Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 28, 2018 | Sep. 28, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | DCPH | ||
Entity Registrant Name | DECIPHERA PHARMACEUTICALS, INC. | ||
Entity Central Index Key | 1,654,151 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 32,594,128 | ||
Entity Public Float | $ 147.6 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 196,754 | $ 57,461 |
Prepaid expenses and other current assets | 1,428 | 791 |
Total current assets | 198,182 | 58,252 |
Property and equipment, net | 838 | 514 |
Deferred offering costs | 0 | 104 |
Other assets | 75 | 75 |
Total assets | 199,095 | 58,945 |
Current liabilities: | ||
Accounts payable | 4,395 | 1,413 |
Accrued expenses | 9,233 | 2,957 |
Notes payable to related party | 187 | 187 |
Total current liabilities | 13,815 | 4,557 |
Notes payable to related party, net of current portion | 1,294 | 1,481 |
Other long-term liabilities | 13 | |
Total liabilities | 15,122 | 6,038 |
Commitments and contingencies (Note 11) | ||
Convertible preferred shares (Series A, B-1, B-2, C), no par value; no shares and 3,632,711 authorized as of December 31, 2017 and 2016, respectively; no shares and 3,632,711 shares issued and outstanding as of December 31, 2017 and 2016 | 0 | 192,667 |
Stockholders' Equity/Members' Deficit: | ||
Preferred stock value | ||
Additional paid-incapital | 379,516 | 5,825 |
Accumulated deficit | (195,869) | (145,585) |
Total stockholders' equity | 183,973 | (139,760) |
Total members equity | (139,760) | |
Total liabilities, convertible preferred shares and stockholders' equity/members' deficit | 199,095 | $ 58,945 |
Par Value Common Stock [Member] | ||
Stockholders' Equity/Members' Deficit: | ||
Common stock value | $ 326 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Convertible preferred shares, shares authorized | 0 | 3,632,711 |
Convertible preferred shares, no par value | $ 0 | $ 0 |
Convertible preferred shares, shares issued | 0 | 3,632,711 |
Convertible preferred shares, shares outstanding | 0 | 3,632,711 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 0 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
No Par Value Common Stock [Member] | ||
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 0 | 4,366,052 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Par Value Common Stock [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 125,000,000 | 0 |
Common stock, shares issued | 32,591,686 | 0 |
Common stock, shares outstanding | 32,591,686 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Revenue | $ 0 | $ 0 | $ 0 |
Operating expenses: | |||
Research and development | 39,514 | 20,163 | 12,475 |
General and administrative | 11,421 | 5,675 | 5,135 |
Total operating expenses | 50,935 | 25,838 | 17,610 |
Loss from operations | (50,935) | (25,838) | (17,610) |
Other income (expense): | |||
Interest expense | (95) | (106) | (2,209) |
Interest and other income, net | 746 | 4 | 3 |
Total other income (expense), net | 651 | (102) | (2,206) |
Net loss and comprehensive loss | $ (50,284) | $ (25,940) | $ (19,816) |
Net loss per share-basic and diluted | $ (2.99) | $ (2.23) | $ (4.67) |
Weighted average common shares outstanding-basic and diluted | 16,792,179 | 11,626,287 | 4,245,698 |
Consolidated Statements of Ope5
Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - shares | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
No Par Value Common Stock [Member] | |||
Common stock, shares outstanding | 0 | 0 | 0 |
Consolidated Statements of Conv
Consolidated Statements of Convertible Preferred Shares and Stockholders' Equity/Members' Deficit - USD ($) $ in Thousands | Total | Member Units [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Series A Convertible Preferred Stock [Member] | Series A Convertible Preferred Stock [Member]Member Units [Member] | Series A Convertible Preferred Stock [Member]Common Stock [Member] | Series A Convertible Preferred Stock [Member]Additional Paid-in Capital [Member] | Series A Convertible Preferred Stock [Member]Accumulated Deficit [Member] | Series B-1 Convertible Preferred Stock [Member] | Series B-2 Convertible Preferred Stock [Member] | Series C Convertible Preferred Shares [Member] |
Beginning balance at Dec. 31, 2014 | $ (99,535) | $ 0 | $ 294 | $ (99,829) | |||||||||
Beginning balance, shares at Dec. 31, 2014 | 0 | ||||||||||||
Conversion of member units into Series A convertible preferred shares | $ 0 | ||||||||||||
Conversion of member units into Series A convertible preferred shares, shares | 0 | 0 | 0 | 0 | |||||||||
Gain on extinguishment of notes payable to related party | 1,487 | 1,487 | |||||||||||
Share-based compensation expense | 2,557 | 2,557 | |||||||||||
Net loss | (19,816) | (19,816) | |||||||||||
Ending balance at Dec. 31, 2015 | (115,307) | $ 0 | 4,338 | (119,645) | |||||||||
Ending balance, shares at Dec. 31, 2015 | 0 | ||||||||||||
Convertible preferred shares, beginning balance at Dec. 31, 2014 | $ 0 | $ 8,491 | |||||||||||
Convertible preferred shares, beginning balance, shares at Dec. 31, 2014 | 0 | 202,500 | |||||||||||
Conversion of member units into Series A convertible preferred shares | $ 8,491 | $ (8,491) | |||||||||||
Conversion of member units into Series A convertible preferred shares, shares | 202,500 | (202,500) | |||||||||||
Conversion of notes payable and accrued interest into convertible preferred shares, net of issuance costs | $ 94,065 | $ 3,728 | |||||||||||
Conversion of notes payable and accrued interest into convertible preferred shares, shares | 1,855,250 | 73,811 | |||||||||||
Issuance of convertible preferred shares, net of issuance costs | $ 31,084 | ||||||||||||
Issuance of convertible preferred shares, shares | 624,784 | ||||||||||||
Convertible preferred shares, ending balance at Dec. 31, 2015 | $ 137,368 | ||||||||||||
Convertible preferred shares, ending balance, shares at Dec. 31, 2015 | 2,756,345 | 202,500 | |||||||||||
Share-based compensation expense | $ 1,487 | 1,487 | |||||||||||
Net loss | (25,940) | (25,940) | |||||||||||
Ending balance at Dec. 31, 2016 | (139,760) | $ 0 | 5,825 | (145,585) | |||||||||
Ending balance, shares at Dec. 31, 2016 | 0 | ||||||||||||
Issuance of convertible preferred shares, net of issuance costs | $ 55,299 | ||||||||||||
Issuance of convertible preferred shares, shares | 876,366 | ||||||||||||
Convertible preferred shares, ending balance at Dec. 31, 2016 | $ 192,667 | $ 102,556 | $ 34,812 | $ 55,299 | |||||||||
Convertible preferred shares, ending balance, shares at Dec. 31, 2016 | 3,632,711 | 2,057,750 | 698,595 | 876,366 | |||||||||
Effect of Conversion (Note 1) | $ 244,538 | $ 244 | 244,294 | ||||||||||
Effect of Conversion (Note 1), convertible preferred shares | $ (244,538) | ||||||||||||
Effect of Conversion (Note 1), shares | 24,425,190 | ||||||||||||
Effect of Conversion (Note 1), shares, Convertible preferred shares, shares | (4,323,044) | ||||||||||||
Issuance of common stock sold in initial public offering, net of underwriting discounts, commissions and offering costs | $ 124,613 | $ 82 | 124,531 | ||||||||||
Issuance of common stock sold in initial public offering, net of underwriting discounts, commissions and offering costs, shares | 8,166,496 | ||||||||||||
Share-based compensation expense | 4,866 | 4,866 | |||||||||||
Net loss | (50,284) | (50,284) | |||||||||||
Ending balance at Dec. 31, 2017 | 183,973 | $ 326 | $ 379,516 | $ (195,869) | |||||||||
Ending balance, shares at Dec. 31, 2017 | 32,591,686 | ||||||||||||
Issuance of convertible preferred shares, net of issuance costs | $ 51,871 | ||||||||||||
Issuance of convertible preferred shares, shares | 690,333 | ||||||||||||
Convertible preferred shares, ending balance at Dec. 31, 2017 | $ 0 | $ 0 | |||||||||||
Convertible preferred shares, ending balance, shares at Dec. 31, 2017 | 0 |
Consolidated Statements of Con7
Consolidated Statements of Convertible Preferred Shares and Stockholders' Equity/Members' Deficit (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Series A Convertible Preferred Stock [Member] | |||
Issuance costs | $ 30 | ||
Series B-1 Convertible Preferred Stock [Member] | |||
Issuance costs | $ 468 | ||
Series B-2 Convertible Preferred Stock [Member] | |||
Issuance costs | $ 25 | ||
Series C Convertible Preferred Shares [Member] | |||
Issuance costs | $ 429 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net loss | $ (50,284) | $ (25,940) | $ (19,816) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Share-based compensation expense | 4,866 | 1,487 | 2,557 |
Depreciation and amortization expense | 150 | 90 | 73 |
Non-cash interest expense | 2,091 | ||
Loss on disposal of property and equipment | 10 | 6 | |
Changes in operating assets and liabilities: | |||
Prepaid expenses and other current assets | (637) | (185) | (516) |
Accounts payable | 2,904 | (187) | 1,176 |
Accrued expenses | 6,276 | 1,694 | 1,160 |
Other assets | (55) | 6 | |
Other long-term liabilities | 13 | ||
Net cash used in operating activities | (36,702) | (23,090) | (13,269) |
Cash flows from investing activities: | |||
Purchases of property and equipment | (406) | (223) | (142) |
Net cash used in investing activities | (406) | (223) | (142) |
Cash flows from financing activities: | |||
