Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 30, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | KPTI | |
Entity Registrant Name | KARYOPHARM THERAPEUTICS INC. | |
Entity Central Index Key | 0001503802 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 60,864,445 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 83,506 | $ 118,021 |
Short-term investments | 180,918 | 210,178 |
Prepaid expenses and other current assets | 7,011 | 6,413 |
Total current assets | 271,435 | 334,612 |
Property and equipment, net | 3,617 | 3,863 |
Operating lease right-of-use assets | 11,448 | |
Long-term investments | 2,001 | |
Restricted cash | 714 | 716 |
Total assets | 287,214 | 341,192 |
Current liabilities: | ||
Accounts payable | 2,266 | 4,332 |
Accrued expenses | 28,868 | 32,493 |
Deferred revenue | 10,650 | 9,362 |
Operating lease liabilities | 1,375 | |
Deferred rent | 390 | |
Other current liabilities | 701 | 327 |
Total current liabilities | 43,860 | 46,904 |
Convertible senior notes | 104,368 | 102,664 |
Operating lease liabilities, net of current portion | 14,457 | |
Deferred revenue, net of current portion | 3,245 | 4,532 |
Deferred rent, net of current portion | 3,922 | |
Total liabilities | 165,930 | 158,022 |
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding | ||
Common stock, $0.0001 par value; 100,000,000 shares authorized; 60,864,445 and 60,829,308 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively | 6 | 6 |
Additional paid-in capital | 861,215 | 857,156 |
Accumulated other comprehensive loss | (28) | (244) |
Accumulated deficit | (739,909) | (673,748) |
Total stockholders' equity | 121,284 | 183,170 |
Total liabilities and stockholders' equity | $ 287,214 | $ 341,192 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 60,864,445 | 60,829,308 |
Common stock, shares outstanding | 60,864,445 | 60,829,308 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Income Statement [Abstract] | ||
License and other revenue | $ 155 | $ 10,000 |
Operating expenses: | ||
Research and development | 37,974 | 41,321 |
General and administrative | 27,103 | 7,621 |
Total operating expenses | 65,077 | 48,942 |
Loss from operations | (64,922) | (38,942) |
Other income (expense): | ||
Interest income | 1,771 | 509 |
Interest expense | (2,998) | |
Other expense | (2) | (14) |
Total other income (expense), net | (1,229) | 495 |
Loss before income taxes | (66,151) | (38,447) |
Income tax provision | (10) | (12) |
Net loss | $ (66,161) | $ (38,459) |
Net loss per share-basic and diluted | $ (1.09) | $ (0.78) |
Weighted-average number of common shares outstanding used in net loss per share-basic and diluted | 60,856,295 | 49,602,809 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (66,161) | $ (38,459) |
Comprehensive income (loss) | ||
Unrealized gain (loss) on investments | 257 | (108) |
Foreign currency translation adjustments | (41) | 39 |
Comprehensive loss | $ (65,945) | $ (38,528) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Operating activities | ||
Net loss | $ (66,161) | $ (38,459) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 245 | 169 |
Net amortization of premiums and discounts on investments | (522) | 160 |
Amortization of debt discount and issuance costs | 1,704 | |
Stock-based compensation expense | 3,907 | 4,164 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (597) | (638) |
Operating lease right-of-use assets | 263 | |
Accounts payable | (2,016) | (773) |
Accrued expenses and other liabilities | (3,255) | 295 |
Operating lease liabilities | (191) | |
Deferred rent | 430 | |
Net cash used in operating activities | (66,623) | (34,652) |
Investing activities | ||
Purchases of property and equipment | (49) | (382) |
Proceeds from maturities of investments | 60,033 | 27,602 |
Purchases of investments | (27,993) | (24,736) |
Net cash provided by investing activities | 31,991 | 2,484 |
Financing activities | ||
Proceeds from the exercise of stock options and shares issued under employee stock purchase plan | 152 | 429 |
Net cash provided by financing activities | 152 | 429 |
Effect of exchange rate on cash, cash equivalents and restricted cash | (37) | 43 |
Net decrease in cash, cash equivalents and restricted cash | (34,517) | (31,696) |
Cash, cash equivalents and restricted cash at beginning of period | 118,737 | 69,487 |
Cash, cash equivalents and restricted cash at end of period | 84,220 | 37,791 |
Reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets | ||
Cash and cash equivalents | 83,506 | 37,499 |
Long-term restricted cash | 714 | 292 |
Cash, cash equivalents and restricted cash at end of period | 84,220 | $ 37,791 |
Supplemental disclosures: | ||
Operating lease right-of-use assets obtained in exchange for operating lease liabilities | 11,711 | |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 630 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Beginning balance at Dec. 31, 2017 | $ 129,464 | $ 5 | $ 625,017 | $ (217) | $ (495,341) |
Beginning balance,Shares at Dec. 31, 2017 | 49,533,150 | ||||
Vesting of restricted stock | 0 | $ 0 | 0 | 0 | 0 |
Vesting of restricted stock (in shares) | 5,000 | ||||
Exercise of stock options and shares issued under the employee stock purchase plan | 429 | 429 | |||
Exercise of stock options and shares issued under the employee stock purchase plan, (shares) | 132,178 | ||||
Stock-based compensation expense | 4,164 | 4,164 | |||
Unrealized gain on investments | (108) | (108) | |||
Foreign currency translation adjustment | 39 | 39 | |||
Net loss | (38,459) | (38,459) | |||
Ending balance at Mar. 31, 2018 | 95,529 | $ 5 | 629,610 | (286) | (533,800) |
Ending balance,Shares at Mar. 31, 2018 | 49,670,328 | ||||
Beginning balance at Dec. 31, 2018 | 183,170 | $ 6 | 857,156 | (244) | (673,748) |
Beginning balance,Shares at Dec. 31, 2018 | 60,829,308 | ||||
Vesting of restricted stock | 0 | $ 0 | 0 | 0 | 0 |
Vesting of restricted stock (in shares) | 5,000 | ||||
Exercise of stock options and shares issued under the employee stock purchase plan | 152 | 152 | |||
Exercise of stock options and shares issued under the employee stock purchase plan, (shares) | 30,137 | ||||
Stock-based compensation expense | 3,907 | 3,907 | |||
Unrealized gain on investments | 257 | 257 | |||
Foreign currency translation adjustment | (41) | (41) | |||
Net loss | (66,161) | (66,161) | |||
Ending balance at Mar. 31, 2019 | $ 121,284 | $ 6 | $ 861,215 | $ (28) | $ (739,909) |
Ending balance,Shares at Mar. 31, 2019 | 60,864,445 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Karyopharm Therapeutics Inc., a Delaware corporation (the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and as required by Regulation S-X, Rule 10-01. Form 10-K At March 31, 2019, the Company had $264,424 in cash, cash equivalents and investments. The Company has had recurring losses and incurred a loss of $66,161 for the three months ended March 31, 2019. Net cash used in operations for the three months ended March 31, 2019 was $66,623. The Company expects that its cash, cash equivalents and investments at March 31, 2019 will be sufficient to fund current operating plans and capital expenditure requirements for at least twelve months from the date of issuance of these financial statements while it establishes the commercial infrastructure for a potential launch of selinexor in the United States. Basis of Consolidation The condensed consolidated financial statements at March 31, 2019 include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The significant accounting policies used in preparation of these condensed consolidated financial statements on Form 10-Q Form 10-K |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 2. Recent Accounting Pronouncements Recently Adopted Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) 2016-02”). 2016-02 Leases Leases right-of-use In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases 2018-10”) 2018-11, Leases (Topic 842) Targeted Improvements 2018-11”). 2018-10 2018-11 2016-02 2016-02, 2018-11 2016-02. ASU 2016-02, 2018-10, 2018-11 2018-11 Pursuant to the guidance under ASU 2016-02, right-of-use non-lease As summarized in the table below, the standard had a material impact on the Company’s condensed consolidated balance sheet as of March 31, 2019, specifically through recognition of right-of-use right-of-use right-of-use January 1, 2019 ASC 842 January 1, 2019 Consolidated balance sheet data (in thousands): Operating lease and right-of-use (1) $ — $ 11,711 $ 11,711 Deferred rent (2) $ 390 $ (390 ) $ — Deferred rent non-current (2) $ 3,922 $ (3,922 ) $ — Operating lease liabilities (3) $ — $ 1,175 $ 1,175 Non-current (3) $ — $ 14,848 $ 14,848 (1) Represents capitalization of operating lease right-of-use right-of-use (2) Represents reclassification of deferred rent and tenant incentives to operating lease right-of-use (3) Represents recognition of operating lease liabilities. The Company implemented internal controls to enable the preparation of financial information upon adoption. In June 2018, the FASB issued ASU No. 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”). ASU 2018-07 In July 2018, the FASB issued ASU No. 2018-09, Codification Improvements 2018-09”). 2018-09 In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (Topic 808)—Clarifying the Interaction between Topic 808 and Topic 606 2018-18”). 2018-18 Revenue from Contracts with Customers 2018-18 2018-18 On August 17, 2018, the SEC issued an amendment to Rule 3-04 Regulation S-X, year-to-date 10-Q, Recently Issued Accounting Standards In June 2016 the FASB issued ASU No. 2016-13, cial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”). 2016-13 available-for-sale 2016-13 2016-13 In August 2018, the FASB issued ASU No. 2018-13, air Value Measurement—Disclosure Framework-Changes to the Disclosure Requirement for Fair Value Measurement 2018-13”). 2018-13 2018-13 2018-13 In August 2018, the FASB issued ASU No. 2018-15, Intangible-Goodwill and Other Internal-Use 350-40) 2018-15”). 2018-15 2018-15 2018-15 |
License and Asset Purchase Agre
License and Asset Purchase Agreements | 3 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
