Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 27, 2018 | |
Document and Entity Information | ||
Entity Registrant Name | Mirati Therapeutics, Inc. | |
Entity Central Index Key | 1,576,263 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 32,358,534 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 105,963 | $ 107,703 |
Short-term investments | 154,221 | 43,134 |
Other current assets | 3,412 | 4,922 |
Total current assets | 263,596 | 155,759 |
Property and equipment, net | 445 | 525 |
Other long-term assets | 1,146 | 962 |
Total assets | 265,187 | 157,246 |
Current liabilities | ||
Accounts payable and accrued liabilities | 17,811 | 13,644 |
Deferred revenue | 318 | 0 |
Total current liabilities | 18,129 | 13,644 |
Deferred revenue and other liabilities | 714 | 314 |
Total liabilities | 18,843 | 13,958 |
Stockholders’ equity | ||
Preferred stock, $0.001 par value; 10,000,000 shares authorized; none issued and outstanding at both June 30, 2018 and December 31, 2017 | 0 | 0 |
Common stock, $0.001 par value; 100,000,000 shares authorized; 32,313,440 and 28,622,886 issued and outstanding at June 30, 2018 and December 31, 2017, respectively | 32 | 29 |
Additional paid-in capital | 740,172 | 594,407 |
Accumulated other comprehensive income | 9,345 | 9,479 |
Accumulated deficit | (503,205) | (460,627) |
Total stockholders’ equity | 246,344 | 143,288 |
Total liabilities and stockholders’ equity | $ 265,187 | $ 157,246 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 32,313,440 | 28,622,886 |
Common stock, shares outstanding (in shares) | 32,313,440 | 28,622,886 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
License and collaboration revenues | $ 0 | $ 0 | $ 9,467 | $ 0 |
Total revenue | 0 | 0 | 9,467 | 0 |
Expenses | ||||
Research and development | 23,829 | 14,962 | 43,488 | 29,359 |
General and administrative | 4,841 | 3,654 | 9,995 | 7,347 |
Total operating expenses | 28,670 | 18,616 | 53,483 | 36,706 |
Loss from operations | (28,670) | (18,616) | (44,016) | (36,706) |
Other income, net | 801 | 277 | 1,438 | 521 |
Net loss | (27,869) | (18,339) | (42,578) | (36,185) |
Unrealized gain (loss) on available-for-sale investments | 154 | (104) | (134) | (33) |
Comprehensive loss | $ (27,715) | $ (18,443) | $ (42,712) | $ (36,218) |
Basic and diluted net loss per share | $ (0.94) | $ (0.74) | $ (1.45) | $ (1.47) |
Weighted average number of shares used in computing net loss per share, basic and diluted | 29,757,986 | 24,950,012 | 29,303,308 | 24,668,540 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Operating activities: | ||
Net loss | $ (42,578) | $ (36,185) |
Non-cash adjustments reconciling net loss to operating cash flows: | ||
Depreciation | 80 | 91 |
Amortization of premium on investments | (376) | (178) |
Share-based compensation expense | 7,534 | 3,989 |
Changes in operating assets and liabilities: | ||
Other current assets | 1,510 | (2,054) |
Other long-term assets | 184 | (1,605) |
Accounts payable, accrued liabilities, deferred revenue and other liabilities | 4,885 | (3,117) |
Cash flows used in operating activities | (29,129) | (35,849) |
Investing activities: | ||
Purchases of short-term investments | (151,336) | (86,424) |
Disposal and maturities of short-term investments | 40,492 | 53,038 |
Purchases of property and equipment | 0 | 80 |
Cash flows used in investing activities | (110,844) | (33,466) |
Financing activities: | ||
Proceeds from sale of common stock, net | 130,660 | 66,816 |
Proceeds from exercise of common stock options | 7,371 | 0 |
Proceeds from stock issuances under employee stock purchase plan | 202 | 71 |
Cash flows provided by financing activities | 138,233 | 66,887 |
Decrease in cash and cash equivalents | (1,740) | (2,428) |
Cash and cash equivalents, beginning of period | 107,703 | 22,383 |
Cash and cash equivalents, end of period | $ 105,963 | $ 19,955 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Mirati Therapeutics, Inc. ("Mirati" or the "Company") is a clinical-stage oncology company developing product candidates to address the genetic, epigenetic and immunological promoters of cancer. The Company was incorporated under the laws of the State of Delaware on April 29, 2013 as Mirati Therapeutics, Inc. and is located in San Diego, California. The Company has a wholly owned subsidiary in Canada, MethylGene, Inc., and operates in one business segment, primarily in the United States. The Company's common stock has been listed on the NASDAQ Global Select Market since June 5, 2018, and was previously listed on the NASDAQ Capital Market since July 15, 2013, under the ticker symbol "MRTX." |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC") and, therefore, certain information and disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been omitted. In the opinion of management, the information reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. All such adjustments are of a normal recurring nature. Interim results are not necessarily indicative of results for the full year. The condensed consolidated balance sheet at December 31, 2017 has been derived from the audited consolidated financial statements at that date, but does not include all information and footnotes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . Use of Estimates The preparation of the Company's unaudited condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Reported amounts and note disclosures reflect the overall economic conditions that are most likely to occur and anticipated measures management intends to take. Actual results could differ materially from those estimates. Estimates and assumptions are reviewed quarterly. Any revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Cash, Cash Equivalents and Short-term Investments Cash and cash equivalents consist of cash and highly liquid securities with original maturities at the date of acquisition of ninety days or less. Investments with an original maturity of more than ninety days are considered short-term investments and have been classified by management as available-for-sale. These investments are classified as current assets, even though the stated maturity date may be one year or more beyond the current balance sheet date, which reflects management’s intention to use the proceeds from sales of these securities to fund its operations, as necessary. Such investments are carried at fair value, and the unrealized gains and losses are reported as a component of accumulated other comprehensive income (loss) in stockholders’ equity until