Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 23, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | Revance Therapeutics, Inc. | ||
Entity Central Index Key | 1,479,290 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 36,684,782 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 672 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 282,896 | $ 63,502 |
Short-term investments | 0 | 122,026 |
Prepaid expenses and other current assets | 2,315 | 7,167 |
Total current assets | 285,211 | 192,695 |
Property and equipment, net | 9,250 | 10,585 |
Restricted cash | 580 | 580 |
Other non-current assets | 658 | 500 |
TOTAL ASSETS | 295,699 | 204,360 |
CURRENT LIABILITIES | ||
Accounts payable | 6,805 | 3,754 |
Accruals and other current liabilities | 12,225 | 12,418 |
Financing obligations, current portion | 1,872 | 3,475 |
Total current liabilities | 20,902 | 19,647 |
Financing obligations, net of current portion | 0 | 1,872 |
Derivative liabilities associated with Medicis settlement | 2,613 | 2,022 |
Deferred rent | 3,339 | 3,648 |
Other non-current liabilities | 0 | 100 |
TOTAL LIABILITIES | 26,854 | 27,289 |
Commitments and Contingencies (Note 10) | ||
STOCKHOLDERS’ EQUITY | ||
Common stock, par value $0.001 per share — 95,000,000 shares authorized both as of December 31, 2017 and 2016; 36,516,075 and 28,648,954 shares issued and outstanding as of December 31, 2017 and 2016, respectively | 37 | 29 |
Additional paid-in capital | 810,975 | 598,630 |
Accumulated other comprehensive loss | 0 | (45) |
Accumulated deficit | (542,167) | (421,543) |
TOTAL STOCKHOLDERS’ EQUITY | 268,845 | 177,071 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 295,699 | $ 204,360 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 95,000,000 | 95,000,000 |
Common stock, shares issued | 36,516,075 | 28,648,954 |
Common stock, shares outstanding | 36,516,075 | 28,648,954 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Revenue | $ 262 | $ 300 | $ 300 |
Operating expenses: | |||
Research and development | 80,361 | 50,381 | 47,529 |
General and administrative | 37,398 | 29,075 | 25,088 |
Loss on impairment | 2,927 | 9,059 | 0 |
Total operating expenses | 120,686 | 88,515 | 72,617 |
Loss from operations | (120,424) | (88,215) | (72,317) |
Interest income | 1,410 | 1,170 | 231 |
Interest expense | (457) | (1,082) | (1,190) |
Changes in fair value of derivative liabilities associated with the Medicis settlement | (591) | (608) | 127 |
Other expense, net | (525) | (535) | (327) |
Net loss | (120,587) | (89,270) | (73,476) |
Unrealized gain (loss) and adjustment on securities included in net loss | 45 | (5) | (40) |
Comprehensive loss | (120,542) | (89,275) | (73,516) |
Basic and Diluted net loss attributable to common stockholders | $ (120,587) | $ (89,270) | $ (73,476) |
Basic and Diluted net loss per share attributable to common stockholders (in dollars per share) | $ (4.01) | $ (3.18) | $ (3.02) |
Basic and Diluted weighted-average number of shares used in computing net loss per share attributable to common stockholders (in shares) | 30,101,125 | 28,114,784 | 24,340,466 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Other Accumulated Comprehensive Loss | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2014 | 23,774,465 | ||||
Beginning balance at Dec. 31, 2014 | $ 176,369 | $ 24 | $ 435,142 | $ 0 | $ (258,797) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock relating to employee stock purchase plan (in shares) | 15,745 | ||||
Issuance of common stock relating to employee stock purchase plan | 318 | 318 | |||
Stock-based compensation expense | 12,388 | 12,388 | |||
Issuance of common stock in connection with At-The-Market offering, net of issuance costs (in shares) | 352,544 | ||||
Issuance of common stock in connection with At-The-Market offering, net of issuance costs | 10,021 | 10,021 | |||
Issuance of common stock in connection with the follow on offering, net of issuance costs (in shares) | 3,737,500 | ||||
Issuance of common stock in connection with the follow on offering, net of issuance costs | 126,230 | $ 4 | 126,226 | ||
Issuance of common stock upon net exercise of warrant (in shares) | 68,993 | ||||
Issuance of common stock upon exercise of stock options (in shares) | 205,735 | ||||
Issuance of common stock upon exercise of stock options | 2,435 | 2,435 | |||
Issuance of restricted stock awards, net of repurchase (in shares) | 169,562 | ||||
Vested restricted stock awards to pay taxes (in shares) | (36,080) | ||||
Vested restricted stock awards to pay taxes | (993) | (993) | |||
Unrealized gain (loss) and adjustment on securities included in net loss | (40) | (40) | |||
Net loss | (73,476) | (73,476) | |||
Ending balance (in shares) at Dec. 31, 2015 | 28,288,464 | ||||
Ending balance at Dec. 31, 2015 | 253,252 | $ 28 | 585,537 | (40) | (332,273) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock relating to employee stock purchase plan (in shares) | 21,064 | ||||
Issuance of common stock relating to employee stock purchase plan | 243 | 243 | |||
Stock-based compensation expense | 11,953 | 11,953 | |||
Issuance of common stock upon exercise of stock options (in shares) | 131,752 | ||||
Issuance of common stock upon exercise of stock options | 1,405 | 1,405 | |||
Issuance of restricted stock awards, net of repurchase (in shares) | 234,567 | ||||
Issuance of restricted stock awards, net of repurchase | $ 1 | (1) | |||
Vested restricted stock awards to pay taxes (in shares) | (26,893) | ||||
Vested restricted stock awards to pay taxes | (507) | (507) | |||
Unrealized gain (loss) and adjustment on securities included in net loss | (5) | (5) | |||
Net loss | $ (89,270) | (89,270) | |||
Ending balance (in shares) at Dec. 31, 2016 | 28,648,954 | 28,648,954 | |||
Ending balance at Dec. 31, 2016 | $ 177,071 | $ 29 | 598,630 | (45) | (421,543) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | Accounting Standards Update 2016-09 | 37 | (37) | |||
Issuance of common stock relating to employee stock purchase plan (in shares) | 28,135 | ||||
Issuance of common stock relating to employee stock purchase plan | 583 | 583 | |||
Stock-based compensation expense | 13,230 | 13,230 | |||
Issuance of common stock in connection with At-The-Market offering, net of issuance costs (in shares) | 1,802,651 | ||||
Issuance of common stock in connection with At-The-Market offering, net of issuance costs | 38,157 | $ 2 | 38,155 | ||
Issuance of common stock in connection with the follow on offering, net of issuance costs (in shares) | 5,389,515 | ||||
Issuance of common stock in connection with the follow on offering, net of issuance costs | 156,933 | $ 5 | 156,928 | ||
Issuance of common stock upon net exercise of warrant (in shares) | 9,878 | ||||
Issuance of common stock upon exercise of stock options (in shares) | 309,341 | ||||
Issuance of common stock upon exercise of stock options | 3,986 | $ 1 | 3,985 | ||
Issuance of restricted stock awards, net of repurchase (in shares) | 353,620 | ||||
Issuance of restricted stock awards, net of repurchase | 0 | ||||
Vested restricted stock awards to pay taxes (in shares) | (26,019) | ||||
Vested restricted stock awards to pay taxes | (573) | (573) | |||
Unrealized gain (loss) and adjustment on securities included in net loss | 45 | 45 | |||
Net loss | $ (120,587) | (120,587) | |||
Ending balance (in shares) at Dec. 31, 2017 | 36,516,075 | 36,516,075 | |||
Ending balance at Dec. 31, 2017 | $ 268,845 | $ 37 | $ 810,975 | $ 0 | $ (542,167) |
Consolidated Statements of Sto6
Consolidated Statements of Stockholders’ Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2015 | |
At the Market Offering | ||
Stock issuance costs | $ 603 | $ 500 |
Follow on Public Offering | ||
Stock issuance costs | $ 535 | $ 247 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (120,587,000) | $ (89,270,000) | $ (73,476,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation | 1,468,000 | 1,445,000 | 1,995,000 |
Amortization of premium on investments | 410,000 | 1,212,000 | 601,000 |
Change in fair value of derivative liabilities associated with the Medicis settlement | 591,000 | 608,000 | (127,000) |
Stock-based compensation expense (see Note 11) | 13,230,000 | 11,953,000 | 12,388,000 |
Capitalized interest | (113,000) | 0 | 0 |
Effective interest on financing obligations | 271,000 | 406,000 | 344,000 |
Impairment of long-lived assets | 2,927,000 | 9,059,000 | 0 |
Acquisition of in-process research and development | 0 | 2,000,000 | 0 |
Other non-cash operating activities | 18,000 | (1,000) | 82,000 |
Changes in operating assets and liabilities: | |||
Prepaid expenses and other current assets | 4,929,000 | (5,591,000) | (192,000) |
Other non-current assets | (403,000) | (151,000) | 29,000 |
Accounts payable | 2,607,000 | 953,000 | (692,000) |
Accruals and other current liabilities | (565,000) | 7,502,000 | 3,179,000 |
Deferred rent | (125,000) | 48,000 | 200,000 |
Net cash used in operating activities | (95,342,000) | (59,827,000) | (55,669,000) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of property and equipment | (2,525,000) | (1,670,000) | (3,328,000) |
Proceeds from maturities of investments | 157,445,000 | 207,650,000 | 1,000,000 |
Sales of short-term investments | 0 | 1,000,000 | 0 |
Proceeds from sale of property and equipment | 0 | 2,000 | 0 |
Purchases of investments | (36,028,000) | (280,681,000) | (54,087,000) |
Payment for acquisition of in-process research and development | (100,000) | (1,800,000) | 0 |
Net cash provided by (used in) investing activities | 118,792,000 | (75,499,000) | (56,415,000) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from issuance of common stock in connection with the 2017 follow-on offering, net of commissions and discount | 157,468,000 | 0 | 0 |
Proceeds from issuance of common stock in connection with the At-The-Market offering, net of commissions | 38,760,000 | 0 | 10,021,000 |
Proceeds from issuance of common stock in connection with the 2015 follow-on offering, net of deferred offering costs | 0 | 0 | 126,230,000 |
Proceeds from the exercise of stock options and common stock warrants, and purchases under the employee stock purchase plan | 4,569,000 | 1,649,000 | 2,753,000 |
Net settlement of restricted stock awards to settle employee taxes | (573,000) | (507,000) | (993,000) |
Payment of offering costs | (644,000) | (243,000) | 0 |
Principal payments made on financing obligations | (3,636,000) | (3,541,000) | (2,598,000) |
Principal payments made on notes payable | 0 | 0 | (2,652,000) |
Proceeds from failed sale-leaseback financings | 0 | 0 | 9,831,000 |
Net cash provided by (used in) financing activities | 195,944,000 | (2,642,000) | 142,592,000 |
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 219,394,000 | (137,968,000) | 30,508,000 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period | 64,082,000 | 202,050,000 | 171,542,000 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period | 283,476,000 | 64,082,000 | 202,050,000 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |||
Cash paid for interest | 299,000 | 676,000 | 802,000 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING INFORMATION: | |||
Deferred follow-on public offering costs | 251,000 | 134,000 | 0 |
Property and equipment purchases included in accounts payable and accruals and other current liabilities | 718,000 | 200,000 | 487,000 |
Holdback related to acquisition of in-process research and development | $ 0 | $ 200,000 | $ 0 |
The Company and Basis of Presen
The Company and Basis of Presentation | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company and Basis of Presentation | The Company and Basis of Presentation Revance Therapeutics, Inc., or the Company, was incorporated in Delaware on August 10, 1999 under the name Essentia Biosystems, Inc. The Company commenced operations in June 2002 and on April 19, 2005 , changed its name to Revance Therapeutics, Inc. The Company is a clinical-stage biotechnology company focused on the development, manufacturing and commercialization of novel botulinum toxin products for multiple aesthetic and therapeutic indications. The Company is leveraging its proprietary portfolio of botulinum toxin type A compounds, formulated with its proprietary peptide technology, to address unmet needs in large and growing neuromodulator markets. The Company's proprietary peptide technology enables delivery of botulinum toxin type A through two investigational drug product candidates, DaxibotulinumtoxinA for Injection (RT002), or RT002 injectable, and DaxibotulinumtoxinA Topical ("topical" or "our topical product candidate"). The Company is pursuing clinical development for RT002 injectable in a broad spectrum of aesthetic and therapeutic indications and is planning to conduct preclinical development of its topical product candidate. The Company holds worldwide rights for all indications of RT002 injectable and the pharmaceutical uses of its proprietary peptide technology. Since commencing operations in 2002, the Company has devoted substantially all of its efforts to identifying and developing product candidates for the aesthetic and therapeutic pharmaceutical markets, recruiting personnel and raising capital and preclinical and clinical development of, and manufacturing development for, RT002 injectable and topical. The Company has never been profitable and has not yet commenced commercial operations. Since the Company's inception, the Company has incurred losses and negative cash flows from operations. The Company has not generated significant revenue from product sales to date and will continue to incur significant research and development and other expenses related to its ongoing operations. The Company has recorded net losses of $120.6 million , $89.3 million and $73.5 million for the years ended December 31, 2017 , 2016 and 2015 . As of December 31, 2017 , the Company had a working capital surplus of $264.3 million and an accumulated deficit of $542.2 million . The Company has funded its operations primarily through the sale and issuance of common stock, convertible preferred stock, notes payable, and convertible notes. As of December 31, 2017 , the Company had capital resources consisting of cash, cash equivalents, and investments of $282.9 million . The Company believes that its existing cash and cash equivalents will allow the Company to fund its operating plan through at least the next 12 months following the issuance of this Form 10-K. Follow-On Public Offerings In November 2015, the Company completed a follow-on public offering, or the 2015 follow-on offering, pursuant to which the Company issued 3,737,500 shares of common stock at $36.00 per share, including the exercise of the underwriters’ over-allotment option to purchase 487,500 additional shares of common stock, for net proceeds of $126.2 million , after underwriting discounts, commissions and other offering expenses. In December 2017, the Company completed a follow-on public offering, or the 2017 follow-on offering, pursuant to which the Company issued 5,389,515 shares of common stock at $31.00 per share, including the exercise of the underwriters' over-allotment option to purchase 550,806 additional shares of common stock, for net proceeds of $156.9 million , after underwriting discounts, commissions and other offering expenses. At-The-Market Offerings In March 2015, the Company entered into an At-The-Market Issuance Sales Agreement, or the 2015 ATM agreement, with Cowen and Company, LLC, or Cowen, under which the Company could offer and sell common stock having aggregate proceeds of up to $50.0 million from time to time through Cowen, our sales agent. The Company agreed to pay Cowen a commission of up to 3.0% of the gross sales proceeds of any common stock sold through Cowen under the ATM agreement. During the third quarter of 2015, the Company sold 352,544 shares of common stock under the ATM agreement at a weighted average price of $30.76 per share resulting in net proceeds of $10.0 million , after underwriting discounts, commissions, and other offering expenses. In March 2016, the Company entered into an At-The-Market Issuance Sales Agreement, or the 2016 ATM agreement, with Cowen and Company, LLC, or Cowen, under which the Company may offer and sell common stock having aggregate proceeds of up to $75.0 million from time to time through Cowen, our sales agent. On March 25, 2016, the effective date of the registration statement on Form S-3 filed with the SEC on March 7, 2016, the 2015 ATM Agreement was effectively terminated and superseded by the 2016 ATM Agreement. Sales of common stock through Cowen under the 2016 ATM agreement will be made by means of ordinary brokers’ transactions on the Nasdaq Global Market or otherwise at market prices prevailing at the time of sale, in block transactions, or as otherwise agreed upon by the Company and Cowen. Cowen will sell the common stock from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions we may impose). The Company agreed to pay Cowen a commission of up to 3.0% of the gross sales proceeds of any common stock sold through Cowen under the ATM agreement. During the year ended December 31, 2017, the Company sold 1,802,651 shares of common stock under the 2016 ATM Agreement at a weighted average price of $22.17 per share resulting in net proceeds of $38.2 million , which was comprised of $38.8 million in proceeds after underwriting discounts and commissions and net of offering expenses of $0.6 million , of which $0.2 million was paid in 2016 and $0.4 million was paid in 2017. Basis of Presentation The Consolidated Financial Statements of the Company include the Company’s accounts and those of its wholly-owned subsidiaries, Revance Therapeutics Limited and Revance International Limited, and have been prepared in conformity with accounting principles generally accepted in the United States of America, or US GAAP. In October 2017, the Company created a wholly owned subsidiary, Revance International Limited. The Company operates in one segment. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Principles of consolidation The Consolidated Financial Statements include the accounts of the company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. Use of Estimates The preparation of Consolidated Financial Statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Such management estimates include accruals, stock-based compensation, fair value of derivative liability, impairment of long-lived assets and the valuation of deferred tax assets. The Company bases its estimates on historical experience and also on assumptions that it believes are reasonable, however, actual results could significantly differ from those estimates. Risks and Uncertainties The product candidates developed by the Company require approvals from the U.S. Food and Drug Administration (FDA) or foreign regulatory agencies prior to commercial sales. There can be no assurance that the Company’s current and future product candidates will meet desired efficacy and safety requirements to obtain the necessary approvals. If approval is denied or delayed, it may have a material adverse impact on the Company’s business and its Consolidated Financial Statements. The Company is subject to risks common to companies in the development stage including, but not limited to, dependency on the clinical and commercial success of its product candidates, ability to obtain regulatory approval of its product candidates, the need for substantial additional financing to achieve its goals, uncertainty of broad adoption of its approved products, if any, by physicians and consumers, significant competition and untested manufacturing capabilities. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of short and long-term investments. Under the Company's Investment Policy, the Company limits its credit exposure by investing in highly liquid funds and debt obligations of the U.S. government and its agencies with high credit quality. The Company’s cash, cash equivalents, and investments are held in the United States of America. Such deposits may, at times, exceed federally insured limits. The Company has not experienced any significant losses on its deposits of cash, cash equivalents, and investments. Cash and Cash Equivalents The Company considers all highly liquid investment securities with remaining maturities at the date of purchase of three months or less to be cash equivalents. Cash and cash equivalents may include deposit, money market funds, and debt securities. Restricted Cash As of December 31, 2017 and 2016 , a deposit totaling $580,275 was restricted from withdrawal. The Company has a deposit balance of $400,000 that relates to the restriction on securing the Company’s facility lease and will remain until the end of the lease. The remaining $180,275 deposit balance relates to a letter of credit. These balances are included in restricted cash on the accompanying Consolidated Balance Sheets and within the cash, cash equivalents, and restricted cash balance on the Consolidated Statement of Cash Flows. Investments Short-term investments generally consist of securities with original maturities greater than three months and remaining maturities of less than one year, while long-term investments generally consist of securities with remaining maturities greater than one year. The Company determines the appropriate classification of its investments at the time of purchase and reevaluates such determination at each balance sheet date. All of its investments are classified as available-for-sale and carried at fair value, with the change in unrealized gains and losses reported as a separate component of other comprehensive income (loss) on the Consolidated Statements of Operations and Comprehensive Loss and accumulated as a separate component of stockholders' equity on the Consolidated Balance Sheets. Interest income, net includes interest, dividends, amortization of purchase premiums and discounts, realized gains and losses on sales of securities and other-than-temporary declines in the fair value of investments, if any. The cost of securities sold is based on the specific-identification method. The Company monitors its investment portfolio for potential impairment on a quarterly basis. If the carrying amount of an investment in debt securities exceeds its fair value and the decline in value is determined to be other-than-temporary, the carrying amount of the security is reduced to fair value and a loss is recognized in operating results for the amount of such decline. In order to determine whether a decline in value is other-than-temporary, the Company evaluates, among other factors, the cause of the decline in value, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, and its intent and ability to hold the security to maturity or forecasted recovery. The Company mitigates its credit risk by investing in money market funds, U.S. treasury securities, and U.S. government agency obligations which limits the amount of investment exposure as to credit quality and maturity. Of the Company's total cash, cash equivalents, and short-term investments of $282.9 million and $185.5 million as of December 31, 2017 and 2016, respectively, the Company held cash, cash equivalents, and short-term investments with a total fair value of $150.7 million and $86.0 million as of December 31, 2017 and 2016, respectively, in an investment account with a related party, J.P. Morgan Securities LLC. As of December 31, 2017 and 2016, JPMorgan Chase & Co. and its wholly owned subsidiaries JPMorgan Chase Bank, National Association (NA), J.P. Morgan Investment Management Inc., and JPMorgan Asset Management (UK) Limited held approximately 3.6 million shares and 3.4 million shares of the Company's common stock, which represents approximately 9.75% and 11.95% of the Company's outstanding common stock, respectively. J.P. Morgan Securities LLC, who acts as a custodian and trustee for certain Company investments, is an affiliate of JPMorgan Chase Bank, NA. Fair Value of Financial Instruments The Company uses fair value measurements to record fair value adjustments to certain financial and non-financial assets and liabilities to determine fair value disclosures. The accounting standards define fair value, establish a framework for measuring fair value, and require disclosures about fair value measurements. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the principal or most advantageous market in which the Company would transact are considered along with assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable, that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, 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 to the valuation methodology and including data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Computer equipment, lab equipment and furniture and fixtures, and manufacturing equipment is depreciated over 3 , 5 , and 7 years , respectively. Repairs and maintenance that do not extend the life or improve an asset are expensed in the period incurred. Leasehold improvements are amortized over the lesser of 15 years or the term of the lease. Repairs and maintenance are charged to operations as incurred. When assets are retired or otherwise disposed of, the costs and accumulated depreciation are removed from the Consolidated Balance Sheets and any resulting gain or loss is reflected in the Consolidated Statements of Operations and Comprehensive Loss in the period realized. Impairment of Long-Lived Assets The Company evaluates its long-lived assets for indications of possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by a comparison of the carrying amount of the asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. The Company determines the fair value of its long-lived assets using the market approach, cost approach or income approach. Clinical Trial Accruals Clinical trial costs are charged to research and development expense as incurred. The Company accrues for expenses resulting from contracts with clinical research organizations (CROs), consultants, and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations, which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to the Company under such contracts. The Company’s objective is to reflect the appropriate expense in the Consolidated Financial Statements by matching the appropriate expenses with the period in which services and efforts are expended. In the event advance payments are made to a CRO, the payments will be recorded as a prepaid expense, which will be amortized as services are rendered. The CRO contracts generally include pass-through fees including, but not limited to, regulatory expenses, investigator fees, travel costs and other miscellaneous costs, including shipping and printing fees. The Company determines accrual estimates through reports from and discussion with clinical personnel and outside services providers as to the progress or state of completion of trials, or the services completed. The Company estimates accrued expenses as of each balance sheet date based on the facts and circumstances known to the Company at that time. The Company’s clinical trial accrual is dependent, in part, upon the receipt of timely and accurate reporting from the CROs and other third-party vendors. Revenue We recognize revenue when the following criteria are met: persuasive evidence of a sales arrangement exists; delivery has occurred; the price is fixed or determinable; and collectability is reasonably assured. During the years ended December 31, 2017 , 2016 , and 2015 , we received revenue from a royalty agreement. Revenue from royalty payments is contingent on sales activities by our licensees. As a result, we recognize royalty revenue when all revenue recognition criteria have been satisfied. We recognize revenue for milestone payments upon the achievement of specified milestones if (1) the milestone is substantive in nature, and the achievement of the milestone was not reasonably assured at the inception of the agreement, (2) the achievement relates to past performance, and (3) the fees are nonrefundable. Milestone payments received in excess of amounts earned are classified as deferred revenue until earned. Research and Development Expenditures Research and development costs are charged to operations as incurred. Research and development costs include, but are not limited to, personnel expenses, clinical trial supplies, fees for clinical trial services, manufacturing costs, consulting costs and allocated overhead, including rent, equipment, depreciation and utilities. Income Taxes The Company accounts for income taxes under the asset and liability method. The Company estimates actual current tax exposure together with assessing temporary differences resulting from differences in accounting for reporting purposes and tax purposes for certain items, such as accruals and allowances not currently deductible for tax purposes. These temporary differences result in deferred tax assets and liabilities, which are included in the Company’s Consolidated Balance Sheets. In general, deferred tax assets represent future tax benefits to be received when certain expenses previously recognized in the Company’s Consolidated Statements of Operations and comprehensive loss become deductible expenses under applicable income tax laws or when net operating loss or credit carryforwards are utilized. Accordingly, realization of the Company’s deferred tax assets is dependent on future taxable income against which these deductions, losses and credits can be utilized. The Company must assess the likelihood that the Company’s deferred tax assets will be recovered from future taxable income, and to the extent the Company believes that recovery is not likely, the Company establishes a valuation allowance. Based on the available evidence, the Company is unable, at this time, to support the determination that it is more likely than not that its deferred tax assets will be utilized in the future. Accordingly, the Company recorded a full valuation allowance as of December 31, 2017 and 2016 . The Company intends to maintain valuation allowances until sufficient evidence exists to support its reversal. Stock-Based Compensation The Company has equity incentive plans under which various types of equity-based awards including, but not limited to, incentive stock options, non-qualified stock options, and restricted stock awards, may be granted to employees, non-employee directors, and non-employee consultants. The Company also has an inducement plan under which various types of equity-based awards, including non-qualified stock options and restricted stock awards, may be granted to new employees. For stock options granted to employees and directors, the Company recognizes compensation expense for all stock-based awards based on the estimated grant-date fair values. For restricted stock awards to employees, the fair value is based on the closing price of the Company's common stock on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as expense ratably over the requisite service period. The fair value of stock options is determined using the Black-Scholes option pricing model. As of January 1, 2017, the Company adopted the forfeiture rate methodology change in accordance with ASC 2016-09 to account for forfeitures as they occur. Prior to the adoption of ASC 2016-09, the Company was required to estimate forfeitures at the time of grant and revised those estimates in subsequent periods if actual forfeitures differed from those estimates. The Company used historical data to estimate pre-vesting option forfeitures and record stock-based compensation expense only for those awards that were expected to vest. To the extent actual forfeitures differed from the estimates, the difference was recorded as a cumulative adjustment in the period that the estimates were revised. Stock-based compensation expense related to stock options granted to non-employees is recognized based on the fair value of the stock options, determined using the Black-Scholes option pricing model, as they are earned. The awards vest over the time period the Company expects to receive services from the non-employee. Warrants The Company has issued freestanding warrants to purchase shares of common stock in connection with certain debt and lease transactions. The warrants are recorded at fair value using the Black-Scholes option pricing model. Common stock warrants classified as equity at inception are recorded to additional paid-in capital at fair value upon issuance. Derivative Liabilities The Company bifurcated and separately accounted for derivative instruments related to payment provisions underlying the Medicis settlement. These derivatives are accounted for as liabilities, which will be remeasured to fair value as of each balance sheet date, with changes in fair value recognized in the Consolidated Statements of Operations and Comprehensive Loss. The Company will continue to record adjustments to the fair value of the derivative liabilities associated with the Medicis settlement until the remaining settlement payment has been paid. Contingencies From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of business. The Company evaluates the likelihood of an unfavorable outcome in legal or regulatory proceedings to which it is a party and records a loss contingency on an undiscounted basis when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These judgments are subjective and based on the status of such legal or regulatory proceedings, the merits of the Company's defenses, and consultation with legal counsel. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company's estimates. The Company estimates accruals for legal expenses when incurred as of each balance sheet date based on the facts and circumstances known to the Company at that time. Comprehensive Loss Comprehensive loss is defined as a change in equity of a business enterprise during a period, resulting from transactions from non-owner sources. During the year ended December 31, 2017 , the Company reclassified the net gain of less than $0.1 million from the sale of available for sale securities from other comprehensive loss to other income. During the years ended December 31, 2016 and 2015 , the Company had unrealized losses for investments, which qualified as other comprehensive loss and, therefore have been reflected in the Consolidated Statements of Operations and Comprehensive Loss. Net Loss per Share Attributable to Common Stockholders The Company’s basic net loss per share attributable to common stockholders is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period, which includes vested restricted stock awards. The diluted net loss per share attributable to common stockholders is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period. The diluted net loss per share attributable to common stockholders also includes vested restricted stock awards and, if the effect is not anti-dilutive, unvested restricted stock awards. For purposes of this calculation, options to purchase common stock, unvested restricted stock, and common stock warrants are considered common stock equivalents. The following common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive: As of December 31, 2017 2016 2015 Stock options 3,210,400 2,790,646 2,420,105 Common stock warrants 34,113 61,595 61,595 Unvested restricted stock awards 639,287 416,229 315,600 Interest Expense Interest expense, includes cash and non-cash components with the non-cash components consisting of (i) interest recognized from the amortization of debt issuance costs, which were capitalized on the Consolidated Balance Sheets, that are generally derived from cash payments related to the issuance of notes payable, (ii) interest recognized from the amortization of debt discounts, which were capitalized on the Consolidated Balance Sheets, derived from the issuance of warrants and derivatives issued in conjunction with notes payable, (iii) interest capitalized for assets constructed for use in operations, and (iv) effective interest recognized on the financing obligation. The capitalized amounts related to the debt issuance costs and debt discounts are generally amortized to interest expense over the term of the related debt instruments. Recently Adopted Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business , which clarifies the definition of a business and assists entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This ASU is effective for annual periods beginning after December 15, 2017, however early adoption is permitted. Effective October 1, 2017, the Company early adopted this update on a prospective basis. The adoption of the pronouncement did not have a material impact on the Company's Consolidated Financial Statements. On March 30, 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting (Topic 718) . The amendments in ASU 2016-09 affect all entities that issue share-based payment awards to their employees and involve multiple aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statements of cash flows. The ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. As of January 1, 2017, the Company adopted ASU 2016-09 on a modified retrospective basis for the income statement impact of forfeitures and income taxes. Accordingly, the Company recognized a cumulative charge of less than $0.1 million to the Company's Accumulated Deficit balance as of January 1, 2017 from a change in the forfeiture rate methodology to account for forfeitures as they occur. The Company also adopted the accounting methodology related to stock-based compensation for deferred tax assets and liabilities balances; however, given the Company has a full valuation allowance, it did not have a impact on the Company's Consolidated Financial Statements. In the current year, the Company increased the net operating losses disclosed by $8 million to account for previous benefits not recognized from employee stock option exercises. The new guidance had no classification impact to the Consolidated Statements of Cash Flows. On January 5, 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities , which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The updated standard is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 and early adoption is not permitted. The Company adopted this standard and determined it has no impact to the Company's Consolidated Financial Statements. Recent Accounting Pronouncements In February 2018, the FASB issued ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , to address specific consequences of the Tax Reform Act. The update allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Reform Act. The accounting update is effective January 1, 2019, with early adoption permitted, and is to be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Act is recognized. The Company is currently evaluating the impact of the new standard on the Company's Consolidated Financial Statements. In May 2017, the FASB issued ASU No. 2017-09, Scope of Modification Accounting (Topic 718) ("ASU 2017-09"), which amends the scope of modification accounting for share-based payment arrangements. The amendment provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. ASU 2017-09 is effective for fiscal years beginning after December 15, 2017, with early adoption permitted. The Company anticipates this standard will have no impact on its Consolidated Financial Statements. In October 2016, the FASB issued ASU 2016-16, Income Taxes - Intra-Entity Transfers of Assets Other Than Inventory , which requires entities to recognize income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The amendments in ASU 2016-16 are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods and requires a modified retrospective method of adoption. Early adoption is permitted, but for public companies generally only in the first quarter of an entity’s annual fiscal year. The Company is currently evaluating the impact this standard will have on the Company's Consolidated Financial Statements but since the Company has a full valuation allowance, the ASU is not expected to have financial statement impact. On February 25, 2016, the FASB issued ASU 2016-02 Leases (Topic 842) which requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases with terms greater than 12 months. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the effect these lease and revenue recognition standards will have on its Consolidated Financial Statements; however, the Company anticipates recognizing assets and liabilities arising from any leases that meet the requirements under ASU 2016-02 on the adoption date and including qualitative and quantitative disclosures in the Company’s Notes to the Consolidated Financial Statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which sets forth a single, comprehensive revenue recognition model for all contracts with customers to improve comparability. Subsequently, the FASB issued several standards related to ASU 2014-09 (collectively, the “New Revenue Standard”), including the most recent ASU, ASU 2017-14, Income Statement - Reporting Comprehensive Income (Topic 220), and Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), which was issued in November 2017. The New Revenue Standard requires revenue recognition to depict the transfer of goods or services to customers in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. In addition, the New Revenue Standard requires expanded disclosures. This New Revenue Standard permits the use of either the retrospective or cumulative effect transition method when adopted. The New Revenue Standard becomes effective for the Company in the first quarter of fiscal year 2018. The Company will adopt the New Revenue Standard in the first quarter of fiscal year 2018. The Company is still evaluating the effect on prior reported revenue; however, it anticipates that adoption of the New Revenue Standard will not have a material impact on the Company's Consolidated Financial Statements. |
Revenue and License Agreements
Revenue and License Agreements | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Revenue and License Arrangements | Revenue Agreements In August 2011, the Company entered into an asset purchase and royalty agreement for the sale of the Relastin® product line for $0.05 million and royalties on future sales of Relastin®. Accordingly, under the Relastin® asset purchase and royalty agreement, the Company recognized royalty revenue of $0.3 million during each of the years ended December 31, 2017 , 2016 , and 2015 . On April 23, 2015, the Company received notice from Valeant terminating the asset purchase and royalty agreement effective as of July 23, 2015. The Company was entitled to the minimum royalty payment until Valeant returns the Relastin® intellectual property rights to the Company. In November 2017, Revance and Valeant entered into an Asset Transfer Agreement to finalize the termination of the asset purchase and royalty agreement and Valeant returned the Relastin® intellectual property rights to the Company. There was no impact on the Company’s Consolidated Financial Statements as the Company does not have any current plans for future developments of Relastin® and its focus is primarily on the development of RT002 injectable. |
In-Process Research and Develop
In-Process Research and Development | 12 Months Ended |
Dec. 31, 2017 | |
Research and Development [Abstract] | |
In-Process Research and Development | In-Process Research and Development On June 2, 2016, the Company entered into an asset purchase agreement with Botulinum Toxin Research Associates, Inc., or BTRX (the "BTRX Purchase Agreement"). Under the BTRX Purchase Agreement, the Company acquired all rights, title and interest in a portfolio of botulinum toxin-related patents and patent applications from BTRX and was granted the right of first negotiation and first refusal with respect to other botulinum toxin-related patents owned or controlled by BTRX. In exchange, the Company agreed to an upfront expenditure of $2.0 million of which $1.8 million was paid immediately, $0.1 million was paid in June 2017, and the remaining $0.1 million , which is recorded in accruals and other current liabilities on the Consolidated Balance Sheet as of December 31, 2017, is payable in June 2018. The Company also agreed to pay up to an additional $16.0 million in aggregate upon satisfaction of milestones relating to the Company’s product revenue, intellectual property, and clinical and regulatory events. As of December 31, 2017, the Company had not recorded a liability in connection with the BTRX milestone payments. The Company accrues for contractual milestones when it is probable that a milestone will be met. Pursuant to the guidance prescribed in Accounting Standards Codification Topic 805, Business Combinations , the Company concluded that the BTRX Purchase Agreement did not meet the criteria of a business combination . During 2016, the Company accounted for the initial $2.0 million expenditure as research and development expense, as future alternative use of the acquired assets was deemed contingent upon the successful outcome of existing research and development activities as of the transaction date. |
Medicis Settlement
