ASU does not provide any new guidance, there is no transition or effective date associated with its adoption. Accordingly, we adopted ASU 2023-03 immediately upon its issuance. The adoption of ASU 2023-03 did not have any impact on our condensed financial statement presentation or related disclosures. Recent Accounting Pronouncements Not Yet Adopted There were various accounting standards and interpretations issued recently, none of which are expected to have a material impact on our financial position, operations or cash flows. |
Cash, Cash Equivalents and Inve
Cash, Cash Equivalents and Investments | 9 Months Ended |
Sep. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Investments | CASH, CASH EQUIVALENTS AND INVESTMENTS Securities classified as cash, cash equivalents and short-term investments as of September 30, 2023 and December 31, 2022 are summarized below (in thousands): September 30, 2023 Gross Unrealized Amortized Cost Gains Losses Fair Value Cash and cash equivalents: Cash $ 1,533 $ — $ — $ 1,533 Money market funds 32,234 — — 32,234 Total cash and cash equivalents 33,767 — — 33,767 Short-term investments: Commercial paper $ 82,851 $ 1 $ (133) $ 82,719 U.S. government-sponsored agency bonds 31,850 5 (44) 31,811 Corporate bonds 6,284 — (2) 6,282 Asset-backed securities 10,529 — (28) 10,501 Total short-term investments 131,514 6 (207) 131,313 Total cash, cash equivalents and investments $ 165,281 $ 6 $ (207) $ 165,080 December 31, 2022 Gross Unrealized Amortized Cost Gains Losses Fair Value Cash and cash equivalents: Cash $ 11,827 $ — $ — $ 11,827 Money market funds 84,313 — — 84,313 Total cash and cash equivalents 96,140 — — 96,140 Short-term investments Commercial paper $ 25,336 $ 6 $ (51) $ 25,291 Corporate bonds 1,000 — (1) 999 U.S. government-sponsored agency bonds 1,487 — (8) 1,479 Total short-term investments 27,823 6 (60) 27,769 Total cash, cash equivalents and investments $ 123,963 $ 6 $ (60) $ 123,909 Cash equivalents consist of money market funds with original maturities of three months or less at the time of purchase, and the carrying amount is a reasonable approximation of fair value. We invest our cash in high quality securities of financial and commercial institutions. These securities are carried at fair value, which is based on readily available market information, with unrealized gains and losses included in accumulated other comprehensive loss within stockholders’ equity on our condensed balance sheets. We use the specific identification method to determine the amount of realized gains or losses on sales of marketable securities. Realized gains or losses have been insignificant and are included in other income, net, in the statement of operations and comprehensive income (loss). All of the short-term available-for sale securities held as of September 30, 2023 and December 31, 2022 had contractual maturities of less than one year. Our available-for-sale securities are subject to a periodic impairment review. We consider a debt security to be impaired when its fair value is less than its carrying cost, in which case we would further review the investment to determine whether it is other-than-temporarily impaired. When we evaluate an investment for other-than-temporary impairment, we review factors such as the length of time and extent to which fair value has been below cost basis, the financial condition of the issuer and any changes thereto, intent to sell, and whether it is more likely than not we will be required to sell the investment before the recovery of its cost basis. If an investment is other-than-temporarily impaired or subject to credit losses, we write it down through the statement of operations and comprehensive income (loss) to its fair value and establish that value as a new cost basis for the investment. Our unrealized losses as of September 30, 2023 and December 31, 2022 were not material. We determined that none of our available-for-sale securities were other-than-temporarily impaired as of September 30, 2023 and December 31, 2022, and no investment was in a continuous unrealized loss position for more than one year. As such, we believe that it is more likely than not that the investments will be held until maturity or a forecasted recovery of fair value. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The three-level hierarchy for the inputs to valuation techniques is briefly summarized as follows: Level 1 – Valuations are based on quoted prices in active markets for identical assets or liabilities and readily accessible by us at the reporting date. Level 2 – Valuations based on inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Valuations based on unobservable inputs for which there is little or no market data, which require us to develop our own assumptions. The following table sets forth the fair value of our financial assets and liabilities that are measured or disclosed on a recurring basis by level within the fair value hierarchy (in thousands): September 30, 2023 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 32,234 $ 32,234 $ — $ — Commercial paper 82,719 — 82,719 — U.S. government-sponsored agency bonds 31,811 — 31,811 — Corporate bonds 6,282 — 6,282 — Asset-backed securities 10,501 — 10,501 — Total $ 163,547 $ 32,234 $ 131,313 $ — Liabilities: Derivative liabilities for exit fees $ 2,055 $ — $ — $ 2,055 Total $ 2,055 $ — $ — $ 2,055 December 31, 2022 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 84,313 $ 84,313 $ — $ — Commercial paper 25,291 — 25,291 — Corporate bonds 999 — 999 — U.S. government-sponsored agency bonds 1,479 — 1,479 — Asset-backed securities — — — — Total $ 112,082 $ 84,313 $ 27,769 $ — Liabilities: Derivative liability for exit fee $ 1,656 $ — $ — $ 1,656 Total $ 1,656 $ — $ — $ 1,656 Where quoted prices are available in an active market, securities are classified as Level 1. We classify money market funds as Level 1. When quoted market prices are not available for the specific security, we estimate fair value by using benchmark yields, reported trades, broker/dealer quotes and issuer spreads. We classify U.S. government-sponsored agency bonds, U.S. treasury notes, corporate bonds, commercial paper, and asset-backed securities as Level 2. In certain cases, where there is limited activity or less transparency around inputs to valuation, securities or derivative liabilities, such as the 2018 Exit Fee and the 2022 Exit Fee, as defined and discussed in Note 9. Derivative Liabilities , are classified as Level 3. The carrying amounts reflected in the condensed balance sheets for cash equivalents, short-term investments, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair values at both September 30, 2023 and December 31, 2022, due to their short-term nature. Based on our procedures under the expected credit loss model, including an assessment of unrealized losses in our portfolio, we concluded that any unrealized losses on our marketable securities were not attributable to credit and, therefore, we have not recorded an allowance for credit losses for these securities as of September 30, 2023 and December 31, 2022. Fair Value of Debt The principal amount outstanding under our term loan facilities is subject to a variable interest rate. Therefore, we believe the carrying amount of the term loan facility approximates fair value as of September 30, 2023 and December 31, 2022. See Note 8. Borrowing for a description of the Level 2 inputs used to estimate the fair value of the liability. The carrying value of the deferred royalty obligation related to the sale of future royalties approximates its fair value as of September 30, 2023 and December 31, 2022 and is based on our current estimates of future royalties and commercialization milestones expected to be paid to us by Kyowa Kirin Co., Ltd. (Kyowa Kirin) over the life of the agreement. See Note 7. Deferred Royalty Obligation Related to the Sale of Future Royalties for a description of the Level 3 inputs used to estimate the fair value of the liability. |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventory | INVENTORY We began capitalizing inventory during the fourth quarter of 2021, at which time our intent to commercialize IBSRELA was established and we commenced preparation for the commercial launch of IBSRELA. Inventory as of September 30, 2023 and December 31, 2022 consisted of the following (in thousands): September 30, 2023 December 31, 2022 Raw materials $ 22,783 $ 22,299 Work in process 22,956 5,324 Finished goods 1,759 723 Total $ 47,498 $ 28,346 Reported as: Inventory $ 8,524 $ 3,282 Inventory, non-current 38,974 25,064 Total $ 47,498 $ 28,346 |
Product Revenue, Net
Product Revenue, Net | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Product Revenue, Net | PRODUCT REVENUE, NET We received approval from the FDA in September 2019 to market IBSRELA in the U.S. We began selling IBSRELA in the U.S. in March 2022. We distribute IBSRELA principally through major wholesalers, specialty pharmacies and group purchasing organizations (GPOs) (collectively, our Customers). Our Customers subsequently sell IBSRELA to pharmacies and patients. Separately, we enter into arrangements with third parties that provide for government-mandated rebates, chargebacks and discounts. Revenue from product sales is recognized when our performance obligations are satisfied, which is when Customers obtain control of our product and occurs upon delivery. During the three and nine months ended September 30, 2023, we recorded net revenue for IBSRELA of $22.3 million and $51.9 million, respectively. During the three and nine months ended September 30, 2022, we recorded net revenue for IBSRELA of $4.9 million and $6.9 million, respectively. Revenue from the following Customers who contributed greater than 10% of our gross product revenue during the three and nine months ended September 30, 2023 and 2022 as a percentage of total gross product revenue was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cardinal Health 22.2 % 25.2 % 22.3 % 24.2 % AmerisourceBergen Drug Corporation 21.2 % 26.4 % 21.3 % 28.9 % McKesson Corporation 18.4 % 20.2 % 19.0 % 20.9 % BioRidge Pharma, LLC 19.5 % — % 19.2 % — % The activities and ending reserve balances for each significant category of discounts and allowances, which constitute variable consideration, were as follows (in thousands): Discounts and Chargebacks Rebates, Wholesaler and GPO Fees Copay and Returns Total Balance as of December 31, 2022 $ 142 $ 1,444 $ 1,258 $ 2,844 Provisions 3,466 9,512 7,839 20,817 Credits/payments (3,262) (7,610) (6,065) (16,937) Balance as of September 30, 2023 $ 346 $ 3,346 $ 3,032 $ 6,724 |
Collaboration and Licensing Agr
Collaboration and Licensing Agreements | 9 Months Ended |
Sep. 30, 2023 | |
Collaboration and Licensing Agreements | |
Collaboration and Licensing Agreements | COLLABORATION AND LICENSING AGREEMENTS Kyowa Kirin Co., Ltd. (Kyowa Kirin) In November 2017, we entered into an exclusive license agreement with Kyowa Kirin (2017 Kyowa Kirin Agreement), under which we granted Kyowa Kirin an exclusive license to develop and commercialize certain NHE3 inhibitors including tenapanor in Japan for the treatment of cardiorenal diseases and conditions, excluding cancer. We retained the rights to tenapanor outside of Japan, and also retained the rights to tenapanor in Japan for indications other than those stated above. Pursuant to the 2017 Kyowa Kirin Agreement, Kyowa Kirin is responsible for all costs and expenses incurred in the development and commercialization of tenapanor for all licensed indications in Japan. We are responsible for supplying the tenapanor drug substance for Kyowa Kirin’s use in development and commercialization throughout the term of the 2017 Kyowa Kirin Agreement, provided that Kyowa Kirin may exercise an option to manufacture the tenapanor drug substance under certain conditions. In October 2022, we entered into a Commercial Supply Agreement with Kyowa Kirin to further define the obligations of the parties with respect to the commercial supply of tenapanor drug substance (2022 Kyowa Kirin Supply Agreement). As detailed below under the heading Deferred Revenue we have received advanced payments from Kyowa Kirin for the manufacturing of tenapanor drug substance that will be used to satisfy Kyowa Kirin needs. We assessed these arrangements in accordance with Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) and related amendments (ASC 606) and concluded that the contract counterparty, Kyowa Kirin, is a customer. Under the terms of the 2017 Kyowa Kirin Agreement, we received $30.0 million in upfront license fees, which was recognized as revenue when the agreement was executed. Based on our assessment, management determined that the license and the manufacturing supply services were its material performance obligations at the inception of the 2017 Kyowa Kirin Agreement, and as such, each of the performance obligations is distinct. Under the terms of the 2017 Kyowa Kirin Agreement, Kyowa Kirin paid us an up-front license fee of $30.0 million. We may be entitled to receive up to $55.0 million in total development and regulatory milestones, of which $35.0 million has been recognized as revenue and $20.0 