Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | CHRS | |
Entity Registrant Name | Coherus BioSciences, Inc. | |
Entity Central Index Key | 1512762 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 37,841,347 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $115,136 | $150,392 |
Restricted cash | 60 | 60 |
Receivables from collaboration and license agreement | 2,015 | 2,417 |
Notes receivable | 1,837 | 1,815 |
Prepaid assets | 20,114 | 20,485 |
Other assets | 3,044 | 2,276 |
Other assets - related party | 1,691 | 1,691 |
Total current assets | 143,897 | 179,136 |
Property and equipment, net | 5,104 | 4,472 |
Intangible assets | 2,620 | 2,620 |
Goodwill | 943 | 943 |
Other assets, non-current | 589 | 50 |
Total assets | 153,153 | 187,221 |
Current liabilities: | ||
Accounts payable | 10,871 | 8,778 |
Accounts payable - related parties | 3,723 | 2,020 |
Accrued liabilities | 13,271 | 11,231 |
Advance payments under license agreement | 1,192 | 1,192 |
Deferred revenue | 22,800 | 22,800 |
Contingent consideration | 5,710 | |
Other liabilities | 56 | 52 |
Total current liabilities | 51,913 | 51,783 |
Deferred revenue, non-current | 34,403 | 39,899 |
Contingent liability to collaborator | 27,650 | 27,650 |
Contingent consideration, non-current | 860 | 785 |
Other liabilities, non-current | 334 | 347 |
Total liabilities | 115,160 | 120,464 |
Commitments and contingencies (Note 6) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; Shares authorized: 5,000,000 at March 31, 2015; Shares issued and outstanding: no shares at March 31, 2015 and December 31, 2014 | ||
Common stock, $0.0001 par value; Shares authorized: 300,000,000 at March 31, 2015; Shares issued and outstanding: 33,701,017 and 33,257,978 at March 31, 2015 and December 31, 2014, respectively | 3 | 3 |
Additional paid-in capital | 266,246 | 254,048 |
Accumulated other comprehensive loss | -648 | -525 |
Accumulated deficit | -227,450 | -186,725 |
Total Coherus stockholders' equity | 38,151 | 66,801 |
Non-controlling interest | -158 | -44 |
Total stockholders' equity | 37,993 | 66,757 |
Total liabilities and stockholders’ equity | $153,153 | $187,221 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $0.00 | |
Preferred stock, shares authorized | 5,000,000 | |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | |
Common stock, shares authorized | 300,000,000 | |
Common stock, shares issued | 33,701,017 | 33,701,017 |
Common stock, shares outstanding | 33,257,978 | 33,257,978 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | |
Revenue: | |||
Collaboration and license revenue | $5,810 | $3,596 | |
Operating expenses: | |||
Research and development (includes related party of $11,481 and $4,265 for the three months ended March 31, 2015 and 2014, respectively) | 36,467 | 13,936 | |
General and administrative (includes related party of $66 and $0 for the three months ended March 31, 2015 and 2014, respectively) | 6,091 | 3,421 | |
Total operating expenses | 42,558 | 17,357 | |
Loss from operations | -36,748 | -13,761 | |
Interest expense (includes related party of $0 and $1,889 for the three months the ended March 31, 2015 and 2014, respectively) | -2,741 | ||
Other expense, net | -4,091 | -8,668 | |
Net loss | -40,839 | -25,170 | |
Net loss attributable to non-controlling interest | 114 | ||
Net loss attributable to Coherus | -40,725 | -25,170 | |
Net loss per share attributable to Coherus, basic and diluted | ($1.22) | ($6.03) | |
Weighted-average number of shares used in computing net loss per share attributable to Coherus, basic and diluted | 33,377,298 | 4,177,230 | |
Baxter License Agreement | |||
Revenue: | |||
Collaboration and license revenue | 5,810 | 3,090 | |
Daiichi Sankyo - Related Party | |||
Revenue: | |||
Collaboration and license revenue | $497 | $506 | [1] |
[1] | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our initial public offering (“IPOâ€) on November 12, 2014. |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Operations (Parenthetical) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Research and development from transactions with related party | $11,481,000 | $4,265,000 |
General and administrative expenses from transactions with related party | 66,000 | 0 |
Interest expense from transactions with related party | $0 | $1,889,000 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | ($40,839) | ($25,170) |
Other comprehensive loss: | ||
Foreign currency translation adjustments, net of tax | -123 | -64 |
Comprehensive loss | -40,962 | -25,234 |
Comprehensive loss attributable to non-controlling interest | 114 | |
Comprehensive loss attributable to Coherus | ($40,848) | ($25,234) |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Operating activities | ||
Net loss | ($40,839) | ($25,170) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 232 | 116 |
Remeasurement of contingent consideration | 4,214 | |
Remeasurement of convertible preferred stock warrants | 8,655 | |
Preferred stock issued in exchange for services | 10 | |
Non-cash interest (income) expense and amortization of (receivable) debt discount | -22 | 2,740 |
Stock-based compensation expense | 2,182 | 3,291 |
Changes in operating assets and liabilities: | ||
Receivables from collaboration and license agreement | 402 | |
Receivables from related party | 17 | |
Notes receivable from related parties | -1 | |
Prepaid assets | -1,449 | |
Other current assets | 389 | |
Other assets | -768 | |
Other assets - non-current | -1 | |
Accounts payable | 3,027 | 3,902 |
Accounts payable - related parties | 1,703 | 1,905 |
Accrued and other liabilities | 1,944 | -2,493 |
Deferred revenue | -5,512 | 9,387 |
Advance payments under license agreements with related party | 1,192 | |
Contingent liability to collaborator | 12,650 | |
Other liabilities, non-current | -13 | -7 |
Net cash (used in) provided by operating activities | -33,062 | 14,745 |
Investing activities | ||
Net cash acquired from acquisition of InteKrin Therapeutics, Inc. | 2,334 | |
Purchases of property and equipment | -1,313 | -260 |
Net cash (used in) provided by investing activities | -1,313 | 2,074 |
Financing activities | ||
Proceeds from issuances of common stock upon exercise of stock options | 168 | 10 |
Repurchase of restricted common stock | -2 | |
Net cash (used in) provided by financing activities | -729 | 8 |
Effect of exchange rate changes in cash and cash equivalents | -152 | -64 |
Net (decrease) increase in cash and cash equivalents | -35,256 | 16,763 |
Cash and cash equivalents at beginning of period | 150,392 | 39,554 |
Cash and cash equivalents at end of period | 115,136 | 56,317 |
Initial Public Offering | ||
Financing activities | ||
Payments of offering costs | -855 | |
Follow-On Public Offering | ||
Financing activities | ||
Payments of offering costs | ($42) |
Organization_and_Operations
Organization and Operations | 3 Months Ended | |
Mar. 31, 2015 | ||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Organization and Operations | 1 | Organization and Operations |
Description of the Business | ||
Coherus BioSciences, Inc. (the “Company”, “Coherus”, “we”, “our” or “us”) was incorporated in the state of Delaware as BioGenerics, Inc. in September 2010 and changed its name to Coherus BioSciences, Inc. in April 2012. The Company is a late-stage clinical biologics platform company, focused on the global biosimilar market. The Company’s headquarters and laboratories are located in Redwood City, California and in Camarillo, California, respectively. The Company operates in one segment. | ||
The Company’s clinical stage pipeline consists of a long-acting form of granulocyte colony-stimulating factor (“G-CSF”), and two anti-inflammatory agents targeting tumor necrosis factor (“TNF”): | ||
· | The Company’s long-acting G-CSF product candidate, CHS-1701, is being developed as a pegfilgrastim (Neulasta) biosimilar. The Company has initiated a pivotal pharmacokinetic (PK) and pharmacodynamics (PD) study for CHS-1701 in the United States (U.S.), which, if positive, the Company believes will support the planned filing of a biologics license application (“BLA”) in the U.S. An additional immunogenicity study is planned in healthy volunteers pursuant to this BLA and is projected to be concluded in 2015. | |
· | The Company’s most clinically advanced anti-TNF product candidate, CHS-0214, is being developed as an etanercept (Enbrel) biosimilar that the Company has partnered with Baxter International Inc., Baxter Healthcare Corporation and Baxter Healthcare SA (collectively “Baxter”) and Daiichi Sankyo Company, Limited (“Daiichi Sankyo”) to develop and commercialize in key markets outside of the U.S. The Company is currently enrolling two Phase 3 clinical trials in rheumatoid arthritis and psoriasis. The Company expects that results of these trials, if positive, combined with data from our Phase 1 studies, will support the expected filing of a marketing application in Europe and Japan in 2016. The Company has retained the development and commercial rights in the U.S. However, the therapeutic protein in etanercept is subject to certain originator-controlled U.S. patents expiring in 2028 and 2029. Assuming these patents are valid and enforceable, and that the Company would be unable to obtain a license to them, the Company does not expect to commercialize CHS-0214 in the U.S. prior to their expiration. On April 14, 2015, the Company obtained positive results of a repeat Phase 1 PK bioequivalence study for CHS-0214. This study was initiated due to the change in the manufacturing location from the U.S. to the European Union (E.U.) of CHS-0214, and compared the E.U. produced CHS-0214 to a lot of Enbrel manufactured in Europe. In May 2015, the Company completed the enrollment of the Phase 3 studies, as such received $35.0 million of the milestone payment from Baxter. | |
· | The Company’s second anti-TNF product candidate, CHS-1420, is being developed as an adalimumab (Humira) biosimilar. This product successfully completed a pivotal Phase 1 PK study in August 2014 by meeting the primary study endpoint. The Company plans to initiate a Phase 3 study in psoriasis in mid-2015 to support the planned filing of a marketing application in the U.S. in 2016 and the E.U. in 2017. | |
In March 2015, the Company’s registration statement on Form S-1 (File No. 333-202936) relating to its follow-on public offering (“Follow-on Offering”) of its common stock was declared effective by the Securities and Exchange Commission (“SEC”). The price of the shares sold in the Follow-on Offering was $29.00 per share. The Follow-on Offering closed on April 7, 2015, pursuant to which the Company sold 4,137,931 shares of common stock. The Company granted the underwriters the option to purchase up to an additional 620,689 shares of common stock at the public offering price less underwriting discounts and commissions, which expired on April 30, 2015. The Company received total gross proceeds from the offering of $120.0 million. After deducting underwriting discounts and commissions of $7.2 million and offering expenses of approximately $0.6 million, the net proceeds were approximately $112.2 million. | ||
Need to Raise Additional Capital | ||
As of March 31, 2015, the Company had an accumulated deficit of $227.5 million and cash and cash equivalents of $115.1 million. In April 2015, the Company completed its Follow-on Offering and raised net proceeds of approximately $112.2 million, after deducting underwriting discounts and commissions and offering expenses. The Company believes that its current available cash and cash equivalents together with the cash received from the Follow-on Offering will be sufficient to fund its planned expenditures and meet the Company’s obligations through at least the next twelve months. However, if the anticipated operating results are not achieved in future periods, the planned expenditures may need to be reduced in order to extend the time period over which the then-available resources would be able to fund the operations. The Company will need to raise additional funds in the future, however there can be no assurance that such efforts will be successful or that, in the event that they are successful, the terms and conditions of such financing will be favorable. |
Basis_of_Presentation_and_Summ
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Accounting Policies [Abstract] | |||||||||
Basis of Presentation and Summary of Significant Accounting Policies | 2 | Basis of Presentation and Summary of Significant Accounting Policies | |||||||
Unaudited Condensed Consolidated Financial Statements | |||||||||