Medicis Settlement | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Medicis Settlement | Medicis Settlement In July 2009, the Company and Medicis Pharmaceutical Corporation, or Medicis, entered into a license agreement granting Medicis worldwide aesthetic and dermatological rights to the Company’s investigational, injectable botulinum toxin type A product candidate. In October 2012, the Company entered into a settlement and termination agreement with Medicis. The terms of the settlement provided for the reacquisition of the rights related to all territories of RT002 injectable and RT001 topical from Medicis and for consideration payable by the Company to Medicis of up to $25.0 million , comprised of (i) an upfront payment of $7.0 million , which was paid in 2012, (ii) a Proceeds Sharing Arrangement Payment of $14.0 million due upon specified capital raising achievements by the Company, of which $6.9 million was paid in 2013 and $7.1 million in 2014, and (iii) a Product Approval Payment of $4.0 million to be paid upon the achievement of regulatory approval for RT002 injectable or RT001 topical by the Company. Medicis was subsequently acquired by Valeant Pharmaceuticals International, Inc. in December 2012. The Company determined that the settlement provisions related to the Proceeds Sharing Arrangement Payment in (ii) above and Product Approval Payment in (iii) above were derivative instruments that require fair value accounting as a liability and periodic fair value remeasurements until settled. As of December 31, 2016 , the fair value of the Product Approval Payment derivative of $2.0 million was determined by updating the timing and probability estimate of the related approval and applying a discount factor assuming a term of 3.25 years, a risk-free rate of 1.5% and a credit risk adjustment of 9.0% . As of December 31, 2017 , the Company determined the fair value of its liability for the Product Approval Payment was $2.6 million , which was measured by assuming a term of 2.5 years , a risk-free rate of 2.0% and a credit risk adjustment of 6.5% . The Company’s assumption for the expected term is based on an expected Biologics License Application, or BLA, approval in 2020. The Company did not make any payments under the Product Approval Payment during the year ended December 31, 2017 . As a result of the fair value remeasurements during the years ended December 31, 2017 , 2016 , and 2015 , the Company recognized an aggregate loss of $0.6 million , an aggregate loss $0.6 million , and an aggregate gain of $0.1 million , respectively. |
Cash Equivalents and Investment
Cash Equivalents and Investments | 12 Months Ended |
Dec. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Investments | Cash Equivalents and Investments The Company's cash equivalents and investments consist of money market funds, U.S. treasury securities, and U.S. government agency obligations, which are classified as available-for-sale securities. The following table is a summary of amortized cost, unrealized gain and loss, and fair value (in thousands): December 31, 2017 December 31, 2016 Cost Unrealized Fair Value Cost Unrealized Fair Value Gains Losses Gains Losses Money market funds $ 236,744 $ — $ — $ 236,744 $ 60,639 $ — $ — $ 60,639 U.S. treasury securities — — — — 81,103 4 (28 ) 81,079 U.S. government agency obligations — — — — 40,968 1 (22 ) 40,947 Total cash equivalents and available-for-sale securities $ 236,744 $ — $ — $ 236,744 $ 182,710 $ 5 $ (50 ) $ 182,665 Classified as: Cash equivalents $ 236,744 $ 60,639 Short-term investments — 122,026 Total cash equivalents and available-for-sale securities $ 236,744 $ 182,665 There have been no significant realized gains or losses on available-for-sale securities for the periods presented. There were no available-for-sale securities held as of December 31, 2017 . The Company's investments in any unrealized loss position are held until maturity or until the cost basis of the investment are recovered. The Company has no other-than-temporary impairments on its securities as it did not sell these securities before the recovery of their amortized cost basis. To date, the Company has not recorded any impairment charges on marketable securities related to other-than-temporary declines in fair value. As of December 31, 2016, the Company's marketable securities of $122.0 million were due within one year. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company measures and reports certain financial instruments as assets and liabilities at fair value on a recurring basis. The fair value of these instruments was as follows (in thousands): As of December 31, 2017 Fair Value Level 1 Level 2 Level 3 Assets Money market funds $ 236,744 $ 236,744 $ — $ — Total assets measured at fair value $ 236,744 $ 236,744 $ — $ — Liabilities Derivative liabilities associated with the Medicis settlement $ 2,613 $ — $ — $ 2,613 Total liabilities measured at fair value $ 2,613 $ — $ — $ 2,613 As of December 31, 2016 Fair Value Level 1 Level 2 Level 3 Assets Money market funds $ 60,639 $ 60,639 $ — $ — U.S. treasury securities 81,079 81,079 — — U.S. government agency obligations 40,947 — 40,947 — Total assets measured at fair value $ 182,665 $ 141,718 $ 40,947 $ — Liabilities Derivative liabilities associated with the Medicis settlement $ 2,022 $ — $ — $ 2,022 Total liabilities measured at fair value $ 2,022 $ — $ — $ 2,022 The Company did not transfer any assets or liabilities measured at fair value on a recurring basis to or from Level 1 and Level 2 during the years ended December 31, 2017 and 2016 . The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments as follows (in thousands): Derivative Liability Associated with the Medicis Settlement Fair value as of December 31, 2016 $ 2,022 Change in fair value 591 Fair value as of December 31, 2017 $ 2,613 Level 3 instruments consist of the Company’s derivative liability related to the Medicis settlement. The fair value of the remaining derivative liability resulting from the Medicis litigation settlement, specifically the derivative related to the Product Approval Payment (Note 5), was determined by estimating the timing and probability of the related regulatory approval and multiplying the payment amount by this probability percentage and a discount factor based primarily on the estimated timing of the payment and a credit risk adjustment (Note 5). Generally, increases or decreases in these unobservable inputs would result in a directionally similar impact to the fair value measurement of this derivative instrument. The significant unobservable inputs used in the fair value measurement of the Product Approval Payment derivative are the expected timing and probability of the payments at the valuation date and the credit risk adjustment. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Components [Abstract] | |
Balance Sheet Components | Balance Sheet Components Property and Equipment, net Property and equipment, net consists of the following (in thousands): As of December 31, 2017 2016 Manufacturing equipment $ 11,989 $ 12,268 Computer equipment 1,567 701 Furniture and fixtures 635 610 Leasehold improvements 4,255 4,214 Construction in progress 4,335 4,950 Total property and equipment 22,781 22,743 Less: Accumulated depreciation and amortization (13,531 ) (12,158 ) Property and equipment, net $ 9,250 $ 10,585 Depreciation expense was $1.5 million , $1.4 million , and $2.0 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. As of December 31, 2017 , the Company had obligations to make future payments to certain vendors that become due and payable during the construction of its manufacturing facilities in Newark, California. The arrangement was accounted for as construction-in-progress and the outstanding obligations as of December 31, 2017 were $0.2 million , and there were no outstanding obligations for the same period in 2016. The Company capitalized interest costs in the amount of $0.1 million within construction-in-progress during the year ended December 31, 2017. The Company did not capitalize interest costs during the year ended December 31, 2016 . Loss on Impairment The Company evaluates its long-lived assets for indications of possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by a comparison of the carrying amount of the asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. The Company determines the fair value of its long-lived assets using the market approach, cost approach or income approach. The Company constructed a fill/finish line for the future commercial manufacturing of its topical product candidate and to support its clinical trials and regulatory license applications. In 2016, following the results of the REALISE 1 Phase 3 clinical trial for crow's feet, the Company discontinued its topical clinical development programs for the treatment of crow’s feet and for the treatment of primary axillary hyperhidrosis. The Company performed an impairment analysis of the topical fill/finish line and other fixed assets to determine fair value based on highest and best use. The Company concluded that only certain equipment comprising the topical fill/finish line would be repurposed for commercial-scale manufacturing of RT002 injectable. As a result, the Company determined fair value based on its highest and best use and that for certain components of the fill/finish line and other fixed assets, the carrying value of the assets was not entirely recoverable and the fair value, which was calculated using the market or cost approach depending on the specific asset, was lower than the carrying value. Accordingly, during the year ended December 31, 2016 , the Company recorded a loss on impairment of $9.1 million . As of December 31, 2016 , the fill/finish line and other fixed assets had net book values of $5.1 million and $0.2 million , respectively. During the three months ended December 31, 2017 , the Company identified a subsequent indicator of impairment, an adverse change in the market value resulting from further negotiations with a potential buyer during the quarter, for the topical fill/finish line and other fixed assets. The Company continues to believe that certain equipment comprising the topical fill/finish line with a net book value of $2.4 million will be repurposed for commercial-scale manufacturing of RT002 injectable. As a result, the Company determined fair value based on its highest and best use and that for certain components of the fill/finish line and other fixed assets, the carrying value of the assets was not entirely recoverable and the fair value, which was calculated using the market or cost approach depending on the specific asset, was lower than the carrying value. Accordingly, the Company recorded a loss on impairment of $2.9 million during the year ended December 31, 2017 . Nonetheless, it is reasonably possible that our estimate of the recoverability of the equipment's carrying value could change, and may result in the need to further write down the assets to fair value. As of December 31, 2017 , the fill/finish line and other fixed assets had net book values of $2.4 million and $0.1 million , respectively. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): As of December 31, 2017 2016 Prepaid expenses $ 1,823 $ 978 Accounts and other receivables 48 128 Litigation settlement receivable due from insurance (Note 10) — 5,898 Other prepaid and current assets 444 163 Total prepaid expenses and other current assets $ 2,315 $ 7,167 Accruals and Other Current Liabilities Accruals and other current liabilities consist of the following (in thousands): As of December 31, 2017 2016 Accruals related to: Compensation $ 5,763 $ 3,121 Litigation settlement (Note 10) — 6,400 Professional service fees 1,773 720 Manufacturing and quality control costs 488 188 Clinical trial expenses 3,189 1,271 Fixed assets and construction-in-progress obligations 302 57 Other current liabilities 710 661 Total accruals and other current liabilities $ 12,225 $ 12,418 |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable Essex Capital Notes On December 20, 2013, the Company signed a Loan and Lease Agreement (Original Agreement) to borrow up to $10.8 million in the form of Secured Promissory Notes from Essex Capital, or the Essex Notes, to finance the completion and installation of the Company’s topical commercial fill/finish line, or the Fill/Finish Line. In December 2013 and January 2014, the Company withdrew a total of $5.0 million under the terms of the Original Agreement. In May 2014, pursuant to the terms of the Original Agreement, the Company sold equipment to Essex Capital, resulting in partial settlement of the outstanding loan balance of $1.1 million , and leased the equipment back for fixed monthly payments to be paid over 3 years . On December 17, 2014, the Company entered into the First Amendment to the Loan and Lease Agreement (First Amendment) with Essex Capital. Under the terms of the First Amendment, the Company agreed to repay the outstanding debt balance of $3.9 million and issued a warrant to purchase 44,753 shares of common stock. In February 2015, the Company executed the Second Amendment to the Loan and Lease Agreement, under which the term of the facility was extended to April 15, 2015 and the purchase price for the remainder of the equipment was increased by $0.1 million to approximately $9.8 million . Concurrently with this sale, the Company leased the equipment back from Essex Capital for a fixed monthly payment to be paid monthly over 3 years. None of the leases qualified for sale-leaseback accounting due to the Company’s continuing involvement in the equipment. Therefore, the Company accounted for these transactions as financing obligations using the effective interest rate method. The leases provide for the option to purchase the leased equipment for 10% of the original purchase amount and, in June 2015, the Company exercised its option to purchase the remainder of the equipment sold and leased back from Essex Capital for 10% of the original purchase amount, or approximately $1.1 million , at the conclusion of the lease terms. In May 2017, the Company paid $0.1 million to purchase the equipment sold and leased back from Essex Capital in May 2014. As of December 31, 2017 , the aggregate total future minimum lease payments under the financing obligation for the year ending December 31, 2018 was $0.9 million . Under the financing obligation with Essex Capital, the Company recorded interest expense of $0.5 million , $1.1 million and $1.2 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases In January 2010, the Company entered into a non-cancelable facility lease that requires monthly payments through January 2022. We use this facility for research, manufacturing, commercial and administrative functions. In February 2014, the Company extended the term of the lease by thirty-six ( 36 ) months to January 2025. As part of this agreement, the lessor provided the Company with a tenant improvement allowance during 2014 in an amount not to exceed $3.0 million . Under the terms of the lease agreement, the Company will make total rent payments of $72.8 million for a period of 15 years commencing in January 2010. This lease was determined to be an operating lease. The payments escalate over the term of the lease with the exception of a decrease in payments at the beginning of 2022, however, the Company recognizes the expense on a straight-line basis over the life of the lease. Rent expense was $5.3 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. In November 2017, the Company entered into a non-cancelable equipment operating lease that requires sixty ( 60 ) equal monthly payments through October 2022. Lease payments total $0.2 million during the entire lease term. As of December 31, 2017 , the aggregate total future minimum lease payments under non-cancelable operating leases were as follows (in thousands): Year Ending December 31, 2018 $ 5,628 2019 5,812 2020 5,996 2021 6,173 2022 and thereafter 14,512 Total payments $ 38,121 Other Milestone-Based Commitments The Company has one remaining future milestone payment to List Laboratories of $2.0 million that becomes due and payable on the achievement of a certain regulatory milestone, whereby the Company is obligated to pay royalties to List Laboratories on future sales of botulinum toxin products. The Company also has one remaining future milestone payment of $4.0 million due and payable to Valeant Pharmaceuticals International, Inc. upon the achievement of regulatory approval for RT002 injectable or RT001 topical (Note 5). The Company has obligations to pay BTRX up to a remaining $16.0 million in the aggregate upon the satisfaction of milestones relating to the Company’s product revenue, intellectual property, and clinical and regulatory events (Note 4). On April 11, 2016, the Company entered into an agreement with BioSentinel, Inc. to in-license their technology and expertise for research and development and manufacturing purposes. In addition to minimum quarterly use fees, the Company is obligated to make a one-time future milestone payment of $0.3 million payable to BioSentinel, Inc. upon the achievement of regulatory approval. The Company accrues for contractual milestones when it is probable that a milestone will be met. The Company expects that regulatory approval milestones will only become probable once such regulatory outcome is achieved. Purchase Commitments On March 14, 2017, the Company entered into a Technology Transfer, Validation and Commercial Fill/Finish Services Agreement (the “Services Agreement”) and Statement of Work ("SoW") with Ajinomoto Althea, Inc., a contract development and manufacturing organization (“Althea”). Under the Services Agreement, Althea has agreed, among other things, to provide the Company with a future source of commercial fill/finish services for the Company’s neuromodulator products. The Services Agreement has an initial term that will expire in 2024, unless terminated sooner by either party. In accordance with the Services Agreement, the Company will have minimum purchase obligations based on its production forecasts. As of December 31, 2017 , the Company made non-refundable advanced payments of $1.2 million in accordance with the terms of this arrangement. The remaining services are cancellable at any time, with the Company required to pay costs incurred through the cancellation date. Other Obligations The Company initiated a RT002 injectable Phase 2 trial for the treatment of plantar fasciitis in 2016 and entered into a clinical trial services agreement with a contract research organization, or CRO, to manage certain aspects of the trial. Under this agreement, the Company agreed to negotiate in good faith for a specified period of time the terms of a business relationship to exploit RT002 and the related study data. The CRO has proposed a material payment or other terms for its involvement in the development of the Company’s plantar fasciitis program that are unacceptable to the Company. While the Company may continue to negotiate in good faith, the Company believes it has satisfied its obligations under the agreement even if it does not reach a mutually acceptable arrangement. Contingencies From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of business. During the period from May 2015 through July 2017, the Company and certain of its directors and executive officers were subject to a securities class action complaint, pending in the Superior Court for the County of Santa Clara, captioned City of Warren Police and Fire Retirement System v. Revance Therapeutics Inc., et al., Case No. 15-CV-287794 (previously assigned Case No. CIV 533635 prior to transfer from San Mateo Superior Court). On October 31, 2016, the parties executed a stipulation of settlement (the "Stipulation"), pursuant to which, in exchange for a release of all claims by the plaintiff class, the Company agreed to settle the litigation for $6.4 million in cash, of which $5.9 million was covered by its insurance policies. The Stipulation maintains that the defendants, including the Company, deny all wrongdoing and liability related to the litigation. On July 28, 2017, the Court granted final approval of the Settlement, as set forth in the Stipulation, and entered a Judgment dismissing the action with prejudice, thereby ending the litigation. This litigation did not have a material adverse effect on our business, results of operations, financial position or cash flows. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. As a result of the Settlement, as set forth in the Stipulation, the Company began accruing for a loss contingency and recorded an undiscounted liability of $6.4 million in October 2016, which was included in accruals and other current liabilities on the Consolidated Balance Sheet until it was released upon the final approval of the Settlement on July 28, 2017. In January 2017, the Company paid $0.5 million , which was recorded in restricted cash until it was released, and its insurance company paid $5.9 million , which was recorded in prepaid and other current assets until it was released, both of which were held in an escrow account until the Court's order granting final approval of the Settlement on July 28, 2017, which authorized distribution of these amounts in accordance with the Stipulation. Indemnification The Company enters into standard indemnification agreements in the ordinary course of business. Pursuant to these arrangements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified party, in connection with any trade secret, copyright, patent or other intellectual property infringement claim by any third party with respect to its technology. The term of these indemnification agreements is generally perpetual after the execution of the agreement. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable because it involves claims that may be made against the Company in the future, but have not yet been made. The Company has not incurred costs to defend lawsuits or settle claims related to these indemnification agreements. The Company has entered into indemnification agreements with its directors and officers that may require the Company to indemnify them against liabilities that may arise by reason of their status or service as directors or officers, other than liabilities arising from willful misconduct of the individual. No amounts associated with such indemnifications have been recorded to date, except as noted above. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Convertible Preferred Stock The par value of convertible preferred stock is $0.001 per share. As of December 31, 2017 and 2016 , the Company had 5,000,000 shares authorized and no preferred stock issued and outstanding. Warrants In 2015, three holders of common stock warrants net exercised warrants to purchase 137,067 shares into 68,993 shares of common stock at exercise prices ranging from $14.40 to $22.43 . There were no warrants exercised in 2016. In 2017, warrants to purchase 27,482 shares were net exercised for 9,878 shares of common stock with exercise price per share ranging from $14.40 to $31.50 in accordance with the terms of the warrant agreement. As of December 31, 2016 , the Company had outstanding warrants to purchase 61,595 shares of common stock at weighted exercise price per share of $16.78 . As of December 31, 2017 , the Company had outstanding warrants to purchase 34,113 shares of common stock at weighted exercise price per share of $14.95 and expire in 2020. Stock Option Plan Equity Incentive Plans On January 23, 2014, the stockholders' approved the adoption of the 2014 Equity Incentive Plan, or 2014 EIP. The number of shares of common stock reserved for issuance under the Company’s 2014 EIP will automatically increase on January 1 of each year, beginning on January 1, 2015, and continuing through and including January 1, 2024, by 4% of the total number of shares of the Company’s capital stock outstanding on December 31 of the preceding calendar year or a lesser number of shares determined by the Company’s Board of Directors. The maximum number of shares that may be issued upon the exercise of ISOs under the Company’s 2014 EIP is 2,000,000 shares. The 2014 EIP provides for the grant of incentive stock options, or ISOs, non-statutory stock options, or NSOs, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance-based stock awards, and other forms of equity compensation, all of which may be granted to employees, including officers, non-employee directors and consultants of the Company and its affiliates. Additionally, the 2014 EIP provides for the grant of performance cash awards. ISOs may be granted only to employees. All other awards may be granted to employees, including officers, and to non-employee directors and consultants. Under the 2014 EIP, options may be granted with different vesting terms from time to time, but not to exceed 10 years from the date of grant. Upon the effectiveness of the 2014 Plan, the Company ceased granting any equity awards under the 2012 Equity Incentive Plan and any cancelled or forfeited shares under the 2012 and 2002 Equity Incentive Plans will be retired. On January 1, 2017 , the number of shares of common stock reserved for issuance under the Company’s 2014 Equity Incentive Plan, or 2014 EIP, automatically increased by 4% of the total number of shares of the Company’s common stock outstanding on December 31, 2016 , or 1,145,958 shares. During the year ended December 31, 2017 , the Company granted stock options for 925,525 shares of common stock and 340,525 restricted stock awards under the 2014 EIP, including a stock option grants for 48,000 shares and restricted stock awards for 24,000 shares to non-employee directors. As of December 31, 2017 , there were 903,049 shares available for issuance under the 2014 EIP. 2014 Inducement Plan On August 26, 2014, the Company’s Board of Directors authorized the adoption of the 2014 Inducement Plan, or 2014 IN, which became effective immediately. Stockholder approval of the 2014 IN was not required pursuant to Rule 5635 (c)(4) of the Nasdaq Listing Rules. The 2014 IN reserves 325,000 shares of common stock and provides for the grant of NSOs that will be used exclusively for grants to individuals that were not previously employees or directors of the Company, as an inducement material to the individual’s entry into employment with the Company. On December 14, 2015, the Company’s Board of Directors authorized an additional 500,000 shares of common stock to be reserved for issuance under the 2014 IN. Under the 2014 IN, options may be granted with different vesting terms from time to time, but not to exceed 10 years from the date of grant. During the year ended December 31, 2017 , the Company granted stock options for 35,000 shares of common stock and 95,000 restricted stock awards under the 2014 IN. As of December 31, 2017 , there were 292,096 shares available for issuance under the 2014 IN. Under the 2014 EIP and the 2014 IN plan, restricted stock awards typically vest annually over 1 , 3 , or 4 years , while options typically vest over four years , either with 25% of the total grant vesting on the first anniversary of the option grant date and 1/36th of the remaining grant vesting each month thereafter or 1/48th vesting monthly. The following summary of stock option and restricted stock award activity, excluding 2014 IN, for the periods presented is as follows: Number of Shares Available for Grant Number of Shares Underlying Outstanding Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value (In thousands) Balance as of December 31, 2014 91,634 1,886,148 $ 17.90 Additional shares reserved 950,978 — — Options granted (747,338 ) 747,338 18.94 Restricted stock awards granted (169,336 ) 169,336 — Options exercised — (205,735 ) 11.84 Options cancelled/forfeited 116,540 (116,540 ) 21.33 Restricted stock awards forfeited 24,306 (24,306 ) — Restricted stock awards released — (74,755 ) — Shares cancelled/retired under 2002/2012 plans (19,276 ) — — Net settlement of restricted stock awards to settle employee taxes 26,440 — — Balance as of December 31, 2015 273,948 2,381,486 $ 18.36 Additional shares reserved 1,131,538 — — Options granted (839,800 ) 839,800 16.72 Restricted stock awards granted (299,900 ) 299,900 — Options exercised — (131,752 ) 10.67 Options cancelled/forfeited 320,084 (320,084 ) 21.77 Restricted stock awards forfeited 80,333 (80,333 ) — Restricted stock awards released — (124,344 ) — Shares cancelled/retired under 2002/2012 plans — (38,829 ) 8.92 Net settlement of restricted stock awards to settle employee taxes 23,289 — — Balance as of December 31, 2016 689,492 2,825,844 $ 17.92 Additional shares reserved 1,145,958 — — Options granted (925,525 ) 925,525 21.65 Restricted stock awards granted (340,525 ) 340,525 — Options exercised — (309,341 ) 12.88 Options cancelled/forfeited 230,734 (230,734 ) 22.81 Restricted stock awards forfeited 81,905 (81,905 ) — Restricted stock awards released — (117,218 ) — Shares cancelled/retired under 2002/2012 plans — (696 ) 8.94 Net settlement of restricted stock awards to settle employee taxes 21,010 — — Balance as of December 31, 2017 903,049 3,352,000 $ 19.29 7.28 $ 46,703 Exercisable as of December 31, 2017 1,610,252 $ 18.28 6.39 $ 28,127 The intrinsic values of outstanding and exercisable options were determined by multiplying the number of shares by the difference in exercise price of the options and the fair value of the common stock as of December 31, 2017 . The total intrinsic values of options exercised as of December 31, 2017 , 2016 and 2015 of $7.1 million , $1.3 million , and $4.6 million , respectively were determined by multiplying the number of shares by the difference between exercise price of the options and the fair value of the common stock as of December 31, 2017 , 2016 , and 2015 of $35.75 , $20.70 and $34.16 per share, respectively. The following table summarizes the stock option activity for the 2014 IN is as follows: Number of Number of Weighted Weighted Aggregate (In thousands) Balance as of December 31, 2014 141,500 183,500 $ 22.52 Additional shares reserved 500,000 Options granted (206,250 ) 206,250 36.32 Restricted stock awards granted (34,375 ) 34,375 — Option forfeitures 29,531 (29,531 ) 22.97 Restricted stock award forfeitures 9,843 (9,843 ) — Awards released — (30,532 ) — Net settlement of restricted stock awards to settle employee taxes 9,640 — — Balance as of December 31, 2015 449,889 354,219 $ 31.46 Options granted (110,000 ) 110,000 18.37 Restricted stock awards granted (15,000 ) 15,000 — Option forfeitures 88,594 (88,594 ) 22.97 Restricted stock award forfeitures — — — Restricted stock awards released — (9,594 ) — Net settlement of restricted stock awards to settle employee taxes 3,604 — — Balance as of December 31, 2016 417,087 381,031 $ 29.43 Options granted (35,000 ) 35,000 24.40 Restricted stock awards granted (95,000 ) 95,000 — Restricted stock awards released — (13,344 ) — Net settlement of restricted stock awards to settle employee taxes 5,009 — — Balance as of December 31, 2017 292,096 497,687 $ 28.96 8.12 $ 2,653 Exercisable as of December 31, 2017 169,124 $ 29.50 7.89 $ 1,116 The following table summarizes information with respect to stock options outstanding and currently exercisable as of December 31, 2017 : Options Outstanding Options Exercisable Exercise Price Number of Options Weighted- Average Remaining Contractual Life (In Years) $0.45 - 4.20 47,848 2.3 47,848 $8.70 358,382 5.4 358,382 $9.15 - 16.23 586,558 7.2 394,413 $16.30 - 17.12 328,857 7.7 179,805 $17.55 - 19.69 177,325 8.3 67,740 $19.70 436,836 9.1 97,173 $19.90 - 23.30 340,976 8.7 83,525 $23.45 - 31.60 322,357 8.2 109,224 $31.77 8,000 7.5 4,832 $32.22 - 36.32 603,261 6.9 436,434 3,210,400 1,779,376 The following table summarizes information with respect to restricted stock awards outstanding as of December 31, 2017 : Number of Weighted-Average Grant-Date Fair Value Aggregate (In thousands) Outstanding as of December 31, 2014 251,325 $ 29.51 $ — Granted 203,711 21.55 — Vested (105,287 ) 27.79 — Forfeited (34,149 ) 22.77 — Outstanding as of December 31, 2015 315,600 $ 25.67 $ — Granted 314,900 17.16 — Vested (133,938 ) 26.41 — Forfeited (80,333 ) 20.35 — Outstanding as of December 31, 2016 416,229 $ 20.02 $ — Granted 435,525 22.08 — Vested (130,562 ) 23.25 — Forfeited (81,905 ) 19.32 — Outstanding as of December 31, 2017 639,287 $ 20.86 $ 13,332 Stock Options Granted to Employees and Non-employee Directors During the years ended December 31, 2017 , 2016 and 2015 , the Company granted stock options to employees and non-employee directors to purchase shares of common stock with a weighted-average grant date fair value of $13.43 , $16.91 and $22.70 per share, respectively. As of December 31, 2017 , 2016 and 2015 , there was total unrecognized compensation cost for outstanding stock options and restricted stock awards of $26.5 million , $19.6 million and $21.5 million to be recognized over a period of approximately 2.7 years , 2.7 years , and 2.8 years , respectively. The fair value of the employee and non-employee director stock options was estimated using the Black-Scholes option-pricing model with the following weighted-average assumptions: Year Ended December 31, 2017 2016 2015 Expected term (in years) 6.0 6.0 6.0 Expected volatility 67.7 % 61.9 % 62.2 % Risk-free interest rate 2.1 % 1.4 % 1.6 % Expected dividend rate 0.0 % 0.0 % 0.0 % Fair Value of Common Stock . The fair value of the shares of common stock is based on the Company's stock price as quoted by the Nasdaq. Expected Term . The expected term for employees and non-employee directors is based on the simplified method, as the Company’s stock options have the following characteristics: (i) granted at-the-money; (ii) exercisability is conditioned upon service through the vesting date; (iii) termination of service prior to vesting results in forfeiture; (iv) limited exercise period following termination of service; and (v) options are non-transferable and non-hedgeable, or “plain vanilla” options, and the Company has limited history of exercise data. The expected term for non-employees is based on the remaining contractual term. Expected Volatility . As of January 1, 2017, the expected volatility is based on the historical volatility of a group of similar entities combined with the historical volatility of the Company, whereas prior to 2017, the expected volatility was based solely on the historical volatility of a group of similar entities. In evaluating similarity, the Company considered factors such as industry, stage of life cycle, capital structure, and size. Risk-Free Interest Rate . The risk-free interest rate is based on U.S. Treasury constant maturity rates with remaining terms similar to the expected term of the options. Expected Dividend Rate . The Company has never paid any dividends and does not plan to pay dividends in the foreseeable future, and, therefore, used an expected dividend rate of zero in the valuation model. Forfeitures. As of January 1, 2017, the Company adopted the forfeiture rate methodology change in accordance with ASU 2016-09 to account for forfeitures as they occur (Note 2). Prior to the adoption of ASU 2016-09, the Company was required to estimate forfeitures at the time of grant and revised those estimates in subsequent periods if actual forfeitures differed from those estimates. The Company used historical data to estimate pre-vesting option forfeitures and record stock-based compensation expense only for those awards that were expected to vest. To the extent actual forfeitures differed from the estimates, the difference was recorded as a cumulative adjustment in the period that the estimates were revised. Stock Options Granted to Consultants In 2017, 2 employees converted to non-employee consultants and the individuals' options and awards continued to vest in accordance with the 2014 EIP. In addition, during the three months ended December 31, 2017 , the Company granted options to purchase 5,000 shares of common stock with a weighted-average exercise price of $25.45 per share and restricted stock awards of 4,000 shares to a non-employee consultant. The Company did not grant options to purchase shares of common stock to non-employee consultants during the years ended December 31, 2016 and 2015, however, the non-employee consultant options outstanding for the years then ended related to employees who had converted to non-employee consultants. Stock-based compensation expense related to stock options granted to consultants is recognized as the stock options are earned. The Company believes that the fair value of the stock options is more reliably measurable than the fair value of services received. The fair value of the stock options vested is calculated at each reporting date using the Black-Scholes option pricing model with the following weighted-average assumptions: Year Ended December 31, 2017 2016 2015 Expected term (in years) 8.9 7.3 8.2 Expected volatility 67.9 % 68.9 % 73.0 % Risk-free interest rate 2.3 % 1.7 % 2.0 % Expected dividend rate 0.0 % 0.0 % 0.0 % 2014 Employee Stock Purchase Plan On January 22, 2014, the Company’s Board of Directors authorized the adoption of the 2014 Employee Stock Purchase Plan, or 2014 ESPP, which became effective after adoption and approval by the Company’s stockholders on January 23, 2014. The maximum number of shares of common stock that may be issued under the Company’s 2014 ESPP was initially 200,000 shares. The number of shares of common stock reserved for issuance under the Company’s 2014 ESPP will automatically increase on January 1 of each year, beginning on January 1, 2015 and ending on and including January 1, 2024, by the lesser of (i) 1% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, (ii) 300,000 shares of common stock or (iii) such lesser number of shares of common stock as determined by the Company’s Board of Directors. Shares subject to purchase rights granted under the Company’s 2014 ESPP that terminate without having been exercised in full will return to the 2014 ESPP reserve and will not reduce the number of shares available for issuance under the Company’s 2014 ESPP. The 2014 ESPP is intended to qualify as an “employee stock purchase plan,” or ESPP, under Section 423 of the Internal Revenue Code of 1986 with the purpose of providing employees with an opportunity to purchase the Company’s common stock through accumulated payroll deductions. On January 1, 2017 , the number of shares of common stock reserved for issuance under the Company’s 2014 Employee Stock Purchase Plan, or 2014 ESPP, automatically increased by 1% of the total number of shares of the Company’s capital stock outstanding on December 31, 2016 , or 237,744 shares. As of December 31, 2017 , there were 916,834 shares available for issuance under the 2014 ESPP. For the year ended December 31, 2017 , the Company recorded stock-based compensation expense of $0.2 million and issued 28,135 shares of common stock to employees under the 2014 ESPP. The fair value of the option component of the shares purchased under the 2014 ESPP was estimated using the Black-Scholes option-pricing model with the following weighted-average assumptions: Year Ended December 31, 2017 2016 2015 Expected term (in years) 0.5 0.5 0.5 Expected volatility 59.2 % 72.0 % 63.4 % Risk-free interest rate 0.9 % 0.4 % 0.2 % Expected dividend rate — % — % — % Fair Value of Common Stock . The fair value of the shares of common stock is based on the Company’s stock price. Expected Term . The expected term is based on the term of the purchase period under the 2014 ESPP. Expected Volatility . As of January 1, 2017 the expected volatility is based on the historical volatility of the Company's common stock. Prior to January 1, 2017, the expected volatility was based on volatility of a group of similar entities. In evaluating similarity, the Company considered factors such as industry, stage of life cycle, capital structure, and size. Risk-Free Interest Rate . The risk-free interest rate is based on U.S. Treasury constant maturity rates with remaining terms similar to the expected term. Expected Dividend Rate . The Company has never paid any dividends and does not plan to pay dividends in the foreseeable future, and, therefore, used an expected dividend rate of zero in the valuation model. Total Stock-Based Compensation Total stock-based compensation expense related to options and awards for employees and non-employees and shares purchased under the 2014 ESPP by employees, was allocated as follows (in thousands): Year Ended December 31, 2017 2016 2015 Research and development $ 5,902 $ 5,557 $ 6,511 General and administrative 7,328 6,396 5,877 Total stock-based compensation expense $ 13,230 $ 11,953 $ 12,388 There were no capitalized stock-based compensation costs or recognized stock-based compensation tax benefits during the years ended December 31, 2017 , 2016 , and 2015 . During 2017, 2016 and 2015, the Company modified certain equity awards, resulting in an acceleration of vesting for a portion of such awards as a result of termination of service. The acceleration in vesting of the unvested awards resulted in a Type III modification, which occurs when there is a change from an improbable to probable vesting condition. The Company recognized the incremental fair value, which was equal to the fair value of the awards on the modification date, and recognized the stock-based compensation over the remaining requisite service period. During the years ended December 31, 2017, 2016 and 2015, the Company recorded $0.1 million , $0.2 million and $2.4 million , respectively, of stock-based compensation expense in connection with these modifications. Common Stock As of December 31, 2017 and 2016 , the Company was authorized to issue up to 95,000,000 shares of par value $0.001 per share common stock. As of December 31, 2017 and 2016 , the Company had no shares of common stock subject to repurchase. Common stockholders are entitled to dividends when and if declared by the Board of Directors subject to the prior rights of the preferred stockholders. The holder of each share of common stock is entitled to one vote. The common stockholders voting as a class are entitled to elect one member to the Company’s Board of Directors. As of December 31, 2017 , no dividends have been declared. The Company had reserved shares of common stock, on an as if converted basis, for issuance as follows: December 31, 2017 Issuances under stock incentive plans 903,049 Issuances upon exercise of common stock warrants 34,113 Issuances under employee stock purchase plan 916,834 Issuances under inducement plan 292,096 2,146,092 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes From inception through 2017, the Company has only generated pretax losses in the United States and has not generated any pretax income or loss outside of the United States. As a result of the Company's transfer of the economic rights to certain intellectual property to the Company's wholly owned subsidiary, Revance International Limited, the Company will begin to have operations outside of the U.S. The Company did not record a provision (benefit) for income taxes for the years ended December 31, 2017 , 2016 , and 2015 . The domestic and foreign components of loss before provision for income taxes were as follows (in thousands): Years ended December 31, 2017 2016 2015 Domestic $ (118,331 ) $ (89,270 ) $ (73,476 ) Foreign (2,256 ) — — Loss before provision for income taxes $ (120,587 ) $ (89,270 ) $ (73,476 ) Significant components of the Company’s deferred tax assets as of December 31, 2017 and 2016 consist of the following (in thousands): Year Ended December 31, 2017 2016 Deferred tax assets: Net operating loss carryforward $ 106,338 $ 139,647 Accruals and reserves 2,591 2,433 Stock based compensation 5,400 4,805 Tax credits 6,779 4,053 Fixed and intangible assets 7,221 8,209 Valuation Allowance (128,329 ) (159,147 ) Net deferred tax assets $ — $ — Reconciliations of the statutory federal income tax (benefit) to the Company’s effective tax for the years ended December 31, 2017 , 2016 , and 2015 are as follows (in thousands): Year Ended December 31, 2017 2016 2015 Tax (benefit) at statutory federal rate $ (40,999 ) $ (30,352 ) $ (24,982 ) Foreign rate differential and withholding taxes 767 — — Nondeductible/nontaxable items 738 832 224 Impact of the Tax Reform Act 62,903 — — Sale of Intellectual Property (1) 14,008 — — Research and development credits (1,858 ) (544 ) (516 ) Other 224 11 607 Change in valuation allowance $ (35,783 ) $ 30,053 $ 24,667 Provision for taxes $ — $ — $ — (1) This represents the tax effect of an inter-entity sale which was eliminated for financial reporting purposes. The valuation allowance is determined using an assessment of both positive and negative evidence. Based on the available objective evidence and the Company’s history of losses management believes it is more likely than not that the net deferred tax assets will not be realized. The Company has established a valuation allowance to offset deferred tax assets as of December 31, 2017 and 2016 due to the uncertainty of realizing future tax benefits from its net operating loss carryforwards and other deferred tax assets. The valuation allowance decreased by $30.8 million and increased by $29.2 million during the years ended December 31, 2017 and 2016 , respectively. The valuation allowance decreased primarily due to the impact of the Tax Reform Act. As of December 31, 2017 , the Company had net operating loss carryforwards available to reduce future taxable income, if any, for Federal, California, and New Jersey income tax purposes of $453.1 million , $160.2 million , and $378.7 million , respectively. If not utilized, the Federal net operating loss carryforward begin expiring in 2020, the California net operating loss carryforwards began expiring in 2010, and the New Jersey state net operating loss carryforwards begin expiring in 2030. The Company recognizes excess tax benefits associated with the exercise of stock options directly to stockholders’ equity only when realized. As of December 31, 2017 , the Company also had research and development credit carryforwards of $4.3 million and $6.1 million available to reduce future taxable income, if any, for Federal and California state income tax purposes, respectively. If not utilized, the Federal credit carryforwards will begin expiring in 2023 and the California credit carryforwards have no expiration date. In general, if the Company experiences a greater than 50 percentage point aggregate change in ownership over a 3-year period (a Section 382 ownership change), utilization of its pre-change NOL carryforwards are subject to an annual limitation under Section 382 of the Internal Revenue Code (California and New Jersey have similar laws). The annual limitation generally is determined