Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 26, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ATRA | |
Entity Registrant Name | ATARA BIOTHERAPEUTICS, INC. | |
Entity Central Index Key | 0001604464 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 84,076,737 | |
Entity File Number | 001-36548 | |
Entity Tax Identification Number | 46-0920988 | |
Entity Address, Address Line One | 611 Gateway Blvd. | |
Entity Address, Address Line Two | Suite 900 | |
Entity Address, City or Town | South San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94080 | |
City Area Code | 650 | |
Local Phone Number | 278-8930 | |
Entity Incorporation, State or Country Code | DE | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 151,097 | $ 200,404 |
Short-term investments | 284,064 | 300,255 |
Restricted cash - short-term | 194 | 194 |
Accounts receivable | 9,610 | 1,250 |
Prepaid expenses and other current assets | 19,342 | 21,170 |
Total current assets | 464,307 | 523,273 |
Property and equipment, net | 51,471 | 50,517 |
Operating lease assets | 11,930 | 12,303 |
Restricted cash - long-term | 1,200 | 1,200 |
Other assets | 729 | 827 |
Total assets | 529,637 | 588,120 |
Current liabilities: | ||
Accounts payable | 17,355 | 7,118 |
Accrued compensation | 12,786 | 20,458 |
Accrued research and development expenses | 10,655 | 15,813 |
Deferred revenue | 35,497 | 33,455 |
Other current liabilities | 7,901 | 6,057 |
Total current liabilities | 84,194 | 82,901 |
Deferred revenue - long-term | 31,811 | 27,795 |
Operating lease liabilities - long-term | 12,569 | 13,041 |
Other long-term liabilities | 2,026 | 2,044 |
Total liabilities | 130,600 | 125,781 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Common stock—$0.0001 par value, 500,000 shares authorized as of March 31, 2021 and December 31, 2020; 84,075 and 83,372 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 8 | 8 |
Additional paid-in capital | 1,601,784 | 1,586,616 |
Accumulated other comprehensive income | 161 | 296 |
Accumulated deficit | (1,202,916) | (1,124,581) |
Total stockholders’ equity | 399,037 | 462,339 |
Total liabilities and stockholders’ equity | $ 529,637 | $ 588,120 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 84,075,000 | 83,372,000 |
Common stock, shares outstanding | 84,075,000 | 83,372,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
License and collaboration revenue | $ 3,552 | $ 0 |
Operating expenses: | ||
Research and development | 64,059 | 57,659 |
General and administrative | 17,738 | 17,038 |
Total operating expenses | 81,797 | 74,697 |
Loss from operations | (78,245) | (74,697) |
Interest and other (expense) income, net | (90) | 1,188 |
Net loss | (78,335) | (73,509) |
Other comprehensive loss: | ||
Unrealized loss on available-for-sale securities | (135) | (16) |
Comprehensive loss | $ (78,470) | $ (73,525) |
Net loss per common share: | ||
Basic and diluted net loss per common share | $ (0.86) | $ (1.20) |
Weighted-average shares outstanding used to calculate basic and diluted net loss per common share | 91,456 | 61,208 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | At The Market Offering | Common Stock | Common StockAt The Market Offering | Additional Paid-in Capital | Additional Paid-in CapitalAt The Market Offering | Accumulated Other Comprehensive Income | Accumulated Deficit |
Beginning balance at Dec. 31, 2019 | $ 290,781 | $ 6 | $ 1,108,516 | $ 220 | $ (817,961) | |||
Beginning balance (in shares) at Dec. 31, 2019 | 56,806 | |||||||
Issuance of common stock, net of commissions and offering costs, value | $ 22,987 | $ 22,987 | ||||||
Issuance of common stock, net of commissions and offering costs, shares | 1,528 | |||||||
Exercise of pre-funded warrants, shares | 57 | |||||||
RSU settlements, net of shares withheld | (1,395) | (1,395) | ||||||
RSU settlements, net of shares withheld, shares | 455 | |||||||
Issuance of common stock pursuant to employee stock awards | 1,330 | 1,330 | ||||||
Issuance of common stock pursuant to employee stock awards, shares | 94 | |||||||
Stock-based compensation expense | 12,644 | 12,644 | ||||||
Net loss | (73,509) | (73,509) | ||||||
Unrealized loss on available-for-sale securities | (16) | (16) | ||||||
Ending balance at Mar. 31, 2020 | 252,822 | $ 6 | 1,144,082 | 204 | (891,470) | |||
Ending balance (in shares) at Mar. 31, 2020 | 58,940 | |||||||
Beginning balance at Dec. 31, 2020 | 462,339 | $ 8 | 1,586,616 | 296 | (1,124,581) | |||
Beginning balance (in shares) at Dec. 31, 2020 | 83,372 | |||||||
Issuance of common stock, net of commissions and offering costs, value | $ 2,382 | $ 2,382 | ||||||
Issuance of common stock, net of commissions and offering costs, shares | 146 | |||||||
RSU settlements, net of shares withheld | (1,231) | (1,231) | ||||||
RSU settlements, net of shares withheld, shares | 449 | |||||||
Issuance of common stock pursuant to employee stock awards | 1,749 | 1,749 | ||||||
Issuance of common stock pursuant to employee stock awards, shares | 108 | |||||||
Stock-based compensation expense | 12,268 | 12,268 | ||||||
Net loss | (78,335) | (78,335) | ||||||
Unrealized loss on available-for-sale securities | (135) | (135) | ||||||
Ending balance at Mar. 31, 2021 | $ 399,037 | $ 8 | $ 1,601,784 | $ 161 | $ (1,202,916) | |||
Ending balance (in shares) at Mar. 31, 2021 | 84,075 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
At The Market Offering | Common Stock | ||
Stock issuance, discounts, commissions and offering costs | $ 139 | $ 704 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating activities | ||
Net loss | $ (78,335) | $ (73,509) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 12,268 | 12,644 |
Depreciation and amortization expense | 2,222 | 1,949 |
Amortization of investment premiums | 360 | 42 |
Non-cash operating lease expense | 373 | 364 |
Asset retirement obligation accretion expense | 21 | 19 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (8,360) | 0 |
Prepaid expenses and other current assets | 1,828 | (1,888) |
Other assets | 38 | (209) |
Accounts payable | 9,555 | (590) |
Accrued compensation | (7,672) | (5,030) |
Accrued research and development expenses | (5,158) | (514) |
Other current liabilities | 1,510 | (169) |
Deferred revenue | 6,058 | 0 |
Operating lease liabilities | (406) | (153) |
Net cash used in operating activities | (65,698) | (67,044) |
Investing activities | ||
Purchases of short-term investments | (94,055) | (56,851) |
Proceeds from maturities and sales of short-term investments | 109,751 | 97,157 |
Purchases of property and equipment | (2,197) | (1,333) |
Net cash provided by investing activities | 13,499 | 38,973 |
Financing activities | ||
Proceeds from issuance of common stock through ATM facilities, net | 2,457 | 24,277 |
Proceeds from employee stock awards | 1,749 | 1,330 |
Taxes paid related to net share settlement of restricted stock units | (1,231) | (1,395) |
Principal payments on finance lease obligations | (66) | (90) |
Other financing activities, net | (17) | (165) |
Net cash provided by financing activities | 2,892 | 23,957 |
Decrease in cash, cash equivalents and restricted cash | (49,307) | (4,114) |
Cash, cash equivalents and restricted cash at beginning of period | 201,798 | 75,711 |
Cash, cash equivalents and restricted cash at end of period | 152,491 | 71,597 |
Non-cash investing and financing activities | ||
Property and equipment purchases included in accounts payable and other accrued liabilities | 1,245 | 1,098 |
Accrued costs related to underwritten public offering | 176 | 0 |
Accrued costs related to ATM facilities | 75 | 112 |
Finance lease assets obtained in exchange for lease obligations | 0 | 281 |
Supplemental cash flow disclosure | ||
Cash paid for interest | 10 | 17 |
Cash paid for income taxes | $ 8 | $ 0 |
Description of Business
Description of Business | 3 Months Ended |
Mar. 31, 2021 | |
Description Of Business [Abstract] | |
Description of Business | 1. Description of Business Atara Biotherapeutics, Inc. (“Atara”, “we”, “our” or “the Company”) was incorporated in August 2012 in Delaware. Atara is a pioneer in T-cell immunotherapy, leveraging its novel allogeneic EBV T-cell platform to cancers and autoimmune disease. We have several T-cell immunotherapies in clinical development and are progressing multiple next-generation allogeneic chimeric antigen receptor T-cell (“CAR T”) programs. We have entered into a research, development and license agreement (“Bayer License Agreement”) with Bayer AG (“Bayer”) pursuant to which we granted to Bayer an exclusive, field-limited license under the applicable patents and know-how owned or controlled by us and our affiliates covering or related to ATA2271 and ATA3271. See Note 6 for further information. We have licensed rights to T-cell product candidates from Memorial Sloan Kettering Cancer Center (“MSK”), rights related to our next-generation CAR T programs from MSK and from H. Lee Moffitt Cancer Center (“Moffitt”), and rights to know-how and technology from the Council of the Queensland Institute of Medical Research |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