million has been received as of September 30, 2023. We may also be eligible to receive approximately ¥8.5 billion for commercialization milestones, or approximately $57.0 million at the currency exchange rate on September 30, 2023, as well as reimbursement of costs plus a reasonable overhead for the supply of product and royalties on net sales throughout the term of the agreement. As discussed in Note 7. Deferred Royalty Obligation Related to the Sale of Future Royalties , the future royalties and commercial milestone payments we may receive under the 2017 Kyowa Kirin Agreement will be remitted to HealthCare Royalty Partners IV, L.P. pursuant to a Royalty and Sales Milestone Interest Acquisition Agreement. The variable consideration related to the remaining milestone payments was fully constrained at September 30, 2023. In April 2022, we entered into a second amendment to the 2017 Kyowa Kirin Agreement (2022 Amendment). Under the terms of the 2022 Amendment, we and Kyowa Kirin have agreed to a reduction in the royalty rate payable to us by Kyowa Kirin upon net sales of tenapanor for hyperphosphatemia in Japan. The royalty rate will be reduced from the high teens to low double digits for a two-year period of time following the first commercial sale in Japan, and then to mid-single digits for the remainder of the royalty term. As discussed in Note 7. Deferred Royalty Obligation Related to the Sale of Future Royalties , the future commercial milestones and royalties we may receive under the 2017 Kyowa Kirin Agreement will be remitted to HealthCare Royalty Partners IV, L.P. pursuant to a Royalty and Sales Milestone Interest Acquisition Agreement. As consideration for the reduction in the royalty rate, Kyowa Kirin agreed to pay us up to an additional $40.0 million payable in two tranches, with the first payment due following Kyowa Kirin's filing with the Japanese Ministry of Health, Labour and Welfare (MHLW) of its application for marketing approval for tenapanor and the second payment due following Kyowa Kirin’s receipt of regulatory approval to market tenapanor for hyperphosphatemia in Japan, both of which have occurred as of September 30, 2023. In October 2022, we announced that Kyowa Kirin submitted a New Drug Application (NDA) to the Japanese MHLW for tenapanor for the improvement of hyperphosphatemia in adult patients with CKD on dialysis, which resulted in payment to us from Kyowa Kirin for an aggregate of $35.0 million for milestone payments and payments under the 2022 Amendment. We received these payments during the fourth quarter of 2022 and recorded them as licensing revenue on our condensed statement of operations and comprehensive income (loss). In September 2023, we announced that Kyowa Kirin received approval from the Japanese MHLW for the NDA for tenapanor for the improvement of hyperphosphatemia in adult patients with CKD on dialysis, which results in payment to us from Kyowa Kirin for an aggregate of $30.0 million for milestone payments and payments under the 2022 Amendment. We received these payments in October 2023 and recorded them as licensing revenue on our condensed statement of operations and comprehensive income (loss) when earned during the three months ended September 30, 2023 and reported them as accounts receivable on our condensed balance sheet as of September 30, 2023. During the three and nine months ended September 30, 2022, we recognized no licensing revenue pursuant to the 2017 Kyowa Kirin Agreement. During the three and nine months ended September 30, 2023, we recognized $2.1 million and $5.4 million, respectively, of product supply revenue pursuant to the 2017 Kyowa Kirin Agreement. During the three and nine months ended September 30, 2022, we recognized $83 thousand and $1.0 million, respectively, of product supply revenue pursuant to the 2017 Kyowa Kirin Agreement. Shanghai Fosun Pharmaceutical Industrial Development Co. Ltd. (Fosun Pharma) In December 2017, we entered into an exclusive license agreement with Fosun Pharma (Fosun Agreement) for the development, commercialization and distribution of tenapanor in China for both hyperphosphatemia and IBS-C. We assessed these arrangements in accordance with ASC 606 and concluded that the contract counterparty, Fosun Pharma, is a customer. Under the terms of the Fosun Agreement, we received $12.0 million in upfront license fees which was recognized as revenue when the agreement was executed. Based on our assessment, we determined that the license and the manufacturing supply services represented the material performance obligations at the inception of the agreement and, as such, each of the performance obligations are distinct. We may be entitled to receive development and commercialization milestones of up to $113.0 million, of which $5.0 million has been received and recognized as revenue as of September 30, 2023, as well as reimbursement of cost plus a reasonable overhead for the supply of product and tiered royalties on net sales ranging from the mid-teens to 20%. The variable consideration related to the remaining development milestone payments was fully constrained at September 30, 2023. In July 2023, we announced that an NDA for tenapanor had been accepted for review by China’s Center for Drug Evaluation of the National Medical Products Administration (NMPA) for the control of serum phosphorus in adult patients with CKD on hemodialysis. This acceptance triggered a $2.0 million milestone payment to us under the terms of the Fosun Agreement. We received this payment during the third quarter of 2023 and recorded it as licensing revenue on our condensed statement of operations and comprehensive income (loss) when earned during the three months ended September 30, 2023. In October 2023, we announced that the FDA had approved XPHOZAH to reduce serum phosphorus in adults with CKD on dialysis as add-on therapy in patients who have an inadequate response to phosphate binders or who are intolerant of any dose of phosphate binder therapy. This triggered an additional $3.0 million milestone payment to us under the terms of the Fosun Agreement, which we expect to receive during the fourth quarter of 2023. Also, in October 2023, we announced that Fosun Pharma received approval from the Hong Kong Department of Health for the marketing application for tenapanor for the treatment of irritable bowel syndrome with constipation (IBS-C). During the three and nine months ended September 30, 2022, we did not recognize a material amount of revenue pursuant to the Fosun Agreement. Knight Therapeutics, Inc. (Knight) In March 2018, we entered into an exclusive license agreement with Knight Therapeutics, Inc., (Knight Agreement) for the development, commercialization and distribution of tenapanor in Canada for hyperphosphatemia and IBS-C. We assessed this arrangement in accordance with ASC 606 and concluded that the contract counterparty, Knight, is a customer. Based on our assessment, we determined that the license and the manufacturing supply services were the material performance obligations at the inception of the agreement and, as such, each of the performance obligations are distinct. Under the terms of the Knight Agreement, we received a $2.3 million non-refundable, one-time upfront payment in March 2018 and may be eligible to receive additional development and commercialization milestone payments worth up to CAD 22.2 million, or approximately $16.4 million at the currency exchange rate on September 30, 2023, of which $0.7 million has been received and recognized as revenue as of September 30, 2023. We are also eligible to receive royalties ranging from the mid-single digits to the low twenties throughout the term of the agreement, and a transfer price for manufacturing services. The variable consideration related to the remaining development milestone payments was fully constrained at September 30, 2023. During the three and nine months ended September 30, 2023 and 2022, we did not recognize a material amount of revenue pursuant to the Knight Agreement. METiS Therapeutics Inc. (METiS) In April 2023, we entered into an exclusive, worldwide license agreement with METiS Therapeutics Inc., (METiS Agreement) for the development and commercialization of a portfolio of TGR5 agonist compounds that were discovered and developed by Ardelyx for all therapeutic areas. We assessed this arrangement in accordance with ASC 606 and concluded that the contract counterparty, METiS, is a customer. Based on our assessment, we determined that the license was the material performance obligation at the inception of the agreement. Under the terms of the METiS Agreement, we received a $0.8 million non-refundable, one-time upfront payment in April 2023 and may be eligible to receive additional development and commercialization milestone payments worth up to $243.0 million. We are also eligible to receive royalties ranging within the mid-single digits throughout the term of the agreement. The variable consideration related to the remaining development and commercialization milestone payments was fully constrained at September 30, 2023. During the three and nine months ended September 30, 2023, we recognized $0.8 million of licensing revenue pursuant to the METiS Agreement. AstraZeneca AB (AstraZeneca) In June 2015, we entered into a termination agreement with AstraZeneca (AstraZeneca Termination Agreement) pursuant to which we have agreed to pay AstraZeneca (i) future royalties at a royalty rate of 10% of net sales of tenapanor or other NHE3 products by us or our licensees, and (ii) 20% of non-royalty revenue received from a new collaboration partner should we elect to license, or otherwise provide rights to develop and commercialize tenapanor or other NHE3 products, up to a maximum of $75.0 million in aggregate for (i) and (ii). As of September 30, 2023, to date in aggregate, we have recognized $23.9 million of the $75.0 million, which has been recorded as other cost of revenue on our condensed statements of operations and comprehensive income (loss), and have paid AstraZeneca $18.3 million. During the three and nine months ended September 30, 2023, we recognized $5.7 million and $8.7 million, respectively, as other cost of revenue related to the AstraZeneca Termination Agreement. During the three and nine months ended September 30, 2022 we recognized $0.5 million and $0.8 million, respectively, as other cost of revenue related to the AstraZeneca Termination Agreement. Deferred Revenue The following tables present changes in our current and non-current deferred revenue balances during the reporting period, which are all attributable to the 2017 Kyowa Kirin Agreement (in thousands): 2023 2022 Current Non-Current Current Non-Current Balance at January 1, $ 4,211 $ 9,025 $ — $ 4,727 Amounts invoiced as prepayments for product supply 1,182 4,530 42 7,794 Decrease for revenue recognized for product supply (4,586) — — — Reclassify amounts to be recognized in the next twelve months 3,265 (3,265) 3,961 (3,961) Balance at September 30, $ 4,072 $ 10,290 $ 4,003 $ 8,560 |
Deferred Royalty Obligation Rel
Deferred Royalty Obligation Related To The Sale Of Future Royalties | 9 Months Ended |
Sep. 30, 2023 | |
Advance Royalties [Abstract] | |
Deferred Royalty Obligation Related To The Sale Of Future Royalties | DEFERRED ROYALTY OBLIGATION RELATED TO THE SALE OF FUTURE ROYALTIES In June 2022, we and HealthCare Royalty Partners IV, L.P. (HCR) entered into a Royalty and Sales Milestone Interest Acquisition Agreement (HCR Agreement). Under the terms of the HCR Agreement, HCR has agreed to pay us up to $20.0 million in exchange for the royalty payments and commercial milestone payments (collectively the Royalty Interest Payments) that we may receive under our 2017 License Agreement with Kyowa Kirin based upon Kyowa Kirin's net sales of tenapanor in Japan for hyperphosphatemia. As consideration for the sale of the Royalty Interest Payments, HCR paid to us a $10.0 million upfront payment, and we are eligible to receive a $5.0 million payment as a result of Kyowa Kirin's receipt of regulatory approval to market tenapanor for hyperphosphatemia in Japan, and another $5.0 million payment in the event net sales by Kyowa Kirin in Japan exceed a certain annual target level by the end of 2025. In September 2023, we announced that Kyowa Kirin received approval from the Japanese MHLW for the New Drug Application for tenapanor for the improvement of hyperphosphatemia in adult patients with chronic kidney disease on dialysis, which entitles us to the first $5.0 million payment under the terms of the HCR Agreement. We received the payment in October 2023. The HCR Agreement is effective until terminated by the mutual agreement of the parties and contains customary representations and warranties and customary affirmative and negative covenants, including, among others, requirements as to prosecution, maintenance, defense and enforcement of certain patent rights in Japan, restrictions regarding our ability to forgive, release or reduce any Royalty Interest Payments due to us under the 2017 Kyowa Kirin Agreement, to create or incur any liens with respect to the Royalty Interest Payments, the 2017 Kyowa Kirin Agreement or certain