Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 24, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | RARE | |
Entity Registrant Name | Ultragenyx Pharmaceutical Inc. | |
Entity Central Index Key | 1,515,673 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 42,458,458 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 90,751 | $ 161,120 |
Short-term investments | 308,897 | 219,028 |
Restricted cash | 461 | 1,411 |
Prepaid expenses and other current assets | 19,685 | 20,136 |
Total current assets | 419,794 | 401,695 |
Property and equipment, net | 16,405 | 17,055 |
Restricted cash | 1,805 | 2,076 |
Long-term investments | 57,802 | 117,963 |
Other assets | 1,736 | 1,837 |
Total assets | 497,542 | 540,626 |
Current liabilities: | ||
Accounts payable | 11,876 | 5,364 |
Accrued liabilities | 50,130 | 54,554 |
Deferred rent—current portion | 669 | 341 |
Total current liabilities | 62,675 | 60,259 |
Other liabilities | 5,414 | 6,393 |
Total liabilities | 68,089 | 66,652 |
Stockholders’ equity: | ||
Preferred stock — 25,000,000 shares authorized; nil outstanding as of June 30, 2017 and December 31, 2016 | ||
Common stock — 250,000,000 shares authorized; [42,273,429] and 41,240,230 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively | 42 | 41 |
Additional paid-in capital | 1,105,348 | 1,003,561 |
Accumulated other comprehensive income (loss) | (4,223) | 905 |
Accumulated deficit | (671,714) | (530,533) |
Total stockholders’ equity | 429,453 | 473,974 |
Total liabilities and stockholders’ equity | $ 497,542 | $ 540,626 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares | Jun. 30, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 42,428,124 | 41,240,230 |
Common stock, shares outstanding | 42,428,124 | 41,240,230 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenue | $ 17 | $ 17 | ||
Operating expenses: | ||||
Research and development | $ 58,436 | 43,332 | $ 109,705 | 83,747 |
General and administrative | 20,005 | 14,738 | 38,690 | 27,945 |
Total operating expenses | 78,441 | 58,070 | 148,395 | 111,692 |
Loss from operations | (78,441) | (58,053) | (148,395) | (111,675) |
Other income (expense), net: | ||||
Interest income | 1,151 | 971 | 2,233 | 1,955 |
Other income (expense), net | 4,413 | 159 | 4,995 | 40 |
Total other income (expense), net | 5,564 | 1,130 | 7,228 | 1,995 |
Loss before income taxes | (72,877) | (56,923) | (141,167) | (109,680) |
Income tax provision | (14) | (14) | ||
Net loss | $ (72,891) | $ (56,923) | $ (141,181) | $ (109,680) |
Net loss per share, basic and diluted | $ (1.72) | $ (1.46) | $ (3.35) | $ (2.81) |
Shares used in computing net loss per share, basic and diluted | 42,346,830 | 39,028,701 | 42,095,750 | 38,999,439 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (72,891) | $ (56,923) | $ (141,181) | $ (109,680) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments | (4,403) | 11 | (5,051) | 11 |
Unrealized gain (loss) on available-for-sale securities | (51) | 149 | (77) | 1,109 |
Other comprehensive income (loss): | (4,454) | 160 | (5,128) | 1,120 |
Total comprehensive loss | $ (77,345) | $ (56,763) | $ (146,309) | $ (108,560) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Operating activities: | ||
Net loss | $ (141,181) | $ (109,680) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 31,293 | 21,077 |
Amortization of premium on investment securities, net | 1,051 | 3,215 |
Depreciation and amortization | 2,216 | 1,236 |
Foreign currency remeasurement gain | (4,604) | |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 469 | (4,554) |
Other assets | 101 | (851) |
Accounts payable | 6,353 | 2,825 |
Accrued liabilities and other liabilities | (5,725) | 2,182 |
Net cash used in operating activities | (110,027) | (84,550) |
Investing activities: | ||
Purchase of property and equipment | (861) | (6,521) |
Purchase of investments | (207,208) | (223,123) |
Proceeds from the sale of investments | 21,642 | 54,332 |
Proceeds from maturities of investments | 154,730 | 222,616 |
(Increase) decrease in restricted cash | 1,221 | (1,543) |
Net cash provided by (used in) investing activities | (30,476) | 45,761 |
Financing activities: | ||
Proceeds from issuance of common stock in connection with at-the-market offering, net | 67,616 | |
Proceeds from issuance of common stock from equity awards, net | 2,879 | 289 |
Net cash provided by financing activities | 70,495 | 289 |
Effect of exchange rate changes on cash | (361) | |
Net decrease in cash and cash equivalents | (70,369) | (38,500) |
Cash and cash equivalents at beginning of period | 161,120 | 93,569 |
