Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 31, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | CHRS | |
Entity Registrant Name | Coherus BioSciences, Inc. | |
Entity Central Index Key | 1,512,762 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 43,380,827 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 220,916 | $ 158,226 |
Restricted cash | 60 | 60 |
Receivables from collaboration and license agreement | 419 | 1,560 |
Prepaid assets (includes related parties of $6,310 and $10,901 as of June 30, 2016 and December 31, 2015, respectively) | 15,008 | 34,743 |
Other assets | 431 | 2,797 |
Total current assets | 236,834 | 197,386 |
Property and equipment, net | 9,904 | 10,504 |
Intangible assets | 2,620 | 2,620 |
Goodwill | 943 | 943 |
Restricted cash, non-current | 785 | 785 |
Other assets, non-current | 15 | 146 |
Total assets | 251,101 | 212,384 |
Current liabilities: | ||
Accounts payable | 17,433 | 25,948 |
Accounts payable - related parties | 2,430 | 3,548 |
Accrued liabilities (includes related parties of $6,390 and $6,122 as of June 30, 2016 and December 31, 2015, respectively) | 19,184 | 24,133 |
Advance payments under license agreement | 1,200 | 1,330 |
Deferred revenue | 61,258 | 49,621 |
Contingent consideration | 6,570 | 1,245 |
Other liabilities | 209 | 193 |
Total current liabilities | 108,284 | 106,018 |
Deferred revenue, non-current | 26,792 | 45,338 |
Convertible notes | 74,720 | |
Convertible notes - related parties | 24,907 | |
Contingent liability to collaborator | 76,755 | 66,255 |
Other liabilities, non-current | 1,591 | 1,702 |
Total liabilities | 313,049 | 219,313 |
Commitments and contingencies (Note 7) | ||
Stockholders’ deficit: | ||
Preferred stock | ||
Common stock | 4 | 4 |
Additional paid-in capital | 484,967 | 404,175 |
Accumulated other comprehensive loss | (524) | (401) |
Accumulated deficit | (545,340) | (409,985) |
Total Coherus stockholders' deficit | (60,893) | (6,207) |
Non-controlling interest | (1,055) | (722) |
Total stockholders' deficit | (61,948) | (6,929) |
Total liabilities and stockholders’ deficit | $ 251,101 | $ 212,384 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Prepaid assets | $ 15,008 | $ 34,743 |
Accrued liabilities, related parties | 6,390 | 6,122 |
Clinical Material Manufacturing And Other Related Parties | ||
Prepaid assets | $ 6,310 | $ 10,901 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue: | ||||
Collaboration and license revenue | $ 14,068 | $ 6,866 | $ 26,427 | $ 12,676 |
Total revenue | 14,068 | 6,866 | 26,427 | 12,676 |
Operating expenses: | ||||
Research and development (includes related party of $10,858 and $12,404 for the three months ended June 30, 2016 and 2015, respectively; and $24,120 and $23,885 for the six months ended June 30, 2016 and 2015, respectively) | 65,544 | 56,944 | 130,857 | 93,411 |
General and administrative (includes related party of $50 and $277 for the three months ended June 30, 2016 and 2015, respectively; and $50 and $343 for the six months ended June 30, 2016 and 2015, respectively) | 11,260 | 8,817 | 22,658 | 14,908 |
Total operating expenses | 76,804 | 65,761 | 153,515 | 108,319 |
Loss from operations | (62,736) | (58,895) | (127,088) | (95,643) |
Interest expense (includes related party of $588 and $0 for the three months ended June 30, 2016 and 2015, respectively; and $798 and $0 for the six months ended June 30, 2016 and 2015, respectively) | (2,354) | (3,191) | ||
Other expense, net | (5,060) | (139) | (5,409) | (4,230) |
Net loss | (70,150) | (59,034) | (135,688) | (99,873) |
Net loss attributable to non-controlling interest | 183 | 224 | 333 | 338 |
Net loss attributable to Coherus | $ (69,967) | $ (58,810) | $ (135,355) | $ (99,535) |
Net loss per share attributable to Coherus, basic and diluted | $ (1.72) | $ (1.56) | $ (3.39) | $ (2.80) |
Weighted-average number of shares used in computing net loss per share attributable to Coherus, basic and diluted | 40,698,309 | 37,672,748 | 39,897,142 | 35,536,889 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | ||||
Research and development from transactions with related party | $ 10,858 | $ 12,404 | $ 24,120 | $ 23,885 |
General and administrative expenses from transactions with related party | 50 | 277 | 50 | 343 |
Interest expense from transactions with related party | $ 588 | $ 0 | $ 798 | $ 0 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (70,150) | $ (59,034) | $ (135,688) | $ (99,873) |
Other comprehensive loss: | ||||
Foreign currency translation adjustments, net of tax | (75) | 128 | (123) | 5 |
Comprehensive loss | (70,225) | (58,906) | (135,811) | (99,868) |
Comprehensive loss attributable to non-controlling interest | 183 | 224 | 333 | 338 |
Comprehensive loss attributable to Coherus | $ (70,042) | $ (58,682) | $ (135,478) | $ (99,530) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Operating activities | ||
Net loss | $ (135,688,000) | $ (99,873,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,446,000 | 632,000 |
Remeasurement of contingent consideration | 5,325,000 | 4,279,000 |
Non-cash interest expense (income) from amortization of debt discount (receivable) | 411,000 | (39,000) |
Provision for other receivables | (1,300,000) | |
Stock-based compensation expense | 11,466,000 | 6,803,000 |
Loss on disposal of property and equipment | 6,000 | |
Changes in operating assets and liabilities: | ||
Receivables from collaboration and license agreement | 1,141,000 | 963,000 |
Notes receivable | 1,853,000 | |
Prepaid assets | 19,743,000 | (6,470,000) |
Other assets | 3,668,000 | (1,548,000) |
Other assets, non-current | 88,000 | 2,000 |
Accounts payable | (7,370,000) | 7,079,000 |
Accounts payable - related parties | (1,118,000) | 3,489,000 |
Accrued and other liabilities | (4,848,000) | 7,508,000 |
Deferred revenue | (6,933,000) | 6,791,000 |
Advance payments under license agreements | (130,000) | (1,192,000) |
Contingent liability to collaborator | 10,500,000 | 15,850,000 |
Other liabilities, non-current | (112,000) | (29,000) |
Net cash used in operating activities | (103,705,000) | (53,902,000) |
Investing activities | ||
Purchases of property and equipment | (2,449,000) | (2,321,000) |
Net cash used in investing activities | (2,449,000) | (2,321,000) |
Financing activities | ||
Proceeds from issuance of convertible notes | 75,000,000 | |
Proceeds from issuance of convertible notes - related parties | 25,000,000 | |
Proceeds from follow-on offering, net of underwriters discounts and commissions | 112,800,000 | |
Proceeds from common stock offering, net of underwriters discounts and commissions | 69,472,000 | |
Payments of convertible notes issuance costs | (739,000) | |
Proceeds from issuance of common stock upon exercise of stock options | 364,000 | 547,000 |
Net cash provided by financing activities | 168,926,000 | 111,896,000 |
Effect of exchange rate changes in cash and cash equivalents | (82,000) | 23,000 |
Net increase in cash and cash equivalents | 62,690,000 | 55,696,000 |
Cash and cash equivalents at beginning of period | 158,226,000 | 150,392,000 |
Cash and cash equivalents at end of period | 220,916,000 | 206,088,000 |
Common Stock Offering | ||
Financing activities | ||
Payments of offering costs | $ (171,000) | |
Initial Public Offering | ||
Financing activities | ||
Payments of offering costs | (855,000) | |
Follow-On Public Offering | ||
Financing activities | ||
Payments of offering costs | $ (596,000) |
Organization and Operations
Organization and Operations | 6 Months Ended |
Jun. 30, 2016 | |