patents, or to sell, license or transfer certain patents in the field and territory described in the 2017 Kyowa Kirin Agreement. In addition, the HCR Agreement contains customary events of default with respect to which we may incur indemnification obligations to HCR for any losses incurred by HCR and related parties as a result of the event of default, subject to a specified limitation of liability cap. Under the HCR Agreement, an event of default will occur if, among other things, any of the representations and warranties included in the HCR Agreement proves not to have been true and correct in all material respects, at the time it was made, we breach any of our covenants under the HCR Agreement, subject to specified cure periods with respect to certain breaches, we are in breach or default under the 2017 Kyowa Kirin Agreement in any manner which is likely to cause a material adverse effect on the Royalty Interest Payments, the occurrence of a termination of the 2017 Kyowa Kirin Agreement under certain circumstances or we or our assets become subject to certain legal proceedings, such as bankruptcy proceedings, or we are unable to pay our debts as they become due. We received the $10.0 million upfront payment from HCR during June 2022 and recorded it as a deferred royalty obligation related to the sale of future royalties (deferred royalty obligation) on our balance sheet. Due to our ongoing manufacturing obligations under the 2017 Kyowa Kirin Agreement, we account for the proceeds as imputed debt and therefore will recognize royalties earned under the arrangement as non-cash royalty revenue. Non-cash interest expense will be recognized over the life of the HCR Agreement using the effective interest method based on the imputed interest rate derived from estimated amounts and timing of future royalty payments to be received from Kyowa Kirin. As part of the sale, we incurred approximately $0.4 million in transaction costs, which, along with the deferred royalty obligation, are being amortized to non-cash interest expense over the estimated life of the HCR Agreement using the effective interest method. As future royalties are remitted to us by Kyowa Kirin, and subsequently from us to HCR, the balance of the deferred royalty obligation will be effectively repaid over the life of the HCR Agreement. There are a number of factors that could materially affect the fair value of the deferred royalty obligation. Such factors include, but are not limited to, the amount and timing of potential future royalty payments to be received from Kyowa Kirin under the 2017 Kyowa Kirin agreement, changing standards of care, the introduction of competing products, manufacturing or other delays, intellectual property matters, adverse events that result in governmental health authority imposed restrictions on the use of the drug products, significant changes in foreign exchange rates as the royalties remitted to HCR are made in U.S. dollars while the underlying sales of the products by Kyowa Kirin are made in Japanese yen, and other events or circumstances that could result in reduced royalty payments from Kyowa Kirin, which are not within our control, and all of which would result in a reduction of non-cash royalty revenues and the non-cash interest expense over the life of the deferred royalty obligation. We periodically assess the estimated royalty payments from Kyowa Kirin and, to the extent that the amount or timing of such payments is materially different than our original estimates, we prospectively adjust the imputed interest rate and the related amortization of the deferred royalty obligation. As of September 30, 2023, our effective interest rate used to amortize the liability is 23.9%. During the three and nine months ended September 30, 2023, we recognized approximately $0.9 million and $2.9 million, respectively, of non-cash interest expense related to the deferred royalty obligation. During each of the three and nine months ended September 30, 2022, we recognized approximately $0.8 million of non-cash interest expense related to the deferred royalty obligation. As of September 30, 2023, we have received no royalty payments from Kyowa Kirin and, therefore, the deferred royalty obligation has not begun to be reduced. |
Borrowing
Borrowing | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Borrowing | BORROWING Solar Capital and Western Alliance Bank Loan Agreement In May 2018, we entered into a loan and security agreement (as amended on October 9, 2020, March 1, 2021, May 5, 2021, and July 29, 2021) (2018 Loan Agreement) with Solar Capital Ltd. and Western Alliance Bank (collectively, the 2018 Lenders). The 2018 Loan Agreement provided for a loan facility for up to $50.0 million with a maturity date of November 1, 2022 (2018 Loan). As of the Closing Date for the 2022 Loan, as discussed below, we owed $25.0 million in principal payments from the 2018 Loan, which we repaid in full at that time. As discussed in Note 9. Derivative Liability , in connection with entering into the 2018 Loan Agreement, we entered into an agreement pursuant to which we agreed to pay $1.5 million in cash upon the occurrence of certain conditions (2018 Exit Fee). Our obligations for the 2018 Exit Fee remained outstanding following the full repayment of the 2018 Loan in February 2022 until October 2023 when we received approval from the FDA for XPHOZAH to reduce serum phosphorus in adults with CKD on dialysis as add-on therapy in patients who have an inadequate response to phosphate binders or who are intolerant of any dose of phosphate binder therapy. This triggered our obligation to pay the 2018 Exit Fee to the 2018 Lenders and we subsequently paid the 2018 Exit Fee in October 2023. SLR Investment Corp. Loan Agreement On February 23, 2022 (Closing Date), we entered into a loan and security agreement (2022 Loan Agreement) with SLR Investment Corp. as collateral agent (Agent), and the lenders listed in the 2022 Loan Agreement (collectively, the 2022 Lenders). The 2022 Loan Agreement was subsequently amended in August 2022 (the First Amendment) and February 2023 (the Second Amendment). We concluded that the First Amendment and the Second Amendment were modifications to the 2022 Loan Agreement. The 2022 Loan Agreement as amended by the First Amendment and the Second Amendment provided for a senior secured loan facility, with $27.5 million (Term A Loan) funded on the Closing Date and an additional $22.5 million which we may borrow on or prior to December 20, 2023; provided that (i) we have received approval by the FDA for our NDA for XPHOZAH by November 30, 2023, and (ii) we have achieved certain product revenue milestone targets described in the 2022 Loan Agreement (Term B Loan, and together with the Term A Loan, the 2022 Original Loans). The 2022 Term A Loan funds were used to repay the 2018 Loan with the 2018 Lenders. On October 17, 2023, we entered into a Third Amendment (the Third Amendment) to the 2022 Loan Agreement by and between us and the 2022 Lenders. The Third Amendment, among other things, (1) provides us with the option to draw an additional $50.0 million of committed capital by March 15, 2024 (the Term C Loan); and (2) provides us with the option to draw up to an additional $50.0 million of uncommitted capital by December 31, 2026, subject to approval by the Agent’s investment committee (the Term D Loan and together with the Term A, B, and C Loans, the Four 2022 Loans). Under the Third Amendment, the maturity date for the Four 2022 Loans is March 1, 2027. The interest rate for each of the Term A Loan and the Term B Loan is 7.95% plus a SOFR value equal to 0.022% plus the 1-month CME Term SOFR reference rate as published by the CME Term SOFR Administrator on the CME Term SOFR Administrator’s Website, subject to a SOFR floor of one percent. The interest rate for each of the Term C Loan and the Term D Loan is 4.25% plus a SOFR value equal to 0.022% plus the 1-month CME Term SOFR reference rate as published by the CME Term SOFR Administrator on the CME Term SOFR Administrator’s Website, subject to a SOFR floor of 4.7%. In addition, the period under which we are permitted to make interest-only payments on the Four 2022 Loans was extended to December 31, 2026, effective upon our decision to draw the Term B Loan in the amount of $22.5 million. We provided the Agent with notice of our decision to draw the Term B Loan in October 2023 to support the commercial launch of XPHOZAH. We were obligated to pay $0.2 million, upon the closing of the Term A Loan, and we were obligated to pay $0.1 million on the funding date of the Term B Loan. We are obligated to pay $0.3 million on the earliest of (1) the funding date of the Term C Loan, (2) March 15, 2024, and (3) the prepayment, refinancing, substitution or replacement of the Term B Loans on or prior to March 15, 2024. In addition, we will be obligated to pay 0.5% of the aggregate original principal amount of the Term D Loan commitment, if requested by us and approved by the Agent’s investment committee, which shall be due on the earliest of (1) the funding of the Term D Loan, (2) if we request and the 2022 Lenders provide the Term D Loan commitment, the day immediately preceding the amortization date, and (3) if we request and the 2022 Lenders provide the Term D Loan commitment, the prepayment, refinancing, substitution or replacement of the Term C Loan on or prior to the date immediately preceding the amortization date. We are obligated to pay a final fee equal to 4.95% of the aggregate original principal amount of the Four 2022 Loans, to the extent such loans are funded, upon the earliest to occur of the maturity date, the acceleration of the Four 2022 Loans, and the prepayment, refinancing, substitution, or replacement of the Four 2022 Loans. We may voluntarily prepay all amounts outstanding under the Four 2022 Loans, subject to a prepayment premium of (i) 3% of the outstanding principal amount of the Four 2022 Loans if prepaid prior to or on October 17, 2024, (ii) 2% of the outstanding principal amount of the Four 2022 Loans if prepaid after October 17, 2024 through and including October 17, 2025, or (iii) 1% of the outstanding principal amount of the Four 2022 Loans if prepaid after October 17, 2025 and prior to the maturity date. The Four 2022 Loans are secured by substantially all of our assets, except for our intellectual property and certain other customary exclusions. Additionally, as discussed in Note 9. Derivative Liabilities , in connection with the 2022 Original Loans, we entered into an agreement whereby we agreed to pay an exit fee in the amount of 2% of the 2022 Loan funded (2022 Exit Fee). Notwithstanding the prepayment or termination of the 2022 Loan, the 2022 Exit Fee will expire 10 years from the Closing Date. The 2022 Loan Agreement, as amended, contains customary representations and warranties and customary affirmative and negative covenants, including, among others, requirements as to financial reporting and insurance and restrictions on our ability to dispose of our business or property, to change our line of business, to liquidate or dissolve, to enter into any change in control transaction, to merge or consolidate with any other entity or to acquire all or substantially all the capital stock or property of another entity, to incur additional indebtedness, to incur liens on our property, to pay any dividends or other distributions on capital stock other than dividends payable solely in capital stock or to redeem capital stock. We have agreed to not allow our cash and cash equivalents to be less than the eighty percent (80%) of the outstanding Four 2022 Term Loan balance for any period in which our net revenue from the sale of any products, calculated on a trailing six (6) month basis and tested monthly, is less than sixty percent (60%) of the outstanding Four 2022 Loan balance. In addition, the 2022 Loan Agreement, as amended, contains customary events of default that entitle the Agent to cause our indebtedness under the 2022 Loan Agreement to become immediately due and payable, and to exercise remedies against us and the collateral securing the Four 2022 Term Loans, including our cash. Under the 2022 Loan Agreement, an event of default will occur if, among other things, we fail to make payments under the 2022 Loan Agreement, we breach any of our covenants under the 2022 Loan Agreement, subject to specified cure periods with respect to certain breaches, certain Lenders determine that a material adverse change has occurred, we or our assets become subject to certain legal proceedings, such as bankruptcy proceedings, we are unable to pay our debts as they become due or we default on contracts with third parties which would permit the holder of indebtedness to accelerate the maturity of such indebtedness or that could have a material adverse change on us. Upon the occurrence and for the duration of an event of default, an additional default interest rate equal to 4% per annum will apply to all obligations owed under the 2022 Loan Agreement. We have classified the 2022 Original Loan balance as a non-current liability as of September 30, 2023 due to principal repayments beginning in January 2027. As of September 30, 2023, our future payment obligations related to the Original 2022 Loan, excluding interest payments and the 2022 final fee, were as follows (in thousands): Total repayment obligations $ 28,861 Less: Unamortized discount and debt issuance costs (1,277) Less: Unaccreted value of final fee (355) Long-term debt 27,229 Less: Current portion of long-term debt — Long-term debt, net of current portion $ 27,229 |
