Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 27, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | NTLA | |
Entity Registrant Name | INTELLIA THERAPEUTICS, INC. | |
Entity Central Index Key | 1,652,130 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 36,085,816 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 222,264 | $ 273,064 |
Accounts receivable | 4,493 | 6,454 |
Prepaid expenses and other current assets | 2,296 | 1,788 |
Total current assets | 229,053 | 281,306 |
Property and equipment, net | 13,560 | 10,628 |
Other assets | 6,557 | 7,035 |
Total Assets | 249,170 | 298,969 |
Current Liabilities: | ||
Accounts payable | 2,194 | 4,652 |
Accrued expenses | 5,939 | 5,900 |
Current portion of deferred revenue | 17,653 | 20,178 |
Total current liabilities | 25,786 | 30,730 |
Deferred revenue, net of current portion | 47,336 | 58,109 |
Other long-term liabilities | 201 | 293 |
Commitments and contingencies | ||
Stockholders' Equity: | ||
Common stock, $0.0001 par value; 120,000,000 shares authorized, 36,085,266 shares and 36,018,540 shares issued and outstanding, respectively | 4 | 4 |
Additional paid-in capital | 272,993 | 263,403 |
Accumulated deficit | (97,150) | (53,570) |
Total stockholders' equity | 175,847 | 209,837 |
Total Liabilities and Stockholders' Equity | $ 249,170 | $ 298,969 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 36,085,266 | 36,018,540 |
Common stock, shares outstanding | 36,085,266 | 36,018,540 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Collaboration revenue | $ 7,317 | $ 4,869 | $ 19,449 | $ 10,852 |
Operating expenses: | ||||
Research and development | 17,481 | 7,861 | 46,477 | 20,509 |
General and administrative | 5,711 | 4,705 | 17,812 | 11,680 |
Total operating expenses | 23,192 | 12,566 | 64,289 | 32,189 |
Operating loss | (15,875) | (7,697) | (44,840) | (21,337) |
Interest income | 519 | 215 | 1,260 | 266 |
Net loss | $ (15,356) | $ (7,482) | $ (43,580) | $ (21,071) |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.44) | $ (0.22) | $ (1.25) | $ (1.16) |
Weighted average shares outstanding, basic and diluted | 35,189 | 34,316 | 34,945 | 18,098 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (43,580) | $ (21,071) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 2,161 | 699 |
Loss on disposal of property and equipment | 112 | 2 |
Equity-based compensation | 8,726 | 4,700 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,961 | (112) |
Prepaid expenses and other current assets | (508) | (162) |
Accounts payable | (232) | 154 |
Accrued expenses | 302 | 1,741 |
Deferred revenue | (13,298) | 67,260 |
Other assets | 478 | (2,675) |
Other long-term liabilities | (92) | (17) |
Net cash (used in) provided by operating activities | (43,970) | 50,519 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (7,694) | (2,760) |
Net cash used in investing activities | (7,694) | (2,760) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments to acquire in-process research and development | (600) | |
Payment of preferred unit and preferred stock issuance costs | (100) | |
Proceeds from options exercised | 508 | |
Issuance of shares through employee stock purchase plan | 356 | |
Proceeds from common stock offering | 170,507 | |
Payment of common stock offering costs | (2,764) | |
Net cash provided by financing activities | 864 | 167,043 |
Net (decrease) increase in cash and cash equivalents | (50,800) | 214,802 |
Cash and cash equivalents, beginning of period | 273,064 | 75,816 |
Cash and cash equivalents, end of period | 222,264 | 290,618 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Purchases of property and equipment unpaid at period end | $ 601 | $ 944 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Overview and Basis of Presentation | 1. Overview and Basis of Presentation Intellia Therapeutics, Inc. (collectively referred to with its wholly-owned, controlled subsidiary, Intellia Securities Corp., as “Intellia” or the “Company”) is a genome editing company focused on developing potentially curative therapeutics utilizing a biological tool known as CRISPR/Cas9 The consolidated financial statements of the Company included herein have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.”) have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. The unaudited consolidated financial statements include the accounts of Intellia Therapeutics, Inc. and its wholly-owned, controlled subsidiary. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, the information furnished reflects all adjustments, all of which are of a normal and recurring nature, necessary for a fair presentation of the results for the reported interim periods. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. The three months ended September 30, 2017 and 2016 are referred to as the third quarter of 2017 and 2016, respectively. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606), In February 2016, the FASB issued ASU No. 2016-02, Leases Leases |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The Company classifies fair value based measurements using a three-level hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1, quoted market prices in active markets for identical assets or liabilities; Level 2, observable inputs other than quoted market prices included in Level 1, such as quoted market prices for markets that are not active or other inputs that are observable or can be corroborated by observable market data; and Level 3, unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities, including certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The Company’s financial instruments as of September 30, 2017 and December 31, 2016 consisted primarily of cash and cash equivalents, accounts receivable and accounts payable. As of September 30, 2017 and December 31, 2016, the Company’s financial assets recognized at fair value on a recurring basis consisted of the following: Fair Value as of September 30, 2017 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 206,657 $ 206,657 $ — $ — Total $ 206,657 $ 206,657 $ — $ — Fair Value as of December 31, 2016 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 270,448 $ 270,448 $ — $ — Total $ 270,448 $ 270,448 $ — $ — The Company values its cash equivalents at quoted market prices in active markets. Other financial instruments, including accounts receivable and accounts payable, are carried at cost, which approximate fair value due to the short duration and term to maturity. |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2017 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | 4. Accrued Expenses Accrued expenses consisted of the following: September 30, December 31, 2017 2016 (In thousands) Employee compensation and benefits $ 3,131 $ 2,703 Research and development and professional expenses 2,808 3,197 Accrued expenses $ 5,939 $ 5,900 |
Collaborations
Collaborations | 9 Months Ended |
Sep. 30, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaborations | 5. Collaborations Novartis Institutes for BioMedical Research In December 2014, the Company entered into a strategic collaboration agreement with Novartis Institutes for Biomedical Research, Inc. (“Novartis”) primarily focused on the development of new ex vivo CRISPR/Cas9-based therapies using chimeric antigen receptor T cells (“CAR-T cells”) and hematopoietic stem cells (“HSCs”). Agreement Structure Under the terms of the collaboration, the Company and Novartis may research potential therapeutic, prophylactic and palliative ex vivo The Company has the right to choose a limited number of HSC targets for its exclusive development and commercialization per the specified selection schedule. Following these selections by Novartis and the Company, Novartis may obtain rights to research an additional limited number of HSC targets on a non-exclusive basis. in vivo in vivo in vivo in vivo Novartis’ in vivo target selections are subject to certain restrictions, including that the targets, or all targets within a limited number of organs: (i) have not already been reserved by the Company pursuant to our limited right to do so under the agreement; (ii) are not the subject of a collaboration or pending collaboration with a third party; and (iii) are not the subject of ongoing or planned research and development by the Company The Company received an upfront technology access payment from Novartis of $10.0 million in January 2015 and is entitled to additional technology access fees of $20.0 million and quarterly research payments of $1.0 million, or up to $20.0 million in the aggregate, during the five-year research term. For each product under the collaboration, subject to certain conditions, the Company may be eligible to receive (i) up to $30.3 million in development milestones, including for the filing of an investigational new drug application and for the dosing of the first patient in each of Phase IIa, Phase IIb and Phase III clinical trials, (ii) up to $50.0 million in regulatory milestones for the product’s first indication, including regulatory approvals in the U.S. and European Union (“EU”), (iii) up to $50.0 million in regulatory milestones for the product’s second indication, if any, including U.S. and EU regulatory approvals, (iv) royalties on net sales in the mid-single digits, and (v) net sales milestone payments of up to $100.0 million. The Company