by multiplying the value of the Company’s stock at the time of such ownership change (subject to certain adjustments) by the applicable long-term tax-exempt rate. Such limitations may result in expiration of a portion of the NOL carryforwards before utilization. The Company determined that an ownership change occurred on April 7, 2004 but that all carryforwards can be utilized prior to the expiration. The Company also determined that an ownership change occurred in February 2014. As a result of the 2014 change, the Company reduced the deferred tax assets and the corresponding valuation allowance to account for this limitation. Since the R&D credits for California carry over indefinitely, there was no change to the California R&D credits. The Company has reviewed its IRC §382 limitation through December 31, 2017 and have not identified any ownership changes resulting in a limitation. The ability of the Company to use its remaining NOL carryforwards may be further limited if the Company experiences a Section 382 ownership change as a result of future changes in its stock ownership. On December 22, 2017, the U.S. government enacted a comprehensive tax reform legislation, commonly referred to as the Tax Cuts and Jobs Act (the “Tax Reform Act”). The Tax Reform Act makes broad and complex changes to the US tax code including but not limited to, (1) reducing the U.S. federal corporate tax rate from 35% to 21%; (2) requiring companies to pay a one-time transition tax on certain repatriated earnings of foreign subsidiaries, which has no impact to the Company; (3) generally eliminating US federal income taxes on dividends from foreign subsidiaries; (4) requiring a current inclusion in US federal income of certain earnings of controlled foreign corporations; (5) creating a new limitation on deductible interest expense; and (6) changing rules related to the uses and limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) which provides guidance on accounting for the tax effects of the Tax Reform Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Reform Act enactment date for companies to complete the accounting under ASC 740, Income Taxes . In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Reform Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the Tax Reform Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the Tax Reform Act. Effect of Tax Reform Act and SAB 118 - The Tax Reform Act reduces the corporate tax rate to 21 percent, effective January 1, 2018. In addition, the Company’s accounting for the tax effects of enactment of the Tax Reform Act is incomplete; however, in certain cases, as described below, we have made a reasonable estimate of the effects on our existing deferred tax balances and valuation allowance. In certain aspects, we have not been able to make a reasonable estimate and continue to account for those items based on our existing accounting under ASC 740, Income Taxes , and the provisions of the tax laws that were in effect immediately prior to enactment. The Company has determined that the $62.9 million recorded in connection with the re-measurement of certain deferred tax assets and liabilities, and corresponding valuation allowance was a provisional amount and a reasonable estimate at December 31, 2017. The Company has not completed the accounting with regard to the tax effects associated with an intra-entity transfer of certain intellectual property rights with the enactment of Tax Reform Act. Our accounting for the intra-entity transfer reflects the utilization of net operating losses on the basis of the laws in effect before the Tax Reform Act. The Company is evaluating the impact under Tax Reform Act on the Company's global business structure. In all aspects, the Company will continue to make and refine calculations as additional analysis is completed. The Company expects to complete the accounting assessment during the one year measurement period provided by SAB 118. The Company follows the provisions of the FASB’s guidance for accounting for uncertain tax positions. The guidance indicates a comprehensive model for the recognition, measurement, presentation and disclosure in financial statements of any uncertain tax positions that have been taken or expected to be taken on a tax return. No liability related to uncertain tax positions is recorded in the financial statements due to the fact the liabilities have been netted against deferred attribute carryovers. It is the Company’s policy to include penalties and interest related to income tax matters in income tax expense. The unrecognized tax benefit was $2.6 million and $1.8 million at December 31, 2017 and December 31, 2016 , respectively. The Company does not expect that its uncertain tax positions will materially change in the next twelve months. No liability related to uncertain tax positions is recorded on the financial statements. During the year ending December 31, 2017 , the amount of unrecognized tax benefits increased due to additional research and development credits generated for prior periods. The additional uncertain tax benefits would not impact the Company’s effective tax rate to the extent that the Company continues to maintain a full valuation allowance against its deferred tax assets. The unrecognized tax benefit was as follows (in thousands): Unrecognized tax benefits Balance as of December 31, 2014 1,268 Additions for prior tax positions 10 Additions for current tax positions 259 Balance as of December 31, 2015 1,537 Additions for prior tax positions 9 Additions for current tax positions 273 Balance as of December 31, 2016 1,819 Additions for prior tax positions — Additions for current tax positions 758 Balance as of December 31, 2017 2,577 The Company files income tax returns in the United States, California, and other states. The Company is not currently under examination by income tax authorities in federal, state or other jurisdictions. All tax returns will remain open for examination by the federal and state authorities for three and four years, respectively, from the date of utilization of any net operating loss or tax credits. |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Dec. 31, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Defined Contribution Plan | Defined Contribution Plan The Company sponsors a defined contribution plan under Section 401(k) of the Internal Revenue Code covering substantially all employees over the age of 18 years. Contributions made by the Company are voluntary and are determined annually by the Board of Directors on an individual basis subject to the maximum allowable amount under federal tax regulations. During the year ended December 31, 2017, the Company made contributions to the plan of approximately $0.2 million . The Company made no contributions for the years ended December 31, 2016 and 2015. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events 2014 EIP Stock Option and Awards Grants In February 2018, the Company granted 557,050 stock options and 201,750 restricted stock awards under the 2014 EIP to existing employees. The aggregate grant date fair value is estimated to be $16.0 million . Collaboration and License Agreement On February 28, 2018, Revance Therapeutics, Inc. (“Revance” or “the Company”) and Mylan Ireland Limited, a wholly-owned indirect subsidiary of Mylan N.V. (“Mylan”), entered into a collaboration agreement (the “Agreement”) pursuant to which Revance and Mylan will collaborate exclusively, on a world-wide basis (excluding Japan), to develop, manufacture and commercialize a biosimilar to the branded biologic product (onabotulinumtoxinA) marketed as BOTOX®. Under the Agreement, Revance will be primarily responsible for (a) non-clinical development activities, (b) clinical development activities in North America, and (c) manufacturing and supply of clinical drug substance and drug product; and Mylan will be primarily responsible for (a) clinical development activities outside of North America (excluding Japan) (the “ex-U.S. Mylan territories”), (b) regulatory activities, and (c) commercialization for any approved product. Revance will be solely responsible for an initial portion of non-clinical development costs. The remaining portion of any non-clinical development costs and clinical development costs for obtaining approval in the U.S. and Europe will be shared equally between the parties, and Mylan will be responsible for all other clinical development costs and commercialization expenses. Revance and Mylan will form a joint steering committee, consisting of an equal number of members from Revance and Mylan, to oversee and manage the development, manufacture and commercialization of the biosimilar. The parties will also enter into a separate agreement, within six months, covering supply of drug substance and drug product. In addition, Mylan may elect to have the drug product manufactured by another party, including a third-party contract manufacturing organization or a Mylan affiliate. Revance has granted Mylan an exclusive, world-wide license (excluding Japan) to the Company’s intellectual property rights for the development and commercialization of the biosimilar under the Agreement. Revance has retained all rights in Japan and has retained rights in the U.S. and ex-U.S. Mylan territories to develop and manufacture the biosimilar for Mylan to commercialize. Mylan has agreed to pay Revance a non-refundable upfront payment of $25 million with contingent payments of up to $100 million , in the aggregate, upon the achievement of specified clinical and regulatory (i.e. biosimilar biological pathway) milestones and of specified, tiered sales milestones of up to $225 million . In addition, Mylan will pay Revance royalties on sales of the biosimilar in the Mylan territories. With respect to royalties on sales of the biosimilar in the Mylan territories, Mylan would pay Revance low to mid double digit royalties on any sales of the biosimilar in the U.S., mid double digit royalties on any sales in Europe, and high single digit royalties on any sales in other ex-U.S. Mylan territories. However, Revance has agreed to waive royalties for U.S. sales, up to a limit of $50 million in annual sales, during the first approximately four years after commercialization to defray launch costs. The term of the collaboration will continue, on a country-by-country basis, in perpetuity until terminated by either party pursuant to the terms of the Agreement. Either party may terminate the agreement for breach by, or bankruptcy of, the other party. Mylan may terminate the Agreement in its entirety or on a region-by-region basis, and may also terminate if a biosimilar development pathway is not deemed viable, with such determination only occurring after an FDA advisory meeting. All rights, including licenses, and obligations terminate in the country or countries for which termination applies, with limited exceptions for royalty-bearing licenses to certain intellectual property rights, and rights to certain data, for the continued development and sale of the biosimilar in the country or countries for which termination applies. The Company is currently evaluating the impact this agreement will have on the Company's Consolidated Financial Statements. |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Data [Abstract] | |
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited) The following amounts are in thousands, except per share amounts: For the Quarters Ended December 31, September 30, June 30, March 31, 2017 Revenue $ 37 $ 75 $ 75 $ 75 Loss on Impairment $ (2,927 ) $ — $ — $ — Net loss $ (35,906 ) $ (30,651 ) $ (26,874 ) $ (27,156 ) Basic and Diluted net loss attributable to common stockholders $ (35,906 ) $ (30,651 ) $ (26,874 ) $ (27,156 ) Basic and Diluted net loss per share attributable to common stockholders (1) $ (1.14 ) $ (1.01 ) $ (0.90 ) $ (0.94 ) 2016 Revenue $ 75 $ 75 $ 75 $ 75 Loss on Impairment $ (7,111 ) $ — $ (1,949 ) $ — Net loss $ (26,802 ) $ (17,978 ) $ (24,602 ) $ (19,888 ) Basic and Diluted net loss attributable to common stockholders $ (26,802 ) $ (17,978 ) $ (24,602 ) $ (19,888 ) Basic and Diluted net loss per share attributable to common stockholders $ (0.95 ) $ (0.64 ) $ (0.88 ) $ (0.71 ) (1) Net loss per share amounts are calculated discretely and therefore may not add up to the total due to rounding. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Consolidated Financial Statements of the Company include the Company’s accounts and those of its wholly-owned subsidiaries, Revance Therapeutics Limited and Revance International Limited, and have been prepared in conformity with accounting principles generally accepted in the United States of America, or US GAAP. In October 2017, the Company created a wholly owned subsidiary, Revance International Limited. The Company operates in one segment. |
Principles of Consolidation | Principles of consolidation The Consolidated Financial Statements include the accounts of the company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of Consolidated Financial Statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Such management estimates include accruals, stock-based compensation, fair value of derivative liability, impairment of long-lived assets and the valuation of deferred tax assets. The Company bases its estimates on historical experience and also on assumptions that it believes are reasonable, however, actual results could significantly differ from those estimates. |
Risks and Uncertainties | Risks and Uncertainties The product candidates developed by the Company require approvals from the U.S. Food and Drug Administration (FDA) or foreign regulatory agencies prior to commercial sales. There can be no assurance that the Company’s current and future product candidates will meet desired efficacy and safety requirements to obtain the necessary approvals. If approval is denied or delayed, it may have a material adverse impact on the Company’s business and its Consolidated Financial Statements. The Company is subject to risks common to companies in the development stage including, but not limited to, dependency on the clinical and commercial success of its product candidates, ability to obtain regulatory approval of its product candidates, the need for substantial additional financing to achieve its goals, uncertainty of broad adoption of its approved products, if any, by physicians and consumers, significant competition and untested manufacturing capabilities. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of short and long-term investments. Under the Company's Investment Policy, the Company limits its credit exposure by investing in highly liquid funds and debt obligations of the U.S. government and its agencies with high credit quality. The Company’s cash, cash equivalents, and investments are held in the United States of America. Such deposits may, at times, exceed federally insured limits. The Company has not experienced any significant losses on its deposits of cash, cash equivalents, and investments. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investment securities with remaining maturities at the date of purchase of three months or less to be cash equivalents. Cash and cash equivalents may include deposit, money market funds, and debt securities. |
Restricted Cash | Restricted Cash As of December 31, 2017 and 2016 , a deposit totaling $580,275 was restricted from withdrawal. The Company has a deposit balance of $400,000 that relates to the restriction on securing the Company’s facility lease and will remain until the end of the lease. The remaining $180,275 deposit balance relates to a letter of credit. These balances are included in restricted cash on the accompanying Consolidated Balance Sheets and within the cash, cash equivalents, and restricted cash balance on the Consolidated Statement of Cash Flows. |
Investments | Investments Short-term investments generally consist of securities with original maturities greater than three months and remaining maturities of less than one year, while long-term investments generally consist of securities with remaining maturities greater than one year. The Company determines the appropriate classification of its investments at the time of purchase and reevaluates such determination at each balance sheet date. All of its investments are classified as available-for-sale and carried at fair value, with the change in unrealized gains and losses reported as a separate component of other comprehensive income (loss) on the Consolidated Statements of Operations and Comprehensive Loss and accumulated as a separate component of stockholders' equity on the Consolidated Balance Sheets. Interest income, net includes interest, dividends, amortization of purchase premiums and discounts, realized gains and losses on sales of securities and other-than-temporary declines in the fair value of investments, if any. The cost of securities sold is based on the specific-identification method. The Company monitors its investment portfolio for potential impairment on a quarterly basis. If the carrying amount of an investment in debt securities exceeds its fair value and the decline in value is determined to be other-than-temporary, the carrying amount of the security is reduced to fair value and a loss is recognized in operating results for the amount of such decline. In order to determine whether a decline in value is other-than-temporary, the Company evaluates, among other factors, the cause of the decline in value, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, and its intent and ability to hold the security to maturity or forecasted recovery. The Company mitigates its credit risk by investing in money market funds, U.S. treasury securities, and U.S. government agency obligations which limits the amount of investment exposure as to credit quality and maturity. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company uses fair value measurements to record fair value adjustments to certain financial and non-financial assets and liabilities to determine fair value disclosures. The accounting standards define fair value, establish a framework for measuring fair value, and require disclosures about fair value measurements. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the principal or most advantageous market in which the Company would transact are considered along with assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable, that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, 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 to the valuation methodology and including data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Computer equipment, lab equipment and furniture and fixtures, and manufacturing equipment is depreciated over 3 , 5 , and 7 years , respectively. Repairs and maintenance that do not extend the life or improve an asset are expensed in the period incurred. Leasehold improvements are amortized over the lesser of 15 years or the term of the lease. Repairs and maintenance are charged to operations as incurred. When assets are retired or otherwise disposed of, the costs and accumulated depreciation are removed from the Consolidated Balance Sheets and any resulting gain or loss is reflected in the Consolidated Statements of Operations and Comprehensive Loss in the period realized. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates its long-lived assets for indications of possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by a comparison of the carrying amount of the asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. The Company determines the fair value of its long-lived assets using the market approach, cost approach or income approach. |
Clinical Trial Accruals | Clinical Trial Accruals Clinical trial costs are charged to research and development expense as incurred. The Company accrues for expenses resulting from contracts with clinical research organizations (CROs), consultants, and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations, which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to the Company under such contracts. The Company’s objective is to reflect the appropriate expense in the Consolidated Financial Statements by matching the appropriate expenses with the period in which services and efforts are expended. In the event advance payments are made to a CRO, the payments will be recorded as a prepaid expense, which will be amortized as services are rendered. The CRO contracts generally include pass-through fees including, but not limited to, regulatory expenses, investigator fees, travel costs and other miscellaneous costs, including shipping and printing fees. The Company determines accrual estimates through reports from and discussion with clinical personnel and outside services providers as to the progress or state of completion of trials, or the services completed. The Company estimates accrued expenses as of each balance sheet date based on the facts and circumstances known to the Company at that time. The Company’s clinical trial accrual is dependent, in part, upon the receipt of timely and accurate reporting from the CROs and other third-party vendors. |
Revenue | Revenue We recognize revenue when the following criteria are met: persuasive evidence of a sales arrangement exists; delivery has occurred; the price is fixed or determinable; and collectability is reasonably assured. During the years ended December 31, 2017 , 2016 , and 2015 , we received revenue from a royalty agreement. Revenue from royalty payments is contingent on sales activities by our licensees. As a result, we recognize royalty revenue when all revenue recognition criteria have been satisfied. We recognize revenue for milestone payments upon the achievement of specified milestones if (1) the milestone is substantive in nature, and the achievement of the milestone was not reasonably assured at the inception of the agreement, (2) the achievement relates to past performance, and (3) the fees are nonrefundable. Milestone payments received in excess of amounts earned are classified as deferred revenue until earned. |