Derivative Liabilities
Derivative Liabilities | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Liabilities | DERIVATIVE LIABILITIES 2018 Exit Fee In May 2018, in connection with entering into the 2018 Loan Agreement, we entered into an agreement pursuant to which we agreed to pay $1.5 million in cash (2018 Exit Fee) upon any change of control transaction in respect of the Company or if we obtain both (i) FDA approval of XPHOZAH and (ii) FDA approval of IBSRELA, which was obtained on September 12, 2019 (2018 Exit Fee Agreement). Notwithstanding the February 2022 prepayment of the 2018 Loan, our obligation to pay the 2018 Exit Fee will expire on May 16, 2028. We concluded that the 2018 Exit Fee is a freestanding derivative which should be accounted for at fair value on a recurring basis. The estimated fair value of the 2018 Exit Fee is recorded as a derivative liability and included in accrued expense and other current liabilities on the accompanying condensed balance sheets. As of September 30, 2023 and December 31, 2022, the estimated fair value of the 2018 Exit Fee was $1.5 million and $1.2 million, respectively. In October 2023, we received approval from the FDA for XPHOZAH to reduce serum phosphorus in adults with chronic kidney disease (CKD) on dialysis as add-on therapy in patients who have an inadequate response to phosphate binders or who are intolerant of any dose of phosphate binder therapy. This triggered our obligation to pay the 2018 Exit Fee to the 2018 Lenders and we subsequently paid the 2018 Exit Fee in October 2023. The fair value of the derivative liability was determined using a discounted cash flow analysis and is classified as a Level 3 measurement within the fair value hierarchy since our valuation utilized significant unobservable inputs. Specifically, the key assumptions included in the calculation of the estimated fair value of the derivative instrument include: (i) our estimates of both the probability and timing of a potential $1.5 million payment to the 2018 Lenders as a result of the FDA approvals, and (ii) a discount rate which was derived from our estimated cost of debt, adjusted with current LIBOR. Generally, increases or decreases in the probability of occurrence would result in a directionally similar impact in the fair value measurement of the derivative instrument and it is estimated that a 10% increase (decrease), not to exceed 100%, in the probability of occurrence would result in a fair value fluctuation of no more than $0.1 million. 2022 Exit Fee In February 2022, in connection with entering into the 2022 Original Loans, we entered into an agreement, whereby we agreed to pay an exit fee in the amount of 2% of the 2022 Original Loan funded (2022 Exit Fee) upon (i) any change of control transaction or (ii) our achievement of net revenue from the sale of any products equal to or greater than $100.0 million, measured on a six (6) months basis (Revenue Milestone), tested monthly at the end of each month. The Term C and Term D Loans do not result in payment of an additional exit fee. Notwithstanding the prepayment or termination of the 2022 Loan, the 2022 Exit Fee will expire on February 23, 2032. We concluded that the 2022 Exit Fee is a freestanding derivative which should be accounted for at fair value on a recurring basis. The estimated fair value of the 2022 Exit Fee is recorded as a derivative liability and included in accrued expenses and other current liabilities on the accompanying condensed balance sheets. As of September 30, 2023 and December 31, 2022, the estimated fair value of the 2022 Exit Fee was $0.6 million and $0.4 million, respectively. The fair value of the derivative liability was determined using a discounted cash flow analysis and is classified as a Level 3 measurement within the fair value hierarchy since our valuation utilized significant unobservable inputs. Specifically, the key assumptions included in the calculation of the estimated fair value of the 2022 Exit Fee derivative liability include: (i) our estimates of both the probability and timing of achieving the Revenue Milestone and (ii) the probability and timing of funding the Term B Loan, which was dependent upon (a) approval by the FDA for our NDA for the control of serum phosphorus in adult patients with CKD on dialysis by November 30, 2023, and (b) achievement of certain product revenue milestone targets. Generally, increases or decreases in the probability of occurrence would result in a directionally similar impact in the fair value measurement of the derivative liability and it is estimated that a 10% increase (decrease) in the probability of occurrence would not result in a material fair value fluctuation. Changes in the fair value of recurring measurements included in Level 3 of the fair value hierarchy are presented as other income, net in our condensed statements of operations and comprehensive income (loss) and were as follows for the nine months ended September 30, 2023 and 2022 (in thousands): 2023 2022 Balance at January 1, $ 1,656 $ 698 2022 Exit Fee addition at fair value — 375 Changes in estimated fair value: 2018 Exit Fee 273 (4) 2022 Exit Fee 126 58 Balance at September 30, $ 2,055 $ 1,127 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | LEASES All of our leases are operating leases and each contain customary rent escalation clauses. Certain of the leases have both lease and non-lease components. We have elected to account for each separate lease component and the non-lease components associated with that lease component as a single lease component for all classes of underlying assets. The following table provides additional details of our facility leases presented in our condensed balance sheets (dollars in thousands): Facilities September 30, 2023 December 31, 2022 Right-of-use assets $ 6,523 $ 9,295 Current portion of lease liabilities 4,321 3,894 Operating lease liability, net of current portion 2,887 5,855 Total $ 7,208 $ 9,749 Weighted-average remaining life (years) 1.8 2.4 Weighted-average discount rate 6.8 % 6.8 % The lease costs, which are included in operating expenses in our condensed statements of operations and comprehensive income (loss), were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Operating lease expense $ 1,061 $ 1,064 $ 3,127 $ 3,192 Cash paid for operating lease $ 1,119 $ 1,072 $ 3,316 $ 3,194 The following table summarizes our undiscounted cash payment obligations for our operating lease liabilities as of September 30, 2023 (in thousands): Remainder of 2023 $ 1,165 2024 4,715 2025 1,450 2026 329 Thereafter — Total undiscounted operating lease payments 7,659 Imputed interest expenses (451) Total operating lease liabilities 7,208 Less: Current portion of operating lease liability (4,321) Operating lease liability, net of current portion $ 2,887 In March 2023, we entered into a sub-lease Agreement (Sub-lease) with Chronus Health, Inc. (Chronus). The Sub-lease permits use by Chronus of a portion of the space in our facility in Fremont, California. We lease the facility from a different counterparty under a separate head lease that commenced in September 2008 and has been amended multiple times to add space and to extend the lease term through March 2025. We have sub-leased to Chronus approximately 21,644 square feet of the 72,500 square foot building's interior space, plus corresponding exterior support space and parking. The term of the Sub-lease expires on February 1, 2025. In accordance with the Sub-lease, we recognized an impairment of long-lived assets totaling $0.4 million during the three months ended March 31, 2023, which consisted primarily of impairment to the Fremont facility right-of-use asset. The Sub-lease commenced in April 2023 and we recognized $0.2 million and $0.5 million of income from the Sub-lease during the three and nine months ended September 30, 2023, respectively. In August 2023, we entered into an amendment to the lease agreement (the Waltham lease) for our Waltham, Massachusetts facility to expand the leased premises to include an additional 4,247 square feet of office space. We recorded an additional $0.3 million right-of-use asset and lease liability for the Waltham lease upon commencement of the lease. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY At the Market Offerings Agreement In August 2021, we filed an additional prospectus supplement under a Registration Statement which was filed in July 2020 for the offering, issuance and sale by us of up to a maximum aggregate offering price of $150.0 million of our common stock that we were authorized to issue and sell, from time to time, under a sales agreement (2021 Open Market Sales Agreement) we entered into with Jefferies LLC (Jefferies) , pursuant to which we, from time to time, sold up to $150.0 million in shares of our common stock through Jefferies. Pursuant to the 2021 Open Market Sales Agreement, Jefferies, as our sales agent, received a commission of up to 3% of the gross sales price for shares of common stock sold under the 2021 Open Market Sales Agreement. As of March 2023, we had received the maximum gross proceeds of $150.0 million under the 2021 Open Market Sales Agreement, which included 15.5 million shares of our common stock for which we received gross proceeds of $51.9 million during the quarter ended March 31, 2023. |
Equity Incentive Plans
Equity Incentive Plans | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plans | EQUITY INCENTIVE PLANS Stock-Based Compensation Stock-based compensation expense recognized for stock options, restricted stock units (RSUs), and our employee stock purchase program (ESPP) are recorded as operating expenses in our condensed statements of operations and comprehensive income (loss), as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Selling, general and administrative $ 2,574 $ 1,373 $ 6,965 $ 6,102 Research and development 915 461 2,635 2,557 Total $ 3,489 $ 1,834 $ 9,600 $ 8,659 As of September 30, 2023, our total unrecognized stock-based compensation expense, net of estimated forfeitures, and average remaining vesting period, included the following (dollars in thousands): Unrecognized Compensation Expense Average Remaining Vesting Period (Years) Stock option grants $ 19,087 2.8 RSU grants $ 7,372 2.9 ESPP $ 390 0.4 Stock Options A summary of our stock option activity and related information for the nine months ended September 30, 2023 is as follows (in thousands, except dollar amounts): Number of Shares Weighted-Average Balance at December 31, 2022 13,963 $ 4.83 Options granted 7,512 $ 2.94 Options exercised (127) $ 1.96 Options forfeited or canceled (144) $ 4.45 Balance at September 30, 2023 21,204 $ 4.18 Exercisable at September 30, 2023 11,209 $ 5.46 Restricted Stock Units A summary of our RSUs activity and related information for the nine months ended September 30, 2023 is as follows (in thousands, except dollar amounts): Number of Weighted-Average Non-vested restricted stock units at December 31, 2022 1,406 $ 2.17 Granted 2,293 $ 3.02 Vested (720) $ 2.80 Forfeited (56) $ 3.17 Non-vested restricted stock units at September 30, 2023 2,923 $ 2.67 Employee Stock Purchase Plan During the nine months ended September 30, 2023, we sold approximately 0.4 million shares of our common stock under the ESPP. The shares were purchased by employees at an average purchase price of $1.85 per share resulting in proceeds to us of approximately $0.8 million. Issuance of Common Stock for Services |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NET INCOME (LOSS) PER SHARE Basic net loss per share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period, less shares subject to repurchase, and excludes any dilutive effects of stock-based awards and warrants. Diluted net loss per common share is computed giving effect to all potential dilutive common shares, including common stock issuable upon exercise of stock options, and unvested restricted common stock and stock units. As we had net losses for the nine months ended September 30, 2023 and 2022, all potential common shares were determined to be anti-dilutive. The following table sets forth the computation of net loss per common share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, Numerator: 2023 2022 2023 2022 Net income (loss) $ 6,629 $ (22,893) $ (37,265) $ (77,902) Denominator: Weighted average common shares outstanding - basic 222,782 165,105 214,977 147,320 Weighted average common shares outstanding - diluted 227,894 165,105 214,977 147,320 Net income (loss) per share of common stock - basic and diluted $ 0.03 $ (0.14) $ (0.17) $ (0.53) For the periods presented, the total numbers of securities that could potentially dilute net income per share in the future that were not considered in the diluted net loss per share calculations because