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”) 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. In February 2016, an immunogenicity study in healthy volunteers pursuant to CHS-1701’s planned biologics license application (BLA) met its primary endpoints. In July 2016, a follow-on pharmacokinetic/pharmacodynamics (“PK/PD”) study met all its co-primary endpoints. The safety profiles of CHS-1701 and Neulasta were very similar. There were no serious adverse events related to either study drug or clinical meaningful difference between CHS-1701 or Neulasta leading to study drug discontinuations. The Company submitted a BLA in the U.S. in August 2016. · 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 Baxalta Incorporated, Baxalta US Inc., and Baxalta GmbH, (collectively “Baxalta”, now part of Shire plc as of June 2016) and Daiichi Sankyo Company, Limited (“Daiichi Sankyo”) to develop and commercialize in key markets outside of the U.S. The Company completed two Phase 3 clinical trials with CHS-0214 in rheumatoid arthritis and psoriasis, which met their primary clinical endpoints in November 2015 and January 2016, respectively. The Company expects that results from these trials, combined with data from its Phase 1 studies, will support the expected submission of a marketing application in Europe in 2016 and Japan in 2017. The Company has retained the development and commercial rights to this product 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. · 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 PK bioequivalence endpoint. The Company initiated a Phase 3 study in psoriasis in August 2015 to support the planned submission of a marketing application in the U.S. in 2016 and the E.U. in 2017. The Company initiated a bridging PK study comparing the Phase 3 CHS-1420 material to U.S. manufactured adalimumab (Humira) during the first quarter of 2016. In August 2016, the Company reported that its Phase 3 study in psoriasis met its primary endpoint. · The Company reported positive Phase 2b efficacy data on CHS-131, an oral, small-molecule drug candidate, in relapsing remitting multiple sclerosis. This six-month study demonstrated significant reduction in contrast-enhancing lesions meeting its primary endpoint. CHS-131 was generally well-tolerated and without evidence of immune suppression or the side-effects commonly seen in other oral multiple sclerosis (“MS”) therapies. The Company intends to partner CHS-131 for further development. Need to Raise Additional Capital As of June 30, 2016, the Company had an accumulated deficit of $545.3 million and cash and cash equivalents of $220.9 million. In February 2016, the Company issued and sold $100.0 million aggregate principal amount of 8.2% senior convertible notes due March 31, 2022 (see Note 6). In May and June 2016, the Company issued and sold 4,025,000 shares of its common stock at $18.00 per share for net proceeds of $69.0 million (see Note 8). The Company believes that its current available cash and cash equivalents, together with funding it expects to receive under its license agreements with Daiichi Sankyo and Baxalta, and additional projected license agreements, will be sufficient to fund its planned expenditures and meet the obligations through at least the next 12 months . |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
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 June 30, 2016: Coherus Intermediate Corp, Coherus Oncology, Inc., 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 only 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 February 29, 2016. 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 stock-based compensation, valuation of deferred tax assets, impairment of goodwill and long-lived assets, the valuation of acquired intangible assets, clinical trial accruals, revenue recognition period, contingent consideration, 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 these 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. The foreign exchange gains and losses recorded in other expense, net in the condensed consolidated statements of operations for the three months ended June 30, 2016 and 2015, were net losses of $92,000 and $129,000, respectively, and for the six months ended June 30, 2016 and 2015 were net losses of $356,000 and $38,000, respectively. Segment Reporting and Customer Concentration The Company operates and manages its business as one reportable and operating segment, which is the business of developing and commercializing biosimilar products, and, as part of the InteKrin acquisition, small molecules. 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 Six Months Ended June 30, June 30, 2016 2015 2016 2015 United States $ 13,750 $ 6,479 $ 25,754 $ 11,792 Rest of world 318 387 673 884 Total revenue $ 14,068 $ 6,866 $ 26,427 $ 12,676 Customers whose collaboration and license revenue accounted for 10% or more of total revenues were as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Baxalta 98 % 94 % 97 % 93 % 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. 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. A milestone is defined as an event that can only be achieved based on the Company’s performance where 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. Revenue from a 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 Company’s other comprehensive loss includes foreign currency translation adjustments for the three and six months ended June 30, 2016 and 2015. 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. Diluted net loss per share is computed by dividing the net loss per share by the weighted average number of common shares outstanding for the period plus any dilutive potential common shares outstanding for the period determined using the treasury stock method for options to purchase common stock and using the if-converted method for the convertible notes. 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 for all periods presented. 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 Revenue from Contracts with Customers: Deferral of the Effective Date , the FASB deferred the effective date of ASU 2014-09 for public business entities to fiscal years beginning after December 15, 2017, including interim reporting periods within that reporting period, with early adoption permitted on the original effective date of fiscal years beginning after December 15, 2016 In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern all annual and interim reporting periods thereafter, In January 2016, the FASB issued ASU No. 2016-1, Recognition and Measurement of Financial Assets and Financial Liabilities. all annual and interim reporting periods thereafter. E In February 2016, the FASB issued ASU No. 2016-2, Leases In March 2016, the FASB issued ASU No. 2016-9, Compensation-Stock Compensation: Improvements to Employee Share-Based Payment Accounting In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers, Narrow-Scope Improvements and Practical Expedients As of January 1, 2016, the Company adopted ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs The Company has reviewed other recent accounting pronouncements and concluded they are either not applicable to the business or that no material effect is expected on the condensed consolidated financial statements as a result of future adoption. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2016 | |
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 receivable, 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 June 30, 2016 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 220,075 $ 220,075 $ — $ — Restricted cash (money market funds) 845 845 — — Total financial assets $ 220,920 $ 220,920 $ — $ — Liabilities: Contingent consideration $ 6,570 $ — $ — $ 6,570 Fair Value Measurements December 31, 2015 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 157,784 $ 157,784 $ — $ — Restricted cash (money market funds) 845 845 — — Total financial assets $ 158,629 $ 158,629 $ — $ — Liabilities: Contingent consideration $ 1,245 $ — $ — $ 1,245 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 potential payments to be made to the former InteKrin stockholders upon the achievement of certain events specified in the agreements. This fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement within the fair value hierarchy. 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 CHS-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 CHS-131 in multiple sclerosis patients, triggering the obligation to settle the first contingent Earn-Out Payment to former InteKrin stockholders. As a result, 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 related to the Earn-Out Payment to equity. 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 7% 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. During the second quarter of 2016, the Company reported positive Phase 2b efficacy data on CHS-131, in relapsing remitting multiple sclerosis, and as such management’s probability of occurrence increased from 10% to 33% at June 30, 2016. Generally, increases or decreases in the probability of occurrence would result in a directionally similar impact in the fair value measurement of the Compound Transaction Payment and it is estimated that a 1% increase (decrease) in the probability of occurrence would result in a fair value fluctuation of approximately $0.2 million. The change in the fair value of the Compound Transaction Payment was recognized in other expense, net within the condensed consolidated statement of operations of $5.1 million and $5.3 million for the three and six months ended June 30, 2016, respectively, and $65,000 and $140,000 for the three and six months ended June 30, 2015, respectively. 