Research and Development Expenditures | Research and Development Expenditures Research and development costs are charged to operations as incurred. Research and development costs include, but are not limited to, personnel expenses, clinical trial supplies, fees for clinical trial services, manufacturing costs, consulting costs and allocated overhead, including rent, equipment, depreciation and utilities. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method. The Company estimates actual current tax exposure together with assessing temporary differences resulting from differences in accounting for reporting purposes and tax purposes for certain items, such as accruals and allowances not currently deductible for tax purposes. These temporary differences result in deferred tax assets and liabilities, which are included in the Company’s Consolidated Balance Sheets. In general, deferred tax assets represent future tax benefits to be received when certain expenses previously recognized in the Company’s Consolidated Statements of Operations and comprehensive loss become deductible expenses under applicable income tax laws or when net operating loss or credit carryforwards are utilized. Accordingly, realization of the Company’s deferred tax assets is dependent on future taxable income against which these deductions, losses and credits can be utilized. The Company must assess the likelihood that the Company’s deferred tax assets will be recovered from future taxable income, and to the extent the Company believes that recovery is not likely, the Company establishes a valuation allowance. Based on the available evidence, the Company is unable, at this time, to support the determination that it is more likely than not that its deferred tax assets will be utilized in the future. Accordingly, the Company recorded a full valuation allowance as of December 31, 2017 and 2016 . The Company intends to maintain valuation allowances until sufficient evidence exists to support its reversal. |
Stock-Based Compensation | Stock-Based Compensation The Company has equity incentive plans under which various types of equity-based awards including, but not limited to, incentive stock options, non-qualified stock options, and restricted stock awards, may be granted to employees, non-employee directors, and non-employee consultants. The Company also has an inducement plan under which various types of equity-based awards, including non-qualified stock options and restricted stock awards, may be granted to new employees. For stock options granted to employees and directors, the Company recognizes compensation expense for all stock-based awards based on the estimated grant-date fair values. For restricted stock awards to employees, the fair value is based on the closing price of the Company's common stock on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as expense ratably over the requisite service period. The fair value of stock options is determined using the Black-Scholes option pricing model. As of January 1, 2017, the Company adopted the forfeiture rate methodology change in accordance with ASC 2016-09 to account for forfeitures as they occur. Prior to the adoption of ASC 2016-09, the Company was required to estimate forfeitures at the time of grant and revised those estimates in subsequent periods if actual forfeitures differed from those estimates. The Company used historical data to estimate pre-vesting option forfeitures and record stock-based compensation expense only for those awards that were expected to vest. To the extent actual forfeitures differed from the estimates, the difference was recorded as a cumulative adjustment in the period that the estimates were revised. Stock-based compensation expense related to stock options granted to non-employees is recognized based on the fair value of the stock options, determined using the Black-Scholes option pricing model, as they are earned. The awards vest over the time period the Company expects to receive services from the non-employee. |
Warrants | Warrants The Company has issued freestanding warrants to purchase shares of common stock in connection with certain debt and lease transactions. The warrants are recorded at fair value using the Black-Scholes option pricing model. Common stock warrants classified as equity at inception are recorded to additional paid-in capital at fair value upon issuance. |
Common Stock Warrants | Common stock warrants classified as equity at inception are recorded to additional paid-in capital at fair value upon issuance. |
Derivative Liabilities | Derivative Liabilities The Company bifurcated and separately accounted for derivative instruments related to payment provisions underlying the Medicis settlement. These derivatives are accounted for as liabilities, which will be remeasured to fair value as of each balance sheet date, with changes in fair value recognized in the Consolidated Statements of Operations and Comprehensive Loss. The Company will continue to record adjustments to the fair value of the derivative liabilities associated with the Medicis settlement until the remaining settlement payment has been paid. |
Contingencies | Contingencies From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of business. The Company evaluates the likelihood of an unfavorable outcome in legal or regulatory proceedings to which it is a party and records a loss contingency on an undiscounted basis when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These judgments are subjective and based on the status of such legal or regulatory proceedings, the merits of the Company's defenses, and consultation with legal counsel. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company's estimates. The Company estimates accruals for legal expenses when incurred as of each balance sheet date based on the facts and circumstances known to the Company at that time. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as a change in equity of a business enterprise during a period, resulting from transactions from non-owner sources. During the year ended December 31, 2017 , the Company reclassified the net gain of less than $0.1 million from the sale of available for sale securities from other comprehensive loss to other income. During the years ended December 31, 2016 and 2015 , the Company had unrealized losses for investments, which qualified as other comprehensive loss and, therefore have been reflected in the Consolidated Statements of Operations and Comprehensive Loss. |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common Stockholders The Company’s basic net loss per share attributable to common stockholders is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period, which includes vested restricted stock awards. The diluted net loss per share attributable to common stockholders is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period. The diluted net loss per share attributable to common stockholders also includes vested restricted stock awards and, if the effect is not anti-dilutive, unvested restricted stock awards. For purposes of this calculation, options to purchase common stock, unvested restricted stock, and common stock warrants are considered common stock equivalents. |
Interest Expense | Interest Expense Interest expense, includes cash and non-cash components with the non-cash components consisting of (i) interest recognized from the amortization of debt issuance costs, which were capitalized on the Consolidated Balance Sheets, that are generally derived from cash payments related to the issuance of notes payable, (ii) interest recognized from the amortization of debt discounts, which were capitalized on the Consolidated Balance Sheets, derived from the issuance of warrants and derivatives issued in conjunction with notes payable, (iii) interest capitalized for assets constructed for use in operations, and (iv) effective interest recognized on the financing obligation. The capitalized amounts related to the debt issuance costs and debt discounts are generally amortized to interest expense over the term of the related debt instruments. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business , which clarifies the definition of a business and assists entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This ASU is effective for annual periods beginning after December 15, 2017, however early adoption is permitted. Effective October 1, 2017, the Company early adopted this update on a prospective basis. The adoption of the pronouncement did not have a material impact on the Company's Consolidated Financial Statements. On March 30, 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting (Topic 718) . The amendments in ASU 2016-09 affect all entities that issue share-based payment awards to their employees and involve multiple aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statements of cash flows. The ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. As of January 1, 2017, the Company adopted ASU 2016-09 on a modified retrospective basis for the income statement impact of forfeitures and income taxes. Accordingly, the Company recognized a cumulative charge of less than $0.1 million to the Company's Accumulated Deficit balance as of January 1, 2017 from a change in the forfeiture rate methodology to account for forfeitures as they occur. The Company also adopted the accounting methodology related to stock-based compensation for deferred tax assets and liabilities balances; however, given the Company has a full valuation allowance, it did not have a impact on the Company's Consolidated Financial Statements. In the current year, the Company increased the net operating losses disclosed by $8 million to account for previous benefits not recognized from employee stock option exercises. The new guidance had no classification impact to the Consolidated Statements of Cash Flows. On January 5, 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities , which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The updated standard is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 and early adoption is not permitted. The Company adopted this standard and determined it has no impact to the Company's Consolidated Financial Statements. Recent Accounting Pronouncements In February 2018, the FASB issued ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , to address specific consequences of the Tax Reform Act. The update allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Reform Act. The accounting update is effective January 1, 2019, with early adoption permitted, and is to be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Act is recognized. The Company is currently evaluating the impact of the new standard on the Company's Consolidated Financial Statements. In May 2017, the FASB issued ASU No. 2017-09, Scope of Modification Accounting (Topic 718) ("ASU 2017-09"), which amends the scope of modification accounting for share-based payment arrangements. The amendment provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. ASU 2017-09 is effective for fiscal years beginning after December 15, 2017, with early adoption permitted. The Company anticipates this standard will have no impact on its Consolidated Financial Statements. In October 2016, the FASB issued ASU 2016-16, Income Taxes - Intra-Entity Transfers of Assets Other Than Inventory , which requires entities to recognize income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The amendments in ASU 2016-16 are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods and requires a modified retrospective method of adoption. Early adoption is permitted, but for public companies generally only in the first quarter of an entity’s annual fiscal year. The Company is currently evaluating the impact this standard will have on the Company's Consolidated Financial Statements but since the Company has a full valuation allowance, the ASU is not expected to have financial statement impact. On February 25, 2016, the FASB issued ASU 2016-02 Leases (Topic 842) which requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases with terms greater than 12 months. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the effect these lease and revenue recognition standards will have on its Consolidated Financial Statements; however, the Company anticipates recognizing assets and liabilities arising from any leases that meet the requirements under ASU 2016-02 on the adoption date and including qualitative and quantitative disclosures in the Company’s Notes to the Consolidated Financial Statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which sets forth a single, comprehensive revenue recognition model for all contracts with customers to improve comparability. Subsequently, the FASB issued several standards related to ASU 2014-09 (collectively, the “New Revenue Standard”), including the most recent ASU, ASU 2017-14, Income Statement - Reporting Comprehensive Income (Topic 220), and Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), which was issued in November 2017. The New Revenue Standard requires revenue recognition to depict the transfer of goods or services to customers in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. In addition, the New Revenue Standard requires expanded disclosures. This New Revenue Standard permits the use of either the retrospective or cumulative effect transition method when adopted. The New Revenue Standard becomes effective for the Company in the first quarter of fiscal year 2018. The Company will adopt the New Revenue Standard in the first quarter of fiscal year 2018. The Company is still evaluating the effect on prior reported revenue; however, it anticipates that adoption of the New Revenue Standard will not have a material impact on the Company's Consolidated Financial Statements. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Common Stock Equivalents Excluded from Computation of Diluted Net Income (Loss) Per Share | The following common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive: As of December 31, 2017 2016 2015 Stock options 3,210,400 2,790,646 2,420,105 Common stock warrants 34,113 61,595 61,595 Unvested restricted stock awards 639,287 416,229 315,600 |
Cash Equivalents and Investme25
Cash Equivalents and Investments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Available-for-sale securities | The following table is a summary of amortized cost, unrealized gain and loss, and fair value (in thousands): December 31, 2017 December 31, 2016 Cost Unrealized Fair Value Cost Unrealized Fair Value Gains Losses Gains Losses Money market funds $ 236,744 $ — $ — $ 236,744 $ 60,639 $ — $ — $ 60,639 U.S. treasury securities — — — — 81,103 4 (28 ) 81,079 U.S. government agency obligations — — — — 40,968 1 (22 ) 40,947 Total cash equivalents and available-for-sale securities $ 236,744 $ — $ — $ 236,744 $ 182,710 $ 5 $ (50 ) $ 182,665 Classified as: Cash equivalents $ 236,744 $ 60,639 Short-term investments — 122,026 Total cash equivalents and available-for-sale securities $ 236,744 $ 182,665 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | The fair value of these instruments was as follows (in thousands): As of December 31, 2017 Fair Value Level 1 Level 2 Level 3 Assets Money market funds $ 236,744 $ 236,744 $ — $ — Total assets measured at fair value $ 236,744 $ 236,744 $ — $ — Liabilities Derivative liabilities associated with the Medicis settlement $ 2,613 $ — $ — $ 2,613 Total liabilities measured at fair value $ 2,613 $ — $ — $ 2,613 As of December 31, 2016 Fair Value Level 1 Level 2 Level 3 Assets Money market funds $ 60,639 $ 60,639 $ — $ — U.S. treasury securities 81,079 81,079 — — U.S. government agency obligations 40,947 — 40,947 — Total assets measured at fair value $ 182,665 $ 141,718 $ 40,947 $ — Liabilities Derivative liabilities associated with the Medicis settlement $ 2,022 $ — $ — $ 2,022 Total liabilities measured at fair value $ 2,022 $ — $ — $ 2,022 |
Summary of Changes in Fair Value of Financial Instruments | The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments as follows (in thousands): Derivative Liability Associated with the Medicis Settlement Fair value as of December 31, 2016 $ 2,022 Change in fair value 591 Fair value as of December 31, 2017 $ 2,613 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Components [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consists of the following (in thousands): As of December 31, 2017 2016 Manufacturing equipment $ 11,989 $ 12,268 Computer equipment 1,567 701 Furniture and fixtures 635 610 Leasehold improvements 4,255 4,214 Construction in progress 4,335 4,950 Total property and equipment 22,781 22,743 Less: Accumulated depreciation and amortization (13,531 ) (12,158 ) Property and equipment, net $ 9,250 $ 10,585 |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): As of December 31, 2017 2016 Prepaid expenses $ 1,823 $ 978 Accounts and other receivables 48 128 Litigation settlement receivable due from insurance (Note 10) — 5,898 Other prepaid and current assets 444 163 Total prepaid expenses and other current assets $ 2,315 $ 7,167 |
Schedule of Accruals and Other Current Liabilities | Accruals and other current liabilities consist of the following (in thousands): As of December 31, 2017 2016 Accruals related to: Compensation $ 5,763 $ 3,121 Litigation settlement (Note 10) — 6,400 Professional service fees 1,773 720 Manufacturing and quality control costs 488 188 Clinical trial expenses 3,189 1,271 Fixed assets and construction-in-progress obligations 302 57 Other current liabilities 710 661 Total accruals and other current liabilities $ 12,225 $ 12,418 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments under Non-Cancelable Operating Leases | As of December 31, 2017 , the aggregate total future minimum lease payments under non-cancelable operating leases were as follows (in thousands): Year Ending December 31, 2018 $ 5,628 2019 5,812 2020 5,996 2021 6,173 2022 and thereafter 14,512 Total payments $ 38,121 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Summary of Stock Option and Restricted Stock Award Activity | The following summary of stock option and restricted stock award activity, excluding 2014 IN, for the periods presented is as follows: Number of Shares Available for Grant Number of Shares Underlying Outstanding Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value (In thousands) Balance as of December 31, 2014 91,634 1,886,148 $ 17.90 Additional shares reserved 950,978 — — Options granted (747,338 ) 747,338 18.94 Restricted stock awards granted (169,336 ) 169,336 — Options exercised — (205,735 ) 11.84 Options cancelled/forfeited 116,540 (116,540 ) 21.33 Restricted stock awards forfeited 24,306 (24,306 ) — Restricted stock awards released — (74,755 ) — Shares cancelled/retired under 2002/2012 plans (19,276 ) — — Net settlement of restricted stock awards to settle employee taxes 26,440 — — Balance as of December 31, 2015 273,948 2,381,486 $ 18.36 Additional shares reserved 1,131,538 — — Options granted (839,800 ) 839,800 16.72 Restricted stock awards granted (299,900 ) 299,900 — Options exercised — (131,752 ) 10.67 Options cancelled/forfeited 320,084 (320,084 ) 21.77 Restricted stock awards forfeited 80,333 (80,333 ) — Restricted stock awards released — (124,344 ) — Shares cancelled/retired under 2002/2012 plans — (38,829 ) 8.92 Net settlement of restricted stock awards to settle employee taxes 23,289 — — Balance as of December 31, 2016 689,492 2,825,844 $ 17.92 Additional shares reserved 1,145,958 — — Options granted (925,525 ) 925,525 21.65 Restricted stock awards granted (340,525 ) 340,525 — Options exercised — (309,341 ) 12.88 Options cancelled/forfeited 230,734 (230,734 ) 22.81 Restricted stock awards forfeited 81,905 (81,905 ) — Restricted stock awards released — (117,218 ) — Shares cancelled/retired under 2002/2012 plans — (696 ) 8.94 Net settlement of restricted stock awards to settle employee taxes 21,010 — — Balance as of December 31, 2017 903,049 3,352,000 $ 19.29 7.28 $ 46,703 Exercisable as of December 31, 2017 1,610,252 $ 18.28 6.39 $ 28,127 The following table summarizes the stock option activity for the 2014 IN is as follows: Number of Number of Weighted Weighted Aggregate (In thousands) Balance as of December 31, 2014 141,500 183,500 $ 22.52 Additional shares reserved 500,000 Options granted (206,250 ) 206,250 36.32 Restricted stock awards granted (34,375 ) 34,375 — Option forfeitures 29,531 (29,531 ) 22.97 Restricted stock award forfeitures 9,843 (9,843 ) — Awards released — (30,532 ) — Net settlement of restricted stock awards to settle employee taxes 9,640 — — Balance as of December 31, 2015 449,889 354,219 $ 31.46 Options granted (110,000 ) 110,000 18.37 Restricted stock awards granted (15,000 ) 15,000 — Option forfeitures 88,594 (88,594 ) 22.97 Restricted stock award forfeitures — — — Restricted stock awards released — (9,594 ) — Net settlement of restricted stock awards to settle employee taxes 3,604 — — Balance as of December 31, 2016 417,087 381,031 $ 29.43 Options granted (35,000 ) 35,000 24.40 Restricted stock awards granted (95,000 ) 95,000 — Restricted stock awards released — (13,344 ) — Net settlement of restricted stock awards to settle employee taxes 5,009 — — Balance as of December 31, 2017 292,096 497,687 $ 28.96 8.12 $ 2,653 Exercisable as of December 31, 2017 169,124 $ 29.50 7.89 $ 1,116 |
Schedule of Stock Options and Restricted Stock Exercise Price Range | The following table summarizes information with respect to stock options outstanding and currently exercisable as of December 31, 2017 : Options Outstanding Options Exercisable Exercise Price Number of Options Weighted- Average Remaining Contractual Life (In Years) $0.45 - 4.20 47,848 2.3 47,848 $8.70 358,382 5.4 358,382 $9.15 - 16.23 586,558 7.2 394,413 $16.30 - 17.12 328,857 7.7 179,805 $17.55 - 19.69 177,325 8.3 67,740 $19.70 436,836 9.1 97,173 $19.90 - 23.30 340,976 8.7 83,525 $23.45 - 31.60 322,357 8.2 109,224 $31.77 8,000 7.5 4,832 $32.22 - 36.32 603,261 6.9 436,434 3,210,400 1,779,376 |
Nonvested Restricted Stock Shares Activity | The following table summarizes information with respect to restricted stock awards outstanding as of December 31, 2017 : Number of Weighted-Average Grant-Date Fair Value Aggregate (In thousands) Outstanding as of December 31, 2014 251,325 $ 29.51 $ — Granted 203,711 21.55 — Vested (105,287 ) 27.79 — Forfeited (34,149 ) 22.77 — Outstanding as of December 31, 2015 315,600 $ 25.67 $ — Granted 314,900 17.16 — Vested (133,938 ) 26.41 — Forfeited (80,333 ) 20.35 — Outstanding as of December 31, 2016 416,229 $ 20.02 $ — Granted 435,525 22.08 — Vested (130,562 ) 23.25 — Forfeited (81,905 ) 19.32 — Outstanding as of December 31, 2017 639,287 $ 20.86 $ 13,332 |
Fair Value Assumptions | The fair value of the option component of the shares purchased under the 2014 ESPP was estimated using the Black-Scholes option-pricing model with the following weighted-average assumptions: Year Ended December 31, 2017 2016 2015 Expected term (in years) 0.5 0.5 0.5 Expected volatility 59.2 % 72.0 % 63.4 % Risk-free interest rate 0.9 % 0.4 % 0.2 % Expected dividend rate — % — % — % The fair value of the employee and non-employee director stock options was estimated using the Black-Scholes option-pricing model with the following weighted-average assumptions: Year Ended December 31, 2017 2016 2015 Expected term (in years) 6.0 6.0 6.0 Expected volatility 67.7 % 61.9 % 62.2 % Risk-free interest rate 2.1 % 1.4 % 1.6 % Expected dividend rate 0.0 % 0.0 % 0.0 % The fair value of the stock options vested is calculated at each reporting date using the Black-Scholes option pricing model with the following weighted-average assumptions: Year Ended December 31, 2017 2016 2015 Expected term (in years) 8.9 7.3 8.2 Expected volatility 67.9 % 68.9 % 73.0 % Risk-free interest rate 2.3 % 1.7 % 2.0 % Expected dividend rate 0.0 % 0.0 % 0.0 % |