may also be eligible to receive payments for: (i) each additional HSC target selected by Novartis beyond its initial defined allocation, (ii) each in vivo Collaboration Revenue Through September 30, 2017, excluding amounts allocated to Novartis’ purchase of the Company’s Class A-1 and Class A-2 Preferred Units, the Company had recorded a total of $28.4 million in cash and accounts receivable under the Novartis agreement. Through September 30, 2017, the Company has recognized $20.6 million of collaboration revenue, including $2.4 million and $6.8 million in the three and nine months ended September 30, 2017, respectively, and $2.0 million and $5.7 million in the three and nine months ended September 30, 2016, respectively, in the consolidated statements of operations related to this agreement. As of September 30, 2017 and December 31, 2016, the Company had accounts receivable of $1.0 million and $6.0 million, respectively, related to this agreement. As of September 30, 2017 and December 31, 2016, the Company had deferred revenue of $7.7 million and $11.6 million, respectively, related to this agreement. Regeneron Pharmaceuticals, Inc. In April 2016, the Company entered into a license and collaboration agreement with Regeneron Pharmaceuticals, Inc. (“Regeneron”). The agreement includes a product component to research, develop and commercialize CRISPR/Cas-based therapeutic products primarily focused on gene editing in the liver as well as a technology collaboration component, pursuant to which the Company and Regeneron will engage in research and development activities aimed at discovering and developing novel technologies and improvements to CRISPR/Cas technology to enhance the Company’s gene editing platform. Under this agreement, the Company also may access the Regeneron Genetics Center and proprietary mouse models to be provided by Regeneron for a limited number of the Company’s liver programs. Agreement Structure Under the terms of the collaboration, the Company and Regeneron have agreed to a target selection process, whereby Regeneron may obtain exclusive rights for up to 10 targets to be chosen by Regeneron during the collaboration term, subject to various adjustments and limitations set forth in the agreement. Of these 10 total targets, Regeneron may select up to five non-liver targets, while the remaining targets must be focused in the liver. At the inception of the agreement, Regeneron selected the first of its 10 targets, which will be subject to a co-development and co-commercialization arrangement between the Company and Regeneron. The Company retains the exclusive right to solely develop products for certain indications. During the target selection process, the Company has the right to choose additional liver targets for its own development using commercially reasonable efforts. Certain targets that either the Company or Regeneron select may be subject to further co-development and co-commercialization arrangements at the Company’s or Regeneron’s option, as applicable, which either can exercise pursuant to defined conditions. In addition, subject to certain restrictions, Regeneron will be able to replace a limited number of targets with substitute targets upon the payment of a specified replacement fee, in which case exclusive rights to the replaced target revert to the Company. Regeneron’s target selections are subject to certain additional restrictions, including that non-liver targets are not the subject of ongoing or planned research and development by the Company or are not the subject of a collaboration or pending collaboration with a third party. Research activities under the collaboration will be governed by evaluation and research and development plans that will outline the parties’ responsibilities under, anticipated timelines of and budgets for, the various programs. The Company will assist Regeneron with the preliminary evaluation of liver targets, and Regeneron will be responsible for preclinical research and the conduct of clinical development, manufacturing and commercialization of products directed to each of its exclusive targets under the oversight of a joint steering committee. The Company may assist, as requested by Regeneron, with the later discovery and research of product candidates directed to any selected target. For each selected target, Regeneron is required to use commercially reasonable efforts to submit regulatory filings necessary to achieve initial investigational new drug (“IND”) acceptance for at least one product directed to each applicable target, and following IND acceptance for at least one product, to develop and commercialize such product. In connection with this