Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 22, 2019 | Jun. 30, 2018 | |
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 | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Common Stock, Shares Outstanding | 44,028,590 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 73,256 | $ 282,896 |
Short-term investments | 102,556 | 0 |
Accounts and other receivables | 27,000 | 48 |
Prepaid expenses and other current assets | 5,110 | 2,267 |
Total current assets | 207,922 | 285,211 |
Property and equipment, net | 14,449 | 9,250 |
Restricted cash | 730 | 580 |
Other non-current assets | 3,247 | 658 |
TOTAL ASSETS | 226,348 | 295,699 |
CURRENT LIABILITIES | ||
Accounts payable | 8,434 | 6,805 |
Accruals and other current liabilities | 14,948 | 12,225 |
Deferred revenue, current portion | 8,588 | 0 |
Financing obligations | 0 | 1,872 |
Total current liabilities | 31,970 | 20,902 |
Derivative liability associated with the Medicis settlement | 2,753 | 2,613 |
Deferred revenue, net of current portion | 42,684 | 0 |
Deferred rent | 3,319 | 3,339 |
TOTAL LIABILITIES | 80,726 | 26,854 |
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, 2018 and 2017; 36,975,203 and 36,516,075 shares issued and outstanding as of December 31, 2018 and 2017, respectively | 37 | 37 |
Additional paid-in capital | 830,368 | 810,975 |
Accumulated other comprehensive loss | (8) | 0 |
Accumulated deficit | (684,775) | (542,167) |
TOTAL STOCKHOLDERS’ EQUITY | 145,622 | 268,845 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 226,348 | $ 295,699 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (shares) | 95,000,000 | 95,000,000 |
Common stock, shares issued | 36,975,203 | 36,516,075 |
Common stock, shares outstanding | 36,975,203 | 36,516,075 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Revenue | $ 3,729 | $ 262 | $ 300 |
Operating expenses: | |||
Research and development | 92,500 | 80,361 | 50,381 |
General and administrative | 53,863 | 37,398 | 29,075 |
Loss on impairment | 0 | 2,927 | 9,059 |
Total operating expenses | 146,363 | 120,686 | 88,515 |
Loss from operations | (142,634) | (120,424) | (88,215) |
Interest income | 4,023 | 1,410 | 1,170 |
Interest expense | (44) | (457) | (1,082) |
Changes in fair value of derivative liability associated with the Medicis settlement | (140) | (591) | (608) |
Other expense, net | (773) | (525) | (535) |
Loss before income taxes | (139,568) | (120,587) | (89,270) |
Income tax provision | (3,000) | 0 | 0 |
Net loss | (142,568) | (120,587) | (89,270) |
Unrealized gain (loss) and adjustment on securities included in net loss | (8) | 45 | (5) |
Comprehensive loss | (142,576) | (120,542) | (89,275) |
Basic and Diluted net loss attributable to common stockholders | $ (142,568) | $ (120,587) | $ (89,270) |
Basic and Diluted net loss per share attributable to common stockholders (in dollars per share) | $ (3.94) | $ (4.01) | $ (3.18) |
Basic and Diluted weighted-average number of shares used in computing net loss per share attributable to common stockholders (in shares) | 36,171,582 | 30,101,125 | 28,114,784 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Other Accumulated Comprehensive Gain (Loss) | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2015 | 28,288,464 | ||||
Beginning 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 cancellation (in shares) | 234,567 | ||||
Issuance of restricted stock awards, net of cancellation | $ 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 | ||||
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 cancellation (in shares) | 353,620 | ||||
Issuance of restricted stock awards, net of cancellation | 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) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | Accounting Standards Update 2018-07 | 40 | (40) | |||
Issuance of common stock relating to employee stock purchase plan (in shares) | 37,894 | ||||
Issuance of common stock relating to employee stock purchase plan | 765 | 765 | |||
Stock-based compensation expense | 16,273 | 16,273 | |||
Issuance of common stock upon exercise of stock options (in shares) | 293,100 | ||||
Issuance of common stock upon exercise of stock options | 4,527 | $ 0 | 4,527 | ||
Issuance of restricted stock awards, net of cancellation (in shares) | 201,032 | ||||
Issuance of restricted stock awards, net of cancellation | 0 | ||||
Vested restricted stock awards to pay taxes (in shares) | (72,898) | ||||
Vested restricted stock awards to pay taxes | (2,212) | (2,212) | |||
Unrealized gain (loss) and adjustment on securities included in net loss | (8) | (8) | |||
Net loss | $ (142,568) | (142,568) | |||
Ending balance (in shares) at Dec. 31, 2018 | 36,975,203 | 36,975,203 | |||
Ending balance at Dec. 31, 2018 | $ 145,622 | $ 37 | $ 830,368 | $ (8) | $ (684,775) |
Consolidated Statements of St_2
Consolidated Statements of Stockholders’ Equity (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
At the Market Offering | |
Stock issuance costs | $ 603 |
Follow on Public Offering | |
Stock issuance costs | $ 535 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (142,568) | $ (120,587) | $ (89,270) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation | 1,726 | 1,468 | 1,445 |
Amortization of premium (discount) on investments | (1,103) | 410 | 1,212 |
Stock-based compensation expense | 16,273 | 13,230 | 11,953 |
Gain on disposal of fixed assets | (1,466) | 0 | 0 |
Other non-cash operating activities | 0 | 2,927 | 9,059 |
Changes in operating assets and liabilities: | 0 | 0 | 2,000 |
Prepaid expenses and other current assets | 175 | 767 | 1,013 |
Changes in operating assets and liabilities: | |||
Accounts and other receivables | (26,952) | 80 | 30 |
Prepaid expenses and other current assets | (2,911) | 4,849 | (5,621) |
Accruals and other liabilities | (1,871) | (403) | (151) |
Accounts payable | 1,691 | 2,607 | 953 |
Accruals and other liabilities | 1,609 | (565) | 7,502 |
Deferred revenue | 51,272 | 0 | 0 |
Deferred rent | (121) | (125) | 48 |
Net cash used in operating activities | (104,246) | (95,342) | (59,827) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of property and equipment | (6,991) | (2,525) | (1,670) |
Proceeds from sale of property and equipment | 1,541 | 0 | 2 |
Purchases of short-term investments | (314,911) | (36,028) | (280,681) |
Proceeds from maturity of short-term investments | 146,000 | 157,445 | 207,650 |
Proceeds from sale of short-term investments | 67,435 | 0 | 1,000 |
Purchase of in-process research and development | (100) | (100) | (1,800) |
Net cash provided by (used in) investing activities | (107,026) | 118,792 | (75,499) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from issuance of common stock in connection with the 2017 follow-on offering, net of commissions and discount | 0 | 157,468 | 0 |
Proceeds from issuance of common stock in connection with at-the-market offerings, net of commissions | 0 | 38,760 | 0 |
Proceeds from the exercise of stock options and common stock warrants, and purchases under the employee stock purchase plan | 5,292 | 4,569 | 1,649 |
Principal payments made on financing obligations | (932) | (3,636) | (3,541) |
Net settlement of restricted stock awards for employee taxes | (2,212) | (573) | (507) |
Payment of offering costs | (366) | (644) | (243) |
Net cash provided by (used in) financing activities | 1,782 | 195,944 | (2,642) |
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (209,490) | 219,394 | (137,968) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period | 283,476 | 64,082 | 202,050 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period | 73,986 | 283,476 | 64,082 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |||
Cash paid for interest | 16 | 299 | 676 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING INFORMATION: | |||
Deferred offering costs | 354 | 251 | 134 |
Property and equipment purchases included in accounts payable and accruals and other current liabilities | 642 | 718 | 200 |
Holdback related to acquisition of in-process research and development | $ 0 | $ 0 | $ 200 |
The Company and Basis of Presen
The Company and Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company and Basis of Presentation | The Company and Basis of Presentation Revance Therapeutics, Inc. (“the Company”) is a clinical-stage biotechnology company focused on the development, manufacturing, and commercialization of novel neuromodulators for multiple aesthetic and therapeutic indications. The Company is leveraging its proprietary portfolio of botulinum toxin type A compounds, formulated with its patented and proprietary peptide excipient technology, to address unmet needs in large and growing neuromodular markets. The Company's initial focus is on developing daxibotulinumtoxinA, our highly purified botulinum toxin Type A, for a broad spectrum of aesthetic and therapeutic indications, including facial wrinkles, muscle disorders, and chronic migraine. The Company's lead drug candidate is DaxibotulinumtoxinA for Injection (“DAXI”). The Company used its unique proprietary peptide excipient technology to formulate DAXI. The noncovalent bond formed between the proprietary peptide excipient technology and the botulinum toxin may enable longer residence time of botulinum toxin Type A, which could explain DAXI’s long duration of effect. The process binds a highly purified botulinum toxin Type A with a unique proprietary stabilizing excipient peptide. The Company does not use human serum albumin (“HSA”) and other animal-sourced ingredients, which carry the risk of transmission of pathogens, to stabilize our product. The Company is currently studying DAXI for the treatment of facial wrinkles, cervical dystonia, plantar fasciitis, adult upper limb spasticity, and chronic migraine. The Company believes DAXI has the potential to expand into additional aesthetic and therapeutic indications. The Company also is developing a topically applied neuromodulator for aesthetic and therapeutic indications, DaxibotulinumtoxinA Topical, and have a collaboration and license agreement with Mylan Ireland Limited, a wholly-owned indirect subsidiary of Mylan N.V. (“Mylan”), to develop and commercialize a biosimilar to BOTOX®. Since inception, the Company has devoted substantially all of its efforts to identifying and developing product candidates for the aesthetic and therapeutic pharmaceutical markets, recruiting personnel, raising capital, conducting preclinical and clinical development of, and manufacturing development for DAXI and DaxibotulinumtoxinA Topical. The Company has incurred losses and negative cash flows from operations. The Company has not yet commenced commercial operations, has not generated product revenue 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 $142.6 million , $120.6 million , and $89.3 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. As of December 31, 2018 , the Company had a working capital surplus of $176.0 million and an accumulated deficit of $684.8 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, 2018 , the Company had capital resources consisting of cash, cash equivalents, and short-term investments of $175.8 million . In January 2019, the Company completed a follow-on public offering (the “2019 follow-on offering”) for net proceeds of $107.6 million after underwriting discounts, commissions and other offering expenses (Note 11). In January 2019, the Company received $27.0 million for an upfront payment net of foreign withholding tax from Shanghai Fosun Pharmaceutical (Group) Co., Ltd (“Fosun”) (Note 3). 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 and may identify additional capital resources to fund its operations. Basis of Presentation |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
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 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 revenue recognition, deferred revenue, accruals including clinical trial 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-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 United States (“U.S.”) government and its agencies with high credit quality. The Company’s cash, cash equivalents, and short-term investments are held in the U.S. 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 short-term 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, 2018 and 2017 , a deposit totaling $0.7 million was restricted from withdrawal. The Company has a deposit balance of approximately $0.5 million that relates to securing the Company’s facility lease and will remain until the end of the lease. The remaining $0.2 million 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 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 forecast 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 $175.8 million and $282.9 million as of December 31, 2018 and 2017 , respectively, the Company held cash, cash equivalents, and short-term investments with a total fair value of $87.7 million and $150.7 million as of December 31, 2018 and 2017 , respectively, in an investment account with a related party, J.P. Morgan Securities LLC. As of December 31, 2018 and 2017 , 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 3.8 million shares and 3.6 million shares, respectively, of the Company's common stock, which represents approximately 10.30% and 9.75% 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 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 generally 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 depreciated 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 long-lived assets, such as property and equipment subject to depreciation, for impairment whenever events or changes in circumstances indicate that the carrying value of long-lived assets may not be recoverable. Events and changes in circumstances considered important that could result in an impairment review of long-lived assets include (i) a significant decrease in the market price of a long-lived asset; (ii) a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; (iii) a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset, including an adverse action or assessment by a regulator; (iv) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; (v) a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset; and (vi) a current expectation that, more likely than not (more than 50 percent), a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The impairment evaluation of long-lived assets includes an analysis of estimated future undiscounted net cash flows expected to be generated by the long-lived assets over their remaining estimated useful lives. If the estimate of future undiscounted net cash flows is insufficient to recover the carrying value of the long-lived assets over the remaining estimated useful lives, the Company records an impairment loss in the amount by which the carrying value of the long-lived assets exceeds the fair value. Fair value is generally measured based on discounted cash flow analysis. 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. 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 Effective January 1, 2018, the Company adopted Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606), using the full retrospective transition method. The Company evaluated its prior contractual revenue arrangement with Precision Dermatology, Inc., which was acquired by Valeant Pharmaceuticals International Inc. (“Valeant”) in 2014. After Valeant notified the Company that it intended to terminate the asset purchase and royalty agreement in 2015, the Company continued to receive royalties of $75,000 each quarter until November 2017 when the Company 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. Based on its evaluation, the Company determined that the new guidance had no impact to the revenue recognized prior to January 1, 2018 and, accordingly, had no impact on the accumulated deficit as of January 1, 2018. The Company elected to use certain practical expedients permitted related to adoption (Note 3) and the adoption of ASC 606 had no impact on the Company’s financial position, results of operations or liquidity. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. Under ASC 606, the Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Licenses of intellectual property If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are determined to not represent distinct performance obligations, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of proportional performance each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 provides two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation (as determined to be appropriate) on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability of achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Royalties For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Up-front payments and fees are recorded as deferred revenue upon receipt or when due, and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. As a practical expedient, the Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less. Research and Development Expenditures Research and development expenditures are charged to operations as incurred. Research and development expenditures 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, 2018 and 2017 . 