License and Asset Purchase Agreements | 3. License and Asset Purchase Agreements Antengene License Agreement Effective May 23, 2018 (the “Antengene Effective Date”), the Company entered into a License Agreement (“Antengene License Agreement”) with Antengene Therapeutics Limited, a corporation organized and existing under the laws of Hong Kong (“Antengene”) and a subsidiary of Antengene Corporation Co. Ltd., a corporation organized and existing under the laws of the People’s Republic of China, pursuant to which the Company granted Antengene exclusive rights to develop and commercialize, at its own cost, (i) selinexor, the Company’s lead, novel, oral Selective Inhibitor of Nuclear Export (“SINE”) compound, (ii) eltanexor, the Company’s second-generation oral SINE compound, and (iii) KPT-9274, first-in-class non-competitive non-oncology “Non-Oncology KPT-9274 Non-Oncology Pursuant to the terms of the Antengene License Agreement, the Company received an upfront payment of $11,703, and could receive up to $105,000 in milestone payments if certain development goals are achieved and up to $45,000 in milestone payments if certain sales milestones are achieved, as well as a high single-digit to low double-digit royalty based on future net sales of the Antengene Licensed Compounds in the Antengene Territory. In addition, upon Antengene’s election and the parties’ full execution of a manufacturing technology transfer plan and satisfaction of other specified conditions (the “Antengene Manufacturing Election”), the Company will grant to Antengene non-exclusive As part of the Antengene License Agreement, Antengene will also have the right to participate in global clinical studies of the Antengene Licensed Compounds and will bear the cost and expense for patients enrolled in clinical studies in the Antengene Territory. Antengene is responsible for seeking regulatory and marketing approvals for the Antengene Licensed Compounds in the Antengene Territory, as well as any development of the products specifically necessary to obtain such approvals. Antengene is also responsible for the commercialization of the Antengene Licensed Compounds in the Oncology Field and Non-Oncology Until such time as Antengene elects to manufacture its own drug substance, the Company will furnish clinical supplies of drug substance to Antengene for use in Antengene’s development efforts pursuant to a clinical supply agreement to be entered into by the Company and Antengene, and Antengene may elect to have the Company provide commercial supplies of drug product to Antengene pursuant to a commercial supply agreement to be entered into by the Company and Antengene, in each case the costs of which will be borne by Antengene. The Antengene License Agreement will continue in effect on a product-by-product, country-by-country product-by-product product-by-product, country-by-country The Company assessed the Antengene arrangement in accordance with ASC 606 and concluded that the contract counterparty, Antengene, is a customer. The Company identified the following material promises under the contract: (i) exclusive licenses for each Antengene Licensed Compound, (ii) initial data transfers for each Antengene Licensed Compound, which consisted of regulatory data compiled by the Company for the Antengene Licensed Compounds as of the Antengene Effective Date, and (iii) obligations to stand-ready to provide an initial clinical supply for each Antengene Licensed Compound. The Company also identified immaterial promises under the contract relating to information exchanges and participation on operating committees and other working groups. Separately, the Company also identified certain customer options that would create an obligation for the Company if exercised by Antengene, including (i) additional data transfers for each Antengene Licensed Compound, which would consist of the transfer of additional regulatory data compiled by the Company for each Antengene Licensed Compound after the Antengene Effective Date, (ii) obligations to provide additional clinical supply and related substance supply for each Antengene Licensed Compound upon request by Antengene, (iii) manufacturing technology transfers and licenses for each Antengene Licensed Compound under the Antengene Manufacturing Election, as detailed above, and (iv) options for a backup compound, which represents Antengene’s option to select a replacement compound in the event it elects to discontinue the development of the Antengene Licensed Compounds (the “Antengene Transfer Options”). The Antengene Transfer Options individually represent material rights, as they were offered at a significant and incremental discount. Therefore, they were further assessed as performance obligations under the Antengene License Agreement. Finally, the Company also identified certain other customer options that would create a manufacturing obligation for the Company if exercised by Antengene, including for commercial supply. These options do not represent a material right, as they are not offered at a significant and incremental discount. In further evaluating the promises detailed above, the Company determined that the exclusive licenses, initial data transfers, and stand-ready obligation to provide initial clinical supply for each Antengene Licensed Compound were not distinct from one another, and must be combined as four separate performance obligations (the “Antengene Combined License Obligation for selinexor”, “Antengene Combined License Obligation for eltanexor”, “Antengene Combined License Obligation for KPT-9274” KPT-9274, The Company further determined that the up-front KPT-9274 KPT-9274, Upon execution of the Antengene License Agreement, the only fixed component of the transaction price included the $11,703 up-front re-evaluate Through March 31, 2019, the Company has recognized no revenue under the Antengene License Agreement. Revenue will be recognized for the Antengene Combined License Obligation for selinexor once the initial clinical supply of selinexor is delivered, which is currently expected to occur before June 30, 2019. Revenue will be recognized for (the Antengene Combined License Obligation for eltanexor, the Antengene Combined License Obligation for KPT-9274, non-current Biogen Asset Purchase Agreement On January 24, 2018, the Company entered into an Asset Purchase Agreement (the “APA”) and Letter Agreement with Biogen MA Inc., a Massachusetts corporation and subsidiary of Biogen, Inc. (“Biogen”). Under the terms of the APA and Letter Agreement, the Company sold to Biogen exclusive worldwide rights to develop and commercialize the Company’s oral SINE compound KPT-350 KPT-350 know-how KPT-350 KPT-350 KPT-350 KPT-350 country-by-country The Company and Biogen have made customary representations and warranties and agreed to customary covenants in the APA, including covenants requiring Biogen to use commercially reasonable efforts to develop KPT-350 The Company assessed this arrangement in accordance with ASC 606 and concluded that the contract counterparty, Biogen, is a customer. The Company identified the following material promises in the arrangement: the Transfer of IP and the Manufacturing License. The Company also identified immaterial promises under the contract that were not deemed performance obligations. The Company further determined that other promises for Additional Supply and Transition Assistance represented customer options, which would create an obligation for the Company if exercised by Biogen. Since no additional or material consideration is owed to the Company by Biogen upon exercise of the customer options for Additional Supply and Transition Assistance, the Company determined that both are offered at significant and incremental discounts. Accordingly, they were assessed as material rights and, therefore, separate performance obligations in the arrangement. The Company then determined that the Transfer of IP and the Manufacturing License were not distinct from one another and must be combined as a performance obligation (the “Combined Performance Obligation”). This is because Biogen requires the Manufacturing License to derive benefit from the Transfer of IP. Based on these determinations, as well as the considerations noted above with respect to the material rights for Additional Supply and Transition Assistance, the Company identified three distinct performance obligations at the inception of the contract: (i) the Combined Performance Obligation, (ii) the material right for Additional Supply, and (iii) the material right for Transition Assistance. The Company further determined that the up-front Upon execution of the APA, the transaction price included only the $10,000 up-front re-evaluate The Company recognized $10,000 of revenue during the first quarter of 2018, which was when it had satisfied its promises under the Combined Performance Obligation by transferring the underlying promised goods. Ono License Agreement Effective October 11, 2017 (the “Ono Effective Date”), the Company entered into a license agreement (the “Ono License Agreement”) with Ono Pharmaceutical Co., Ltd., a corporation organized and existing under the laws of Japan (“Ono”), pursuant to which the Company granted Ono exclusive rights to develop and commercialize, at its own cost, selinexor and eltanexor, for the diagnosis, treatment and/or prevention of all human oncology indications (the “Ono Field”) in Japan, Republic of Korea, Republic of China (Taiwan) and Hong Kong, as well as in the ten Southeast Asian countries currently comprising the Association of Southeast Asian Nations (the “Ono Territory”) (the “Ono Exclusive License”). Pursuant to the terms of the Ono License Agreement, the Company received an upfront payment of ¥2.5 billion (US$21,916 on the date received), and could receive up to ¥10.15 billion (approximately US$90,500 at the exchange rate as of the Ono Effective Date) in milestone payments if certain development goals are achieved and up to ¥9.0 billion (approximately US$80,200 at the exchange rate as of the Ono Effective Date) in milestone payments if certain sales milestones are achieved, as well as a low double-digit royalty based on future net sales of selinexor and eltanexor in the Ono Territory. In addition, upon Ono’s election and the parties’ full execution of a manufacturing technology transfer plan and satisfaction of other specified conditions (the “Ono Manufacturing Election”), the Company will grant to Ono non-exclusive As part of the Ono License Agreement, Ono will also have the right to participate in global clinical studies of selinexor and eltanexor and will bear the cost and expense for patients enrolled in clinical studies in the Ono Territory. Ono is responsible for seeking regulatory and marketing approvals for selinexor and eltanexor in the Ono Territory, as well as any development of the products specifically necessary to obtain such approvals. Ono is also responsible for the commercialization of products containing selinexor or eltanexor in the Ono Field in the Ono Territory at its own cost and expense. Subject to the Ono Manufacturing Election, the Company will furnish clinical supplies of drug substance to Ono for use in Ono’s development efforts pursuant to a clinical supply agreement to be entered into by the Company and Ono, and Ono may elect to have the Company provide commercial supplies of drug product to Ono pursuant to a commercial supply agreement to be entered into by the Company and Ono, in each case the costs of which will be borne by Ono. The Ono License Agreement will continue in effect on a product-by-product, country-by-country