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 accounts of Atara and its wholly owned subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and the requirements of the Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These condensed consolidated financial statements have been prepared on the same basis as the Company’s annual consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 . Liquidity We have incurred significant operating losses since inception and have relied primarily on public and private equity financings and receipts from license and collaboration agreements to fund our operations. As we continue to incur losses, our transition to profitability will depend on the successful development, approval and commercialization of product candidates and on the achievement of sufficient revenues to support our cost structure. We may never achieve profitability, and unless and until we do, we will need to continue to raise additional capital. We expect that existing cash, cash equivalents and short-term investments as of March 31, 2021 will be sufficient to fund our planned operations for at least the next twelve months from the date of issuance of these financial statements. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes. Significant estimates relied upon in preparing these financial statements include estimates related to revenue recognition, clinical study and other accruals, stock-based compensation expense and income taxes. Actual results could differ materially from those estimates. Recent Accounting Pronouncements We consider the applicability and impact of any Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). Based on our assessment, the ASUs were determined to be either not applicable or are expected to have minimal impact on our condensed consolidated financial statements. |
Net Loss per Common Share
Net Loss per Common Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss per Common Share | 3. Basic net loss per common share is calculated by dividing net loss by the weighted-average number of shares of common stock and pre-funded warrants outstanding during the period, without consideration of common share equivalents. Diluted net loss per common share is computed by dividing net loss by the weighted-average number of shares of common stock, pre-funded warrants and common share equivalents outstanding for the period. The pre-funded warrants are included in the computation of basic and diluted net loss per common share as the exercise price is negligible and the pre-funded warrants are fully vested and exercisable. Common share equivalents are only included in the calculation of diluted net loss per common share when their effect is dilutive. Potential dilutive securities have been excluded from the computation of diluted net loss per share, as the effect is antidilutive, and consist of unvested restricted stock units (“RSUs”), including unvested performance-based RSUs for which established performance criteria have been achieved as of the end of the respective periods; vested and unvested options to purchase common stock; and shares to be issued under our employee stock purchase plan (“ESPP”). Therefore, the denominator used to calculate both basic and diluted net loss per common share is the same in all periods presented. The following table represents the potential common shares issuable pursuant to outstanding securities as of the related period end dates that were excluded from the computation of diluted net loss per common share, as their inclusion would have an antidilutive effect: As of March 31, 2021 2020 Unvested RSUs 4,900,248 3,630,713 Vested and unvested options 9,030,928 8,096,471 ESPP share purchase rights 164,954 178,397 Total 14,096,130 11,905,581 |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2021 | |
Financial Instruments Disclosure [Abstract] | |
Financial Instruments | 4. Our financial assets are measured at fair value on a recurring basis using the following hierarchy to prioritize valuation inputs, Level 1: Quoted prices in active markets for identical assets or liabilities that we have the ability to access Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data such as quoted prices, interest rates and yield curves Level 3: Inputs that are unobservable data points that are not corroborated by market data We review the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels of certain securities within the fair value hierarchy. We recognize transfers into and out of levels within the fair value hierarchy in the period in which the actual event or change in circumstances that caused the transfer occurs. There have been no transfers between Level 1, Level 2 and Level 3 in any periods presented. Financial assets and liabilities are considered Level 2 when their fair values are determined using inputs that are observable in the market or can be derived principally from or corroborated by observable market data such as pricing for similar securities, recently executed transactions, cash flow models with yield curves, and benchmark securities. In addition, Level 2 financial instruments are valued using comparisons to like-kind financial instruments and models that use readily observable market data as their basis. U.S. Treasury, government agency and corporate debt obligations, commercial paper and asset-backed securities are valued primarily using market prices of comparable securities, bid/ask quotes, interest rate yields and prepayment spreads and are included in Level 2. Financial assets and liabilities are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies, or similar techniques, and at least one significant model assumption or input is unobservable. We have no Level 3 financial assets or liabilities. The following tables summarize the estimated fair value and related valuation input hierarchy of our available-for-sale securities as of each period end: Total Total Total Total Amortized Unrealized Unrealized Estimated As of March 31, 2021: Input Level Cost Gain Loss Fair Value (in thousands) Money market funds Level 1 $ 138,100 $ — $ — $ 138,100 U.S. Treasury obligations Level 2 176,010 72 — 176,082 Government agency obligations Level 2 25,218 15 (6 ) 25,227 Corporate debt obligations Level 2 61,259 100 (20 ) 61,339 Commercial paper Level 2 22,242 — — 22,242 Asset-backed securities Level 2 10,847 8 (8 ) 10,847 Total available-for-sale securities 433,676 195 (34 ) 433,837 Less: amounts classified as cash equivalents (149,773 ) — — (149,773 ) Amounts classified as short-term investments $ 283,903 $ 195 $ (34 ) $ 284,064 Total Total Total Total Amortized Unrealized Unrealized Estimated As of December 31, 2020: Input Level Cost Gain Loss Fair Value (in thousands) Money market funds Level 1 $ 168,343 $ — $ — $ 168,343 U.S. Treasury obligations Level 2 230,239 113 (6 ) 230,346 Government agency obligations Level 2 22,537 22 (3 ) 22,556 Corporate debt obligations Level 2 50,080 166 (1 ) 50,245 Commercial paper Level 2 17,990 — — 17,990 Asset-backed securities Level 2 9,860 10 (5 ) 9,865 Total available-for-sale securities 499,049 311 (15 ) 499,345 Less: amounts classified as cash equivalents (199,090 ) — — (199,090 ) Amounts classified as short-term investments $ 299,959 $ 311 $ (15 ) $ 300,255 The amortized cost and fair value of our available-for-sale securities by contractual maturity were as follows: As of March 31, 2021 As of December 31, 2020 Amortized Estimated Amortized Estimated Cost Fair Value Cost Fair Value (in thousands) (in thousands) Maturing within one year $ 369,665 $ 369,805 $ 434,828 $ 435,023 Maturing in one to five years 64,011 64,032 64,221 64,322 Total available-for-sale securities $ 433,676 $ 433,837 $ 499,049 $ 499,345 As of March 31, 2021, no significant facts or circumstances were present to indicate a deterioration in the creditworthiness of the issuers of the available-for-sale securities we hold, and the Company has no requirement or intention to sell these securities before maturity or recovery of their amortized cost basis. We considered the current and expected future economic and market conditions surrounding the COVID-19 pandemic and determined that our investments were not significantly