Cash and cash equivalents at end of period | $ 90,751 | $ 55,069 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | 1. Organization Ultragenyx Pharmaceutical Inc. (the Company) is a biopharmaceutical company and was incorporated in California on April 22, 2010. The Company subsequently reincorporated in the state of Delaware in June 2011. The Company is focused on the identification, acquisition, development, and commercialization of novel products for the treatment of rare and ultra-rare diseases, with a focus on serious, debilitating genetic diseases. The Company has completed a Phase 3 study of vestronidase alpha (recombinant human beta-glucuronidase or rhGUS) in patients with mucopolysaccharidosis 7 (MPS 7), a rare lysosomal storage disease, and is conducting a Phase 3 study of aceneuramic acid extended-release (Ace-ER) in patients with GNE myopathy, a progressive muscle-wasting disorder; Phase 2 and Phase 3 studies of burosumab (KRN23 or UX023), an antibody targeting fibroblast growth factor 23 (FGF23), in pediatric and adult patients with X-linked hypophosphatemia (XLH) and a Phase 2 study in tumor induced osteomalacia (TIO), both rare diseases that impair bone mineralization; a Phase 3 study for UX007 in patients with glucose transporter type-1 deficiency syndrome (Glut1 DS), a brain energy deficiency, who are experiencing movement disorders; and a Phase 2 clinical study of UX007 in patients severely affected by long-chain fatty acid oxidation disorders (LC-FAOD), a genetic disorder in which the body is unable to convert long chain fatty acids into energy. The Company operates as one reportable segment. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the amounts of the Company and our wholly-owned subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited interim consolidated financial statements have been prepared on the same basis as the annual financial statements. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation. These financial statements should be read in conjunction with the audited financial statements and notes thereto for the preceding fiscal year contained in the Company’s Annual Report on Form 10-K filed on February 17, 2017 with the United States Securities and Exchange Commission (SEC). The results of operations for the three and six months ended June 30, 2017 are not necessarily indicative of the results to be expected for the year ending December 31, 2017. The condensed consolidated balance sheet as of December 31, 2016 has been derived from audited financial statements at that date, but does not include all of the information required by GAAP for complete financial statements. Use of Estimates The accompanying consolidated financial statements have been prepared in accordance with GAAP. The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities and the reported amounts of expenses in the consolidated financial statements and the accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to clinical trial accruals, fair value of assets and liabilities, income taxes, and stock-based compensation. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that management believes to be reasonable under the circumstances. Actual results could differ from those estimates. Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB), issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (ASC 606) Revenue from Contracts with Customers: Principal versus Agent Considerations Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients to provide supplemental adoption guidance and clarification to ASU 2014-09 Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers Product sales revenue The Company recognizes revenue from sales of vestronidase alpha (UX003) on a “named patient” basis, which is allowed in certain countries prior to the commercial approval of the product in the territory. Under ASC 606, revenue from product sales is recognized at the point in time when the product is shipped to the customer. Prior to recognizing revenue, the Company makes estimates of the transaction price, including variable consideration that is subject to a constraint. Amounts of variable consideration are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. License and collaboration revenue The Company has license and collaboration agreements with Kyowa Hakko Kirin Co., Ltd. (KHK) and Takeda Pharmaceutical Company Limited (Takeda). The license and collaboration agreements are within the scope of ASC 808, Collaborative Agreements Stock-Based Compensation In March 2016, the FASB issued ASU 2016-09, Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplifies several aspects of the Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which requires an entity that is a lessee to record a right of use asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months. This guidance also requires disclosures about the amount, timing, and uncertainty of cash flows arising from leases. This guidance is effective for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods, using a modified retrospective approach, and early adoption is permitted. The Company is evaluating the effect that this guidance will have on its Consolidated Financial Statements and related disclosures. In October 2016, the FASB issued ASU 2016-16, Income Taxes - Intra-Entity Transfers of Assets Other Than Inventory |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements Financial assets and liabilities are recorded at fair value. The carrying amount of certain financial instruments, including cash and cash equivalents, accounts payable and accrued liabilities approximate fair value due to their relatively short maturities. Assets and liabilities recorded at fair value on a recurring basis in the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1 —Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2 —Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities 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 related assets or liabilities; and Level 3 —Unobservable inputs that are significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data. The following tables set forth the fair value of the Company’s financial assets remeasured on a recurring basis based on the three-tier fair value hierarchy (in thousands): June 30, 2017 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 75,956 $ — $ — $ 75,956 Corporate bonds — 153,928 — 153,928 Commercial paper — 5,984 — 5,984 Asset-backed securities — 6,001 — 6,001 U.S. Government Treasury and agency securities — 200,786 — 200,786 Total financial assets $ 75,956 $ 366,699 $ — $ 442,655 December 31, 2016 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 123,536 $ — $ — $ 123,536 Corporate bonds — 207,726 — 207,726 Commercial paper — 11,970 — 11,970 Asset-backed securities — 27,713 — 27,713 U.S. Government Treasury and agency securities — 111,931 — 111,931 Total financial assets $ 123,536 $ 359,340 $ — $ 482,876 |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2017 | |
Investments Debt And Equity Securities [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components Cash Equivalents and Investments The fair values of cash equivalents, short-term investments, and long-term investments classified as available-for-sale securities, consisted of the following (in thousands): June 30, 2017 Gross Unrealized Amortized Cost Gains Losses Estimated Fair Value Money market funds $ 75,956 $ — $ — $ 75,956 Corporate bonds 154,039 13 (124 ) 153,928 Commercial paper 5,984 — — 5,984 Asset-backed securities 6,002 — (1 ) 6,001 U.S. Government Treasury and agency securities 201,168 — (382 ) 200,786 Total $ 443,149 $ 13 $ (507 ) $ 442,655 December 31, 2016 Gross Unrealized Amortized Cost Gains Losses Estimated Fair Value Money market funds $ 123,536 $ — $ — $ 123,536 Corporate bonds 207,909 14 (197 ) 207,726 Commercial paper 11,970 — — 11,970 Asset-backed securities 27,712 3 (2 ) 27,713 U.S. Government Treasury and agency securities 112,166 10 (245 ) 111,931 Total $ 483,293 $ 27 $ (444 ) $ 482,876 At June 30, 2017, the remaining contractual maturities of available-for-sale securities were less than two years. There have been no significant realized gains or losses on available-for-sale securities for the periods presented. All marketable securities with unrealized losses at , 2017 have been in a loss position for less than twelve months or the loss is not material and were temporary in nature. The Company does not intend to sell the investments that are in an unrealized loss position before recovery of their amortized cost basis. Accrued Liabilities Accrued liabilities consist of the following (in thousands): June 30, December 31, 2017 2016 Research and clinical study expenses $ 17,461 $ 18,593 Payroll and related expenses 15,396 17,226 Repayment and contract liability under collaboration agreement 11,205 13,650 Other 6,068 5,085 Total accrued liabilities $ 50,130 $ 54,554 |
License and Research Agreements
License and Research Agreements | 6 Months Ended |
Jun. 30, 2017 | |
Research Grant Agreement [Abstract] | |
License and Research Agreements | 5. License and Research Agreements Kyowa Hakko Kirin Collaboration and License Agreement In August 2013, the Company entered into a collaboration and license agreement with Kyowa Hakko Kirin Co., Ltd. (KHK). Under the terms of this collaboration and license agreement, as amended, the Company and KHK will collaborate on the development and commercialization of certain products containing burosumab burosumab burosumab burosumab KHK will manufacture and supply burosumab burosumab In May 2017, Ultragenyx signed an agreement with a wholly-owned subsidiary of KHK pursuant to which Ultragenyx was granted the right to commercialize burosumab in Turkey. KHK’s subsidiary has the option to assume responsibility for commercialization efforts from Ultragenyx, after a certain minimum period. The Company’s expenses were reduced by $7.9 million and $5.9 million for the three months ended June 30, 2017 and 2016, and $15.3 million and $10.5 million for the six months ended June 30, 2017 and 2016, respectively, for KHK’s share of the research and development expenses and were reduced by $0.6 million and $0.2 million for the three months ended June 30, 2017 and 2016, and $1.1 million and $0.5 million for the six months ended June 30, 2017 and 2016, respectively, for KHK’s share of the general and administrative expenses. As of June 30, 2017 and December 31, 2016, the Company had receivables in the amount of $8.5 million and $8.6 million, respectively, for this collaboration arrangement. Takeda License and Collaboration and Purchase Agreements In June 2016, the Company executed a collaboration and license agreement with Takeda Pharmaceutical Company Limited (Takeda). Pursuant to the agreement, which became effective in July 2016, the Company obtained an exclusive license for a pre-clinical compound from Takeda in a pre-determined field of use, which includes an option to an additional field of use for this product with the terms to be negotiated, and an option