Proceeds from initial public offering, net of underwriting discounts and commissions | 129,112 | ||
Payments of initial public offering costs | (4,395) | (104) | |
Proceeds from issuance of convertible preferred shares | 52,300 | 55,324 | 31,552 |
Proceeds from issuance of convertible notes payable to related parties | 7,550 | ||
Repayment of notes payable to related party | (187) | (198) | (186) |
Payments of convertible preferred share issuance costs | (429) | (25) | (498) |
Net cash provided by financing activities | 176,401 | 54,997 | 38,418 |
Net increase in cash and cash equivalents | 139,293 | 31,684 | 25,007 |
Cash and cash equivalents at beginning of period | 57,461 | 25,777 | 770 |
Cash and cash equivalents at end of period | 196,754 | 57,461 | 25,777 |
Cash paid for interest | 95 | $ 106 | 117 |
Conversion of convertible preferred shares into common stock | 244,538 | ||
Conversion of notes payable and accrued interest into convertible preferred shares | 97,793 | ||
Conversion of member units into Series A convertible preferred shares | 8,491 | ||
Gain on extinguishment of notes payable to related party | $ 1,487 | ||
Purchases of property and equipment included in accounts payable or accrued expenses | $ 78 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Nature of the Business and Basis of Presentation | 1. Nature of the Business and Basis of Presentation Deciphera Pharmaceuticals, Inc. (the “Company”) is a clinical-stage biopharmaceutical company developing new drugs to improve the lives of cancer patients by addressing key mechanisms of drug resistance that limit the rate and durability of response of many cancer therapies. The Company’s targeted, small molecule drug candidates, designed using its proprietary kinase switch control inhibitor platform, inhibit the activation of kinases, an important family of enzymes, that, when mutated or over expressed, are known to be directly involved in the growth and spread of many cancers. On October 2, 2017, immediately prior to the completion of its initial public offering (“IPO”), the Company engaged in a series of transactions whereby Deciphera Pharmaceuticals, LLC became a wholly owned subsidiary of Deciphera Pharmaceuticals, Inc., a Delaware corporation. As part of the transactions, shareholders of Deciphera Pharmaceuticals, LLC exchanged their shares of Deciphera Pharmaceuticals, LLC for shares of Deciphera Pharmaceuticals, Inc. on a one-for-5.65 basis, (the “Conversion”). On October 2, 2017, Deciphera Pharmaceuticals, Inc., completed the IPO, pursuant to which it issued and sold 7,500,000 shares of common stock at the IPO price of $17.00 per share, resulting in net proceeds of $114.1 million after deducting underwriting discounts and commissions and other offering expenses. On October 4, 2017, the Company issued and sold an additional 666,496 shares of common stock at the IPO price of $17.00 per share pursuant to the underwriters’ partial exercise of their option to purchase additional shares of common stock, resulting in additional net proceeds of $10.5 million after deducting underwriting discounts and commissions. Upon the closing of the IPO, the Company’s outstanding convertible preferred shares automatically converted into shares of common stock. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations and the ability to secure additional capital to fund operations. Drug candidates currently under development will require significant additional research and development efforts, including extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and extensive compliance-reporting capabilities. Even if the Company’s drug development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. The accompanying consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business. Since inception, the Company has incurred recurring losses including net losses of $50.3 million and $25.9 million for the years ended December 31, 2017 and 2016, respectively. As of December 31, 2017 the Company had an accumulated deficit of $195.9 million. The Company expects to continue to generate operating losses in the foreseeable future. As of the issuance date of the consolidated financial statements, the Company expects that its cash and cash equivalents of $196.8 million as of December 31, 2017 would be sufficient to fund its operating expenses, capital expenditure requirements and debt service payments through at least 12 months from the issuance date of these consolidated financial statements. The future viability of the Company is dependent on its ability to raise additional capital to fund its operations. The Company expects its expenses to increase substantially in connection with ongoing activities, particularly as the Company advances its preclinical activities and clinical trials for its drug candidates in development. Accordingly, the Company will need to obtain substantial additional funding in connection with continuing operations. If the Company is unable to raise capital when needed, or on attractive terms, it could be forced to delay, reduce or eliminate its research or drug development programs or any future commercialization efforts. Although management continues to pursue these plans, there is no assurance that the Company will be successful in obtaining sufficient funding on terms acceptable to the Company to fund continuing operations, if at all. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the accrual for research and development expenses, prior to the Company’s IPO, the valuation of common stock, and the valuation of stock-based awards. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates. Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less at the date of purchase to be cash equivalents. Concentrations of Credit Risk and of Significant Suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains all cash and cash equivalents at one accredited financial institution. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company is dependent on third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. These programs could be adversely affected by a significant interruption in the supply of active pharmaceutical ingredients and formulated drugs. Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholders’ equity/members’ deficit as a reduction of additional paid-in capital generated as a result of the offering. Should the planned equity financing be abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the statement of operations and comprehensive loss. As of December 31, 2016, the Company recorded $0.1 million of deferred offering costs in contemplation of the Company’s IPO, which closed in October 2017, and such costs were transferred to additional paid-in capital upon completion of the IPO. The Company has no deferred offering costs as of December 31, 2017. Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization expense is recognized using the straight-line method over the estimated useful life of each asset as follows: Estimated Useful Life Lab equipment 5 to 7 years Computer equipment 3 to 5 years Furniture and fixtures 7 years Leasehold improvements Shorter of life of lease or 15 years Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation and amortization are removed from the accounts and any resulting gain or loss is included in loss from operations. Expenditures for repairs and maintenance are charged to expense as incurred. Impairment of Long-Lived Assets Long-lived assets consist of property and equipment. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset group for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset group to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset group are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset group over its fair value, determined based on discounted cash flows. The Company did not record any impairment losses on long-lived assets during the years ended December 31, 2017, 2016 or 2015. Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s cash equivalents are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of the Company’s accounts payable and accrued expenses approximate their fair values due to the short-term nature of these liabilities. The fair value of the Company’s outstanding notes payable to related party (see Note 6) as of December 31, 2017 and 2016 approximated $1.2 million and $1.3 million, respectively. The fair value of the outstanding debt was estimated using a discounted cash flow analysis based on current market interest rates for debt issuances with similar remaining years to maturity, adjusted for credit risk, which represents a Level 3 measurement. Segment Information The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s singular focus is designing, optimizing and introducing small molecule switch control inhibitors of protein kinases for human clinical trials and the global pharmaceutical marketplace through the use of its proprietary drug discovery technology platform. All of the Company’s tangible assets are held in the United States. Research and Development Costs Research and development costs are expensed as incurred. Research and development expenses are comprised of costs incurred in performing research and development activities, including salaries, stock-based compensation and benefits, facilities costs, depreciation, manufacturing expenses and external costs of outside vendors engaged to conduct preclinical development activities and trials. Advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. The prepaid amounts are expensed as the related goods are delivered or the services are performed. Research Contract Costs and Accruals The Company has entered into various research and development contracts with research institutions and other companies both inside and outside of the United States. These agreements are generally cancelable, and related payments are recorded as research and development expenses as incurred. The Company records accruals for estimated ongoing research costs. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies or trials, including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates are made in determining the accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. The Company’s historical accrual estimates have not been materially different from the actual costs. Patent Costs All patent-related costs incurred in connection with filing and prosecuting patent applications are expensed as incurred due to the uncertainty about the recovery of the expenditure. Amounts incurred are classified as general and administrative expenses. Stock-Based Compensation The Company measures all stock options and other stock-based awards granted to employees and directors based on the fair value on the date of the grant and recognizes compensation expense of those awards over the requisite service period, which is generally the vesting period of the respective award. The straight-line method of expense recognition is applied to all awards with service-only conditions while the graded-vesting method is applied to all awards with both service and performance conditions. The Company accounts for forfeitures as they occur. The Company classifies stock-based compensation expense in its statements of operations and comprehensive loss in the same manner in which the award recipient’s payroll costs are classified or in which the award recipient’s service payments are classified. Income Taxes Upon consummation of the Conversion on October 2, 2017, the Company became subject to corporate U.S. federal and state income taxes. Prior to the Conversion, the Company was treated as a partnership for income tax purposes and was not subject to U.S. federal or state income taxation. As a result, the Company had not recorded any U.S. federal or state income tax benefits prior to October 2, 2017 for the net losses incurred in each reporting period or for any earned research and orphan drug credits as the operating losses incurred by the Company had been passed through to its members. The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred taxes are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in its consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than- not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. Comprehensive Loss Comprehensive loss includes net loss as well as other changes in stockholders’ equity/members’ deficit that result from transactions and economic events other than those with shareholders. There was no difference between net loss and comprehensive loss for each of the periods presented in the accompanying consolidated financial statements. Net Loss per Share Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of common shares outstanding for the year ended December 31, 2017. Diluted net income (loss) per is computed by dividing the diluted net income (loss) by the weighted average number of common shares, including potential dilutive common shares assuming the dilutive effect of outstanding stock options and unvested restricted common shares, as determined using the treasury stock method. For periods in which the Company has reported net losses, diluted net loss per common share is the same as basic net loss per common share, since dilutive common shares are not assumed to have been issued if their effect is antidilutive. The Company did not have any common shares outstanding during the years ended December 31, 2015 and 2016 or for the period from January 1, 2017 through the closing of its initial public offering on October 2, 2017. To determine the weighted average shares outstanding for purpose of calculating net loss per share during those periods, the Company used the weighted average number of Series A convertible preferred shares outstanding because such shares represented the most subordinate share class outstanding during those periods, and such shares were retrospectively adjusted to give effect to the exchange of Series A convertible preferred shares into shares of common stock upon the Conversion (see Note 1). Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients In February 2016, the FASB issued ASU No. 2016-02, Leases In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting |
Fair Value of Financial Assets
Fair Value of Financial Assets | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets | 3. Fair Value of Financial Assets The following tables present information about the Company’s financial assets measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): Fair Value Measurements at December 31, 2017 Using: Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ — $ 191,950 $ — $ 191,950 Total $ — $ 191,950 $ — $ 191,950 Fair Value Measurements at December 31, 2016 Using: Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ — $ 53,180 $ — $ 53,180 Total $ — $ 53,180 $ — $ 53,180 During the years ended December 31, 2017 and 2016, there were no transfers between Level 1, Level 2 and Level 3. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 4. Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): December 31, 2017 2016 Laboratory equipment $ 981 $ 602 Leasehold improvements 344 349 Computer equipment 300 225 Furniture and fixtures 128 104 1,753 1,280 Less: Accumulated depreciation and amortization (915 ) (766 ) $ 838 $ 514 Depreciation and amortization expense was $0.2 million for the year ended December 31, 2017 and $0.1 million for each of the years ended December 31, 2016 and 2015, respectively. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 5. Accrued Expenses Accrued expenses consisted of the following (in thousands): December 31, 2017 2016 Accrued external research and development expenses $ 6,625 $ 1,433 Accrued payroll and related expenses 2,233 1,267 Accrued professional fees 353 240 Accrued other 22 17 $ 9,233 $ 2,957 |
Notes Payable to Related Partie
Notes Payable to Related Parties | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Notes Payable to Related Parties | 6. Notes Payable to Related Parties 2004 Convertible Loan Agreement In 2004, the Company entered into a convertible loan agreement (the “2004 Loan”) with Brightstar Associates, LLC (“Brightstar”), a related party (see Note 14). In May 2015, the 2004 Loan was amended to (i) consolidate the then-current accrued interest of $5.0 million and outstanding principal for a new principal balance of $12.6 million, (ii) extend the maturity date to be due on demand after December 31, 2019 and (iii) allow Brightstar, at its option, to convert the outstanding principal and accrued interest into member units of the Company at a price of $51.52 per member unit, subject to appropriate adjustment in the event of the issuance of any member units or securities convertible into member units at a lower price per member unit than $51.52. The Company determined that such amendments should be accounted for as an extinguishment of the 2004 Loan for accounting purposes. As a result, the carrying value of the 2004 Loan of $12.6 million at the time of the extinguishment was removed from the balance sheet and was recorded at its then-current fair value of $11.1 million. The resulting gain on extinguishment of $1.5 million was recognized as additional paid-in capital, a component of members’ deficit, due to the related party nature of the 2004 Loan. At the date of extinguishment, there were no unamortized debt discounts or debt issuance costs. The Company assessed the embedded conversion and repayment features of the 2004 Loan and determined that there were no features that were required to be separated and accounted for as derivatives. 2006 through 2013 Convertible Loan Agreements From September 2006 through June 2013, the Company entered into five convertible loan agreements (the “Pre-2015 Convertible Loans”) with Brightstar and Biochenomix, L.L.C. (“Biochenomix”), which provided for aggregate borrowings of up to $70.1 million. Through December 31, 2014, the Company drew down $66.2 million under the Pre-2015 Convertible Loans, and in 2015, the remaining $3.9 million was drawn down. Interest under the Pre-2015 Convertible Loans accrued monthly at the prime rate. The Company assessed the embedded conversion and repayment features of the Pre-2015 Convertible Loans and determined that there were no features that were required to be separated and accounted for as derivatives. Conversion of 2004 Loan and Pre-2015 Convertible Loans In September 2015, all outstanding principal and accrued interest of $95.6 million, with a carrying value of $94.1 million, due under the 2004 Loan and the Pre-2015 Convertible Loans was converted into 1,855,250 Series A convertible preferred shares (see Note 7). 