impacted. For all securities with a fair value less than its amortized cost basis, we determined the decline in fair value below amortized cost basis to be immaterial and non-credit related, and therefore no allowance for losses has been recorded. During , we did not recognize any impairment losses on our investments. We have elected the practical expedient to exclude the applicable accrued interest from both the fair value and the amortized cost basis of our available-for-sale securities for purposes of identifying and measuring an impairment. We present accrued interest receivable related to our available-for-sale securities in prepaid expenses and other current assets, separate from short-term investments on our condensed consolidated balance sheet. As of March 31, 2021 and December 31, 2020, accrued interest receivable was $0.7 million. We have not written off any accrued interest receivables for the three months ended March 31, 2021 and 2020. In addition, restricted cash collateralized by money market funds is a financial asset measured at fair value and is a Level 1 financial instrument under the fair value hierarchy. As of March 31, 2021 and December 31, 2020, restricted cash was $1.4 million. The following table provides a reconciliation of cash, cash equivalents and restricted cash within the condensed consolidated balance sheets that sum to the total of the same such amounts in the condensed consolidated statement of cash flows: March 31, December 31, 2021 2020 (in thousands) Cash and cash equivalents $ 151,097 $ 200,404 Restricted cash - short term 194 194 Restricted cash - long term 1,200 1,200 Total cash, cash equivalents and restricted cash $ 152,491 $ 201,798 |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 5. Property and Equipment Property and equipment consisted of the following as of each period end: March 31, December 31, 2021 2020 (in thousands) Leasehold improvements $ 50,132 $ 50,132 Lab equipment 10,125 8,033 Machinery and equipment 5,085 5,023 Computer equipment and software 4,060 4,060 Furniture and fixtures 2,096 2,066 Construction in progress 1,811 879 Property and equipment, gross 73,309 70,193 Less: accumulated depreciation and amortization (21,838 ) (19,676 ) Property and equipment, net $ 51,471 $ 50,517 Depreciation and amortization expense was $2.2 million and $1.9 million for the three months ended March 31, 2021 and 2020, respectively. |
License and Collaboration Agree
License and Collaboration Agreements | 3 Months Ended |
Mar. 31, 2021 | |
License Collaboration And Manufacturing Agreements [Abstract] | |
License and Collaboration Agreements | 6 . License and Collaboration Agreements Bayer Research, Development and License Agreement In December 2020, we entered into the Bayer License Agreement to develop mesothelin-directed CAR T-cell therapies for the treatment of solid tumors, pursuant to which we granted to Bayer an exclusive, field-limited license under the applicable patents and know-how owned or controlled by us and our affiliates covering or related to ATA2271 and ATA3271 (the “Licensed Products”). Under the terms of the Bayer License Agreement, we will be responsible at our cost for all mutually agreed preclinical and clinical activities for ATA2271 through the first in human Phase 1 clinical study in collaboration with MSK, following which Bayer will be responsible for the further development of ATA2271 at its cost. Bayer will be responsible for the development of ATA3271 at Bayer’s cost, except for certain mutually agreed preclinical, translational, manufacturing and supply chain activities to be performed by us relating to ATA3271. Bayer will also be solely responsible for commercializing the Licensed Products at its cost. In December 2020, we received an upfront cash payment of $45.0 million from Bayer for the exclusive license grant, net of applicable withholding taxes, which we believe are recoverable, and an additional $15.0 million reimbursement payment for certain research and process development activities to be performed by us. We are also entitled to receive (i) up to an additional $5.0 million for additional, specified translational activities under the Bayer License Agreement, of which we have invoiced and received $1.3 million, and (ii) an aggregate of up to $610.0 million in milestone payments upon achieving certain development, regulatory and commercial milestones relating to the Licensed Products. In addition, we are eligible to receive from Bayer tiered royalties at percentages up to low double digits on worldwide net product sales of the Licensed Products on a country-by-country and product-by-product basis until the later of 12 years after the first commercial sale in such country or the expiration of specified patent rights in such country, subject to certain reductions and aggregate minimum floors. Bayer and we have formed a joint steering committee (“JSC”) that will provide oversight, decision making and implementation guidance regarding the collaboration activities covered under the agreement. We assessed this arrangement in accordance with ASC 606 and concluded that the promises in the Bayer License Agreement represent transactions with a customer. We concluded that the Bayer License Agreement contains the following promises: (i) a development and commercialization license; (ii) performance of early-stage research and development (“R&D”) services, including technology transfer services; (iii) JSC participation; and (iv) chemistry, manufacturing and control (“CMC”) services. In accordance with ASC 606, we determined that the license, early-stage R&D and CMC services were not distinct from each other, as the license, early-stage R&D and CMC services are highly interdependent upon one another. Participation on the JSC to oversee the research and development activities are combined into the single performance obligation as these activities are highly interdependent with the other R&D and CMC services. Accordingly, we determined that these promises should be combined into a single performance obligation. The transaction price at inception consisted of a $45.0 million upfront payment for the license, $15.0 million for certain research and process development activities and the $5.0 million for additional specified translational activities, and this amount was allocated to the single performance obligation. The potential development and commercial milestone payments that we are eligible to receive were excluded from the transaction price, as all milestone amounts were fully constrained based on the probability of achievement. None of the future royalty and sales-based milestone payments were included in the transaction price, as the potential payments represent sales-based consideration. We will reevaluate the transaction price at the end of each reporting period and as uncertain events are resolved or other changes in circumstances occur, and, if necessary, adjust our estimate of the transaction price. Technology Transfer Agreement In March 2021, we entered into a Technology Transfer Agreement with Bayer (the “Bayer Tech Transfer Agreement”), which was contemplated as part of the Bayer License Agreement, to transfer to Bayer the ATA3271 manufacturing process being developed as part of the CMC services in the Bayer License Agreement. Upon entering into the agreement, we invoiced Bayer 20 percent, or $3.1 million, of the total fee of $15.3 million under the Bayer Tech Transfer Agreement, which we have recorded in accounts receivable and believe to be recoverable. The remainder of the fee will be billed as follows: (i) 40 percent on January 1, 2022, (ii) 20 percent on January 1, 2023 and (iii) 20 percent upon the technology transfer completion. We assessed this arrangement in accordance with ASC 606 and concluded that the promises in the Bayer Tech Transfer Agreement represent transactions with a customer. We concluded that the Bayer Tech Transfer Agreement should be combined with the Bayer License Agreement and accounted for as a modification of that agreement and that the Bayer Tech Transfer Agreement contains the following promises: (i) technology transfer services and (ii) supply of materials required for the technology transfer services. In accordance with ASC 606, we determined that the technology transfer services and supply of materials required for the technology transfer services were not distinct from each other, as they are highly interdependent upon one another. In addition, we concluded that the technology transfer services and supply of materials required for the technology transfer services were highly interdependent with the license, early-stage R&D and