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 all equity-based awards granted to employees, non-employee directors, and non-employee consultants, the Company recognizes compensation expense based on the estimated grant-date fair values. The grant-date fair value of stock options is determined using the Black-Scholes option pricing model. The grant-date fair value of restricted stock awards is based on the closing price of the Company's common stock on the date of grant. 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. 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. For employees and non-employee directors, the value of the portion of the equity-based award that is ultimately expected to vest is recognized as expense ratably over the requisite service period. The value of the portion of the equity-based award for non-employee consultants prior to July 1, 2018 that is ultimately expected to vest was recognized in the same period and in the same manner as if the Company had paid cash for the goods or services received, which is generally over the period the Company expects to receive services from the non-employee consultant. As of July 1, 2018, the Company adopted ASU 2018-07, under which the equity-classified share-based payment awards to non-employees are measured at fair value on the grant date. 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 Liability The Company bifurcated and separately accounted for derivative instruments related to payment provisions underlying the Medicis settlement. This derivative is accounted for as a liability, 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 liability 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 activities. 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. The Company expects that contingencies related to regulatory approval milestones will only become probable once such regulatory outcome is achieved. The Company is not subject to any known current pending legal matters or claims that would have a material adverse effect on its financial position, results of operations or cash flows. 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. For the years ended December 31, 2018, 2017 and 2016, the other comprehensive gain or loss in the Consolidated Statements of Operations and Comprehensive Loss was the immaterial unrealized gain or loss on its short-term investments. 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, 2018 2017 2016 Outstanding common stock options 3,605,333 3,210,400 2,790,646 Outstanding common stock warrants 34,113 34,113 61,595 Unvested restricted stock awards 605,012 639,287 416,229 Interest Expense Interest expense includes cash and non-cash components with the non-cash components consisting of interest capitalized for assets constructed for use in operations and effective interest recognized on the financing obligation. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 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. Under the New Revenue Standard, revenue is recognized when a customer obtains control of promised goods or services 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. As of January 1, 2018, the Company adopted the New Revenue Standard on a retrospective basis and determined there was no material impact to the Company's 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 intra-entity transfer of assets 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 require a modified retrospective method of adoption. As of January 1, 2018, the Company adopted ASU 2016-16 and determined that the adoption of this standard did not have a material impact on the Company's Consolidated Financial Statements as the Company has a full valuation allowance. In May 2017, the FASB issued ASU 2017-09, Scope of Modification Accounting (Topic 718) , 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 adoption of this standard on January 1, 2018 had no material impact to the Company's Consolidated Financial Statements. In March 2018, the FASB issued ASU 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (“SAB 118”) . This standard amends Accounting Standards Codification 740, Income Taxes (ASC 740) to provide guidance on accounting for the tax effects of the Tax Cuts and Jobs Act passed in December 2017 (the “Tax Reform Act”) pursuant to SAB 118, which allows companies to complete the accounting under ASC 740 within a one-year measurement period from the Tax Reform Act enactment date. This standard is effective upon issuance. The Company has completed its assessment of the accounting impact resulting from the Tax Reform Act in December 2018. The impact of the Tax Reform Act includes: • a decrease in deferred tax assets resulting from the change in tax rate in the amount of $62.9 million ; • an increase of net operating loss of $43.5 million as a result of the reversal of the intra-entity transfer of certain intellectual properties, refer to Note 12. Income Taxes for further information related to this transaction; • a decrease in net operating loss of $3.8 million related to a research and development credit adjustment. The aggregated impact resulting from the Tax Reform Act to deferred taxes is $68.1 million , which continues to be fully offset by a valuation allowance. In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting , to expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees. Under ASU 2018-07, equity-classified share-based payment awards to non-employees are measured at fair value on the grant date and the probability of satisfying performance conditions must be considered for equity-classified non-employee share-based payment awards with such conditions. ASU 2018-07 does not specify the period(s) or manner of expense recognition for share-based payment awards to non-employees other than to require that recognition occur in the same period(s) and in the same manner as if the grantor had paid cash for the goods or services. ASU 2018-07 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company early adopted ASU 2018-07 as of July 1, 2018, and remeasured all outstanding equity-classified non-employee share-based payment awards at fair value as of the adoption date, and also recognized a cumulative-effect increase to the Company's opening 2018 accumulated deficit balance of less than $0.1 million in connection with the adoption and remeasurement. In July 2018, the FASB issued ASU 2018-09, Codification Improvements |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Revenue | Agreement Terms On February 28, 2018, the Company and Mylan Ireland Limited ("Mylan"), a wholly-owned indirect subsidiary of Mylan N.V., entered into a collaboration agreement or the Mylan Collaboration, pursuant to which the Company 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 Mylan Collaboration, the Company is responsible for conducting initial non-clinical development activities with the goal of preparing for and conducting a scientific advice meeting with the FDA to receive feedback as to whether a biosimilar biological pathway is feasible for BOTOX®. The Company is solely responsible for these initial activities and the related costs. Upon completion of the initial activities, Mylan will decide whether to continue the development of the biosimilar. If the development is continued, the Company 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. The Company 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. The Company and Mylan will form a joint steering committee, consisting of an equal number of members from the Company and Mylan, to oversee and manage the development, manufacturing and commercialization of the biosimilar. The parties expect to enter into a separate agreement 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; however, Mylan may not manufacture or have manufactured the drug substance, rights to which are retained by the Company. Under the Mylan Collaboration, the Company granted Mylan an exclusive, world-wide license (excluding Japan) to the Company’s intellectual property rights for the development and commercialization of the biosimilar. The Company 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 paid the Company a non-refundable upfront payment of $25 million with additional 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 . The upfront payment does not represent a financing component for the transfer of goods or services. The contingent payments would be payable following Mylan's decision to continue development services for Initial Phase and Phase 3 clinical trials and upon meeting certain milestones. In addition, Mylan would pay the Company 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, the Company 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 Mylan Collaboration. Either party may terminate the agreement for breach by, or bankruptcy of, the other party. Mylan may terminate the Mylan Collaboration if a biosimilar development pathway is not deemed viable, with such determination only occurring after an advisory meeting with the FDA. Further, Mylan may terminate the Collaboration in its entirety or on a region-by-region basis. 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. Revenue Recognition The Company identified the following material promises within the Mylan Collaboration: (1) intellectual property (“IP”) license for technology and know-how related to the biosimilar, (2) the performance of initial development services for the biosimilar prior to the FDA advisory meeting, (3) the performance of development services, during the Initial Phase and Phase 3 clinical trials for the biosimilar through the filing of an Investigational New Drug (“IND”) application by the Company, and (4) manufacturing services to provide drug substance or drug product during the initial development, development, and commercialization periods. The Company considered that the license has standalone functionality and is capable of being distinct. However, the Company determined that the license is not distinct from the development and manufacturing services within the context of the agreement because the development and manufacturing services significantly increase the utility of the intellectual property. Specifically, the Company’s development, manufacturing and commercialization license can only provide benefit to Mylan in combination with the Company’s development services during initial development, the Initial Phase study, and the Phase 3 study. The IP related to the biosimilar platform, which is proprietary to the Company, is the foundation for the development activities related to the treatment for all indications. The manufacturing services are a necessary and integral part of the development services as they could only be conducted utilizing the outcomes of these services. Given the development services under the Mylan Collaboration are expected to involve significant further development of the initial IP, the Company has concluded that the development and compound supply services are not distinct from the license, and thus the license, development services and compound supply services are combined into a single performance obligation. The nature of the combined performance obligation is to provide development and manufacturing services to Mylan under the arrangement. The Company, following an evaluation, determined that Mylan’s option to decide whether to continue the development after the FDA feedback is received represents a material right, because it includes consideration for the IP license, and provides economic value for the duration of the entire development period, defined as the initial development through regulatory approval. Further, in accordance with ASC 606, the Company elected to use a practical alternative to estimate the standalone fair value selling price of the material right, which is based on the cost of expected services to be provided for the duration of the contract. In accordance with ASC 606, transaction price is defined as the amount of consideration to which an entity expects to be entitled in exchange for promised goods or services to a customer. The Company estimated the transaction price for the Mylan Collaboration using the most likely amount method. In order to determine the transaction price, the Company evaluated all of the payments to be received during the duration of the contract, which included milestones and consideration payable by Mylan. Other than the upfront payment, all other milestones and consideration the Company may earn under the Mylan Collaboration are subject to uncertainties related to development achievements, Mylan’s rights to terminate the agreement, and estimated effort for cost-sharing payments. Components of such estimated effort for cost-sharing payments include both internal and external costs. Consequently, the transaction price does not include any milestones and considerations that, if included, could result in a probable significant reversal of revenue when related uncertainties become resolved. Sales-based milestones and royalties are not included in the transaction price until the sales occur because as the underlying value relate to the license, the license is the predominant feature in the Mylan Collaboration. The initial estimated transaction price of $81.0 million included the $25.0 million upfront payment, $40.0 million of development milestones, and estimated variable consideration for cost-sharing payments from Mylan. The Company re-evaluates the transaction price at each reporting period. As of December 31, 2018 , the transaction price allocated to the unfulfilled performance obligations is $76.7 million . The Company recognizes revenue and estimates deferred revenue based on the cost of services incurred over the total estimated cost of services to be provided for the development period. For revenue recognition purposes, the development period is estimated to extend through 2022. However, it is possible that this period will change and is assessed at each reporting date. For the year ended December 31, 2018 , the Company recognized revenue related to development services rendered of $3.7 million . As of December 31, 2018 , the Company estimated short-term and long-term deferred revenue of $8.6 million and $12.7 million , respectively. The Company estimates that, if the option is exercised, long-term deferred revenue will be recognized over the completion of the Initial Phase and Phase 3 study development period. Nonetheless, it is reasonably possible that our estimated cost of total services to be provided could change. Fosun License Agreement Agreement Terms In December 2018, the Company and Shanghai Fosun Pharmaceutical Industrial Development Co., Ltd., a wholly-owned subsidiary of Shanghai Fosun Pharmaceutical (Group) Co., Ltd (“Fosun”), entered into a license agreement (the “Fosun License Agreement”) whereby Revance has granted Fosun the exclusive rights to develop and commercialize the Company’s proprietary DAXI in mainland China, Hong Kong and Macau (the “Fosun Territory”) and certain sublicense rights. Under the Fosun License Agreement, the Company is eligible to receive a non-refundable upfront payment of $30.0 million within 30 business days of the date of the Fosun License Agreement, which was received in January 2019 net of foreign withholding tax of $3.0 million . The Company is also eligible to receive (i) additional contingent payments of up to $230.5 million upon the achievement of specified milestones based on (a) the submission and approval of biologics license applications (BLAs) for certain aesthetic and therapeutic indications and (b) first calendar year net sales, and (ii) tiered royalty payments in low double digit to high teen percentages on annual net sales. The royalty percentages are subject to reduction in the event that (i) the Company does not have any valid and unexpired patent claims that cover the product in the Fosun Territory, (ii) biosimilars of the product are sold in the Fosun Territory or (iii) Fosun needs to pay compensation to third parties to either avoid patent infringement or market the product in the Fosun Territory. Under the Fosun License Agreement, Fosun will have the right to import, develop, commercialize, market and sell the product in the Fosun Territory or engage service providers for such activities, and the Company will be responsible for manufacturing the product and supplying it to Fosun for its clinical and commercial activities in the Fosun Territory, subject to the terms of a supply agreement and a quality