The accompanying condensed consolidated financial statements include the accounts of Coherus and its wholly owned subsidiaries as of March 31, 2015: Coherus Intermediate Corp, InteKrin Therapeutics, Inc. (“InteKrin”), and Intekrin’s 82.5% majority owned subsidiary of InteKrin Russia. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities Act of 1933, as amended (Securities Act). Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring accruals that the Company believes are necessary to fairly state the financial position and the results of the Company’s operations and cash flows for interim periods in accordance with U.S. GAAP. Interim-period results are not necessarily indicative of results of operations or cash flows for a full year or any subsequent interim period. | |||||||||
The accompanying condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K filed with the SEC on March 23, 2015. | |||||||||
Use of Estimates | |||||||||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements. Management uses significant judgment when making estimates related to its common stock valuation and related stock-based compensation, the valuations of the convertible preferred stock warrant liability and embedded derivative instruments, valuation of deferred tax assets, impairment of goodwill and long-lived assets, the valuation of acquired intangible assets, clinical trial accruals, revenue recognition period, as well as certain accrued liabilities. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. | |||||||||
Foreign Currency | |||||||||
The functional currency of InteKrin Russia, which the Company acquired in February 2014, is the Russian Ruble. Accordingly, the financial statements of this subsidiary are translated into U.S. dollars using appropriate exchange rates. Unrealized gains or losses on translation are recognized in accumulated other comprehensive loss in the condensed consolidated balance sheet. | |||||||||
For the three months ended March 31, 2015 and 2014, the foreign exchange gains and losses recorded in other expense, net in the condensed consolidated statements of operations was a $91,000 gain and a $15,000 loss, respectively. | |||||||||
Segment Reporting | |||||||||
The Company operates and manages its business as one reportable and operating segment, which is the business of developing and commercializing biosimilar products, and small molecules as part of the InteKrin acquisition. The Company’s chief executive officer, who is the chief operating decision maker, reviews financial information on an aggregate basis for purposes of allocating resources and evaluating financial performance. Long-lived assets are primarily maintained in the United States of America. | |||||||||
The following table summarizes revenue by geographic region (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
United States | $ | 5,313 | $ | 3,090 | |||||
Rest of World | 497 | 506 | |||||||
Total Revenue | $ | 5,810 | $ | 3,596 | |||||
Deferred Offering Costs | |||||||||
Deferred offering costs, which primarily consist of direct incremental legal and accounting fees relating to the Follow-on Offering, are capitalized. The deferred offering costs were recorded in additional paid-in capital upon the closing of the Follow-on offering on April 7, 2015. As of March 31, 2015, $0.5 million of deferred offering costs were capitalized in other assets – noncurrent on the condensed consolidated balance sheet. No deferred offering costs were capitalized as of December 31, 2014. | |||||||||
Derivative Liability | |||||||||
The Company has a derivative liability related to the contingent consideration associated with the acquisition of InteKrin. There were two contingent payments: (i) the completion of the first dosing of a human subject in the first Phase 2 clinical trial for InteKrin, (“Earn-Out Payment”) and (ii) upon the execution of any license, sublicense, development, collaboration, joint venture, partnering or similar agreement between the Company and the third party (“Compound Transaction Payment”). The derivative related to the contingent consideration is accounted for as a liability and remeasured to fair value as of each balance sheet date or settlement date and the related remeasurement adjustment is recognized as other income (expense), net in the statement of operations. See note 3 for further details regarding settlement of the Earn-Out Payment in March 2015. The Company determined the fair value of the two contingent consideration scenarios (the Earn-Out Payment and the Compound Transaction Payment) using a probability-weighted discounted cash flow approach. A probability weighted value was determined by summing the probability of achieving a contingent payment threshold by the respective contingent payment. The expected cash flows were discounted at a rate selected to capture the risk of achieving the contingent payment thresholds and earning the contingent payments. This risk is comprised of InteKrin’s continued development, a specific risk factor associated with meeting the contingent consideration threshold and related payout and counterparty risk associated with the payment of the contingent consideration. | |||||||||
Customer Concentration | |||||||||
Customers whose collaboration and license revenue accounted for 10% or more of total revenues were as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Daiichi Sankyo - related party (1) | * | 14 | % | ||||||
Baxter | 91 | % | 86 | % | |||||
* less than 10% | |||||||||
-1 | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our IPO on November 12, 2014. | ||||||||
Revenue Recognition | |||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists; transfer of technology has been completed, services have been performed or products have been delivered; the fee is fixed and determinable; and collection is reasonably assured. | |||||||||
The Company enters into collaboration and license agreements for the development and commercialization of biosimilar products. The Company’s performance obligations under the terms of these agreements may include (i) transfer of intellectual property rights (licenses), (ii) providing research and development services, (iii) the manufacture of drug materials for development purposes and (iv) participation on certain committees with the collaborators. Payments to the Company under these agreements may include nonrefundable upfront license fees, payments for research and development services, payments for the manufacture of drug materials, payments based upon the achievement of defined collaboration objectives and royalties on product sales. Under these agreements, the Company may convey the right to sell products resulting from the collaborative efforts of the parties in specific geographic territories. | |||||||||
For revenue agreements with multiple elements, the Company identifies the deliverables included within the agreement and evaluates which deliverables may represent separate units of accounting based on the achievement of certain criteria, including whether the delivered element has stand-alone value to the collaborator. Deliverables under the arrangement are a separate unit of accounting if (i) the delivered item has value to the customer on a standalone basis and (ii) if the arrangement includes a general right of return relative to the delivered item and delivery or performance of the undelivered items are considered probable and substantially within the Company’s control. | |||||||||
The Company determines how to allocate arrangement consideration to identified units of accounting based on the selling price hierarchy provided under the relevant guidance. The selling price used for each unit of accounting is based on vendor-specific objective evidence, if available, third party evidence if vendor-specific objective evidence is not available or estimated selling price if neither vendor-specific nor third-party evidence is available. Management may be required to exercise considerable judgment in determining whether a deliverable is a separate unit of accounting and in estimating the selling prices of identified units of accounting under its agreements. | |||||||||
Upfront payments received in connection with licenses of the Company’s technology rights are deferred if facts and circumstances dictate that the license does not have stand-alone value. Such payments are recognized as license revenue over the estimated period of performance that is generally consistent with the terms of the research and development obligations contained in the specific collaboration and license agreement. The Company regularly reviews the estimated period of performance based on the progress made under each arrangement. Amounts received as funding of research and development activities are recognized as revenue if the collaboration arrangement involves the sale of the Company’s research or development services. However, such funding is recognized as a reduction in research and development expense when the Company engages in a research and development project jointly with another entity, with both entities participating in project activities and sharing costs and potential benefits of the arrangement. | |||||||||
Payments that are contingent upon the achievement of a substantive milestone are recognized in their entirety in the period in which the milestone is achieved, assuming all other revenue recognition criteria are met. Milestones are defined as an event that can only be achieved based on the Company’s performance and there is substantive uncertainty about whether the event will be achieved at the inception of the arrangement. Events that are contingent only on the passage of time or only on counterparty performance are not considered milestones under accounting guidance. The Company’s evaluation includes an assessment of whether (a) the consideration is commensurate with either (1) the Company’s performance to achieve the milestone, or (2) the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the Company’s performance to achieve the milestone, (b) the consideration relates solely to past performance and (c) the consideration is reasonable relative to all of the deliverables and payment terms within the arrangement. The Company evaluates factors such as the scientific, regulatory, commercial and other risks that must be overcome to achieve the respective milestone, the level of effort and investment required to achieve the respective milestone and whether the milestone consideration is reasonable relative to all deliverables and payment terms in the arrangement in making this assessment. | |||||||||
Other contingent payments in which a portion of the payment is refundable or adjusts based on future performance or non-performance (e.g., through a penalty or claw-back provision) are not considered to relate solely to the Company’s past performance, and therefore, not considered substantive. Non-substantive contingent payments are classified as deferred revenue if they are ultimately expected to result in revenue recognition. The Company recognizes non-substantive contingent payments over the remaining estimated period of performance once the specific objective is achieved. Any portion of the non-substantive contingent payments which may be required to be refunded to the collaborator are not included in deferred revenue and instead are reflected as contingent liability to collaborator on the condensed consolidated balance sheets. | |||||||||
Contingent payments associated with the achievement of specific objectives in certain contracts that are not considered substantive because the Company does not contribute effort to the achievement of such milestones are recognized as revenue upon achievement of the objective, as long as there are no undelivered elements remaining and no continuing performance obligations by the Company, assuming all other revenue recognition criteria are met. | |||||||||
The government contract with the Russian government is an agreement that provides the Company with payments for certain types of expenditures in return for research and development activities over a contractually defined period. Revenue from the government contract is recognized in the period during which the related costs are incurred and the related services are rendered, provided that the funds received are not refundable and applicable conditions under the government contract have been met. Funds received in advance are recorded as deferred revenue. | |||||||||
Comprehensive Loss | |||||||||
Comprehensive loss is composed of two components: net loss and other comprehensive loss. Other comprehensive loss refers to gains and losses that under U.S. GAAP are recorded as an element of stockholders’ equity, but are excluded from net loss. The other comprehensive loss included foreign currency translation adjustments for the three months ended March 31, 2015 and 2014. | |||||||||
Net Loss per Share Attributable to Coherus | |||||||||