to a specified product candidate (identified option product). The Company is responsible for the development costs for the pre-clinical compound and the identified option product pursuant to an initial development plan. Because the license to the pre-clinical compound has no alternative future use, the estimated fair value of $0.7 million was recorded as a research and development expense upon acquisition. Under the license for the pre-clinical compound, the Company may be required to make future milestone payments to Takeda of up to $7.5 million if certain development milestones are met, $75.0 million if certain regulatory milestones are met, and $150.0 million if certain commercial milestones are met, as well as royalties with respect to net sales in the high-single digits to low-teens. Any products resulting from the pre-clinical compound or the identified option product is referred to in this report as the “licensed product.” As part of the agreement, the Company and Takeda established a five-year research collaboration whereby the parties may mutually agree to add additional option products candidates to the collaboration, in which case the Company will bear the cost of the development activities, with certain exceptions. In July 2016, the Company consummated a common stock purchase agreement, executed in conjunction with the collaboration and license agreement, whereby Takeda purchased 374,590 shares of the Company’s common stock for $40.0 million in cash. The fair market value of the common stock issued to Takeda was $27.3 million, based on the closing stock price of $72.95 on the date of issuance, resulting in a $12.7 million premium paid to the Company. The Company also received a put option to require Takeda to purchase an additional $25.0 million in shares of the Company’s common stock at the then-current 30-day volume-weighted average price (VWAP). The put option was exercised in October 2016, whereby Takeda purchased 352,530 shares of the Company’s common stock for $25.0 million in cash. Takeda is subject to a five-year standstill (subject to customary exceptions or release). The Company estimated the fair value of the put options to be $0.9 million and recorded the put options in additional paid-in capital. The Company also granted Takeda an exclusive option for Asian rights, for a limited period, to any licensed products and any additional products resulting from the collaboration, as well as an option to exclusively license one of the Company’s products for development and commercialization in Japan. If Takeda exercises any of its option rights to license a product pursuant to the agreement, Takeda will pay for the development costs within the licensed territory, will share in a portion of the global development costs, and will make a milestone payment upon regulatory approval. Takeda will also owe royalties on net sales in the licensed territory for any licensed product, depending on the development stage when the product is licensed as well as sales levels. The royalties related to the option to license the Company’s product, as well as the additional product are subject to future good faith negotiations at the time that the option is exercised. The research and license agreement and the stock purchase agreement are being accounted for as one arrangement because they were entered into at the same time with interrelated financial terms. The Company analogized to ASC 606 The Company is responsible for the costs under the initial development plan. A significant portion of this work is expected to be performed by Takeda which has an estimated cost of approximately $10.0 million to $13.7 million and is subject to changes as development activities are adjusted and cost estimates are refined. The Company concluded that the payment to Takeda is not in return for a distinct service that Takeda transfers to the Company, therefore, the payment made to Takeda is accounted for as a reduction in the transaction price. As of June 30, 2017, the Company concluded that $0.6 million of the estimated transaction price should not be constrained because it is Based on the high level of uncertainty in the amount of transaction price that is refundable to Takeda, the Company concluded that the remaining transaction price should continue to be constrained as of June 30, 2017. The Company will continue to re-evaluate the application of the constraint to the transaction price at each reporting period end date. Costs incurred by the Company associated with co-development activities performed under this collaboration are included in research and development expense in the accompanying consolidated statements of operations. As of June 30, 2017, the Company recorded a repayment liability under a collaboration agreement in the amount of $12.5 million and a contract liability in the amount of $0.3 million. The Company acknowledges that the FASB added a project to its agenda in November 2016 to evaluate the interaction between ASC 808 and ASC 606, which may result in changes to the conclusions reached by the Company if new guidance is issued by the FASB. |
Stock-Based Awards