assurance agreement, each to be entered into between the parties in the six months following the date of the Fosun License Agreement. Except as provided in the Fosun License Agreement, each party has retained all of its intellectual property rights. During the term of the Fosun License Agreement and an additional two years from the termination date if Fosun terminates the Fosun License Agreement, Fosun will not engage in any research, development, manufacture or commercialization of any product competitive with the product; provided that such non-compete restrictions will expire if the Company fails to submit a BLA for the product in the U.S. by the end of 2020. Under the Fosun License Agreement, Fosun and the Company will also establish a joint development committee, which will oversee the development and commercialization of the product as well as all clinical and pre-clinical studies to be conducted by Fosun for the product in the Fosun Territory. The term of the Fosun License Agreement will continue until Fosun’s payment obligations have been performed or have expired, unless sooner terminated by either party pursuant to the terms of the Fosun License Agreement. Either party may terminate the Fosun License Agreement for material breach by, or bankruptcy of, the other party. In addition, the Company may terminate the Fosun License Agreement if Fosun challenges the Company's patents, and Fosun may terminate the Fosun License Agreement upon 120 days notice. In the event of a change of control of the Company, the Company's successor will have the option to terminate the Agreement by paying Fosun a variable payment that depends on the stage of development of the product. Revenue Recognition The Company identified the following material promises within the Fosun License Agreement: (1) license to certain intellectual property and know-how related to DAXI, (2) development supplies to achieve regulatory approvals in the Fosun Territory, and (3) future commercial product supplies. The Company retained all manufacturing rights and know-how due to complexities associated with the risks and management of toxins and transferability of the underlying technology. Since the manufacturing rights and know-how, which are highly specialized and complex, do not transfer, Fosun cannot benefit from the license on its own or together with other readily available resources without the supplies provided by Revance. Accordingly, the license is not distinct from the other material promises and are bundled into a single performance obligation. In accordance with ASC 606, transaction price is defined as the amount of consideration to which an entity expects to be entitled in exchange for promised goods or services to a customer. The Company estimated the transaction price for the Fosun License Agreement using the most likely amount method. The Company evaluated all of the variable payments to be received during the duration of the contract, which included payments from specified milestones, royalties, and estimated supplies to be delivered, and concluded only a certain milestone of $1.0 million was included in the transaction price. The Company will re-evaluate the transaction price at each reporting period and upon a change in circumstances. As of December 31, 2018, the transaction price allocated to unfulfilled performance obligation is $31.0 million . The Company will recognize revenue on the single performance obligation as control of the manufactured product is supplied to Fosun. As of December 31, 2018, the full $31.0 million transaction price is deferred as no supply has been provided under the agreement. Upon commencement of the transfer of control, revenue will be recognized in a pattern consistent with estimated deliveries of the product through the term of the arrangement, which is estimated to extend through 2039. However, it is possible that this period will change and is assessed at each reporting date. The estimated contract term for revenue recognition purposes is not limited or impacted by Fosun's ability to terminate the agreement to due to a substantive significant termination penalty from non-refundable payments. No revenue has been recognized from the Fosun License Agreement for the year ended December 31, 2018. The $30 million |
In-Process Research and Develop
In-Process Research and Development | 12 Months Ended |
Dec. 31, 2018 | |
Research and Development [Abstract] | |
In-Process Research and Development | In-Process Research and Development In June 2016, the Company and Botulinum Toxin Research Associates, Inc. (“BTRX”) entered into an asset purchase agreement (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 was paid in May 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, 2018 , a one-time intellectual property development milestone liability of $1.0 million has been recorded in accruals and other current liabilities. 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 |
Medicis Settlement
Medicis Settlement | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Medicis Settlement | Medicis Settlement In July 2009, the Company and Medicis Pharmaceutical Corporation (“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 DAXI and DaxibotulinumtoxinA 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 DAXI or DaxibotulinumtoxinA Topical by the Company. Medicis was subsequently acquired by Valeant 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. The fair value of the product approval payment derivative was determined by estimating the timing and probability of the related approval and multiplying the payment amount by this probability percentage then applying a discount factor. As of December 31, 2017 , the fair value of the product approval payment derivative of $2.6 million was determined by updating the timing and probability estimate of the related approval and applying a discount factor assuming a term of 2.5 years, a risk-free rate of 2.0% and a credit risk adjustment of 6.5% . As of December 31, 2018 , the Company determined the fair value of its liability for the product approval payment was $2.7 million , which was measured by assuming a term of 1.5 years, a risk-free rate of 2.6% and a credit risk adjustment of 8.0% . The Company’s assumption for the expected term is based on an expected BLA approval in 2020. The Company did not make any payments under the product approval payment during the years ended December 31, 2018 and 2017. As a result of the fair value remeasurements during the years ended December 31, 2018 , 2017 , and 2016 , the Company recognized aggregate losses of $0.1 million , $0.6 million , and $0.6 million |
Cash Equivalents and Investment
Cash Equivalents and Investments | 12 Months Ended |
Dec. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Investments | Cash Equivalents and Short-term Investments The Company's cash equivalents and short-term 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: December 31, 2018 December 31, 2017 Cost Unrealized Fair Value Cost Unrealized Fair Value (in thousands) Gains Losses Gains Losses Money market funds $ 38,354 $ — $ — $ 38,354 $ 236,744 $ — $ — $ 236,744 U.S. treasury securities 80,844 5 (5 ) 80,844 — — — — U.S. government agency obligations 52,586 — (8 ) 52,578 — — — — Total cash equivalents and available-for-sale securities $ 171,784 $ 5 $ (13 ) $ 171,776 $ 236,744 $ — $ — $ 236,744 Classified as: Cash equivalents $ 69,220 $ 236,744 Short-term investments 102,556 — Total cash equivalents and available-for-sale securities $ 171,776 $ 236,744 There have been no significant realized gains or losses on available-for-sale securities for the periods presented. There were no significant available-for-sale securities held as of December 31, 2018 that have been in a continuous unrealized loss position for more than 12 months. The unrealized gains and losses are included in "accumulated other comprehensive loss" within stockholders' equity on the Consolidated Balance Sheets as of December 31, 2018 . The unrealized losses on available-for-sale investments are not attributed to credit risk and are considered temporary. The Company believes that it is more-likely-than-not that investments in an unrealized loss position will be held until maturity or the cost basis of the investment is recovered. The Company believes it has no |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying values of cash, prepaid expenses and other current assets, accounts payable, and accruals and other current liabilities approximate fair value due to the short maturities of these instruments. 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: As of December 31, 2018 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets Money market funds $ 38,354 $ 38,354 $ — $ — U.S. treasury securities 80,844 80,844 — — U.S. government agency obligations 52,578 — 52,578 $ — Total assets measured at fair value $ 171,776 $ 119,198 $ 52,578 $ — Liabilities Derivative liability associated with the Medicis settlement $ 2,753 $ — $ — $ 2,753 Total liabilities measured at fair value $ 2,753 $ — $ — $ 2,753 As of December 31, 2017 (in thousands) 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 liability associated with the Medicis settlement $ 2,613 $ — $ — $ 2,613 Total liabilities measured at fair value $ 2,613 $ — $ — $ 2,613 The fair value of the investments classified under U.S. government agency obligations is estimated by taking into consideration valuations obtained from third-party pricing services. The pricing services utilize industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. The primary inputs include reported trades of and broker/dealer quotes on the same or similar securities. Changes in the ability to observe valuation inputs may result in a reclassification of levels of certain securities within the fair value hierarchy. 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, 2018 and 2017 . 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, 2017 $ 2,613 Change in fair value 140 Fair value as of December 31, 2018 $ 2,753 |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2018 | |
Balance Sheet Components [Abstract] | |
Balance Sheet Components | Balance Sheet Components Property and Equipment, net Property and equipment, net consists of the following: As of December 31, (in thousands) 2018 2017 Manufacturing equipment $ 11,307 $ 11,989 Construction in progress 8,925 4,335 Leasehold improvements 4,752 4,255 Computer equipment and software 2,650 1,567 Furniture and fixtures 787 635 Total property and equipment 28,421 22,781 Less: Accumulated depreciation (13,972 ) (13,531 ) Property and equipment, net $ 14,449 $ 9,250 Loss on Impairment The Company constructed a fill/finish line for the future commercial manufacturing of its DaxibotulinumtoxinA Topical product candidate and to support its clinical trials and regulatory license applications. During the year ended December 31, 2016 , following the results of the REALISE 1 Phase 3 clinical trial for crow's feet, the Company discontinued its DaxibotulinumtoxinA 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 DaxibotulinumtoxinA 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 DaxibotulinumtoxinA Topical fill/finish line would be repurposed for commercial-scale manufacturing of DAXI. 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 year 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 year, for the DaxibotulinumtoxinA Topical fill/finish line and other fixed assets. The Company continues to believe that certain equipment comprising the DaxibotulinumtoxinA Topical fill/finish line with a net book value of $2.4 million will be repurposed for commercial-scale manufacturing of DAXI. 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. During the year ended December 31, 2018 , the Company sold certain components relating to the fill/finish line manufacturing equipment and recognized a gain of $1.5 million , which is recorded in research and development expenses in the Consolidated Statements of Operations and Comprehensive Loss. There was no impairment of long-lived assets during the year ended December 31, 2018 . Accruals and Other Current Liabilities Accruals and other current liabilities consist of the following: As of December 31, (in thousands) 2018 2017 Accruals related to: Compensation (1) $ 6,743 $ 5,763 Clinical trial expenses 4,021 3,189 Professional service fees 2,272 1,773 Nonrecurring milestone payment 1,000 — Manufacturing and quality control costs 260 488 Fixed assets and construction-in-progress obligations 111 302 Other current liabilities 541 710 Total accruals and other current liabilities $ 14,948 $ 12,225 (1) The Company recorded $1.3 million and $0.9 million for vacation accruals as of December 31, 2018 and 2017 |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2018 | |
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 DaxibotulinumtoxinA 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. The Company paid principal and interest payments on the Essex Capital Lease of $0.9 million during the first quarter of 2018. In April 2018, the Company paid $1.0 million |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases In January 2010, the Company entered into a non-cancelable facility lease (the “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 36 months to January 2025. In May 2018, the Company further extended the term of the Lease for its existing facility by 24 months to January 2027 and amended the Lease to expand the existing premises by approximately 19,000 square feet (“Additional Premises”), commencing in February 2019 (the "Amended Lease"). The Lease is an operating lease. Under the terms of the amended lease agreements, the payments escalate over the term of the Lease with the exception of a decrease in payments at the beginning of 2022. The Company recognizes the expense on a straight-line basis over the life of the lease. Rent expense was $5.5 million for the year ended December 31, 2018 and $5.3 million for each of the years ended December 31, 2017 and 2016 . The Company also has insignificant non-cancelable equipment operating leases. As of December 31, 2018 , the aggregate total future minimum lease payments under non-cancelable operating leases were as follows: Year Ending December 31, (in thousands) 2019 $ 5,826 2020 6,011 2021 6,196 2022 4,696 2023 and thereafter 20,173 Total payments $ 42,902 The total future minimum lease payments for the Additional Premises are $6.1 million , of which $0.5 million , $0.7 million , $0.8 million , and $0.8 million is for the years ended December 31, 2019, 2020, 2021, and 2022, respectively, and $3.3 million is for the years ended December 31, 2023 and thereafter. Purchase Commitments In March 2017, the Company entered into a Technology Transfer, Validation and Commercial Fill/Finish Services Agreement (the “Althea Services Agreement”) with Ajinomoto Althea, Inc.(“Althea”), a contract development and manufacturing organization, to provide us with expanded capacity and a second source for drug product manufacturing to support a global launch of DAXI. The Althea Services Agreement has an initial term that will expire in 2024, unless terminated sooner by either party. In accordance with the Althea Services Agreement, the Company will have minimum purchase obligations based on its production forecasts. As of December 31, 2018 , the Company made non-refundable advanced payments of $1.9 million in accordance with the terms of the Althea Services Agreement. The remaining services are cancellable at any time, with the Company required to pay costs incurred through the cancellation date. Contingencies The Company has one remaining future milestone payment to List Biological Laboratories, Inc. (“List Laboratories”), a developer of botulinum toxin, of $2.0 million due and payable on the achievement of a certain regulatory milestone. The milestone has not yet been achieved. The Company is also obligated to pay royalties to List Laboratories on future sales of botulinum toxin products. 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). As of December 31, 2018 , a one-time intellectual property development milestone liability of $1.0 million has been recorded in accruals and other current liabilities. In April 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 has a one-time future milestone payment of $0.3 million payable to BioSentinel, Inc. upon the achievement of regulatory approval. The milestone has not yet been achieved. 