Basic net loss per share attributable to Coherus is calculated by dividing the net loss attributable to Coherus by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive common shares. Since the Company was in a loss position for all periods presented, basic net loss per share attributable to Coherus is the same as diluted net loss per share attributable to Coherus as the inclusion of all potential dilutive common shares would have been anti-dilutive. Shares of founders’ common stock subject to repurchase are excluded from the calculation of weighted average shares as the vesting of such shares is contingent upon continued services being rendered by such holders. | |||||||||
Recent Accounting Pronouncements | |||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which converges the FASB and the International Accounting Standards Board standards on revenue recognition. Areas of revenue recognition that will be affected include, but are not limited to, transfer of control, variable consideration, allocation of transfer pricing, licenses, time value of money, contract costs and disclosures. This guidance is effective for the fiscal years and interim reporting periods beginning after December 15, 2016, at which time the Company may adopt the new standard under the full retrospective method or the modified retrospective method. Early adoption is not permitted. In April 2015, the FASB issued for public comment a proposed ASU that would defer the effective date of ASU 2014-09 by one year. The proposed deferral of ASU 2014-09 would permit public companies to apply the new revenue standard to annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the impact that the adoption of ASU 2014-09 will have on its consolidated financial statements and related disclosures. | |||||||||
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. In doing so, companies will have reduced diversity in the timing and content of footnote disclosures than under today’s guidance. ASU 2014-15 is effective for the Company in the first quarter of 2016 with early adoption permitted. The Company is currently evaluating the impact that the adoption of ASU 2014-15 will have on its consolidated financial statements and related disclosures. | |||||||||
The Company has reviewed other recent accounting pronouncements and concluded they are either not applicable to the business or no material effect is expected on the condensed consolidated financial statements as a result of future adoptions. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Measurements | 3 | Fair Value Measurements | |||||||||||||||
Financial assets and liabilities are recorded at fair value. The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts payable and other current liabilities approximate their fair value due to their short maturities. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The accounting guidance describes a fair value hierarchy based on three levels of inputs that may be used to measure fair value, of which the first two are considered observable and the last is considered unobservable. These levels of inputs are the following: | |||||||||||||||||
Level 1 — Quoted prices in active markets for identical assets or liabilities. | |||||||||||||||||
Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |||||||||||||||||
Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |||||||||||||||||
The Company’s financial instruments consist of Level 1 assets and Level 3 liabilities. Where quoted prices are available in an active market, securities are classified as Level 1. Level 1 assets consist of highly liquid money market funds that are included in cash and cash equivalents, and restricted cash. There were no unrealized gains and losses in the Company’s investments in these money market funds. | |||||||||||||||||
In certain cases where there is limited activity or less transparency around inputs to valuation, securities are classified as Level 3. Level 3 liabilities consist of the contingent consideration. | |||||||||||||||||
Financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used in such measurements are as follows (in thousands): | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
31-Mar-15 | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Certificate of deposit denominated in U.S. Dollars | $ | 700 | $ | 700 | $ | — | $ | — | |||||||||
Certificate of deposit denominated in Russian Rubles | 345 | 345 | — | — | |||||||||||||
Money market funds | 113,853 | 113,853 | — | — | |||||||||||||
Restricted cash (money market funds) | 60 | 60 | — | — | |||||||||||||
Total financial assets | $ | 114,958 | $ | 114,958 | $ | — | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration | $ | 860 | $ | — | $ | — | $ | 860 | |||||||||
Fair Value Measurements | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 147,952 | $ | 147,952 | $ | — | $ | — | |||||||||
Restricted cash (money market funds) | 60 | 60 | — | — | |||||||||||||
Total financial assets | $ | 148,012 | $ | 148,012 | $ | — | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration | $ | 6,495 | $ | — | $ | — | $ | 6,495 | |||||||||
There were no transfers between Level 1 and Level 3 during the periods presented. | |||||||||||||||||
Contingent Consideration | |||||||||||||||||
As part of the InteKrin acquisition in February 2014, the Company recognized contingent consideration associated with payments to be made to the former InteKrin stockholders upon the achievement of certain events specified in the purchase agreement. | |||||||||||||||||
The InteKrin purchase agreement provides for contingent consideration to be paid upon (i) the first dosing of a human subject in the first Phase 2 Clinical Trial for INT-131 ("Earn-Out Payment") and (ii) per a compound transaction agreement as defined in the purchase agreement (the “Compound Transaction Payment”). | |||||||||||||||||
On March 6, 2015, the Company achieved the first dosing of a human subject in a phase 2 clinical trial for INT-131 in multiple sclerosis patients, triggering the obligation to settle the contingent Earn-Out Payment to former InteKrin stockholders. As a result, the Company issued 358,384 shares of its common stock valued at $27.48 per share and cash of $1,000 for the aggregate amount value of $9.8 million to former InteKrin stockholders. Contemporaneously, the Company recognized the additional fair value of the Earn-Out Payment of $4.1 million to other expense, net in the condensed consolidated statement of operations on March 6, 2015 and reclassified the contingent consideration liability balance to equity in the condensed consolidated balance sheet. | |||||||||||||||||
This fair value measurement of the Compound Transaction Payment uses a probability-weighted discounted cash flow approach based on significant inputs not observable in the market and thus represents a Level 3 measurement within the fair value hierarchy. The Compound Transaction analysis applied a 25% risk-adjusted discount rate to measure present value and also captured an additional 6% credit spread for counterparty credit risk given the cash payment. The Company’s management estimates of probability of occurrence and timing were used to formulate an expected cash flow. The value of the consideration is tiered based on the value of a license or similar agreement with a third party and the timing of such agreement. The change in the fair value of the Compound Transaction Payment of $0.1 million was recognized in other expense, net within the condensed consolidated statement of operations for the three months ended March 31, 2015. | |||||||||||||||||
The following table sets forth a summary of changes in the estimated fair value of the contingent consideration (in thousands): | |||||||||||||||||
Balance as of December 31, 2014 | $ | 6,495 | |||||||||||||||
Change in fair value of the contingent consideration liability | 4,214 | ||||||||||||||||
Fair value of Earn-Out Payment | (9,849 | ) | |||||||||||||||
Balance as of March 31, 2015 | $ | 860 | |||||||||||||||
Balance_Sheet_Components
Balance Sheet Components | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||||||||
Balance Sheet Components | 4 | Balance Sheet Components | |||||||
Prepaid Assets | |||||||||
Prepaid assets are as follows (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Prepaid clinical, material, manufacturing and other - related parties | $ | 4,363 | $ | 5,990 | |||||
Prepaid clinical, material and manufacturing | 13,294 | 12,149 | |||||||
Prepaid other | 2,457 | 2,346 | |||||||
Prepaid assets | $ | 20,114 | $ | 20,485 | |||||
Property and Equipment, Net | |||||||||
Property and equipment, net are as follows (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Machinery and equipment | $ | 4,678 | $ | 4,317 | |||||
Computer equipment and software | 414 | 286 | |||||||
Furniture and fixtures | 307 | 288 | |||||||
Leasehold improvements | 1,211 | 399 | |||||||
Construction in progress | — | 474 | |||||||
Total property and equipment | 6,610 | 5,764 | |||||||
Accumulated depreciation and amortization | (1,506 | ) | (1,292 | ) | |||||
Property and equipment, net | $ | 5,104 | $ | 4,472 | |||||
Depreciation expense was $232,000 and $116,000 for the three months ended March 31, 2015 and 2014, respectively. | |||||||||
Accrued and Other Liabilities | |||||||||
Accrued and other liabilities are as follows (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Accrued clinical, manufacturing and other - related parties | $ | 5,911 | $ | 2,997 | |||||
Accrued compensation | 2,155 | 3,435 | |||||||
Accrued professional and consulting fees | 383 | 252 | |||||||
Accrued other | 4,822 | 4,547 | |||||||
Accrued liabilities | $ | 13,271 | $ | 11,231 | |||||
Collaboration_and_License_Agre
Collaboration and License Agreements | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Collaboration And License Agreements [Abstract] | |||||||||
Collaborative and License Agreements | 5 | Collaboration and License Agreements | |||||||
The Company recognized revenue related to the collaboration and license agreements for the periods presented as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Baxter | $ | 5,313 | $ | 3,090 | |||||
Daiichi Sankyo - related party (1) | 497 | 506 | |||||||
Total collaboration and license revenue | $ | 5,810 | $ | 3,596 | |||||
-1 | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our IPO on November 12, 2014. | ||||||||
Daiichi Sankyo | |||||||||
In January 2012, the Company entered into a license agreement with Daiichi Sankyo, under which the Company granted certain licenses to Daiichi Sankyo to develop and commercialize biosimilar forms of etanercept and rituximab in Japan, Taiwan, and South Korea with an option to develop in China. Upon execution of the agreement, Daiichi Sankyo paid a non-refundable, upfront license fee of $10.0 million which was recorded as deferred revenue and is being amortized over the remaining estimated performance period under the agreement using the straight line method. | |||||||||
In June 2013, the Company and Daiichi Sankyo entered into a Memorandum of Understanding No. 1 (the “MOU 1”) in which both parties agreed to cooperate and share costs to conduct a global Phase 1 study of a biosimilar form of etanercept. This program was not originally contemplated in the license agreement. The amounts received from Daiichi Sankyo under the MOU 1 are recognized as a reduction in research and development expense as the Company engages in a research and development project jointly with Daiichi Sankyo, with both parties incurring costs while actively participating in development activities and both parties sharing costs and potential benefits of the arrangement. | |||||||||
In January 2014, the Company and Daiichi Sankyo entered into the Memorandum of Understanding No. 2 (the “MOU 2”) in which both parties agreed to cooperate to conduct a global Phase 3 clinical trial in rheumatoid arthritis and that Daiichi Sankyo will be responsible for a minimum of 20% of the cost of the clinical trial. Also, both parties entered into a clinical supply agreement contemporaneously with the MOU 2 in which the Company will supply finished study drug and study comparator drug for Daiichi Sankyo’s use in the Japanese portion of the product’s clinical trial. Daiichi Sankyo reimburses these research and development costs in quarterly advance payments, for which the Company recorded $1.2 million as advance payments under license agreement in the condensed consolidated balance sheet at March 31, 2015. The Company will recognize the advance payment as a reduction in the research and development expense when the research and development activity has been performed. | |||||||||
As of March 31, 2015, $3.9 million of revenue was deferred under all arrangements with Daiichi Sankyo, of which $1.6 million was included in current liabilities and $2.3 million was included in non-current liabilities in the condensed consolidated balance sheet. As of December 31, 2014, $4.3 million of revenue was deferred under all arrangements with Daiichi Sankyo, of which $1.6 million was included in current liabilities and $2.7 million was included in non-current liabilities in the condensed consolidated balance sheet. | |||||||||