the effect would have been anti-dilutive were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Options to purchase common stock 14,718 13,882 20,561 13,410 Restricted stock units 268 1,542 2,982 3,145 ESPP shares issuable 197 180 247 169 Total 15,183 15,604 23,790 16,724 |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | CONTINGENCIES On July 30 and August 12, 2021, two putative securities class action lawsuits were commenced in the U.S. District Court for the Northern District of California naming as defendants Ardelyx and two current officers captioned Strezsak v. Ardelyx, Inc., et al. , Case No. 4:21-cv-05868-HSG, and Siegel v. Ardelyx, Inc., et al. , Case No. 5:21-cv-06228-HSG (together, the Securities Class Actions). The complaints allege that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 thereunder, by making false and misleading statements and omissions of material fact related to tenapanor. The plaintiffs seek damages and interest, and an award of costs, including attorneys’ fees. On July 19, 2022, the court consolidated the two putative class actions and appointed a lead plaintiff and lead counsel. The lead plaintiff filed an amended complaint on September 29, 2022. Defendants filed a motion to dismiss the amended complaint on December 2, 2022. In January and February 2023, in lieu of filing a response to defendant’s motion to dismiss, plaintiffs filed a motion seeking leave to further amend their complaint and defendants filed an opposition to the motion for leave to further amend the complaint. On April 6, 2023, the court granted plaintiff’s motion for leave to further amend the complaint. With the second amended complaint, the plaintiffs seek to represent all persons who purchased or otherwise acquired Ardelyx securities between March 6, 2020 and July 19, 2021. Defendants filed a motion to dismiss the amended complaint on June 2, 2023. On August 22, 2023, the court cancelled the hearing scheduled for September 14, 2023 on the motion to dismiss the amended complaint and indicated its decision to instead rule on the filed briefs. We believe the plaintiff’s claims are without merit and we have not recorded any accrual for a contingent liability associated with these legal proceedings. On December 7, 2021 and March 29, 2022, two verified shareholders derivative lawsuits were filed in the U.S. District Court for the Northern District of California purportedly on behalf of Ardelyx against certain of Ardelyx’s executive officers and members of our board of directors, captioned Go v. Raab, et al., Case No. 4:21-cv-09455-HSG, and Morris v. Raab, et al., Case No. 4:22-cv-01988-JSC. The complaints allege that the defendants violations of Section 14(a) of the Securities Exchange Act of 1934, as amended, breaches of fiduciary duties, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets, for personally making and/or causing Ardelyx to make materially false and misleading statements regarding the Company’s business, operations and prospects. The complaint seeks contribution under Sections 10(b) and 21D of the Securities Exchange Act of 1934 from two executive officers. On January 19, and April 27, 2022, the court granted the parties’ stipulation to stay the Go and Morris actions, respectively, until resolution of the anticipated motion(s) to dismiss in the Securities Class Actions. On October 25, 2022, the parties filed a stipulation to consolidate and stay the Go and Morris actions, and on October 27, 2022, the court consolidated the Go and Morris action and stayed the consolidated action pending resolution of the anticipated motion(s) to dismiss in the Securities Class Action. We believe the plaintiff’s claims are without merit and we have not recorded any accrual for a contingent liability associated with these legal proceedings. From time to time, we may be involved in legal proceedings arising in the ordinary course of business. As of September 30, 2023, there is no litigation pending that would reasonably be expected to have a material adverse effect on our results of operations and financial condition, and no contingent liabilities were accrued as of September 30, 2023. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS In September 2023, we announced that Kyowa Kirin received approval from the Japanese MHLW for the NDA for tenapanor for the improvement of hyperphosphatemia in adult patients with CKD on dialysis, which results in payment to us from Kyowa Kirin for an aggregate of $30.0 million for milestone payments and payments under the 2022 Amendment and our right to receive an additional $5.0 million investment payment from HCR (See Note 7. Deferred Royalty Obligation Related to the Sale of Future Royalties) . We received these payments in October 2023. On October 17, 2023, we announced that the FDA approved XPHOZAH ® (tenapanor) to reduce serum phosphorus in adults with chronic kidney disease on dialysis as add-on therapy in patients who have an inadequate response to phosphate binders or who are intolerant of any dose of phosphate binder therapy. The FDA approval of XPHOZAH results in a number of financial implications that will be recognized in the fourth quarter of 2023 including payment of the 2018 Exit Fee, which was paid in October 2023 (see Note 8. Borrowing and Note 9. Derivative Liabilities ), the achievement of a $3.0 million development milestone from Fosun Pharma (See Note 6. Collaboration and Licensing Agreements ), and our ability to draw the Term B Loan from SLR (See Note 8. Borrowing ). Also on October 17, 2023, we entered into a Third Amendment (the Third Amendment) to the 2022 Loan Agreement by and between us and the 2022 Lenders. The Third Amendment, among other things, (1) provides us with the option to draw an additional $50.0 million of committed capital by March 15, 2024 (the Term C Loan); (2) provides us with the option to draw up to an additional $50.0 million of uncommitted capital, subject to approval by the Agent's investment committee (the Term D Loan); and (3) extends the interest-only period for the Four Loans to December 31, 2026, effective upon our decision to draw the Term B Loan in the amount of $22.5 million. We provided the Agent with notice of our decision to draw the Term B Loan in October 2023 to support the commercial launch of XPHOZAH (See Note 8. Borrowing for additional information related to borrowing). |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) Attributable to Parent | $ 6,629 | $ (22,893) | $ (37,265) | $ (77,902) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 shares | Sep. 30, 2023 shares | |
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | During the three months ended September 30, 2023, our Section 16 officers and directors adopted or terminated contracts, instructions or written plans for the purchase or sale of our securities as noted below: Action Date Trading Arrangement Total Shares to be Sold Expiration Date Rule 10b5-1* Non-Rule 10b5-1** Justin Renz, Chief Financial and Operations Officer Adoption September 12, 2023 X 225,000 December 29, 2023 *Intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) ** Not intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) | |
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Justin Renz [Member] | ||
Trading Arrangements, by Individual | ||
Name | Justin Renz | |
Title | Chief Financial and Operations Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | September 12, 2023 | |
Arrangement Duration | 108 days | |
Aggregate Available | 225,000 | 225,000 |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation These condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and pursuant to the requirements of the Securities and Exchange Commission (SEC) for interim reporting. As permitted under those rules and regulations, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted. These condensed financial statements have been prepared on the same basis as our most recent annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary to present fairly our financial position, results of operations, changes in stockholders’ equity, and cash flows for the interim periods presented. The accompanying condensed financial statements and related financial information should be read in conjunction with the audited financial statements and the related notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022. The results for the three and nine months ended September 30, 2023 are not necessarily indicative of results to be expected for the entire year ending December 31, 2023, or for any other interim period or future year. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported in the financial statements and accompanying notes thereto. On an ongoing basis, management evaluates its estimates, including those related to recognition of revenue, clinical trial accruals, contract manufacturing accruals, utilization of inventory, fair value of assets and liabilities, 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 materially differ from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements New Accounting Pronouncements - Recently Adopted In July 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2023-03, Presentation of Financial Statements (Topic 205), Income Statement - Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation - Stock Compensation (Topic 718) Presentation of Financial Statements (ASU 2023-03). ASU 2023-03 amends the FASB Accounting Standards Codification to include Amendments to SEC Paragraphs pursuant to SEC Staff Accounting Bulletin No. 120, SEC Staff Announcement at the March 24, 2022 EITF Meeting, and SEC Staff Accounting Bulletin Topic 6.B, Accounting Series Release 280 - General Revision of Regulation S-X: Income or Loss Applicable to Common Stock. As the ASU does not provide any new guidance, there is no transition or effective date associated with its adoption. Accordingly, we adopted ASU 2023-03 immediately upon its issuance. The adoption of ASU 2023-03 did not have any impact on our condensed financial statement presentation or related disclosures. Recent Accounting Pronouncements Not Yet Adopted There were various accounting standards and interpretations issued recently, none of which are expected to have a material impact on our financial position, operations or cash flows. |
Fair Value Measurements | The three-level hierarchy for the inputs to valuation techniques is briefly summarized as follows: Level 1 – Valuations are based on quoted prices in active markets for identical assets or liabilities and readily accessible by us at the reporting date. Level 2 – Valuations based on inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Valuations based on unobservable inputs for which there is little or no market data, which require us to develop our own assumptions. Note 9. Derivative Liabilities , are classified as Level 3. The carrying amounts reflected in the condensed balance sheets for cash equivalents, short-term investments, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair values at both September 30, 2023 and December 31, 2022, due to their short-term nature. Based on our procedures under the expected credit loss model, including an assessment of unrealized losses in our portfolio, we concluded that any unrealized losses on our marketable securities were not attributable to credit and, therefore, we have not recorded an allowance for credit losses for these securities as of September 30, 2023 and December 31, 2022. Fair Value of Debt The principal amount outstanding under our term loan facilities is subject to a variable interest rate. Therefore, we believe the carrying amount of the term loan facility approximates fair value as of September 30, 2023 and December 31, 2022. See Note 8. Borrowing for a description of the Level 2 inputs used to estimate the fair value of the liability. The carrying value of the deferred royalty obligation related to the sale of future royalties approximates its fair value as of September 30, 2023 and December 31, 2022 and is based on our current estimates of future royalties and commercialization milestones expected to be paid to us by Kyowa Kirin Co., Ltd. (Kyowa Kirin) over the life of the agreement. See Note 7. Deferred Royalty Obligation Related to the Sale of Future Royalties for a description of the Level 3 inputs used to estimate the fair value of the liability. |
Cash, Cash Equivalents and In_2