product-by-product product-by-product, country-by-country The Company assessed this arrangement in accordance with ASC 606 and concluded that the contract counterparty, Ono, is a customer. The Company identified the following material promises under the contract: (i) the Ono Exclusive License for selinexor and eltanexor, (ii) initial data transfer for selinexor and eltanexor, which consisted of regulatory data compiled by the Company for the licensed compounds and products as of the Ono Effective Date, (iii) initial clinical supply for selinexor, which consisted of units of clinical supply for Ono to conduct its Phase I Trial, and (iv) an obligation to stand-ready to provide initial clinical supply for eltanexor. The Company also identified immaterial promises under the contract relating to information exchanges, and participation on operating committees and other working groups. Separately, the Company also identified certain customer options that would create an obligation for the Company if exercised by Ono, including the (i) additional data transfer for selinexor and eltanexor, which would consist of the transfer of additional regulatory data compiled by the Company for the licensed compounds and products after the Ono Effective Date, (ii) additional clinical supply and related substance supply for selinexor and eltanexor, which would consist of supplying Ono with units and substance of selinexor and eltanexor incremental to the initial clinical supply for selinexor and the obligation to stand-ready to provide initial clinical supply for eltanexor, as noted above, (iii) manufacturing technology transfer and license for selinexor and eltanexor under the Ono Manufacturing Election, as detailed above, and (iv) options for a backup compound, which represents Ono’s option to select a replacement compound in the event it elects to discontinue the development of either of the licensed compounds (the “Ono Transfer Options”). The Ono Transfer Options individually represent material rights, as they were offered at a significant and incremental discount. Therefore, they were further assessed as performance obligations under the Ono License Agreement. The Company also identified certain other customer options that would create a manufacturing obligation for the Company if exercised by Ono, including commercial supply. This option is referred to herein as the “Ono Manufacturing Option.” The Ono Manufacturing Option does not represent a material right, as it is not offered at a significant and incremental discount. In further evaluating the promises detailed above, the Company determined that the (i) Ono Exclusive License, initial data transfer, and initial clinical supply for selinexor and (ii) Ono Exclusive License, initial data transfer, and obligation to stand-ready to provide initial clinical supply of eltanexor were not distinct from one another, and must be combined as two separate performance obligations (the “Ono Combined License Obligation for selinexor” and the “Ono Combined License Obligation for eltanexor”). This is because, for both selinexor and eltanexor, Ono requires the initial data transfer and clinical supply to derive benefit from the Ono Exclusive License since the Company did not grant manufacturing licenses for selinexor and eltanexor at contract inception. The Company also determined that each of the Ono Transfer Options represents a distinct performance obligation. Based on these determinations, the Company identified six distinct performance obligations at the inception of the Ono License Agreement, including (i) the Ono Combined License Obligation for selinexor, (ii) the Ono Combined License Obligation for eltanexor, and the four components of the Ono Transfer Options, including (iii) the material right for additional data transfer, (iv) the material right for additional clinical supply and related substance supply, (iv) the material right for manufacturing technology transfer and license, and (vi) the material right for the option for a backup compound. The Company further determined that the up-front Upon execution of the Ono License Agreement, the transaction price included only the ¥2.5 billion (US$21,916 on the date received) up-front re-evaluate As the initial clinical supply of selinexor was delivered in April 2018, the Ono Combined License Obligation for selinexor was determined to be fulfilled and revenue of $19,724 was recognized during the quarter ended June 30, 2018. The transaction price allocated to the Ono Combined License Obligation for eltanexor will be recognized as revenue once the Company’s stand-ready promise to provide initial clinical supply of eltanexor in the future is fulfilled, which is the last remaining undelivered promise associated with the Ono Combined License Obligation for eltanexor. As of March 31, 2019, $2,192 of the Ono License Agreement upfront payment is included in deferred revenue and is classified as a non-current Anivive License Agreement On April 28, 2017 (the “Anivive Effective Date”), the Company entered into a license agreement (the “Anivive Agreement”) with Anivive Lifesciences, Inc. (“Anivive”), a biopharmaceutical company engaged in the research, development and commercialization of animal health medicines, pursuant to which the Company has granted Anivive an exclusive, worldwide license to develop and commercialize verdinexor (KPT-335) The Company assessed this arrangement in accordance with ASC 606 and concluded that the contract counterparty, Anivive, is a customer. The Company identified the following material promises under the contract, the Anivive Exclusive License and the technology transfer, which consisted of regulatory data compiled by the Company for the licensed compound and product as of the Anivive Effective Date. The Company also identified immaterial promises under the contract that were not deemed performance obligations, including participating on a product advisory committee and sharing regulatory matter information. The Company further determined that other promises for (i) transfer of additional technology in the future, if developed by the Company, and (ii) facilitating manufacturing and supply relationships with the Company’s third-party contract manufacturers represented customer options, would create an obligation for the Company if exercised by Anivive. Since no additional or immaterial consideration is owed to the Company by Anivive upon exercise of the customer options noted, the Company determined that both are offered at significant and incremental discounts. Accordingly, they were assessed as material rights and, therefore, separate performance obligations in the arrangement. In further evaluating the promises detailed above, the Company determined that the Anivive Exclusive License and the technology transfer were not distinct from one another and must be combined as a performance obligation (the “Anivive Combined License Obligation”). This is because Anivive requires the technology transfer to derive benefit from the Anivive Exclusive License. Based on these determinations, the Company identified three distinct performance obligations at the inception of the contract: (i) the Anivive Combined License Obligation, (ii) the material right for transfer of additional technology in the future, if developed by the Company, and (iii) the material right for facilitating manufacturing and supply relationships with the Company’s third-party contract manufacturers. The Company further determined that the up-front As referenced above, the up-front re-evaluate To date, the Company has recognized $1,250 of revenue associated with the Anivive Agreement. Revenue for the upfront payment and technology transfer milestone was recognized upon completion of the technology transfer in October 2017, as all promises under the Anivive Combined License Obligation had been fulfilled. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 4. Fair Value of Financial Instruments Financial instruments, including cash, restricted cash, prepaid expenses and other current assets, accounts payable and accrued expenses are presented in the condensed consolidated financial statements at amounts that approximate fair value at March 31, 2019 and December 31, 2018. The Company is required to disclose information on all assets and liabilities reported at fair value that enables an assessment of the inputs used in determining the reported fair values. The fair value hierarchy prioritizes valuation inputs based on the observable nature of those inputs. The fair value hierarchy applies only to the valuation inputs used in determining the reported fair value of the investments and is not a measure of the investment credit quality. The hierarchy defines three levels of valuation inputs: Level 1 inputs Quoted prices in active markets for identical assets or liabilities Level 2 inputs Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly Level 3 inputs Unobservable inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability Items classified as Level 2 within the valuation hierarchy consist of commercial paper, corporate debt securities, U.S. government agency securities and certificates of deposit. The Company estimates the fair values of these marketable securities by taking into consideration valuations obtained from third-party pricing sources. These pricing sources 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. These inputs include market pricing based on real-time trade data for the same or similar securities, issuer credit spreads, benchmark yields, and other observable inputs. The Company validates the prices provided by its third-party pricing sources by understanding the models used, obtaining market values from other pricing sources and analyzing pricing data in certain instances. The following table presents information about the Company’s financial assets that have been measured at fair value at March 31, 2019 and indicates the fair value hierarchy of the valuation inputs utilized to determine such fair value (in thousands): Description Total Quoted Prices Significant Significant Financial assets Cash equivalents: Money market funds $ 29,632 $ 29,632 $ — $ — Commercial paper 12,985 — 12,985 — U.S. government and agency securities 1,499 — 1,499 — Investments: Current: Corporate debt securities 112,105 — 112,105 — Commercial paper 45,607 — 45,607 — U.S. government and agency securities 19,207 — 19,207 — Certificate of deposit 3,999 — 3,999 — $ 225,034 $ 29,632 $ 195,402 $ — The following table presents information about the Company’s financial assets that have been measured at fair value at December 31, 2018 and indicates the fair value hierarchy of the valuation inputs utilized to determine such fair value (in thousands): Description Total Quoted Prices Significant Significant Financial assets Cash equivalents: Money market funds $ 62,320 $ 62,320 $ — $ — Corporate debt securities 6,823 — 6,823 — Commercial paper 7,738 — 7,738 — Investments: Current: Corporate debt securities 143,079 — 143,079 — Commercial paper 43,978 — 43,978 — U.S. government and agency securities 19,124 — 19,124 — Certificate of deposit 3,997 — 3,997 — Non-current: Corporate debt securities (one to two year maturity) 2,001 — 2,001 — $ 289,060 $ 62,320 $ 226,740 $ — |