Stock-Based Awards | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Awards | 6 . Stock-Based Awards The 2014 Incentive Plan (the 2014 Plan) provides for automatic annual increases in shares available for grant, beginning on January 1, 2015 through January 1, 2024. As of June 30, 2017, there were 1,785,639 shares reserved under the 2014 Plan for the future issuance of equity awards and 1,816,052 shares reserved for the 2014 Employee Stock Purchase Plan. The table below sets forth the functional classification of stock-based compensation expense, net of estimated forfeitures, for the periods presented (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Research and development $ 10,034 $ 6,495 $ 18,577 $ 13,070 General and administrative 6,760 4,365 12,716 8,007 Total stock-based compensation $ 16,794 $ 10,860 $ 31,293 $ 21,077 |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 7. Basic net loss per share has been computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is calculated by dividing net loss by the weighted-average number of shares of common stock and potential dilutive securities outstanding during the period. The following weighted-average outstanding common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive: Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Options to purchase common stock and restricted stock units 5,767,660 4,489,875 5,536,816 4,264,589 Employee stock purchase plan 6,760 — 3,399 — Common stock warrants 149,700 149,700 149,700 149,700 5,924,120 4,639,575 5,689,915 4,414,289 |
Equity Transactions
Equity Transactions | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Equity Transactions | 8 . Equity Transactions In July 2016, the Company entered into an At-The-Market, or ATM, sales agreement, with Cowen and Company, LLC (Cowen), whereby the Company could sell up to $150.0 million in aggregate proceeds of common stock from time to time, through Cowen as its sales agent. During the three months ended March 31, 2017, the Company sold 912,351 shares of common stock, resulting in net proceeds of approximately $67.6 million, after commissions and other offering costs, which completed the sales of the total amount authorized in the agreement. On July 27, 2017, the Company entered into an additional ATM sales agreement with Cowen whereby the Company can sell up to $150.0 million in aggregate proceeds of common stock from time to time, through Cowen as its sales agent. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
Jun. 30, 2017 | |
Other Comprehensive Income Loss Net Of Tax Period Increase Decrease [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 9. Accumulated Other Comprehensive Income (Loss) Total accumulated other comprehensive income (loss) consisted of the following (in thousands): December 31, 2016 June 30, 2017 Unrealized loss on securities available-for-sale $ (417 ) $ (494 ) Foreign currency translation adjustments 1,322 (3,729 ) Total accumulated other comprehensive income (loss) $ 905 $ (4,223 ) |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the amounts of the Company and our wholly-owned subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited interim consolidated financial statements have been prepared on the same basis as the annual financial statements. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation. These financial statements should be read in conjunction with the audited financial statements and notes thereto for the preceding fiscal year contained in the Company’s Annual Report on Form 10-K filed on February 17, 2017 with the United States Securities and Exchange Commission (SEC). The results of operations for the three and six months ended June 30, 2017 are not necessarily indicative of the results to be expected for the year ending December 31, 2017. The condensed consolidated balance sheet as of December 31, 2016 has been derived from audited financial statements at that date, but does not include all of the information required by GAAP for complete financial statements. |
Use of Estimates | Use of Estimates The accompanying consolidated financial statements have been prepared in accordance with GAAP. The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities and the reported amounts of expenses in the consolidated financial statements and the accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to clinical trial accruals, fair value of assets and liabilities, income taxes, and stock-based compensation. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that management believes to be reasonable under the circumstances. Actual results could differ from those estimates. |
Revenue Recognition | Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB), issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (ASC 606) Revenue from Contracts with Customers: Principal versus Agent Considerations Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients to provide supplemental adoption guidance and clarification to ASU 2014-09 Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers Product sales revenue The Company recognizes revenue from sales of vestronidase alpha (UX003) on a “named patient” basis, which is allowed in certain countries prior to the commercial approval of the product in the territory. Under ASC 606, revenue from product sales is recognized at the point in time when the product is shipped to the customer. Prior to recognizing revenue, the Company makes estimates of the transaction price, including variable consideration that is subject to a constraint. Amounts of variable consideration are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. License and collaboration revenue The Company has license and collaboration agreements with Kyowa Hakko Kirin Co., Ltd. (KHK) and Takeda Pharmaceutical Company Limited (Takeda). The license and collaboration agreements are within the scope of ASC 808, Collaborative Agreements |