Cash, Cash Equivalents and Investments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Securities Classified as Cash, Cash Equivalents and Investments | Securities classified as cash, cash equivalents and short-term investments as of September 30, 2023 and December 31, 2022 are summarized below (in thousands): September 30, 2023 Gross Unrealized Amortized Cost Gains Losses Fair Value Cash and cash equivalents: Cash $ 1,533 $ — $ — $ 1,533 Money market funds 32,234 — — 32,234 Total cash and cash equivalents 33,767 — — 33,767 Short-term investments: Commercial paper $ 82,851 $ 1 $ (133) $ 82,719 U.S. government-sponsored agency bonds 31,850 5 (44) 31,811 Corporate bonds 6,284 — (2) 6,282 Asset-backed securities 10,529 — (28) 10,501 Total short-term investments 131,514 6 (207) 131,313 Total cash, cash equivalents and investments $ 165,281 $ 6 $ (207) $ 165,080 December 31, 2022 Gross Unrealized Amortized Cost Gains Losses Fair Value Cash and cash equivalents: Cash $ 11,827 $ — $ — $ 11,827 Money market funds 84,313 — — 84,313 Total cash and cash equivalents 96,140 — — 96,140 Short-term investments Commercial paper $ 25,336 $ 6 $ (51) $ 25,291 Corporate bonds 1,000 — (1) 999 U.S. government-sponsored agency bonds 1,487 — (8) 1,479 Total short-term investments 27,823 6 (60) 27,769 Total cash, cash equivalents and investments $ 123,963 $ 6 $ (60) $ 123,909 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Assets and Liabilities Measured on a Recurring Basis | The following table sets forth the fair value of our financial assets and liabilities that are measured or disclosed on a recurring basis by level within the fair value hierarchy (in thousands): September 30, 2023 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 32,234 $ 32,234 $ — $ — Commercial paper 82,719 — 82,719 — U.S. government-sponsored agency bonds 31,811 — 31,811 — Corporate bonds 6,282 — 6,282 — Asset-backed securities 10,501 — 10,501 — Total $ 163,547 $ 32,234 $ 131,313 $ — Liabilities: Derivative liabilities for exit fees $ 2,055 $ — $ — $ 2,055 Total $ 2,055 $ — $ — $ 2,055 December 31, 2022 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 84,313 $ 84,313 $ — $ — Commercial paper 25,291 — 25,291 — Corporate bonds 999 — 999 — U.S. government-sponsored agency bonds 1,479 — 1,479 — Asset-backed securities — — — — Total $ 112,082 $ 84,313 $ 27,769 $ — Liabilities: Derivative liability for exit fee $ 1,656 $ — $ — $ 1,656 Total $ 1,656 $ — $ — $ 1,656 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Current Inventory | Inventory as of September 30, 2023 and December 31, 2022 consisted of the following (in thousands): September 30, 2023 December 31, 2022 Raw materials $ 22,783 $ 22,299 Work in process 22,956 5,324 Finished goods 1,759 723 Total $ 47,498 $ 28,346 Reported as: Inventory $ 8,524 $ 3,282 Inventory, non-current 38,974 25,064 Total $ 47,498 $ 28,346 |
Schedule of Noncurrent Inventory | Inventory as of September 30, 2023 and December 31, 2022 consisted of the following (in thousands): September 30, 2023 December 31, 2022 Raw materials $ 22,783 $ 22,299 Work in process 22,956 5,324 Finished goods 1,759 723 Total $ 47,498 $ 28,346 Reported as: Inventory $ 8,524 $ 3,282 Inventory, non-current 38,974 25,064 Total $ 47,498 $ 28,346 |
Product Revenue, Net (Tables)
Product Revenue, Net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue from Customers as a Percentage of Total Product Revenue, Net | Revenue from the following Customers who contributed greater than 10% of our gross product revenue during the three and nine months ended September 30, 2023 and 2022 as a percentage of total gross product revenue was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cardinal Health 22.2 % 25.2 % 22.3 % 24.2 % AmerisourceBergen Drug Corporation 21.2 % 26.4 % 21.3 % 28.9 % McKesson Corporation 18.4 % 20.2 % 19.0 % 20.9 % BioRidge Pharma, LLC 19.5 % — % 19.2 % — % |
Schedule of Chargebacks, Discounts and Reserve Balances | The activities and ending reserve balances for each significant category of discounts and allowances, which constitute variable consideration, were as follows (in thousands): Discounts and Chargebacks Rebates, Wholesaler and GPO Fees Copay and Returns Total Balance as of December 31, 2022 $ 142 $ 1,444 $ 1,258 $ 2,844 Provisions 3,466 9,512 7,839 20,817 Credits/payments (3,262) (7,610) (6,065) (16,937) Balance as of September 30, 2023 $ 346 $ 3,346 $ 3,032 $ 6,724 |
Collaboration and Licensing A_2
Collaboration and Licensing Agreements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Collaboration and Licensing Agreements | |
Schedule of Deferred Revenue Balances | The following tables present changes in our current and non-current deferred revenue balances during the reporting period, which are all attributable to the 2017 Kyowa Kirin Agreement (in thousands): 2023 2022 Current Non-Current Current Non-Current Balance at January 1, $ 4,211 $ 9,025 $ — $ 4,727 Amounts invoiced as prepayments for product supply 1,182 4,530 42 7,794 Decrease for revenue recognized for product supply (4,586) — — — Reclassify amounts to be recognized in the next twelve months 3,265 (3,265) 3,961 (3,961) Balance at September 30, $ 4,072 $ 10,290 $ 4,003 $ 8,560 |
Borrowing (Tables)
Borrowing (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Future Debt Payment Obligations | As of September 30, 2023, our future payment obligations related to the Original 2022 Loan, excluding interest payments and the 2022 final fee, were as follows (in thousands): Total repayment obligations $ 28,861 Less: Unamortized discount and debt issuance costs (1,277) Less: Unaccreted value of final fee (355) Long-term debt 27,229 Less: Current portion of long-term debt — Long-term debt, net of current portion $ 27,229 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Changes in Fair Value of Derivative Liability | Changes in the fair value of recurring measurements included in Level 3 of the fair value hierarchy are presented as other income, net in our condensed statements of operations and comprehensive income (loss) and were as follows for the nine months ended September 30, 2023 and 2022 (in thousands): 2023 2022 Balance at January 1, $ 1,656 $ 698 2022 Exit Fee addition at fair value — 375 Changes in estimated fair value: 2018 Exit Fee 273 (4) 2022 Exit Fee 126 58 Balance at September 30, $ 2,055 $ 1,127 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Additional Details of Leases | The following table provides additional details of our facility leases presented in our condensed balance sheets (dollars in thousands): Facilities September 30, 2023 December 31, 2022 Right-of-use assets $ 6,523 $ 9,295 Current portion of lease liabilities 4,321 3,894 Operating lease liability, net of current portion 2,887 5,855 Total $ 7,208 $ 9,749 Weighted-average remaining life (years) 1.8 2.4 Weighted-average discount rate 6.8 % 6.8 % |
Schedule of Lease Costs | The lease costs, which are included in operating expenses in our condensed statements of operations and comprehensive income (loss), were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Operating lease expense $ 1,061 $ 1,064 $ 3,127 $ 3,192 Cash paid for operating lease $ 1,119 $ 1,072 $ 3,316 $ 3,194 |
Schedule of Undiscounted Cash Payment Obligations for Operating Lease Liabilities | The following table summarizes our undiscounted cash payment obligations for our operating lease liabilities as of September 30, 2023 (in thousands): Remainder of 2023 $ 1,165 2024 4,715 2025 1,450 2026 329 Thereafter — Total undiscounted operating lease payments 7,659 Imputed interest expenses (451) Total operating lease liabilities 7,208 Less: Current portion of operating lease liability (4,321) Operating lease liability, net of current portion $ 2,887 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expense Recognized | Stock-based compensation expense recognized for stock options, restricted stock units (RSUs), and our employee stock purchase program (ESPP) are recorded as operating expenses in our condensed statements of operations and comprehensive income (loss), as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Selling, general and administrative $ 2,574 $ 1,373 $ 6,965 $ 6,102 Research and development 915 461 2,635 2,557 Total $ 3,489 $ 1,834 $ 9,600 $ 8,659 |
Schedule of Total Unrecognized Stock-Based Compensation Expense, Net of Estimated Forfeitures | As of September 30, 2023, our total unrecognized stock-based compensation expense, net of estimated forfeitures, and average remaining vesting period, included the following (dollars in thousands): Unrecognized Compensation Expense Average Remaining Vesting Period (Years) Stock option grants $ 19,087 2.8 RSU grants $ 7,372 2.9 ESPP $ 390 0.4 |
Schedule of Stock Option Activity | A summary of our stock option activity and related information for the nine months ended September 30, 2023 is as follows (in thousands, except dollar amounts): Number of Shares Weighted-Average Balance at December 31, 2022 13,963 $ 4.83 Options granted 7,512 $ 2.94 Options exercised (127) $ 1.96 Options forfeited or canceled (144) $ 4.45 Balance at September 30, 2023 21,204 $ 4.18 Exercisable at September 30, 2023 11,209 $ 5.46 |
Schedule of Restricted Stock Units Activity | A summary of our RSUs activity and related information for the nine months ended September 30, 2023 is as follows (in thousands, except dollar amounts): Number of Weighted-Average Non-vested restricted stock units at December 31, 2022 1,406 $ 2.17 Granted 2,293 $ 3.02 Vested (720) $ 2.80 Forfeited (56) $ 3.17 Non-vested restricted stock units at September 30, 2023 2,923 $ 2.67 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Net Loss Per Common Share | The following table sets forth the computation of net loss per common share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, Numerator: 2023 2022 2023 2022 Net income (loss) $ 6,629 $ (22,893) $ (37,265) $ (77,902) Denominator: Weighted average common shares outstanding - basic 222,782 165,105 214,977 147,320 Weighted average common shares outstanding - diluted 227,894 165,105 214,977 147,320 Net income (loss) per share of common stock - basic and diluted $ 0.03 $ (0.14) $ (0.17) $ (0.53) |
Schedule of Anti-Dilutive Securities Not Considered in Diluted Net Loss Per Common Share Calculation | For the periods presented, the total numbers of securities that could potentially dilute net income per share in the future that were not considered in the diluted net loss per share calculations because the effect would have been anti-dilutive were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Options to purchase common stock 14,718 13,882 20,561 13,410 Restricted stock units 268 1,542 2,982 3,145 ESPP shares issuable 197 180 247 169 Total 15,183 15,604 23,790 16,724 |
Organization and Basis of Pre_3
Organization and Basis of Presentation (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 USD ($) segment | Dec. 31, 2022 USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Number of segments | segment | 1 | |
Cash and short-term investments | $ 165,080 | $ 123,909 |
Accumulated deficit | $ 817,402 | $ 780,137 |
Cash, Cash Equivalents and In_3
Cash, Cash Equivalents and Investments - Securities Classified as Cash, Cash Equivalents and Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Cash and cash equivalents: | ||
Fair Value | $ 33,767 | $ 96,140 |
Short-term investments: | ||
Amortized Cost | 131,514 | 27,823 |
Gross Unrealized Gains | 6 | 6 |
Gross Unrealized Losses | (207) | (60) |
Fair Value | 131,313 | 27,769 |
Total cash equivalents and investments, Amortized Cost | 165,281 | 123,963 |
Total cash equivalents and investments, Gross Unrealized Gains | 6 | 6 |
Total cash equivalents and investments, Gross Unrealized Losses | (207) | (60) |
Total cash equivalents and investments, Fair Value | 165,080 | 123,909 |
Commercial paper | ||
Short-term investments: | ||
Amortized Cost | 82,851 | 25,336 |
Gross Unrealized Gains | 1 | 6 |
Gross Unrealized Losses | (133) | (51) |
Fair Value | 82,719 | 25,291 |
U.S. government-sponsored agency bonds | ||
Short-term investments: | ||
Amortized Cost | 31,850 | 1,487 |
Gross Unrealized Gains | 5 | 0 |
Gross Unrealized Losses | (44) | (8) |
Fair Value | 31,811 | 1,479 |
Corporate bonds | ||
Short-term investments: | ||
Amortized Cost | 6,284 | 1,000 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (2) | (1) |
Fair Value | 6,282 | 999 |
Asset-backed securities | ||
Short-term investments: | ||
Amortized Cost | 10,529 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (28) | |
Fair Value | 10,501 | |
Cash | ||
Cash and cash equivalents: | ||
Fair Value | 1,533 | 11,827 |
Money market funds | ||
Cash and cash equivalents: | ||
Fair Value | $ 32,234 | $ 84,313 |
Cash, Cash Equivalents and In_4
Cash, Cash Equivalents and Investments - Narrative (Details) - investment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | ||
Short-term securities, contractual maturities maximum (in years) | 1 year | 1 year |
Investment in continuous unrealized loss position for more than one year | 0 | 0 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured on a Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Assets, fair value | $ 163,547 | $ 112,082 |
Liabilities: | ||
Liabilities, fair value | 2,055 | 1,656 |
Derivative liabilities for exit fees | ||
Liabilities: | ||
Liabilities, fair value | 2,055 | 1,656 |
Level 1 | ||
Assets: | ||
Assets, fair value | 32,234 | 84,313 |
Liabilities: | ||
Liabilities, fair value | 0 | 0 |
Level 1 | Derivative liabilities for exit fees | ||
Liabilities: | ||
Liabilities, fair value | 0 | 0 |
Level 2 | ||
Assets: | ||
Assets, fair value | 131,313 | 27,769 |
Liabilities: | ||
Liabilities, fair value | 0 | 0 |
Level 2 | Derivative liabilities for exit fees | ||
Liabilities: | ||
Liabilities, fair value | 0 | 0 |
Level 3 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
Liabilities: | ||
Liabilities, fair value | 2,055 | 1,656 |
Level 3 | Derivative liabilities for exit fees | ||
Liabilities: | ||