Schedule of Stock-based Compensation Expense | Total stock-based compensation expense related to options and awards for employees and non-employees and shares purchased under the 2014 ESPP by employees, was allocated as follows (in thousands): Year Ended December 31, 2017 2016 2015 Research and development $ 5,902 $ 5,557 $ 6,511 General and administrative 7,328 6,396 5,877 Total stock-based compensation expense $ 13,230 $ 11,953 $ 12,388 |
Schedule of Reserved Shares of Common Stock | The Company had reserved shares of common stock, on an as if converted basis, for issuance as follows: December 31, 2017 Issuances under stock incentive plans 903,049 Issuances upon exercise of common stock warrants 34,113 Issuances under employee stock purchase plan 916,834 Issuances under inducement plan 292,096 2,146,092 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | The domestic and foreign components of loss before provision for income taxes were as follows (in thousands): Years ended December 31, 2017 2016 2015 Domestic $ (118,331 ) $ (89,270 ) $ (73,476 ) Foreign (2,256 ) — — Loss before provision for income taxes $ (120,587 ) $ (89,270 ) $ (73,476 ) |
Significant Components of Deferred Tax Assets | Significant components of the Company’s deferred tax assets as of December 31, 2017 and 2016 consist of the following (in thousands): Year Ended December 31, 2017 2016 Deferred tax assets: Net operating loss carryforward $ 106,338 $ 139,647 Accruals and reserves 2,591 2,433 Stock based compensation 5,400 4,805 Tax credits 6,779 4,053 Fixed and intangible assets 7,221 8,209 Valuation Allowance (128,329 ) (159,147 ) Net deferred tax assets $ — $ — |
Reconciliations of Statutory Federal Income Tax to Effective Tax Rate | Reconciliations of the statutory federal income tax (benefit) to the Company’s effective tax for the years ended December 31, 2017 , 2016 , and 2015 are as follows (in thousands): Year Ended December 31, 2017 2016 2015 Tax (benefit) at statutory federal rate $ (40,999 ) $ (30,352 ) $ (24,982 ) Foreign rate differential and withholding taxes 767 — — Nondeductible/nontaxable items 738 832 224 Impact of the Tax Reform Act 62,903 — — Sale of Intellectual Property (1) 14,008 — — Research and development credits (1,858 ) (544 ) (516 ) Other 224 11 607 Change in valuation allowance $ (35,783 ) $ 30,053 $ 24,667 Provision for taxes $ — $ — $ — (1) This represents the tax effect of an inter-entity sale which was eliminated for financial reporting purposes. |
Unrecognized Tax Benefit | The unrecognized tax benefit was as follows (in thousands): Unrecognized tax benefits Balance as of December 31, 2014 1,268 Additions for prior tax positions 10 Additions for current tax positions 259 Balance as of December 31, 2015 1,537 Additions for prior tax positions 9 Additions for current tax positions 273 Balance as of December 31, 2016 1,819 Additions for prior tax positions — Additions for current tax positions 758 Balance as of December 31, 2017 2,577 |
Quarterly Results of Operatio31
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Data [Abstract] | |
Schedule of Quarterly Financial Information | The following amounts are in thousands, except per share amounts: For the Quarters Ended December 31, September 30, June 30, March 31, 2017 Revenue $ 37 $ 75 $ 75 $ 75 Loss on Impairment $ (2,927 ) $ — $ — $ — Net loss $ (35,906 ) $ (30,651 ) $ (26,874 ) $ (27,156 ) Basic and Diluted net loss attributable to common stockholders $ (35,906 ) $ (30,651 ) $ (26,874 ) $ (27,156 ) Basic and Diluted net loss per share attributable to common stockholders (1) $ (1.14 ) $ (1.01 ) $ (0.90 ) $ (0.94 ) 2016 Revenue $ 75 $ 75 $ 75 $ 75 Loss on Impairment $ (7,111 ) $ — $ (1,949 ) $ — Net loss $ (26,802 ) $ (17,978 ) $ (24,602 ) $ (19,888 ) Basic and Diluted net loss attributable to common stockholders $ (26,802 ) $ (17,978 ) $ (24,602 ) $ (19,888 ) Basic and Diluted net loss per share attributable to common stockholders $ (0.95 ) $ (0.64 ) $ (0.88 ) $ (0.71 ) (1) Net loss per share amounts are calculated discretely and therefore may not add up to the total due to rounding. |
The Company and Basis of Pres32
The Company and Basis of Presentation - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2017 | Mar. 31, 2016 | Nov. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Company's incorporation date | Aug. 10, 1999 | |||||||||||||||
Commencement date of operations | Jun. 30, 2002 | |||||||||||||||
Change of entity name date | Apr. 19, 2005 | |||||||||||||||
Net loss | $ 35,906,000 | $ 30,651,000 | $ 26,874,000 | $ 27,156,000 | $ 26,802,000 | $ 17,978,000 | $ 24,602,000 | $ 19,888,000 | $ 120,587,000 | $ 89,270,000 | $ 73,476,000 | |||||
Working capital surplus | $ 264,300,000 | 264,300,000 | 264,300,000 | |||||||||||||
Accumulated deficit | 542,167,000 | 542,167,000 | 421,543,000 | 542,167,000 | 421,543,000 | |||||||||||
Cash, cash equivalents and investments | $ 282,900,000 | $ 282,900,000 | $ 185,500,000 | $ 282,900,000 | 185,500,000 | |||||||||||
Cash and cash equivalents, and investments, operating plan funding term, minimum | 12 months | |||||||||||||||
Proceeds from issuance of common stock in connection with the At-The-Market offering, net of commissions | $ 38,760,000 | 0 | $ 10,021,000 | |||||||||||||
Over-Allotment Option | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of common stock (in shares) | 487,500 | 550,806 | ||||||||||||||
Follow on Public Offering | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of common stock (in shares) | 5,389,515 | 3,737,500 | ||||||||||||||
Offering price per share (in dollars per share) | $ 31 | $ 36 | $ 31 | $ 31 | ||||||||||||
Proceeds from issuance of common stock in connection with the At-The-Market offering, net of commissions | $ 126,200,000 | $ 156,900,000 | ||||||||||||||
At the Market Offering | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of common stock (in shares) | 352,544 | 1,802,651 | ||||||||||||||
Proceeds from issuance of common stock in connection with the At-The-Market offering, net of commissions | $ 10,000,000 | $ 38,200,000 | ||||||||||||||
Authorized aggregate offering price | $ 75,000,000 | $ 50,000,000 | ||||||||||||||
Commission percentage | 3.00% | |||||||||||||||
Proceeds from issuance of common stock, net of commissions | 38,800,000 | |||||||||||||||
Stock offering expense | 600,000 | |||||||||||||||
Stock issuance costs paid | $ 400,000 | $ 200,000 | ||||||||||||||
At the Market Offering | Weighted Average | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Offering price per share (in dollars per share) | $ 22.17 | $ 22.17 | $ 30.76 | $ 22.17 |
Summary of Significant Accoun33
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||
Restricted cash | $ 580,275 | $ 580,275 |
Restricted cash, balance to remain until end of lease | 400,000 | |
Cash, cash equivalents, and short-term investments | $ 282,900,000 | $ 185,500,000 |
Common stock, shares outstanding | 36,516,075 | 28,648,954 |
Net gain from the sale of available-for-sale securities to other income (less than) | $ 100,000 | |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Lab equipment and furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Manufacturing equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 7 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 15 years | |
Affiliated Entity | ||
Property, Plant and Equipment [Line Items] | ||
Common stock, shares outstanding | 3,600,000 | 3,400,000 |
Percentage of outstanding common stock held by JP Morgan Chase (less than 10% in 2017) | 9.75% | 11.95% |
Affiliated Entity | Level 1 | ||
Property, Plant and Equipment [Line Items] | ||
Cash, cash equivalents and short-term investments held at JP Morgan, fair value | $ 150,700,000 | $ 86,000,000 |
Letter of Credit | ||
Property, Plant and Equipment [Line Items] | ||
Restricted cash | 180,275 | |
Accounting Standards Update 2016-09 | ||
Property, Plant and Equipment [Line Items] | ||
Increase to net operating loss for previous benefits not recognized from employee stock option exercises | $ 8,000,000 | |
Accounting Standards Update 2016-09 | Accumulated Deficit | ||
Property, Plant and Equipment [Line Items] | ||
Cumulative charge | $ 100,000 |
Summary of Significant Accoun34
Summary of Significant Accounting Policies - Summary of Antidilutive Securities (Details) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share | 3,210,400 | 2,790,646 | 2,420,105 |
Common stock warrants | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share | 34,113 | 61,595 | 61,595 |
Unvested restricted stock awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share | 639,287 | 416,229 | 315,600 |
Revenue and License Agreements
Revenue and License Agreements (Details) - Relastin - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2011 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Asset purchase and royalty agreement, sale price | $ 50 | |||
Royalty revenue | $ 300 | $ 300 | $ 300 |
In-Process Research and Devel36
In-Process Research and Development (Details) - USD ($) | Jun. 02, 2016 | Jun. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Payment for acquisition of in-process research and development | $ 1,800,000 | $ 100,000 | $ 100,000 | $ 1,800,000 | $ 0 |
Holdback related to acquisition of in-process research and development | 0 | 200,000 | 0 | ||
Accrued milestone obligations | 1,773,000 | 720,000 | |||
Research and development | 2,000,000 | 80,361,000 | $ 50,381,000 | $ 47,529,000 | |
Botulinum Toxin Research Associates, Inc. | |||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Accrued milestone obligations | 16,000,000 | $ 16,000,000 | |||
Accruals and Other Current Liabilities | |||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Holdback related to acquisition of in-process research and development | $ 100,000 |
Medicis Settlement - Additional
Medicis Settlement - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2012 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Settlement And Termination [Line Items] | ||||||
Professional service fees | $ 1,773 | $ 720 | ||||
Medicis Pharmaceutical Corporation | ||||||
Settlement And Termination [Line Items] | ||||||
Settlement consideration payable | $ 25,000 | |||||
Upfront payment paid | 7,000 | |||||
Gain (loss) on derivative liability due to remeasurement | (600) | (600) | $ 100 | |||
Medicis Pharmaceutical Corporation | Proceeds Sharing Arrangement | ||||||
Settlement And Termination [Line Items] | ||||||
Settlement agreement, payable | $ 14,000 | |||||
Settlement payment | $ 7,100 | $ 6,900 | ||||
Medicis Pharmaceutical Corporation | Product Approval Payment Derivative | ||||||
Settlement And Termination [Line Items] | ||||||
Fair value of derivative | $ 2,600 | $ 2,000 | ||||
Remaining contractual term (in years) | 2 years 6 months | 3 years 3 months | ||||
Risk-free interest rate | 2.00% | 1.50% | ||||
Fair value assumptions, credit risk adjustment | 6.50% | 9.00% | ||||
Valeant Pharmaceuticals International, Inc. | Product Approval Payment Derivative | ||||||
Settlement And Termination [Line Items] | ||||||
Professional service fees | $ 4,000 |
Cash Equivalents and Investme38
Cash Equivalents and Investments (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | $ 236,744,000 | $ 182,710,000 |
Gross unrealized gain | 0 | 5,000 |
Gross unrealized loss | 0 | (50,000) |
Fair value | 236,744,000 | 182,665,000 |
Cash equivalents | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value | 236,744,000 | 60,639,000 |
Short-term investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value | 0 | 122,026,000 |
Money market funds | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 236,744,000 | 60,639,000 |
Gross unrealized gain | 0 | 0 |
Gross unrealized loss | 0 | 0 |
Fair value | 236,744,000 | 60,639,000 |
US treasury securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 0 | 81,103,000 |
Gross unrealized gain | 0 | 4,000 |
Gross unrealized loss | 0 | (28,000) |
Fair value | 0 | 81,079,000 |
U.S. government agency obligations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 0 | 40,968,000 |
Gross unrealized gain | 0 | 1,000 |
Gross unrealized loss | 0 | (22,000) |
Fair value | $ 0 | $ 40,947,000 |
Cash Equivalents and Investme39
Cash Equivalents and Investments - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities | $ 236,744,000 | $ 182,665,000 |
Other than temporary impairments on securities | 0 | |
Short-term investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities | $ 0 | $ 122,026,000 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | $ 236,744 | $ 141,718 |
Total liabilities measured at fair value | 0 | 0 |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 236,744 | 60,639 |
Level 1 | US treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 81,079 | |
Level 1 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 1 | Derivative liabilities associated with the Medicis settlement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 40,947 |
Total liabilities measured at fair value | 0 | 0 |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 2 | US treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 2 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 40,947 | |
Level 2 | Derivative liabilities associated with the Medicis settlement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Total liabilities measured at fair value | 2,613 | 2,022 |
Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 3 | US treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 3 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 3 | Derivative liabilities associated with the Medicis settlement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total liabilities measured at fair value | 2,613 | 2,022 |
Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 236,744 | 182,665 |
Total liabilities measured at fair value | 2,613 | 2,022 |
Recurring | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 236,744 | 60,639 |
Recurring | US treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 81,079 | |
Recurring | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 40,947 | |
Recurring | Derivative liabilities associated with the Medicis settlement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total liabilities measured at fair value | $ 2,613 | $ 2,022 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Fair Value of Financial Instruments (Detail) - Derivative liabilities associated with the Medicis settlement $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value as of December 31 | $ 2,022 |
Change in fair value | 591 |
Fair value as of December 31 | $ 2,613 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 22,781 | $ 22,743 |
Less: Accumulated depreciation and amortization | (13,531) | (12,158) |
Property and equipment, net | 9,250 | 10,585 |
Manufacturing equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 11,989 | 12,268 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,567 | 701 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 635 | 610 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 4,255 | 4,214 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 4,335 | $ 4,950 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Balance Sheet Components [Abstract] | |||
Depreciation expense | $ 1,468,000 | $ 1,445,000 | $ 1,995,000 |
Outstanding obligations related to construction-in-progress | 200,000 | 0 | |
Capitalized interest costs | 113,000 | 0 | $ 0 |
Fill/Finish Line | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Loss on impairment of long-lived assets | 2,900,000 | 9,100,000 | |
Remaining book value of impaired long-lived assets | 2,400,000 | 5,100,000 | |
Other Assets | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Remaining book value of impaired long-lived assets | $ 100,000 | $ 200,000 |
Balance Sheet Components - Sc44
Balance Sheet Components - Schedule of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Components [Abstract] | ||
Prepaid expenses | $ 1,823 | $ 978 |
Accounts and other receivables | 48 | 128 |
Litigation settlement receivable due from insurance | 0 | 5,898 |
Other prepaid and current assets | 444 | 163 |
Total prepaid expenses and other current assets | $ 2,315 | $ 7,167 |
Balance Sheet Components - Sc45
Balance Sheet Components - Schedule of Accruals and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Components [Abstract] | ||
Compensation | $ 5,763 | $ 3,121 |
Accrued litigation settlement | 0 | 6,400 |
Professional service fees | 1,773 | 720 |
Manufacturing and quality control costs | 488 | 188 |
Clinical trial expenses | 3,189 | 1,271 |
Fixed assets and construction-in-progress obligations | 302 | 57 |
Other current liabilities | 710 | 661 |
Total accruals and other current liabilities | $ 12,225 | $ 12,418 |
Notes Payable - Essex Capital N
Notes Payable - Essex Capital Notes (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||||
May 31, 2017 | Jun. 30, 2015 | Feb. 28, 2015 | May 31, 2014 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 17, 2014 | Jan. 31, 2014 | Dec. 20, 2013 | |
Debt Instrument [Line Items] | ||||||||||
Interest expense | $ 457 | $ 1,082 | $ 1,190 | |||||||
Essex Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Secured promissory notes, able to borrow (up to) | $ 10,800 | |||||||||
Short-term notes | $ 5,000 | |||||||||
Settlement of outstanding loan balance | $ 1,100 | |||||||||
Lease period | 3 years | 3 years | ||||||||
Total principal payments | $ 3,900 | |||||||||
Number of shares called by warrant | 44,753 | |||||||||
Equipment Purchased by Third Party, Increase During Period | $ 100 | |||||||||
Equipment purchased by third party | $ 9,800 | |||||||||
Percentage of original purchase amount of asset at end of lease | 10.00% | |||||||||
Purchase of equipment sold and leased back | $ 100 | $ 1,100 | ||||||||
Interest expense | $ 500 | $ 1,100 | $ 1,200 |
Notes Payable - Summary of Aggr
Notes Payable - Summary of Aggregate Total Future Minimum Lease Payments under the Financing Obligation (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
Aggregate total future minimum lease payments | $ 0.9 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Oct. 31, 2016 | Nov. 30, 2017 | Jan. 31, 2017 | Feb. 28, 2014 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 02, 2016 |
Loss Contingencies [Line Items] | ||||||||
Extended term of lease | 36 months | |||||||
Tenant improvement allowance | $ 3,000,000 | |||||||
Total rent payments payable under lease agreement | $ 72,800,000 | $ 38,121,000 | ||||||
Term of lease agreement | 15 years | |||||||
Rent expense | 5,300,000 | $ 5,300,000 | $ 5,300,000 | |||||
Accrued milestone obligations | 1,773,000 | $ 720,000 | ||||||
List Laboratories | Product Approval Payment Derivative | ||||||||
Loss Contingencies [Line Items] | ||||||||
Accrued milestone obligations | 2,000,000 | |||||||
Valeant Pharmaceuticals International, Inc. | Product Approval Payment Derivative | ||||||||
Loss Contingencies [Line Items] | ||||||||
Accrued milestone obligations | 4,000,000 | |||||||
Botulinum Toxin Research Associates, Inc. | ||||||||
Loss Contingencies [Line Items] | ||||||||
Accrued milestone obligations | 16,000,000 | $ 16,000,000 | ||||||
BioSentinel, Inc. | ||||||||
Loss Contingencies [Line Items] | ||||||||
Accrued milestone obligations | 300,000 | |||||||
City of Warren Police and Fire Retirement System | Settled Litigation | ||||||||
Loss Contingencies [Line Items] | ||||||||
Litigation settlement amount | $ 6,400,000 | |||||||
City of Warren Police and Fire Retirement System | Pending Litigation | ||||||||
Loss Contingencies [Line Items] | ||||||||
Litigation settlement payment to be held in escrow | $ 500,000 | |||||||
Loss contingency accrual | 6,400,000 | |||||||
Insurance Company | City of Warren Police and Fire Retirement System | Settled Litigation | ||||||||
Loss Contingencies [Line Items] | ||||||||
Litigation settlement payment to be held in escrow | $ 5,900,000 | |||||||
Insurance Company | City of Warren Police and Fire Retirement System | Pending Litigation | ||||||||
Loss Contingencies [Line Items] | ||||||||
Litigation settlement payment to be held in escrow | $ 5,900,000 | |||||||
Non-cancelable Equipment Operating Lease | ||||||||
Loss Contingencies [Line Items] | ||||||||
Total rent payments payable under lease agreement | $ 200,000 | |||||||
Term of lease agreement | 60 months | |||||||
Service Agreement | Ajinomoto Althea, Inc. | ||||||||
Loss Contingencies [Line Items] | ||||||||
Prepaid purchase obligations | $ 1,200,000 |
Commitments and Contingencies49
Commitments and Contingencies - Schedule of Future Minimum Lease Payments under Non-Cancelable Operating Leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Feb. 28, 2014 |
Commitments and Contingencies Disclosure [Abstract] | ||
2,018 | $ 5,628 | |
2,019 | 5,812 | |
2,020 | 5,996 | |
2,021 | 6,173 | |
2022 and thereafter | 14,512 | |
Total payments | $ 38,121 | $ 72,800 |
Stockholders' Equity - Converti
Stockholders' Equity - Convertible Preferred Stock (Details) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Equity [Abstract] | ||
Par value (in dollars per share) | $ 0.001 | |
Convertible preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Convertible preferred stock, shares issued | 0 | 0 |
Convertible preferred stock, shares outstanding | 0 | 0 |
Stockholders' Equity - Warrants
Stockholders' Equity - Warrants (Details) | 12 Months Ended | ||
Dec. 31, 2017$ / sharesshares | Dec. 31, 2016$ / sharesshares | Dec. 31, 2015investor$ / sharesshares | |
Warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of shares called by warrant | 34,113 | 61,595 | |
Warrants | Warrants Exercised by Three Shareholders | |||
Class of Warrant or Right [Line Items] | |||
Number of investors | investor | 3 | ||
Number of shares underlying warrants | 137,067 | ||
Common Stock | |||
Class of Warrant or Right [Line Items] | |||
Number of shares underlying warrants | 27,482 | ||
Issuance of common stock upon net exercise of warrant (in shares) | 9,878 | 68,993 | |
Shares issued upon exercise of warrants (in shares) | 9,878 | 0 | |
Common Stock | Warrants Exercised by Three Shareholders | |||
Class of Warrant or Right [Line Items] | |||
Issuance of common stock upon net exercise of warrant (in shares) | 68,993 | ||
Minimum | Warrants | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ / shares | $ 14.40 | ||
Minimum | Warrants | Warrants Exercised by Three Shareholders | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ / shares | $ 14.40 | ||
Maximum | Warrants | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ / shares | 31.50 | ||
Maximum | Warrants | Warrants Exercised by Three Shareholders | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ / shares | $ 22.43 | ||
Weighted Average | Warrants | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ / shares | $ 14.95 | $ 16.78 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Plan - Additional Information (Details) $ / shares in Units, $ in Thousands | Jan. 01, 2017 | Dec. 14, 2015shares | Aug. 26, 2014shares | Jan. 22, 2014shares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)employee$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of employees converted to non-employee consultants | employee | 2 | ||||||||