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, 2015 $ 1,245 Change in fair value of the contingent consideration liability 5,325 Balance as of June 30, 2016 $ 6,570 Convertible Notes The estimated fair value of the 8.2% Convertible Senior Notes Due 2022, which the Company issued on February 29, 2016 (see Note 6) is based on an income approach. The estimated fair value was approximately $120.4 million (par value $100.0 million) as of June 30, 2016 and represents a Level 3 valuation. When determining the estimated fair value of the Company’s long-term debt, the Company uses a single factor binomial lattice model which incorporates the terms and conditions of the convertible notes and market based risk measurement that are indirectly observable, such as credit risk. The lattice model produces an estimated fair value based on changes in the price of the underlying common shares price over successive periods of time. An estimated yield based on market data is used to discount straight debt cash flows. |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components Prepaid Assets Prepaid assets are as follows (in thousands): June 30, December 31, 2016 2015 Prepaid clinical, material, manufacturing and other - related parties (see Note 10) $ 6,310 $ 10,901 Prepaid clinical, material and manufacturing 6,972 21,191 Prepaid other 1,726 2,651 Prepaid assets $ 15,008 $ 34,743 Property and Equipment, Net Property and equipment, net are as follows (in thousands): June 30, December 31, 2016 2015 Machinery and equipment $ 8,355 $ 7,809 Computer equipment and software 1,354 1,276 Furniture and fixtures 603 596 Leasehold improvements 4,087 4,343 Total property and equipment 14,399 14,024 Accumulated depreciation and amortization (4,495 ) (3,520 ) Property and equipment, net $ 9,904 $ 10,504 Depreciation and amortization expense was $729,000 and $400,000 for the three months ended June 30, 2016 and 2015, respectively, and $1,446,000 and $632,000 for the six months ended June 30, 2016 and 2015, respectively. Accrued Liabilities Accrued liabilities are as follows (in thousands): June 30, December 31, 2016 2015 Accrued clinical, manufacturing and other - related parties (See Note 10) $ 6,390 $ 6,122 Accrued clinical and manufacturing 6,529 11,681 Accrued compensation 4,216 4,666 Accrued other 2,049 1,664 Accrued liabilities $ 19,184 $ 24,133 |
Collaboration and License Agree
Collaboration and License Agreements | 6 Months Ended |
Jun. 30, 2016 | |
Collaboration And License Agreements [Abstract] | |
Collaboration 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 Six Months Ended June 30, June 30, 2016 2015 2016 2015 Baxalta 13,750 $ 6,479 $ 25,754 $ 11,792 Daiichi Sankyo 318 387 673 884 Total collaboration and license revenue $ 14,068 $ 6,866 $ 26,427 $ 12,676 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 records as advance payments under license agreement in the condensed consolidated balance sheet. The Company recognizes the advance payments as a reduction in the research and development expense when the research and development activity has been performed. In June 2015, the Company and Daiichi Sankyo entered into the Memorandum of Understanding No. 3 (the “MOU 3”) in which both parties agreed to cooperate further on a global Phase 3 clinical in rheumatoid arthritis. Under the MOU 3, Daiichi Sankyo will be responsible for a minimum of 20% of the cost of an open label, safety extension study (“OLSES”) in rheumatoid arthritis. The Company also entered into a clinical supply agreement as part of the MOU 3 in which the Company will supply finished study drug and study comparator drug for Daiichi Sankyo’s use in the Japanese portion of the clinical trial. Daiichi Sankyo will pre-pay these research and development costs quarterly, for which the Company records as advance payments under license agreement in the condensed consolidated balance sheet. The Company recognizes the advance payments as a reduction of research and development expense when the research and development activity has been performed. In July 2016, the Company entered into two memorandums of understanding with Daiichi Sankyo (see Note 11). As of June 30, 2016, $2.1 million of revenue was deferred under all arrangements with Daiichi Sankyo, of which $1.2 million was included in current liabilities and $0.9 million was included in non-current liabilities in the condensed consolidated balance sheet. As of December 31, 2015, $2.8 million of revenue was deferred under all arrangements with Daiichi Sankyo, of which $1.5 million was included in current liabilities and $1.3 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 $2.9 million and $2.5 million for the three months ended June 30, 2016 and 2015, respectively, and $4.0 million and $3.9 million for the six months ended June 30, 2016 and 2015, respectively. Baxalta In August 2013, the Company entered into a license agreement with Baxalta (then Baxter International, Inc.), 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 (the “Original Agreement”). Under the terms of the license agreement, the Company will conduct the development and the regulatory activities, and Baxalta 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, Baxalta made an upfront payment of $30.0 million to the Company. Additionally, the Company was 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 became 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 Baxalta 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., 50% of those contingent payments are refundable to Baxalta. 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. In April 2015, the Company and Baxalta, entered into a second amendment (the “Second Amendment”) to the license agreement. Under the terms of the Second Amendment, a revised milestone payment structure totaling $130.0 million replaced certain existing milestone and funding obligations under the license agreement as originally executed. The Second Amendment does not provide for any change in the contracted deliverables set forth in the license agreement. As a result, the original assessment of the standalone value for the deliverables remains unchanged and the deferred revenue previously recorded prior to the Second Amendment continues to be recognized as revenue on a straight-line basis over the remaining expected performance period. Likewise, the contingent liability from the incremental milestones received under the license agreement prior to Second Amendment has not been adjusted. If the Company commercializes CHS-0214, its etanercept biosimilar product, in the United States, the Company will be required to refund a portion of the milestone payments received from Baxalta as specified in the Second Amendment. A portion of each of the $130.0 million milestone payments would be subject to refund. The Company concluded that the payments that contain potentially reimbursable amounts to Baxalta are not for substantive milestones under the relevant accounting guidance, since the guidance does not allow the substantive milestone components of a payment to be bifurcated from non-substantive milestone components. Therefore, the Company will record the portion of the contingent payment that contains the claw-back feature as a liability for the potential reimbursement of such funds to Baxalta until the earlier to occur of: (1) expiration of the license agreement pursuant to its terms in August 2023, (2) the earlier termination of the license agreement, or (3) the determination, pursuant to the terms of the license agreement, of the third party to commercialize CHS-0214 in the U.S. This liability is included in the contingent liability to collaborator on the condensed consolidated balance sheets. The portion of the milestone payment that does not contain the claw-back feature will be recorded as deferred revenue and recognized as license revenue on a straight-line basis over the remaining estimated performance period. The Company determined that there is no other method that is more appropriate than the straight-line method of revenue recognition for this agreement given there is no discernable pattern of performance under the arrangement. Pursuant to the Original Agreement and the Second Amendment, the Company received a total of $235.3 which As of June 30, 2016, $85.8 million of revenue was deferred under the arrangements with Baxalta, of which $59.9 million was included in current liabilities and $25.9 million was included in non-current liabilities in the condensed consolidated balance sheet. As of June 30, 2016, $76.8 million was recorded as contingent liability to collaborator due to the potential refund of such amount to Baxalta in the future. As of December 31, 2015, $92.0 million of revenue was deferred under the arrangements with Baxalta, of which $48.0 million was included in current liabilities and $44.0 million was included in non-current liabilities in the condensed consolidated balance sheet. As of December 31, 2015, $66.3 million was recorded as contingent liability to collaborator in the condensed consolidated balance sheet due to the potential refund to Baxalta. |
Convertible Notes
