Commitments and Contingencies | 8. Commitments and Contingencies Leases We have operating leases for our headquarters, where we have office and research and development laboratory facilities, and equipment. Our leases have remaining lease terms of 1 to 10 For the three months ended March 31, 2019, we incurred $1.9 million of lease costs included in operating expenses in the consolidated statement of operations in relation to these operating leases, of which $0.9 million was variable lease cost and not included within the measurement of our operating ROU assets and operating lease liabilities. The variable lease cost is comprised primarily of our cost in certain research and development arrangement that contains embedded equipment, and our proportionate share of operating expenses, property taxes, and insurance in relation with our facility lease. These costs are classified as operating lease expense due to our election to not separate lease and non-lease components. Cash paid for amounts included in the measurement of operating lease liabilities for the three months ended March 31, 2019 was $1.1 million and was included in net cash used in operating activities in our consolidated statements of cash flows. We assumed $25.9 million of operating lease liabilities arising from obtaining the ROU assets for the three months ended March 31, 2019. The majority of our lease costs are driven by our operating lease for our headquarters in South San Francisco, where we have office and research and development laboratory facilities. In March 2017, we entered into a noncancelable operating lease (the “Lease”) for approximately 67,185 square feet of space in South San Francisco, California (the “Existing Premises”). The date on which we became responsible for paying rent under the Lease was December 15, 2017 (the “Rent Commencement Date”). The Lease expires 10 years after the Rent Commencement Date. The Lease grants us an option to extend the Lease for an additional 10-year period. Future minimum rental payments under the Lease during the 10-year term are $48.3 million in the aggregate. The Lease further provides that we are obligated to pay to the landlord certain costs, including taxes and operating expenses. The Lease term commenced in November 2017 as we gained control over physical access to the Existing Premises. We have acquired $11.1 million of leasehold improvements at our Existing Premises with the tenant inducement allowance provided under the Lease. We are required to repay $1.7 million of the tenant inducement allowance to the landlord in the form of additional monthly rent with interest applied over the term of the Lease. In August 2018, we entered into an amendment to the Lease (the “Lease Amendment”) to relocate the leased premises from the Existing Premises to a to-be-constructed-building consisting of approximately 164,150 rentable square feet of space (the “Substitute Premises”) when the Substitute Premises are ready for occupancy (the “Substitute Premises Commencement Date”). The Lease Amendment has a contractual term (the “Substitute Premises Term”) of 10 years from the Substitute Premises Commencement Date. The Lease Amendment grants us an option to extend the Lease for an additional 10-year period. Future minimum rental payments under the Lease Amendment during the 10-year term are $121.5 million in the aggregate. Under the Lease Amendment, we are obligated to pay to the landlord certain costs, including taxes and operating expenses. The Lease Amendment also provides a tenant inducement allowance of up to $27.9 million, of which $4.1 million, if utilized, would be repaid to the landlord in the form of additional monthly rent with interest applied. We intend to vacate the Existing Premises and surrender and deliver the Existing Premises to the landlord on or before the date which is sixty days after the Substitute Premises Commencement Date, upon which time we will have no further obligations with respect to the Existing Premises. Upon signing of the Lease Amendment, we re-evaluated the remaining useful life of the leasehold improvements at our Existing Premises and started to amortize the leasehold improvements over the remaining period of expected use, resulting in an acceleration of depreciation expenses for approximately $1.7 million. As of March 31, 2019, the maturities of our operating lease liabilities were as follows (in thousands): Year ending December 31, Amount (a) 2019 (nine months) $ 3,364 2020 4,576 2021 4,701 2022 4,856 2023 5,017 2024 5,183 Thereafter 16,114 Total lease payments 43,811 Less: Imputed interest (b) (18,158 ) Present value of operating lease liabilities $ 25,653 (a) Operating lease payments exclude $121.5 million of legally binding minimum lease payments for Lease Amendment, which has been signed by us but has not yet commenced. (b) Imputed interest is calculated using the interest rate for each lease. As of March 31, 2019, the weighted average remaining lease term is 8.7 years and the weighted average discount rate used to determine the operating lease liability was 13.2%. Future annual minimum lease payments due under the Lease and Lease Amendment as of December 31, 2018 were as follows (in thousands): Year ending December 31, Amount (c) 2019 $ 4,406 2020 6,513 2021 11,642 2022 12,020 2023 12,409 Thereafter 90,367 Total $ 137,357 (c) The table above is prepared under the assumption that the Substitute Premises Commencement at the Substitute Premises starts on June 30, 2020. Rent expense for the three months ended March 31, 2019 and 2018 was $0.9 million and $0.9 million, respectively. Contingencies In the ordinary course of business, we may be subject to legal claims and regulatory actions that could have a material adverse effect on our business or financial position. We assess our potential liability in such situations by analyzing potential outcomes, assuming various litigation, regulatory and settlement strategies. If we determine a loss is probable and its amount can be reasonably estimated, we accrue an amount equal to the estimated loss. No losses and no provision for a loss contingency have been recorded to date. |