Common stock, reserved for future issuance (in shares) | 2,146,092 | 2,146,092 | |||||||
Stock-based compensation | $ | $ 13,230 | $ 11,953 | $ 12,388 | ||||||
2014 Equity Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of outstanding stock | 4.00% | ||||||||
Stock options granted (in shares) | 925,525 | ||||||||
Restricted stock awards granted (in shares) | 340,525 | ||||||||
Shares available for issuance (in shares) | 903,049 | 903,049 | |||||||
2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Expiration period | 10 years | ||||||||
Number of shares available for grant, additional shares reserved | 500,000 | ||||||||
Stock options granted (in shares) | 35,000 | ||||||||
Restricted stock awards granted (in shares) | 95,000 | ||||||||
Shares available for issuance (in shares) | 292,096 | 292,096 | |||||||
Common stock, reserved for future issuance (in shares) | 325,000 | ||||||||
Intrinsic value of options exercised | $ | $ 7,100 | $ 1,300 | $ 4,600 | ||||||
Share Price | $ / shares | $ 35.75 | $ 35.75 | $ 20.700001 | $ 34.16 | |||||
Incentive Stock Options [Member] | 2014 Equity Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of common stock that may be issued pursuant to the plan (in shares) | 2,000,000 | 2,000,000 | |||||||
Expiration period | 10 years | ||||||||
Restricted Stock Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted stock awards granted (in shares) | 435,525 | 314,900 | 203,711 | ||||||
Restricted Stock Award | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted stock awards granted (in shares) | 95,000 | 15,000 | 34,375 | ||||||
Weighted average exercise price per share, nonemployee stock | $ / shares | $ 0 | $ 0 | $ 0 | ||||||
Employee Stock Option | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted average grant date fair value, employee stock (in dollars per share) | $ / shares | $ 13.43 | $ 13.43 | $ 16.91 | $ 22.70 | |||||
Unrecognized compensation cost | $ | $ 26,500 | $ 26,500 | $ 19,600 | $ 21,500 | |||||
Unrecognized compensation cost, recognition period | 2 years 8 months 12 days | 2 years 8 months 12 days | 2 years 9 months 18 days | ||||||
Employee Stock Option | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares available for grant, additional shares reserved | 500,000 | ||||||||
Stock options granted (in shares) | 35,000 | 110,000 | 206,250 | ||||||
Shares available for issuance (in shares) | 292,096 | 292,096 | 417,087 | 449,889 | 141,500 | ||||
Weighted average exercise price per share, nonemployee stock | $ / shares | $ 24.40 | $ 18.37 | $ 36.32 | ||||||
Non-employee Stock Options | 2014 Equity Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options granted (in shares) | 5,000 | 0 | 0 | ||||||
Weighted average exercise price per share, nonemployee stock | $ / shares | $ 25.45 | ||||||||
Employee Stock Purchase Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of outstanding stock | 1.00% | ||||||||
Number of shares available for grant, additional shares reserved | 300,000 | 237,744 | |||||||
Shares available for issuance (in shares) | 916,834 | 916,834 | |||||||
Common stock, reserved for future issuance (in shares) | 200,000 | ||||||||
Stock-based compensation | $ | $ 200 | ||||||||
Issued shares of common stock (in shares) | 28,135 | ||||||||
Non-employee Director | 2014 Equity Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options granted (in shares) | 48,000 | ||||||||
Restricted stock awards granted (in shares) | 24,000 | ||||||||
Non-employee Consultant | Restricted Stock Award | 2014 Equity Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted stock awards granted (in shares) | 4,000 | ||||||||
One Employee, Separation Agreement | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation, accelerated compensation cost due to separation agreements | $ | $ 100 | $ 200 | $ 2,400 | ||||||
Vesting Period 1 | Restricted Stock Award | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 1 year | ||||||||
Vesting Period 1 | Employee Stock Option | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting rights, percentage | 25.00% | ||||||||
Vesting Period 2 | Restricted Stock Award | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 3 years | ||||||||
Vesting Period 2 | Employee Stock Option | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting rights, percentage | 27.78% | ||||||||
Vesting Period 3 | Restricted Stock Award | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 4 years | ||||||||
Vesting Period 3 | Employee Stock Option | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting rights, percentage | 20.83% | ||||||||
Weighted Average | Employee Stock Option | 2014 Inducement Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award vesting period | 4 years |
Stockholders' Equity - Stock 53
Stockholders' Equity - Stock Option Plan - Summary of Stock Option and Restricted Stock Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 14, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Restricted Stock Award | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Number of Shares Available for Grant [Roll Forward] | ||||
Forfeited (in shares) | 81,905 | 80,333 | 34,149 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Restricted stock awards granted (in shares) | (435,525) | (314,900) | (203,711) | |
Restricted stock units, forfeited (in shares) | (81,905) | (80,333) | (34,149) | |
2014 Inducement Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Number of Shares Available for Grant [Roll Forward] | ||||
Number of shares available for grant, additional shares reserved | 500,000 | |||
Number of shares available for grant, grants in period | (35,000) | |||
Number of shares available for grant, ending balance | 292,096 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of shares underlying outstanding options, grants in period | (35,000) | |||
Restricted stock awards granted (in shares) | (95,000) | |||
2014 Inducement Plan | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Number of Shares Available for Grant [Roll Forward] | ||||
Number of shares available for grant, beginning balance | 417,087 | 449,889 | 141,500 | |
Number of shares available for grant, additional shares reserved | 500,000 | |||
Number of shares available for grant, grants in period | (35,000) | (110,000) | (206,250) | |
Number of shares underlying outstanding options, cancelled/forfeited | 88,594 | 29,531 | ||
Number of shares paid for tax withholding for share based compensation | 5,009 | 3,604 | 9,640 | |
Number of shares available for grant, ending balance | 292,096 | 417,087 | 449,889 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of shares underlying outstanding options, beginning balance | 381,031 | 354,219 | 183,500 | |
Number of shares underlying outstanding options, grants in period | (35,000) | (110,000) | (206,250) | |
Number of shares underlying outstanding options, cancelled/forfeited | (88,594) | (29,531) | ||
Number of shares underlying outstanding options, ending balance | 497,687 | 381,031 | 354,219 | |
Number of shares underlying outstanding options, exercisable | 169,124 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted average exercise price per share, beginning balance | $ 29.43 | $ 31.46 | $ 22.52 | |
Weighted average exercise price per share, granted | 24.40 | 18.37 | 36.32 | |
Weighted average exercise price per share, cancelled/forfeited | 22.97 | 22.97 | ||
Weighted average exercise price per share, ending balance | 28.96 | $ 29.43 | $ 31.46 | |
Weighted average exercise price per share, exercisable | $ 29.50 | |||
Weighted average remaining contractual life, outstanding | 8 years 1 month 13 days | |||
Weighted average remaining contractual life, exercisable | 7 years 10 months 21 days | |||
Aggregate intrinsic value, outstanding | $ 2,653 | |||
Aggregate intrinsic value, exercisable | $ 1,116 | |||
2014 Inducement Plan | Restricted Stock Award | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Number of Shares Available for Grant [Roll Forward] | ||||
Forfeited (in shares) | 0 | 9,843 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Restricted stock awards granted (in shares) | (95,000) | (15,000) | (34,375) | |
Restricted stock units, forfeited (in shares) | 0 | (9,843) | ||
Number of shares underlying outstanding options, released | (13,344) | (9,594) | (30,532) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted average exercise price per share, granted | $ 0 | $ 0 | $ 0 | |
2014 Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Number of Shares Available for Grant [Roll Forward] | ||||
Number of shares available for grant, grants in period | (925,525) | |||
Number of shares available for grant, ending balance | 903,049 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of shares underlying outstanding options, grants in period | (925,525) | |||
Restricted stock awards granted (in shares) | (340,525) | |||
2014 Equity Incentive Plan | Employee Stock Option and Restricted Stock Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Number of Shares Available for Grant [Roll Forward] | ||||
Number of shares available for grant, beginning balance | 689,492 | 273,948 | 91,634 | |
Number of shares available for grant, additional shares reserved | 1,145,958 | 1,131,538 | 950,978 | |
Number of shares available for grant, grants in period | (925,525) | (839,800) | (747,338) | |
Number of shares underlying outstanding options, cancelled/forfeited | 230,734 | 320,084 | 116,540 | |
Forfeited (in shares) | 81,905 | 80,333 | 24,306 | |
Number of shares underlying outstanding options, retired | (696) | (38,829) | (19,276) | |
Number of shares paid for tax withholding for share based compensation | 21,010 | 23,289 | 26,440 | |
Number of shares available for grant, ending balance | 903,049 | 689,492 | 273,948 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of shares underlying outstanding options, beginning balance | 2,825,844 | 2,381,486 | 1,886,148 | |
Number of shares underlying outstanding options, grants in period | (925,525) | (839,800) | (747,338) | |
Restricted stock awards granted (in shares) | (340,525) | (299,900) | (169,336) | |
Number of shares underlying outstanding options, exercises | (309,341) | (131,752) | (205,735) | |
Number of shares underlying outstanding options, cancelled/forfeited | (230,734) | (320,084) | (116,540) | |
Restricted stock units, forfeited (in shares) | (81,905) | (80,333) | (24,306) | |
Number of shares underlying outstanding options, released | (117,218) | (124,344) | (74,755) | |
Number of shares underlying outstanding options, ending balance | 3,352,000 | 2,825,844 | 2,381,486 | |
Number of shares underlying outstanding options, exercisable | 1,610,252 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted average exercise price per share, beginning balance | $ 17.92 | $ 18.36 | $ 17.90 | |
Weighted average exercise price per share, granted | 21.65 | 16.72 | 18.94 | |
Weighted average exercise price per share, exercised | 12.88 | 10.67 | 11.84 | |
Weighted average exercise price per share, cancelled/forfeited | 22.81 | 21.77 | 21.33 | |
Weighted average exercise price per share, cancelled/retired | 8.94 | 8.92 | ||
Weighted average exercise price per share, ending balance | 19.29 | $ 17.92 | $ 18.36 | |
Weighted average exercise price per share, exercisable | $ 18.28 | |||
Weighted average remaining contractual life, outstanding | 7 years 3 months 11 days | |||
Weighted average remaining contractual life, exercisable | 6 years 4 months 21 days | |||
Aggregate intrinsic value, outstanding | $ 46,703 | |||
Aggregate intrinsic value, exercisable | $ 28,127 |
Stockholders' Equity - Stock 54
Stockholders' Equity - Stock Option Plan - Stock Options Outstanding and Exercisable (Details) - Employee Stock Option | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of options (in shares) | 3,210,400 |
Options exercisable (in shares) | 1,779,376 |
$0.45 - 4.20 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 0.45 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 4.20 |
Number of options (in shares) | 47,848 |
Weighted-average remaining contractual life | 2 years 3 months 18 days |
Options exercisable (in shares) | 47,848 |
8.70 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 8.70 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 8.70 |
Number of options (in shares) | 358,382 |
Weighted-average remaining contractual life | 5 years 4 months 24 days |
Options exercisable (in shares) | 358,382 |
$9.15 - 16.23 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 9.15 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 16.23 |
Number of options (in shares) | 586,558 |
Weighted-average remaining contractual life | 7 years 2 months 16 days |
Options exercisable (in shares) | 394,413 |
$16.30 - 17.12 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 16.30 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 17.12 |
Number of options (in shares) | 328,857 |
Weighted-average remaining contractual life | 7 years 8 months 25 days |
Options exercisable (in shares) | 179,805 |
$17.55 - 19.69 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 17.55 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 19.69 |
Number of options (in shares) | 177,325 |
Weighted-average remaining contractual life | 8 years 3 months 29 days |
Options exercisable (in shares) | 67,740 |
$ 19.70 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 19.70 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 19.70 |
Number of options (in shares) | 436,836 |
Weighted-average remaining contractual life | 9 years 26 days |
Options exercisable (in shares) | 97,173 |
$19.90 - 23.30 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 19.90 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 23.30 |
Number of options (in shares) | 340,976 |
Weighted-average remaining contractual life | 8 years 7 months 25 days |
Options exercisable (in shares) | 83,525 |
$23.45 - 31.60 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 23.45 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 31.60 |
Number of options (in shares) | 322,357 |
Weighted-average remaining contractual life | 8 years 2 months 5 days |
Options exercisable (in shares) | 109,224 |
$ 31.77 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 31.77 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 31.77 |
Number of options (in shares) | 8,000 |
Weighted-average remaining contractual life | 7 years 6 months |
Options exercisable (in shares) | 4,832 |
$32.22 - 36.32 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 32.22 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 36.32 |
Number of options (in shares) | 603,261 |
Weighted-average remaining contractual life | 6 years 10 months 10 days |
Options exercisable (in shares) | 436,434 |
Stockholders' Equity - Stock 55
Stockholders' Equity - Stock Option Plan - Summary of Restricted Stock Activity (Details) - Restricted Stock - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Outstanding, beginning balance (in shares) | 416,229 | 315,600 | 251,325 |
Granted (in shares) | 435,525 | 314,900 | 203,711 |
Vested (in shares) | (130,562) | (133,938) | (105,287) |
Forfeited (in shares) | (81,905) | (80,333) | (34,149) |
Outstanding, ending balance (in shares) | 639,287 | 416,229 | 315,600 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Outstanding, beginning balance (in dollars per share) | $ 20.02 | $ 25.67 | $ 29.51 |
Granted (in dollars per share) | 22.08 | 17.16 | 21.55 |
Vested (in dollars per share) | 23.25 | 26.41 | 27.79 |
Forfeited (in dollars per share) | 19.32 | 20.35 | 22.77 |
Outstanding, ending balance (in dollars per share) | $ 20.86 | $ 20.02 | $ 25.67 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value [Abstract] | |||
Outstanding, beginning balance | $ 0 | $ 0 | $ 0 |
Outstanding, ending balance | $ 13,332 | $ 0 | $ 0 |
Stockholders' Equity - Stock 56
Stockholders' Equity - Stock Option Plan - Fair Value Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Remaining contractual term (in years) | 6 years | 6 years | 6 years |
Expected volatility | 67.70% | 61.90% | 62.20% |
Risk-free interest rate | 2.10% | 1.40% | 1.60% |
Expected dividend rate | 0.00% | 0.00% | 0.00% |
Non-employee Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Remaining contractual term (in years) | 8 years 10 months 18 days | 7 years 3 months 18 days | 8 years 2 months 12 days |
Expected volatility | 67.90% | 68.90% | 73.00% |
Risk-free interest rate | 2.30% | 1.70% | 2.00% |
Expected dividend rate | 0.00% | 0.00% | 0.00% |
Employee Stock Purchase Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Remaining contractual term (in years) | 6 months | 6 months | 6 months |
Expected volatility | 59.20% | 72.00% | 63.40% |
Risk-free interest rate | 0.90% | 0.40% | 0.20% |
Expected dividend rate | 0.00% | 0.00% | 0.00% |
Stockholders' Equity - Stock 57
Stockholders' Equity - Stock Option Plan - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | $ 13,230 | $ 11,953 | $ 12,388 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | 5,902 | 5,557 | 6,511 |
General and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | $ 7,328 | $ 6,396 | $ 5,877 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock (Details) | 12 Months Ended | |
Dec. 31, 2017votes_per_share$ / sharesshares | Dec. 31, 2016$ / sharesshares | |
Class of Stock [Line Items] | ||
Common stock, shares authorized | 95,000,000 | 95,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Common stock voting rights, number of votes per share | votes_per_share | 1 | |
Common stock, dividends declared per share (in dollars per share) | $ / shares | $ 0 | |
Common stock, reserved for future issuance (in shares) | 2,146,092 | |
Warrants | ||
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 34,113 | |
Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, shares authorized | 95,000,000 | 95,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Common stock subject to repurchase (in shares) | 0 | 0 |
Stock Compensation Plan | ||
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 903,049 | |
Stock Inducement Plan | ||
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 292,096 | |
Employee Stock Purchase Plan | ||
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 916,834 |
Income Taxes - Components of Ne
Income Taxes - Components of Net Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | $ (118,331) | $ (89,270) | $ (73,476) |
Income (Loss) from Continuing Operations before Income Taxes, Foreign | (2,256) | 0 | 0 |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | $ (120,587) | $ (89,270) | $ (73,476) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Contingency [Line Items] | ||||
Increase (decrease) in valuation allowance for deferred tax assets | $ (30,800) | $ 29,200 | ||
Provisional estimate of reduction in deferred tax assets | 62,900 | |||
Adjustment to valuation allowance for change in deferred tax assets | (62,900) | |||
Unrecognized tax benefits | 2,577 | 1,819 | $ 1,537 | $ 1,268 |
Federal | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, amount | 453,100 | |||
Federal | Research and development tax credits | ||||
Income Tax Contingency [Line Items] | ||||
Research and development credit carryforwards | 4,300 | |||
Unrecognized tax benefits | 2,600 | $ 1,800 | ||
California | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, amount | 160,200 | |||
California | Research and development tax credits | ||||
Income Tax Contingency [Line Items] | ||||
Research and development credit carryforwards | 6,100 | |||
New Jersey | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, amount | $ 378,700 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred Tax Assets (Liabilities) | ||
Net operating loss carryforward | $ 106,338 | $ 139,647 |
Accruals and reserves | 2,591 | 2,433 |
Stock based compensation | 5,400 | 4,805 |
Tax credits | 6,779 | 4,053 |
Fixed and intangible assets | 7,221 | 8,209 |
Valuation Allowance | (128,329) | (159,147) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Effective Tax Ra
Income Taxes - Effective Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Tax (benefit) at statutory federal rate | $ (40,999) | $ (30,352) | $ (24,982) |
Foreign rate differential and withholding taxes | 767 | 0 | 0 |
Nondeductible/nontaxable items | 738 | 832 | 224 |
Impact of the Tax Reform Act | 62,903 | 0 | 0 |
Sale of Intellectual Property(1) | 14,008 | 0 | 0 |
Research and development credits | (1,858) | (544) | (516) |
Other | 224 | 11 | 607 |
Change in valuation allowance | (35,783) | 30,053 | 24,667 |
Provision for taxes | $ 0 | $ 0 | $ 0 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance | $ 1,819 | $ 1,537 | $ 1,268 |
Additions for prior tax positions | 0 | 9 | 10 |
Additions for current tax positions | 758 | 273 | 259 |
Balance | $ 2,577 | $ 1,819 | $ 1,537 |
Defined Contribution Plan - Add
Defined Contribution Plan - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |||
Defined contribution plan, age over which employees are covered | 18 years | ||
Defined contribution plan, employer contributions | $ 200 | $ 0 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Millions | Feb. 28, 2018 | Feb. 28, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Aggregate grant date fair value | $ 16 | ||||
Subsequent Event | Mylan Ireland Limited | |||||
Subsequent Event [Line Items] | |||||
Nonrefundable up-front payment receivable for collaboration and licensing agreement | $ 25 | 25 | |||
Contingent payments receivable, maximum | 100 | $ 100 | |||
Revenue maximum for receipt of tiered milestone payments | 225 | ||||
Revenue maximum for waiver of royalties | $ 50 | ||||
Employee Stock Option | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Stock options granted (in shares) | 557,050 | ||||
Restricted Stock | |||||
Subsequent Event [Line Items] | |||||
Restricted stock awards granted (in shares) | 435,525 | 314,900 | 203,711 | ||
Restricted Stock | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Restricted stock awards granted (in shares) | 201,750 |
Quarterly Results of Operatio66
Quarterly Results of Operations (Unaudited) - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Data [Abstract] | |||||||||||
Revenue | $ 37 | $ 75 | $ 75 | $ 75 | $ 75 | $ 75 | $ 75 | $ 75 | $ 262 | $ 300 | $ 300 |
Loss on impairment | (2,927) | 0 | 0 | 0 | (7,111) | 0 | (1,949) | 0 | (2,927) | (9,059) | 0 |
Net loss | (35,906) | (30,651) | (26,874) | (27,156) | (26,802) | (17,978) | (24,602) | (19,888) | (120,587) | (89,270) | (73,476) |
Basic and Diluted net loss attributable to common stockholders | $ (35,906) | $ (30,651) | $ (26,874) | $ (27,156) | $ (26,802) | $ (17,978) | $ (24,602) | $ (19,888) | $ (120,587) | $ (89,270) | $ (73,476) |
Basic and Diluted net loss per share attributable to common stockholders (in dollars per share) | $ (1.14) | $ (1.01) | $ (0.90) | $ (0.94) | $ (0.95) | $ (0.64) | $ (0.88) | $ (0.71) | $ (4.01) | $ (3.18) | $ (3.02) |