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 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 and 2017 , the Company had 5,000,000 shares authorized and no preferred stock issued and outstanding. Warrants During the year ended December 31, 2016, no warrants were exercised. As of December 31, 2016, the Company had warrants to purchase 61,595 shares of common stock outstanding with a weighted average exercise price of $16.78 and with exercise prices ranging from $14.40 to $31.50 . During the year ended in December 31, 2017, warrants to purchase 27,482 shares were net exercised for 9,878 shares of common stock with exercise price per share ranging from $14.95 to $31.50 in accordance with the terms of the warrant agreement. During the year ended December 31, 2018 , no warrants were exercised. As of both December 31, 2018 and December 31, 2017, the Company had outstanding warrants to purchase 34,113 shares of common stock at weighted average 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 (“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 incentive stock options, or ISOs, under the Company’s 2014 EIP is 2,000,000 shares. The 2014 EIP provides for the grant of 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 EIP, 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, 2018 , the number of shares of common stock reserved for issuance under the 2014 EIP, automatically increased by 4% of the total number of shares of the Company’s common stock outstanding on December 31, 2017 , or 1,460,643 shares. During the year ended December 31, 2018 , the Company granted stock options for 926,650 shares of common stock and 339,500 restricted stock awards under the 2014 EIP. These grants included non-employee directors' stock option grants for 36,000 shares and restricted stock award grants of 18,000 shares. As of December 31, 2018 , there were 1,681,760 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 (“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, 2018 , the Company granted stock options for 210,000 shares of common stock and 34,000 restricted stock awards under the 2014 IN. As of December 31, 2018 , there were 157,861 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, 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 for 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 for employee taxes 21,010 — — Balance as of December 31, 2017 903,049 3,352,000 19.29 Additional shares reserved 1,460,643 — — Options granted (926,650 ) 926,650 28.67 Restricted stock awards granted (339,500 ) 339,500 — Options exercised — (293,100 ) 15.45 Options cancelled/forfeited 423,096 (423,096 ) 25.66 Restricted stock awards forfeited 101,218 (101,218 ) — Restricted stock awards released — (198,213 ) — Net settlement of restricted stock awards for employee taxes 59,904 — — Balance as of December 31, 2018 1,681,760 3,602,523 $ 21.63 7.13 $ 8,071 Exercisable as of December 31, 2018 1,853,452 $ 19.47 6.11 $ 7,274 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, 2018 . The total intrinsic values of options exercised as of December 31, 2018 , 2017 and 2016 of $1.5 million , $7.1 million , and $1.3 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, 2018 , 2017 , and 2016 of $20.13 , $35.75 and $20.70 per share, respectively. The following table summarizes the stock option activity for the 2014 IN is as follows: Number of Shares Available for Grant Number of Shares Underlying Outstanding Options and Awards Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value (In thousands) 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 awards released — (9,594 ) — Net settlement of restricted stock awards for 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 for employee taxes 5,009 — — Balance as of December 31, 2017 292,096 497,687 28.96 Options granted (210,000 ) 210,000 26.71 Restricted stock awards granted (34,000 ) 34,000 — Option forfeitures 25,521 (25,521 ) 24.40 Restricted stock award forfeitures 71,250 (71,250 ) — Restricted stock awards released — (37,094 ) — Net settlement of restricted stock awards for employee taxes 12,994 — — Balance as of December 31, 2018 157,861 607,822 $ 28.32 7.82 $ 194 Exercisable as of December 31, 2018 261,791 $ 29.34 6.67 $ 133 The following table summarizes information with respect to stock options outstanding and currently exercisable as of December 31, 2018 : Options Outstanding Options Exercisable Exercise Price Number of Options Weighted-Average Remaining Contractual Life (In Years) $0.45 - 9.15 430,333 4.41 430,333 $13.35 - 16.23 406,389 6.44 335,718 $16.3 - 18.37 423,042 7.16 298,893 $18.7 - 19.7 391,547 8.09 180,069 $19.91 - 24.96 442,443 8.48 167,039 $25.3 - 29.15 656,654 8.52 176,065 $29.4 - 32.22 587,175 6.88 360,415 $32.25 - 34.08 51,000 8.53 9,399 $35.95 - 35.95 10,500 8.94 2,625 $36.32 - 36.32 206,250 6.95 154,687 3,605,333 2,115,243 The following table summarizes information with respect to restricted stock awards outstanding as of December 31, 2018 : Number of Awards Available for Grant Weighted-Average Grant-Date Fair Value Aggregate Intrinsic Value (In thousands) 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 — Granted 373,500 28.37 — Vested (235,307 ) 20.25 — Forfeited (172,468 ) 24.83 — Outstanding as of December 31, 2018 605,012 $ 24.61 $ 14,888 Stock Options Granted to Employees and Non-employee Directors During the years ended December 31, 2018 , 2017 , and 2016 , 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 $16.35 , $13.43 and $16.91 per share, respectively. As of December 31, 2018 , 2017 , and 2016 , there was total unrecognized compensation cost for outstanding stock options and restricted stock awards of $30.8 million , $26.5 million , and $19.6 million to be recognized over a period of approximately 2.6 years , 2.7 years , and 2.7 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, 2018 2017 2016 Expected term (in years) 6.0 6.0 6.0 Expected volatility 60.2 % 67.7 % 61.9 % Risk-free interest rate 2.7 % 2.1 % 1.4 % 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 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 . Since 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. Since January 1, 2017, the Company adopted the forfeiture rate methodology change in accordance with ASU 2016-09 to account for forfeitures as they occur. 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. Equity Awards Granted to Non-employee Consultants During the year ended December 31, 2018 , the Company granted options to purchase 1,000 shares of common stock with an exercise price of $30.80 per share to a non-employee consultant. During the year 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. Also in 2017, two employees converted to non-employee consultants and the individuals' options and awards continued to vest in accordance with the 2014 EIP. The Company did not grant options to purchase shares of common stock to non-employee consultants during the year ended December 31, 2016, however, the non-employee consultant options outstanding for the year then ended related to employees who had converted to non-employee consultants. As of July 1, 2018, we began accounting for share-based payment transactions for acquiring goods and services from non-employees (excluding non-employee directors) in accordance with ASU 2018-07 (Note 2). Under ASU 2018-07, equity-classified non-employee share-based payment awards are measured at the grant date fair value on the grant date, and expense is recognized in the same period and in the same manner as if the Company had paid cash for the goods or services received. In connection with the adoption of ASU 2018-07, we recorded a cumulative charge of less than $0.1 million to the Accumulated Deficit balance as of January 1, 2018. Year Ended December 31, 2018 2017 2016 Expected term (in years) 5.5 8.9 7.3 Expected volatility 59.4 % 67.9 % 68.9 % Risk-free interest rate 2.8 % 2.3 % 1.7 % Expected dividend rate — % — % — % 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 (“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, 2018 , the number of shares of common stock reserved for issuance under the Company’s 2014 ESPP, automatically increased by 1% of the total number of shares of the Company’s capital stock outstanding on December 31, 2017 , or 300,000 shares. As of December 31, 2018 , there were 1,178,940 shares available for issuance under the 2014 ESPP. For the year ended December 31, 2018 , the Company recorded stock-based compensation expense of $0.3 million and issued 37,894 shares of common stock to employees 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. For the year ended December 31, 2016, the Company recorded stock-based compensation expense of $0.1 million and issued 21,064 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, 2018 2017 2016 Expected term (in years) 0.5 0.5 0.5 Expected volatility 50.9 % 59.2 % 72.0 % Risk-free interest rate 1.9 % 0.9 % 0.4 % 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 . Since 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. Stock-Based Compensation 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, 2018 2017 2016 Research and development $ 7,480 $ 5,902 $ 5,557 General and administrative 8,793 7,328 6,396 Total stock-based compensation expense $ 16,273 $ 13,230 $ 11,953 There were no capitalized stock-based compensation costs or recognized stock-based compensation tax benefits during the years ended December 31, 2018 , 2017 , and 2016 . During 2017 and 2016, 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. For the years ended December 31, 2017 and 2016, the Company recorded $0.1 million and $0.2 million , respectively, of stock-based compensation expense in connection with these modifications. There were no modifications for the year ended December 31, 2018. Common Stock As of December 31, 2018 and 2017 , 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, 2018 and 2017 , 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, 2018 , 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, 2018 Issuances under stock incentive plans 1,681,760 Issuances upon exercise of common stock warrants 34,113 Issuances under employee stock purchase plan 1,178,940 Issuances under inducement plan 157,861 Total 3,052,674 Follow-On Public Offerings In December 2017, the Company completed a follow-on public offering (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. In January 2019, the Company completed a follow-on public offering (the “2019 follow-on offering”), pursuant to which the Company issued 6,764,705 shares of common stock at $17.00 per share, including the exercise of the underwriters' over-allotment option to purchase 882,352 additional shares of common stock, for net proceeds of $107.6 million , after underwriting discounts, commissions and other offering expenses. At-The-Market Offerings In March 2016, the Company entered into the 2016 At-The-Market (“ATM”) agreement 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. In March 2018, the Company terminated the 2016 ATM Agreement and entered into the 2018 ATM Agreement. Under the 2018 ATM Agreement, the Company may offer and sell common stock having aggregate proceeds of up to $125.0 million from time to time through Cantor Fitzgerald as our sales agent. Sales of common stock through Cantor Fitzgerald under the 2018 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 Cantor Fitzgerald. Cantor Fitzgerald will sell the common stock from time to time, based upon instructions from the Company. The Company agreed to pay Cantor Fitzgerald a commission of up to 3.0% of the gross sales proceeds of any common stock sold through Cantor Fitzgerald under the 2018 ATM Agreement. No sales of common stock have taken place under the 2018 ATM Agreement as of December 31, 2018 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes From inception through 2018, the Company has only generated pretax losses in the U.S. and has not generated any pretax income or loss outside of the U.S. The Company recorded a current foreign income tax provision of $3.0 million for the year ended December 31, 2018 . The tax provision is related to foreign withholding taxes. No provision (benefit) for income taxes was recorded for the years ended December 31 2017 and 2016. The domestic and foreign components of loss before income taxes were as follows: Year Ended December 31, (in thousands) 2018 2017 2016 Domestic $ (139,568 ) $ (118,331 ) $ (89,270 ) Foreign — (2,256 ) — Loss before income taxes $ (139,568 ) $ (120,587 ) $ (89,270 ) Significant components of the Company’s deferred tax assets consist of the following: Year Ended December 31, (in thousands) 2018 2017 Deferred tax assets: Net operating loss carryforward $ 146,618 $ 106,338 Accruals and reserves 2,191 2,591 Stock based compensation 5,173 5,400 Tax credits 12,230 6,779 Fixed and intangible assets 3,328 7,221 Valuation Allowance (169,540 ) (128,329 ) Net deferred tax assets $ — $ — Reconciliations of the statutory federal income tax (benefit) to the Company’s effective tax are as follows: Year Ended December 31, (in thousands) 2018 2017 2016 Tax benefit at statutory federal rate (1) $ (29,309 ) $ (40,999 ) $ (30,352 ) Sale of intellectual property (2) (14,008 ) 14,008 — Research and development credits (4,064 ) (1,858 ) (544 ) Foreign rate differential and withholding taxes 2,370 767 — Nondeductible/nontaxable items 108 738 832 Impact of the Tax Reform Act 5,154 62,903 — Other changes in valuation allowance 42,902 (35,783 ) 30,053 Other (153 ) 224 11 Income tax provision $ 3,000 $ — $ — (1) On December 22, 2017, the United States enacted tax reform legislation reduced the U.S federal tax rate from 35 percent to 21 percent. (2) This represents the tax effect of an intra-entity sale between the Company and the Company's wholly owned subsidiary, Revance International Limited, which was eliminated for financial reporting purposes (discussed below). 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, the Company 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, 2018 and 2017 due to the uncertainty of realizing future tax benefits from its net operating loss carryforwards and other deferred tax assets. The valuation allowance for the year ended December 31, 2018 increased by $41.2 million , compared to the same period in 2017 . The valuation allowance increased primarily due to net operating losses and credits generated during the taxable years. As of December 31, 2018 , the Company had net operating loss (“NOL”) carryforwards available to reduce future taxable income, if any, for federal, California, and other states income tax purposes of $638.6 million , $179.1 million , and $703.9 million , respectively. The California NOL carryforwards began to expire in 2010 . The federal NOL carryforwards will begin expiring in 2020 , and the other states NOL carryforwards will begin expiring in 2030 if they are not utilized. As a result of the Tax Reform Act, the federal NOL generated after December 31, 2017 will carryover indefinitely with statutory limitations to the annual utilization. As of December 31, 2018 , the Company had research and development credit carryforwards of $7.3 million and $6.7 million available to reduce future taxable income, if any, for federal and California income tax purposes, respectively. The federal research and development credit carryforwards will begin expiring in 2023 if they are not utilized, and the California research and development credit carryforwards have no expiration date. As of December 31, 2018, the Company had orphan drug credit carryforwards of $3.4 million available to reduce future taxable income, if any, for federal income tax purposes. The federal orphan drug credit carryforwards will begin expiring in 2038 if they are not utilized. 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 Internal Revenue Code Section 382 (California and the other states 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, and as a result, the Company reduced the deferred tax assets and the corresponding valuation allowance to account for this limitation. Since the research and development credits for California carry over indefinitely, there was no change to the California research and development credits. The Company has reviewed its Internal Revenue Code Section 382 limitation through December 31, 2018 and has 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. In December 2017, the U.S. government enacted Tax Cuts and Jobs Act (the “Tax Reform Act”). The Tax Reform Act includes but not limited to, reducing the U.S. federal corporate tax rate from 35 percent to 21 percent, allowing for federal net operating losses (“NOL”) to be carried over indefinitely for NOL generated after December 31, 2017, and creating a new limitation on deductible interest expense. In March 2018, the SEC staff issued 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 . The Company has completed its assessment of the accounting impact resulting from the Tax Reform Act in December 2018. The impact of the Tax Reform Act includes: • a decrease in deferred tax assets resulting from the change in tax rate in the amount of $62.9 million ; • an increase of net operating loss of $43.5 million as a result of the reversal of the intra-entity transfer of certain intellectual properties (further discussed below); • a decrease in net operating loss of $3.8 million related to a research and development credit adjustment. The aggregated impact resulting from the Tax Reform Act to deferred taxes is $68.1 million , which continues to be fully offset by a valuation allowance. In October 2017, the Company created a wholly owned subsidiary, Revance International Limited, which was incorporated in the Cayman Islands, and transferred the economic rights to certain intellectual property for $41.2 million to the newly formed subsidiary. Under the tax laws prior to the Tax Reform Act in December 2017, the transaction had no financial statement impact to the Company other than to decrease the current net operating loss by the amount of the consideration. As a result of the Tax Reform Act in December 2017, the Company did not complete the accounting with regard to the tax effects associated with this intra-entity transfer as of December 31, 2017. In October 2018, the Company received notification that the Internal Revenue Service (IRS) had approved its request to disregard the Cayman subsidiary by treating it as a U.S. branch for federal income tax purposes, effectively eliminating any tax effects from the transaction. As a result of the finalization of our assessment of the Tax Reform Act, the Company has reversed the usage of the net operating losses from this transaction as of December 31, 2018. 