Liabilities, fair value | 2,055 | 1,656 |
Money market funds | ||
Assets: | ||
Assets, fair value | 32,234 | 84,313 |
Money market funds | Level 1 | ||
Assets: | ||
Assets, fair value | 32,234 | 84,313 |
Money market funds | Level 2 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
Money market funds | Level 3 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
Commercial paper | ||
Assets: | ||
Assets, fair value | 82,719 | 25,291 |
Commercial paper | Level 1 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
Commercial paper | Level 2 | ||
Assets: | ||
Assets, fair value | 82,719 | 25,291 |
Commercial paper | Level 3 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
U.S. government-sponsored agency bonds | ||
Assets: | ||
Assets, fair value | 31,811 | 1,479 |
U.S. government-sponsored agency bonds | Level 1 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
U.S. government-sponsored agency bonds | Level 2 | ||
Assets: | ||
Assets, fair value | 31,811 | 1,479 |
U.S. government-sponsored agency bonds | Level 3 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
Corporate bonds | ||
Assets: | ||
Assets, fair value | 6,282 | 999 |
Corporate bonds | Level 1 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
Corporate bonds | Level 2 | ||
Assets: | ||
Assets, fair value | 6,282 | 999 |
Corporate bonds | Level 3 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
Asset-backed securities | ||
Assets: | ||
Assets, fair value | 10,501 | 0 |
Asset-backed securities | Level 1 | ||
Assets: | ||
Assets, fair value | 0 | 0 |
Asset-backed securities | Level 2 | ||
Assets: | ||
Assets, fair value | 10,501 | 0 |
Asset-backed securities | Level 3 | ||
Assets: | ||
Assets, fair value | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value Disclosures [Abstract] | ||
Allowance for credit loss on available for-sale debt securities | $ 0 | $ 0 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 22,783 | $ 22,299 |
Work in process | 22,956 | 5,324 |
Finished goods | 1,759 | 723 |
Inventory | 8,524 | 3,282 |
Inventory, non-current | 38,974 | 25,064 |
Total | $ 47,498 | $ 28,346 |
Inventory - Narrative (Details)
Inventory - Narrative (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Prepaid commercial manufacturing | $ 17,176 | $ 13,567 |
Product Revenue, Net - Narrativ
Product Revenue, Net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 56,391 | $ 4,986 | $ 90,093 | $ 7,980 |
IBSRELA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 22,300 | $ 4,900 | $ 51,900 | $ 6,900 |
Product Revenue, Net - Revenue
Product Revenue, Net - Revenue from Customers as a Percentage of Total Product Revenue, Net (Details) - Gross product revenue - Customer | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Cardinal Health | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk (as percent) | 22.20% | 25.20% | 22.30% | 24.20% |
AmerisourceBergen Drug Corporation | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk (as percent) | 21.20% | 26.40% | 21.30% | 28.90% |
McKesson Corporation | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk (as percent) | 18.40% | 20.20% | 19% | 20.90% |
BioRidge Pharma, LLC | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk (as percent) | 19.50% | 0% | 19.20% | 0% |
Product Revenue, Net - Chargeba
Product Revenue, Net - Chargebacks, Discounts and Reserve Balances (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Gross-to-net sales accruals and reserves | |
Beginning balance | $ 2,844 |
Provisions | 20,817 |
Credits/payments | (16,937) |
Ending balance | 6,724 |
Discounts and Chargebacks | |
Gross-to-net sales accruals and reserves | |
Beginning balance | 142 |
Provisions | 3,466 |
Credits/payments | (3,262) |
Ending balance | 346 |
Rebates, Wholesaler and GPO Fees | |
Gross-to-net sales accruals and reserves | |
Beginning balance | 1,444 |
Provisions | 9,512 |
Credits/payments | (7,610) |
Ending balance | 3,346 |
Copay and Returns | |
Gross-to-net sales accruals and reserves | |
Beginning balance | 1,258 |
Provisions | 7,839 |
Credits/payments | (6,065) |
Ending balance | $ 3,032 |
Collaboration and Licensing A_3
Collaboration and Licensing Agreements - Narrative (Details) $ in Thousands, $ in Millions, ¥ in Billions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 71 Months Ended | ||||||||||||
Mar. 31, 2018 USD ($) | Dec. 31, 2017 USD ($) | Nov. 30, 2017 USD ($) | Jun. 30, 2015 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2023 CAD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Oct. 31, 2023 USD ($) | Sep. 30, 2023 JPY (¥) | Jul. 31, 2023 USD ($) | Apr. 30, 2023 USD ($) | Oct. 31, 2022 USD ($) | Apr. 30, 2022 USD ($) payment_tranche | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Total revenues | $ 56,391 | $ 4,986 | $ 90,093 | $ 7,980 | ||||||||||||
Licensing revenue | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Total revenues | 32,014 | 9 | 32,790 | 23 | ||||||||||||
Product supply revenue | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Total revenues | 2,092 | 92 | 5,354 | 1,058 | ||||||||||||
2017 KKC Agreement | Licensing revenue | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Total revenues | 0 | 0 | ||||||||||||||
2017 KKC Agreement | Product supply revenue | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Total revenues | 2,100 | 83 | 5,400 | 1,000 | ||||||||||||
Fosun Agreement | Licensing revenue | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Total revenues | 0 | 0 | ||||||||||||||
Knight Agreement | Licensing revenue | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Total revenues | 0 | 0 | 0 | 0 | ||||||||||||
KKC | 2017 KKC Agreement | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Upfront license fees | $ 30,000 | |||||||||||||||
Potential development milestones | $ 55,000 | |||||||||||||||
Total revenues | $ 35,000 | |||||||||||||||
Potential commercialization milestones | 57,000 | 57,000 | 57,000 | ¥ 8.5 | ||||||||||||
Fee receivable for reduction in royalty rate | $ 40,000 | |||||||||||||||
Number of payment tranches for fee receivable for reduction in royalty rate | payment_tranche | 2 | |||||||||||||||
KKC | 2017 KKC Agreement | Licensing revenue | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Revenue to be received | 20,000 | 20,000 | 20,000 | |||||||||||||
Proceeds from milestone payments | 30,000 | 30,000 | 30,000 | $ 35,000 | ||||||||||||
Fosun Pharma | Fosun Agreement | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Potential development milestones | 5,000 | 5,000 | 5,000 | |||||||||||||
Proceeds from milestone payments | $ 2,000 | |||||||||||||||
Upfront payment received | $ 12,000 | |||||||||||||||
Potential development and commercialization milestones | $ 113,000 | |||||||||||||||
Threshold percentage of net sales for tiered royalties | 20% | 20% | ||||||||||||||
Fosun Pharma | Fosun Agreement | Subsequent event | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Proceeds from milestone payments | $ 3,000 | |||||||||||||||
Knight | Knight Agreement | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Potential development milestones | 700 | $ 700 | 700 | |||||||||||||
Upfront payment received | $ 2,300 | |||||||||||||||
Potential development and commercialization milestones | 16,400 | $ 22.2 | ||||||||||||||
METiS Therapeutics Inc | Licensing revenue | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Total revenues | 800 | 800 | ||||||||||||||
Revenue to be received | $ 800 | |||||||||||||||
Proceeds from milestone payments | $ 243,000 | |||||||||||||||
AstraZeneca | AZ Termination Agreement | ||||||||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||||||||
Percentage of royalty revenue | 10% | |||||||||||||||
Percentage of non-royalty revenue | 20% | |||||||||||||||
Maximum potential payment per agreement | $ 75,000 | |||||||||||||||
Aggregate cost of revenue recognized | 23,900 | 23,900 | 23,900 | |||||||||||||
Aggregate amount paid | 18,300 | 18,300 | $ 18,300 | |||||||||||||
Cost of revenue | $ 5,700 | $ 500 | $ 8,700 | $ 800 |
Collaboration and Licensing A_4
Collaboration and Licensing Agreements - Deferred Revenue (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Current | ||
Beginning balance | $ 4,211 | |
Ending balance | 4,072 | |
Non-Current | ||
Beginning balance | 9,025 | |
Ending balance | 10,290 | |
2017 KKC Agreement | ||
Current | ||
Beginning balance | 4,211 | $ 0 |
Amounts invoiced as prepayments for product supply | 1,182 | 42 |
Decrease for revenue recognized for product supply | (4,586) | 0 |
Reclassify amounts to be recognized in the next twelve months | 3,265 | 3,961 |
Ending balance | 4,072 | 4,003 |
Non-Current | ||
Beginning balance | 9,025 | 4,727 |
Amounts invoiced as prepayments for product supply | 4,530 | 7,794 |
Decrease for revenue recognized for product supply | 0 | 0 |
Reclassify amounts to be recognized in the next twelve months | (3,265) | (3,961) |
Ending balance | $ 10,290 | $ 8,560 |
Deferred Royalty Obligation R_2
Deferred Royalty Obligation Related To The Sale Of Future Royalties (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Amortization of the deferred royalty obligation | $ 922,000 | $ 831,000 | $ 2,859,000 | $ 841,000 | |
Proceeds from royalties received | 0 | ||||
Healthcare royalty partners IV, L.P | License | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Royalty payments and commercial milestone payments | $ 20,000,000 | ||||
Revenue to be received | 10,000,000 | ||||
Payment to be received | $ 5,000,000 | 5,000,000 | 5,000,000 | ||
Transaction costs | $ 400,000 | $ 400,000 | |||
Amortization, effective interest rate (as percent) | 23.90% |
Borrowing - Narrative (Details)
Borrowing - Narrative (Details) - USD ($) | Oct. 17, 2023 | Feb. 23, 2022 | Sep. 30, 2023 | May 31, 2018 |
Debt Instrument [Line Items] | ||||
Principal outstanding | $ 28,861,000 | |||
2018 Exit Fee | ||||
Debt Instrument [Line Items] | ||||
Agreed amount for exit fee upon occurrence of certain conditions | $ 1,500,000 | |||
2022 Exit Fee | Subsequent event | ||||
Debt Instrument [Line Items] | ||||
Exit fee (as percent) | 2% | |||
Exit fee, term (in years) | 10 years | |||
2018 Term Loan | Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Term loan face amount | $ 50,000,000 | |||
Principal outstanding | $ 25,000,000 | |||
2022 Term Loan | Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Loan agreement covenant, cash and cash equivalents as percentage of outstanding loan balance, minimum | 80% | |||
Loan agreement, covenant, cash and cash equivalents as percentage of outstanding loan balance, calculation period (in months) | 6 months | |||
Loan agreement covenant, net product revenue as percentage of outstanding loan balance, minimum | 60% | |||
Additional default interest rate (as percent) | 4% | |||
2022 Term Loan | Loan Agreement | Subsequent event | ||||
Debt Instrument [Line Items] | ||||
Final fee due upon maturity, acceleration, prepayment, or termination (as percent) | 4.95% | |||
2022 Term Loan | Loan Agreement | Subsequent event | Prior to first anniversary of closing date | ||||
Debt Instrument [Line Items] | ||||
Prepayment premium (as percent) | 3% | |||
2022 Term Loan | Loan Agreement | Subsequent event | After first anniversary through second anniversary of closing date | ||||
Debt Instrument [Line Items] | ||||
Prepayment premium (as percent) | 2% | |||
2022 Term Loan | Loan Agreement | Subsequent event | After second anniversary to maturity date | ||||
Debt Instrument [Line Items] | ||||
Prepayment premium (as percent) | 1% | |||
Term Loan A | Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Proceeds from the sale of future royalties, net of issuance costs | $ 27,500,000 | |||
Term Loan A | Loan Agreement | Subsequent event | ||||
Debt Instrument [Line Items] | ||||
Interest rate (as percent) | 7.95% | |||
Closing fee | $ 200,000 | |||
Term Loan A | Loan Agreement | Subsequent event | Secured Overnight Financing Rate (SOFR) | ||||
Debt Instrument [Line Items] | ||||
Floating per annum rate (as percent) | 0.022% | |||
Term Loan A | Loan Agreement | Subsequent event | Floor Rate | ||||
Debt Instrument [Line Items] | ||||
Floating per annum rate (as percent) | 1% | |||
Term Loan B | Loan Agreement | Subsequent event | ||||
Debt Instrument [Line Items] | ||||
Remaining funding based on milestone achievement | $ 22,500,000 | |||
Interest rate (as percent) | 7.95% | |||
Future obligation upon loan funding or other events | $ 100,000 | |||
Term Loan B | Loan Agreement | Subsequent event | Secured Overnight Financing Rate (SOFR) | ||||
Debt Instrument [Line Items] | ||||
Floating per annum rate (as percent) | 0.022% | |||
Term Loan B | Loan Agreement | Subsequent event | Floor Rate | ||||
Debt Instrument [Line Items] | ||||
Floating per annum rate (as percent) | 1% | |||
Term Loan C | Loan Agreement | Subsequent event | ||||
Debt Instrument [Line Items] | ||||
Additional committed capital | $ 50,000,000 | |||
Interest rate (as percent) | 4.25% | |||
Closing fee | $ 300,000 | |||
Term Loan C | Loan Agreement | Subsequent event | Secured Overnight Financing Rate (SOFR) | ||||
Debt Instrument [Line Items] | ||||
Floating per annum rate (as percent) | 0.022% | |||
Term Loan C | Loan Agreement | Subsequent event | Floor Rate | ||||