Convertible Notes | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Convertible Notes | 6. Convertible Notes On February 29, 2016, the Company issued and sold $100.0 million aggregate principal amount of its 8.2% Convertible Senior Notes (the “Convertible Notes”) and received total net proceeds of approximately $99.2 million, after deducting issuance costs of $0.8 million. The Convertible Notes constitute general, senior unsubordinated obligations of the Company and are guaranteed by certain subsidiaries of the Company. The Convertible Notes bear interest at a fixed coupon rate of 8.2% per annum payable quarterly in arrears on March 31, June 30, September 30 and December 31 of each year, which commenced on March 31, 2016, and mature on March 31, 2022, unless earlier converted, redeemed or repurchased. If the Company fails to satisfy certain registration or reporting requirements, then additional interest will accrue on the Convertible Notes at a rate of up to 0.50% per annum in the aggregate. The Convertible Notes also bear a premium of 9% of their principal amount, which is payable when the Convertible Notes mature or are repurchased or redeemed by the Company. The Convertible Notes were issued to Healthcare Royalty Partners III, L.P., for $75.0 million in aggregate principal amount, and to three related party investors, KKR Biosimilar L.P., MX II Associates LLC, and KMG Capital Partners, LLC, for $20.0 million, $4.0 million, and $1.0 million, respectively, in aggregate principal amount. The Convertible Notes are convertible at the option of the holder at any time prior to the close of business on the business day immediately preceding March 31, 2022 at the initial conversion rate of 44.7387 shares of common stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $22.35 per share, and is subject to adjustment in certain events. Upon conversion of the Convertible Notes by a holder, the holder will receive shares of the Company’s common stock together, if applicable, with cash in lieu of any fractional share. The Convertible Notes are redeemable in whole, and not in part, at the Company’s option on or after March 31, 2020, if the last reported sale price per share of common stock exceeds 160% of the conversion price on 20 or more trading days during the 30 consecutive trading days preceding the date on which the Company sends notice of such redemption to the holders of the Convertible Notes. At maturity or redemption, if not earlier converted, the Company will pay 109% of the principal amount of the Convertible Notes maturing or being redeemed, together with accrued and unpaid interest, in cash. The Convertible Notes contain customary events of default (as defined in the Convertible Note purchase agreement), the occurrence of which could result in the acceleration of all amounts due under the Convertible Notes. These events of default include, among others, certain failures to pay amounts due on the Convertible Notes, to deliver the consideration due upon conversion or to settle uninsured judgments, decrees or orders exceeding $10.0 million, and certain defaults on other indebtedness for money borrowed of at least $10.0 million, insolvency-related events and breaches of representations, subject, in some cases, to a cure period. The Convertible Notes also contain covenants restricting the Company’s ability to incur additional indebtedness for borrowed money or convertible preferred stock and to pay dividends or make distributions on the Company’s equity interests, subject to certain exceptions. As of June 30, 2016, the Company was in full compliance with these covenants and there were no events of default under the Convertible Notes. The Convertible Notes are accounted for in accordance with ASC Subtopic 470-20, Debt with Conversion and Other Options The Company granted the holders of the Convertible Notes certain registration rights requiring the Company to register, under the Securities Act of 1933, as amended, the resale of the shares of common stock issuable upon conversion or settlement of the Convertible Notes. The following table summarizes information about the components of the Convertible Notes as of June 30, 2016 (in thousands): June 30, 2016 Principal amount of the Convertible Notes $ 81,750 Unamortized debt discount and debt issuance costs (7,030 ) Convertible Notes $ 74,720 Principal amount of the Convertible Notes - related parties $ 27,250 Unamortized debt discount and debt issuance costs - related parties (2,343 ) Convertible Notes - related parties $ 24,907 Total Convertible Notes $ 99,627 The following table presents the components of interest expense for the three and six month periods ended June 30, 2016 (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2016 Stated coupon interest $ 1,538 $ 2,084 Accretion of debt discount and debt issuance costs 228 308 Interest expense $ 1,766 $ 2,392 Stated coupon interest - related parties $ 512 $ 695 Accretion of debt discount and debt issuance costs - related parties 76 103 Interest expense - related parties $ 588 $ 798 Total interest expense $ 2,354 $ 3,190 The remaining unamortized debt discount and debt offering costs related to the Company’s Convertible Notes of approximately $9.4 million as of June 30, 2016, will be amortized using the effective interest rate over the remaining term of the Convertible Notes of 5.75 years. The annual effective interest rate is 9.48% for the Convertible Notes. Future payments on the Convertible Notes as of June 30, 2016 are as follows (in thousands): Year ending December 31, Remainder of 2016 $ 4,100 2017 8,200 2018 8,200 2019 8,200 2020 8,200 2021 and thereafter 119,250 Total minimum payments 156,150 Less amount representing interest (47,150 ) Convertible Notes, gross 109,000 Less debt discount and debt issuance costs on Convertible Notes (9,373 ) Net carrying amount of Convertible Notes $ 99,627 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. 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 June 30, 2016, the Company had a commitment of $12.5 million with CMOs for the manufacture of clinical trial material due within a year. 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. The Company is subject to one claim and consequently recorded a related liability of $50,000 in 2015. The claim was settled and agreed to by both parties in July 2016. |
Common Stock and Stock-Based Co
Common Stock and Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Common Stock and Stock-Based Compensation | 8. Common Stock and Stock-Based Compensation Common Stock In January 2016, the Company’s shelf registration statement on Form S-3 (File No. 333-208625) (the “Shelf Registration Statement”) was declared effective by the SEC. In May and June 2016, the Company drew 4,025,000 shares of common stock down from the Shelf Registration Statement and issued and sold 4,025,000 shares of common stock at a price of $18.00 per share. The Company received total gross proceeds from the offering of $72.5 million. After deducting underwriting discounts and commissions of $3.0 million and offering expense of $0.5 million, the net proceeds were $69.0 million. 2016 Employment Commencement Incentive Plan In June 2016, the Company adopted the 2016 Employment Commencement Incentive Plan (the “2016 Plan”). The 2016 Plan is designed to comply with the inducement exemption contained in Nasdaq’s Rule 5635(c)(4), which provides for the grant of non-qualified stock options, restricted stock units, restricted stock awards, performance awards, dividend equivalents, deferred stock awards, deferred stock units, stock payment and stock appreciation rights to a person not previously an employee or director of the Company, or following a bona fide period of non-employment, as an inducement material to the individual’s entering into employment with the Company. The Company reserved for future issuance under the 2016 Plan a total of 1,000,000 shares of its common stock for new employees. The 2016 Plan does not provide for any annual increases in the number of shares available. As of June 30, 2016, there were no awards issued under the 2016 Plan. Stock-Based Compensation During 2010 and 2011, the Company issued shares of restricted common stock to its founders under our founders’ shares agreements (such shares, the “Founders’ Shares”). As of June 30, 2016, all shares were fully vested and there were no shares subject to repurchase. The Company recognized stock-based compensation expense within its condensed consolidated statement of operations of $3,000 and $9,000 for the three and six months ended June 30, 2015, respectively, and recognized no expense in 2016 related to shares of common stock granted pursuant to the Founders’ Shares agreements. The stock-based compensation expense recorded related to options granted to employees and nonemployees was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Research and development $ 2,923 $ 2,280 $ 5,443 $ 3,456 General and administrative 3,225 2,338 6,023 3,338 $ 6,148 $ 4,618 $ 11,466 $ 6,794 |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Coherus | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Coherus | 9. 