collaboration, Regeneron agreed to purchase $50.0 million of the Company’s common stock in a private placement concurrent with the Company’s initial public offering, and the Company received a nonrefundable upfront payment of $75.0 million. In addition, the Company is eligible to earn, on a per-licensed target basis, (i) up to $25.0 million in development milestones, including for the dosing of the first patient in each of Phase I, Phase II and Phase III clinical trials, (ii) up to $110.0 million in regulatory milestones, including for the acceptance of a regulatory filing in the U.S., and U.S. and ex-U.S. regulatory approvals, and (iii) up to $185.0 million in sales-based milestone payments. The Company is also eligible to earn royalties ranging from the high single digits to low teens, in each case, on a per-product basis, which royalties are potentially subject to various reductions and offsets and are further subject to the Company’s existing low single-digit royalty obligations under a license agreement with Caribou Biosciences, Inc. (“Caribou”). In addition, Regeneron is obligated to fund 50.0% of the research and development costs for the transthyretin amyloidosis program, the first target selected by Regeneron, which will be subject to a co-development and co-commercialization arrangement between the Company and Regeneron. The fixed portion of consideration under the collaboration arrangement was determined to be the $75.0 million nonrefundable upfront payment, for which there are no contingent terms. The significant deliverables of this multiple-element revenue arrangement were determined to be licenses to targets, the associated research activities and evaluation plans for these programs and the technology collaboration. The Company further determined that the licenses and associated research activities and evaluation plans did not have standalone value due to the specialized nature of the services to be provided by the Company; therefore, these deliverables are not separable, and, accordingly, the license and services are treated as a single unit of accounting. The Company additionally concluded that the technology collaboration has standalone value from the product development, as shared rights to technological advancements under the technology collaboration could be separately applied by Regeneron to other programs. The Company allocated the $75.0 million in fixed consideration to the two units of accounting based on the estimated relative selling price of each deliverable. The Company estimated the selling price of each deliverable by taking into consideration internal estimates of research and development personnel needed to perform the research and development services, estimates of expected cash outflows to third parties for services and supplies, selling prices of comparable transactions and typical gross profit margins. As a result of this evaluation, the Company allocated $63.8 million to the licenses to targets and the associated research activities and evaluation plans and $11.2 million to the technology collaboration. The $63.8 million allocated to the licenses to targets and the associated research activities and evaluation plans for these programs is being recognized over the six-year performance period of the arrangement. The $11.2 million allocated to the technology collaboration is being recognized over a period beginning with the inception of the technology collaboration in September 2016, through the end of the arrangement. Collaboration Revenue Through September 30, 2017, the Company recorded a $75.0 million upfront payment and $3.6 million for research and development services under the Regeneron agreement. Through September 30, 2017, the Company recognized $21.3 million of collaboration revenue, including $4.9 million and $12.6 million in the three and nine months ended September 30, 2017, respectively, and $2.9 million and $5.2 million of collaboration revenue in the three and nine months ended September 30, 2016, respectively, in the consolidated statements of operations related to this agreement. As of September 30, 2017 and December 31, 2016, the Company had deferred revenue of $57.3 million and $66.7 million, respectively, and accounts receivable of $3.5 million and $0.5 million, respectively, related to this agreement. |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | 6. Equity-Based Compensation Equity-based compensation expense is classified in the consolidated statements of operations as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) Research and development $ 1,987 $ 1,235 $ 5,048 $ 2,926 General and administrative 1,260 820 3,678 1,774 Total $ 3,247 $ 2,055 $ 8,726 $ 4,700 Restricted Stock The following table summarizes the Company’s restricted stock activity for the nine months ended September 30, 2017: Number of Shares Weighted Average Date Fair Value per Share Unvested restricted stock as of January 1, 2017 1,361,855 $ 0.81 Vested (558,760 ) 0.73 Cancelled (37,451 ) 1.34 Unvested restricted stock as of September 30, 2017 765,644 $ 0.84 As of September 30, 2017, there was $4.1 Stock Options The weighted average grant date fair value of options, estimated as of the grant date using the Black-Scholes option pricing model, was $13.45 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Risk-free interest rate 1.9 % 1.3 % Expected life of options 6.0 years 6.0 years Expected volatility of underlying stock 93.0 % 88.0 % Expected dividend yield 0.0 % 0.0 % The following is a summary of stock option activity for the nine months ended September 30, 2017: Number of Options Weighted Average Exercise per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In years) (In thousands) Outstanding at January 1, 2017 3,040,214 $ 8.35 Granted 1,686,457 14.15 Exercised (73,139 ) 6.95 Forfeited (232,308 ) 13.02 Outstanding at September 30, 2017 4,421,224 $ 10.34 8.6 $ 64,194 Exercisable at September 30, 2017 1,146,551 $ 8.08 7.9 $ 19,236 As of September 30, 2017, there was $22.7 |
Loss Per Share
Loss Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Loss Per Share | 7. Loss Per Share The Company calculates basic (loss) earnings per share by dividing (loss) income allocable to common stockholders by the weighted average number of common shares outstanding. The Company computes diluted (loss) earnings per share after giving consideration to the dilutive effect of stock options and unvested restricted stock that are outstanding during the period, except where such securities would be anti-dilutive. Basic and diluted loss per share attributable to common stockholders was calculated as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) Net loss $ (15,356 ) $ (7,482 ) $ (43,580 ) $ (21,071 ) Weighted average shares outstanding, basic and diluted 35,189 34,316 34,945 18,098 Net loss per share attributable to common stockholders, basic and diluted $ (0.44 ) $ (0.22 ) $ (1.25 ) $ (1.16 ) In May 2016, the Company issued an additional 6,900,000 shares of common stock in connection with its initial public offering (“IPO”) and 23,481,956 shares of common stock in connection with the automatic conversion of its convertible preferred stock upon the closing of the IPO. In addition, the Company issued a total of 3,055,554 shares of common stock in two separate, concurrent private placements upon the closing of the IPO. The issuance of these shares resulted in a significant increase in the Company’s weighted average shares outstanding and will impact the year-over-year comparability of the Company’s (loss) earnings per share calculations into 2017. The following common stock equivalents were excluded from the calculation of diluted loss per share because their inclusion would have been anti-dilutive: Periods Ended September 30, 2017 2016 (In thousands) Unvested restricted stock 766 1,551 Stock options 4,421 3,029 Total 5,187 4,580 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 8. Related Party Transactions In July 2014, the Company issued Caribou Therapeutics Holdco, LLC, a wholly-owned subsidiary of Caribou, 8,110,599 Junior Preferred Units. As a result of this and related transactions, Caribou owned 12.6% of the Company’s voting interests as of September 30, 2017. The Company recognized research and development expense of $0.3 million and $1.1 million during the three and nine months ended September 30, 2016, respectively, related to license and service agreements entered into with Caribou. In addition, the Company recognized general and administrative expense of $0.8 million and $1.2 million during the three and nine months ended September 30, 2016, respectively, and $0.1 million In connection with its entry into the collaboration and license agreement and related equity transactions with Novartis, the Company issued Novartis 4,761,905 Class A-1 Preferred Units and 2,666,666 Class A-2 Preferred Units. In August 2015, Novartis acquired 761,905 shares of the Company’s Series B Preferred Stock, and in May 2016, Novartis acquired 277,777 shares of the Company’s common stock in a private placement transaction concurrent with the Company’s IPO. As a result of these and subsequent transactions, Novartis collectively owned 15.7% of the Company’s voting interests as of September 30, 2017. Refer to Note 5, Collaborations The Company recognized collaboration revenue of $2.4 |
Summary of Significant Accoun14