realized. Realized gains and losses from the sale of available-for-sale securities, if any, are determined on a specific identification basis. Concentration of Credit Risk The Company invests its excess cash in accordance with its investment policy. The Company's investments are comprised primarily of commercial paper and debt instruments of financial institutions, corporations, U.S. government-sponsored agencies and the U.S. Treasury. The Company mitigates credit risk by maintaining a diversified portfolio and limiting the amount of investment exposure as to institution, maturity and investment type. Financial instruments that potentially subject the Company to significant credit risk consist principally of cash equivalents and short-term investments. Revenue Recognition Effective January 1, 2017, the Company adopted Accounting Standards Codification, or ASC, Topic 606, Revenue from Contracts with Customers, using the full retrospective transition method. As the Company did not have any revenue contracts prior to the first quarter of 2018, an adjustment to prior periods under this method was not applicable. This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. Under Topic 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of Topic 606, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations, and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. See footnote 9 for a complete discussion of the revenue recognition for the Company’s collaboration and license agreement. Net loss per share Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of common shares outstanding during the period, without consideration for common share equivalents. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and common share equivalents outstanding for the period. Common share equivalents outstanding, determined using the treasury stock method, are comprised of shares that may be issued under the Company’s stock option and warrant agreements. The following table presents the weighted-average number of common share equivalents, calculated using the treasury stock method, not included in the calculation of diluted net loss per share due to the anti-dilutive effect of the securities: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Common stock options 1,766,047 — 1,646,198 — Common stock warrants 11,488,628 7,256,368 11,442,505 6,855,779 Total 13,254,675 7,256,368 13,088,703 6,855,779 |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recently Adopted and Recently Issued Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board ("FASB") or other standard setting bodies that are adopted by the Company as of the specified effective date. Recently Adopted Accounting Pronouncements In May 2017, the FASB issued Accounting Standards Update ("ASU") 2017-09, Compensation-Stock Compensation, to provide clarity and reduce both 1) diversity in practice and 2) cost and complexity when applying the guidance in Topic 718 to a change in the terms or conditions of a share-based payment award. ASU 2017-09 provided guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting under Topic 718. The amendments in ASU 2017-09 were effective for fiscal and interim reporting periods in fiscal years beginning after December 15, 2017. The amendments in ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date. Effective January 1, 2018, the Company adopted the provisions of ASU 2017-09. The adoption did not have a material impact on the Company's consolidated financial statements or related financial statement disclosures. In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The new guidance enhanced the reporting model for financial instruments and includes amendments to address aspects of recognition, measurement, presentation and disclosure. The update to the standard was effective for public companies for interim and annual periods beginning after December 15, 2017. Effective January 1, 2018, the Company adopted the provisions of ASU 2016-01. The adoption did not have a material impact on the Company's consolidated financial statements or related financial statement disclosures. Recently Issued Accounting Pronouncements In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606. Effective for public business entities for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company does not anticipate that the adoption of ASU 2018-07 will have a material impact on its consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Non-controlling Interests with a Scope Exception. The ASU allows companies to exclude a down round feature when determining whether a financial instrument (or embedded conversion feature) is considered indexed to the entity’s own stock. As a result, financial instruments (or embedded conversion features) with down round features may no longer be required to be classified as liabilities. A company will recognize the value of a down round feature only when it is triggered and the strike price has been adjusted downward. For equity-classified freestanding financial instruments, such as warrants, an entity will treat the value of the effect of the down round, when triggered, as a dividend and a reduction of income available to common shareholders in computing basic earnings per share. For convertible instruments with embedded conversion features containing down round provisions, entities will recognize the value of the down round as a beneficial conversion discount to be amortized to earnings. The guidance in ASU 2017-11 is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted, and the guidance is to be applied using a full or modified retrospective approach. The Company does not anticipate that the adoption of ASU 2017-11 will have a material impact on its consolidated financial statements unless a transaction occurs that would need to be evaluated under this guidance at which time the Company will assess the impact of this standard. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. ASU 2016-02 requires that a lessee should recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018 (including interim periods within those periods) using a modified retrospective approach and early adoption is permitted. The Company will adopt ASU 2016-02 in the first quarter of 2019. Although the Company is in the process of evaluating the impact of adoption of the ASU on its consolidated financial statements, the Company currently believes the most significant changes will be related to the recognition of new right-of-use assets and lease liabilities on the Company's balance sheet for real estate operating leases. |