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 Six Months Ended June 30, June 30, 2016 2015 2016 2015 Numerator: Net loss attributable to Coherus $ (69,967 ) $ (58,810 ) $ (135,355 ) $ (99,535 ) Denominator: Weighted-average common shares outstanding 40,698,309 37,673,740 39,897,142 35,544,166 Less: weighted-average unvested common shares subject to repurchase (1) — (992 ) — (7,277 ) Weighted-average number of shares used in computing net loss per share attributable to Coherus, basic and diluted 40,698,309 37,672,748 39,897,142 35,536,889 Net loss per share attributable to Coherus, basic and diluted $ (1.72 ) $ (1.56 ) $ (3.39 ) $ (2.80 ) (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 potentially dilutive securities consisting of stock options and the shares issuable upon conversion of the Convertible Notes are considered to be potential shares but are excluded from the calculation of diluted net loss per share because their effect would be antidilutive: June 30, 2016 2015 Stock options outstanding 10,122,663 7,940,823 Shares issuable upon conversion of Convertible Notes 4,473,871 — Total 14,596,534 7,940,823 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. 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 June 30, 2016, the Company had $6.3 million in prepaid assets (prepaid clinical, material, manufacturing and other–related parties), $2.4 million in accounts payable–related parties, and $6.4 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, 2015, the Company had $10.9 million in prepaid assets (prepaid clinical, material, manufacturing and other–related parties), $3.5 million in accounts payable–related parties, and $6.1 million in accrued and other liabilities (accrued clinical, manufacturing and other–related parties), all reflected on the Company’s consolidated balance sheet associated with Medpace. The Company recognized $10.9 million and $12.1 million during the three months ended June 30, 2016 and 2015, respectively, and $24.0 million and $23.6 million during the six months ended June 30, 2016 and 2015, respectively, for services rendered by Medpace within research and development expense in the condensed consolidated statements of operations. Recruiting Services One member of the Company’s board of directors was the chief executive officer of a company that provided recruiting services to the Company. As of June 30, 2016 and December 31, 2015, the Company did not have any related party balances in the Company’s condensed consolidated balance sheet related to recruiting services. The Company recorded in research and development expense in its condensed consolidated statements of operations, $0 and $258,000 for the three months ended June 30, 2016 and 2015, respectively, and $131,000 and $258,000 for the six months ended June 30, 2016 and 2015, respectively, for services rendered by the recruiting company. The Company recorded in general and administrative expense in its condensed consolidated statements of operations, $50,000 and $277,000 for the three months ended June 30, 2016 and 2015, respectively, and $50,000 and $343,000 for the six months ended June 30, 2016 and 2015, respectively, for services rendered by the recruiting company. Convertible Notes In February 2016, the Company issued Convertible Notes to certain related parties (some companies affiliated with members of the Company’s board of directors), for an aggregate principal amount of $25.0 million (see Note 6 for related party disclosure). |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Events In July 2016, the Company entered into two memorandums of understanding, or MOUs, with Daiichi Sankyo. Under these MOUs, the Company will receive up to $1.9 million for reimbursements of certain past costs incurred and to be incurred. Approximately $1.2 million of costs were incurred in the first six months of 2016, but will be recognized as an offsetting expense in the quarter ending September 30, 2016. |
Basis of Presentation and Sum19
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
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 June 30, 2016: Coherus Intermediate Corp, Coherus Oncology, Inc., 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 only 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 February 29, 2016. |
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 stock-based compensation, valuation of deferred tax assets, impairment of goodwill and long-lived assets, the valuation of acquired intangible assets, clinical trial accruals, revenue recognition period, contingent consideration, 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 these 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. The foreign exchange gains and losses recorded in other expense, net in the condensed consolidated statements of operations for the three months ended June 30, 2016 and 2015, were net losses of $92,000 and $129,000, respectively, and for the six months ended June 30, 2016 and 2015 were net losses of $356,000 and $38,000, respectively. |
Segment Reporting and Customer Concentration | Segment Reporting and Customer Concentration The Company operates and manages its business as one reportable and operating segment, which is the business of developing and commercializing biosimilar products, and, as part of the InteKrin acquisition, small molecules. 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 Six Months Ended June 30, June 30, 2016 2015 2016 2015 United States $ 13,750 $ 6,479 $ 25,754 $ 11,792 Rest of world 318 387 673 884 Total revenue $ 14,068 $ 6,866 $ 26,427 $ 12,676 Customers whose collaboration and license revenue accounted for 10% or more of total revenues were as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Baxalta 98 % 94 % 97 % 93 % |
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. 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. A milestone is defined as an event that can only be achieved based on the Company’s performance where 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. Revenue from a 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 Company’s other comprehensive loss includes foreign currency translation adjustments for the three and six months ended June 30, 2016 and 2015. |
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. Diluted net loss per share is computed by dividing the net loss per share by the weighted average number of common shares outstanding for the period plus any dilutive potential common shares outstanding for the period determined using the treasury stock method for options to purchase common stock and using the if-converted method for the convertible notes. 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 for all periods presented. 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 Revenue from Contracts with Customers: Deferral of the Effective Date , the FASB deferred the effective date of ASU 2014-09 for public business entities to fiscal years beginning after December 15, 2017, including interim reporting periods within that reporting period, with early adoption permitted on the original effective date of fiscal years beginning after December 15, 2016 In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern all annual and interim reporting periods thereafter, In January 2016, the FASB issued ASU No. 2016-1, Recognition and Measurement of Financial Assets and Financial Liabilities. all annual and interim reporting periods thereafter. E In February 2016, the FASB issued ASU No. 2016-2, Leases In March 2016, the FASB issued ASU No. 2016-9, Compensation-Stock Compensation: Improvements to Employee Share-Based Payment Accounting In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers, Narrow-Scope Improvements and Practical Expedients As of January 1, 2016, the Company adopted ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs The Company has reviewed other recent accounting pronouncements and concluded they are either not applicable to the business or that no material effect is expected on the condensed consolidated financial statements as a result of future adoption. |
Fair Value Measurements | 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 receivable, 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. |
Basis of Presentation and Sum20
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Revenue by Geographical Region | The following table summarizes revenue by geographic region (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 United States $ 13,750 $ 6,479 $ 25,754 $ 11,792 Rest of world 318 387 673 884 Total revenue $ 14,068 $ 6,866 $ 26,427 $ 12,676 |