CMC services identified in the Bayer License Agreement. Accordingly, we determined that these promises should be combined into a single performance obligation. Under the Bayer Tech Transfer Agreement, in order to evaluate the appropriate transaction price, we determined that the $15.3 million fee constituted the entire consideration to be included in the transaction price, and this amount was allocated to the single performance obligation as identified under the Bayer License Agreement. We utilize a cost-based input method to recognize revenue based on the amount of actual costs incurred relative to the total budgeted costs expected to be incurred for the combined performance obligation. Manufacturing and Supply Agreement In March 2021, we entered into a Manufacturing and Supply Agreement with Bayer (the “Bayer Manufacturing Agreement”), which was contemplated as part of the Bayer License Agreement, to manufacture Phase 1 and 2 allogeneic mesothelin-directed CAR T-cell therapies for Bayer to use in clinical trials at a price based on our costs plus a margin, which is consistent with our standalone selling price. Under the Bayer Manufacturing Agreement, we will also provide storage and distribution services to Bayer at a price that is consistent with our standalone selling price for these services. Upon entering into the Bayer Manufacturing Agreement, Bayer submitted, and we approved, a binding purchase order for manufacturing services and storage services. Any fees for the manufacturing services will be invoiced as follows: (i) 50 percent upon written acceptance by us of the binding purchase order, and (ii) the remainder upon delivery of the certification of analysis of such lots to Bayer. Storage and distribution services are billed monthly as those services are provided to Bayer. In March 2021, we invoiced Bayer 50 percent of the total estimated supply price of $13.1 million for manufacturing services under the initial purchase order for the supply of six lots, or $6.6 million, which we have recorded in accounts receivable and believe to be recoverable. The remainder of the supply price will be billed upon the release of the lots ordered by Bayer. We assessed this arrangement in accordance with ASC 606 and concluded that the promises in the manufacturing and supply agreement represent transactions with a customer. We concluded that the Bayer Manufacturing Agreement contains the following promises: (i) manufacturing services; (ii) storage services provided on a month-to-month basis, and (iii) distribution services. In accordance with ASC 606, we determined that the manufacturing services for the initial purchase order of six lots, that are expected to be provided prior to completion of the technology transfer, are not distinct as they are highly interdependent on the manufacturing process being developed and transferred under the Bayer License Agreement and the Tech Transfer Agreement. Accordingly, we determined that these promises should be combined into a single performance obligation. We also determined that each of the other services were distinct and separate performance obligations. We determined that the initial binding order for the manufacture and supply of six lots should be combined with the Bayer License Agreement and accounted for as a modification of that agreement along with the Bayer Tech Transfer Agreement. We also concluded that a binding purchase order from Bayer, together with the Bayer Manufacturing Agreement, form the contract for manufacturing services and storage services and a shipping order from Bayer forms the contract for distribution services. We also determined that the storage services provided on a month-to-month basis and distribution services are distinct and separate performance obligations. All the performance obligations identified above are priced at their standalone selling price. Under the Bayer Manufacturing Agreement, in order to evaluate the appropriate transaction price, we determined that the $13.1 million fee constituted the entire consideration to be included in the transaction price, and this amount was allocated to the single performance obligation as identified under the Bayer License Agreement. Revenue for the manufacturing services for the initial six lots will be recognized based on the amount of actual costs incurred relative to the total budgeted costs expected to be incurred for the combined performance obligation. Revenue for the storage services will be recognized over time as those services are provided. Revenue for the distribution services will be recognized at a point in time when the product is delivered to a clinical site designated by Bayer. We utilize a cost-based input method to recognize revenue based on the amount of actual costs incurred relative to the total budgeted costs expected to be incurred for the combined performance obligation. For the three months ended March 31, 2021, we recognized $3.6 million of revenue under the Bayer License Agreement, Bayer Tech Transfer Agreement and Bayer Manufacturing Agreement. We did not recognize any revenue in 2020 under Bayer License Agreement. Deferred revenue related to the Bayer License Agreement, Bayer Tech Transfer Agreement and Bayer Manufacturing Agreement aggregated to $67.3 million and $61.3 million as of March 31, 2021 and December 31, 2020, respectively. The $67.3 million of deferred revenue as of March 31, 2021, of which $35.5 million is included in current liabilities and $31.8 million is included in long-term liabilities, is expected to be recognized over approximately the next three years. No development or sales-based milestone payments have been received through March 31, 2021. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7 . Commitments and Contingencies MSK License and Collaboration Agreements In June 2015, we entered into an exclusive license agreement with MSK for three clinical stage T-cell therapies. We are required to make as well as future sales of products resulting from the development of the licensed product candidates, if any. In addition, under certain circumstances, we are required to make certain minimum annual royalty payments to MSK, which are creditable against earned royalties owed for the same annual period. We are also required to pay a low double-digit percentage of any consideration we receive for sublicensing the licensed rights. The license agreement expires on a product-by-product and country-by-country basis on the latest of: (i) expiration of the last licensed patent rights related to each licensed product, (ii) expiration of any market exclusivity period granted by law with respect to each licensed product, and (iii) a specified number of years after the first commercial sale of the licensed product in each country. Upon expiration of the license agreement, Atara will retain non-exclusive rights to the licensed products. In May 2018 and December 2018, we licensed additional technology from MSK. We are obligated to make additional milestone payments based on achievement of specified development, regulatory and sales-related milestones, as well as future sales of products resulting from the development of the licensed product candidates, if any. In March 2021, we amended and restated our license agreement with MSK to: (i) terminate our license to certain rights related to WT1 and cytomegalovirus (“CMV”); and (ii) license additional know-how rights not otherwise covered by our existing agreements. QIMR Berghofer License and Collaboration Agreements In October 2015, we entered into an exclusive license agreement and a research and development collaboration agreement with QIMR Berghofer. Under the terms of the license agreement, we obtained an exclusive, worldwide license to develop and commercialize allogeneic T-cell therapy programs utilizing technology and know-how developed by QIMR Berghofer. In September 2016, the exclusive license agreement and research and development collaboration agreement were amended and restated. Under the amended and restated agreements, we obtained an exclusive, worldwide license to develop and commercialize additional T-cell programs, as well as the option to license additional technology that we exercised in June 2018. We further amended and restated our license agreement and research and development collaboration agreements with QIMR Berghofer in August 2019 to terminate our license to certain rights related to CMV. In addition, we further amended and restated our license agreement and research and development collaboration agreement with QIMR Berghofer in August 2020 to terminate our license to certain rights related to BK polyomavirus and JC