Investments
Investments | 3 Months Ended |
Mar. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 5. Investments The following table summarizes the Company’s investments in debt securities, classified as available-for-sale, Amortized Cost Gross Unrealized Gross Unrealized Fair Value Current: Corporate debt securities $ 112,099 $ 48 $ (42 ) $ 112,105 Commercial paper 45,580 28 (1 ) 45,607 U.S. government and agency securities 19,197 19 (9 ) 19,207 Certificate of deposit 3,999 — — 3,999 $ 180,875 $ 95 $ (52 ) $ 180,918 The following table summarizes the Company’s investments in debt securities, classified as available-for-sale Amortized Cost Gross Unrealized Gross Unrealized Fair Value Current: Corporate debt securities $ 143,254 $ 3 $ (178 ) $ 143,079 Commercial paper 44,001 — (23 ) 43,978 U.S. government and agency securities 19,131 10 (17 ) 19,124 Certificate of deposit 4,000 — (3 ) 3,997 Non-current: Corporate debt securities (one to two year maturity) 2,007 — (6 ) 2,001 $ 212,393 $ 13 $ (227 ) $ 212,179 At March 31, 2019 and December 31, 2018, the Company held 27 and 79 debt securities, respectively, that were in an unrealized loss position. The aggregate fair value of debt securities in an unrealized loss position at March 31, 2019 and December 31, 2018 was $57,124 and $180,627, respectively. As of March 31, 2019, two corporate debt securities with a fair value of $3,486 had been in a continuous unrealized loss position for more than 12 months. The unrealized loss of $14 related to these corporate debt securities are included in accumulated other comprehensive loss as of March 31, 2019. At March 31, 2019, the Company did not intend to sell the securities with an unrealized loss position in accumulated other comprehensive income, and it is not likely that the Company will be required to sell these securities before recovery of their amortized cost basis. The Company reviews investments for other-than-temporary impairment whenever the fair value of an investment is less than the amortized cost and evidence indicates that an investment’s carrying amount is not recoverable within a reasonable period of time. Other-than-temporary impairments of investments are recognized in the condensed consolidated statements of operations if the Company has experienced a credit loss and has the intent to sell the investment or if it is more likely than not that the Company will be required to sell the investment before recovery of the amortized cost basis. Evidence considered in this assessment includes reasons for the impairment, compliance with the Company’s investment policy, the severity and the duration of the impairment and changes in value subsequent to the end of the period. The unrealized losses at March 31, 2019 and December 31, 2018 are attributable to changes in interest rates and the Company does not believe any unrealized losses represent other-than-temporary impairments. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 6. Net Loss Per Share Basic and diluted net loss per common share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. The Company’s potentially dilutive shares, which include outstanding stock options and unvested restricted stock and restricted stock units, are considered to be common stock equivalents and are only included in the calculation of diluted net loss per share when their effect is dilutive. The following potentially dilutive securities were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended 2019 2018 Outstanding stock options 10,519,696 8,702,552 Unvested restricted stock units 949,600 228,100 The Company has the option to settle the conversion obligation for its 3.00% convertible senior notes issued October 2018, and due 2025, in cash, shares or any combination of the two. As such notes were not convertible as of March 31, 2019, they are not participating securities and do not have an impact on the calculation of basic earnings or loss per share. Based on the Company’s net loss position, there was no impact on the calculation of dilutive loss per share during the three months ended March 31, 2019. |
Stock-based Compensation
Stock-based Compensation | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | 7. Stock-based Compensation Stock Options A summary of the Company’s stock option activity and related information follows: Shares Weighted- Weighted- Aggregate Outstanding at December 31, 2018 8,917,084 $ 13.78 7.4 $ 8,197 Granted 2,167,700 8.52 Exercised (28,471 ) 4.97 Canceled (536,617 ) 12.98 Outstanding at March 31, 2019 10,519,696 12.76 7.5 $ 2,155 Exercisable at March 31, 2019 5,081,743 $ 15.02 5.8 $ 1,898 Total stock-based compensation expense related to stock options for the three months ended March 31, 2019 and 2018 was $3,457 and $3,918, respectively. As of March 31, 2019, there was $37,240 of total unrecognized stock-based compensation expense related to stock options. The expense is expected to be recognized over a weighted-average period of 3.0 years. Restricted Stock Units A restricted stock unit (“RSU”) represents the right to receive one share of the Company’s common stock upon vesting of the RSU. The fair value of each RSU is based on the closing price of the Company’s common stock on the date of grant. The Company grants RSUs with service conditions that vest in two or four equal annual installments provided that the employee remains employed with the Company (“Time-Based RSUs”). During the quarter ended March 31, 2019, the Company granted Time-Based RSUs under the 2013 Stock Incentive Plan (the “2013 Plan”) that vest in four equal annual installments. The following is a summary of RSU activity for the 2013 Plan for the three months ended March 31, 2019: Number of Weighted- Unvested at December 31, 2018 25,000 $ 9.87 Granted 1,019,750 9.20 Forfeited (90,150 ) 9.21 Vested (5,000 ) 10.27 Unvested at March 31, 2019 949,600 $ 9.21 The total stock-based compensation expense related to RSUs for the three months ended March 31, 2019 and 2018 was $297 and $39, respectively. As of March 31, 2019, there was $8,435 of unrecognized compensation costs related to unvested Time-Based RSUs, which are expected to be recognized over a weighted-average period of 3.8 years. Separately, during the year ended December 31, 2017, the Company also granted performance-based RSUs, which vest upon the achievement of certain performance goals subject to the employee’s continued employment (“Performance-Based RSUs”). During the three months ended March 31, 2018, the Company recognized $137 of stock-based compensation expense related to a portion of the Performance-Based RSUs when the associated performance goal became probable of achievement in the first quarter and was achieved in the second quarter of 2018. The remaining 98,800 Performance-Based RSUs were forfeited in July 2018 when the other performance goal was not achieved. Employee Stock Purchase Plan The Company has an Employee Stock Purchase Plan (“ESPP”) that permits eligible employees to enroll in six-month six-month For the three months ended March 31, 2019 and 2018, the Company recorded stock-based compensation expense related to the ESPP of $153 and $70, respectively. As of March 31, 2019, 819,589 shares of the Company’s common stock remained available for issuance under the ESPP. As of March 31, 2019, there was $56 of total unrecognized stock-based compensation expense related to the ESPP. The expense is expected to be recognized over a period of one month. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Leases | 8. Leases Operating Leases The Company is party to an operating lease of 98,502 square feet of office and research space in Newton, Massachusetts with a term through September 30, 2025 (the “Newton, MA Lease”). Pursuant to the Newton, MA Lease, the Company has provided a security deposit in the form of a cash-collateralized letter of credit in the amount of $550. The amount is classified within non-current Upon the adoption of ASU 2016-02, right-of-use right-of-use 2016-02 The Newton, MA Lease provides for increases in future minimum annual rental payments, as defined in the lease agreement. The Newton, MA Lease also includes real estate taxes and common area maintenance (“CAM”) charges in the annual rental payments. As these charges were included in minimum annual rental payments as part of the Company’s accounting for the Newton, MA Lease under ASC 840 through December 31, 2018, the Company has included such amounts in the calculation of the operating lease liability, consistent with ASC 842 and the Company’s accounting policy elections thereunder, as specified within Note 2, “Recent Accounting Pronouncements.” The operating lease cost for the Newton, MA Lease for the three months ended March 31, 2019 was $702, of which approximately $220 was charges for CAM. The Company is also party to operating leases in both Munich, Germany and Tel Aviv, Israel with lease periods through January 2020 and June 2019, respectively. The remaining lease payments on such arrangements were $109, in aggregate, as of March 31, 2019 and, therefore, the associated operating lease liabilities and operating lease right-of-use 2016-02. In addition, the Company is party to short-term leases having a term of twelve months or less at the commencement date. The Company recognizes short-term lease expense on a straight-line basis and does not record a related right-of Lease Commitments As of March 31, 2019, future minimum lease payments under non-cancellable right-of-use Years ended December 31, Future 2019 $ 2,259 2020 3,200 2021 3,277 2022 3,447 2023 and thereafter 10,453 Total minimum lease payments $ 22,636 Less: present value adjustment (6,804 ) Present value of minimum lease payments $ 15,832 As of March 31, 2019, the remaining lease term on the Newton, MA Lease was 6.5 years. The lease has a renewal option for an additional five years, although there is no economic penalty for failure to exercise the option. However, because the Company did not elect the use of hindsight in estimating the lease term for leases subject to transition to the new standard, and the renewal option was not previously considered in the Company’s assessment of the lease term for the Newton, MA Lease before adoption of ASC 842, the renewal option was not considered as part of the lease term in calculating the operating lease right-of-use As a discount rate was not directly observable for the Company’s Newton, MA Lease, the discount rate used to calculate the net present value of future payments was the Company’s incremental borrowing rate calculated at transition based on the remaining lease term. Upon adoption and through March 31, 2019, the discount rate used to calculate the operating lease liability was 11.0%. The incremental borrowing rate is the rate of interest that the Company would expect to pay to borrow, on a collateralized basis, over a similar term, an amount equal to the lease payments in a similar economic environment. In determining the incremental borrowing rate, the Company considered (i) its estimated public credit rating, (ii) observable debt yields of the Company, as well as other bonds in the market issued by other companies with similar credit ratings as the Company, and (iii) adjustments necessary for collateral, lease term, and inflation or foreign currency. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2019 | |