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606), In February 2016, the FASB issued ASU No. 2016-02, Leases Leases |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Recognized at Fair Value on Recurring Basis | As of September 30, 2017 and December 31, 2016, the Company’s financial assets recognized at fair value on a recurring basis consisted of the following: Fair Value as of September 30, 2017 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 206,657 $ 206,657 $ — $ — Total $ 206,657 $ 206,657 $ — $ — Fair Value as of December 31, 2016 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents $ 270,448 $ 270,448 $ — $ — Total $ 270,448 $ 270,448 $ — $ — |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following: September 30, December 31, 2017 2016 (In thousands) Employee compensation and benefits $ 3,131 $ 2,703 Research and development and professional expenses 2,808 3,197 Accrued expenses $ 5,939 $ 5,900 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Equity-Based Compensation Expense | Equity-based compensation expense is classified in the consolidated statements of operations as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) Research and development $ 1,987 $ 1,235 $ 5,048 $ 2,926 General and administrative 1,260 820 3,678 1,774 Total $ 3,247 $ 2,055 $ 8,726 $ 4,700 |
Summary of Restricted Stock Activity | The following table summarizes the Company’s restricted stock activity for the nine months ended September 30, 2017: Number of Shares Weighted Average Date Fair Value per Share Unvested restricted stock as of January 1, 2017 1,361,855 $ 0.81 Vested (558,760 ) 0.73 Cancelled (37,451 ) 1.34 Unvested restricted stock as of September 30, 2017 765,644 $ 0.84 |
Summary of Weighted Average Assumptions Used to Compute Fair Value of Option Granted | Key assumptions used to apply this pricing model were as follows: Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Risk-free interest rate 1.9 % 1.3 % Expected life of options 6.0 years 6.0 years Expected volatility of underlying stock 93.0 % 88.0 % Expected dividend yield 0.0 % 0.0 % |
Summary of Stock Option Activity | The following is a summary of stock option activity for the nine months ended September 30, 2017: Number of Options Weighted Average Exercise per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In years) (In thousands) Outstanding at January 1, 2017 3,040,214 $ 8.35 Granted 1,686,457 14.15 Exercised (73,139 ) 6.95 Forfeited (232,308 ) 13.02 Outstanding at September 30, 2017 4,421,224 $ 10.34 8.6 $ 64,194 Exercisable at September 30, 2017 1,146,551 $ 8.08 7.9 $ 19,236 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss Per Share | Basic and diluted loss per share attributable to common stockholders was calculated as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) Net loss $ (15,356 ) $ (7,482 ) $ (43,580 ) $ (21,071 ) Weighted average shares outstanding, basic and diluted 35,189 34,316 34,945 18,098 Net loss per share attributable to common stockholders, basic and diluted $ (0.44 ) $ (0.22 ) $ (1.25 ) $ (1.16 ) |
Potential Dilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share | The following common stock equivalents were excluded from the calculation of diluted loss per share because their inclusion would have been anti-dilutive: Periods Ended September 30, 2017 2016 (In thousands) Unvested restricted stock 766 1,551 Stock options 4,421 3,029 Total 5,187 4,580 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets Recognized at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 206,657 | $ 270,448 |
Total | 206,657 | 270,448 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 206,657 | 270,448 |
Total | $ 206,657 | $ 270,448 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Payables And Accruals [Abstract] | ||
Employee compensation and benefits | $ 3,131 | $ 2,703 |
Research and development and professional expenses | 2,808 | 3,197 |
Accrued expenses | $ 5,939 | $ 5,900 |
Collaborations - Additional Inf
Collaborations - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 34 Months Ended | ||||
Apr. 30, 2016USD ($)Unit | Jan. 31, 2015USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($) | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Collaboration revenue | $ 7,317,000 | $ 4,869,000 | $ 19,449,000 | $ 10,852,000 | ||||
Novartis [Member] | Class A Preferred Units [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Proceeds from issuance of preferred stock | $ 9,000,000 | |||||||
Estimated fair value of units | 11,600,000 | |||||||
Difference between cash proceeds received and estimated fair value of preferred units | 2,600,000 | |||||||