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. As of December 31, 2018 and December 31, 2017 , the unrecognized tax benefit was $4.2 million and $2.6 million , 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, 2018 , the amount of unrecognized tax benefits increased due to additional research and development credits generated. 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, 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 Additions for prior tax positions 333 Additions for current tax positions 1,290 Balance as of December 31, 2018 $ 4,200 |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [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. 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, 2018 and December 31, 2017, the Company made contributions to the plan of approximately $0.6 million and $0.2 million , respectively. The Company made no |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events 2014 EIP Stock Option and Awards Grants In January and February 2019 the Company granted 779,750 stock options and 316,200 restricted stock awards under the 2014 EIP to existing employees. The aggregate grant date fair value is estimated to be $19.1 million . California State Apportionment |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited) The following tables presents the Company’s unaudited consolidated quarterly financial data. This information has been prepared on a basis consistent with that of the audited consolidated financial statements. The Company believes that all necessary adjustments, consisting of normal recurring accruals and adjustments, have been included to present fairly the quarterly financial data. The Company’s quarterly results of operations for these periods are not necessarily indicative of future results of operations. The following amounts are in thousands, except per share amounts: For the Quarters Ended 2018 December 31, September 30, June 30, March 31, Revenue $ 487 $ 2,362 $ 686 $ 193 Net loss $ (40,616 ) $ (32,834 ) $ (34,080 ) $ (35,037 ) Basic and Diluted net loss attributable to common stockholders $ (40,616 ) $ (32,834 ) $ (34,080 ) $ (35,037 ) Basic and Diluted net loss per share attributable to common stockholders (1) $ (1.12 ) $ (0.91 ) $ (0.94 ) $ (0.97 ) For the Quarters Ended 2017 December 31, September 30, June 30, March 31, Revenue $ 37 $ 75 $ 75 $ 75 Loss on Impairment $ (2,927 ) $ — $ — $ — Net loss $ (40,616 ) $ (30,651 ) $ (26,874 ) $ (27,156 ) Basic and Diluted net loss attributable to common stockholders $ (40,616 ) $ (30,651 ) $ (26,874 ) $ (27,156 ) Basic and Diluted net loss per share attributable to common stockholders (1) $ (1.12 ) $ (1.01 ) $ (0.90 ) $ (0.94 ) (1) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Principles of Consolidation | Principles of consolidation |
Use of Estimates | Use of 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. |
Concentration of Credit Risk | Concentration of Credit Risk |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Restricted Cash | Restricted Cash As of December 31, 2018 and 2017 , a deposit totaling $0.7 million was restricted from withdrawal. The Company has a deposit balance of approximately $0.5 million that relates to securing the Company’s facility lease and will remain until the end of the lease. The remaining $0.2 million |
Investments | Investments 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 |
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 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 generally 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 depreciated over the lesser of 15 years |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets |
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. |
Revenue | Revenue Effective January 1, 2018, the Company adopted Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606), using the full retrospective transition method. The Company evaluated its prior contractual revenue arrangement with Precision Dermatology, Inc., which was acquired by Valeant Pharmaceuticals International Inc. (“Valeant”) in 2014. After Valeant notified the Company that it intended to terminate the asset purchase and royalty agreement in 2015, the Company continued to receive royalties of $75,000 each quarter until November 2017 when the Company 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. Based on its evaluation, the Company determined that the new guidance had no impact to the revenue recognized prior to January 1, 2018 and, accordingly, had no impact on the accumulated deficit as of January 1, 2018. The Company elected to use certain practical expedients permitted related to adoption (Note 3) and the adoption of ASC 606 had no impact on the Company’s financial position, results of operations or liquidity. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. Under ASC 606, the Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Licenses of intellectual property If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are determined to not represent distinct performance obligations, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of proportional performance each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. ASC 606 provides two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation (as determined to be appropriate) on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability of achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Royalties For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Up-front payments and fees are recorded as deferred revenue upon receipt or when due, and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts payable to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. As a practical expedient, the Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less. |
Research and Development Expenditures | Research and Development Expenditures |
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, 2018 and 2017 . 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 all equity-based awards granted to employees, non-employee directors, and non-employee consultants, the Company recognizes compensation expense based on the estimated grant-date fair values. The grant-date fair value of stock options is determined using the Black-Scholes option pricing model. The grant-date fair value of restricted stock awards is based on the closing price of the Company's common stock on the date of grant. 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. 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. For employees and non-employee directors, the value of the portion of the equity-based award that is ultimately expected to vest is recognized as expense ratably over the requisite service period. The value of the portion of the equity-based award for non-employee consultants prior to July 1, 2018 that is ultimately expected to vest was recognized in the same period and in the same manner as if the Company had paid cash for the goods or services received, which is generally over the period the Company expects to receive services from the non-employee consultant. As of July 1, 2018, the Company adopted ASU 2018-07, under which the equity-classified share-based payment awards to non-employees are measured at fair value on the grant date. |
Warrants | Warrants |
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 Liability |
Contingencies | Contingencies |
Comprehensive Loss | Comprehensive Loss |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common Stockholders |
Interest Expense | Interest Expense |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 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. Under the New Revenue Standard, revenue is recognized when a customer obtains control of promised goods or services 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. As of January 1, 2018, the Company adopted the New Revenue Standard on a retrospective basis and determined there was no material impact to the Company's 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 intra-entity transfer of assets 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 require a modified retrospective method of adoption. As of January 1, 2018, the Company adopted ASU 2016-16 and determined that the adoption of this standard did not have a material impact on the Company's Consolidated Financial Statements as the Company has a full valuation allowance. In May 2017, the FASB issued ASU 2017-09, Scope of Modification Accounting (Topic 718) , 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 adoption of this standard on January 1, 2018 had no material impact to the Company's Consolidated Financial Statements. In March 2018, the FASB issued ASU 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (“SAB 118”) . This standard amends Accounting Standards Codification 740, Income Taxes (ASC 740) to provide guidance on accounting for the tax effects of the Tax Cuts and Jobs Act passed in December 2017 (the “Tax Reform Act”) pursuant to SAB 118, which allows companies to complete the accounting under ASC 740 within a one-year measurement period from the Tax Reform Act enactment date. This standard is effective upon issuance. The Company has completed its assessment of the accounting impact resulting from the Tax Reform Act in December 2018. The impact of the Tax Reform Act includes: • a decrease in deferred tax assets resulting from the change in tax rate in the amount of $62.9 million ; • an increase of net operating loss of $43.5 million as a result of the reversal of the intra-entity transfer of certain intellectual properties, refer to Note 12. Income Taxes for further information related to this transaction; • a decrease in net operating loss of $3.8 million related to a research and development credit adjustment. The aggregated impact resulting from the Tax Reform Act to deferred taxes is $68.1 million , which continues to be fully offset by a valuation allowance. In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting , to expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees. Under ASU 2018-07, equity-classified share-based payment awards to non-employees are measured at fair value on the grant date and the probability of satisfying performance conditions must be considered for equity-classified non-employee share-based payment awards with such conditions. ASU 2018-07 does not specify the period(s) or manner of expense recognition for share-based payment awards to non-employees other than to require that recognition occur in the same period(s) and in the same manner as if the grantor had paid cash for the goods or services. ASU 2018-07 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company early adopted ASU 2018-07 as of July 1, 2018, and remeasured all outstanding equity-classified non-employee share-based payment awards at fair value as of the adoption date, and also recognized a cumulative-effect increase to the Company's opening 2018 accumulated deficit balance of less than $0.1 million in connection with the adoption and remeasurement. In July 2018, the FASB issued ASU 2018-09, Codification Improvements . The amendments in ASU 2018-09 affect a wide variety of Topics in the FASB Codification and apply to all reporting entities within the scope of the affected accounting guidance. The Company has evaluated ASU 2018-09 in its entirety and determined that the amendments related to Topic 718-740, Compensation-Stock Compensation-Income Taxes , are the only provisions that currently apply to the Company. The amendments in ASU 2018-09 related to Topic 718-740, Compensation-Stock Compensation-Income Taxes , clarify that an entity should recognize excess tax benefits related to stock compensation transactions in the period in which the amount of the deduction is determined. This is consistent with how the Company has historically reported and accounted for windfall/shortfall amounts. The amendments in ASU 2018-09 related to Topic 718-740 are effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company adopted this standard and determined it has no impact to the Company's Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurements (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement . ASU 2018-13 modifies the disclosure requirements for fair value measurements in Topic 820 based on the objectives of the FASB Concepts Statement, Conceptual Framework for Financial Reporting - Chapter 8: Notes to Financial Statements which aims to improve the effectiveness of notes to financial statements while allowing for the appropriate exercise of discretion by reporting entities based on materiality. The main provisions of ASU 2018-13 include the removal or modification of certain non-essential disclosure requirements and the addition of new disclosure requirements for public companies related to the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period, and the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. ASU 2018-13 is effective for fiscal years beginning after December 15, 2019 with early adoption permitted. The Company adopted ASU 2018-13 and determined it has no material impact to the Company's Consolidated Financial Statements. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) which requires an entity to recognize right-of-use asset and lease liabilities arising from a lease for both financing and operating leases with terms greater than 12 months. In July 2018, the FASB issued ASU 2018-10, Leases (Topic 842), Codification Improvements and ASU 2018-11 , Leases (Topic 842), Targeted Improvements, to provide additional guidance for the adoption of Topic 842 . ASU 2018-10 clarifies certain provisions and correct unintended applications of the guidance such as the application of implicit rate, lessee reassessment of lease classification, and certain transition adjustments that should be recognized to earnings rather than to stockholders’ equity. ASU 2018-11 provides an alternative transition method to allow entities initially applying Topic 842 at the adoption date, rather than at the beginning of the earliest comparative period presented, and recognizing the cumulative effect of applying the new standard as an adjustment to beginning retained earnings in the year of adoption while continuing to present all prior periods under previous lease accounting guidance. ASU 2018-11 also provides a number of optional practical expedients in transition. ASU 2018-11, ASU 2018-10, and ASU 2016-02 (collectively, “the new lease standards”) are effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company has elected the transition method under ASU 2018-11 at the adoption date of January 1, 2019 on a modified retrospective basis and will not restate comparative periods. The Company has also elected all of the available practical expedients except the practical expedient allowing the use of hindsight in determining the lease term and assessing impairment of right-of-use assets based on all facts and circumstances through the effective date of the new standard. The Company currently estimates that approximately $25 million and $28 million would be recognized as total right-of-use assets and total lease liabilities, respectively, on its Consolidated Balance Sheet as of January 1, 2019 for its existing operating lease agreements for the office and manufacturing spaces in Newark, California. The existing deferred rent liabilities of $3.5 million associated with the same lease agreements will also be reversed as of January 1, 2019. Other than disclosed, the Company does not expect the new standards to have a material impact on its other consolidated financial statements. In February 2019, the Additional Premises under the Amended Lease commenced operation (Note 10). Based on the new lease standards adopted as of January 1, 2019, the Additional Premises under the Amended Lease is an operating lease. Under the terms of the Amended Lease, the payments escalate over the term of the Amended Lease to January 2027. The Company currently estimates that approximately $4 million would be recognized as additional right-of-use assets and total lease liabilities on its consolidated balance sheet as of commencement date. In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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, 2018 2017 2016 Outstanding common stock options 3,605,333 3,210,400 2,790,646 Outstanding common stock warrants 34,113 34,113 61,595 Unvested restricted stock awards 605,012 639,287 416,229 |