Federal Home Loan Banks [Abstract] | |
Equity | 9. Equity Underwritten Offerings On May 7, 2018, the Company completed a follow-on Form S-3 No. 333-222726) Open Market Sale Agreement On August 17, 2018, the Company entered into an Open Market Sale Agreement (the “Open Market Sale Agreement”) with Jefferies LLC, as agent (“Jefferies”), pursuant to which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $75,000 (the “Open Market Shares”) from time to time through Jefferies (the “Open Market Offering”). Under the Open Market Sale Agreement, Jefferies may sell the Open Market Shares by methods deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act. The Company may sell the Open Market Shares in amounts and at times to be determined by the Company from time to time subject to the terms and conditions of the Open Market Sale Agreement, but it has no obligation to sell any of the Open Market Shares in the Open Market Offering. The Company or Jefferies may suspend or terminate the offering of Open Market Shares upon notice to the other party and subject to other conditions. The Company has agreed to pay Jefferies commissions for its services in acting as agent in the sale of the Open Market Shares in the amount of up to 3.0% of gross proceeds from the sale of the Open Market Shares pursuant to the Open Market Sale Agreement. The Company has also agreed to provide Jefferies with customary indemnification and contribution rights. The Company has not sold any shares to date under the Open Market Sale Agreement. |
Convertible Senior Notes
Convertible Senior Notes | 3 Months Ended |
Mar. 31, 2019 | |
3% Convertible Senior Notes Due 2025 [Member] | |
Convertible Senior Notes | 10. Convertible Senior Notes 3.00% Convertible Senior Notes due 2025 On October 16, 2018, the Company completed an offering of $150,000 aggregate principal amount of the Company’s 3.00% convertible senior notes due 2025 (the “Notes”). In addition, on October 26, 2018, the Company issued an additional $22,500 aggregate principal amount of the Notes pursuant to the full exercise of the option to purchase additional Notes granted to the initial purchasers in the offering. The Notes were sold in a private offering to qualified institutional buyers in reliance on Rule 144A under the Securities Act. In accordance with accounting guidance for debt with conversion and other options, the Company separately accounted for the liability component (“Liability Component”) and the embedded conversion option (“Equity Component”) of the Notes by allocating the proceeds between the Liability Component and the Equity Component, due to the Company’s ability to settle the Notes in cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at its option. In connection with the issuance of the Notes, the Company incurred approximately $5,615 of debt issuance costs, which primarily consisted of underwriting, legal and other professional fees, and allocated these costs between the Liability Component and the Equity Component based on the allocation of the proceeds. Of the total debt issuance costs, $2,209 was allocated to the Equity Component and recorded as a reduction to additional paid-in The Notes are senior unsecured obligations of the Company and bear interest at a rate of 3.00% per year payable semiannually in arrears on April 15 and October 15 of each year, beginning on April 15, 2019. Upon conversion, the Notes will be convertible into cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election. The Notes will be subject to redemption at the Company’s option, on or after October 15, 2022, in whole or in part, if the conditions described below are satisfied. The Notes will mature on October 15, 2025, unless earlier converted, redeemed or repurchased in accordance with their terms. Subject to satisfaction of certain conditions and during the periods described below, the Notes may be converted at an initial conversion rate of 63.0731 shares of common stock per $1 principal amount of the Notes (equivalent to an initial conversion price of approximately $15.85 per share of common stock). Holders of the Notes may convert all or any portion of their Notes, in multiples of $1 principal amount, at their option at any time prior to the close of business on the business day immediately preceding June 15, 2025 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on December 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price for the Notes on each applicable trading day; (2) during the five business day period immediately after any five consecutive trading day period (the “Measurement Period”) in which the trading price per $1,000 principal amount of Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; (3) if the Company calls the Notes for redemption, until the close of business on the business day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events as described within the indenture governing the Notes. As of March 31, 2019, none of the above circumstances had occurred and as such, the Notes could not have been converted. The Company may not redeem the Notes prior to October 15, 2022. On or after October 15, 2022, the Company may redeem for cash all or part of the Notes at its option if the last reported sale price of the Company’s common stock equals or exceeds 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending within five trading days prior to the date on which the Company sends any notice of redemption. The redemption price will be 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any. In addition, calling any convertible note for redemption will constitute a make-whole fundamental change with respect to that convertible note, in which case the conversion rate applicable to the conversion of that convertible note, if it is converted in connection with the redemption, will be increased in certain circumstances. The initial carrying amount of the Liability Component of $101,243 was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The allocation was performed in a manner that reflected the Company’s non-convertible The outstanding balances of the Notes as of March 31, 2019 consisted of the following (in thousands): Liability component: Principal $ 172,500 Less: debt discount and issuance costs, net (68,132 ) Net carrying amount $ 104,368 Equity component: $ 70,059 The Company determined the expected life of the Notes was equal to its seven-year term. The effective interest rate on the Liability Component of the Notes was 11.85%. As of March 31, 2019, the “if-converted The following table sets forth total interest expense recognized related to the Notes during the three months ended March 31, 2019 (in thousands): Quarter Contractual interest expense $ 1,294 Amortization of debt discount 1,623 Amortization of debt issuance costs 81 Total interest expense $ 2,998 Future minimum payments on the Notes as of March 31, 2019 were as follows (in thousands): Years ended December 31, Future Minimum 2019 $ 5,175 2020 5,175 2021 5,175 2022 5,175 2023 and thereafter 188,025 Total minimum payments $ 208,725 Less: interest (36,225 ) Less: unamortized discount (68,132 ) Less: current portion — Long term debt $ 104,368 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Karyopharm Therapeutics Inc., a Delaware corporation (the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and as required by Regulation S-X, Rule 10-01. Form 10-K At March 31, 2019, the Company had $264,424 in cash, cash equivalents and investments. The Company has had recurring losses and incurred a loss of $66,161 for the three months ended March 31, 2019. Net cash used in operations for the three months ended March 31, 2019 was $66,623. The Company expects that its cash, cash equivalents and investments at March 31, 2019 will be sufficient to fund current operating plans and capital expenditure requirements for at least twelve months from the date of issuance of these financial statements while it establishes the commercial infrastructure for a potential launch of selinexor in the United States. |
Basis of Consolidation | Basis of Consolidation The condensed consolidated financial statements at March 31, 2019 include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The significant accounting policies used in preparation of these condensed consolidated financial statements on Form 10-Q Form 10-K |
Recent Accounting Pronouncements | Recently Adopted Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) 2016-02”). 2016-02 Leases Leases right-of-use In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases 2018-10”) 2018-11, Leases (Topic 842) Targeted Improvements 2018-11”). 2018-10 2018-11 2016-02 2016-02, 2018-11 2016-02. ASU 2016-02, 2018-10, 2018-11 2018-11 Pursuant to the guidance under ASU 2016-02, right-of-use non-lease As summarized in the table below, the standard had a material impact on the Company’s condensed consolidated balance sheet as of March 31, 2019, specifically through recognition of right-of-use right-of-use right-of-use January 1, 2019 ASC 842 January 1, 2019 Consolidated balance sheet data (in thousands): Operating lease and right-of-use (1) $ — $ 11,711 $ 11,711 Deferred rent (2) $ 390 $ (390 ) $ — Deferred rent non-current (2) $ 3,922 $ (3,922 ) $ — Operating lease liabilities (3) $ — $ 1,175 $ 1,175 Non-current (3) $ — $ 14,848 $ 14,848 (1) Represents capitalization of operating lease right-of-use right-of-use (2) Represents reclassification of deferred rent and tenant incentives to operating lease right-of-use (3) Represents recognition of operating lease liabilities. The Company implemented internal controls to enable the preparation of financial information upon adoption. In June 2018, the FASB issued ASU No. 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”). ASU 2018-07 In July 2018, the FASB issued ASU No. 2018-09, Codification Improvements 2018-09”). 2018-09 In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (Topic 808)—Clarifying the Interaction between Topic 808 and Topic 606 2018-18”). 