Stock-Based Compensation | Stock-Based Compensation In March 2016, the FASB issued ASU 2016-09, Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which simplifies several aspects of the |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which requires an entity that is a lessee to record a right of use asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months. This guidance also requires disclosures about the amount, timing, and uncertainty of cash flows arising from leases. This guidance is effective for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods, using a modified retrospective approach, and early adoption is permitted. The Company is evaluating the effect that this guidance will have on its Consolidated Financial Statements and related disclosures. In October 2016, the FASB issued ASU 2016-16, Income Taxes - Intra-Entity Transfers of Assets Other Than Inventory |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Measured on Recurring Basis | The following tables set forth the fair value of the Company’s financial assets remeasured on a recurring basis based on the three-tier fair value hierarchy (in thousands): June 30, 2017 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 75,956 $ — $ — $ 75,956 Corporate bonds — 153,928 — 153,928 Commercial paper — 5,984 — 5,984 Asset-backed securities — 6,001 — 6,001 U.S. Government Treasury and agency securities — 200,786 — 200,786 Total financial assets $ 75,956 $ 366,699 $ — $ 442,655 December 31, 2016 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 123,536 $ — $ — $ 123,536 Corporate bonds — 207,726 — 207,726 Commercial paper — 11,970 — 11,970 Asset-backed securities — 27,713 — 27,713 U.S. Government Treasury and agency securities — 111,931 — 111,931 Total financial assets $ 123,536 $ 359,340 $ — $ 482,876 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Fair Values of Cash Equivalents, Short-Term Investments and Long-Term Investments Classified as Available-for-Sale Securities | The fair values of cash equivalents, short-term investments, and long-term investments classified as available-for-sale securities, consisted of the following (in thousands): June 30, 2017 Gross Unrealized Amortized Cost Gains Losses Estimated Fair Value Money market funds $ 75,956 $ — $ — $ 75,956 Corporate bonds 154,039 13 (124 ) 153,928 Commercial paper 5,984 — — 5,984 Asset-backed securities 6,002 — (1 ) 6,001 U.S. Government Treasury and agency securities 201,168 — (382 ) 200,786 Total $ 443,149 $ 13 $ (507 ) $ 442,655 December 31, 2016 Gross Unrealized Amortized Cost Gains Losses Estimated Fair Value Money market funds $ 123,536 $ — $ — $ 123,536 Corporate bonds 207,909 14 (197 ) 207,726 Commercial paper 11,970 — — 11,970 Asset-backed securities 27,712 3 (2 ) 27,713 U.S. Government Treasury and agency securities 112,166 10 (245 ) 111,931 Total $ 483,293 $ 27 $ (444 ) $ 482,876 |
Accrued Liabilities | Accrued liabilities consist of the following (in thousands): June 30, December 31, 2017 2016 Research and clinical study expenses $ 17,461 $ 18,593 Payroll and related expenses 15,396 17,226 Repayment and contract liability under collaboration agreement 11,205 13,650 Other 6,068 5,085 Total accrued liabilities $ 50,130 $ 54,554 |
Stock-Based Awards (Tables)
Stock-Based Awards (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Functional Classification of Stock-Based Compensation Expense, Net of Estimated Forfeitures | The table below sets forth the functional classification of stock-based compensation expense, net of estimated forfeitures, for the periods presented (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Research and development $ 10,034 $ 6,495 $ 18,577 $ 13,070 General and administrative 6,760 4,365 12,716 8,007 Total stock-based compensation $ 16,794 $ 10,860 $ 31,293 $ 21,077 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Outstanding Shares of Common Stock Equivalents Excluded from Computation of Diluted Net Loss per Share | The following weighted-average outstanding common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive: Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Options to purchase common stock and restricted stock units 5,767,660 4,489,875 5,536,816 4,264,589 Employee stock purchase plan 6,760 — 3,399 — Common stock warrants 149,700 149,700 149,700 149,700 5,924,120 4,639,575 5,689,915 4,414,289 |
Accumulated Other Comprehensi21
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Other Comprehensive Income Loss Net Of Tax Period Increase Decrease [Abstract] | |