Short-term Investments
Short-term Investments | 6 Months Ended |
Jun. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Short-term Investments | Short-term Investments The following tables summarize the Company's short-term investments (dollars in thousands): As of June 30, 2018 Maturity Amortized cost Gross unrealized gains Gross unrealized losses Estimated fair value Corporate debt securities 1 year or less 1 $ 89,084 $ — $ (163 ) $ 88,921 Commercial paper 1 year or less 65,313 14 (27 ) 65,300 $ 154,397 $ 14 $ (190 ) $ 154,221 As of December 31, 2017 Maturity Amortized cost Gross unrealized gains Gross unrealized losses Estimated fair value Corporate debt securities 1 year or less $ 24,264 $ — $ (23 ) $ 24,241 Commercial paper 1 year or less 18,912 — (19 ) 18,893 $ 43,176 $ — $ (42 ) $ 43,134 1 Includes $1.7 million of assets that will mature in 13 months. Unrealized gains and losses on available-for-sale securities are included as a component of comprehensive loss. At June 30, 2018 , the Company did not have any securities in material unrealized loss positions. The Company reviews its investments to identify and evaluate investments that have an indication of possible other-than-temporary impairment. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been less than the cost basis, the financial condition and near-term prospects of the investee, and the Company’s intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. The Company does not intend to sell any investments prior to recovery of their amortized cost basis for any investments in an unrealized loss position. |
Fair value measurements
Fair value measurements | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | Fair value measurements The Company has certain financial assets and liabilities recorded at fair value which have been classified as Level 1 or 2 within the fair value hierarchy as described in the accounting standards for fair value measurements. The authoritative guidance for fair value measurements defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or the most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact. The guidance prioritizes the inputs used in measuring fair value into the following hierarchy: • Level 1- Quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2- Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and • Level 3- Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing. The following tables summarize the assets measured at fair value on a recurring basis (in thousands): June 30, 2018 Total Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash $ 6,844 $ 6,844 $ — $ — Money market funds 99,119 99,119 — — Total cash and cash equivalents 105,963 105,963 — — Short-term investments: Corporate debt securities 88,921 — 88,921 — Commercial paper 65,300 — 65,300 — Total short-term investments 154,221 — 154,221 — Total $ 260,184 $ 105,963 $ 154,221 $ — December 31, 2017 Total Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash $ 1,026 $ 1,026 $ — $ — Money market funds 106,677 106,677 — — Total cash and cash equivalents 107,703 107,703 — — Short-term investments: Corporate debt securities 24,241 — 24,241 — Commercial paper 18,893 — 18,893 — Total short-term investments 43,134 — 43,134 — Total $ 150,837 $ 107,703 $ 43,134 $ — The Company’s investments in Level 1 assets are valued based on publicly available quoted market prices for identical securities as of June 30, 2018 and December 31, 2017 . The Company determines the fair value of Level 2 related securities with the aid of valuations provided by third parties using proprietary valuation models and analytical tools. These valuation models and analytical tools use market pricing or prices for similar instruments that are both objective and publicly available, including matrix pricing or reported trades, benchmark yields, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids and/or offers. There were no transfers between fair value measurement levels during the three and six months ended June 30, 2018 or the year ended December 31, 2017 . |
Other current assets and other
Other current assets and other long-term assets | 6 Months Ended |
Jun. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other current assets and other long-term assets | Other current assets and other long-term assets Other current assets consisted of the following (in thousands): June 30, December 31, 2018 2017 Prepaid expenses $ 1,551 $ 3,085 Deposits and other receivables 1,071 1,600 Interest receivable 790 237 $ 3,412 $ 4,922 The other long-term assets balance consisted of $1.1 million and $1.0 million in deposits paid in conjunction with the Company's research and development activities as of June 30, 2018 and December 31, 2017 , respectively. |
Property and equipment, net
Property and equipment, net | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Property and equipment, net Property and equipment consisted of the following (in thousands): June 30, December 31, 2018 2017 Computer equipment $ 329 $ 329 Office and other equipment 301 301 Laboratory equipment 643 643 Leasehold improvements 63 63 Gross property and equipment 1,336 1,336 Less: Accumulated depreciation (891 ) (811 ) Property and equipment, net $ 445 $ 525 The Company incurred immaterial depreciation expense for both the three months ended June 30, 2018 and 2017 and $0.1 million for both the six months ended June 30, 2018 and 2017 . |
Accounts payable and accrued li
Accounts payable and accrued liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accounts payable and accrued liabilities | Accounts payable, accrued liabilities and long-term liabilities Accounts payable and accrued liabilities consisted of the following (in thousands): June 30, December 31, 2018 2017 Accounts payable $ 4,266 $ 4,344 Accrued clinical, development and other expenses 11,025 6,279 Accrued compensation and benefits 2,520 3,021 $ 17,811 $ 13,644 The long-term liabilities balance of $0.7 million as of June 30, 2018 consisted of $0.2 million in deferred revenue and $0.5 million in other liabilities. The long-term liabilities balance of $0.3 million as of December 31, 2017 consisted of $0.3 million in other liabilities. |
BeiGene Agreement
BeiGene Agreement | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