2018-18 Revenue from Contracts with Customers 2018-18 2018-18 On August 17, 2018, the SEC issued an amendment to Rule 3-04 Regulation S-X, year-to-date 10-Q, Recently Issued Accounting Standards In June 2016 the FASB issued ASU No. 2016-13, cial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”). 2016-13 available-for-sale 2016-13 2016-13 In August 2018, the FASB issued ASU No. 2018-13, air Value Measurement—Disclosure Framework-Changes to the Disclosure Requirement for Fair Value Measurement 2018-13”). 2018-13 2018-13 2018-13 In August 2018, the FASB issued ASU No. 2018-15, Intangible-Goodwill and Other Internal-Use 350-40) 2018-15”). 2018-15 2018-15 2018-15 |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Adjustments in Balance Sheet due to Adoption of ASC 842 | January 1, 2019 ASC 842 January 1, 2019 Consolidated balance sheet data (in thousands): Operating lease and right-of-use (1) $ — $ 11,711 $ 11,711 Deferred rent (2) $ 390 $ (390 ) $ — Deferred rent non-current (2) $ 3,922 $ (3,922 ) $ — Operating lease liabilities (3) $ — $ 1,175 $ 1,175 Non-current (3) $ — $ 14,848 $ 14,848 (1) Represents capitalization of operating lease right-of-use right-of-use (2) Represents reclassification of deferred rent and tenant incentives to operating lease right-of-use (3) Represents recognition of operating lease liabilities. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets That Have Been Measured at Fair Value | The following table presents information about the Company’s financial assets that have been measured at fair value at March 31, 2019 and indicates the fair value hierarchy of the valuation inputs utilized to determine such fair value (in thousands): Description Total Quoted Prices Significant Significant Financial assets Cash equivalents: Money market funds $ 29,632 $ 29,632 $ — $ — Commercial paper 12,985 — 12,985 — U.S. government and agency securities 1,499 — 1,499 — Investments: Current: Corporate debt securities 112,105 — 112,105 — Commercial paper 45,607 — 45,607 — U.S. government and agency securities 19,207 — 19,207 — Certificate of deposit 3,999 — 3,999 — $ 225,034 $ 29,632 $ 195,402 $ — The following table presents information about the Company’s financial assets that have been measured at fair value at December 31, 2018 and indicates the fair value hierarchy of the valuation inputs utilized to determine such fair value (in thousands): Description Total Quoted Prices Significant Significant Financial assets Cash equivalents: Money market funds $ 62,320 $ 62,320 $ — $ — Corporate debt securities 6,823 — 6,823 — Commercial paper 7,738 — 7,738 — Investments: Current: Corporate debt securities 143,079 — 143,079 — Commercial paper 43,978 — 43,978 — U.S. government and agency securities 19,124 — 19,124 — Certificate of deposit 3,997 — 3,997 — Non-current: Corporate debt securities (one to two year maturity) 2,001 — 2,001 — $ 289,060 $ 62,320 $ 226,740 $ — |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Investments, Classified as Available-for-Sale | The following table summarizes the Company’s investments in debt securities, classified as available-for-sale, Amortized Cost Gross Unrealized Gross Unrealized Fair Value Current: Corporate debt securities $ 112,099 $ 48 $ (42 ) $ 112,105 Commercial paper 45,580 28 (1 ) 45,607 U.S. government and agency securities 19,197 19 (9 ) 19,207 Certificate of deposit 3,999 — — 3,999 $ 180,875 $ 95 $ (52 ) $ 180,918 The following table summarizes the Company’s investments in debt securities, classified as available-for-sale Amortized Cost Gross Unrealized Gross Unrealized Fair Value Current: Corporate debt securities $ 143,254 $ 3 $ (178 ) $ 143,079 Commercial paper 44,001 — (23 ) 43,978 U.S. government and agency securities 19,131 10 (17 ) 19,124 Certificate of deposit 4,000 — (3 ) 3,997 Non-current: Corporate debt securities (one to two year maturity) 2,007 — (6 ) 2,001 $ 212,393 $ 13 $ (227 ) $ 212,179 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Potentially Dilutive Securities Were Excluded From The Calculation of Diluted Net Loss Per Share Due to Their Anti-Dilutive Effect | The following potentially dilutive securities were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended 2019 2018 Outstanding stock options 10,519,696 8,702,552 Unvested restricted stock units 949,600 228,100 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity for Employees and Nonemployees | A summary of the Company’s stock option activity and related information follows: Shares Weighted- Weighted- Aggregate Outstanding at December 31, 2018 8,917,084 $ 13.78 7.4 $ 8,197 Granted 2,167,700 8.52 Exercised (28,471 ) 4.97 Canceled (536,617 ) 12.98 Outstanding at March 31, 2019 10,519,696 12.76 7.5 $ 2,155 Exercisable at March 31, 2019 5,081,743 $ 15.02 5.8 $ 1,898 |
Summary of RSU Activity | During the quarter ended March 31, 2019, the Company granted Time-Based RSUs under the 2013 Stock Incentive Plan (the “2013 Plan”) that vest in four equal annual installments. The following is a summary of RSU activity for the 2013 Plan for the three months ended March 31, 2019: Number of Weighted- Unvested at December 31, 2018 25,000 $ 9.87 Granted 1,019,750 9.20 Forfeited (90,150 ) 9.21 Vested (5,000 ) 10.27 Unvested at March 31, 2019 949,600 $ 9.21 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Schedule of Minimum Future Rent Payments Under Lease Agreement | As of March 31, 2019, future minimum lease payments under non-cancellable right-of-use Years ended December 31, Future 2019 $ 2,259 2020 3,200 2021 3,277 2022 3,447 2023 and thereafter 10,453 Total minimum lease payments $ 22,636 Less: present value adjustment (6,804 ) Present value of minimum lease payments $ 15,832 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) - 3% Convertible Senior Notes Due 2025 [Member] | 3 Months Ended |
Mar. 31, 2019 | |
Summary of Outstanding Balances of Convertible Notes | The outstanding balances of the Notes as of March 31, 2019 consisted of the following (in thousands): Liability component: Principal $ 172,500 Less: debt discount and issuance costs, net (68,132 ) Net carrying amount $ 104,368 Equity component: $ 70,059 |
Schedule of Interest Expense Recognized Related to Convertible Notes | The following table sets forth total interest expense recognized related to the Notes during the three months ended March 31, 2019 (in thousands): Quarter Contractual interest expense $ 1,294 Amortization of debt discount 1,623 Amortization of debt issuance costs 81 Total interest expense $ 2,998 |
Summary of Future Minimum Payments on Convertible Notes | Future minimum payments on the Notes as of March 31, 2019 were as follows (in thousands): Years ended December 31, Future Minimum 2019 $ 5,175 2020 5,175 2021 5,175 2022 5,175 2023 and thereafter 188,025 Total minimum payments $ 208,725 Less: interest (36,225 ) Less: unamortized discount (68,132 ) Less: current portion — Long term debt $ 104,368 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Regulatory Assets [Abstract] | ||
Cash, cash equivalents and short and long-term investments | $ 264,424 | |
Net loss | 66,161 | $ 38,459 |
Net cash used in operations | $ 66,623 | $ 34,652 |
Recent Accounting Pronounceme_3
Recent Accounting Pronouncements - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease, right-of-use asset | $ 11,448 | $ 11,711 | [1] |
Lease liability | 15,832 | $ 1,175 | [2] |
Accounting Standards Update 2016-02 [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease, right-of-use asset | 11,711 | ||
Lease liability | $ 16,023 | ||
[1] | Represents capitalization of operating lease right-of-use assets, offset by reclassification of deferred rent and tenant incentives to operating lease right-of-use assets | ||
[2] | Represents recognition of operating lease liabilities. |
Recent Accounting Pronoucements
Recent Accounting Pronoucements - Schedule of Adjustments in Balance Sheet due to Adoption of ASC 842 (Detail) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | ||
Adjustments For Change In Accounting Principle [Line Items] | |||||
Operating lease and right-of-use assets | $ 11,448 | $ 11,711 | [1] | ||
Deferred rent | $ 390 | ||||
Deferred rent non-current | 3,922 | ||||
Operating lease liabilities | 15,832 | 1,175 | [2] | ||
Non-current operating lease liabilities | $ 14,457 | 14,848 | [2] | ||
Previously Reported [Member] | |||||
Adjustments For Change In Accounting Principle [Line Items] | |||||
Deferred rent | [3] | 390 | |||
Deferred rent non-current | [3] | $ 3,922 | |||
Restatement Adjustment [Member] | |||||
Adjustments For Change In Accounting Principle [Line Items] | |||||
Operating lease and right-of-use assets | [1] | 11,711 | |||
Deferred rent | [3] | (390) | |||
Deferred rent non-current | [3] | (3,922) | |||
Operating lease liabilities | [2] | 1,175 | |||
Non-current operating lease liabilities | [2] | $ 14,848 | |||
[1] | Represents capitalization of operating lease right-of-use assets, offset by reclassification of deferred rent and tenant incentives to operating lease right-of-use assets | ||||
[2] | Represents recognition of operating lease liabilities. | ||||
[3] | Represents reclassification of deferred rent and tenant incentives to operating lease right-of-use assets. |
License and Asset Purchase Ag_2
License and Asset Purchase Agreements - Additional Information - Antengene License Agreement (Detail) - Antengene Therapeutics Limited [Member] - USD ($) | May 23, 2018 | Mar. 31, 2019 |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Revenues | $ 0 | |
Deferred Revenue, current | 10,650,000 | |
Deferred Revenue, non-current | $ 1,053,000 | |
Government Research Grant Agreement [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
License agreement termination prior notice period | 180 days | |
License agreement termination description | License Agreement may be terminated earlier by (i) either party for breach of the Antengene License Agreement by the other party or in the event of the insolvency or bankruptcy of the other party, (ii) Antengene on a product-by-product basis for certain safety reasons or on a product-by-product, country-by-country basis for any reason with 180 days' prior notice or (iii) the Company in the event Antengene challenges or assists with a challenge to certain of the Company's patent rights. | |
Government Research Grant Agreement [Member] | Development Milestone [Member] | Maximum [Member] | Scenario, Plan [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Milestone payments receivable | $ 105,000,000 | |
Government Research Grant Agreement [Member] | Sales Milestone Events [Member] | Maximum [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Milestone payments receivable | 45,000,000 | |
Commercial milestone payments receivable | 45,000,000 | |
Government Research Grant Agreement [Member] | Development Goals [Member] | Maximum [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Milestone payments receivable | 105,000,000 | |