Schedule of Total Accumulated Other Comprehensive Income (Loss) | Total accumulated other comprehensive income (loss) consisted of the following (in thousands): December 31, 2016 June 30, 2017 Unrealized loss on securities available-for-sale $ (417 ) $ (494 ) Foreign currency translation adjustments 1,322 (3,729 ) Total accumulated other comprehensive income (loss) $ 905 $ (4,223 ) |
Organization - Additional Infor
Organization - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2017Segment | |
United States of America | |
Organization And Nature Of Business [Line Items] | |
Number of reportable segments | 1 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jan. 01, 2017 | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||||
Revenue recognized | $ 17 | $ 17 | ||
Accounting Standards Update 2016-09 | ||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||||
Unrecognized excess tax benefits which was fully offset by increase in valuation allowance | $ 19,700 | |||
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2014-09 | ||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||||
Revenue recognized | $ 100 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Financial Assets: | ||
Fair value | $ 442,655 | $ 482,876 |
Money Market Funds | ||
Financial Assets: | ||
Fair value | 75,956 | 123,536 |
Asset-backed Securities | ||
Financial Assets: | ||
Fair value | 6,001 | 27,713 |
Corporate Bonds | ||
Financial Assets: | ||
Fair value | 153,928 | 207,726 |
Commercial Paper | ||
Financial Assets: | ||
Fair value | 5,984 | 11,970 |
U.S. Government Treasury and Agency Securities | ||
Financial Assets: | ||
Fair value | 200,786 | 111,931 |
Level 1 | ||
Financial Assets: | ||
Fair value | 75,956 | 123,536 |
Level 1 | Money Market Funds | ||
Financial Assets: | ||
Fair value | 75,956 | 123,536 |
Level 2 | ||
Financial Assets: | ||
Fair value | 366,699 | 359,340 |
Level 2 | Asset-backed Securities | ||
Financial Assets: | ||
Fair value | 6,001 | 27,713 |
Level 2 | Corporate Bonds | ||
Financial Assets: | ||
Fair value | 153,928 | 207,726 |
Level 2 | Commercial Paper | ||
Financial Assets: | ||
Fair value | 5,984 | 11,970 |
Level 2 | U.S. Government Treasury and Agency Securities | ||
Financial Assets: | ||
Fair value | $ 200,786 | $ 111,931 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Fair Values of Cash Equivalents, Short-Term Investments and Long-Term Investments Classified as Available-for-Sale Securities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | $ 443,149 | $ 483,293 |
Gross Unrealized Gains | 13 | 27 |
Gross Unrealized Losses | (507) | (444) |
Estimated Fair Value | 442,655 | 482,876 |
Money Market Funds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 75,956 | 123,536 |
Estimated Fair Value | 75,956 | 123,536 |
Commercial Paper | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 5,984 | 11,970 |
Estimated Fair Value | 5,984 | 11,970 |
Corporate Bonds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 154,039 | 207,909 |
Gross Unrealized Gains | 13 | 14 |
Gross Unrealized Losses | (124) | (197) |
Estimated Fair Value | 153,928 | 207,726 |
Asset-Backed Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 6,002 | 27,712 |
Gross Unrealized Gains | 3 | |
Gross Unrealized Losses | (1) | (2) |
Estimated Fair Value | 6,001 | 27,713 |
U.S. Government Treasury and Agency Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 201,168 | 112,166 |
Gross Unrealized Gains | 10 | |
Gross Unrealized Losses | (382) | (245) |
Estimated Fair Value | $ 200,786 | $ 111,931 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Schedule Of Available For Sale Securities [Line Items] | |
Significant realized gains or losses on available-for-sale securities | $ 0 |
Maximum | |
Schedule Of Available For Sale Securities [Line Items] | |
Available-for-sale securities remaining contractual maturities | 2 years |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Payables And Accruals [Abstract] | ||
Research and clinical study expenses | $ 17,461 | $ 18,593 |
Payroll and related expenses | 15,396 | 17,226 |
Repayment and contract liability under collaboration agreement | 11,205 | 13,650 |
Other | 6,068 | 5,085 |
Total accrued liabilities | $ 50,130 | $ 54,554 |
License and Research Agreemen28
License and Research Agreements - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Oct. 31, 2016 | Jul. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Common stock purchased | 42,428,124 | 42,428,124 | 41,240,230 | |||||
Kyowa Hakko Kirin Collaboration | License Agreement | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Reduction in research and development expenses | $ 7.9 | $ 5.9 | $ 15.3 | $ 10.5 | ||||
Reduction in general and administrative expenses | 0.6 | 0.2 | 1.1 | 0.5 | ||||
License agreement receivable | 8.5 | $ 8.5 | $ 8.6 | |||||
Kyowa Hakko Kirin Collaboration | License Agreement | Profit Share Territory | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Remaining profit or loss share percentage on commercializing products | 50.00% | |||||||
Tiered double-digit revenue share percentage entitled to receive | 20.00% | |||||||
Kyowa Hakko Kirin Collaboration | Maximum | License Agreement | European Territory | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Percentage of royalty on net sales entitled to receive | 10.00% | |||||||