The Company recognized in its condensed consolidated statements of operations a reduction of research and development expense related to the costs reimbursed by Daiichi Sankyo of $1.4 million and $1.2 million for the three months ended March 31, 2015 and 2014, respectively. | |||||||||
Baxter | |||||||||
In August 2013, the Company entered into a license agreement with Baxter to develop and commercialize an etanercept biosimilar molecule, CHS-0214, worldwide, excluding the United States, Japan, Taiwan, South Korea, China and most of the Caribbean and South American nations. Under the terms of the license agreement, the Company will conduct the development and the regulatory activities, and Baxter will conduct the commercialization of the etanercept biosimilar product. | |||||||||
In consideration of the exclusive, royalty-bearing license to develop, commercialize and use the etanercept biosimilar product, Baxter made an upfront payment of $30.0 million to the Company. Additionally, the Company is eligible to receive up to $216.0 million in contingent payments composed of $96.0 million in clinical development payments and up to $120.0 million in regulatory milestone payments. In February 2014, the agreement was amended to increase the payment by $5.3 million. Therefore, the Company is eligible to receive up to $221.3 million in contingent payments comprised of $101.3 million in clinical development payments and up to $120.0 million in regulatory milestone payments. | |||||||||
The upfront payment of $30.0 million and clinical development payments of up to $101.3 million include $71.3 million of contingent payments that are intended to cover development related expenses incurred by the Company, but which are potentially reimbursable, in part, to Baxter under certain limited circumstances. Additionally, the amounts that are contingent payments also contain a claw-back feature providing that, in the event that the Company commercializes the etanercept biosimilar molecule in the U.S., fifty percent (50%) of those contingent payments are refundable to Baxter. Therefore, the Company recorded the portion of the non-substantive contingent payment that contains the claw-back feature as the contingent liability to collaborator on the condensed consolidated balance sheets, and the portion of the non-substantive milestone payments that does not contain the claw-back feature was recorded as deferred revenue and recognized as collaboration and license revenue on a straight-line basis over the remaining estimated performance period. The $120.0 million of regulatory milestone payments which was considered substantive will be recognized as revenue when each specific event is achieved. | |||||||||
As of March 31, 2015, $53.1 million of revenue was deferred under the arrangements with Baxter, of which $21.2 million was included in current liabilities and $31.9 million was included in non-current liabilities in the condensed consolidated balance sheet. As of March 31, 2015, $27.7 million was recorded as contingent liability to collaborator due to the potential refund of such amount to Baxter in the future. | |||||||||
As of December 31, 2014, $58.4 million of revenue was deferred under the arrangements with Baxter, of which $21.2 million was included in current liabilities and $37.2 million was included in non-current liabilities in the condensed consolidated balance sheet. As of December 31, 2014, $27.7 million was recorded as contingent liability to collaborator in the condensed consolidated balance sheet due to the potential refund to Baxter. | |||||||||
In April 2015, The Company and Baxter executed an amendment to the license agreement entered into in August 2013 (see Note 10 for further details regarding this amendment). |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | |
Mar. 31, 2015 | ||
Commitments And Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 6 | Commitments and Contingencies |
Purchase Commitments | ||
The Company enters into contracts in the normal course of business with contract research organizations for preclinical studies and clinical trials and contract manufacturing organizations (“CMOs”) for the manufacture of clinical trial materials. As of March 31, 2015, the Company had a commitment of $8.0 million with CMOs for the manufacture of clinical trial material due within a year. The Company has an agreement with Medpace, Inc. (“Medpace”), a CRO, which provides for a minimum fee commitment of $35.0 million, in aggregate, for clinical trial services; however, the agreement is cancelable without cause by either party upon 30 days prior notification. As of March 31, 2015, $24.1 million of the services related to this agreement had been performed. | ||
Guarantees and Indemnifications | ||
In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations. The Company would assess the likelihood of any adverse judgments or related claims, as well as ranges of probable losses. In the cases where the Company believes that a reasonably possible or probable loss exists, it will disclose the facts and circumstances of the claims, including an estimate range, if possible. As of March 31, 2015, the Company does not have any material indemnification claims that were probable or reasonably possible and consequently has not recorded related liabilities. |
Common_Stock_and_StockBased_Co
Common Stock and Stock-Based Compensation | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||||||||
Common Stock and Stock-Based Compensation | 7 | Common Stock and Stock-Based Compensation | |||||||
Common Stock | |||||||||
On March 6, 2015, the Company achieved the first dosing of a human subject in a phase 2 clinical trial for INT-131 in multiple sclerosis patients, triggering the obligation to settle the contingent Earn-Out Payment to former InteKrin stockholders (see Note 3). As a result, the Company issued 358,384 shares of its common stock valued at $27.48 per share and cash of $1,000 for the aggregate fair value of $9.8 million to former InteKrin stockholders. | |||||||||
Follow-on Offering | |||||||||
In March 2015, the Company’s registration statement on Form S-1 (File No. 333-202936) relating to its Follow-on Offering of its common stock was declared effective by the SEC. The price of the shares sold in the Follow-on Offering was $29.00 per share. The Follow-on Offering closed on April 7, 2015, pursuant to which the Company sold 4,137,931 shares of common stock. The Company granted the underwriters the option to purchase up to an additional 620,689 shares of common stock at the public offering price less underwriting discounts and commissions, which expired on April 30, 2015. The Company received total gross proceeds from the offering of $120.0 million. After deducting underwriting discounts and commissions of $7.2 million and offering expenses of approximately $0.6 million, the net proceeds were approximately $112.2 million. | |||||||||
Stock Based Compensation | |||||||||
During 2010 and 2011, the Company issued shares of restricted common stock to its founders under the Founders’ Shares agreements. These Founders’ Shares agreements require continued rendering of service to the Company in order for the shares to vest. As such, shares of restricted common stock subject to future vesting are not deemed outstanding for accounting purposes until the shares vest. The Company recognizes stock-based compensation over the vesting term of four years based on the fair value of the common stock on the dates of issuance. As of March 31, 2015, there were 5,311 shares subject to repurchase. | |||||||||
The stock-based compensation expense recorded related to shares of common stock granted pursuant to the Founders’ Shares agreements was as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Research and development | $ | 6 | $ | 103 | |||||
General and administrative | — | 1 | |||||||
$ | 6 | $ | 104 | ||||||
The stock-based compensation expense recorded related to options granted to employees and nonemployees was as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Research and development | $ | 1,176 | $ | 222 | |||||
General and administrative | 1,000 | 269 | |||||||
$ | 2,176 | $ | 491 | ||||||
In March 2014, the Company issued warrants to purchase 553,274 shares of common stock with the exercise price of $1.667 per share to two employees and one consultant for past services. Due to the immediate vesting and exercisability of the warrants upon issuance, the Company immediately recognized $1.3 million and $1.4 million of stock-based compensation in research and development expense and general and administrative expense, respectively, in the condensed consolidated statement of operations. As a result of the Company’s IPO, the warrants were net exercised immediately prior to the Company’s close of the IPO on November 12, 2014. |
Net_Loss_Per_Share_Attributabl
Net Loss Per Share Attributable to Coherus | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Net Loss Per Share Attributable to Coherus | 8 | Net Loss Per Share Attributable to Coherus | |||||||
The following table sets forth the computation of the basic and diluted net loss per share attributable to Coherus (in thousands, except share and per share data): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Numerator: | |||||||||
Net loss attributable to Coherus | $ | (40,725 | ) | $ | (25,170 | ) | |||
Denominator: | |||||||||
Weighted-average common shares outstanding | 33,390,930 | 4,830,840 | |||||||
Less: weighted-average unvested common shares subject to repurchase (1) | (13,632 | ) | (653,610 | ) | |||||
Weighted-average number of shares used in computing net loss per share | 33,377,298 | 4,177,230 | |||||||
attributable to Coherus, basic and diluted | |||||||||
Net loss per share attributable to Coherus, basic and diluted | $ | (1.22 | ) | $ | (6.03 | ) | |||
-1 | Shares were excluded as such shares represent restricted common stock granted pursuant to the Founders’ Shares agreements which vest contingently upon the holders’ continued services to the Company. | ||||||||
The following outstanding dilutive potential shares have been excluded from the calculation of diluted net loss per share attributable to Coherus due to their anti-dilutive effect: | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Stock options outstanding | 6,154,625 | 5,058,841 | |||||||
Convertible preferred stock | — | 10,122,570 | |||||||
Convertible preferred stock warrants | — | 4,638,644 | |||||||
Common stock warrants | — | 553,274 | |||||||
Total | 6,154,625 | 20,373,329 | |||||||
In addition, 358,384 shares of common stock contingently issuable upon the successful achievement of an objective associated with contingent consideration payable to former InteKrin stockholders have been excluded from the calculation of diluted net loss per share attributable to Coherus for the three months ended March 31, 2014. On March 6, 2015, the contingent issuable shares were settled (see Note 3). | |||||||||
Related_Party_Transactions
Related Party Transactions | 3 Months Ended | |
Mar. 31, 2015 | ||
Related Party Transactions [Abstract] | ||
Related Party Transactions | 9 | Related Party Transactions |
Daiichi Sankyo | ||
The Company entered into a license agreement with Daiichi Sankyo, under which the Company issued 2,867,426 shares of Series B convertible preferred stock to Daiichi Sankyo. As such, Daiichi Sankyo was deemed to be a related party by ownership of more than 10% of the Company’s equity. Accordingly, the Company recognized related party transactions of $0.5 million as collaboration and license revenue–related party in the Company’s statements of operations for the three months ended March 31, 2014. In addition, the Company recognized $1.2 million as a reduction of research and development expense related to the costs reimbursed by Daiichi Sankyo in the Company’s condensed consolidated statements of operations for the three month period ended March 31, 2014. Upon the consummation of the Company’s initial public offering, Daiichi Sankyo’s ownership percentage decreased to less than 10% of the Company’s equity; therefore as of November 2014, Daiichi Sankyo was no longer considered a related party. As a result, the condensed consolidated financial statements as of March 31, 2015 and for the three months ended March 31, 2015, do not reflect transactions with Daiichi Sankyo as related party transactions. | ||
Transactions Associated with Cook | ||
In January and December 2012, the Company issued a total of 2,150,569 shares of Series B convertible preferred stock to Cook Pharmica LLC (“Cook”) as consideration for past and future services. As such, Cook was deemed to be a related party by ownership of more than 10% of the Company’s equity. The Company recognized services rendered by Cook within research and development in the condensed consolidated statements of operations of $2.9 million during the three months ended March 31, 2014. During the second quarter of 2014, Cook divested a majority of its shares of the Company’s Series B convertible preferred stock; therefore, as of December 31, 2014, Cook was no longer considered a related party. As a result, the condensed consolidated financial statements as of March 31, 2015 and for the three months ended March 31, 2015, do not reflect transactions with Cook as related party transactions. | ||