Selinexor [Member] | Government Research Grant Agreement [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Performance obligations | $ 9,363,000 | |
Eltanexor [Member] | Government Research Grant Agreement [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Performance obligations | 1,053,000 | |
KPT-9274 [Member] | Government Research Grant Agreement [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Performance obligations | 1,053,000 | |
Verdinexor [Member] | Government Research Grant Agreement [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Performance obligations | $ 234,000 | |
Up-front Payment Arrangement [Member] | Government Research Grant Agreement [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Upfront payments | $ 11,703,000 |
License and Asset Purchase Ag_3
License and Asset Purchase Agreements - Additional Information - Biogen Asset Purchase Agreement (Detail) - Biogen MA Inc [Member] - USD ($) $ in Thousands | Jan. 24, 2018 | Mar. 31, 2018 |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Revenues | $ 10,000 | |
Asset Purchase Agreement [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Upfront payment received | $ 10,000 | |
Commercial milestone payments receivable | 65,000 | |
Asset Purchase Agreement [Member] | Scenario, Plan [Member] | Maximum [Member] | Sales Milestone [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Milestone payments receivable | $ 142,000 |
License and Asset Purchase Ag_4
License and Asset Purchase Agreements - Additional Information - Ono License Agreement (Detail) - Ono Pharmaceutical Co Ltd [Member] | Oct. 11, 2017USD ($) | Oct. 11, 2017JPY (¥) | Mar. 31, 2019USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2019JPY (¥) | Oct. 11, 2017JPY (¥) |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Revenues | $ 19,724,000 | |||||
Deferred Revenue, non-current | $ 2,192,000 | |||||
Government Research Grant Agreement [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
License agreement termination prior notice period | 180 days | |||||
License agreement termination description | The Ono License Agreement may be terminated earlier by (i) either party for breach of the Ono License Agreement by the other party or in the event of the insolvency or bankruptcy of the other party, (ii) Ono on a product-by-product basis for certain safety reasons or on a product-by-product, country-by-country basis for any reason with 180 days' prior notice or (iii) the Company in the event Ono challenges or assists with a challenge to certain of the Company's patent rights. | |||||
Commercial milestone payments receivable | ¥ | ¥ 9,000,000,000 | |||||
Government Research Grant Agreement [Member] | Development Goals [Member] | Maximum [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Milestone payments receivable | $ 90,500,000 | ¥ 10,150,000,000 | ||||
Government Research Grant Agreement [Member] | Sales Milestone Events [Member] | Maximum [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Milestone payments receivable | 80,200,000 | ¥ 9,000,000,000 | ||||
Government Research Grant Agreement [Member] | Scenario, Plan [Member] | Clinical Development and Regulatory Milestone [Member] | Maximum [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Milestone payments receivable | ¥ | ¥ 10,150,000,000 | |||||
Selinexor [Member] | Government Research Grant Agreement [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Performance obligations | $ 19,724,000 | |||||
Eltanexor [Member] | Government Research Grant Agreement [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Performance obligations | $ 2,192,000 | |||||
Up-front Payment Arrangement [Member] | Government Research Grant Agreement [Member] | ||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||
Upfront payments | $ 21,916,000 | ¥ 2,500,000,000 |
License and Asset Purchase Ag_5
License and Asset Purchase Agreements - Additional Information - Anivive License Agreement (Detail) - Government Research Grant Agreement [Member] - Anivive Lifesciences, Inc. [Member] - USD ($) | Apr. 28, 2017 | Mar. 31, 2019 |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Performance obligations | $ 1,250,000 | |
Maximum [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Milestone payments receivable | $ 43,250,000 | |
Technology Transfer [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Milestone payments receivable | 250,000 | |
Clinical Development and Regulatory Milestone [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Milestone payments receivable | 5,750,000 | |
Sales Milestone Events [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Milestone payments receivable | 37,500,000 | |
Up-front Payment Arrangement [Member] | ||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||
Upfront payments | $ 1,000,000 | $ 1,000,000 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Financial Assets That Have Been Measured at Fair Value (Detail) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Financial assets | ||
Total | $ 225,034 | $ 289,060 |
Corporate Debt Securities [Member] | ||
Financial assets | ||
Cash equivalents | 6,823 | |
Commercial Paper [Member] | ||
Financial assets | ||
Cash equivalents | 12,985 | 7,738 |
US Government and Agency Securities [Member] | ||
Financial assets | ||
Cash equivalents | 1,499 | |
Current [Member] | Corporate Debt Securities [Member] | ||
Financial assets | ||
Investments | 112,105 | 143,079 |
Current [Member] | Commercial Paper [Member] | ||
Financial assets | ||
Investments | 45,607 | 43,978 |
Current [Member] | US Government and Agency Securities [Member] | ||
Financial assets | ||
Investments | 19,207 | 19,124 |
Non-current [Member] | Corporate Debt Securities [Member] | ||
Financial assets | ||
Investments | 2,001 | |
Money Market Funds [Member] | ||
Financial assets | ||
Cash equivalents | 29,632 | 62,320 |
Certificates of Deposit [Member] | Current [Member] | ||
Financial assets | ||
Investments | 3,999 | 3,997 |
Level 1 [Member] | ||
Financial assets | ||
Total | 29,632 | 62,320 |
Level 1 [Member] | Money Market Funds [Member] | ||
Financial assets | ||
Cash equivalents | 29,632 | 62,320 |
Level 2 [Member] | ||
Financial assets | ||
Total | 195,402 | 226,740 |
Level 2 [Member] | Corporate Debt Securities [Member] | ||
Financial assets | ||
Cash equivalents | 6,823 | |
Level 2 [Member] | Commercial Paper [Member] | ||
Financial assets | ||
Cash equivalents | 12,985 | 7,738 |
Level 2 [Member] | US Government and Agency Securities [Member] | ||
Financial assets | ||
Cash equivalents | 1,499 | |
Level 2 [Member] | Current [Member] | Corporate Debt Securities [Member] | ||
Financial assets | ||
Investments | 112,105 | 143,079 |
Level 2 [Member] | Current [Member] | Commercial Paper [Member] | ||
Financial assets | ||
Investments | 45,607 | 43,978 |
Level 2 [Member] | Current [Member] | US Government and Agency Securities [Member] | ||
Financial assets | ||
Investments | 19,207 | 19,124 |
Level 2 [Member] | Non-current [Member] | Corporate Debt Securities [Member] | ||
Financial assets | ||
Investments | 2,001 | |
Level 2 [Member] | Certificates of Deposit [Member] | Current [Member] | ||
Financial assets | ||
Investments | $ 3,999 | $ 3,997 |
Investments - Summary of Invest
Investments - Summary of Investments, Classified as Available-for-Sale (Detail) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 180,875 | $ 212,393 |
Gross Unrealized Gains | 95 | 13 |
Gross Unrealized Loss | (52) | (227) |
Fair Value | 180,918 | 212,179 |
Current [Member] | Certificates of Deposit [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 3,999 | 4,000 |
Gross Unrealized Loss | (3) | |
Fair Value | 3,999 | 3,997 |
Current [Member] | Corporate Debt Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 112,099 | 143,254 |
Gross Unrealized Gains | 48 | 3 |
Gross Unrealized Loss | (42) | (178) |
Fair Value | 112,105 | 143,079 |
Current [Member] | Commercial Paper [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 45,580 | 44,001 |
Gross Unrealized Gains | 28 | |
Gross Unrealized Loss | (1) | (23) |
Fair Value | 45,607 | 43,978 |
Current [Member] | US Government and Agency Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 19,197 | 19,131 |
Gross Unrealized Gains | 19 | 10 |
Gross Unrealized Loss | (9) | (17) |
Fair Value | $ 19,207 | 19,124 |
Non-current [Member] | Corporate Debt Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 2,007 | |
Gross Unrealized Loss | (6) | |
Fair Value | $ 2,001 |
Investments - Additional Inform
Investments - Additional Information (Detail) | Mar. 31, 2019USD ($)Securities | Dec. 31, 2018USD ($)Securities |
Debt Securities, Available-for-sale [Line Items] | ||
Number of debt securities with unrealized loss position for less than one year | Securities | 27 | 79 |
Aggregate fair value of debt securities with unrealized loss position for less than one year | $ 57,124,000 | $ 180,627,000 |
Unrealized losses , included in accumulated other comprehensive loss | 52,000 | 227,000 |
Unrealized losses, other-than-temporary impairments | $ 0 | $ 0 |
Corporate Debt Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Number of corporate debt securities with continuous unrealized loss position for more than 12 months | Securities | 2 | |
Aggregate fair value of corporate debt securities with continuous unrealized loss position for more than 12 months | $ 3,486,000 | |
Unrealized losses , included in accumulated other comprehensive loss | $ 14,000 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Potentially Dilutive Securities Were Excluded From The Calculation of Diluted Net Loss Per Share Due to Their Anti-Dilutive Effect (Detail) - shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Outstanding Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Dilutive securities excluded from the calculation of diluted net loss per share due to anti-dilutive effect (in shares) | 10,519,696 | 8,702,552 |
Unvested Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Dilutive securities excluded from the calculation of diluted net loss per share due to anti-dilutive effect (in shares) | 949,600 | 228,100 |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Detail) - 3% Convertible Senior Notes Due 2025 [Member] | Oct. 16, 2018 | Mar. 31, 2019 |
Notes, interest rate | 3.00% | 11.85% |
Notes, maturity date | Oct. 15, 2025 |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of Stock Option Activity for Employees and Nonemployees (Detail) - Employee and Nonemployee Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares, Outstanding, Beginning balance | 8,917,084 | |
Shares, Granted | 2,167,700 | |
Shares, Exercised | (28,471) | |
Shares, Forfeited | (536,617) | |
Shares, Outstanding, Ending balance | 10,519,696 | 8,917,084 |
Shares, Exercisable | 5,081,743 | |
Weighted-Average Exercise Price Per Share, Outstanding, Beginning balance | $ 13.78 | |