polyomavirus. Our current license agreement also provides for various milestone and royalty payments to QIMR Berghofer based on future product sales, if any. Under the terms of our current research and development collaboration agreement, we are also required to reimburse the cost of agreed-upon development activities related to programs developed under the collaboration. These payments are expensed on a straight-line basis over the related development periods. The agreement also provides for various milestone payments to QIMR Berghofer based on achievement of certain developmental and regulatory milestones. Other License and Collaboration Agreements From time to time, we have entered into other license and collaboration agreements with other parties. For example, we licensed additional rights related to our MSK-partnered next-generation CAR T programs from MSK in May 2018 and we licensed rights related to our next-generation CAR T programs from Moffitt Cancer Center in August 2018, and we agreed to collaborate through sponsored research in connection with each of these licenses. We also licensed rights related to our MSK-partnered next-generation CAR T programs from the National Institutes of Health in December 2018. Milestones and royalties under each of the above agreements are contingent upon future events and will be recorded as expense when it is probable that the milestones will be achieved or royalties are due. As of March 31, 2021 and December 31, 2020, there were no material outstanding obligations for milestones and royalties under our license and collaboration agreements. Cognate Manufacturing Agreements In December 2019, we entered into a Commercial Manufacturing Services Agreement (the “Cognate Manufacturing Agreement”) with Cognate BioServices, Inc. (“Cognate”). Pursuant to the Cognate Manufacturing Agreement, Cognate provides manufacturing services for certain of our product candidates. The initial term of the Cognate Manufacturing Agreement is from January 1, 2020 until December 31, 2021 and is renewable with Cognate’s approval for an additional one-year period. We may terminate the Cognate Manufacturing Agreement for convenience on six months’ written notice to Cognate, or immediately if Cognate is unable to perform the services under the Cognate Manufacturing Agreement or fails to obtain or maintain certain necessary approvals. In March 2021, Charles River Laboratories Inc. (“CRL”) acquired Cognate. Other Research, Development and Manufacturing Agreements We may enter into other contracts in the normal course of business with clinical research organizations for clinical trials, with contract manufacturing clinical supplies, and with other vendors for pre-clinical studies, supplies and other services for our operating purposes. These contracts generally provide for termination on Indemnification Agreements In the normal course of business, we enter into contracts and agreements that contain a variety of representations and warranties and provide for indemnification for certain liabilities. The exposure under these agreements is unknown because it involves claims that may be made against us in the future but have not yet been made. To date, we have not paid any claims or been required to defend any action related to our indemnification obligations. However, we may record charges in the future as a result of these indemnification obligations. We also have indemnification obligations to our directors and executive officers for specified events or occurrences, subject to some limits, while they are serving at our request in such capacities. There have been no claims to date and we believe the fair value of these indemnification agreements to be minimal. Accordingly, we did not record liabilities for these agreements as of March 31, 2021 and December 31, 2020. Contingencies From time to time, we may be involved in legal proceedings, as well as demands, claims and threatened litigation, which arise in the normal course of our business or otherwise. The ultimate outcome of any litigation is uncertain and unfavorable outcomes could have a negative impact on our results of operations and financial condition. Regardless of outcome, litigation can have an adverse impact on us because of the defense costs, diversion of management resources and other factors. We are not currently involved in any material legal proceedings. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stockholders' Equity | 8 . Stockholders’ Equity Our authorized capital stock consists of 520,000,000 shares, all with a par value of $0.0001 per share, of which 500,000,000 shares are designated as common stock and 20,000,000 shares are designated as preferred stock. There were no shares of preferred stock outstanding as of March 31 Equity Offerings As part of our July 2019 underwritten public offering, we issued and sold pre-funded warrants to purchase 2,945,026 shares of common stock in an underwritten public offering pursuant to a shelf registration on Form S-3. Each pre-funded warrant entitles the holder to purchase one share of common stock at an exercise price of $0.0001 per share and expires seven years from the date of issuance. These warrants were recorded as a component of stockholders’ equity within additional paid-in capital. Per the terms of the warrant agreement, a holder of the outstanding warrants is not entitled to exercise any portion of any pre-funded warrant if, upon exercise of the warrant, the holder’s ownership (together with its affiliates) of our common stock or combined voting power of our securities beneficially owned by such holder (together with its affiliates) would exceed 9.99% after giving effect to the exercise (“Maximum Ownership Percentage”). Upon at least 61 days’ prior notice to us by the holder, any holder may increase or decrease the Maximum Ownership Percentage to any other percentage not to exceed 19.99%. As of March 31, 2021, pre-funded warrants to purchase 2,888,526 shares of our common stock from the July 2019 underwritten public offering were outstanding. In the second and fourth quarters of 2020, we issued and sold pre-funded warrants to purchase 2,866,961 and 2,040,816 shares of common stock, respectively, in underwritten public offerings pursuant to a shelf registration on Form S-3, with terms similar to those above. As of March 31, 2021, all of the pre-funded warrants issued and sold as part of the 2020 underwritten public offerings were outstanding. ATM Facility In February 2020, we entered into a sales agreement (the “2020 ATM Facility”) with Cowen and Company, LLC (“Cowen”), which provides for the sale, in our sole discretion, of shares of our common stock having an aggregate offering price of up to $100.0 million through Cowen, as our sales agent. The issuance and sale of these shares by us pursuant to the 2020 ATM Facility are deemed “at the market” offerings as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), and are registered under the Securities Act During the three months ended March 31, 2021, we sold an aggregate of 145,630 shares of common stock under the 2020 ATM Facility, at an average price of $17.31 per share, for gross proceeds of $2.5 million and net proceeds of $2.4 million, after deducting commissions and other offering expenses payable by us. As of March 31, 2021, $77.1 million of common stock remained available to be sold under the 2020 ATM Facility, subject to certain conditions as specified in the sales agreements. Equity Incentive Plans Under the terms of the 2014 Equity Incentive Plan, as amended (“2014 EIP”), we may grant stock options, restricted stock awards (“RSAs”) and RSUs to employees, directors, consultants and other service providers. RSUs generally vest over four years. In 2020, we granted performance-based awards to certain of our employees that provide for the issuance of common stock if specified Company performance criteria related to our clinical programs are achieved. The number of performance-based awards that ultimately vests depends upon if, when and which performance criteria are achieved, as well as the employee’s continuous service, as defined in the 2014 EIP, through the date of vesting. The fair value of performance-based RSUs is determined as the closing stock price on the date of grant. Stock options are granted at prices no less than 100% of the estimated fair value of the shares on the date of grant as determined by the board of directors, provided, however, that the exercise price of an option granted to a 10% shareholder cannot be less than 110% of the estimated fair value of the shares on the date of grant. Options granted generally vest over four