2015 Convertible Loan Agreement In May 2015, the Company entered into a seventh convertible loan agreement (the “2015 Loan”) with Brightstar and Biochenomix, which provided for aggregate borrowings of up to $15.0 million. Interest under the 2015 Loan accrued monthly at the prime rate. In May 2015 and July 2015, the Company drew down $2.0 million and $1.7 million, respectively, under the 2015 Loan. The Company assessed the embedded conversion and repayment features of the 2015 Loan and determined that there were no features that were required to be separated and accounted for as derivatives. In September 2015, all outstanding principal and accrued interest of $3.7 million due under the 2015 Loan was converted into 73,811 Series B-1 convertible preferred shares (see Note 7). 2010 Construction Loan Agreement In June 2010, the Company entered into a loan agreement and a security agreement (together, the “CRL Construction Loan”) with Clinical Reference Laboratory, Inc. (“CRL”), a related party (see Note 14), which provided for aggregate borrowings of up to $2.8 million to finance construction of the Company’s biology and chemistry laboratories. Borrowings under the CRL Construction Loan bear interest at a fixed rate equal to 6.0% per annum and interest accrues monthly. The CRL Construction Loan requires monthly payments of principal and interest commencing on January 1, 2011 and through the maturity date of January 1, 2026, based on a 15-year straight-line amortization schedule. The CRL Construction Loan is collateralized by a security interest in all of the equipment and fixtures at the Company’s laboratories in Lawrence, Kansas. Under the loan and security agreements, the Company has agreed to affirmative, negative and financial covenants to which it will remain subject until the loan has been paid off in full. These covenants include limitations on the Company’s ability to incur additional indebtedness and engage in certain fundamental business transactions, such as mergers or acquisitions of other businesses, as well as requirements that the Company comply with a maximum liabilities-to-assets ratio, a minimum working capital threshold and a maximum debt-to-equity ratio. Events of default under the loan agreement include failure to make payments when due, insolvency events, failure to comply with covenants and material adverse effects with respect to the Company. The lender’s remedies upon an event of default include the ability to accelerate all amounts that are due under the CRL Construction Loan to become immediately due and payable. As of December 31, 2017 and 2016, the Company was in compliance with the financial covenants of the CRL Construction Loan. Notes payable to related party as of December 31, 2017 and 2016 consisted only of outstanding borrowings under the CRL Construction Loan, as follows (in thousands): December 31, 2017 2016 Notes payable to related party $ 1,481 $ 1,668 Less: Current portion (187 ) (187 ) Notes payable to related party, net of current portion $ 1,294 $ 1,481 As of December 31, 2017, scheduled payments of principal and interest for the CRL Construction Loan are as follows (in thousands): Year ending December 31, Principal Interest Total 2018 $ 187 $ 84 $ 271 2019 187 73 260 2020 187 61 248 2021 187 50 237 2022 187 39 226 Thereafter 546 49 595 $ 1,481 $ 356 $ 1,837 Total interest expense for each of the years ended December 31, 2017, 2016 and 2015 was $0.1 million, $0.1 million and $2.2 million, respectively. |
Convertible Preferred Shares
Convertible Preferred Shares | 12 Months Ended |
Dec. 31, 2017 | |
Text Block [Abstract] | |
Convertible Preferred Shares | 7. Convertible Preferred Shares 2015 Recapitalization During 2015, the Company amended its operating agreement to affect a recapitalization of its members’ interests into three classes of shares: common shares, Series A Shares and Series B Shares. As a result of this recapitalization, the previously outstanding member units became 202,500 Series A Shares. Series B Preferred Shares Purchase Agreement In September 2015, the Company entered into a Series B preferred shares purchase agreement, which provided for total gross cash proceeds of up to $90.6 million, comprised of two tranches: a Series B-1 Share financing for total gross proceeds of $31.6 million (the “Series B-1 Share Financing”) and a Series B-2 Share financing for total gross cash proceeds of $55.3 million (the “Series B-2 Share Financing”). In connection with the Series B preferred shares purchase agreement, in September 2015, the Company amended its operating agreement such that each member of the LLC would convert debt held by such member issued prior to January 1, 2015 into Series A Shares at their applicable conversion prices and that each member of the LLC would convert debt held by such member issued after January 1, 2015 into Series B-1 Shares at their applicable conversion prices. At that time, an aggregate of $95.6 million of outstanding principal and interest under the Company’s 2004 Loan and the Pre-2015 Convertible Loans, with a carrying value of $94.1 million, was converted into 1,855,250 Series A Shares. Additionally, $3.7 million of outstanding principal and accrued interest under the Company’s 2015 Loan was converted into 73,811 Series B-1 Shares. In connection with the Series B-1 Share Financing, in September 2015 and December 2015, the Company sold an aggregate of 624,784 Series B-1 Shares at a price of $50.50 per share for gross proceeds of $31.6 million. The Company recorded issuance costs of $0.5 million in connection with the sale and issuance of the Series B-1 Shares. Purchasers of Series B-1 Shares also agreed to purchase an aggregate of 876,366 Series B-2 Shares at a price of $63.13 per share upon the achievement by the Company of one of two clinical development milestones and the certification by the Company’s board of directors that the milestone(s) had occurred. In addition, the purchasers of Series B-1 Shares were granted the right to purchase their respective allocation of Series B-2 Shares at any time more than 45 days from the initial closing and before the Company completed its next financing of more than $5.0 million. In July 2016, upon notice from the Company of the achievement of one of the required clinical milestones, the Company issued and sold 876,366 Series B-2 Shares at a price of $63.13 per share for gross proceeds of $55.3 million. Issuance costs associated with the issuance of Series B-2 Shares were less than $0.1 million. The Company determined that the future tranche obligation of the Series B preferred shares purchase agreement did not meet the definition of a freestanding financial instrument because, while separately exercisable, it was not legally detachable. Further, the Company determined that the embedded future tranche obligation did not require bifurcation for accounting purposes as it is clearly and closely related to the economic characteristics and risks of the initial preferred shares and would not meet the definition of a derivative on a standalone basis. Series C Preferred Shares Purchase Agreement In May 2017, the Company entered into a Series C preferred shares purchase agreement, pursuant to which the Company sold 690,333 Series C Shares at a price of $75.76 per share for proceeds of $51.9 million, net of issuance costs of $0.4 million. Upon issuance of each class of Preferred Shares, the Company assessed the embedded conversion and liquidation features of the securities and determined that such features did not require the Company to separately account for these features. The Company also concluded that no beneficial conversion feature existed upon the issuance date of each class of Preferred Shares. As of December 31, 2016, the Preferred Shares consisted of the following (in thousands, except share amounts): Preferred Preferred Shares Carrying Liquidation Common Shares (1) Series A Shares 2,057,750 2,057,750 $ 102,556 $ 103,484 11,626,287 Series B-1 Shares 698,595 698,595 34,812 35,279 3,947,060 Series B-2 Shares 876,366 876,366 55,299 55,325 4,951,467 3,632,711 3,632,711 $ 192,667 $ 194,088 20,524,814 (1) Amounts reflect the exchange of convertible preferred shares into shares of common stock on a one-for 5.65 basis upon the Conversion described in Note 1. Upon closing of the IPO in October 2017, all of the outstanding Preferred Shares including the Series C issued in May 2017 were converted into 24,425,190 shares of common stock. Conversion On October 2, 2017, immediately prior to the completion of the IPO, the Company engaged in a series of transactions whereby Deciphera Pharmaceuticals, LLC became a wholly owned subsidiary of Deciphera Pharmaceuticals, Inc. As part of the transactions, shareholders of Deciphera Pharmaceuticals, LLC exchanged their shares of Deciphera Pharmaceuticals, LLC for shares of Deciphera Pharmaceuticals, Inc. on a one-for-5.65 basis and exchanged their outstanding equity incentive awards of Deciphera Pharmaceuticals, LLC for options to purchase