Novartis [Member] | Maximum [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Development based milestone payments under agreement | 30,300,000 | |||||||
Regulatory based milestone payments for first indication | 50,000,000 | |||||||
Regulatory based milestone payments for second indication | 50,000,000 | |||||||
Sales based milestone payments under agreement | 100,000,000 | |||||||
Novartis [Member] | Collaborative Arrangement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Deferred Revenue Additions | 10,000,000 | $ 28,400,000 | ||||||
Technology access fees | 20,000,000 | |||||||
Quarterly research payments | $ 1,000,000 | |||||||
Research term | 5 years | |||||||
Collaboration revenue | 2,400,000 | 2,000,000 | 6,800,000 | 5,700,000 | 20,600,000 | |||
Accounts receivable | 1,000,000 | 1,000,000 | 1,000,000 | $ 6,000,000 | ||||
Deferred revenue | 7,700,000 | 7,700,000 | 7,700,000 | 11,600,000 | ||||
Novartis [Member] | Collaborative Arrangement [Member] | Maximum [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Total research funding | $ 20,000,000 | |||||||
Regeneron Pharmaceuticals Inc. [Member] | Collaborative Arrangement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Deferred Revenue Additions | $ 75,000,000 | 75,000,000 | ||||||
Collaboration revenue | 4,900,000 | $ 2,900,000 | 12,600,000 | $ 5,200,000 | 21,300,000 | |||
Deferred revenue | 57,300,000 | $ 57,300,000 | 57,300,000 | 66,700,000 | ||||
Purchase of common stock through private placement | $ 50,000,000 | |||||||
Percentage of obligated fund on research and development costs | 50.00% | |||||||
Revenue Recognition, Multiple-deliverable Arrangements, Allocation to Specific Unit of Accounting | The Company allocated the $75.0 million in fixed consideration to the two units of accounting based on the estimated relative selling price of each deliverable. | |||||||
Number of accounting based units | Unit | 2 | |||||||
Amount allocated to licenses to targets and associated research activities and evaluation plans | $ 63,800,000 | |||||||
Amount allocated to technology collaboration | $ 11,200,000 | |||||||
Licenses to targets and associated research activities and evaluation plans performance period | 6 years | |||||||
Accounts receivable | $ 3,500,000 | $ 3,500,000 | 3,500,000 | $ 500,000 | ||||
Regeneron Pharmaceuticals Inc. [Member] | Collaborative Arrangement [Member] | Research and Development Services [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Collaboration revenue | $ 3,600,000 | |||||||
Regeneron Pharmaceuticals Inc. [Member] | Collaborative Arrangement [Member] | Maximum [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Development based milestone payments under agreement | $ 25,000,000 | |||||||
Sales based milestone payments under agreement | 185,000,000 | |||||||
Regulatory based milestone payments under agreement | $ 110,000,000 |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Equity-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Equity-based compensation expense | $ 3,247 | $ 2,055 | $ 8,726 | $ 4,700 |
Research and Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Equity-based compensation expense | 1,987 | 1,235 | 5,048 | 2,926 |
General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Equity-based compensation expense | $ 1,260 | $ 820 | $ 3,678 | $ 1,774 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Restricted Stock Activity (Detail) | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Shares, Unvested, Beginning balance | shares | 1,361,855 |
Number of Shares, Vested | shares | (558,760) |
Number of Shares, Cancelled | shares | (37,451) |
Number of Shares, Unvested, Ending balance | shares | 765,644 |
Weighted Average Grant Date Fair Value per Share, Unvested, Beginning balance | $ / shares | $ 0.81 |
Weighted Average Grant Date Fair Value per Share, Vested | $ / shares | 0.73 |
Weighted Average Grant Date Fair Value per Share, Cancelled | $ / shares | 1.34 |
Weighted Average Grant Date Fair Value per Share, Unvested, Ending balance | $ / shares | $ 0.84 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total unrecognized stock-based compensation expense | $ 4.1 | $ 4.1 | ||
Weighted average grant date fair value per share | $ 13.45 | $ 14.91 | $ 10.73 | $ 6.42 |
Unrecognized compensation cost related to stock options | $ 22.7 | $ 22.7 | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average period of unrecognized compensation costs | 1 year 2 months 13 days | |||
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average period of unrecognized compensation costs | 2 years 7 months 7 days |
Equity-Based Compensation - S25