Summary of Customers Revenue Accounted for 10% or More of Total Revenue | Customers whose collaboration and license revenue accounted for 10% or more of total revenues were as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Baxalta 98 % 94 % 97 % 93 % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
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 June 30, 2016 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 220,075 $ 220,075 $ — $ — Restricted cash (money market funds) 845 845 — — Total financial assets $ 220,920 $ 220,920 $ — $ — Liabilities: Contingent consideration $ 6,570 $ — $ — $ 6,570 Fair Value Measurements December 31, 2015 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 157,784 $ 157,784 $ — $ — Restricted cash (money market funds) 845 845 — — Total financial assets $ 158,629 $ 158,629 $ — $ — Liabilities: Contingent consideration $ 1,245 $ — $ — $ 1,245 |
Contingent Consideration | |
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, 2015 $ 1,245 Change in fair value of the contingent consideration liability 5,325 Balance as of June 30, 2016 $ 6,570 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Prepaid Assets | Prepaid assets are as follows (in thousands): June 30, December 31, 2016 2015 Prepaid clinical, material, manufacturing and other - related parties (see Note 10) $ 6,310 $ 10,901 Prepaid clinical, material and manufacturing 6,972 21,191 Prepaid other 1,726 2,651 Prepaid assets $ 15,008 $ 34,743 |
Schedule of Property and Equipment, Net | Property and equipment, net are as follows (in thousands): June 30, December 31, 2016 2015 Machinery and equipment $ 8,355 $ 7,809 Computer equipment and software 1,354 1,276 Furniture and fixtures 603 596 Leasehold improvements 4,087 4,343 Total property and equipment 14,399 14,024 Accumulated depreciation and amortization (4,495 ) (3,520 ) Property and equipment, net $ 9,904 $ 10,504 |
Schedule of Accrued Liabilities | Accrued liabilities are as follows (in thousands): June 30, December 31, 2016 2015 Accrued clinical, manufacturing and other - related parties (See Note 10) $ 6,390 $ 6,122 Accrued clinical and manufacturing 6,529 11,681 Accrued compensation 4,216 4,666 Accrued other 2,049 1,664 Accrued liabilities $ 19,184 $ 24,133 |
Collaboration and License Agr23
Collaboration and License Agreements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
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 Six Months Ended June 30, June 30, 2016 2015 2016 2015 Baxalta 13,750 $ 6,479 $ 25,754 $ 11,792 Daiichi Sankyo 318 387 673 884 Total collaboration and license revenue $ 14,068 $ 6,866 $ 26,427 $ 12,676 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Components of Convertible Notes | The following table summarizes information about the components of the Convertible Notes as of June 30, 2016 (in thousands): June 30, 2016 Principal amount of the Convertible Notes $ 81,750 Unamortized debt discount and debt issuance costs (7,030 ) Convertible Notes $ 74,720 Principal amount of the Convertible Notes - related parties $ 27,250 Unamortized debt discount and debt issuance costs - related parties (2,343 ) Convertible Notes - related parties $ 24,907 Total Convertible Notes $ 99,627 |
Components of Interest Expense | The following table presents the components of interest expense for the three and six month periods ended June 30, 2016 (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2016 Stated coupon interest $ 1,538 $ 2,084 Accretion of debt discount and debt issuance costs 228 308 Interest expense $ 1,766 $ 2,392 Stated coupon interest - related parties $ 512 $ 695 Accretion of debt discount and debt issuance costs - related parties 76 103 Interest expense - related parties $ 588 $ 798 Total interest expense $ 2,354 $ 3,190 |
Schedule of Future Payments on the Convertible Notes | Future payments on the Convertible Notes as of June 30, 2016 are as follows (in thousands): Year ending December 31, Remainder of 2016 $ 4,100 2017 8,200 2018 8,200 2019 8,200 2020 8,200 2021 and thereafter 119,250 Total minimum payments 156,150 Less amount representing interest (47,150 ) Convertible Notes, gross 109,000 Less debt discount and debt issuance costs on Convertible Notes (9,373 ) Net carrying amount of Convertible Notes $ 99,627 |
Common Stock and Stock-Based 25
Common Stock and Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Employees And Nonemployees Stock Option | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |
Schedule of Stock-Based Compensation Expense | The stock-based compensation expense recorded related to options granted to employees and nonemployees was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Research and development $ 2,923 $ 2,280 $ 5,443 $ 3,456 General and administrative 3,225 2,338 6,023 3,338 $ 6,148 $ 4,618 $ 11,466 $ 6,794 |
Net Loss Per Share Attributab26
Net Loss Per Share Attributable to Coherus (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
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 Six Months Ended June 30, June 30, 2016 2015 2016 2015 Numerator: Net loss attributable to Coherus $ (69,967 ) $ (58,810 ) $ (135,355 ) $ (99,535 ) Denominator: Weighted-average common shares outstanding 40,698,309 37,673,740 39,897,142 35,544,166 Less: weighted-average unvested common shares subject to repurchase (1) — (992 ) — (7,277 ) Weighted-average number of shares used in computing net loss per share attributable to Coherus, basic and diluted 40,698,309 37,672,748 39,897,142 35,536,889 Net loss per share attributable to Coherus, basic and diluted $ (1.72 ) $ (1.56 ) $ (3.39 ) $ (2.80 ) (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 Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share | The following outstanding potentially dilutive securities consisting of stock options and the shares issuable upon conversion of the Convertible Notes are considered to be potential shares but are excluded from the calculation of diluted net loss per share because their effect would be antidilutive: June 30, 2016 2015 Stock options outstanding 10,122,663 7,940,823 Shares issuable upon conversion of Convertible Notes 4,473,871 — Total 14,596,534 7,940,823 |
Organization and Operations - A
Organization and Operations - Additional Information (Details) $ / shares in Units, $ in Thousands | Feb. 29, 2016USD ($) | Jun. 30, 2016USD ($)$ / sharesshares | Jun. 30, 2016USD ($)Segments$ / shares | Dec. 31, 2015USD ($) | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($) |
Organization And Operations [Line Items] | ||||||
Number of operating segments | Segments | 1 | |||||
Accumulated deficit | $ 545,340 | $ 545,340 | $ 409,985 | |||
Cash and cash equivalents | $ 220,916 | $ 220,916 | $ 158,226 | $ 206,088 | $ 150,392 | |
Common stock, shares issued and sold | shares | 4,025,000 | |||||
Share price | $ / shares | $ 18 | $ 18 | ||||
Common stock, net proceeds | $ 69,000 | |||||
8.2% Senior Convertible Notes Due 2022 | ||||||
Organization And Operations [Line Items] | ||||||
Aggregate principal amount | $ 100,000 | |||||
Convertible notes, interest rate | 8.20% | |||||
Debt instrument maturity date | Mar. 31, 2022 |
Basis of Presentation and Sum28
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)Segments | Jun. 30, 2015USD ($) | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Foreign exchange loss | $ | $ 92,000 | $ 129,000 | $ 356,000 | $ 38,000 |
Number of reportable segment | 1 | |||
Number of operating segments | 1 | |||
RUSSIA | 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% | 82.50% |
Basis of Presentation and Sum29
Basis of Presentation and Summary of Significant Accounting Policies - Summary of Revenue by Geographical Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Total revenue | $ 14,068 | $ 6,866 | $ 26,427 | $ 12,676 |
United States | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Total revenue | 13,750 | 6,479 | 25,754 | 11,792 |
Rest of World | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Total revenue | $ 318 | $ 387 | $ 673 | $ 884 |
Basis of Presentation and Sum30
Basis of Presentation and Summary of Significant Accounting Policies - Summary of Customers Revenue Accounted for 10% or More of Total Revenue (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Collaboration and License Revenue | Customer Concentration Risk | Baxalta | ||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||
Percentage of total revenues by single customer | 98.00% | 94.00% | 97.00% | 93.00% |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Feb. 29, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Jun. 29, 2016 | Mar. 06, 2015 |
Fair Value Disclosures [Line Items] | ||||||||
Transfers from Level 1 to Level 3 | $ 0 | $ 0 | ||||||
Transfers from Level 3 to Level 1 | 0 | $ 0 | ||||||