Cash Equivalents and Investme_2
Cash Equivalents and Investments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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: December 31, 2018 December 31, 2017 Cost Unrealized Fair Value Cost Unrealized Fair Value (in thousands) Gains Losses Gains Losses Money market funds $ 38,354 $ — $ — $ 38,354 $ 236,744 $ — $ — $ 236,744 U.S. treasury securities 80,844 5 (5 ) 80,844 — — — — U.S. government agency obligations 52,586 — (8 ) 52,578 — — — — Total cash equivalents and available-for-sale securities $ 171,784 $ 5 $ (13 ) $ 171,776 $ 236,744 $ — $ — $ 236,744 Classified as: Cash equivalents $ 69,220 $ 236,744 Short-term investments 102,556 — Total cash equivalents and available-for-sale securities $ 171,776 $ 236,744 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | 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: As of December 31, 2018 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets Money market funds $ 38,354 $ 38,354 $ — $ — U.S. treasury securities 80,844 80,844 — — U.S. government agency obligations 52,578 — 52,578 $ — Total assets measured at fair value $ 171,776 $ 119,198 $ 52,578 $ — Liabilities Derivative liability associated with the Medicis settlement $ 2,753 $ — $ — $ 2,753 Total liabilities measured at fair value $ 2,753 $ — $ — $ 2,753 As of December 31, 2017 (in thousands) 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 liability associated with the Medicis settlement $ 2,613 $ — $ — $ 2,613 Total liabilities measured at fair value $ 2,613 $ — $ — $ 2,613 |
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, 2017 $ 2,613 Change in fair value 140 Fair value as of December 31, 2018 $ 2,753 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Balance Sheet Components [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consists of the following: As of December 31, (in thousands) 2018 2017 Manufacturing equipment $ 11,307 $ 11,989 Construction in progress 8,925 4,335 Leasehold improvements 4,752 4,255 Computer equipment and software 2,650 1,567 Furniture and fixtures 787 635 Total property and equipment 28,421 22,781 Less: Accumulated depreciation (13,972 ) (13,531 ) Property and equipment, net $ 14,449 $ 9,250 |
Schedule of Accruals and Other Current Liabilities | Accruals and other current liabilities consist of the following: As of December 31, (in thousands) 2018 2017 Accruals related to: Compensation (1) $ 6,743 $ 5,763 Clinical trial expenses 4,021 3,189 Professional service fees 2,272 1,773 Nonrecurring milestone payment 1,000 — Manufacturing and quality control costs 260 488 Fixed assets and construction-in-progress obligations 111 302 Other current liabilities 541 710 Total accruals and other current liabilities $ 14,948 $ 12,225 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments under Non-Cancelable Operating Leases | As of December 31, 2018 , the aggregate total future minimum lease payments under non-cancelable operating leases were as follows: Year Ending December 31, (in thousands) 2019 $ 5,826 2020 6,011 2021 6,196 2022 4,696 2023 and thereafter 20,173 Total payments $ 42,902 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
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, 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 for 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 for employee taxes 21,010 — — Balance as of December 31, 2017 903,049 3,352,000 19.29 Additional shares reserved 1,460,643 — — Options granted (926,650 ) 926,650 28.67 Restricted stock awards granted (339,500 ) 339,500 — Options exercised — (293,100 ) 15.45 Options cancelled/forfeited 423,096 (423,096 ) 25.66 Restricted stock awards forfeited 101,218 (101,218 ) — Restricted stock awards released — (198,213 ) — Net settlement of restricted stock awards for employee taxes 59,904 — — Balance as of December 31, 2018 1,681,760 3,602,523 $ 21.63 7.13 $ 8,071 Exercisable as of December 31, 2018 1,853,452 $ 19.47 6.11 $ 7,274 |
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, 2018 : Options Outstanding Options Exercisable Exercise Price Number of Options Weighted-Average Remaining Contractual Life (In Years) $0.45 - 9.15 430,333 4.41 430,333 $13.35 - 16.23 406,389 6.44 335,718 $16.3 - 18.37 423,042 7.16 298,893 $18.7 - 19.7 391,547 8.09 180,069 $19.91 - 24.96 442,443 8.48 167,039 $25.3 - 29.15 656,654 8.52 176,065 $29.4 - 32.22 587,175 6.88 360,415 $32.25 - 34.08 51,000 8.53 9,399 $35.95 - 35.95 10,500 8.94 2,625 $36.32 - 36.32 206,250 6.95 154,687 3,605,333 2,115,243 |
Nonvested Restricted Stock Shares Activity | The following table summarizes information with respect to restricted stock awards outstanding as of December 31, 2018 : Number of Awards Available for Grant Weighted-Average Grant-Date Fair Value Aggregate Intrinsic Value (In thousands) 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 — Granted 373,500 28.37 — Vested (235,307 ) 20.25 — Forfeited (172,468 ) 24.83 — Outstanding as of December 31, 2018 605,012 $ 24.61 $ 14,888 |
Schedule of Stock-based Compensation Expense | 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, 2018 2017 2016 Research and development $ 7,480 $ 5,902 $ 5,557 General and administrative 8,793 7,328 6,396 Total stock-based compensation expense $ 16,273 $ 13,230 $ 11,953 |
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, 2018 Issuances under stock incentive plans 1,681,760 Issuances upon exercise of common stock warrants 34,113 Issuances under employee stock purchase plan 1,178,940 Issuances under inducement plan 157,861 Total 3,052,674 |
Employee Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Fair Value Assumptions | 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, 2018 2017 2016 Expected term (in years) 6.0 6.0 6.0 Expected volatility 60.2 % 67.7 % 61.9 % Risk-free interest rate 2.7 % 2.1 % 1.4 % Expected dividend rate — % — % — % |
Non-employee Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Fair Value Assumptions | Year Ended December 31, 2018 2017 2016 Expected term (in years) 5.5 8.9 7.3 Expected volatility 59.4 % 67.9 % 68.9 % Risk-free interest rate 2.8 % 2.3 % 1.7 % Expected dividend rate — % — % — % |
Employee Stock Purchase Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Stock-based Compensation Expense | 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, 2018 2017 2016 Expected term (in years) 0.5 0.5 0.5 Expected volatility 50.9 % 59.2 % 72.0 % Risk-free interest rate 1.9 % 0.9 % 0.4 % Expected dividend rate — % — % — % |
2014 Inducement Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock Option and Restricted Stock Award Activity | The following table summarizes the stock option activity for the 2014 IN is as follows: Number of Shares Available for Grant Number of Shares Underlying Outstanding Options and Awards Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value (In thousands) 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 awards released — (9,594 ) — Net settlement of restricted stock awards for 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 for employee taxes 5,009 — — Balance as of December 31, 2017 292,096 497,687 28.96 Options granted (210,000 ) 210,000 26.71 Restricted stock awards granted (34,000 ) 34,000 — Option forfeitures 25,521 (25,521 ) 24.40 Restricted stock award forfeitures 71,250 (71,250 ) — Restricted stock awards released — (37,094 ) — Net settlement of restricted stock awards for employee taxes 12,994 — — Balance as of December 31, 2018 157,861 607,822 $ 28.32 7.82 $ 194 Exercisable as of December 31, 2018 261,791 $ 29.34 6.67 $ 133 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | The domestic and foreign components of loss before income taxes were as follows: Year Ended December 31, (in thousands) 2018 2017 2016 Domestic $ (139,568 ) $ (118,331 ) $ (89,270 ) Foreign — (2,256 ) — Loss before income taxes $ (139,568 ) $ (120,587 ) $ (89,270 ) |
Significant Components of Deferred Tax Assets | Significant components of the Company’s deferred tax assets consist of the following: Year Ended December 31, (in thousands) 2018 2017 Deferred tax assets: Net operating loss carryforward $ 146,618 $ 106,338 Accruals and reserves 2,191 2,591 Stock based compensation 5,173 5,400 Tax credits 12,230 6,779 Fixed and intangible assets 3,328 7,221 Valuation Allowance (169,540 ) (128,329 ) 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 are as follows: Year Ended December 31, (in thousands) 2018 2017 2016 Tax benefit at statutory federal rate (1) $ (29,309 ) $ (40,999 ) $ (30,352 ) Sale of intellectual property (2) (14,008 ) 14,008 — Research and development credits (4,064 ) (1,858 ) (544 ) Foreign rate differential and withholding taxes 2,370 767 — Nondeductible/nontaxable items 108 738 832 Impact of the Tax Reform Act 5,154 62,903 — Other changes in valuation allowance 42,902 (35,783 ) 30,053 Other (153 ) 224 11 Income tax provision $ 3,000 $ — $ — (1) On December 22, 2017, the United States enacted tax reform legislation reduced the U.S federal tax rate from 35 percent to 21 percent. (2) |
Unrecognized Tax Benefit | The unrecognized tax benefit was as follows: (in thousands) Unrecognized tax benefits 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 Additions for prior tax positions 333 Additions for current tax positions 1,290 Balance as of December 31, 2018 $ 4,200 |
Quarterly Results of Operatio_2
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Schedule of Quarterly Financial Information | The following amounts are in thousands, except per share amounts: For the Quarters Ended 2018 December 31, September 30, June 30, March 31, Revenue $ 487 $ 2,362 $ 686 $ 193 Net loss $ (40,616 ) $ (32,834 ) $ (34,080 ) $ (35,037 ) Basic and Diluted net loss attributable to common stockholders $ (40,616 ) $ (32,834 ) $ (34,080 ) $ (35,037 ) Basic and Diluted net loss per share attributable to common stockholders (1) $ (1.12 ) $ (0.91 ) $ (0.94 ) $ (0.97 ) For the Quarters Ended 2017 December 31, September 30, June 30, March 31, Revenue $ 37 $ 75 $ 75 $ 75 Loss on Impairment $ (2,927 ) $ — $ — $ — Net loss $ (40,616 ) $ (30,651 ) $ (26,874 ) $ (27,156 ) Basic and Diluted net loss attributable to common stockholders $ (40,616 ) $ (30,651 ) $ (26,874 ) $ (27,156 ) Basic and Diluted net loss per share attributable to common stockholders (1) $ (1.12 ) $ (1.01 ) $ (0.90 ) $ (0.94 ) (1) |
The Company and Basis of Pres_2
The Company and Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 31, 2019 | |
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Net loss | $ 40,616 | $ 32,834 | $ 34,080 | $ 35,037 | $ 40,616 | $ 30,651 | $ 26,874 | $ 27,156 | $ 142,568 | $ 120,587 | $ 89,270 | |
Working capital surplus | 176,000 | 176,000 | ||||||||||
Accumulated deficit | 684,775 | 542,167 | 684,775 | 542,167 | ||||||||
Cash, cash equivalents and investments | $ 175,800 | $ 282,900 | $ 175,800 | 282,900 | ||||||||
Net proceeds from 2019 follow-on offering | $ 38,157 | |||||||||||
Cash and cash equivalents, and investments, operating plan funding term, minimum | 12 months | |||||||||||
Subsequent Event | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Upfront payment received, net of tax | $ 27,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Nov. 30, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Feb. 28, 2019 | Jan. 31, 2019 | Jan. 01, 2018 | |
Property, Plant and Equipment [Line Items] | |||||||||||||||
Accumulated deficit | $ (684,775,000) | $ (542,167,000) | $ (684,775,000) | $ (542,167,000) | |||||||||||
Net loss | (40,616,000) | $ (32,834,000) | $ (34,080,000) | $ (35,037,000) | (40,616,000) | $ (30,651,000) | $ (26,874,000) | $ (27,156,000) | (142,568,000) | (120,587,000) | $ (89,270,000) | ||||
Restricted cash | 700,000 | 700,000 | 700,000 | 700,000 | |||||||||||
Restricted cash, balance to remain until end of lease | 500,000 | 500,000 | |||||||||||||
Cash, cash equivalents, and short-term investments | $ 175,800,000 | $ 282,900,000 | $ 175,800,000 | $ 282,900,000 | |||||||||||
Common stock, shares outstanding | 36,975,203 | 36,516,075 | 36,975,203 | 36,516,075 | |||||||||||
Increase in deferred tax resulting from change in tax rate | $ 5,154,000 | $ 62,903,000 | 0 | ||||||||||||
Deferred rent to be reversed | $ 3,319,000 | $ 3,339,000 | $ 3,319,000 | $ 3,339,000 | |||||||||||
Construction in progress | |||||||||||||||
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 | ||||||||||||||
Computer equipment and software | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Estimated useful life | 15 years | ||||||||||||||
Affiliated Entity | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Common stock, shares outstanding | 3,800,000 | 3,600,000 | 3,800,000 | 3,600,000 | |||||||||||
Percentage of outstanding common stock held by JP Morgan Chase (less than 10% in 2017) | 10.30% | 9.75% | 10.30% | 9.75% | |||||||||||
Affiliated Entity | Level 1 | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Cash, cash equivalents and short-term investments held at JP Morgan, fair value | $ 87,700,000 | $ 150,700,000 | $ 87,700,000 | $ 150,700,000 | |||||||||||
Letter of Credit | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Restricted cash | $ 200,000 | 200,000 | |||||||||||||
Accounting Standards Update 2018-05 | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Operating loss, intra-entity transfer of intellectual properties | (43,500,000) | ||||||||||||||
Operating income, research and development credit adjustment | (3,800,000) | ||||||||||||||
Impact on deferred taxes | $ 68,100,000 | ||||||||||||||
Accounting Standards Update 2018-07 | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Cumulative charge | $ 100,000 | ||||||||||||||
Royalty | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Revenue from royalties | $ 75,000 | $ 300,000 | $ 300,000 | ||||||||||||
Subsequent Event | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Deferred rent to be reversed | $ 3,500,000 | ||||||||||||||
Subsequent Event | Accounting Standards Update 2018-11 | |||||||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||||||
Right-of-use assets | $ 4,000,000 | 25,000,000 | |||||||||||||
Lease liabilities | $ 28,000,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Antidilutive Securities (Details) - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
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 | 3,605,333 | 3,210,400 | 2,790,646 |
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 | 34,113 | 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 | 605,012 | 639,287 | 416,229 |
Revenue (Details)
Revenue (Details) - USD ($) | Feb. 28, 2018 | Jan. 31, 2019 | Dec. 31, 2018 | Nov. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Deferred revenue, current portion | $ 8,588,000 | $ 8,588,000 | $ 0 | ||||
Deferred revenue, net of current portion | 42,684,000 | 42,684,000 | 0 | ||||
Development Services | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Revenue recognized | 3,700,000 | ||||||
Deferred revenue, current portion | 8,600,000 | 8,600,000 | |||||
Deferred revenue, net of current portion | 12,700,000 | 12,700,000 | |||||
Royalty | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Revenue | $ 75,000 | $ 300,000 | $ 300,000 | ||||
Fosun | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Contingent payments receivable, maximum | 230,500,000 | 230,500,000 | |||||
Revenue maximum for receipt of tiered milestone payments | 1,000,000 | ||||||
Remaining performance obligation | 31,000,000 | 31,000,000 | |||||
Deferred revenue, net of current portion | 30,000,000 | 30,000,000 | |||||
Non-refundable upfront payment receivable | $ 30,000,000 | 30,000,000 | |||||
Contractual period for payment of non-refundable upfront payment | 30 days | ||||||
Contractual period for entering into sub-agreements | 6 months | ||||||
Term of non-compete agreement | 2 years | ||||||
Termination notice requirement | 120 days | ||||||
Revenue | 0 | ||||||