BeiGene Agreement | BeiGene Agreement Terms of Agreement On January 7, 2018, the Company and BeiGene Ltd, ("BeiGene") entered into a Collaboration and License Agreement (the “Agreement”), pursuant to which the Company and BeiGene agreed to collaboratively develop sitravatinib in Asia (excluding Japan and certain other countries), Australia and New Zealand (the “Licensed Territory”). BeiGene is considered a related party as the Company and BeiGene have a common investor. Under the Agreement, the Company granted BeiGene an exclusive license to develop, manufacture and commercialize sitravatinib in the Licensed Territory, with Mirati retaining exclusive rights for the development, manufacture and commercialization of sitravatinib outside the Licensed Territory. As consideration for the rights granted to BeiGene under the Agreement, BeiGene paid the Company a non-refundable, non-creditable up-front fee of $10.0 million . BeiGene is also required to make milestone payments to the Company of up to an aggregate of $123.0 million upon the first achievement of specified clinical, regulatory and sales milestones. The Agreement additionally provides that BeiGene is obligated to pay to the Company royalties at tiered percentage rates ranging from mid-single digits to twenty percent on annual net sales of licensed products in the Licensed Territory, subject to reduction under specified circumstances. The Agreement also provides that the Company will supply BeiGene with sitravatinib for use in BeiGene’s development activities in the Licensed Territory. The Agreement will terminate upon the expiration of the last royalty term for the licensed products, which is the latest of (i) the date of expiration of the last valid patent claim related to the licensed products under the Agreement, (ii) 10 years after the first commercial sale of a licensed product and (iii) the expiration of any regulatory exclusivity as to a licensed product. BeiGene may terminate the Agreement at any time by providing 60 days prior written notice to the Company. Either party may terminate the Agreement upon a material breach by the other party that remains uncured following 60 days after the date of written notice of such breach or upon certain bankruptcy events. In addition, the Company may terminate the Agreement upon written notice to BeiGene under specified circumstances if BeiGene challenges the licensed patent rights. Revenue Recognition The Company evaluated the Agreement under Topic 606. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under the Agreement, the Company performed the following steps: (i) identified the promised goods or services in the contract; (ii) determined whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measured the transaction price, including any constraints on variable consideration; (iv) allocated the transaction price to the performance obligations; and (v) recognizes revenue when (or as) the Company satisfies each performance obligation. The Company determined the transaction price is equal to the up-front fee of $10.0 million . The transaction price was allocated to the performance obligations on the basis of the relative stand-alone selling price estimated for each performance obligation. In estimating the stand-alone selling price for each performance obligation, the Company developed assumptions that require judgment and included forecasted revenues, expected development timelines, discount rates, probabilities of technical and regulatory success and costs for manufacturing clinical supplies. A description of the performance obligations identified under the Agreement, as well as the amount of revenue allocated to each performance obligation, follows: Licenses of Intellectual Property. The license to the Company’s intellectual property, bundled with the associated know-how, represents a distinct performance obligation. The license and associated know-how was transferred to BeiGene during the three months ended March 31, 2018, therefore the Company recognized the full revenue related to this performance obligation in the amount of $9.5 million during the three months ended March 31, 2018. Manufacturing Supply Services. The Company's initial obligation to supply sitravatinib for clinical development in the Licensed Territory represents a distinct performance obligation. As such, the Company deferred $0.5 million of revenue related to the manufacturing supply services, and will recognize revenue when BeiGene obtains control of the goods, upon delivery, and which is expected to occur in late 2018 and continue into 2020. The Company may also become responsible for manufacturing sitravatinib for clinical and commercial supply and will receive reimbursement that approximates stand-alone selling prices. No amounts have been recognized for this performance obligation for the three and six months ended June 30, 2018. Milestone Payments. The Company evaluated whether the milestones are considered probable of being reached and determined that since the milestone payments are not within the control of the Company or BeiGene (due to the requirement for regulatory approvals), the milestones are not considered probable of being achieved, therefore no revenue was recorded related to the milestones either at the inception of the Agreement or for the three and six months ended June 30, 2018. At the end of each subsequent reporting period, the Company will re-evaluate the probability of achievement of each milestone and any related constraint, and if necessary, adjust its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect the reported amount of license and collaboration revenues in the period of adjustment. Royalties. As the license is deemed to be the predominant item to which sales-based royalties relate, the Company will recognize revenue when the related sales occur. No royalty revenue was recognized during the three and six months ended June 30, 2018 . The following table presents a summary of the activity in the Company's contract liabilities during the six months ended June 30, 2018 (in thousands): December 31, 2017 Additions Deductions June 30, 2018 Contract liabilities: Deferred revenue - current $ — $ 318 $ — $ 318 Deferred revenue - non-current — 215 — 215 Total contract liabilities: $ — $ 533 $ — $ 533 |
Warrants