the same number of shares of common stock of Deciphera Pharmaceuticals, Inc. multiplied by 5.65, with a corresponding adjustment to divide the exercise price by 5.65 (the “Conversion”). The Conversion included the exchange of all outstanding series A, series B and series C preferred shares of Deciphera Pharmaceuticals, LLC for an aggregate of 24,425,190 shares of common stock of Deciphera Pharmaceuticals, Inc. and the exchange of all outstanding options and share appreciations rights of Deciphera Pharmaceuticals, LLC for 4,092,710 options to purchase common stock of Deciphera Pharmaceuticals, Inc. with a weighted average exercise price of $3.37 per share. Prior to the Conversion, the holders of the Preferred Shares had the following rights and preferences: Voting Rights The holders of Preferred Shares were entitled to vote, together with the holders of common shares, on all matters submitted to shareholders for a vote. Each preferred shareholder was entitled to the number of votes equal to the number of common shares into which each Preferred Share was convertible at the time of such vote. Dividends and Distributions There were no stated dividends on the Preferred Shares, however, holders of Preferred Shares were entitled to receive distributions when, as and if approved by the board of directors of the Company and together with holders of common shares in proportion to the number of common shares into which each Preferred Share was convertible at the time of such distribution. Additionally, to the extent the Company had sufficient cash available, without incurring any borrowings, the Company should make a tax distribution in an amount of cash equal to the excess, if any, of (i) the product of the net taxable income or gain of the Company for the year allocated to each member and the highest combined marginal federal, state and local income tax rate applicable to residents in Kansas over (ii) the aggregate amount of distributions previously made to such member during such taxable year. Through December 31, 2017, no distributions had been approved or paid. Liquidation In the event of any liquidation, dissolution or winding-up of the Company or Liquidating Event (as described below), the holders of Preferred Shares were entitled to be paid out of the assets of the Company available for distribution to shareholders in the order and preference as specified in the Company’s certificate of incorporation, as amended and restated. Unless the holders of a majority of the outstanding Preferred Shares, voting together as a single class, elect otherwise, a Liquidating Event should include a merger or consolidation (other than one in which shareholders of the Company own a majority of the voting power of the outstanding shares of the surviving or acquiring corporation) or a sale, lease, transfer, exclusive license or other disposition of all or substantially all of the assets of the Company. Conversion Each Preferred Share was convertible at the option of the shareholder at any time after the date of issuance, and automatically converted into shares of common stock upon the closing of the Company’s IPO in October 2017 on a one-for-5.65 basis. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Common Stock | 8. Common Stock On October 2, 2017, the Company’s certificate of incorporation, as amended and restated, authorized the Company to issue up to 125,000,000 shares of common stock and 5,000,000 shares of preferred stock, each with a par value of $0.01 per share. As of December 31, 2016, the Company’s operating agreement, as amended and restated, authorized the Company to issue 4,366,052 shares of no par value common shares. Common shares shall be issued in one or more series as determined by the board of directors of the Company at the time of issuance. Each common share entitled the holder to one vote on all matters submitted to a vote of the Company’s shareholders. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 9. Stock-Based Compensation 2017 Equity Incentive Plan On September 21, 2017, the Company adopted the 2017 Stock Option and Incentive Plan (the “2017 Plan”) which became effective on September 26, 2017. The 2017 Plan provides for the grant of equity-based incentive awards. The Company initially reserved 2,655,831 shares of common stock for the issuance of awards under the 2017 Plan. The 2017 Plan provides that the number of shares reserved and available for issuance under the plan will automatically increase each January 1, beginning on January 1, 2018, by 4% of the outstanding number of shares of our common stock on the immediately preceding December 31 or such lesser number of shares as determined by the Compensation Committee of the Company’s Board of Directors. As of December 31, 2017, 2,150,189 remained available for issuance under the 2017 Plan. The number of shares reserved for issuance under the 2017 Plan was increased by 1,303,667 shares effective January 1, 2018. 2017 Employee Stock Purchase Plan On September 21, 2017, the Company adopted the 2017 Employee Stock Purchase Plan, (the “ESPP”) which became effective on September 26, 2017. The ESPP initially reserves and authorizes the issuance of up to a total of 306,750 shares of common stock to participating employees. The ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2018 and each January 1 thereafter through January 1, 2027, by the least of (i) 1% of the outstanding number of shares of common stock on the immediately preceding December 31; (ii) 400,000 shares or (iii) such number of shares as determined by the ESPP administrator. The number of shares reserved for issuance under the ESPP was increased by 325,916 shares effective January 1, 2018. As of December 31, 2017, no offering periods have commenced under the ESPP. 2015 Equity Incentive Plan Under the Company’s 2015 Equity Incentive Plan (the “2015 Plan”) the Company was authorized to sell or issue common shares or restricted common shares, or to grant options for the purchase of common shares, share appreciation rights (SARs) and other awards, to employees, members of the board of directors, consultants and advisors of the Company. Upon effectiveness of the 2017 Plan no further awards were available to be issued under the 2015 Plan. Both the 2017 and 2015 Plans provide that they be administered by the board of directors or, at the discretion of the board of directors, by a committee of the board of directors. The exercise prices for stock options may not be less than 100% of the fair market value of the common stock on the date of grant and the term of awards may not be greater than ten years. The Company bases fair value of common stock on the quoted market price. Prior to the IPO, the Company valued its common shares by taking into consideration its most recently available third-party valuations of common shares performed under the direction of the board of directors as well as additional factors which may have changed since the date of the most recent contemporaneous valuation through the date of grant. Vesting periods are determined at the discretion of the board of directors. Awards granted to employees and directors typically vest over four years. Conversion In connection with the Conversion all outstanding options and share appreciation rights of Deciphera Pharmaceuticals, LLC were exchanged for options to purchase common stock of Deciphera Pharmaceuticals, Inc. Option and share appreciation amounts for periods prior to the Company’s IPO have been retrospectively adjusted to give effect to this exchange. Stock Option Valuation The fair value of each stock-based award is estimated on the date of grant using the Black-Scholes option-pricing model, which uses as inputs the fair value of the Company’s common stock and assumptions for the volatility of its common stock, the expected term of stock-based awards, the risk-free interest rate for a period that approximates the expected term of stock-based awards and the expected dividend yield. Prior to October 2017, the Company was privately-held and lacked company-specific historical and implied volatility information. Therefore, it estimates its expected share volatility based on the historical volatility of a set of publicly traded peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The Company estimated the expected term of its options using the “simplified” method for awards that qualify as “plain-vanilla” options. For options that do not qualify as “plain-vanilla”, the Company estimated the expected term using the average of vesting date and expiration date as it believes there is no better estimate of expected term. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends on common shares and does not expect to pay any cash dividends in the foreseeable future. The assumptions that the Company used to determine the fair value of options granted to employees and directors were as follows, presented on a weighted average basis: Year Ended December 31, 2017 2016 2015 Risk-free interest rate 1.9 % 1.3 % 2.0 % Expected term (in years) 6.0 6.1 7.4 Expected volatility 78.3 % 76.1 % 86.6 % Expected dividend yield 0 % 0 % 0 % The following table summarizes the Company’s option activity from January 1, 2017 to December 31, 2017: Number Weighted Price Weighted Term Aggregate Value (in years) (in thousands) Outstanding as of December 31, 2016 3,214,452 $ 2.43 9.2 $ 4,890 Granted 1,553,639 $ 10.02 Exercised — — Forfeited (169,739 ) $ 2.58 Outstanding as of December 31, 2017 4,598,352 $ 4.99 8.6 $ 81,311 Options vested and expected to vest as of December 31, 2017 4,598,352 $ 4.99 8.6 $ 81,311 Options exercisable as of December 31, 2017 2,436,866 $ 3.21 8.2 $ 47,431 The aggregate intrinsic value of options is calculated as the difference between the exercise price of the options and the fair value of the Company’s common shares for those options that had exercise prices lower than the fair value of the Company’s common shares. The weighted average grant-date fair value per share of options granted during the years ended December 31, 2017, 2016 and 2015 was $7.63, $2.43 and $1.45, respectively. The total fair value of options vested during the years ended December 31, 2017, 2016 and 2015 was $3.6 million, $0.8 million, and $1.9 million, respectively. Stock-Based Compensation Stock-based compensation expense was classified in the statements of operations and comprehensive loss as follows (in thousands): Year Ended December 31, 2017 2016 2015 Research and development expenses $ 1,320 $ 541 $ 1,382 General and administrative expenses 3,546 946 1,175 $ 4,866 $ 1,487 $ 2,557 As of December 31, 2017, total unrecognized compensation cost related to the unvested share-based awards was $8.8 million, which is expected to be recognized over a weighted average of 1.7 years. During the year ended December 31, 2017, the Company granted 208,000 options, of which 115,918 options were immediately vested and the remaining 92,082 options vest over a weighted average period of 1.8 years. |
Net Loss per Share
Net Loss per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 10. Net Loss per Share On October 2, 2017, in connection with the closing of the IPO, all outstanding convertible preferred shares of Deciphera Pharmaceuticals, LLC were exchanged for shares of common stock of Deciphera Pharmaceuticals, Inc. upon the Conversion (see Note 1). In addition, because the Company had a net loss in each of the periods presented, diluted net loss per share attributable to common shareholders has not been presented as the effect of including common share equivalents in the calculations would have had an anti-dilutive impact. The Company did not have any common shares outstanding during the years ended December 31, 2015 and 2016 or during the period from January 1, 2017 through the closing of its initial public offering on October 2, 2017. Because the Series A convertible preferred shares represented the most subordinate share class outstanding during those periods, in determining weighted average common shares outstanding for purposes of calculating net loss per share for periods prior to the IPO, the Company utilized Series A convertible preferred shares. Such shares have also been retrospectively adjusted to give effect to the exchange of Series A convertible preferred shares into shares of common stock upon the Conversion. Basic and diluted net loss per share was calculated as follows (in thousands, except share and per share amounts): Year Ended December 31, 2017 2016 2015 Numerator: Net loss $ (50,284 ) $ (25,940 ) $ (19,816 ) Denominator: Weighted average common shares outstanding—basic and diluted 16,792,179 11,626,287 4,245,698 Net loss per share —basic and diluted $ (2.99 ) $ (2.23 ) $ (4.67 ) Common Stock Equivalents The following potential dilutive securities, presented based on amounts outstanding at the end of each reporting period, have been excluded from the calculation of diluted net loss per share because including them would have had an anti-dilutive impact: December 31, 2017 2016 2015 Series B Shares (as converted to common (1) — 8,898,527 3,947,060 Options to purchase common stock (1) 4,598,352 3,214,452 2,241,679 4,598,352 12,112,979 6,188,739 (1) Adjusted for the Conversion as described in Note 1 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Leases The Company has a three-year sublease agreement for office space in Waltham, Massachusetts that began in September 2016 and expires in September 2019. Prior to this lease, the Company had a lease agreement for office space in Waltham, Massachusetts that expired in September 2016. The Company has two five-year lease agreements for office and laboratory space in Lawrence, Kansas that began on January 1, 2016 and expire on December 31, 2020. During 2017, the Company entered into two leases for additional office space in Lawrence, Kansas, that will expire in December 2020, with annual payments due of $0.1 million. Payment escalations specified in the lease agreements are accrued, and rent expense is recognized on a straight-line basis over the terms of occupancy. The Company recorded rent expense of $0.6 million, 0.4 million and $0.2 million during the years ended December 31, 2017, 2016 and 2015, respectively. The following table summarizes the future minimum lease payments due under the operating leases as of December 31, 2017 (in thousands): Year Ending December 31, 2018 $ 675 2019 578 2020 374 $ 1,627 KBA Grants Prior to 2014, the Company received funding from two research and development grants from the KBA totaling $2.0 million. As of December 31, 2013, no further amounts will be received under these grants. Pursuant to Kansas law, the Company may be required to repay some or all of the financial assistance received from the KBA, subject to the discretion of the KBA, if the Company relocates the operations in which the KBA invested outside of the State of Kansas, if the Company initiates procedures to dissolve and wind up or cease operations within ten years after receiving such financial assistance, or upon certain significant changes to ownership of the Company. The Company will only account for the repayment of the grants if it becomes probable that the Company will be required to repay any funds previously received. Legal Proceedings The Company is not currently a party to any material legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses the costs related to its legal proceedings as they are incurred. Indemnification Agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and senior management that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not aware of any claims under indemnification arrangements, and it has not accrued any liabilities related to such obligations in its consolidated financial statements as of December 31, 2017 or 2016. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes Prior to the Conversion, the Company has been treated as a partnership for tax purposes and has not been subject to U.S. federal or state income taxation. As a result, since its inception, the Company has not recorded any U.S. federal or state income tax benefits for the net losses incurred in each year or for earned research and orphan drug credits. Upon the Conversion in October 2017, the Company became subject to Corporate U.S. federal and state income taxes. During the period from October 2, 2017 to December 31, 2017, the Company recorded no income tax benefits for the net operating losses, due to its uncertainty of realizing a benefit from those items. A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended 2017 Federal statutory income tax rate 34.0 % State taxes, net of federal benefit 1.6 Federal research and orphan drug credit 7.7 Federal research and orphan drug credit addback (6.6 ) Impact of change in tax status (8.7 ) Effect of federal tax law change (6.1 ) Permanent adjustments (0.3 ) Increase in the valuation allowance (21.6 ) Effective income tax rate — % Net deferred tax assets as of December 31, 2017 consisted of the following (in thousands): December 31, 2017 Deferred tax assets: Net operating loss carryforwards $ 4,030 Research and orphan drug credit carryforwards 3,888 Stock-based compensation 2,366 Accrued expenses 672 Other (121 ) Total gross deferred tax assets 10,835 Valuation allowance (10,835 ) Net deferred tax assets $ — On December 22, 2017, the Tax Cuts and Jobs Act (the “TCJA”) was signed into United States law. The TCJA includes a number of changes to existing tax law, including, among other things, a permanent reduction in the federal corporate income tax rate from a top marginal rate of 35% to a flat rate of 21%, effective as of January 1, 2018, as well as limitation of the deduction for net operating losses to 80% of annual taxable income and elimination of net operating loss carrybacks, in each case, for losses arising in taxable years beginning after December 31, 2017 (though any such net operating losses may be carried forward indefinitely). The Company remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future. The provisional amount related to the re-measurement of the Company’s deferred tax balance was a reduction of $3.1 million. Due to the corresponding valuation allowance fully offsetting deferred taxes, there was no impact to the statement of operations and comprehensive loss. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118) which allows the Company to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. Since the Act was passed late in the fourth quarter of 2017, and ongoing guidance and accounting interpretation are expected over the next 12 months, the Company considers the accounting for the effect of the TCJA to be provisional in accordance with SAB 118. Upon the Conversion in October 2017, the Company became subject to U.S. federal and state income taxes. The change in the valuation allowance was as follows (in thousands): Year Ended 2017 Valuation allowance as of beginning of year $ — Decreases recorded as benefit to income tax provision — Increases recorded to income tax provision (10,835 ) Valuation allowance as of end of year $ (10,835 ) As of December 31, 2017, the Company had net operating loss carryforwards for federal and state income tax purposes of $14.9 million and $15.2 million, respectively, which begin to expire in 2037 and 2027, respectively. As of December 31, 2017, the Company also had available research and orphan drug credit carryforwards for federal and state income tax purposes of $3.8 million and less than $0.1 million, respectively, which begin to expire in 2037 and 2032, respectively. Utilization of the net operating loss carryforwards and research and orphan drug credit carryforwards may be subject to a substantial annual limitation under Section 382 of the Internal Revenue Code of 1986, as amended, (the “Code”), and similar state law due to ownership changes that have occurred previously or that could occur in the future. These ownership changes may limit the amount of carryforwards that can be utilized annually to offset future taxable income. The Company has not conducted a formal study to assess whether a change of control has occurred or whether there have been multiple changes of control since the IPO due to the significant complexity and cost associated with such a study. If the Company has experienced a change of control, as defined by Section 382 of the Code and similar state law, at any time since the IPO, utilization of the net operating loss carryforwards or research and orphan drug credit carryforwards may be subject to an annual limitation under Section 382 of the Code, which is determined by first multiplying the value of the Company’s stock at the time of the ownership change by the applicable long-term tax-exempt rate, and then could be subject to additional adjustments, as required. Any limitation may result in expiration of a portion of the net operating loss carryforwards or research and orphan drug credit carryforwards before utilization. The Company has evaluated the positive and negative evidence bearing upon its ability to realize the deferred tax assets. Management has considered the Company’s history of cumulative net losses incurred since inception and its lack of commercialization of any products since inception and has concluded that it is more likely than not that the Company will not realize the benefits of the deferred tax assets. Accordingly, a full valuation allowance has been established against the deferred tax assets as of December 31, 2017. Management reevaluates the positive and negative evidence at each reporting period. The Company has not recorded any amounts for unrecognized tax benefits as of December 31, 2017. The Company files tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal and state jurisdictions, where applicable. There are currently no pending income tax examinations. The Company’s tax years that are open under statute are from October 2, 2017 to the present. The Company’s policy is to record interest and penalties related to income taxes as part of its income tax provision. |
401(k) Savings Plan
401(k) Savings Plan | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
401(k) Savings Plan | 13. 401(k) Savings Plan The Company has a defined contribution plan under Section 401(k) of the Internal Revenue Code that is managed by CRL, a related party (the “2015 401(k) Plan”). Under the 2015 401(k) Plan, the Company provides matching contributions up to 50% of actual dollars contributed, not to exceed a maximum of 4% of gross wages, subject to certain time-based vesting requirements. Total employer matching contributions related to the 2015 401(k) Plan were $0.1 million the year ended December 31, 2017 and less than $0.1 million for each of the years ended December 31, 2016 and 2015. Effective January 1, 2017, the matching contribution limit was increased to up to 50% of actual dollars contributed, not to exceed a maximum of 6% of gross wages. |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Parties | 14. Related Parties Clinical Reference Laboratory, Inc. One of the members of the Company’s board of directors is the Chief Executive Officer of CRL. CRL is the owner of approximately 31% of Brightstar, a holder of more than 5% of the Company’s common stock. The Company is a party to a loan agreement and a security agreement, each dated as of June 11, 2010, with CRL. The Company borrowed an aggregate of $2.8 million under the loan agreement to finance improvements to the Company’s biology and chemistry laboratories in Lawrence, Kansas. In December 2016, the loan was assigned to CHC, Inc., a related party, which owns 100% of CRL. Borrowings under the loan bear interest at a fixed rate equal to 6.0% per annum and the Company is required to make monthly payments of principal and interest, based on a 15-year straight-line amortization schedule. For each of the years ended December 31, 2017, 2016 and 2015, the Company recorded $0.1 million of interest expense related to this loan. For each of the years ended December 31, 2017, 2016 and 2015, the Company made $0.3 million in principal and interest payments under the loan. As of December 31, 2017 and 2016, principal amounts owed under the loan agreement totaled $1.5 million and $1.7 million, respectively (see Note 6). The Company is party to a master services agreement, effective as of May 20, 2013, with CRL under which the Company purchased and expects to continue to purchase laboratory services. Under the agreement, the Company has agreed to use CRL on an exclusive basis for laboratory testing needs. For the years ended December 31, 2017, 2016 and 2015, the Company recorded $0.4 million, $0.2 million and $0.1 million, respectively, of research and development expense incurred under this agreement, of which $0.4 million, $0.1 million and less than $0.1 million, respectively, were paid to CRL during those same periods. As of December 31, 2017 and 2016, total amounts owed to CRL for laboratory services were $0.1 million and less than $0.1 million, respectively, which amounts were included in accounts payable and accrued expenses. The Company is not committed to purchase any minimum amounts under the agreement. In 2015, the Company entered into an agreement with CRL under which the Company became a participating employer in CRL’s 401(k) plan. For each of the years ended December 31, 2017, 2016 and 2015, the total amount of contributions made by employees of the Company under the plan was $0.6 million, $0.2 million and $0.2 million, respectively. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | 15. Selected Quarterly Financial Data (Unaudited) The following information has been derived from unaudited consolidated financial statements that, in the opinion of management, include all recurring adjustments necessary for a fair statement of such information. (in thousands) except per share data: Three Months Ended Dec. 31, Sept. 30, June 30, March 31, Dec. 31, Sept. 30, June 30, March 31, Statements of Operations Data: Revenue $ — $ — $ — $ — $ — $ — $ — $ — Loss from operations (20,338 ) (12,181 ) (10,691 ) (7,725 ) (8,534 ) (6,067 ) (5,913 ) (5,324 ) Net loss (19,912 ) (12,038 ) (10,626 ) (7,708 ) (8,557 ) (6,099 ) (5,932 ) (5,352 ) Net loss per share—basic and (1) (0.62 ) (1.04 ) (0.91 ) (0.66 ) (0.74 ) (0.52 ) (0.51 ) (0.46 ) (1) The Company did not have any common shares outstanding for all periods through September 30, 2017. For purposes of calculating net loss per share, amounts for periods prior to the Company’s IPO have been retrospectively adjusted to give effect to the exchange of Series A convertible preferred shares into shares of common stock upon the Conversion described in Note 1 because series A preferred shares represent the most subordinated share class outstanding during those periods. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the accrual for research and development expenses, prior to the Company’s IPO, the valuation of common stock, and the valuation of stock-based awards. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less at the date of purchase to be cash equivalents. |
Concentrations of Credit Risk and of Significant Suppliers | Concentrations of Credit Risk and of Significant Suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains all cash and cash equivalents at one accredited financial institution. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company is dependent on third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. These programs could be adversely affected by a significant interruption in the supply of active pharmaceutical ingredients and formulated drugs. |