Transactions Associated with Medpace Agreement | ||
One member of the Company’s board of directors is also the chief executive officer of Medpace. As such, Medpace was deemed to be a related party. As March 31, 2015, the Company had $4.2 million in prepaid assets (prepaid clinical, material, manufacturing and other–related parties), $3.6 million in accounts payable–related parties, and $5.8 million in accrued and other liabilities (accrued clinical, manufacturing and other–related parties), all reflected on the Company’s condensed consolidated balance sheet associated with Medpace. As of December 31, 2014, the Company had $6.0 million in prepaid assets (prepaid clinical, material, manufacturing and other–related parties), $1.9 million in accounts payable–related parties, and $3.0 million in accrued and other liabilities (accrued clinical, manufacturing and other–related parties), all reflected on the Company’s condensed consolidated balance sheet associated with Medpace. The Company recognized $11.5 million and $2.6 million during the three months ended March 31, 2015 and 2014, respectively, for services rendered by Medpace within research and development expense in the condensed consolidated statements of operations. The Company also has an agreement with Medpace which provides for a minimum fee commitment of $35.0 million for clinical trial services, which is further discussed in Note 6. As of March 31, 2015, $24.1 million of the services related to the fee commitment under this agreement has been performed. | ||
Recruiting Services | ||
One member of the Board of Directors was the chief executive officer of a company that provided recruiting services to the Company. As of March 31, 2015, the Company had $172,000 in prepaid assets (prepaid clinical, material, manufacturing and other–related parties), $172,000 in accounts payable-related parties, and $66,000 in accrued and other liabilities (accrued clinical and manufacturing–related parties) reflected on the Company’s condensed consolidated balance sheet. As of December 31, 2014, the Company had $90,000 in accounts payable-related parties reflected on the Company’s condensed consolidated balance sheet. The Company recorded in general and administrative expense in its condensed consolidated statements of operations $66,000 and $0 for the three months ended March 31, 2015 and 2014, respectively, for services rendered by the recruiting company. | ||
Convertible Notes — Related Parties | ||
In the third quarter of 2013, the Company entered into Bridge Loans with certain investors, including existing stockholders, some members of the Board of Directors and their affiliated companies and some members of management, for a total aggregate amount of $10.0 million and issued the 2013 Warrants to purchase shares of the Company’s preferred stock at an exercise price of $0.0167 per share. As such, $7.1 million of the total aggregate amount of the Bridge Loans were from related parties. In May 2014, the Company completed a preferred stock financing and contemporaneously the Bridge Loans and the related accrued interest were automatically converted into Series C preferred stock. For the three months ended March 31, 2014, the Company recognized $1.9 million of interest expense related to the debt and the amortization of the debt discount within interest expense in the Company’s condensed consolidated statements of operations. | ||
InteKrin | ||
In February 2014, the Company completed the acquisition of InteKrin for total consideration of $5.0 million. Mr. Dennis M. Lanfear, the chief executive officer of the Company, was the chairman of the board and acting president of InteKrin at the time of the acquisition. As such, the InteKrin acquisition was a related party transaction. Mr. Lanfear also owns 10% of the outstanding securities of InteKrin Russia. | ||
Other Assets – Related Party | ||
In December 2014, the Company entered into an agreement with an officer of the Company, in which the officer irrevocably transferred his rights to a certain number of shares with an aggregate value of $1.7 million reflected in the Company’s condensed consolidated balance sheet at March 31, 2015 as other assets-related party. This transaction is expected to settle on or about, July 10, 2015. |
Subsequent_Events
Subsequent Events | 3 Months Ended | |
Mar. 31, 2015 | ||
Subsequent Events [Abstract] | ||
Subsequent Events | 10 | Subsequent Events |
Baxter License Agreement | ||
In April 2015, the Company and Baxter executed an amendment (the “Amendment”) to the license agreement entered into in August 2013. Under the terms of the Amendment, the revised milestone structure totaling $130.0 million replaced certain existing milestones and Baxter funding obligations under the original agreement. If the Company achieves all of the new milestones pursuant to the Amendment, the total payments to the Company prior to a European market approval may exceed the aggregate of funding and milestone payments under the existing agreement by approximately $12.2 million. The Amendment also provides that Baxter will purchase $10.0 million of the Company’s common stock within six months of execution of the Amendment at a price per share equal to the closing trading price on the date of such purchase. Pursuant to the Amendment, the Company received $35.0 million of the milestone payment in May 2015 due to the completion of the enrollment for CHS-0214 Phase 3 clinical studies in rheumatoid arthritis and psoriasis. |
Basis_of_Presentation_and_Summ1
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Accounting Policies [Abstract] | |||||||||
Unaudited Condensed Consolidated Financial Statements | Unaudited Condensed Consolidated Financial Statements | ||||||||
The accompanying condensed consolidated financial statements include the accounts of Coherus and its wholly owned subsidiaries as of March 31, 2015: Coherus Intermediate Corp, InteKrin Therapeutics, Inc. (“InteKrin”), and Intekrin’s 82.5% majority owned subsidiary of InteKrin Russia. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities Act of 1933, as amended (Securities Act). Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring accruals that the Company believes are necessary to fairly state the financial position and the results of the Company’s operations and cash flows for interim periods in accordance with U.S. GAAP. Interim-period results are not necessarily indicative of results of operations or cash flows for a full year or any subsequent interim period. | |||||||||
The accompanying condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K filed with the SEC on March 23, 2015. | |||||||||
Use of Estimates | Use of Estimates | ||||||||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements. Management uses significant judgment when making estimates related to its common stock valuation and related stock-based compensation, the valuations of the convertible preferred stock warrant liability and embedded derivative instruments, valuation of deferred tax assets, impairment of goodwill and long-lived assets, the valuation of acquired intangible assets, clinical trial accruals, revenue recognition period, as well as certain accrued liabilities. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. | |||||||||
Foreign Currency | |||||||||
Foreign Currency | |||||||||
The functional currency of InteKrin Russia, which the Company acquired in February 2014, is the Russian Ruble. Accordingly, the financial statements of this subsidiary are translated into U.S. dollars using appropriate exchange rates. Unrealized gains or losses on translation are recognized in accumulated other comprehensive loss in the condensed consolidated balance sheet. | |||||||||
For the three months ended March 31, 2015 and 2014, the foreign exchange gains and losses recorded in other expense, net in the condensed consolidated statements of operations was a $91,000 gain and a $15,000 loss, respectively. | |||||||||
Segment Reporting | Segment Reporting | ||||||||
The Company operates and manages its business as one reportable and operating segment, which is the business of developing and commercializing biosimilar products, and small molecules as part of the InteKrin acquisition. The Company’s chief executive officer, who is the chief operating decision maker, reviews financial information on an aggregate basis for purposes of allocating resources and evaluating financial performance. Long-lived assets are primarily maintained in the United States of America. | |||||||||
The following table summarizes revenue by geographic region (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
United States | $ | 5,313 | $ | 3,090 | |||||
Rest of World | 497 | 506 | |||||||
Total Revenue | $ | 5,810 | $ | 3,596 | |||||
Deferred Offering Costs | Deferred Offering Costs | ||||||||
Deferred offering costs, which primarily consist of direct incremental legal and accounting fees relating to the Follow-on Offering, are capitalized. The deferred offering costs were recorded in additional paid-in capital upon the closing of the Follow-on offering on April 7, 2015. As of March 31, 2015, $0.5 million of deferred offering costs were capitalized in other assets – noncurrent on the condensed consolidated balance sheet. No deferred offering costs were capitalized as of December 31, 2014. | |||||||||
Derivative Liability | Derivative Liability | ||||||||
The Company has a derivative liability related to the contingent consideration associated with the acquisition of InteKrin. There were two contingent payments: (i) the completion of the first dosing of a human subject in the first Phase 2 clinical trial for InteKrin, (“Earn-Out Payment”) and (ii) upon the execution of any license, sublicense, development, collaboration, joint venture, partnering or similar agreement between the Company and the third party (“Compound Transaction Payment”). The derivative related to the contingent consideration is accounted for as a liability and remeasured to fair value as of each balance sheet date or settlement date and the related remeasurement adjustment is recognized as other income (expense), net in the statement of operations. See note 3 for further details regarding settlement of the Earn-Out Payment in March 2015. The Company determined the fair value of the two contingent consideration scenarios (the Earn-Out Payment and the Compound Transaction Payment) using a probability-weighted discounted cash flow approach. A probability weighted value was determined by summing the probability of achieving a contingent payment threshold by the respective contingent payment. The expected cash flows were discounted at a rate selected to capture the risk of achieving the contingent payment thresholds and earning the contingent payments. This risk is comprised of InteKrin’s continued development, a specific risk factor associated with meeting the contingent consideration threshold and related payout and counterparty risk associated with the payment of the contingent consideration. | |||||||||
Customer Concentration | Customer Concentration | ||||||||
Customers whose collaboration and license revenue accounted for 10% or more of total revenues were as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Daiichi Sankyo - related party (1) | * | 14 | % | ||||||
Baxter | 91 | % | 86 | % | |||||
* less than 10% | |||||||||
-1 | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our IPO on November 12, 2014. | ||||||||
Revenue Recognition | Revenue Recognition | ||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists; transfer of technology has been completed, services have been performed or products have been delivered; the fee is fixed and determinable; and collection is reasonably assured. | |||||||||
The Company enters into collaboration and license agreements for the development and commercialization of biosimilar products. The Company’s performance obligations under the terms of these agreements may include (i) transfer of intellectual property rights (licenses), (ii) providing research and development services, (iii) the manufacture of drug materials for development purposes and (iv) participation on certain committees with the collaborators. Payments to the Company under these agreements may include nonrefundable upfront license fees, payments for research and development services, payments for the manufacture of drug materials, payments based upon the achievement of defined collaboration objectives and royalties on product sales. Under these agreements, the Company may convey the right to sell products resulting from the collaborative efforts of the parties in specific geographic territories. | |||||||||