Remeasurement of contingent consideration | 5,325,000 | $ 4,279,000 | ||||||
8.2% Senior Convertible Notes Due 2022 | ||||||||
Fair Value Disclosures [Line Items] | ||||||||
Aggregate principal amount | $ 100,000,000 | |||||||
Convertible notes, interest rate | 8.20% | |||||||
Debt instrument maturity date | Mar. 31, 2022 | |||||||
Other Expense, Net | ||||||||
Fair Value Disclosures [Line Items] | ||||||||
Remeasurement of contingent consideration | $ 5,100,000 | $ 65,000 | 5,300,000 | $ 140,000 | ||||
InteKrin Therapeutics Inc | ||||||||
Fair Value Disclosures [Line Items] | ||||||||
Additional fair value of earn-out payment to other expense | $ 4,100,000 | |||||||
Level 3 | 8.2% Senior Convertible Notes Due 2022 | ||||||||
Fair Value Disclosures [Line Items] | ||||||||
Debt instrument fair value | $ 120,400,000 | $ 120,400,000 | ||||||
Fair Value Measurements Recurring Basis | Level 3 | Contingent Consideration | ||||||||
Fair Value Disclosures [Line Items] | ||||||||
Discount rate | 25.00% | |||||||
Counterparty credit risk given the cash payment | 7.00% | |||||||
Expected probability of compound transaction payment occurrence | 33.00% | 33.00% | 10.00% | |||||
Increase (decrease) in expected probability of compound transaction payment occurrence | 1.00% | |||||||
Estimated fair value fluctuation of Compound Transaction Payment | $ 200,000 | |||||||
Fair Value Measurements Recurring Basis | Money Market Funds | Level 1 | ||||||||
Fair Value Disclosures [Line Items] | ||||||||
Unrealized gains and losses on investments | $ 0 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured on a Recurring Basis (Details) - Fair Value Measurements Recurring Basis - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | $ 220,920 | $ 158,629 |
Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial liabilities | 6,570 | 1,245 |
Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 220,075 | 157,784 |
Restricted Cash (Money Market Funds) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 845 | 845 |
Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 220,920 | 158,629 |
Level 1 | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 220,075 | 157,784 |
Level 1 | Restricted Cash (Money Market Funds) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 845 | 845 |
Level 3 | Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial liabilities | $ 6,570 | $ 1,245 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in the Estimated Fair Value of Contingent Consideration (Details) - Contingent Consideration $ in Thousands | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Beginning balance | $ 1,245 |
Change in fair value of the contingent consideration liability | 5,325 |
Ending balance | $ 6,570 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Prepaid Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Schedule Of Prepaid Assets [Line Items] | ||
Prepaid assets | $ 15,008 | $ 34,743 |
Clinical Material Manufacturing And Other Related Parties | ||
Schedule Of Prepaid Assets [Line Items] | ||
Prepaid assets | 6,310 | 10,901 |
Prepaid Clinical, Material and Manufacturing | ||
Schedule Of Prepaid Assets [Line Items] | ||
Prepaid assets | 6,972 | 21,191 |
Prepaid Other | ||
Schedule Of Prepaid Assets [Line Items] | ||
Prepaid assets | $ 1,726 | $ 2,651 |
Balance Sheet Components - Sc35
Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment | $ 14,399 | $ 14,024 |
Accumulated depreciation and amortization | (4,495) | (3,520) |
Property and equipment, net | 9,904 | 10,504 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 8,355 | 7,809 |
Computer Equipment and Software | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 1,354 | 1,276 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 603 | 596 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | $ 4,087 | $ 4,343 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation and amortization | $ 729,000 | $ 400,000 | $ 1,446,000 | $ 632,000 |
Balance Sheet Components - Sc37
Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Accrued clinical, manufacturing and other - related parties | $ 6,390 | $ 6,122 |
Accrued clinical and manufacturing | 6,529 | 11,681 |
Accrued compensation | 4,216 | 4,666 |
Accrued other | 2,049 | 1,664 |
Accrued liabilities | $ 19,184 | $ 24,133 |
Collaboration and License Agr38
Collaboration and License Agreements - Schedule of Revenue Related to Collaboration and License Agreements (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Aug. 31, 2013 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Collaboration and license revenue | $ 14,068 | $ 6,866 | $ 26,427 | $ 12,676 | |
Baxalta License Agreement | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Collaboration and license revenue | $ 30,000 | 13,750 | 6,479 | 25,754 | 11,792 |
Daiichi Sankyo - Related Party | |||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||
Collaboration and license revenue | $ 318 | $ 387 | $ 673 | $ 884 |
Collaboration and License Agr39
Collaboration and License Agreements - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||||||
Jun. 30, 2015 | Feb. 28, 2014 | Jan. 31, 2014 | Aug. 31, 2013 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2012 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||||||
Deferred revenue, current | $ 61,258,000 | $ 61,258,000 | $ 49,621,000 | |||||||||
Deferred revenue, non-current | 26,792,000 | 26,792,000 | 45,338,000 | |||||||||
Collaboration and license revenue | 14,068,000 | $ 6,866,000 | 26,427,000 | $ 12,676,000 | ||||||||
Contingent liability to collaborator | 76,755,000 | 76,755,000 | 66,255,000 | |||||||||
Baxalta License Agreement | ||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||||||
Deferred revenue | 85,800,000 | 85,800,000 | 92,000,000 | |||||||||
Deferred revenue, current | 59,900,000 | 59,900,000 | 48,000,000 | |||||||||
Deferred revenue, non-current | 25,900,000 | 25,900,000 | 44,000,000 | |||||||||
Collaboration and license revenue | $ 30,000,000 | 13,750,000 | 6,479,000 | 25,754,000 | 11,792,000 | |||||||
Contingent payment receivable | 120,000,000 | $ 130,000,000 | ||||||||||
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 | 76,800,000 | $ 76,800,000 | 66,300,000 | |||||||||
Baxalta License Agreement | Maximum | ||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||||||
Contingent payment receivable | 221,300,000 | $ 216,000,000 | ||||||||||
Baxalta License Agreement | Maximum | Clinical Development Payments | ||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||||||
Contingent payment receivable | 101,300,000 | 96,000,000 | ||||||||||
Baxalta License Agreement | Maximum | Regulatory Milestone Payments | ||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||||||
Contingent payment receivable | $ 120,000,000 | $ 120,000,000 | ||||||||||
Baxalta Second Amendment | ||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||||||
Expiration of license agreement | 2023-08 | |||||||||||
Baxalta Original Agreement and Second Amendment | ||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||||||
Deferred revenue | 158,500,000 | $ 158,500,000 | ||||||||||
Milestone payment received | 235,300,000 | $ 10,000,000 | ||||||||||
Contingent liability to collaborator | 76,800,000 | 76,800,000 | ||||||||||
Daiichi Sankyo - Related Party | ||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||||||
Deferred revenue | 2,100,000 | 2,100,000 | 2,800,000 | $ 10,000,000 | ||||||||
Minimum percentage of clinical trial cost | 20.00% | 20.00% | ||||||||||
Deferred revenue, current | 1,200,000 | 1,200,000 | 1,500,000 | |||||||||
Deferred revenue, non-current | 900,000 | 900,000 | $ 1,300,000 | |||||||||
Research and development | 2,900,000 | 2,500,000 | 4,000,000 | 3,900,000 | ||||||||
Collaboration and license revenue | $ 318,000 | $ 387,000 | $ 673,000 | $ 884,000 |
Convertible Notes - Additional
Convertible Notes - Additional Information (Details) | Feb. 29, 2016USD ($)d$ / sharesshares | Jun. 30, 2016USD ($) |
Debt Instrument [Line Items] | ||
Proceeds from issuance of convertible notes | $ 75,000,000 | |
KKR Member | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 20,000,000 | |
MX II Member | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | 4,000,000 | |
KMGCP Member | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | 1,000,000 | |
HRP III Member | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | 75,000,000 | |
8.2% Senior Convertible Notes Due 2022 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 100,000,000 | |
Convertible notes, interest rate | 8.20% | |
Proceeds from issuance of convertible notes | $ 99,200,000 | |
Convertible notes, Issuance Cost | $ 800,000 | |
Convertible notes, interest rate description | The Convertible Notes bear interest at a fixed coupon rate of 8.2% per annum payable quarterly in arrears on March 31, June 30, September 30 and December 31 of each year, which commenced on March 31, 2016 | |