years and expire in seven to ten years. As of March 31, 2021, a total of 17,170,258 shares of common stock were reserved for issuance under the 2014 EIP, of which 3,307,900 shares were available for future grant and 13,862,358 shares were subject to outstanding options and RSUs, including performance-based awards. In February 2018, we adopted the 2018 Inducement Plan (“Inducement Plan”), under which we may grant options, stock appreciation rights, RSAs and RSUs to new employees. In September 2020, we amended the Inducement Plan to reserve an additional 1,500,000 shares of the Company’s common stock for issuance under the Inducement Plan, as amended. As of March 31, 2021, 2,621,086 shares of common stock were reserved for issuance under the Inducement Plan, of which 1,638,411 shares were available for future grant and 982,675 shares were subject to outstanding options and RSUs. Restricted Stock Units The following is a summary of RSU activity under our 2014 EIP and Inducement Plan: RSUs Shares Weighted Average Grant Date Fair Value Unvested as of December 31, 2020 3,829,620 $ 15.91 Granted 2,645,345 $ 17.19 Forfeited (170,491 ) $ 15.33 Vested (509,869 ) $ 22.15 Unvested as of March 31, 2021 5,794,605 $ 15.96 As of March 31, 2021, there was $77.1 million of unrecognized stock-based compensation expense related to RSUs that is expected to be recognized over a weighted average period of 2.9 years. This excludes unrecognized stock-based compensation expense for performance-based RSUs that were deemed not probable of vesting in accordance with U.S GAAP. Stock Options The following is a summary of stock option activity under our 2014 EIP and Inducement Plan: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2020 7,851,886 $ 22.89 6.4 $ 26,834 Granted 1,475,153 17.23 Exercised (107,789 ) 16.23 Forfeited or expired (168,822 ) 31.46 Outstanding as of March 31, 2021 9,050,428 $ 21.89 6.9 $ 7,595 Aggregate intrinsic value represents the difference between the closing stock price of our common stock on March 31, 2021 and the exercise price of outstanding, in-the-money options. As of March 31, 2021, there was $57.4 million of unrecognized stock-based compensation expense related to stock options that is expected to be recognized over a weighted average period of 2.8 years. Reserved Shares The following shares of common stock were reserved for future issuance under our equity incentive plans as of March 31, 2021: Total Shares Reserved 2014 Equity Incentive Plan 17,170,258 2018 Inducement Plan 2,621,086 2014 Employee Stock Purchase Plan 1,181,572 Total reserved shares of common stock 20,972,916 Stock-based Compensation Expense Total stock-based compensation expense related to all employee and non-employee stock awards was as follows: Three Months Ended March 31, 2021 2020 (in thousands) Research and development $ 7,530 $ 7,650 General and administrative 4,738 4,994 Total stock-based compensation expense $ 12,268 $ 12,644 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Atara and its wholly owned subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and the requirements of the Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These condensed consolidated financial statements have been prepared on the same basis as the Company’s annual consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 . |
Liquidity | Liquidity We have incurred significant operating losses since inception and have relied primarily on public and private equity financings and receipts from license and collaboration agreements to fund our operations. As we continue to incur losses, our transition to profitability will depend on the successful development, approval and commercialization of product candidates and on the achievement of sufficient revenues to support our cost structure. We may never achieve profitability, and unless and until we do, we will need to continue to raise additional capital. We expect that existing cash, cash equivalents and short-term investments as of March 31, 2021 will be sufficient to fund our planned operations for at least the next twelve months from the date of issuance of these financial statements. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes. Significant estimates relied upon in preparing these financial statements include estimates related to revenue recognition, clinical study and other accruals, stock-based compensation expense and income taxes. Actual results could differ materially from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements We consider the applicability and impact of any Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). Based on our assessment, the ASUs were determined to be either not applicable or are expected to have minimal impact on our condensed consolidated financial statements. |
Net Loss per Common Share (Tabl
Net Loss per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Antidilutive Securities Excluded From Computation of Diluted Net Loss per Common Share | The following table represents the potential common shares issuable pursuant to outstanding securities as of the related period end dates that were excluded from the computation of diluted net loss per common share, as their inclusion would have an antidilutive effect: As of March 31, 2021 2020 Unvested RSUs 4,900,248 3,630,713 Vested and unvested options 9,030,928 8,096,471 ESPP share purchase rights 164,954 178,397 Total 14,096,130 11,905,581 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Financial Instruments Disclosure [Abstract] | |
Summary of Estimated Fair Value and Related Valuation Input Hierarchy of Available-for-Sale Securities | The following tables summarize the estimated fair value and related valuation input hierarchy of our available-for-sale securities as of each period end: Total Total Total Total Amortized Unrealized Unrealized Estimated As of March 31, 2021: Input Level Cost Gain Loss Fair Value (in thousands) Money market funds Level 1 $ 138,100 $ — $ — $ 138,100 U.S. Treasury obligations Level 2 176,010 72 — 176,082 Government agency obligations Level 2 25,218 15 (6 ) 25,227 Corporate debt obligations Level 2 61,259 100 (20 ) 61,339 Commercial paper Level 2 22,242 — — 22,242 Asset-backed securities Level 2 10,847 8 (8 ) 10,847 Total available-for-sale securities 433,676 195 (34 ) 433,837 Less: amounts classified as cash equivalents (149,773 ) — — (149,773 ) Amounts classified as short-term investments $ 283,903 $ 195 $ (34 ) $ 284,064 Total Total Total Total Amortized Unrealized Unrealized Estimated As of December 31, 2020: Input Level Cost Gain Loss Fair Value (in thousands) Money market funds Level 1 $ 168,343 $ — $ — $ 168,343 U.S. Treasury obligations Level 2 230,239 113 (6 ) 230,346 Government agency obligations Level 2 22,537 22 (3 ) 22,556 Corporate debt obligations Level 2 50,080 166 (1 ) 50,245 Commercial paper Level 2 17,990 — — 17,990 Asset-backed securities Level 2 9,860 10 (5 ) 9,865 Total available-for-sale securities 499,049 311 (15 ) 499,345 Less: amounts classified as cash equivalents (199,090 ) — — (199,090 ) Amounts classified as short-term investments $ 299,959 $ 311 $ (15 ) $ 300,255 |
Amortized Cost and Fair Value of Available for Sale Securities by Contractual Maturity | The amortized cost and fair value of our available-for-sale securities by contractual maturity were as follows: As of March 31, 2021 As of December 31, 2020 Amortized Estimated Amortized Estimated Cost Fair Value Cost Fair Value (in thousands) (in thousands) Maturing within one year $ 369,665 $ 369,805 $ 434,828 $ 435,023 Maturing in one to five years 64,011 64,032 64,221 64,322 Total available-for-sale securities $ 433,676 $ 433,837 $ 499,049 $ 499,345 |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash within the condensed consolidated balance sheets that sum to the total of the same such amounts in the condensed consolidated statement of cash flows: March 31, December 31, 2021 2020 (in thousands) Cash and cash equivalents $ 151,097 $ 200,404 Restricted cash - short term 194 194 Restricted cash - long term 1,200 1,200 Total cash, cash equivalents and restricted cash $ 152,491 $ 201,798 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following as of each period end: March 31, December 31, 2021 2020 (in thousands) Leasehold improvements $ 50,132 $ 50,132 Lab equipment 10,125 8,033 Machinery and equipment 5,085 5,023 Computer equipment and software 4,060 4,060 Furniture and fixtures 2,096 2,066 Construction in progress 1,811 879 Property and equipment, gross 73,309 70,193 Less: accumulated depreciation and amortization (21,838 ) (19,676 ) Property and equipment, net $ 51,471 $ 50,517 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of RSU Activity | The following is a summary of RSU activity under our 2014 EIP and Inducement Plan: RSUs Shares Weighted Average Grant Date Fair Value Unvested as of December 31, 2020 3,829,620 $ 15.91 Granted 2,645,345 $ 17.19 Forfeited (170,491 ) $ 15.33 Vested (509,869 ) $ 22.15 Unvested as of March 31, 2021 5,794,605 $ 15.96 |