Mylan Ireland Limited | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Non-refundable upfront payment | $ 25,000,000 | ||||||
Contingent payments receivable, maximum | 100,000,000 | ||||||
Revenue maximum for receipt of tiered milestone payments | 225,000,000 | ||||||
Revenue maximum for waiver of royalties | 50,000,000 | ||||||
Initial estimated transaction price | 81,000,000 | ||||||
Remaining performance obligation | $ 76,700,000 | $ 76,700,000 | |||||
Development Milestones | Mylan Ireland Limited | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Revenue maximum for receipt of tiered milestone payments | $ 40,000,000 | ||||||
Subsequent Event | Fosun | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Foreign withholding tax | $ 3,000,000 |
In-Process Research and Devel_2
In-Process Research and Development (Details) - USD ($) | Jun. 02, 2016 | May 31, 2018 | Jun. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
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 | $ 100,000 | $ 100,000 | $ 1,800,000 |
Holdback related to acquisition of in-process research and development | 0 | 0 | 200,000 | |||
Accrued milestone obligations | 1,000,000 | 0 | ||||
Research and development | 2,000,000 | 92,500,000 | $ 80,361,000 | $ 50,381,000 | ||
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 | $ 1,000,000 |
Medicis Settlement - Additional
Medicis Settlement - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2012 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2014 | Dec. 31, 2013 | |
Settlement And Termination [Line Items] | ||||||
Nonrecurring milestone payment | $ 1,000 | $ 0 | ||||
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 | (100) | (600) | $ (600) | |||
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 | 2,700 | $ 2,600 | ||||
Valeant Pharmaceuticals International, Inc. | Product Approval Payment Derivative | ||||||
Settlement And Termination [Line Items] | ||||||
Nonrecurring milestone payment | $ 4,000 | |||||
Measurement Input, Expected Term | Medicis Pharmaceutical Corporation | Product Approval Payment Derivative | ||||||
Settlement And Termination [Line Items] | ||||||
Fair value, measurement input, duration | 1 year 6 months | 2 years 6 months | ||||
Measurement Input, Entity Credit Risk | Medicis Pharmaceutical Corporation | Product Approval Payment Derivative | ||||||
Settlement And Termination [Line Items] | ||||||
Fair value, measurement input (percent) | 8.00% | 6.50% | ||||
Measurement Input, Risk Free Interest Rate | Medicis Pharmaceutical Corporation | Product Approval Payment Derivative | ||||||
Settlement And Termination [Line Items] | ||||||
Fair value, measurement input (percent) | 2.60% | 2.00% |
Cash Equivalents and Investme_3
Cash Equivalents and Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Securities, Available-for-sale [Line Items] | ||
Cost | $ 171,784 | $ 236,744 |
Gross unrealized gain | 5 | 0 |
Gross unrealized loss | (13) | 0 |
Fair value | 171,776 | 236,744 |
Short-term investments | 102,556 | 0 |
Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 38,354 | 236,744 |
Gross unrealized gain | 0 | 0 |
Gross unrealized loss | 0 | 0 |
Fair value | 38,354 | 236,744 |
US treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 80,844 | 0 |
Gross unrealized gain | 5 | 0 |
Gross unrealized loss | (5) | 0 |
Fair value | 80,844 | 0 |
U.S. government agency obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 52,586 | 0 |
Gross unrealized gain | 0 | 0 |
Gross unrealized loss | (8) | 0 |
Fair value | 52,578 | 0 |
Cash equivalents | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair value | $ 69,220 | $ 236,744 |
Cash Equivalents and Investme_4
Cash Equivalents and Investments - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Other-than-temporary impairments on securities | $ 0 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | $ 119,198 | $ 236,744 |
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 | 38,354 | 236,744 |
Level 1 | US treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 80,844 | |
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 | 52,578 | 0 |
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 | 52,578 | |
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 | 2,753 | 2,613 |
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 | 2,753 | 2,613 |
Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 171,776 | 236,744 |
Total liabilities measured at fair value | 2,753 | 2,613 |
Recurring | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 38,354 | 236,744 |
Recurring | US treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 80,844 | |
Recurring | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 52,578 | |
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 | $ 2,753 | $ 2,613 |
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, 2018USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value as of December 31 | $ 2,613 |
Change in fair value | 140 |
Fair value as of December 31 | $ 2,753 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 28,421 | $ 22,781 |
Less: Accumulated depreciation | (13,972) | (13,531) |
Property and equipment, net | 14,449 | 9,250 |
Manufacturing equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 11,307 | 11,989 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8,925 | 4,335 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 4,752 | 4,255 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,650 | 1,567 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 787 | $ 635 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Balance Sheet Components [Abstract] | |||||||
Loss on impairment | $ 2,927,000 | $ 0 | $ 0 | $ 0 | $ 0 | $ 2,927,000 | $ 9,059,000 |
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Loss on impairment of long-lived assets | 0 | ||||||
Gain on sale of equipment | 1,466,000 | $ 0 | 0 | ||||
Fill/Finish Line | |||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Remaining book value of impaired long-lived assets | 2,400,000 | 5,100,000 | |||||
Gain on sale of equipment | $ 1,500,000 | ||||||
Other Assets | |||||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||||
Remaining book value of impaired long-lived assets | $ 200,000 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Accruals and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Balance Sheet Components [Abstract] | ||
Compensation (1) | $ 6,743 | $ 5,763 |
Clinical trial expenses | 4,021 | 3,189 |
Professional service fees | 2,272 | 1,773 |
Nonrecurring milestone payment | 1,000 | 0 |
Manufacturing and quality control costs | 260 | 488 |
Fixed assets and construction-in-progress obligations | 111 | 302 |
Other current liabilities | 541 | 710 |
Total accruals and other current liabilities | 14,948 | 12,225 |
Vacation accruals | $ 1,300 | $ 900 |
Notes Payable - Essex Capital N
Notes Payable - Essex Capital Notes (Detail) - Essex Notes - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | |||||||
Apr. 30, 2018 | May 31, 2017 | Jun. 30, 2015 | Feb. 28, 2015 | May 31, 2014 | Mar. 31, 2018 | Dec. 17, 2014 | Jan. 31, 2014 | Dec. 20, 2013 | |
Debt Instrument [Line Items] | |||||||||
Secured promissory notes, able to borrow (up to) | $ 10.8 | ||||||||
Short-term notes | $ 5 | ||||||||
Settlement of outstanding loan balance | $ 1.1 | ||||||||
Lease period | 3 years | 3 years | |||||||
Total principal payments | $ 3.9 | ||||||||
Number of shares called by warrant (in shares) | 44,753 | ||||||||
Equipment Purchased by Third Party, Increase During Period | $ 0.1 | ||||||||
Equipment purchased by third party | $ 9.8 | ||||||||
Percentage of original purchase amount of asset at end of lease | 10.00% | ||||||||
Purchase of equipment sold and leased back | $ 1 | $ 0.1 | $ 1.1 | ||||||
Repayments of Debt and Capital Lease Obligations | $ 0.9 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) ft² in Thousands | 12 Months Ended | |||||
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | May 31, 2018ft² | Jun. 02, 2016USD ($) | Feb. 28, 2014 | |
Loss Contingencies [Line Items] | ||||||
Extended term of lease | 24 months | 36 months | ||||
Area of Real Estate Property | ft² | 19 | |||||
Total rent payments payable under lease agreement | $ 42,902,000 | |||||
Rent expense | 5,500,000 | $ 5,300,000 | $ 5,300,000 | |||
Accrued milestone obligations | 1,000,000 | 0 | ||||
Fair Value of Assets Acquired | 0 | $ 0 | $ 200,000 | |||
Indemnification Liability Recorded during Period | 0 | |||||
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 | |||||
List Laboratories | Product Approval Payment Derivative | ||||||
Loss Contingencies [Line Items] | ||||||
Accrued milestone obligations | 2,000,000 | |||||
Service Agreement | Ajinomoto Althea, Inc. | ||||||
Loss Contingencies [Line Items] | ||||||
Prepaid purchase obligations | 1,900,000 | |||||
Accruals and Other Current Liabilities | ||||||
Loss Contingencies [Line Items] | ||||||
Fair Value of Assets Acquired | $ 1,000,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Lease Payments under Non-Cancelable Operating Leases (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Lessee, Lease, Description [Line Items] | |
2,019 | $ 5,826 |
2,020 | 6,011 |
2,021 | 6,196 |
2,022 | 4,696 |
2023 and thereafter | 20,173 |
Total payments | 42,902 |
Additional Premises | |
Lessee, Lease, Description [Line Items] | |
2,019 | 500 |
2,020 | 700 |
2,021 | 800 |
2,022 | 800 |
2023 and thereafter | 3,300 |
Total payments | $ 6,100 |
Stockholders' Equity - Converti
Stockholders' Equity - Convertible Preferred Stock (Details) - $ / shares | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Equity [Abstract] | |||
Convertible preferred stock, par value (in dollars per share) | $ 0.001 | ||
Par value (in dollars per share) | $ 0.001 | ||
Convertible preferred stock authorized (shares) | 5,000,000 | ||
Convertible preferred stock issued (shares) | 0 | 0 | |
Convertible preferred stock outstanding (shares) | 0 | 0 | |
Preferred stock authorized (shares) | 5,000,000 |
Stockholders' Equity - Warrants
Stockholders' Equity - Warrants (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Class of Warrant or Right [Line Items] | |||
Shares issued upon exercise of warrants (in shares) | 0 | 0 | |
Common Stock | |||
Class of Warrant or Right [Line Items] | |||
Number of shares underlying warrants (in shares) | 27,482 | ||
Issuance of common stock upon net exercise of warrant (in shares) | 9,878 | ||
Number of shares called by warrant (in shares) | 34,113 | 61,595 | |
Minimum | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ 14.95 | $ 14.40 | |
Maximum | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ 31.50 | 31.50 | |
Weighted Average | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ 16.78 | ||
Weighted Average | Warrants | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ 14.95 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Plan - Additional Information (Details) $ / shares in Units, $ in Thousands | Jan. 01, 2018USD ($) | Jan. 01, 2017 | Dec. 14, 2015shares | Jan. 01, 2015 | Aug. 26, 2014shares | Jan. 22, 2014shares | Dec. 31, 2018USD ($)$ / sharesshares | Mar. 31, 2016USD ($) | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)employee$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015shares |
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) | 3,052,674 | 3,052,674 | ||||||||||
Stock-based compensation | $ | $ 16,273 | $ 13,230 | $ 11,953 | |||||||||
2014 Equity Incentive Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Percentage of outstanding stock | 4.00% | 4.00% | ||||||||||
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 | |||||||||||
Common stock, reserved for future issuance (in shares) | 325,000 | |||||||||||
Intrinsic value of options exercised | $ | $ 1,300 | $ 1,500 | $ 7,100 | |||||||||
Share price (in dollars per share) | $ / shares | $ 20.13 | $ 20.13 | $ 35.75 | $ 20.70 | ||||||||
Incentive Stock Options | 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) | 373,500 | 435,525 | 314,900 | |||||||||
Restricted Stock Award | 2014 Inducement Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Restricted stock awards granted (in shares) | 34,000 | 95,000 | 15,000 | |||||||||
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] | ||||||||||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | |||||||||
Weighted average grant date fair value, employee stock (in dollars per share) | $ / shares | $ 16.35 | $ 16.35 | $ 13.43 | $ 16.91 | ||||||||
Unrecognized compensation cost | $ | $ 30,800 | $ 30,800 | $ 26,500 | $ 19,600 | ||||||||
Unrecognized compensation cost, recognition period | 2 years 8 months 12 days | 2 years 7 months 6 days | 2 years 8 months 12 days | |||||||||
Employee Stock Option | 2014 Inducement Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock options granted (in shares) | 210,000 | 35,000 | 110,000 | |||||||||
Shares available for issuance (in shares) | 157,861 | 157,861 | 292,096 | 417,087 | 449,889 | |||||||
Weighted average exercise price per share, nonemployee stock | $ / shares | $ 26.71 | $ 24.40 | $ 18.37 | |||||||||
Non-employee Stock Options | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | |||||||||
Non-employee Stock Options | 2014 Equity Incentive Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock options granted (in shares) | 1,000 | 5,000 | ||||||||||
Restricted stock awards granted (in shares) | 4,000 | |||||||||||
Weighted average exercise price per share, nonemployee stock | $ / shares | $ 30.80 | $ 25.45 | ||||||||||
Employee Stock Purchase Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | |||||||||
Percentage of outstanding stock | 1.00% | |||||||||||
Number of shares available for grant, additional shares reserved | 300,000 | 300,000 | ||||||||||
Common stock, reserved for future issuance (in shares) | 200,000 | 1,178,940 | 1,178,940 | |||||||||
Stock-based compensation | $ | $ 300 | $ 200 | $ 100 | |||||||||
Issued shares of common stock (in shares) | 37,894 | 28,135 | 21,064 | |||||||||
Non-employee Director | 2014 Equity Incentive Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock options granted (in shares) | 36,000 | |||||||||||
Restricted stock awards granted (in shares) | 18,000 | |||||||||||
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 | ||||||||||
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 3 | Restricted Stock Award | 2014 Inducement Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Award vesting period | 4 years | |||||||||||
Weighted Average | Employee Stock Option | 2014 Inducement Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Award vesting period | 4 years | |||||||||||
Accounting Standards Update 2018-07 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Cumulative charge | $ | $ 100 |
Stockholders' Equity - Stock _2
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, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted average remaining contractual life, outstanding | 7 years 1 month 17 days | |||
Aggregate intrinsic value, outstanding | $ 8,071 | |||
Restricted Stock Award | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Number of Shares Available for Grant [Roll Forward] | ||||
Forfeited (in shares) | (172,468) | (81,905) | (80,333) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Restricted stock awards granted (in shares) | (373,500) | (435,525) | (314,900) | |
Restricted stock units, forfeited (in shares) | (172,468) | (81,905) | (80,333) | |
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 | |||
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 | 292,096 | 417,087 | 449,889 | |
Number of shares available for grant, grants in period | (210,000) | (35,000) | (110,000) | |
Number of shares underlying outstanding options, cancelled/forfeited | (25,521) | (88,594) | ||
Forfeited (in shares) | (71,250) | |||
Number of shares paid for tax withholding for share based compensation | 12,994 | 5,009 | 3,604 | |
Number of shares available for grant, ending balance | 157,861 | 292,096 | 417,087 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of shares underlying outstanding options, beginning balance | 497,687 | 381,031 | 354,219 | |
Number of shares underlying outstanding options, grants in period | (210,000) | (35,000) | (110,000) | |
Number of shares underlying outstanding options, cancelled/forfeited | (25,521) | (88,594) | ||
Restricted stock units, forfeited (in shares) | (71,250) | |||
Number of shares underlying outstanding options, ending balance | 607,822 | 497,687 | 381,031 | |
Number of shares underlying outstanding options, exercisable | 261,791 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted average exercise price per share, beginning balance | $ 28.96 | $ 29.43 | $ 31.46 | |
Weighted average exercise price per share, granted | 26.71 | 24.40 | 18.37 | |
Weighted average exercise price per share, cancelled/forfeited | 24.40 | 22.97 | ||
Weighted average exercise price per share, ending balance | 28.32 | $ 28.96 | $ 29.43 | |