Weighted-Average Exercise Price Per Share, Granted | 8.52 | |
Weighted-Average Exercise Price Per Share, Exercised | 4.97 | |
Weighted-Average Exercise Price Per Share, Forfeited | 12.98 | |
Weighted-Average Exercise Price Per Share, Outstanding, Ending balance | 12.76 | $ 13.78 |
Weighted-Average Exercise Price Per Share, Exercisable | $ 15.02 | |
Weighted-Average Remaining Contractual Term (years), Outstanding | 7 years 6 months | 7 years 4 months 24 days |
Weighted-Average Remaining Contractual Term (years), Exercisable | 5 years 9 months 18 days | |
Aggregate Intrinsic Value, Outstanding | $ 2,155 | $ 8,197 |
Aggregate Intrinsic Value, Exercisable | $ 1,898 |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Detail) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jul. 31, 2018shares | Mar. 31, 2019USD ($)Installmentshares | Mar. 31, 2018USD ($) | |
Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 3,457 | $ 3,918 | |
Total unrecognized stock-based compensation expense | $ 37,240 | ||
Period for recognition of unrecognized expense | 3 years | ||
Unvested Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 297 | 39 | |
Period for recognition of unrecognized expense | 3 years 9 months 18 days | ||
Total unrecognized stock-based compensation expense | $ 8,435 | ||
Number of Performance-Based RSUs forfeited | shares | 90,150 | ||
Performance-Based RSUs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 137 | ||
Number of Performance-Based RSUs forfeited | shares | 98,800 | ||
Minimum [Member] | Unvested Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Service condition that vest in equal annual installment | Installment | 2 | ||
Maximum [Member] | Unvested Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Service condition that vest in equal annual installment | Installment | 4 | ||
2013 Plan [Member] | Unvested Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Service condition that vest in equal annual installment | Installment | 4 | ||
ESPP [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 153 | $ 70 | |
Period for recognition of unrecognized expense | 1 month | ||
Total unrecognized stock-based compensation expense | $ 56 | ||
Offering period | 6 months | ||
Purchase price of common stock | 85.00% | ||
Number of shares of common stock authorized | shares | 242,424 | ||
Common stock shares available for issuance under ESPP | shares | 819,589 | ||
Percentage of shares of common stock available for issuance | 1.00% | ||
Employee stock purchase plan, description | In 2013, the Company's stockholders approved the reservation of 242,424 shares of the Company's common stock for issuance under the ESPP, plus an annual increase to be added on the first day of each fiscal year, commencing on January 1, 2015 and ending on December 31, 2023, equal to the lesser of 484,848 shares of the Company's common stock, 1% of the number of outstanding shares on such date, or an amount determined by the board of directors. | ||
ESPP [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock shares available for issuance under ESPP | shares | 484,848 |
Stock-based Compensation - Su_2
Stock-based Compensation - Summary of RSU Activity (Detail) - Unvested Restricted Stock Units [Member] | 3 Months Ended |
Mar. 31, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares Underlying RSUs, Unvested beginning balance | shares | 25,000 |
Number of Shares Underlying RSUs, Granted | shares | 1,019,750 |
Number of Shares Underlying RSUs, Forfeited | shares | (90,150) |
Number of Shares Underlying RSUs, Vested | shares | (5,000) |
Number of Shares Underlying RSUs, Unvested ending balance | shares | 949,600 |
Weighted-Average Grant Date Fair Value, Unvested beginning balance | $ / shares | $ 9.87 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 9.20 |
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares | 9.21 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 10.27 |
Weighted-Average Grant Date Fair Value, Unvested ending balance | $ / shares | $ 9.21 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019USD ($)ft² | Jan. 01, 2019USD ($) | Dec. 31, 2018USD ($) | ||
Leases [Line Items] | ||||
Operating lease right-of-use asset | $ 11,448 | $ 11,711 | [1] | |
Operating lease liability | 15,832 | $ 1,175 | [2] | |
Deferred rent | $ 3,922 | |||
Operating lease cost | $ 702,000 | |||
Lease term | 6 years 6 months | |||
Operating lease discount rate | 11.01% | |||
Common Area Maintenance [Member] | ||||
Leases [Line Items] | ||||
Operating lease cost | $ 220,000 | |||
Germany [Member] | ||||
Leases [Line Items] | ||||
Operating lease payments | $ 109,000 | |||
Operating lease payments periods | Jan. 31, 2020 | |||
Israel [Member] | ||||
Leases [Line Items] | ||||
Operating lease payments | $ 37,000 | |||
Operating lease payments periods | Jun. 30, 2019 | |||
Accounting Standards Update 2016-02 [Member] | ||||
Leases [Line Items] | ||||
Operating lease right-of-use asset | $ 11,711 | |||
Operating lease liability | $ 16,023 | |||
Allowance for improvements | 1,665 | |||
Deferred rent | $ 2,646 | |||
Office and Research Space Lease [Member] | ||||
Leases [Line Items] | ||||
Office and laboratory space leased | ft² | 98,502 | |||
Security deposit in the form of a letter of credit | $ 550 | |||
[1] | Represents capitalization of operating lease right-of-use assets, offset by reclassification of deferred rent and tenant incentives to operating lease right-of-use assets | |||
[2] | Represents recognition of operating lease liabilities. |
Leases - Schedule of Minimum Fu
Leases - Schedule of Minimum Future Rent Payments Under Lease Agreement (Detail) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | [1] |
Commitments and Contingencies Disclosure [Abstract] | |||
2019 | $ 2,259 | ||
2020 | 3,200 | ||
2021 | 3,277 | ||
2022 | 3,447 | ||
2023 and thereafter | 10,453 | ||
Total minimum lease payments | 22,636 | ||
Total minimum lease payments | 22,636 | ||
Less: present value adjustment | (6,804) | ||
Present value of minimum lease payments | $ 15,832 | $ 1,175 | |
[1] | Represents recognition of operating lease liabilities. |
Equity - Controlled Equity Offe
Equity - Controlled Equity Offering Sales Agreement - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | May 07, 2018 | Mar. 31, 2019 | Aug. 17, 2018 |
Common Stock [Member] | |||
Equity Offering [Line Items] | |||
Number of shares of common stock sold in public offering | 10,525,424 | ||
Public offering price of common shares | $ 14.75 | ||
Net proceeds after deducting underwriting discounts, commissions and offering expenses | $ 145,720 | ||
Maximum [Member] | Jefferies LLC [Member] | Open Market Sale Agreement [Member] | |||
Equity Offering [Line Items] | |||
Aggregate offering price | $ 75,000 | ||
Percentage of commission of gross proceeds from the sale of Shares | 3.00% |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Detail) | Oct. 15, 2022d | Oct. 16, 2018USD ($)$ / sharesshares | Mar. 31, 2019USD ($)d | Oct. 26, 2018USD ($) |
Subsequent Event [Line Items] | ||||
Debt instrument convertible threshold consecutive trading days | d | 5 | |||
Description of debt instrument convertible period | During the five business day period immediately after any five consecutive trading day | |||
Principal amount of notes used in conversion rate | $ 1,000 | |||
Debt instrument convertible threshold maximum percentage of product of last reported sale price of common stock | 98.00% | |||
Equity component of convertible notes recognized as debt discount | $ 67,850,000 | |||
Proceeds from issuance of convertible notes | 172,500,000 | |||
Fair value of liability of convertible notes | 104,650,000 | |||
Estimated fair value of convertible notes | $ 107,980,000 | |||
Expected life of convertible notes | 7 years | |||
Debt instrument, convertible, if-converted value in excess of principal | $ 0 | |||
Convertible Note Offering [Member] | ||||
Subsequent Event [Line Items] | ||||
Notes converted in to common stock, amount | shares | 63.0731 | |||
Notes converted in to common stock, shares | $ 1,000 | |||
Notes, conversion price per share | $ / shares | $ 15.85 | |||
3% Convertible Senior Notes Due 2025 [Member] | ||||
Subsequent Event [Line Items] | ||||
Aggregate principal amount | $ 150,000,000 | $ 22,500,000 | ||
Debt issuance costs | 5,615,000 | |||
Debt issuance costs allocated to equity component and recorded as a reduction to additional paid-in capital | 2,209,000 | |||
Debt issuance costs allocated to liability component and recorded as a reduction of convertible notes | $ 3,407,000 | |||
Debt discount and issuance costs amortized to interest expense, amortization period | 7 years | |||
Notes, interest rate | 3.00% | 11.85% | ||
Notes, maturity date | Oct. 15, 2025 | |||
Principal amount of notes used in conversion rate | $ 1 | |||
Debt instrument, convertible latest date | Jun. 15, 2025 | |||
Notes conversion price, percentage | 130.00% | |||
Notes instrument, trading days | d | 20 | |||
Debt instrument convertible threshold consecutive trading days | d | 30 | |||
Initial amount of liability component | $ 101,243,000 | |||
Equity component of convertible notes recognized as debt discount | $ 70,059,000 | |||
3% Convertible Senior Notes Due 2025 [Member] | Scenario, Forecast [Member] | ||||
Subsequent Event [Line Items] | ||||
Notes conversion price, percentage | 130.00% | |||
Notes instrument, trading days | d | 20 | |||
Debt instrument convertible threshold consecutive trading days | d | 30 | |||
Notes, repurchase price | 100.00% |
Convertible Senior Notes - Summ
Convertible Senior Notes - Summary of Outstanding Balances of Convertible Notes (Detail) $ in Thousands | Mar. 31, 2019USD ($) |
Liability component: | |
Equity component | $ 67,850 |
3% Convertible Senior Notes Due 2025 [Member] | |
Liability component: | |
Principal | 172,500 |
Less: debt discount and issuance costs, net | (68,132) |
Net carrying amount | 104,368 |
Equity component | $ 70,059 |
Convertible Senior Notes - Sche
Convertible Senior Notes - Schedule of Interest Expense Recognized Related to Convertible Notes (Detail) - 3% Convertible Senior Notes Due 2025 [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Debt Instrument [Line Items] | |
Contractual interest expense | $ 1,294 |
Amortization of debt discount | 1,623 |
Amortization of debt issuance costs | 81 |
Total interest expense | $ 2,998 |
Convertible Senior Notes - Su_2
Convertible Senior Notes - Summary of Future Minimum Payments on Convertible Notes (Detail) - 3% Convertible Senior Notes Due 2025 [Member] $ in Thousands | Mar. 31, 2019USD ($) |
Debt Instrument [Line Items] | |
2019 | $ 5,175 |
2020 | 5,175 |
2021 | 5,175 |
2022 | 5,175 |
2023 and thereafter | 188,025 |
Total minimum payments | 208,725 |
Less: interest | (36,225) |
Less: unamortized discount | (68,132) |
Less: current portion | 0 |
Long Term Debt | $ 104,368 |