For revenue agreements with multiple elements, the Company identifies the deliverables included within the agreement and evaluates which deliverables may represent separate units of accounting based on the achievement of certain criteria, including whether the delivered element has stand-alone value to the collaborator. Deliverables under the arrangement are a separate unit of accounting if (i) the delivered item has value to the customer on a standalone basis and (ii) if the arrangement includes a general right of return relative to the delivered item and delivery or performance of the undelivered items are considered probable and substantially within the Company’s control. | |||||||||
The Company determines how to allocate arrangement consideration to identified units of accounting based on the selling price hierarchy provided under the relevant guidance. The selling price used for each unit of accounting is based on vendor-specific objective evidence, if available, third party evidence if vendor-specific objective evidence is not available or estimated selling price if neither vendor-specific nor third-party evidence is available. Management may be required to exercise considerable judgment in determining whether a deliverable is a separate unit of accounting and in estimating the selling prices of identified units of accounting under its agreements. | |||||||||
Upfront payments received in connection with licenses of the Company’s technology rights are deferred if facts and circumstances dictate that the license does not have stand-alone value. Such payments are recognized as license revenue over the estimated period of performance that is generally consistent with the terms of the research and development obligations contained in the specific collaboration and license agreement. The Company regularly reviews the estimated period of performance based on the progress made under each arrangement. Amounts received as funding of research and development activities are recognized as revenue if the collaboration arrangement involves the sale of the Company’s research or development services. However, such funding is recognized as a reduction in research and development expense when the Company engages in a research and development project jointly with another entity, with both entities participating in project activities and sharing costs and potential benefits of the arrangement. | |||||||||
Payments that are contingent upon the achievement of a substantive milestone are recognized in their entirety in the period in which the milestone is achieved, assuming all other revenue recognition criteria are met. Milestones are defined as an event that can only be achieved based on the Company’s performance and there is substantive uncertainty about whether the event will be achieved at the inception of the arrangement. Events that are contingent only on the passage of time or only on counterparty performance are not considered milestones under accounting guidance. The Company’s evaluation includes an assessment of whether (a) the consideration is commensurate with either (1) the Company’s performance to achieve the milestone, or (2) the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the Company’s performance to achieve the milestone, (b) the consideration relates solely to past performance and (c) the consideration is reasonable relative to all of the deliverables and payment terms within the arrangement. The Company evaluates factors such as the scientific, regulatory, commercial and other risks that must be overcome to achieve the respective milestone, the level of effort and investment required to achieve the respective milestone and whether the milestone consideration is reasonable relative to all deliverables and payment terms in the arrangement in making this assessment. | |||||||||
Other contingent payments in which a portion of the payment is refundable or adjusts based on future performance or non-performance (e.g., through a penalty or claw-back provision) are not considered to relate solely to the Company’s past performance, and therefore, not considered substantive. Non-substantive contingent payments are classified as deferred revenue if they are ultimately expected to result in revenue recognition. The Company recognizes non-substantive contingent payments over the remaining estimated period of performance once the specific objective is achieved. Any portion of the non-substantive contingent payments which may be required to be refunded to the collaborator are not included in deferred revenue and instead are reflected as contingent liability to collaborator on the condensed consolidated balance sheets. | |||||||||
Contingent payments associated with the achievement of specific objectives in certain contracts that are not considered substantive because the Company does not contribute effort to the achievement of such milestones are recognized as revenue upon achievement of the objective, as long as there are no undelivered elements remaining and no continuing performance obligations by the Company, assuming all other revenue recognition criteria are met. | |||||||||
The government contract with the Russian government is an agreement that provides the Company with payments for certain types of expenditures in return for research and development activities over a contractually defined period. Revenue from the government contract is recognized in the period during which the related costs are incurred and the related services are rendered, provided that the funds received are not refundable and applicable conditions under the government contract have been met. Funds received in advance are recorded as deferred revenue. | |||||||||
Comprehensive Loss | Comprehensive Loss | ||||||||
Comprehensive loss is composed of two components: net loss and other comprehensive loss. Other comprehensive loss refers to gains and losses that under U.S. GAAP are recorded as an element of stockholders’ equity, but are excluded from net loss. The other comprehensive loss included foreign currency translation adjustments for the three months ended March 31, 2015 and 2014. | |||||||||
Net Loss per Share Attributable to Coherus | Net Loss per Share Attributable to Coherus | ||||||||
Basic net loss per share attributable to Coherus is calculated by dividing the net loss attributable to Coherus by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive common shares. Since the Company was in a loss position for all periods presented, basic net loss per share attributable to Coherus is the same as diluted net loss per share attributable to Coherus as the inclusion of all potential dilutive common shares would have been anti-dilutive. Shares of founders’ common stock subject to repurchase are excluded from the calculation of weighted average shares as the vesting of such shares is contingent upon continued services being rendered by such holders. | |||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | ||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which converges the FASB and the International Accounting Standards Board standards on revenue recognition. Areas of revenue recognition that will be affected include, but are not limited to, transfer of control, variable consideration, allocation of transfer pricing, licenses, time value of money, contract costs and disclosures. This guidance is effective for the fiscal years and interim reporting periods beginning after December 15, 2016, at which time the Company may adopt the new standard under the full retrospective method or the modified retrospective method. Early adoption is not permitted. In April 2015, the FASB issued for public comment a proposed ASU that would defer the effective date of ASU 2014-09 by one year. The proposed deferral of ASU 2014-09 would permit public companies to apply the new revenue standard to annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the impact that the adoption of ASU 2014-09 will have on its consolidated financial statements and related disclosures. | |||||||||
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. In doing so, companies will have reduced diversity in the timing and content of footnote disclosures than under today’s guidance. ASU 2014-15 is effective for the Company in the first quarter of 2016 with early adoption permitted. The Company is currently evaluating the impact that the adoption of ASU 2014-15 will have on its consolidated financial statements and related disclosures. | |||||||||
The Company has reviewed other recent accounting pronouncements and concluded they are either not applicable to the business or no material effect is expected on the condensed consolidated financial statements as a result of future adoptions. |
Basis_of_Presentation_and_Summ2
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Accounting Policies [Abstract] | |||||||||
Summary of Revenue by Geographical Region | The following table summarizes revenue by geographic region (in thousands): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
United States | $ | 5,313 | $ | 3,090 | |||||
Rest of World | 497 | 506 | |||||||
Total Revenue | $ | 5,810 | $ | 3,596 | |||||
Summary of Customers Revenue Accounted for 10% or More of Total Revenue | Customer Concentration | ||||||||
Customers whose collaboration and license revenue accounted for 10% or more of total revenues were as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Daiichi Sankyo - related party (1) | * | 14 | % | ||||||
Baxter | 91 | % | 86 | % | |||||
* less than 10% | |||||||||
-1 | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our IPO on November 12, 2014. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||||||||||
Financial Assets and Liabilities Measured on a Recurring Basis | Financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used in such measurements are as follows (in thousands): | ||||||||||||||||
Fair Value Measurements | |||||||||||||||||
31-Mar-15 | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Certificate of deposit denominated in U.S. Dollars | $ | 700 | $ | 700 | $ | — | $ | — | |||||||||
Certificate of deposit denominated in Russian Rubles | 345 | 345 | — | — | |||||||||||||
Money market funds | 113,853 | 113,853 | — | — | |||||||||||||
Restricted cash (money market funds) | 60 | 60 | — | — | |||||||||||||
Total financial assets | $ | 114,958 | $ | 114,958 | $ | — | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration | $ | 860 | $ | — | $ | — | $ | 860 | |||||||||
Fair Value Measurements | |||||||||||||||||
31-Dec-14 | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 147,952 | $ | 147,952 | $ | — | $ | — | |||||||||
Restricted cash (money market funds) | 60 | 60 | — | — | |||||||||||||
Total financial assets | $ | 148,012 | $ | 148,012 | $ | — | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration | $ | 6,495 | $ | — | $ | — | $ | 6,495 | |||||||||
Contingent Consideration | Fair Value Measurements Recurring Basis | |||||||||||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||||||||||
Financial Assets and Liabilities Measured on a Recurring Basis | The following table sets forth a summary of changes in the estimated fair value of the contingent consideration (in thousands): | ||||||||||||||||
Balance as of December 31, 2014 | $ | 6,495 | |||||||||||||||
Change in fair value of the contingent consideration liability | 4,214 | ||||||||||||||||
Fair value of Earn-Out Payment | (9,849 | ) | |||||||||||||||
Balance as of March 31, 2015 | $ | 860 | |||||||||||||||
Balance_Sheet_Components_Table
Balance Sheet Components (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||||||||
Schedule of Prepaid Assets | Prepaid assets are as follows (in thousands): | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Prepaid clinical, material, manufacturing and other - related parties | $ | 4,363 | $ | 5,990 | |||||
Prepaid clinical, material and manufacturing | 13,294 | 12,149 | |||||||
Prepaid other | 2,457 | 2,346 | |||||||
Prepaid assets | $ | 20,114 | $ | 20,485 | |||||
Schedule of Property and Equipment, Net | Property and equipment, net are as follows (in thousands): | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Machinery and equipment | $ | 4,678 | $ | 4,317 | |||||
Computer equipment and software | 414 | 286 | |||||||
Furniture and fixtures | 307 | 288 | |||||||
Leasehold improvements | 1,211 | 399 | |||||||
Construction in progress | — | 474 | |||||||
Total property and equipment | 6,610 | 5,764 | |||||||
Accumulated depreciation and amortization | (1,506 | ) | (1,292 | ) | |||||
Property and equipment, net | $ | 5,104 | $ | 4,472 | |||||
Schedule of Accrued and Other Liabilities | Accrued and other liabilities are as follows (in thousands): | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Accrued clinical, manufacturing and other - related parties | $ | 5,911 | $ | 2,997 | |||||