Weighted average exercise price per share, exercisable | $ 29.34 | |||
Weighted average remaining contractual life, outstanding | 7 years 9 months 25 days | |||
Weighted average remaining contractual life, exercisable | 6 years 8 months 1 day | |||
Aggregate intrinsic value, outstanding | $ 194 | |||
Aggregate intrinsic value, exercisable | $ 133 | |||
2014 Inducement Plan | Restricted Stock Award | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Restricted stock awards granted (in shares) | (34,000) | (95,000) | (15,000) | |
Number of shares underlying outstanding options, released | (37,094) | 13,344 | 9,594 | |
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 | 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 | 903,049 | 689,492 | 273,948 | |
Number of shares available for grant, additional shares reserved | 1,460,643 | 1,145,958 | 1,131,538 | |
Number of shares available for grant, grants in period | (926,650) | (925,525) | (839,800) | |
Number of shares underlying outstanding options, cancelled/forfeited | (423,096) | (230,734) | (320,084) | |
Forfeited (in shares) | (101,218) | (81,905) | (80,333) | |
Number of shares underlying outstanding options, retired | (696) | (38,829) | ||
Number of shares paid for tax withholding for share based compensation | 59,904 | 21,010 | 23,289 | |
Number of shares available for grant, ending balance | 1,681,760 | 903,049 | 689,492 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of shares underlying outstanding options, beginning balance | 3,352,000 | 2,825,844 | 2,381,486 | |
Number of shares underlying outstanding options, grants in period | (926,650) | (925,525) | (839,800) | |
Restricted stock awards granted (in shares) | (339,500) | (340,525) | (299,900) | |
Number of shares underlying outstanding options, exercises | (293,100) | (309,341) | (131,752) | |
Number of shares underlying outstanding options, cancelled/forfeited | (423,096) | (230,734) | (320,084) | |
Restricted stock units, forfeited (in shares) | (101,218) | (81,905) | (80,333) | |
Number of shares underlying outstanding options, released | (198,213) | 117,218 | 124,344 | |
Number of shares underlying outstanding options, ending balance | 3,602,523 | 3,352,000 | 2,825,844 | |
Number of shares underlying outstanding options, exercisable | 1,853,452 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted average exercise price per share, beginning balance | $ 19.29 | $ 17.92 | $ 18.36 | |
Weighted average exercise price per share, granted | 28.67 | 21.65 | 16.72 | |
Weighted average exercise price per share, exercised | 15.45 | 12.88 | 10.67 | |
Weighted average exercise price per share, cancelled/forfeited | 25.66 | 22.81 | 21.77 | |
Weighted average exercise price per share, cancelled/retired | 8.94 | 8.92 | ||
Weighted average exercise price per share, ending balance | 21.63 | $ 19.29 | $ 17.92 | |
Weighted average exercise price per share, exercisable | $ 19.47 | |||
Weighted average remaining contractual life, exercisable | 6 years 1 month 9 days | |||
Aggregate intrinsic value, exercisable | $ 7,274 |
Stockholders' Equity - Stock _3
Stockholders' Equity - Stock Option Plan - Stock Options Outstanding and Exercisable (Details) - Employee Stock Option | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of options (in shares) | 3,605,333 |
Options exercisable (in shares) | 2,115,243 |
$0.45 - 9.15 | |
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 | $ 9.15 |
Number of options (in shares) | 430,333 |
Weighted-average remaining contractual life | 4 years 4 months 28 days |
Options exercisable (in shares) | 430,333 |
$13.35 - 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 | $ 13.35 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 16.23 |
Number of options (in shares) | 406,389 |
Weighted-average remaining contractual life | 6 years 5 months 8 days |
Options exercisable (in shares) | 335,718 |
$16.30 - 18.37 | |
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 | $ 18.37 |
Number of options (in shares) | 423,042 |
Weighted-average remaining contractual life | 7 years 1 month 28 days |
Options exercisable (in shares) | 298,893 |
$18.70 - 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 | $ 18.70 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 19.70 |
Number of options (in shares) | 391,547 |
Weighted-average remaining contractual life | 8 years 1 month 2 days |
Options exercisable (in shares) | 180,069 |
$19.91 - 24.96 | |
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 | $ 19.91 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 24.96 |
Number of options (in shares) | 442,443 |
Weighted-average remaining contractual life | 8 years 5 months 23 days |
Options exercisable (in shares) | 167,039 |
$25.30 - 29.15 | |
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 | $ 25.30 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 29.15 |
Number of options (in shares) | 656,654 |
Weighted-average remaining contractual life | 8 years 6 months 7 days |
Options exercisable (in shares) | 176,065 |
$29.40 - 32.22 | |
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 | $ 29.40 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 32.22 |
Number of options (in shares) | 587,175 |
Weighted-average remaining contractual life | 6 years 10 months 17 days |
Options exercisable (in shares) | 360,415 |
$32.25 - 34.08 | |
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 | $ 32.25 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 34.08 |
Number of options (in shares) | 51,000 |
Weighted-average remaining contractual life | 8 years 6 months 10 days |
Options exercisable (in shares) | 9,399 |
$ 35.95 | |
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 | $ 35.95 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 35.95 |
Number of options (in shares) | 10,500 |
Weighted-average remaining contractual life | 8 years 11 months 8 days |
Options exercisable (in shares) | 2,625 |
$ 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 | $ 36.32 |
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 36.32 |
Number of options (in shares) | 206,250 |
Weighted-average remaining contractual life | 6 years 11 months 12 days |
Options exercisable (in shares) | 154,687 |
Stockholders' Equity - Stock _4
Stockholders' Equity - Stock Option Plan - Summary of Restricted Stock Activity (Details) - Restricted Stock - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Granted (in shares) | 373,500 | 435,525 | 314,900 |
Vested (in shares) | (235,307) | (130,562) | (133,938) |
Forfeited (in shares) | (172,468) | (81,905) | (80,333) |
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) | $ 20.86 | $ 20.02 | $ 25.67 |
Granted (in dollars per share) | 28.37 | 22.08 | 17.16 |
Vested (in dollars per share) | 20.25 | 23.25 | 26.41 |
Forfeited (in dollars per share) | 24.83 | 19.32 | 20.35 |
Outstanding, ending balance (in dollars per share) | $ 24.61 | $ 20.86 | $ 20.02 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value [Abstract] | |||
Outstanding, beginning balance | |||
Outstanding, ending balance | $ 14,888 | ||
Unvested restricted stock awards | |||
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) | 639,287 | 416,229 | 315,600 |
Outstanding, ending balance (in shares) | 605,012 | 639,287 | 416,229 |
Stockholders' Equity - Stock _5
Stockholders' Equity - Stock Option Plan - Fair Value Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
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 | 60.20% | 67.70% | 61.90% |
Risk-free interest rate | 2.70% | 2.10% | 1.40% |
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) | 5 years 6 months | 8 years 10 months 24 days | 7 years 3 months 18 days |
Expected volatility | 59.40% | 67.90% | 68.90% |
Risk-free interest rate | 2.80% | 2.30% | 1.70% |
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 | 50.90% | 59.20% | 72.00% |
Risk-free interest rate | 1.90% | 0.90% | 0.40% |
Expected dividend rate | 0.00% | 0.00% | 0.00% |
Stockholders' Equity - Stock _6
Stockholders' Equity - Stock Option Plan - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | $ 16,273 | $ 13,230 | $ 11,953 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | 7,480 | 5,902 | 5,557 |
General and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock based compensation expense | $ 8,793 | $ 7,328 | $ 6,396 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock (Details) | 1 Months Ended | 12 Months Ended | |||||||
Jan. 31, 2019USD ($)$ / sharesshares | Mar. 31, 2018USD ($) | Dec. 31, 2017$ / sharesshares | Mar. 31, 2016USD ($) | Dec. 31, 2018USD ($)votes_per_share$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / shares | Aug. 26, 2014shares | Jan. 22, 2014shares | |
Class of Stock [Line Items] | |||||||||
Common stock authorized (shares) | 95,000,000 | 95,000,000 | 95,000,000 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||
Proceeds from Issuance of Common Stock | $ | $ 0 | $ 38,760,000 | $ 0 | ||||||
Common stock subject to repurchase (in shares) | 0 | 0 | |||||||
Common stock, reserved for future issuance (in shares) | 3,052,674 | ||||||||
Warrants | |||||||||
Class of Stock [Line Items] | |||||||||
Shares available for issuance (in shares) | 34,113 | ||||||||
Common Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock authorized (shares) | 95,000,000 | 95,000,000 | 95,000,000 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||
Issuance of common stock in follow-on offering (in shares) | 1,802,651 | ||||||||
Common stock subject to repurchase (in shares) | 0 | ||||||||
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 | ||||||||
Employee Stock Purchase Plan | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock, reserved for future issuance (in shares) | 1,178,940 | 200,000 | |||||||
Follow on Public Offering | |||||||||
Class of Stock [Line Items] | |||||||||
Issuance of common stock in follow-on offering (in shares) | 5,389,515 | ||||||||
Share price (in dollars per share) | $ / shares | $ 31 | $ 31 | |||||||
Proceeds from Issuance of Common Stock | $ | $ 156,900,000 | ||||||||
Over-Allotment Option | |||||||||
Class of Stock [Line Items] | |||||||||
Issuance of common stock in follow-on offering (in shares) | 550,806 | ||||||||
At the Market Offering | |||||||||
Class of Stock [Line Items] | |||||||||
Issuance of common stock in follow-on offering (in shares) | 1,802,651 | ||||||||
Stock Issuance Sales Agreement, Authorized Offering Price, Maximum | $ | $ 125,000,000 | $ 75,000,000 | |||||||
Sale of Stock, Issuance Costs, Commission, Percentage, Maximum | 3.00% | 3.00% | |||||||
Proceeds from Issuance of Common Stock | $ | $ 0 | $ 38,200,000 | |||||||
Proceeds from Issuance of Common Stock, Net of Commissions | $ | 38,800,000 | ||||||||
Stock Issuance Costs | $ | 600,000 | ||||||||
Payments of Stock Issuance Costs | $ | $ 400,000 | $ 200,000 | |||||||
Weighted Average | At the Market Offering | |||||||||
Class of Stock [Line Items] | |||||||||
Share price (in dollars per share) | $ / shares | 22.17 | $ 22.17 | |||||||
Subsequent Event | Follow on Public Offering | |||||||||
Class of Stock [Line Items] | |||||||||
Issuance of common stock in follow-on offering (in shares) | 6,764,705 | ||||||||
Share price (in dollars per share) | $ / shares | $ 17 | ||||||||
Proceeds from Issuance of Common Stock | $ | $ 107,600,000 | ||||||||
Subsequent Event | Over-Allotment Option | |||||||||
Class of Stock [Line Items] | |||||||||
Issuance of common stock in follow-on offering (in shares) | 882,352 | ||||||||
2014 Inducement Plan | |||||||||
Class of Stock [Line Items] | |||||||||
Share price (in dollars per share) | $ / shares | $ 35.75 | $ 20.13 | $ 35.75 | $ 20.70 | |||||
Common stock, reserved for future issuance (in shares) | 325,000 |
Income Taxes - Components of Ne
Income Taxes - Components of Net Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (139,568) | $ (118,331) | $ (89,270) |
Foreign | 0 | (2,256) | 0 |
Loss before income taxes | $ (139,568) | $ (120,587) | $ (89,270) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred Tax Assets (Liabilities) | ||
Net operating loss carryforward | $ 146,618 | $ 106,338 |
Accruals and reserves | 2,191 | 2,591 |
Stock based compensation | 5,173 | 5,400 |
Tax credits | 12,230 | 6,779 |
Fixed and intangible assets | 3,328 | 7,221 |
Valuation Allowance | (169,540) | (128,329) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Oct. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Contingency [Line Items] | |||||
Income tax provision | $ (3,000,000) | $ 0 | $ 0 | ||
Increase (decrease) in valuation allowance for deferred tax assets | (41,200,000) | ||||
Impact of the Tax Reform Act | 5,154,000 | 62,903,000 | 0 | ||
Adjustment to valuation allowance for change in deferred tax assets | (62,900,000) | ||||
Unrecognized tax benefits | 4,200,000 | $ 2,577,000 | $ 1,819,000 | $ 1,537,000 | |
Liability for uncertain tax positions | $ 0 | ||||
Federal | |||||
Income Tax Contingency [Line Items] | |||||
Tax year NOL carryforwards begin to expire | Dec. 31, 2020 | ||||
Net operating loss carryforwards, amount | $ 638,600,000 | ||||
Federal | Research and development tax credits | |||||
Income Tax Contingency [Line Items] | |||||
Tax year credit carryforwards begin to expire | Dec. 31, 2023 | ||||
Research and development credit carryforwards | $ 7,300,000 | ||||
Federal | Orphan drug credit carryforward | |||||
Income Tax Contingency [Line Items] | |||||
Tax year credit carryforwards begin to expire | Dec. 31, 2038 | ||||
Research and development credit carryforwards | $ 3,400,000 | ||||
California | |||||
Income Tax Contingency [Line Items] | |||||
Tax year NOL carryforwards begin to expire | Dec. 31, 2010 | ||||
Net operating loss carryforwards, amount | $ 179,100,000 | ||||
California | Research and development tax credits | |||||
Income Tax Contingency [Line Items] | |||||
Research and development credit carryforwards | 6,700,000 | ||||
Change in research and development credits | 0 | ||||
New Jersey | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards, amount | $ 703,900,000 | ||||
Other States | |||||
Income Tax Contingency [Line Items] | |||||
Tax year NOL carryforwards begin to expire | Dec. 31, 2030 | ||||
Accounting Standards Update 2018-05 | |||||
Income Tax Contingency [Line Items] | |||||
Operating loss, intra-entity transfer of intellectual properties | $ (43,500,000) | ||||
Operating income, research and development credit adjustment | (3,800,000) | ||||
Impact on deferred taxes | $ 68,100,000 | ||||
Revance International Limited | Intellectual Property | |||||
Income Tax Contingency [Line Items] | |||||
Finite-Lived Intangible Assets, Period Increase (Decrease) | $ 41,200,000 |
Income Taxes - Effective Tax Ra
Income Taxes - Effective Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Tax benefit at statutory federal rate (1) | $ (29,309) | $ (40,999) | $ (30,352) |
Sale of intellectual property (2) | (14,008) | 14,008 | 0 |
Research and development credits | (4,064) | (1,858) | (544) |
Foreign rate differential and withholding taxes | 2,370 | 767 | 0 |
Nondeductible/nontaxable items | 108 | 738 | 832 |
Impact of the Tax Reform Act | 5,154 | 62,903 | 0 |
Other changes in valuation allowance | 42,902 | (35,783) | 30,053 |
Other | (153) | 224 | 11 |
Income tax provision | $ 3,000 | $ 0 | $ 0 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance | $ 2,577 | $ 1,819 | $ 1,537 |
Additions for prior tax positions | 333 | 0 | 9 |
Additions for current tax positions | 1,290 | 758 | 273 |
Balance | $ 4,200 | $ 2,577 | $ 1,819 |
Defined Contribution Plan - Add
Defined Contribution Plan - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Retirement Benefits [Abstract] | |||
Defined contribution plan, employer contributions | $ 600 | $ 200 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - 2014 Equity Incentive Plan - Subsequent Event $ in Millions | 2 Months Ended |
Feb. 28, 2019USD ($)shares | |
Subsequent Event [Line Items] | |
Stock options granted (in shares) | 779,750 |
Restricted stock awards granted (in shares) | 316,200 |
Aggregate grant date fair value | $ | $ 19.1 |
Quarterly Results of Operatio_3
Quarterly Results of Operations (Unaudited) - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |||||||||||
Revenue | $ 487 | $ 2,362 | $ 686 | $ 193 | $ 37 | $ 75 | $ 75 | $ 75 | $ 3,729 | $ 262 | $ 300 |
Loss on impairment | (2,927) | 0 | 0 | 0 | 0 | (2,927) | (9,059) | ||||
Net loss | (40,616) | (32,834) | (34,080) | (35,037) | (40,616) | (30,651) | (26,874) | (27,156) | (142,568) | (120,587) | (89,270) |
Basic and Diluted net loss attributable to common stockholders | $ (40,616) | $ (32,834) | $ (34,080) | $ (35,037) | $ (40,616) | $ (30,651) | $ (26,874) | $ (27,156) | $ (142,568) | $ (120,587) | $ (89,270) |
Basic and Diluted net loss per share attributable to common stockholders (in dollars per share) | $ (1.12) | $ (0.91) | $ (0.94) | $ (0.97) | $ (1.12) | $ (1.01) | $ (0.90) | $ (0.94) | $ (3.94) | $ (4.01) | $ (3.18) |