Summary of Stock Option Activity | The following is a summary of stock option activity under our 2014 EIP and Inducement Plan: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2020 7,851,886 $ 22.89 6.4 $ 26,834 Granted 1,475,153 17.23 Exercised (107,789 ) 16.23 Forfeited or expired (168,822 ) 31.46 Outstanding as of March 31, 2021 9,050,428 $ 21.89 6.9 $ 7,595 |
Schedule of Common Stock Reserved for Future Issuance Under Equity Incentive Plans | The following shares of common stock were reserved for future issuance under our equity incentive plans as of March 31, 2021: Total Shares Reserved 2014 Equity Incentive Plan 17,170,258 2018 Inducement Plan 2,621,086 2014 Employee Stock Purchase Plan 1,181,572 Total reserved shares of common stock 20,972,916 |
Schedule of Stock-based Compensation, Related to Employee and Nonemployee Stock Awards | Total stock-based compensation expense related to all employee and non-employee stock awards was as follows: Three Months Ended March 31, 2021 2020 (in thousands) Research and development $ 7,530 $ 7,650 General and administrative 4,738 4,994 Total stock-based compensation expense $ 12,268 $ 12,644 |
Description of Business (Detail
Description of Business (Detail) | 3 Months Ended |
Mar. 31, 2021 | |
Description Of Business [Abstract] | |
Entity incorporation state | DE |
Entity incorporation date | Aug. 1, 2012 |
Net Loss per Common Share - Ant
Net Loss per Common Share - Antidilutive Securities Excluded From Computation of Diluted Net Loss per Common Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 14,096,130 | 11,905,581 |
Unvested RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 4,900,248 | 3,630,713 |
Vested and Unvested Options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 9,030,928 | 8,096,471 |
ESPP Share Purchase Rights | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 164,954 | 178,397 |
Financial Instruments - Summary
Financial Instruments - Summary of Estimated Fair Value and Related Valuation Input Hierarchy of Available-for-Sale Securities (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Schedule of Available-for-sale Securities [Line Items] | ||
Total Fair Value | $ 433,837 | $ 499,345 |
Fair Value, Measurements, Recurring | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | 433,676 | 499,049 |
Total Unrealized Gain | 195 | 311 |
Total Unrealized Loss | (34) | (15) |
Total Fair Value | 433,837 | 499,345 |
Fair Value, Measurements, Recurring | Money Market Funds | Level 1 | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | 138,100 | 168,343 |
Total Unrealized Gain | 0 | 0 |
Total Unrealized Loss | 0 | 0 |
Total Fair Value | 138,100 | 168,343 |
Fair Value, Measurements, Recurring | U.S. Treasury Obligations | Level 2 | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | 176,010 | 230,239 |
Total Unrealized Gain | 72 | 113 |
Total Unrealized Loss | 0 | (6) |
Total Fair Value | 176,082 | 230,346 |
Fair Value, Measurements, Recurring | Government Agency Obligations | Level 2 | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | 25,218 | 22,537 |
Total Unrealized Gain | 15 | 22 |
Total Unrealized Loss | (6) | (3) |
Total Fair Value | 25,227 | 22,556 |
Fair Value, Measurements, Recurring | Corporate Debt Obligations | Level 2 | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | 61,259 | 50,080 |
Total Unrealized Gain | 100 | 166 |
Total Unrealized Loss | (20) | (1) |
Total Fair Value | 61,339 | 50,245 |
Fair Value, Measurements, Recurring | Commercial Paper | Level 2 | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | 22,242 | 17,990 |
Total Unrealized Gain | 0 | 0 |
Total Unrealized Loss | 0 | 0 |
Total Fair Value | 22,242 | 17,990 |
Fair Value, Measurements, Recurring | Asset-Backed Securities | Level 2 | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | 10,847 | 9,860 |
Total Unrealized Gain | 8 | 10 |
Total Unrealized Loss | (8) | (5) |
Total Fair Value | 10,847 | 9,865 |
Fair Value, Measurements, Recurring | Amounts Classified As Cash Equivalents | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | (149,773) | (199,090) |
Total Unrealized Gain | 0 | 0 |
Total Unrealized Loss | 0 | 0 |
Total Fair Value | (149,773) | (199,090) |
Fair Value, Measurements, Recurring | Amounts Classified As Short-Term Investments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Total Amortized Cost | 283,903 | 299,959 |
Total Unrealized Gain | 195 | 311 |
Total Unrealized Loss | (34) | (15) |
Total Fair Value | $ 284,064 | $ 300,255 |
Financial Instruments - Amortiz
Financial Instruments - Amortized Cost and Fair Value of Available-for-Sale Securities by Contractual Maturity (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Amortized cost | ||
Maturing within one year, Amortized cost | $ 369,665 | $ 434,828 |
Maturing in one to five years, Amortized cost | 64,011 | 64,221 |
Total available-for-sale securities, Amortized cost | 433,676 | 499,049 |
Estimated Fair value | ||
Maturing within one year, Estimated fair value | 369,805 | 435,023 |
Maturing in one to five years, Estimated fair value | 64,032 | 64,322 |
Total available-for-sale securities, Estimated fair value | $ 433,837 | $ 499,345 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Financial Instruments Disclosure [Abstract] | |||
Accrued interest receivable | $ 700,000 | $ 700,000 | |
Write off, of accrued interest receivable | 0 | $ 0 | |
Restricted Cash | $ 1,400,000 | $ 1,400,000 |
Financial Instruments - Reconci
Financial Instruments - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Financial Instruments Disclosure [Abstract] | ||||
Cash and cash equivalents | $ 151,097 | $ 200,404 | ||
Restricted cash - short-term | 194 | 194 | ||
Restricted cash - long-term | 1,200 | 1,200 | ||
Total cash, cash equivalents and restricted cash | $ 152,491 | $ 201,798 | $ 71,597 | $ 75,711 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 73,309 | $ 70,193 |
Less: accumulated depreciation and amortization | (21,838) | (19,676) |
Property and equipment, net | 51,471 | 50,517 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 50,132 | 50,132 |
Lab Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 10,125 | 8,033 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 5,085 | 5,023 |
Computer Equipment and Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 4,060 | 4,060 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 2,096 | 2,066 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 1,811 | $ 879 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Property Plant And Equipment Net By Type [Abstract] | ||
Depreciation and amortization expense | $ 2,222 | $ 1,949 |
License and Collaboration Agr_2
License and Collaboration Agreements - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | |
License Collaboration And Manufacturing Agreements [Line Items] | |||
Deferred revenue | $ 33,455,000 | $ 35,497,000 | $ 33,455,000 |
Deferred revenue | 27,795,000 | 31,811,000 | 27,795,000 |
Bayer License Agreement | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
Upfront cash payment received | 45,000,000 | ||
Additional reimbursement payment for research and process development | 15,000,000 | ||
Additional upfront cash payment entitle to receive for translational activities, invoiced amount | $ 1,300,000 | 1,300,000 | |
Royalty eligible to receive term after first commercial sale | 12 years | ||
Determined upfront payment for license in order to evaluate transaction price | $ 45,000,000 | ||
Determined research and process development activities in order to evaluate transaction price | 15,000,000 | ||
Determined additional specified translational activities in order to evaluate transaction price | 5,000,000 | ||
Determined fee constituted entire consideration included in transaction price | 13,100,000 | ||
Deferred revenue | 67,300,000 | ||
Development or sales-based milestone payments received | 0 | ||
Bayer License Agreement | Current Liabilities | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
Deferred revenue | 35,500,000 | ||
Bayer License Agreement | Long-Term Liabilities | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
Deferred revenue | $ 31,800,000 | ||
Bayer License Agreement | Maximum | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
Additional upfront cash payment entitle to receive for translational activities | 5,000,000 | 5,000,000 | |