Accrued compensation | 2,155 | 3,435 | |||||||
Accrued professional and consulting fees | 383 | 252 | |||||||
Accrued other | 4,822 | 4,547 | |||||||
Accrued liabilities | $ | 13,271 | $ | 11,231 | |||||
Collaboration_and_License_Agre1
Collaboration and License Agreements (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Collaboration And License Agreements [Abstract] | |||||||||
Schedule of Revenue Related to Collaboration and License Agreements | The Company recognized revenue related to the collaboration and license agreements for the periods presented as follows (in thousands): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Baxter | $ | 5,313 | $ | 3,090 | |||||
Daiichi Sankyo - related party (1) | 497 | 506 | |||||||
Total collaboration and license revenue | $ | 5,810 | $ | 3,596 | |||||
-1 | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our IPO on November 12, 2014. | ||||||||
Common_Stock_and_StockBased_Co1
Common Stock and Stock-Based Compensation (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Schedule of Stock-Based Compensation Expense Related to Option | The stock-based compensation expense recorded related to options granted to employees and nonemployees was as follows (in thousands): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Research and development | $ | 1,176 | $ | 222 | |||||
General and administrative | 1,000 | 269 | |||||||
$ | 2,176 | $ | 491 | ||||||
Restricted Common Stock (Founders Shares) | |||||||||
Schedule of Stock-Based Compensation Expense | The stock-based compensation expense recorded related to shares of common stock granted pursuant to the Founders’ Shares agreements was as follows (in thousands): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Research and development | $ | 6 | $ | 103 | |||||
General and administrative | — | 1 | |||||||
$ | 6 | $ | 104 | ||||||
Net_Loss_Per_Share_Attributabl1
Net Loss Per Share Attributable to Coherus (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Computation of Basic and Diluted Net Loss Per Share Attributable to Coherus | The following table sets forth the computation of the basic and diluted net loss per share attributable to Coherus (in thousands, except share and per share data): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Numerator: | |||||||||
Net loss attributable to Coherus | $ | (40,725 | ) | $ | (25,170 | ) | |||
Denominator: | |||||||||
Weighted-average common shares outstanding | 33,390,930 | 4,830,840 | |||||||
Less: weighted-average unvested common shares subject to repurchase (1) | (13,632 | ) | (653,610 | ) | |||||
Weighted-average number of shares used in computing net loss per share | 33,377,298 | 4,177,230 | |||||||
attributable to Coherus, basic and diluted | |||||||||
Net loss per share attributable to Coherus, basic and diluted | $ | (1.22 | ) | $ | (6.03 | ) | |||
-1 | Shares were excluded as such shares represent restricted common stock granted pursuant to the Founders’ Shares agreements which vest contingently upon the holders’ continued services to the Company. | ||||||||
Outstanding Dilutive Potential Shares Excluded from Calculation of Diluted Net Loss Per Share Attributable to Coherus | The following outstanding dilutive potential shares have been excluded from the calculation of diluted net loss per share attributable to Coherus due to their anti-dilutive effect: | ||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Stock options outstanding | 6,154,625 | 5,058,841 | |||||||
Convertible preferred stock | — | 10,122,570 | |||||||
Convertible preferred stock warrants | — | 4,638,644 | |||||||
Common stock warrants | — | 553,274 | |||||||
Total | 6,154,625 | 20,373,329 | |||||||
Organization_and_Operations_Ad
Organization and Operations - Additional Information (Details) (USD $) | 3 Months Ended | 0 Months Ended | ||||
Mar. 31, 2015 | Apr. 07, 2015 | 11-May-15 | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Segments | ||||||
Organization And Operations [Line Items] | ||||||
Number of operating segments | 1 | |||||
Common stock, shares issued | 33,701,017 | 33,701,017 | ||||
Accumulated deficit | $227,450,000 | $186,725,000 | ||||
Cash and cash equivalents | 115,136,000 | 150,392,000 | 56,317,000 | 39,554,000 | ||
Follow-On Public Offering | ||||||
Organization And Operations [Line Items] | ||||||
Offering expense | 42,000 | |||||
Subsequent Event | Follow-On Public Offering | ||||||
Organization And Operations [Line Items] | ||||||
Share price | $29 | |||||
Common stock, shares issued | 4,137,931 | |||||
Additional shares available to underwriters in follow-on | 620,689 | |||||
Net proceeds from issuance of common stock | 120,000,000 | |||||
Underwriting discounts and commissions | 7,200,000 | |||||
Offering expense | 600,000 | |||||
Proceeds from issuance of common stock, net of offering expense | 112,200,000 | |||||
Subsequent Event | Baxter License Agreement | ||||||
Organization And Operations [Line Items] | ||||||
Milestone payment received | $35,000,000 |
Basis_of_Presentation_and_Summ3
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Segments | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Foreign exchange gain (loss) | $91,000 | ($15,000) | |
Number of reportable segment | 1 | ||
Number of operating segments | 1 | ||
Deferred offering costs | $500,000 | $0 | |
RUSSIA | InteKrin Therapeutics Inc | Coherus Intermediate Corp, InteKrin Therapeutics, Inc. | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Controlling interest, ownership percentage by parent | 82.50% |
Basis_of_Presentation_and_Summ4
Basis of Presentation and Summary of Significant Accounting Policies - Summary of Revenue by Geographical Region (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Collaboration and license revenue | $5,810 | $3,596 |
United States | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Collaboration and license revenue | 5,313 | 3,090 |
Rest of World | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Collaboration and license revenue | $497 | $506 |
Basis_of_Presentation_and_Summ5
Basis of Presentation and Summary of Significant Accounting Policies - Summary of Customers Revenue Accounted for 10% or More of Total Revenue (Details) (Collaboration and License Revenue, Customer Concentration Risk) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Daiichi Sankyo - Related Party | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Percentage of total revenues by single customer | 14.00% | |
Baxter | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Percentage of total revenues by single customer | 91.00% | 86.00% |
Basis_of_Presentation_and_Summ6
Basis of Presentation and Summary of Significant Accounting Policies - Summary of Customers Revenue Accounted for 10% or More of Total Revenue (Parenthetical) (Details) (Daiichi Sankyo - Related Party) | Nov. 12, 2014 |
Daiichi Sankyo - Related Party | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |
Percentage of equity interest held by related party, minimum | 10.00% |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Details) (USD $) | 3 Months Ended | 0 Months Ended | |
Mar. 31, 2015 | Mar. 06, 2015 | Dec. 31, 2014 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Remeasurement of contingent consideration | $4,214,000 | ||
Other Operating Income (Expense) | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Remeasurement of contingent consideration | 100,000 | ||
InteKrin Therapeutics Inc | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Business acquisition, number of shares issued | 358,384 | ||
Business acquisition, shares price | $27.48 | ||
Business acquisition, cash payment | 1,000,000 | ||
Fair value of common stock issued | 9,800,000 | ||
Additional fair value of earn-out payment to other expense | 4,100,000 | ||
Fair Value Measurements Recurring Basis | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Transfers of asset from Level 1 to Level 2 | 0 | 0 | |
Transfers of liabilities from Level 1 to Level 2 | 0 | 0 | |
Fair Value Measurements Recurring Basis | Level 3 | Contingent Consideration | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Discount rate | 25.00% | ||
Counterparty credit risk given the cash payment | 6.00% | ||
Fair Value Measurements Recurring Basis | Money Market Funds | Level 1 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Unrealized gains and losses on investments | $0 |
Fair_Value_Measurements_Financ
Fair Value Measurements - Financial Assets and Liabilities Measured on a Recurring Basis (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Level 3 | Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial liabilities | $860 | $6,495 |
Fair Value Measurements Recurring Basis | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 114,958 | 148,012 |
Fair Value Measurements Recurring Basis | Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial liabilities | 860 | 6,495 |
Fair Value Measurements Recurring Basis | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 113,853 | 147,952 |
Fair Value Measurements Recurring Basis | Restricted Cash (Money Market Funds) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 60 | 60 |
Fair Value Measurements Recurring Basis | Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 114,958 | 148,012 |
Fair Value Measurements Recurring Basis | Level 1 | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 113,853 | 147,952 |
Fair Value Measurements Recurring Basis | Level 1 | Restricted Cash (Money Market Funds) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 60 | 60 |
Fair Value Measurements Recurring Basis | Level 3 | Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial liabilities | 860 | 6,495 |
Fair Value Measurements Recurring Basis | United States of America, Dollars | Certificates of Deposit | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 700 | |
Fair Value Measurements Recurring Basis | United States of America, Dollars | Level 1 | Certificates of Deposit | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 700 | |
Fair Value Measurements Recurring Basis | Russia, Rubles | Certificates of Deposit | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 345 | |
Fair Value Measurements Recurring Basis | Russia, Rubles | Level 1 | Certificates of Deposit | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | $345 |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary of Changes in the Estimated Fair Value of Contingent Consideration (Details) (Contingent Consideration, Level 3, USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Contingent Consideration | Level 3 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Beginning balance | $6,495 |
Change in fair value of the contingent consideration liability | 4,214 |
Fair value of Earn-Out Payment | -9,849 |
Ending balance | $860 |
Balance_Sheet_Components_Sched
Balance Sheet Components - Schedule of Prepaid Assets (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Schedule Of Prepaid Assets [Line Items] | ||
Prepaid assets | $20,114,000 | $20,485,000 |
Prepaid Clinical, Material, Manufacturing and Other - Related Parties | ||
Schedule Of Prepaid Assets [Line Items] | ||
Prepaid assets | 4,363,000 | 5,990,000 |
Prepaid Clinical, Material and Manufacturing | ||
Schedule Of Prepaid Assets [Line Items] | ||
Prepaid assets | 13,294,000 | 12,149,000 |
Prepaid Other | ||
Schedule Of Prepaid Assets [Line Items] | ||
Prepaid assets | $2,457,000 | $2,346,000 |
Balance_Sheet_Components_Sched1
Balance Sheet Components - Schedule of Property and Equipment, Net (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | $6,610 | $5,764 |
Accumulated depreciation and amortization | -1,506 | -1,292 |
Property and equipment, net | 5,104 | 4,472 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 4,678 | 4,317 |
Computer Equipment and Software | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 414 | 286 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 307 | 288 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 1,211 | 399 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | $474 |
Balance_Sheet_Components_Addit
Balance Sheet Components - Additional Information (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Property Plant And Equipment [Abstract] | ||
Depreciation and amortization | $232 | $116 |
Balance_Sheet_Components_Sched2
Balance Sheet Components - Schedule of Accrued and Other Liabilities (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ||
Accrued clinical, manufacturing and other - related parties | $5,911 | $2,997 |
Accrued compensation | 2,155 | 3,435 |
Accrued professional and consulting fees | 383 | 252 |
Accrued other | 4,822 | 4,547 |
Accrued liabilities | $13,271 | $11,231 |
Collaboration_and_License_Agre2
Collaboration and License Agreements - Schedule of Revenue Related to Collaboration and License Agreements (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration and license revenue | $5,810 | $3,596 | |