Takeda License and Collaboration and Purchase Agreements | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Reduction in research and development expenses | $ 0.3 | |||||||
Estimated fair value of license recorded as research and development expense | $ 0.7 | |||||||
Research collaboration agreement, period | 5 years | |||||||
Common stock purchased | 374,590 | |||||||
Common stock value | $ 40 | |||||||
Common closing stock price per share | $ 72.95 | |||||||
Common stock shares issued premium amount | $ 12.7 | |||||||
Option to purchase additional common stock, value | $ 25 | |||||||
Volume weighted average price, period | 30 days | |||||||
Total arrangement consideration received | $ 14.3 | |||||||
Estimated transaction price | 0.6 | |||||||
Liability under collaboration arrangement | 12.5 | 12.5 | ||||||
Contract liability | $ 0.3 | $ 0.3 | ||||||
Takeda License and Collaboration and Purchase Agreements | Put Option | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Estimated fair value of future options | 0.9 | |||||||
Common stock issued upon option exercised in period, shares | 352,530 | |||||||
Common stock issued upon option exercised in period, value | $ 25 | |||||||
Takeda License and Collaboration and Purchase Agreements | Common Stock | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Fair market value of shares issued | 27.3 | |||||||
Takeda License and Collaboration and Purchase Agreements | Maximum | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Estimated approximate cost for expected work performed | 13.7 | |||||||
Takeda License and Collaboration and Purchase Agreements | Maximum | Development Milestones | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Future contingent milestone payments | $ 7.5 | 7.5 | 7.5 | |||||
Takeda License and Collaboration and Purchase Agreements | Maximum | Regulatory Milestones | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Future contingent milestone payments | 75 | 75 | 75 | |||||
Takeda License and Collaboration and Purchase Agreements | Maximum | Commercial Milestones | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Future contingent milestone payments | $ 150 | $ 150 | $ 150 | |||||
Takeda License and Collaboration and Purchase Agreements | Minimum | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Estimated approximate cost for expected work performed | $ 10 |
Stock-Based Awards - Additional
Stock-Based Awards - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2017shares | |
2014 Incentive Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Share reserved for future issuance | 1,785,639 |
Automatic increases in shares available for grant effective date | Jan. 1, 2015 |
Shares available for grant, ending date | Jan. 1, 2024 |
2014 Employee Stock Purchase Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Share reserved for future issuance | 1,816,052 |
Stock-Based Awards - Functional
Stock-Based Awards - Functional Classification of Stock-Based Compensation Expense, Net of Estimated Forfeitures (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 16,794 | $ 10,860 | $ 31,293 | $ 21,077 |
Research and development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 10,034 | 6,495 | 18,577 | 13,070 |
General and administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 6,760 | $ 4,365 | $ 12,716 | $ 8,007 |
Net Loss Per Share - Outstandin
Net Loss Per Share - Outstanding Shares of Common Stock Equivalents Excluded from Computation of Diluted Net Loss per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from computation of diluted net loss per share | 5,924,120 | 4,639,575 | 5,689,915 | 4,414,289 |
Employee Stock Purchase Plan | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from computation of diluted net loss per share | 6,760 | 3,399 | ||
Options to Purchase Common Stock and Restricted Stock Units | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from computation of diluted net loss per share | 5,767,660 | 4,489,875 | 5,536,816 | 4,264,589 |
Common Stock Warrants | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Common stock equivalents excluded from computation of diluted net loss per share | 149,700 | 149,700 | 149,700 | 149,700 |
Equity Transactions - Additiona
Equity Transactions - Additional Information (Details) - USD ($) | Jul. 27, 2017 | Jul. 31, 2016 | Mar. 31, 2017 |
ATM Sales Agreement | |||
Stockholders Equity [Line Items] | |||
Common stock shares sold | 912,351 | ||
Net proceeds from sale of common stock | $ 67,600,000 | ||
Maximum | ATM Sales Agreement | |||
Stockholders Equity [Line Items] | |||
Option to sell common stock for cash | $ 150,000,000 | ||
Minimum | Subsequent Event | Additional ATM Sales Agreement | |||
Stockholders Equity [Line Items] | |||
Option to sell common stock for cash | $ 150,000,000 |
Accumulated Other Comprehensi33
Accumulated Other Comprehensive Income (Loss) - Schedule of Total Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | ||
Unrealized loss on securities available-for-sale | $ (494) | $ (417) |
Foreign currency translation adjustments | (3,729) | 1,322 |
Total accumulated other comprehensive income (loss) | $ (4,223) | $ 905 |