Warrants | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Warrants | Warrants As of June 30, 2018 , the following warrants for common stock were issued and outstanding: Issue date Expiration date Exercise price Number of warrants outstanding January 11, 2017 None $ 0.001 7,258,263 November 20, 2017 None $ 0.001 4,137,999 June 11, 2018 None $ 0.001 421,650 11,817,912 During the three and six months ended June 30, 2018 and 2017, no warrants were exercised. Stockholders' Equity Sale of Common Stock In June 2018, the Company sold 3,162,500 shares of its common stock at a public offering price of $38.85 per share and sold warrants to purchase up to 421,650 shares of its common stock at a public offering price of $38.849 per warrant. After deducting underwriter discounts and offering expenses, the Company received net proceeds from the transaction of $130.7 million . The public offering price for the warrants was equal to the public offering price of the common stock, less the $0.001 per share exercise price of each warrant. The warrants were recorded as a component of stockholders’ equity within additional paid-in capital. Per their terms, the outstanding warrants to purchase shares of common stock may not be exercised if certain holders' ownership of the Company’s common stock would exceed 9.99% for certain holders, 15.0% for certain holders, and 19.99% for other holders, following such exercise. Pursuant to the terms of the financing, the Company has an effective resale registration statement on file with the SEC covering shares of common stock sold and shares of common stock issuable upon the exercise of the warrants. Share-based Compensation Total share-based compensation expense by statement of operations and comprehensive loss classification is presented below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Research and development expense $ 1,771 $ 938 $ 3,264 $ 1,919 General and administrative expense 2,103 1,285 4,270 2,070 $ 3,874 $ 2,223 $ 7,534 $ 3,989 During the three and six months ended June 30, 2018 , 110,860 and 513,808 shares were issued pursuant to stock option exercises, generating net proceeds of $1.5 million and $7.4 million , respectively. During the three and six months ended June 30, 2017 , no shares were issued pursuant to stock option exercises. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Leases [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies On June 24, 2014, the Company entered into a lease agreement for 18,000 square feet of completed office and laboratory space located in San Diego, California. The office space under the lease is the Company's corporate headquarters. The lease commenced in two phases (in July 2014 and March 2015) at a combined total initial monthly rent of $24,100 per month. The leased property is subject to a 3% annual rent increase following availability that results in the Company recording deferred rent over the term of the lease. In addition to such base monthly rent, the Company is obligated to pay certain customary amounts for its share of operating expenses and facility amenities. The original lease provided for expiration on January 31, 2018. On March 23, 2017, the Company entered into a First Amendment to Lease Agreement to amend the original lease agreement. This amendment extended the term of the original lease for one year through January 31, 2019. Subsequently, on April 5, 2018, the Company entered into a Second Amendment to Lease Agreement to extend the lease term through January 31, 2020. All other material terms and covenants from the original lease agreement remain unchanged. Future minimum payments required under the lease are summarized as follows (in thousands): Year Ending December 31: 2018 $ 131 2019 315 2020 26 Total minimum lease payments $ 472 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stockholders' Equity | Warrants As of June 30, 2018 , the following warrants for common stock were issued and outstanding: Issue date Expiration date Exercise price Number of warrants outstanding January 11, 2017 None $ 0.001 7,258,263 November 20, 2017 None $ 0.001 4,137,999 June 11, 2018 None $ 0.001 421,650 11,817,912 During the three and six months ended June 30, 2018 and 2017, no warrants were exercised. Stockholders' Equity Sale of Common Stock In June 2018, the Company sold 3,162,500 shares of its common stock at a public offering price of $38.85 per share and sold warrants to purchase up to 421,650 shares of its common stock at a public offering price of $38.849 per warrant. After deducting underwriter discounts and offering expenses, the Company received net proceeds from the transaction of $130.7 million . The public offering price for the warrants was equal to the public offering price of the common stock, less the $0.001 per share exercise price of each warrant. The warrants were recorded as a component of stockholders’ equity within additional paid-in capital. Per their terms, the outstanding warrants to purchase shares of common stock may not be exercised if certain holders' ownership of the Company’s common stock would exceed 9.99% for certain holders, 15.0% for certain holders, and 19.99% for other holders, following such exercise. Pursuant to the terms of the financing, the Company has an effective resale registration statement on file with the SEC covering shares of common stock sold and shares of common stock issuable upon the exercise of the warrants. Share-based Compensation Total share-based compensation expense by statement of operations and comprehensive loss classification is presented below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Research and development expense $ 1,771 $ 938 $ 3,264 $ 1,919 General and administrative expense 2,103 1,285 4,270 2,070 $ 3,874 $ 2,223 $ 7,534 $ 3,989 During the three and six months ended June 30, 2018 , 110,860 and 513,808 shares were issued pursuant to stock option exercises, generating net proceeds of $1.5 million and $7.4 million , respectively. During the three and six months ended June 30, 2017 , no shares were issued pursuant to stock option exercises. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC") and, therefore, certain information and disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been omitted. In the opinion of management, the information reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. All such adjustments are of a normal recurring nature. Interim results are not necessarily indicative of results for the full year. The condensed consolidated balance sheet at December 31, 2017 has been derived from the audited consolidated financial statements at that date, but does not include all information and footnotes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . |
Use of Estimates | Use of Estimates The preparation of the Company's unaudited condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Reported amounts and note disclosures reflect the overall economic conditions that are most likely to occur and anticipated measures management intends to take. Actual results could differ materially from those estimates. Estimates and assumptions are reviewed quarterly. Any revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. |
Cash and Cash Equivalents | Cash, Cash Equivalents and Short-term Investments Cash and cash equivalents consist of cash and highly liquid securities with original maturities at the date of acquisition of ninety days or less. |
Short-term Investments | Investments with an original maturity of more than ninety days are considered short-term investments and have been classified by management as available-for-sale. These investments are classified as current assets, even though the stated maturity date may be one year or more beyond the current balance sheet date, which reflects management’s intention to use the proceeds from sales of these securities to fund its operations, as necessary. |
Concentration of Credit Risk | Concentration of Credit Risk The Company invests its excess cash in accordance with its investment policy. The Company's investments are comprised primarily of commercial paper and debt instruments of financial institutions, corporations, U.S. government-sponsored agencies and the U.S. Treasury. The Company mitigates credit risk by maintaining a diversified portfolio and limiting the amount of investment exposure as to institution, maturity and investment type. Financial instruments that potentially subject the Company to significant credit risk consist principally of cash equivalents and short-term investments. |
New accounting pronouncements | Recently Adopted Accounting Pronouncements In May 2017, the FASB issued Accounting Standards Update ("ASU") 2017-09, Compensation-Stock Compensation, to provide clarity and reduce both 1) diversity in practice and 2) cost and complexity when applying the guidance in Topic 718 to a change in the terms or conditions of a share-based payment award. ASU 2017-09 provided guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting under Topic 718. The amendments in ASU 2017-09 were effective for fiscal and interim reporting periods in fiscal years beginning after December 15, 2017. The amendments in ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date. Effective January 1, 2018, the Company adopted the provisions of ASU 2017-09. The adoption did not have a material impact on the Company's consolidated financial statements or related financial statement disclosures. In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The new guidance enhanced the reporting model for financial instruments and includes amendments to address aspects of recognition, measurement, presentation and disclosure. The update to the standard was effective for public companies for interim and annual periods beginning after December 15, 2017. Effective January 1, 2018, the Company adopted the provisions of ASU 2016-01. The adoption did not have a material impact on the Company's consolidated financial statements or related financial statement disclosures. Recently Issued Accounting Pronouncements In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606. Effective for public business entities for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company does not anticipate that the adoption of ASU 2018-07 will have a material impact on its consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Non-controlling Interests with a Scope Exception. The ASU allows companies to exclude a down round feature when determining whether a financial instrument (or embedded conversion feature) is considered indexed to the entity’s own stock. As a result, financial instruments (or embedded conversion features) with down round features may no longer be required to be classified as liabilities. A company will recognize the value of a down round feature only when it is triggered and the strike price has been adjusted downward. For equity-classified freestanding financial instruments, such as warrants, an entity will treat the value of the effect of the down round, when triggered, as a dividend and a reduction of income available to common shareholders in computing basic earnings per share. For convertible instruments with embedded conversion features containing down round provisions, entities will recognize the value of the down round as a beneficial conversion discount to be amortized to earnings. The guidance in ASU 2017-11 is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted, and the guidance is to be applied using a full or modified retrospective approach. The Company does not anticipate that the adoption of ASU 2017-11 will have a material impact on its consolidated financial statements unless a transaction occurs that would need to be evaluated under this guidance at which time the Company will assess the impact of this standard. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. ASU 2016-02 requires that a lessee should recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018 (including interim periods within those periods) using a modified retrospective approach and early adoption is permitted. The Company will adopt ASU 2016-02 in the first quarter of 2019. Although the Company is in the process of evaluating the impact of adoption of the ASU on its consolidated financial statements, the Company currently believes the most significant changes will be related to the recognition of new right-of-use assets and lease liabilities on the Company's balance sheet for real estate operating leases. |
Net loss per share | Net loss per share Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of common shares outstanding during the period, without consideration for common share equivalents. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and common share equivalents outstanding for the period. Common share equivalents outstanding, determined using the treasury stock method, are comprised of shares that may be issued under the Company’s stock option and warrant agreements. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive | The following table presents the weighted-average number of common share equivalents, calculated using the treasury stock method, not included in the calculation of diluted net loss per share due to the anti-dilutive effect of the securities: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Common stock options 1,766,047 — 1,646,198 — Common stock warrants 11,488,628 7,256,368 11,442,505 6,855,779 Total 13,254,675 7,256,368 13,088,703 6,855,779 |