Baxter | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration and license revenue | 5,313 | 3,090 | |
Daiichi Sankyo - Related Party | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration and license revenue | $497 | $506 | [1] |
[1] | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our initial public offering (“IPOâ€) on November 12, 2014. |
Collaboration_and_License_Agre3
Collaboration and License Agreements - Schedule of Revenue Related to Collaboration and License Agreements (Parenthetical) (Details) (Daiichi Sankyo - Related Party) | Nov. 12, 2014 |
Daiichi Sankyo - Related Party | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Percentage of equity interest held by related party, minimum | 10.00% |
Collaboration_and_License_Agre4
Collaboration and License Agreements - Additional Information (Details) (USD $) | 3 Months Ended | 1 Months Ended | ||||||
Mar. 31, 2015 | Mar. 31, 2014 | Feb. 28, 2014 | Aug. 31, 2013 | Jan. 31, 2014 | Dec. 31, 2014 | Jan. 31, 2012 | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Deferred revenue, current | $22,800,000 | $22,800,000 | ||||||
Deferred revenue, non-current | 34,403,000 | 39,899,000 | ||||||
Collaboration and license revenue | 5,810,000 | 3,596,000 | ||||||
Contingent liability to collaborator | 27,650,000 | 27,650,000 | ||||||
Baxter License Agreement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Deferred revenue | 53,100,000 | 58,400,000 | ||||||
Deferred revenue, current | 21,200,000 | 21,200,000 | ||||||
Deferred revenue, non-current | 31,900,000 | 37,200,000 | ||||||
Collaboration and license revenue | 5,810,000 | 3,090,000 | 30,000,000 | |||||
Increase in license agreement non-substantive contingent milestone receivable | 5,300,000 | |||||||
Contingent payment development related expenses | 71,300,000 | |||||||
Contingent payments refundable, percentage | 50.00% | |||||||
Contingent liability to collaborator | 27,700,000 | 27,700,000 | ||||||
Baxter License Agreement | Maximum | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Contingent payment receivable | 221,300,000 | 216,000,000 | ||||||
Baxter License Agreement | Maximum | Clinical Development Payments | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Contingent payment receivable | 101,300,000 | 96,000,000 | ||||||
Baxter License Agreement | Maximum | Regulatory Milestone Payments | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Contingent payment receivable | 120,000,000 | 120,000,000 | ||||||
Daiichi Sankyo - Related Party | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Deferred revenue | 3,900,000 | 4,300,000 | 10,000,000 | |||||
Minimum percentage of clinical trial cost | 20.00% | |||||||
Advance payments | 1,200,000 | |||||||
Deferred revenue, current | 1,600,000 | 1,600,000 | ||||||
Deferred revenue, non-current | 2,300,000 | 2,700,000 | ||||||
Research and development | 1,400,000 | 1,200,000 | ||||||
Collaboration and license revenue | $497,000 | $506,000 | [1] | |||||
[1] | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our initial public offering (“IPOâ€) on November 12, 2014. |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Purchase Commitment Excluding Longterm Commitment [Line Items] | |
Payment of claims | $0 |
CMOs | |
Purchase Commitment Excluding Longterm Commitment [Line Items] | |
Contractual commitment | 8,000,000 |
Medpace Inc | |
Purchase Commitment Excluding Longterm Commitment [Line Items] | |
Minimum fee commitment | 35,000,000 |
Purchase commitment amount of services performed | $24,100,000 |
Period of contract termination | 30 days |
Common_Stock_and_StockBased_Co2
Common Stock and Stock-Based Compensation - Additional Information (Details) (USD $) | 3 Months Ended | 1 Months Ended | 0 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2014 | Apr. 07, 2015 | Mar. 06, 2015 | Dec. 31, 2014 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Common stock, shares issued | 33,701,017 | 33,701,017 | ||||
Stock-based compensation expense | $2,182,000 | $3,291,000 | ||||
Common Stock | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Stock issued for warrant exercised | 553,274 | 553,274 | ||||
Common stock, exercise price | $1.67 | $1.67 | ||||
Warrant | Research and Development Expense | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Stock-based compensation expense | 1,300,000 | |||||
Warrant | General and Administrative Expense | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Stock-based compensation expense | 1,400,000 | |||||
Restricted Common Stock (Founders Shares) | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Vesting period | 4 years | |||||
Common stock shares subject to repurchase | 5,311 | |||||
Follow-On Public Offering | Subsequent Event | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Share price | $29 | |||||
Common stock, shares issued | 4,137,931 | |||||
Additional shares available to underwriters in follow-on | 620,689 | |||||
Net proceeds from issuance of common stock | 120,000,000 | |||||
Underwriting discounts and commissions | 7,200,000 | |||||
Offering Expenses | 600,000 | |||||
Proceeds from issuance of common stock, net of offering expense | 112,200,000 | |||||
InteKrin Therapeutics Inc | ||||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||||
Business acquisition, number of shares issued | 358,384 | |||||
Business acquisition, shares price | $27.48 | |||||
Business acquisition, cash payment | 1,000,000 | |||||
Fair value of common stock issued | $9,800,000 |
Common_Stock_and_StockBased_Co3
Common Stock and Stock-Based Compensation - Schedule of Stock-Based Compensation Expense Related to Founder's Shares (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $2,176 | $491 |
Research and Development Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 1,176 | 222 |
General and Administrative Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 1,000 | 269 |
Restricted Common Stock (Founders Shares) | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 6 | 104 |
Restricted Common Stock (Founders Shares) | Research and Development Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 6 | 103 |
Restricted Common Stock (Founders Shares) | General and Administrative Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $1 |
Common_Stock_and_StockBased_Co4
Common Stock and Stock-Based Compensation - Schedule of Stock-Based Compensation Expense Related to Options (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $2,176 | $491 |
Research and Development Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 1,176 | 222 |
General and Administrative Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $1,000 | $269 |
Net_Loss_Per_Share_Attributabl2
Net Loss Per Share Attributable to Coherus - Computation of Basic and Diluted Net Loss Per Share Attributable to Coherus (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Numerator: | ||
Net loss attributable to Coherus | ($40,725) | ($25,170) |
Denominator: | ||
Weighted-average common shares outstanding | 33,390,930 | 4,830,840 |
Less: weighted-average unvested common shares subject to repurchase (1) | -13,632 | -653,610 |
Weighted-average number of shares used in computing net loss per share attributable to Coherus, basic and diluted | 33,377,298 | 4,177,230 |
Net loss per share attributable to Coherus, basic and diluted | ($1.22) | ($6.03) |
Net_Loss_Per_Share_Attributabl3
Net Loss Per Share Attributable to Coherus - Outstanding Dilutive Potential Shares Excluded from Calculation of Diluted Net Loss Per Share Attributable to Coherus (Details) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 6,154,625 | 20,373,329 |
Stock Options Outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 6,154,625 | 5,058,841 |
Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 10,122,570 | |
Convertible Preferred Stock Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 4,638,644 | |
Common Stock Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 553,274 |
Net_Loss_Per_Share_Attributabl4
Net Loss Per Share Attributable to Coherus - Additional Information (Details) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 6,154,625 | 20,373,329 |
Restricted Common Stock (Founders Shares) | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 358,384 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Details) (USD $) | 3 Months Ended | 1 Months Ended | ||||||
Mar. 31, 2015 | Mar. 31, 2014 | Feb. 28, 2014 | Dec. 31, 2014 | Sep. 30, 2013 | Dec. 31, 2012 | Jan. 31, 2012 | ||
Related Party Transaction [Line Items] | ||||||||
Collaboration and license revenue | $5,810,000 | $3,596,000 | ||||||
Research and development expense | 36,467,000 | 13,936,000 | ||||||
Prepaid assets | 20,114,000 | 20,485,000 | ||||||
Accounts payable - related parties | 3,723,000 | 2,020,000 | ||||||
General and administrative expenses from transactions with related party | 66,000 | 0 | ||||||
Interest expense from transactions with related party | 0 | 1,889,000 | ||||||
Other assets - related party | 1,691,000 | 1,691,000 | ||||||
InteKrin Acquisition | ||||||||
Related Party Transaction [Line Items] | ||||||||
Business Combination Consideration Transferred1 | 5,000,000 | |||||||
Securities held by Mr.Lanfear in InteKrin Russia | 10.00% | |||||||
Bridge Loan | ||||||||
Related Party Transaction [Line Items] | ||||||||
Total aggregate amount from related parties | 7,100,000 | |||||||
Interest expense from transactions with related party | 1,900,000 | |||||||
Bridge Loan | Related Parties | ||||||||
Related Party Transaction [Line Items] | ||||||||
Aggregate principle amount | 10,000,000 | |||||||
Warrant exercise price | $0.02 | |||||||
Prepaid Clinical, Material, Manufacturing and Other - Related Parties | ||||||||
Related Party Transaction [Line Items] | ||||||||
Prepaid assets | 4,363,000 | 5,990,000 | ||||||
Daiichi Sankyo - Related Party | ||||||||
Related Party Transaction [Line Items] | ||||||||
Collaboration and license revenue | 497,000 | 506,000 | [1] | |||||
Reduction of research and development expense | 1,400,000 | 1,200,000 | ||||||
Daiichi Sankyo - Related Party | Series B Convertible Preferred Stock | ||||||||
Related Party Transaction [Line Items] | ||||||||
Convertible preferred stock, shares issued | 2,867,426 | |||||||
Daiichi Sankyo - Related Party | Minimum | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction ownership percentage | 10.00% | |||||||
Daiichi Sankyo - Related Party | Maximum | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction ownership percentage | 10.00% | |||||||
Cook | ||||||||
Related Party Transaction [Line Items] | ||||||||
Research and development expense | 2,900,000 | |||||||
Cook | Series B | ||||||||
Related Party Transaction [Line Items] | ||||||||
Convertible preferred stock, shares issued | 2,150,569 | 2,150,569 | ||||||
Cook | Minimum | Series B | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction ownership percentage | 10.00% | 10.00% | ||||||
Medpace Inc | ||||||||
Related Party Transaction [Line Items] | ||||||||
Research and development expense | 11,500,000 | 2,600,000 | ||||||
Accounts payable - related parties | 3,600,000 | 1,900,000 | ||||||
Minimum fee commitment | 35,000,000 | |||||||
Purchase commitment amount of services performed | 24,100,000 | |||||||
Medpace Inc | Prepaid Clinical, Material, Manufacturing and Other - Related Parties | ||||||||
Related Party Transaction [Line Items] | ||||||||
Prepaid assets | 4,200,000 | 6,000,000 | ||||||
Medpace Inc | Accrued Clinical, Manufacturing and Other - Related Parties | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accrued and other liabilities | 5,800,000 | 3,000,000 | ||||||
Recruiting Services | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accounts payable - related parties | 172,000 | 90,000 | ||||||
General and administrative expenses from transactions with related party | 66,000 | 0 | ||||||
Recruiting Services | Prepaid Clinical, Material, Manufacturing and Other - Related Parties | ||||||||
Related Party Transaction [Line Items] | ||||||||
Prepaid assets | 172,000 | |||||||
Recruiting Services | Accrued Clinical and Manufacturing - Related Parties | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accrued and other liabilities | $66,000 | |||||||
[1] | Represents revenue from Daiichi Sankyo Company, a holder of more than 10% of our common stock until the closing of our initial public offering (“IPOâ€) on November 12, 2014. |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Details) (Subsequent Event, Baxter License Agreement, USD $) | 0 Months Ended | |
In Millions, unless otherwise specified | 11-May-15 | Apr. 30, 2015 |
Subsequent Event | Baxter License Agreement | ||
Subsequent Event [Line Items] | ||
Aggregate milestone payments | $130 | |
Additional milestone payments | 12.2 | |
Value of shares of common stock to purchase under agreement | 10 | |
Amendment execution period | 6 months | |
Milestone payment received | $35 |