Aggregate milestone payments entitle to receive upon achieving certain development, regulatory and commercial milestones | 610,000,000 | 610,000,000 | |
Bayer Tech Transfer Agreement | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
License agreement percentage | 20.00% | ||
License agreement amount | $ 3,100,000 | ||
License agreement total fee | $ 15,300,000 | ||
Technology transfer agreements fee remainder | The remainder of the fee will be billed as follows: (i) 40 percent on January 1, 2022, (ii) 20 percent on January 1, 2023 and (iii) 20 percent upon the technology transfer completion | ||
Transaction fee price | $ 15,300,000 | ||
Bayer Manufacturing Agreement | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
License agreement percentage | 50.00% | ||
Written acceptance of binding purchase order percentage | 50.00% | ||
Bayer Manufacturing Agreement | Maximum | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
Manufacturing services | $ 13,100,000 | ||
Bayer Manufacturing Agreement | Minimum | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
Manufacturing services | 6,600,000 | ||
Bayer License Agreement, Bayer Tech Transfer Agreement and Bayer Manufacturing Agreement | |||
License Collaboration And Manufacturing Agreements [Line Items] | |||
Revenue | 3,600,000 | 0 | |
Deferred revenue | $ 61,300,000 | $ 67,300,000 | $ 61,300,000 |
License and Collaboration Agr_3
License and Collaboration Agreements - Additional Information (Detail 1) | Mar. 31, 2021 |
Bayer Tech Transfer Agreement | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-04-01 | |
License Collaboration And Manufacturing Agreements [Line Items] | |
Revenue expected to be recognized over period | 3 years |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Commitments And Contingencies Disclosure [Abstract] | ||
Contractual obligations due to Bayer, MSK and QIMR | $ 0 | $ 0 |
Accrued termination charges | 0 | 0 |
Liabilities related to indemnification agreements | $ 0 | $ 0 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Feb. 29, 2020 | Jul. 31, 2019 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Authorized capital stock | 520,000,000 | ||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||
Common stock, shares authorized | 500,000,000 | 500,000,000 | |||
Preferred stock, par value | $ 0.0001 | ||||
Preferred stock, shares authorized | 20,000,000 | ||||
Preferred stock, shares outstanding | 0 | 0 | |||
Stock option granted description terms | the exercise price of an option granted to a 10% shareholder cannot be less than 110% of the estimated fair value of the shares on the date of grant. Options granted generally vest over four years and expire in seven to ten years. | ||||
Ownership percent | 10.00% | ||||
Shares of common stock, reserved for issuance | 20,972,916 | ||||
2014 Equity Incentive Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Shares of common stock, reserved for issuance | 17,170,258 | ||||
Outstanding options and RSUs | 13,862,358 | ||||
Aggregate number of awards available for grant to be issued | 3,307,900 | ||||
Inducement Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Shares of common stock, reserved for issuance | 2,621,086 | ||||
Outstanding options and RSUs | 982,675 | ||||
Aggregate number of awards available for grant to be issued | 1,638,411 | ||||
Additional shares of common stock, reserved for issuance | 1,500,000 | ||||
Restricted Stock Units (RSUs) | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock-based compensation expense | $ 77,100,000 | ||||
Unrecognized stock-based compensation weighted average recognition period | 2 years 10 months 24 days | ||||
Restricted Stock Units (RSUs) | From Date Of Grant | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation, vesting period | 4 years | ||||
Employees And Non Employees | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation, vesting period | 4 years | ||||
Vested and Unvested Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock-based compensation weighted average recognition period | 2 years 9 months 18 days | ||||
Unrecognized stock-based compensation | $ 57,400,000 | ||||
Maximum | Employees And Non Employees | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation award expiration period | 10 years | ||||
Minimum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Percentage of employees purchase price of common stock | 100.00% | ||||
Minimum | 10% Shareholder | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Percentage of employees purchase price of common stock | 110.00% | ||||
Minimum | Employees And Non Employees | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation award expiration period | 7 years | ||||
Underwritten Public Offering | 2019 Warrants | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Warrants outstanding | 2,888,526 | ||||
Underwritten Public Offering | Warrant | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of warrants issued | 2,945,026 | 2,040,816 | 2,866,961 | ||
Number of securities called by each warrant | 1 | ||||
Warrants, exercise price | $ 0.0001 | ||||
Warrants, term | 7 years | ||||
Maximum ownership Percentage | 9.99% | ||||
Underwritten Public Offering | Warrant | Maximum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Maximum ownership Percentage | 19.99% | ||||
Underwritten Public Offering | Warrant | Minimum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Prior notice period | 61 days | ||||
At The Market Offering | Maximum | Cowen | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common stock aggregate offering price | $ 100,000,000 | ||||
Percentage of commission to be paid on gross sales proceeds of common stock sold | 3.00% | ||||
2020 ATM Facility | Cowen | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common stock, shares issued | 145,630 | ||||
Common stock average price | $ 17.31 | ||||
Proceeds from sale of common stock, gross | $ 2,500,000 | ||||
Proceeds from sale of common stock, net | 2,400,000 | ||||
Common stock value remaining to be sold | $ 77,100,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of RSU Activity (Detail) - Unvested RSUs | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares, Unvested as of December 31, 2020 | shares | 3,829,620 |
Shares, Granted | shares | 2,645,345 |
Shares, Forfeited | shares | (170,491) |
Shares, Vested | shares | (509,869) |
Shares, Outstanding as of March 31, 2021 | shares | 5,794,605 |
Weighted Average Grant Date Fair Value, Unvested as of December 31, 2020 | $ / shares | $ 15.91 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 17.19 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 15.33 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 22.15 |
Weighted Average Grant Date Fair Value, Outstanding as of March 31, 2021 | $ / shares | $ 15.96 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Stock Option Activity (Detail) - 2014 EIP and Inducement Plan - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Outstanding, Shares, beginning balance | 7,851,886 | |
Granted, Shares | 1,475,153 | |
Exercised, Shares | (107,789) | |
Forfeited or expired, Shares | (168,822) | |
Outstanding, Shares, ending balance | 9,050,428 | 7,851,886 |
Outstanding, Weighted Average Exercise Price, beginning balance | $ 22.89 | |
Granted, Weighted Average Exercise Price | 17.23 | |
Exercised, Weighted Average Exercise Price | 16.23 | |
Forfeited or expired, Weighted Average Exercise price | 31.46 | |
Outstanding, Weighted Average Exercise Price, ending balance | $ 21.89 | $ 22.89 |
Outstanding, Weighted Average Remaining Contractual Term | 6 years 10 months 24 days | 6 years 4 months 24 days |
Aggregate intrinsic value | $ 7,595 | $ 26,834 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance Under Equity Incentive Plans (Detail) | Mar. 31, 2021shares |
Class Of Stock [Line Items] | |
Total reserved shares of common stock | 20,972,916 |
2014 Equity Incentive Plan | |
Class Of Stock [Line Items] | |
Total reserved shares of common stock | 17,170,258 |
2018 Inducement Plan | |
Class Of Stock [Line Items] | |
Total reserved shares of common stock | 2,621,086 |
2014 Employee Stock Purchase Plan | |
Class Of Stock [Line Items] | |
Total reserved shares of common stock | 1,181,572 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Stock-based Compensation Related to All Employee And Non-employee Stock Awards (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | $ 12,268 | $ 12,644 |
Research and development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 7,530 | 7,650 |
General and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | $ 4,738 | $ 4,994 |