Short-term Investments (Tables)
Short-term Investments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Securities Reconciliation | The following tables summarize the Company's short-term investments (dollars in thousands): As of June 30, 2018 Maturity Amortized cost Gross unrealized gains Gross unrealized losses Estimated fair value Corporate debt securities 1 year or less 1 $ 89,084 $ — $ (163 ) $ 88,921 Commercial paper 1 year or less 65,313 14 (27 ) 65,300 $ 154,397 $ 14 $ (190 ) $ 154,221 As of December 31, 2017 Maturity Amortized cost Gross unrealized gains Gross unrealized losses Estimated fair value Corporate debt securities 1 year or less $ 24,264 $ — $ (23 ) $ 24,241 Commercial paper 1 year or less 18,912 — (19 ) 18,893 $ 43,176 $ — $ (42 ) $ 43,134 1 Includes $1.7 million of assets that will mature in 13 months. |
Fair value measurements (Tables
Fair value measurements (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets and liabilities that are measured at fair value on a recurring basis | The following tables summarize the assets measured at fair value on a recurring basis (in thousands): June 30, 2018 Total Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash $ 6,844 $ 6,844 $ — $ — Money market funds 99,119 99,119 — — Total cash and cash equivalents 105,963 105,963 — — Short-term investments: Corporate debt securities 88,921 — 88,921 — Commercial paper 65,300 — 65,300 — Total short-term investments 154,221 — 154,221 — Total $ 260,184 $ 105,963 $ 154,221 $ — December 31, 2017 Total Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash $ 1,026 $ 1,026 $ — $ — Money market funds 106,677 106,677 — — Total cash and cash equivalents 107,703 107,703 — — Short-term investments: Corporate debt securities 24,241 — 24,241 — Commercial paper 18,893 — 18,893 — Total short-term investments 43,134 — 43,134 — Total $ 150,837 $ 107,703 $ 43,134 $ — |
Other current assets (Tables)
Other current assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of other current assets | Other current assets consisted of the following (in thousands): June 30, December 31, 2018 2017 Prepaid expenses $ 1,551 $ 3,085 Deposits and other receivables 1,071 1,600 Interest receivable 790 237 $ 3,412 $ 4,922 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment consisted of the following (in thousands): June 30, December 31, 2018 2017 Computer equipment $ 329 $ 329 Office and other equipment 301 301 Laboratory equipment 643 643 Leasehold improvements 63 63 Gross property and equipment 1,336 1,336 Less: Accumulated depreciation (891 ) (811 ) Property and equipment, net $ 445 $ 525 |
Accounts payable and accrued 24
Accounts payable and accrued liabilities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable and accrued liabilities | Accounts payable and accrued liabilities consisted of the following (in thousands): June 30, December 31, 2018 2017 Accounts payable $ 4,266 $ 4,344 Accrued clinical, development and other expenses 11,025 6,279 Accrued compensation and benefits 2,520 3,021 $ 17,811 $ 13,644 |
BeiGene Agreement (Tables)
BeiGene Agreement (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Contract with Customer, Asset and Liability | The following table presents a summary of the activity in the Company's contract liabilities during the six months ended June 30, 2018 (in thousands): December 31, 2017 Additions Deductions June 30, 2018 Contract liabilities: Deferred revenue - current $ — $ 318 $ — $ 318 Deferred revenue - non-current — 215 — 215 Total contract liabilities: $ — $ 533 $ — $ 533 |
Warrants (Tables)
Warrants (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of Warrants Issued and Outstanding | As of June 30, 2018 , the following warrants for common stock were issued and outstanding: Issue date Expiration date Exercise price Number of warrants outstanding January 11, 2017 None $ 0.001 7,258,263 November 20, 2017 None $ 0.001 4,137,999 June 11, 2018 None $ 0.001 421,650 11,817,912 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Leases [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum payments required under the lease are summarized as follows (in thousands): Year Ending December 31: 2018 $ 131 2019 315 2020 26 Total minimum lease payments $ 472 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Employee Service Share-based Compensation Allocation | Total share-based compensation expense by statement of operations and comprehensive loss classification is presented below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Research and development expense $ 1,771 $ 938 $ 3,264 $ 1,919 General and administrative expense 2,103 1,285 4,270 2,070 $ 3,874 $ 2,223 $ 7,534 $ 3,989 |
Description of Business (Detail
Description of Business (Details) | 6 Months Ended |
Jun. 30, 2018segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 1 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Narrative (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Marketable Securities | |
Minimum original maturity period of marketable securities | 90 days |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Antidilutive Securities (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 13,254,675 | 7,256,368 | 13,088,703 | 6,855,779 |
Common stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 1,766,047 | 0 | 1,646,198 | 0 |
Common stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 11,488,628 | 7,256,368 | 11,442,505 | 6,855,779 |
Short-term Investments (Details
Short-term Investments (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale, Amortized cost | $ 154,397 | $ 43,176 |
Available-for-sale, Gross unrealized gains | 14 | 0 |
Available-for-sale, Gross unrealized losses | (190) | (42) |
Available-for-sale Securities | $ 154,221 | $ 43,134 |
Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities, Maximum Maturity Period | 1 year | 1 year |
Available-for-sale, Amortized cost | $ 89,084 | $ 24,264 |
Available-for-sale, Gross unrealized gains | 0 | 0 |
Available-for-sale, Gross unrealized losses | (163) | (23) |
Available-for-sale Securities | 88,921 | $ 24,241 |
Available-for-sale, Estimated fair value | $ 1,700 | |
Commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities, Maximum Maturity Period | 1 year | 1 year |
Available-for-sale, Amortized cost | $ 65,313 | $ 18,912 |
Available-for-sale, Gross unrealized gains | 14 | 0 |
Available-for-sale, Gross unrealized losses | (27) | (19) |
Available-for-sale Securities | $ 65,300 | $ 18,893 |
Fair value measurements (Detail