Debt Instrument [Line Items] | ||||
Floating per annum rate (as percent) | 4.70% | |||
Term Loan D | Loan Agreement | Subsequent event | ||||
Debt Instrument [Line Items] | ||||
Additional uncommitted capital | $ 50,000,000 | |||
Interest rate (as percent) | 4.25% | |||
Closing fee percentage | 0.50% | |||
Term Loan D | Loan Agreement | Subsequent event | Secured Overnight Financing Rate (SOFR) | ||||
Debt Instrument [Line Items] | ||||
Floating per annum rate (as percent) | 0.022% | |||
Term Loan D | Loan Agreement | Subsequent event | Floor Rate | ||||
Debt Instrument [Line Items] | ||||
Floating per annum rate (as percent) | 4.70% |
Borrowing - Future Debt Payment
Borrowing - Future Debt Payment Obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
Total repayment obligations | $ 28,861 | |
Less: Unamortized discount and debt issuance costs | (1,277) | |
Less: Unaccreted value of final fee | (355) | |
Long-term debt | 27,229 | |
Less: Current portion of long-term debt | 0 | $ (26,711) |
Long-term debt, net of current portion | $ 27,229 | $ 0 |
Derivative Liabilities - Narrat
Derivative Liabilities - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | ||||
Feb. 28, 2022 | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | May 31, 2018 | |
2018 Exit Fee | |||||
Derivative [Line Items] | |||||
Agreed amount for exit fee upon change of control or regulatory approval | $ 1.5 | ||||
Estimated fair value | $ 1.5 | $ 1.2 | |||
2018 Exit Fee | Level 3 | |||||
Derivative [Line Items] | |||||
Fair value analysis, percentage change in probability of occurrence | 10% | ||||
Fair value analysis, effect on fair value based on 10% change in probability of occurrence | $ 0.1 | ||||
2022 Exit Fee | |||||
Derivative [Line Items] | |||||
Estimated fair value | $ 0.6 | $ 0.4 | |||
Exit fee, net product revenue threshold | $ 100 | ||||
2022 Exit Fee | Level 3 | |||||
Derivative [Line Items] | |||||
Fair value analysis, percentage change in probability of occurrence | 10% |
Derivative Liabilities - Change
Derivative Liabilities - Changes in Fair Value of Derivative Liability (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
2018 Exit Fee | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 1,200 | |
Ending balance | 1,500 | |
2022 Exit Fee | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 400 | |
Ending balance | 600 | |
Exit Fee derivative liability | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 1,656 | $ 698 |
2022 Exit Fee addition at fair value | 0 | 375 |
Ending balance | 2,055 | 1,127 |
Exit Fee derivative liability | 2018 Exit Fee | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Changes in estimated fair value | 273 | (4) |
Exit Fee derivative liability | 2022 Exit Fee | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Changes in estimated fair value | $ 126 | $ 58 |
Leases - Additional Details of
Leases - Additional Details of Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Right-of-use assets and lease liabilities | ||
Right-of-use assets | $ 6,523 | $ 9,295 |
Current portion of lease liabilities | 4,321 | 3,894 |
Operating lease liability, net of current portion | 2,887 | 5,855 |
Total operating lease liabilities | $ 7,208 | $ 9,749 |
Additional details | ||
Weighted-average remaining life (years) | 1 year 9 months 18 days | 2 years 4 months 24 days |
Weighted-average discount rate | 6.80% | 6.80% |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Lease costs | ||||
Operating lease expense | $ 1,061 | $ 1,064 | $ 3,127 | $ 3,192 |
Cash paid for operating lease | $ 1,119 | $ 1,072 | $ 3,316 | $ 3,194 |
Leases - Undiscounted Cash Paym
Leases - Undiscounted Cash Payment Obligations for Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Undiscounted cash payment obligations | ||
Remainder of 2023 | $ 1,165 | |
2024 | 4,715 | |
2025 | 1,450 | |
2026 | 329 | |
Thereafter | 0 | |
Total undiscounted operating lease payments | 7,659 | |
Imputed interest expenses | (451) | |
Total operating lease liabilities | 7,208 | $ 9,749 |
Less: Current portion of operating lease liability | (4,321) | (3,894) |
Operating lease liability, net of current portion | $ 2,887 | $ 5,855 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) ft² | Sep. 30, 2023 USD ($) | Aug. 31, 2023 USD ($) ft² | Dec. 31, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | |||||
Right-of-use assets | $ 6,523 | $ 6,523 | $ 9,295 | ||
Total operating lease liabilities | 7,208 | 7,208 | $ 9,749 | ||
Waltham, Massachusetts | |||||
Lessee, Lease, Description [Line Items] | |||||
Office space area (in sq.ft) | ft² | 4,247 | ||||
Right-of-use assets | $ 300 | ||||
Total operating lease liabilities | $ 300 | ||||
Facility, Fremont California | |||||
Lessee, Lease, Description [Line Items] | |||||
Operating lease, impairment loss | $ 400 | ||||
Sublease income | $ 200 | $ 500 | |||
Facility, Fremont California | Minimum | |||||
Lessee, Lease, Description [Line Items] | |||||
Office space area (in sq.ft) | ft² | 21,644 | ||||
Facility, Fremont California | Maximum | |||||
Lessee, Lease, Description [Line Items] | |||||
Office space area (in sq.ft) | ft² | 72,500 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2023 | Aug. 31, 2021 | Sep. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | |
Subsidiary, Sale of Stock [Line Items] | ||||||
Proceeds from issuance of common stock in at the market offering, net of issuance costs | $ 119,248,000 | $ 52,845,000 | ||||
Common stock | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Maximum aggregate offering price | $ 250,000,000 | |||||
2021 Open Market Sales Agreement | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Commission on sale of stock per agreement (as percent) | 3% | |||||
Total of gross proceeds | $ 150,000,000 | |||||
Issuance of common stock in at the market offering (in shares) | 15.5 | |||||
Proceeds from issuance of common stock in at the market offering, net of issuance costs | $ 51,900,000 | |||||
2021 Open Market Sales Agreement | Common stock | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Maximum aggregate offering price | $ 150,000,000 | |||||
2023 Open Market Sales Agreement | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Commission on sale of stock per agreement (as percent) | 3% | |||||
Issuance of common stock in at the market offering (in shares) | 13.8 | 16.8 | ||||
Proceeds from issuance of common stock in at the market offering, net of issuance costs | $ 58,400,000 | $ 70,000,000 | ||||
Weighted-average sales price per share (in dollars per share) | $ 4.24 | $ 4.17 | ||||
2023 Open Market Sales Agreement | Common stock | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Maximum aggregate offering price | $ 150,000,000 |
Equity Incentive Plans - Stock-
Equity Incentive Plans - Stock-Based Compensation Expense Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Stock-based Compensation [Line Items] | ||||
Stock-based compensation expense | $ 3,489 | $ 1,834 | $ 9,600 | $ 8,659 |
Selling, general and administrative | ||||
Stock-based Compensation [Line Items] | ||||
Stock-based compensation expense | 2,574 | 1,373 | 6,965 | 6,102 |
Research and development | ||||
Stock-based Compensation [Line Items] | ||||
Stock-based compensation expense | $ 915 | $ 461 | $ 2,635 | $ 2,557 |
Equity Incentive Plans - Total
Equity Incentive Plans - Total Unrecognized Stock-Based Compensation Expense, Net of Estimated Forfeitures (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
ESPP | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Expense | $ 390 |
Average Remaining Vesting Period (Years) | 4 months 24 days |
Stock option grants | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Expense | $ 19,087 |
Average Remaining Vesting Period (Years) | 2 years 9 months 18 days |
RSU grants | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Expense | $ 7,372 |
Average Remaining Vesting Period (Years) | 2 years 10 months 24 days |
Equity Incentive Plans - Stock
Equity Incentive Plans - Stock Options Activity (Details) - $ / shares | 9 Months Ended |
Sep. 30, 2023 | |
Number of Shares | |
Options outstanding balance, beginning (in shares) | 13,963,000 |
Options granted (in shares) | 7,512,000 |
Options exercised (in shares) | (127,000) |
Options forfeited or canceled (in shares) | (144,000) |
Options outstanding balance, ending (in shares) | 21,204,000 |
Options exercisable (in shares) | 11,209,000 |
Weighted-Average Exercise Price per Share | |
Options outstanding balance, beginning (in dollars per share) | $ 4.83 |
Options granted (in dollars per share) | 2.94 |
Options exercised (in dollars per share) | 1.96 |
Options forfeited or canceled (in dollars per share) | 4.45 |
Options outstanding balance, ending (in dollars per share) | 4.18 |
Options exercisable (in dollars per share) | $ 5.46 |
Equity Incentive Plans - Restri
Equity Incentive Plans - Restricted Stock Units Activity (Details) - Restricted stock units shares in Thousands | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Number of RSUs | |
Outstanding balance, beginning (in shares) | shares | 1,406 |
Granted (in shares) | shares | 2,293 |
Vested (in shares) | shares | (720) |
Forfeited (in shares) | shares | (56) |
Outstanding balance, ending (in shares) | shares | 2,923 |
Weighted-Average Grant Date Fair Value Per Share | |
Outstanding balance, beginning (in dollars per share) | $ / shares | $ 2.17 |
Granted (in dollars per share) | $ / shares | 3.02 |
Vested (in dollars per share) | $ / shares | 2.80 |
Forfeited (in dollars per share) | $ / shares | 3.17 |
Outstanding balance, ending (in dollars per share) | $ / shares | $ 2.67 |
Equity Incentive Plans - Narrat
Equity Incentive Plans - Narrative (Details) $ / shares in Units, shares in Millions, $ in Millions | 9 Months Ended |
Sep. 30, 2023 USD ($) $ / shares shares | |
Board of directors | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance of common stock for services (in shares) | 0.1 |
ESPP shares issuable | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance of common stock under employee stock purchase plan (in shares) | 0.4 |
Purchase price (in dollars per share) | $ / shares | $ 1.85 |
Proceeds from ESPP | $ | $ 0.8 |
Net Income (Loss) Per Share - C
Net Income (Loss) Per Share - Computation of Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||
Net income (loss) | $ 6,629 | $ (22,893) | $ (37,265) | $ (77,902) |
Denominator: | ||||
Weighted average common shares outstanding - basic (in shares) | 222,782,229 | 165,104,789 | 214,976,555 | 147,319,818 |
Weighted average common shares outstanding - diluted (in shares) | 227,894,335 | 165,104,789 | 214,976,555 | 147,319,818 |
Net income (loss) per share of common stock - basic (in dollars per share) | $ 0.03 | $ (0.14) | $ (0.17) | $ (0.53) |
Net income (loss) per share of common stock - diluted (in dollars per share) | $ 0.03 | $ (0.14) | $ (0.17) | $ (0.53) |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Anti Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 15,183 | 15,604 | 23,790 | 16,724 |
Options to purchase common stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 14,718 | 13,882 | 20,561 | 13,410 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 268 | 1,542 | 2,982 | 3,145 |
ESPP shares issuable | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 197 | 180 | 247 | 169 |
Net Income (Loss) Per Share - N
Net Income (Loss) Per Share - Narrative (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive securities not included in computation of diluted net loss per share | 15,183 | 15,604 | 23,790 | 16,724 |
Contingencies (Details)
Contingencies (Details) | 4 Months Ended | |||
Jul. 19, 2022 claim | Aug. 12, 2021 claim defendant | Mar. 29, 2022 claim defendant | Sep. 30, 2023 USD ($) | |
Contingencies [Line Items] | ||||
Contingent liabilities | $ | $ 0 | |||
Strezsak v. Ardelyx, Inc. | ||||
Contingencies [Line Items] | ||||
Number of lawsuits | claim | 2 | 2 | ||
Number of defendants | defendant | 2 | |||
Go v. Raab | ||||
Contingencies [Line Items] | ||||
Number of lawsuits | claim | 2 | |||
Number of defendants | defendant | 2 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Oct. 17, 2023 | Sep. 30, 2023 | Jul. 31, 2023 | Oct. 31, 2022 | Jun. 30, 2022 |
Subsequent event | Term Loan C | Loan Agreement | ||||||
Subsequent Event [Line Items] | ||||||
Additional committed capital | $ 50 | |||||
Subsequent event | Term Loan D | Loan Agreement | ||||||
Subsequent Event [Line Items] | ||||||
Additional uncommitted capital | 50 | |||||
Subsequent event | Term Loan B | Loan Agreement | ||||||
Subsequent Event [Line Items] | ||||||
Remaining funding based on milestone achievement | $ 22.5 | |||||
KKC | Licensing revenue | 2017 KKC Agreement | ||||||
Subsequent Event [Line Items] | ||||||
Proceeds from milestone payments | $ 30 | $ 35 | ||||
Healthcare royalty partners IV, L.P | Licensing revenue | ||||||
Subsequent Event [Line Items] | ||||||
Payment to be received | $ 5 | $ 5 | ||||
Fosun Pharma | Fosun Agreement | ||||||
Subsequent Event [Line Items] | ||||||
Proceeds from milestone payments | $ 2 | |||||
Fosun Pharma | Fosun Agreement | Subsequent event | ||||||
Subsequent Event [Line Items] | ||||||
Proceeds from milestone payments | $ 3 |