Debt instrument maturity date | Mar. 31, 2022 | |
Convertible notes, premium percentage | 9.00% | |
Common shares at conversion | shares | 44.7387 | |
Conversion price per common share | $ / shares | $ 22.35 | |
Principal amount of notes converted into shares | $ 1,000 | |
Percentage of applicable conversion price | 160.00% | |
Convertible trading days | d | 20 | |
Convertible consecutive trading days | 30 days | |
Percentage to pay in cash of the par value of notes | 109.00% | |
Minimum order amount to be settled | $ 10,000,000 | |
Minimum borrowings for indebtedness defaulters | $ 10,000,000 | |
Convertible notes, covenant compliance | As of June 30, 2016, the Company was in full compliance with these covenants and there were no events of default under the Convertible Notes. | |
Unamortized debt discount and debt issuance costs on Convertible Notes | $ 9,373,000 | |
Amortized effective interest rate convertible notes period | 5 years 9 months | |
Convertible notes, effective interest rate | 9.48% | |
8.2% Senior Convertible Notes Due 2022 | Maximum | ||
Debt Instrument [Line Items] | ||
Additional interest to be accrued upon failure of registration or reporting requirements | 0.50% |
Convertible Notes - Components
Convertible Notes - Components of Convertible Notes (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Feb. 29, 2016 |
Debt Instrument [Line Items] | ||
Convertible Notes | $ 74,720 | |
Convertible Notes - related parties | 24,907 | |
8.2% Senior Convertible Notes Due 2022 | ||
Debt Instrument [Line Items] | ||
Principal amount of the Convertible Notes | $ 100,000 | |
Unamortized debt discount and debt issuance costs | (9,373) | |
Total Convertible Notes | 99,627 | |
8.2% Senior Convertible Notes Due 2022 | Related Party Debt | ||
Debt Instrument [Line Items] | ||
Principal amount of the Convertible Notes | 27,250 | |
Unamortized debt discount and debt issuance costs | (2,343) | |
Convertible Notes - related parties | 24,907 | |
8.2% Senior Convertible Notes Due 2022 | Parent Company | ||
Debt Instrument [Line Items] | ||
Principal amount of the Convertible Notes | 81,750 | |
Unamortized debt discount and debt issuance costs | (7,030) | |
Convertible Notes | $ 74,720 |
Convertible Notes - Component42
Convertible Notes - Components of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Debt Instrument [Line Items] | ||||
Accretion of debt discount and debt issuance costs | $ 411 | $ (39) | ||
Interest expense | $ 588 | $ 0 | 798 | $ 0 |
Total interest expense | 2,354 | 3,191 | ||
8.2% Senior Convertible Notes Due 2022 | ||||
Debt Instrument [Line Items] | ||||
Total interest expense | 2,354 | 3,190 | ||
8.2% Senior Convertible Notes Due 2022 | Related Party Debt | ||||
Debt Instrument [Line Items] | ||||
Stated coupon interest | 512 | 695 | ||
Accretion of debt discount and debt issuance costs | 76 | 103 | ||
Interest expense | 588 | 798 | ||
8.2% Senior Convertible Notes Due 2022 | Parent Company | ||||
Debt Instrument [Line Items] | ||||
Stated coupon interest | 1,538 | 2,084 | ||
Accretion of debt discount and debt issuance costs | 228 | 308 | ||
Interest expense | $ 1,766 | $ 2,392 |
Convertible Notes - Schedule of
Convertible Notes - Schedule of Future Payments on the Convertible Notes (Details) - 8.2% Senior Convertible Notes Due 2022 $ in Thousands | Jun. 30, 2016USD ($) |
Debt Instrument [Line Items] | |
Remainder of 2016 | $ 4,100 |
2,017 | 8,200 |
2,018 | 8,200 |
2,019 | 8,200 |
2,020 | 8,200 |
2021 and thereafter | 119,250 |
Total minimum payments | 156,150 |
Less amount representing interest | (47,150) |
Convertible Notes, gross | 109,000 |
Less debt discount and debt issuance costs on Convertible Notes | (9,373) |
Net carrying amount of Convertible Notes | $ 99,627 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Liability | ||
Purchase Commitment Excluding Longterm Commitment [Line Items] | ||
Guarantor liability | $ 50,000 | |
CMOs | ||
Purchase Commitment Excluding Longterm Commitment [Line Items] | ||
Contractual commitment due within a year | $ 12,500,000 |
Common Stock and Stock-Based 45
Common Stock and Stock-Based Compensation - Additional Information (Details) - USD ($) | 2 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Shares of common stock, drawn down | 4,025,000 | ||||
Common stock, shares issued and sold | 4,025,000 | ||||
Share price | $ 18 | $ 18 | $ 18 | ||
Gross proceeds from issuance of common stock | $ 72,500,000 | ||||
Underwriting discounts and commissions | 3,000,000 | ||||
Offering expense | 500,000 | ||||
Common stock, net proceeds | $ 69,000,000 | ||||
Restricted Common Stock (Founders Shares) | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Common stock shares subject to repurchase | 0 | 0 | 0 | ||
Stock-based compensation expense | $ 0 | $ 3,000 | $ 0 | $ 9,000 | |
2016 Employment Commencement Incentive Plan | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Common stock reserved for future issuance | 1,000,000 | 1,000,000 | 1,000,000 | ||
Awards issued | 0 |
Common Stock and Stock-Based 46
Common Stock and Stock-Based Compensation - Schedule of Stock-Based Compensation Expense Related to Options (Details) - Employees And Nonemployees Stock Option - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 6,148 | $ 4,618 | $ 11,466 | $ 6,794 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 2,923 | 2,280 | 5,443 | 3,456 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 3,225 | $ 2,338 | $ 6,023 | $ 3,338 |
Net Loss Per Share Attributab47
Net Loss Per Share Attributable to Coherus - Computation of Basic and Diluted Net Loss Per Share Attributable to Coherus (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Numerator: | ||||
Net loss attributable to Coherus | $ (69,967) | $ (58,810) | $ (135,355) | $ (99,535) |
Denominator: | ||||
Weighted-average common shares outstanding | 40,698,309 | 37,673,740 | 39,897,142 | 35,544,166 |
Less: weighted-average unvested common shares subject to repurchase | (992) | (7,277) | ||
Weighted-average number of shares used in computing net loss per share attributable to Coherus, basic and diluted | 40,698,309 | 37,672,748 | 39,897,142 | 35,536,889 |
Net loss per share attributable to Coherus, basic and diluted | $ (1.72) | $ (1.56) | $ (3.39) | $ (2.80) |
Net Loss Per Share Attributab48
Net Loss Per Share Attributable to Coherus - Outstanding Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 14,596,534 | 7,940,823 |
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 | 10,122,663 | 7,940,823 |
Shares Issuable Upon Conversion of Convertible Notes | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from the calculation of diluted net loss per share | 4,473,871 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Feb. 29, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | ||||||
Prepaid assets | $ 15,008,000 | $ 15,008,000 | $ 34,743,000 | |||
Accounts payable - related parties | 2,430,000 | 2,430,000 | 3,548,000 | |||
Research and development expense | 65,544,000 | $ 56,944,000 | 130,857,000 | $ 93,411,000 | ||
General and administrative expenses from transactions with related party | 50,000 | 277,000 | 50,000 | 343,000 | ||
Clinical Material Manufacturing And Other Related Parties | ||||||
Related Party Transaction [Line Items] | ||||||
Prepaid assets | 6,310,000 | 6,310,000 | 10,901,000 | |||
Medpace Inc | ||||||
Related Party Transaction [Line Items] | ||||||
Accounts payable - related parties | 2,400,000 | 2,400,000 | 3,500,000 | |||
Research and development expense | 10,900,000 | 12,100,000 | 24,000,000 | 23,600,000 | ||
Medpace Inc | Clinical Material Manufacturing And Other Related Parties | ||||||
Related Party Transaction [Line Items] | ||||||
Prepaid assets | 6,300,000 | 6,300,000 | 10,900,000 | |||
Medpace Inc | Accrued Clinical, Manufacturing and Other - Related Parties | ||||||
Related Party Transaction [Line Items] | ||||||
Accrued and other liabilities | 6,400,000 | 6,400,000 | 6,100,000 | |||
Board of Directors | Recruiting Services | ||||||
Related Party Transaction [Line Items] | ||||||
Research and development expense | 0 | 258,000 | 131,000 | 258,000 | ||
Related party balances | 0 | 0 | $ 0 | |||
General and administrative expenses from transactions with related party | $ 50,000 | $ 277,000 | $ 50,000 | $ 343,000 | ||
Investor | ||||||
Related Party Transaction [Line Items] | ||||||
Aggregate principle amount | $ 25,000,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Daiichi Sankyo - Related Party - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended |
Jul. 31, 2016 | Jun. 30, 2016 | |
Subsequent Event [Line Items] | ||
Costs Incurred | $ 1.2 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Reimbursement of past cost incurred and to be incurred | $ 1.9 |