Fair value measurements (Details) - Recurring basis - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 105,963 | $ 107,703 |
Short-term investments | 154,221 | 43,134 |
Total | 260,184 | 150,837 |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 88,921 | 24,241 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 65,300 | 18,893 |
Cash | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 6,844 | 1,026 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 99,119 | 106,677 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 105,963 | 107,703 |
Short-term investments | 0 | 0 |
Total | 105,963 | 107,703 |
Level 1 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Cash | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 6,844 | 1,026 |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 99,119 | 106,677 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Short-term investments | 154,221 | 43,134 |
Total | 154,221 | 43,134 |
Level 2 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 88,921 | 24,241 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 65,300 | 18,893 |
Level 2 | Cash | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Short-term investments | 0 | 0 |
Total | 0 | 0 |
Level 3 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Cash | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 0 | $ 0 |
Other current assets (Details)
Other current assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid expenses | $ 1,551 | $ 3,085 |
Security deposits and other receivables | 1,071 | 1,600 |
Interest receivable | 790 | 237 |
Other current assets | 3,412 | 4,922 |
Deposits paid for research and development | $ 1,100 | $ 1,000 |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, Gross | $ 1,336 | $ 1,336 | $ 1,336 | |
Less: Accumulated depreciation | (891) | (891) | (811) | |
Property and equipment, net | 445 | 445 | 525 | |
Depreciation | 100 | 80 | $ 91 | |
Computer equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, Gross | 329 | 329 | 329 | |
Office and other equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, Gross | 301 | 301 | 301 | |
Laboratory equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, Gross | 643 | 643 | 643 | |
Leasehold improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, Gross | $ 63 | $ 63 | $ 63 |
Accounts payable and accrued 36
Accounts payable and accrued liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 4,266 | $ 4,344 |
Accrued expenses | 11,025 | 6,279 |
Accrued compensation and benefits | 2,520 | 3,021 |
Total accounts payable and accrued liabilities | 17,811 | 13,644 |
Deferred revenue and other liabilities | 714 | 314 |
Deferred revenue | 200 | $ 300 |
Other liabilities | $ 500 |
BeiGene Agreement Narrative (De
BeiGene Agreement Narrative (Details) - BeiGene - USD ($) | Jan. 07, 2018 | Jun. 30, 2018 |
Disaggregation of Revenue [Line Items] | ||
Upfront fee received | $ 10,000,000 | |
Milestone payments receivable | $ 123,000,000 | |
Revenue from contract with customer | $ 9,500,000 | |
Remaining performance obligation | $ 500,000 |
BeiGene Agreement (Details)
BeiGene Agreement (Details) | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Change in Contract with Customer Liability [Roll Forward] | |
Deferred revenue - current | $ 0 |
Additions | 318,000 |
Deductions | 0 |
Deferred revenue - current | 318,000 |
Deferred revenue - non-current | 0 |
Additions | 215,000 |
Deductions | 0 |
Deferred revenue - non-current | 215,000 |
Total contract liabilities: | 0 |
Additions | 533,000 |
Deductions | 0 |
Total contract liabilities: | $ 533,000 |
Warrants (Details)
Warrants (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Class of Warrant or Right [Line Items] | ||
Exercise price of warrants (in dollars per share) | $ 0 | |
Number of warrants outstanding | 11,817,912 | |
Warrants exercised via cashless exercises | 0 | 0 |
Class of Warrants Issued January 11, 2017 | ||
Class of Warrant or Right [Line Items] | ||
Exercise price of warrants (in dollars per share) | $ 0.001 | |
Number of warrants outstanding | 7,258,263 | |
November 20, 2017 Warrants | ||
Class of Warrant or Right [Line Items] | ||
Exercise price of warrants (in dollars per share) | $ 0.001 | |
Number of warrants outstanding | 4,137,999 | |
Class of Warrants Issued June 11, 2018 | ||
Class of Warrant or Right [Line Items] | ||
Exercise price of warrants (in dollars per share) | $ 0.001 | |
Number of warrants outstanding | 421,650 |
Commitments and Contingencies N
Commitments and Contingencies Narrative (Details) - Building | 6 Months Ended | |
Jun. 30, 2018USD ($) | Jun. 24, 2014ft² | |
Operating Leased Assets [Line Items] | ||
Square feet of space | ft² | 18,000 | |
Minimum monthly rental expense | $ | $ 24,100 | |
Annual rent increase (Percentage) | 3.00% |
Commitments and Contingencies F
Commitments and Contingencies Future Minimum Payments (Details) $ in Thousands | Jun. 30, 2018USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 131 |
2,019 | 315 |
2,020 | 26 |
Total minimum lease payments | $ 472 |
Stock-based compensation (Detai
Stock-based compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Number of shares issued | 3,162,500 | ||||
Allocated share-based compensation expense | $ 3,874 | $ 2,223 | $ 7,534 | $ 3,989 | |
Sale of stock, price per share | $ 38.85 | $ 38.85 | $ 38.85 | ||
Exercise price of warrants (in dollars per share) | $ 0 | $ 0 | $ 0 | ||
Consideration received on transaction | $ 130,700 | ||||
Shares issued | 110,860 | 0 | 513,808 | ||
Proceeds from stock options exercised | $ 1,500 | $ 7,400 | |||
Research and development expense | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Allocated share-based compensation expense | 1,771 | $ 938 | 3,264 | 1,919 | |
General and administrative expense | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Allocated share-based compensation expense | $ 2,103 | $ 1,285 | $ 4,270 | $ 2,070 | |
Note Warrant | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Number of shares issued | 421,650 | ||||
Sale of stock, price per share | $ 38.85 | $ 38.85 | $ 38.85 | ||
Ownership Threshold One | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Warrant exercise threshold, percentage of common stock owned | 9.99% | ||||
Ownership Threshold Two | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Warrant exercise threshold, percentage of common stock owned | 15.00% | ||||
Ownership Threshold Three | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Warrant exercise threshold, percentage of common stock owned | 19.99% |