Equity-Based Compensation - Summary of Weighted Average Assumptions Used to Compute Fair Value of Option Granted (Detail) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Risk-free interest rate | 1.90% | 1.30% |
Expected life of options | 6 years | 6 years |
Expected volatility of underlying stock | 93.00% | 88.00% |
Expected dividend yield | 0.00% | 0.00% |
Equity-Based Compensation - S26
Equity-Based Compensation - Summary of Stock Option Activity (Detail) $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Options, Outstanding, Beginning Balance | shares | 3,040,214 |
Number of options, Granted | shares | 1,686,457 |
Number of options, Exercised | shares | (73,139) |
Number of options, Forfeited | shares | (232,308) |
Number of Options, Outstanding, Ending Balance | shares | 4,421,224 |
Number of Options, Exercisable | shares | 1,146,551 |
Weighted Average Exercise Price per Share, Outstanding, Beginning Balance | $ / shares | $ 8.35 |
Weighted Average Exercise Price per Share, Granted | $ / shares | 14.15 |
Weighted Average Exercise Price per Share, Exercised | $ / shares | 6.95 |
Weighted Average Exercise Price per Share, Forfeited | $ / shares | 13.02 |
Weighted Average Exercise Price per Share, Outstanding, Ending Balance | $ / shares | 10.34 |
Weighted Average Exercise Price per Share, Exercisable | $ / shares | $ 8.08 |
Weighted Average Remaining Contractual Term, Outstanding | 8 years 7 months 6 days |
Weighted Average Remaining Contractual Term, Exercisable | 7 years 10 months 24 days |
Aggregate Intrinsic Value, Outstanding | $ | $ 64,194 |
Aggregate Intrinsic Value, Exercisable | $ | $ 19,236 |
Loss Per Share - Schedule of Ba
Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (15,356) | $ (7,482) | $ (43,580) | $ (21,071) |
Weighted average shares outstanding, basic and diluted | 35,189 | 34,316 | 34,945 | 18,098 |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.44) | $ (0.22) | $ (1.25) | $ (1.16) |
Loss Per Share - Additional Inf
Loss Per Share - Additional Information (Detail) | 1 Months Ended |
May 31, 2016shares | |
IPO [Member] | |
Earnings Loss Per Share [Line Items] | |
Number of common stock issued upon conversion of shares | 6,900,000 |
Conversion of convertible preferred stock into common stock | 23,481,956 |
Private Placement [Member] | |
Earnings Loss Per Share [Line Items] | |
Number of common stock issued upon conversion of shares | 3,055,554 |
Loss Per Share - Potential Dilu
Loss Per Share - Potential Dilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share (Detail) - shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from computation of diluted net loss per common share | 5,187 | 4,580 |
Unvested Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from computation of diluted net loss per common share | 766 | 1,551 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from computation of diluted net loss per common share | 4,421 | 3,029 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
May 31, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Aug. 31, 2015 | Jul. 31, 2014 | |
Related Party Transaction [Line Items] | ||||||||
Research and development expense related to license and service agreements with related party | $ 17,481 | $ 7,861 | $ 46,477 | $ 20,509 | ||||
General and administrative expenses | 5,711 | 4,705 | 17,812 | 11,680 | ||||
Collaboration revenue | $ 7,317 | 4,869 | $ 19,449 | 10,852 | ||||
Caribou [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Junior preferred units issued | 8,110,599 | |||||||
Percentage of shares owned | 12.60% | 12.60% | ||||||
Research and development expense related to license and service agreements with related party | 300 | 1,100 | ||||||
General and administrative expenses | $ 100 | 800 | $ 600 | 1,200 | ||||
Percentage of related party obligation | 30.00% | 30.00% | ||||||
Novartis [Member] | Collaborative Arrangement [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of shares owned | 15.70% | 15.70% | ||||||
Common stock, shares acquired | 277,777 | |||||||
Collaboration revenue | $ 2,400 | $ 2,000 | $ 6,800 | $ 5,700 | ||||
Accounts receivable | 1,000 | 1,000 | $ 6,000 | |||||
Deferred revenue | $ 7,700 | $ 7,700 | $ 11,600 | |||||
Novartis [Member] | Class A-1 Preferred Units [Member] | Collaborative Arrangement [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Junior preferred units issued | 4,761,905 | |||||||
Novartis [Member] | Class A-2 Preferred Units [Member] | Collaborative Arrangement [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Junior preferred units issued | 2,666,666 | |||||||
Novartis [Member] | Series B Preferred Stock [Member] | Collaborative Arrangement [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Preferred stock, shares acquired | 761,905 |