Deferred Offering Costs | Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process paid-in additional paid-in capital |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization expense is recognized using the straight-line method over the estimated useful life of each asset as follows: Estimated Useful Life Lab equipment 5 to 7 years Computer equipment 3 to 5 years Furniture and fixtures 7 years Leasehold improvements Shorter of life of lease or 15 years Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation and amortization are removed from the accounts and any resulting gain or loss is included in loss from operations. Expenditures for repairs and maintenance are charged to expense as incurred. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets consist of property and equipment. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset group for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset group to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset group are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset group over its fair value, determined based on discounted cash flows. The Company did not record any impairment losses on long-lived assets during the years ended December 31, 2017, 2016 or 2015. |
Fair Value Measurements | Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s cash equivalents are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of the Company’s accounts payable and accrued expenses approximate their fair values due to the short-term nature of these liabilities. The fair value of the Company’s outstanding notes payable to related party (see Note 6) as of December 31, 2017 and 2016 approximated $1.2 million and $1.3 million, respectively. The fair value of the outstanding debt was estimated using a discounted cash flow analysis based on current market interest rates for debt issuances with similar remaining years to maturity, adjusted for credit risk, which represents a Level 3 measurement. |
Segment Information | Segment Information The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s singular focus is designing, optimizing and introducing small molecule switch control inhibitors of protein kinases for human clinical trials and the global pharmaceutical marketplace through the use of its proprietary drug discovery technology platform. All of the Company’s tangible assets are held in the United States. |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred. Research and development expenses are comprised of costs incurred in performing research and development activities, including salaries, stock-based compensation and benefits, facilities costs, depreciation, manufacturing expenses and external costs of outside vendors engaged to conduct preclinical development activities and trials. Advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. The prepaid amounts are expensed as the related goods are delivered or the services are performed. |
Research Contract Costs and Accruals | Research Contract Costs and Accruals The Company has entered into various research and development contracts with research institutions and other companies both inside and outside of the United States. These agreements are generally cancelable, and related payments are recorded as research and development expenses as incurred. The Company records accruals for estimated ongoing research costs. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies or trials, including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates are made in determining the accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. The Company’s historical accrual estimates have not been materially different from the actual costs. |
Patent Costs | Patent Costs All patent-related costs incurred in connection with filing and prosecuting patent applications are expensed as incurred due to the uncertainty about the recovery of the expenditure. Amounts incurred are classified as general and administrative expenses. |
Stock-Based Compensation | Stock-Based Compensation The Company measures all stock options and other stock-based awards granted to employees and directors based on the fair value on the date of the grant and recognizes compensation expense of those awards over the requisite service period, which is generally the vesting period of the respective award. The straight-line method of expense recognition is applied to all awards with service-only conditions while the graded-vesting method is applied to all awards with both service and performance conditions. The Company accounts for forfeitures as they occur. The Company classifies stock-based compensation expense in its statements of operations and comprehensive loss in the same manner in which the award recipient’s payroll costs are classified or in which the award recipient’s service payments are classified. |
Income Taxes | Income Taxes Upon consummation of the Conversion on October 2, 2017, the Company became subject to corporate U.S. federal and state income taxes. Prior to the Conversion, the Company was treated as a partnership for income tax purposes and was not subject to U.S. federal or state income taxation. As a result, the Company had not recorded any U.S. federal or state income tax benefits prior to October 2, 2017 for the net losses incurred in each reporting period or for any earned research and orphan drug credits as the operating losses incurred by the Company had been passed through to its members. The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred taxes are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in its consolidated financial statements by applying a two-step |
Comprehensive Loss | Comprehensive Loss Comprehensive loss includes net loss as well as other changes in stockholders’ equity/members’ deficit that result from transactions and economic events other than those with shareholders. There was no difference between net loss and comprehensive loss for each of the periods presented in the accompanying consolidated financial statements. |
Net Loss per Share | Net Loss per Share Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of common shares outstanding for the year ended December 31, 2017. Diluted net income (loss) per is computed by dividing the diluted net income (loss) by the weighted average number of common shares, including potential dilutive common shares assuming the dilutive effect of outstanding stock options and unvested restricted common shares, as determined using the treasury stock method. For periods in which the Company has reported net losses, diluted net loss per common share is the same as basic net loss per common share, since dilutive common shares are not assumed to have been issued if their effect is antidilutive. The Company did not have any common shares outstanding during the years ended December 31, 2015 and 2016 or for the period from January 1, 2017 through the closing of its initial public offering on October 2, 2017. To determine the weighted average shares outstanding for purpose of calculating net loss per share during those periods, the Company used the weighted average number of Series A convertible preferred shares outstanding because such shares represented the most subordinate share class outstanding during those periods, and such shares were retrospectively adjusted to give effect to the exchange of Series A convertible preferred shares into shares of common stock upon the Conversion (see Note 1). |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients In February 2016, the FASB issued ASU No. 2016-02, Leases In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Estimated Useful life of Assets | Depreciation and amortization expense is recognized using the straight-line method over the estimated useful life of each asset as follows: Estimated Useful Life Lab equipment 5 to 7 years Computer equipment 3 to 5 years Furniture and fixtures 7 years Leasehold improvements Shorter of life of lease or 15 years |
Fair Value of Financial Assets
Fair Value of Financial Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets Measured at Fair Value on a Recurring Basis | The following tables present information about the Company’s financial assets measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): Fair Value Measurements at December 31, 2017 Using: Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ — $ 191,950 $ — $ 191,950 Total $ — $ 191,950 $ — $ 191,950 Fair Value Measurements at December 31, 2016 Using: Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ — $ 53,180 $ — $ 53,180 Total $ — $ 53,180 $ — $ 53,180 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): December 31, 2017 2016 Laboratory equipment $ 981 $ 602 Leasehold improvements 344 349 Computer equipment 300 225 Furniture and fixtures 128 104 1,753 1,280 Less: Accumulated depreciation and amortization (915 ) (766 ) $ 838 $ 514 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following (in thousands): December 31, 2017 2016 Accrued external research and development expenses $ 6,625 $ 1,433 Accrued payroll and related expenses 2,233 1,267 Accrued professional fees 353 240 Accrued other 22 17 $ 9,233 $ 2,957 |
Notes Payable to Related Part29
Notes Payable to Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Notes Payable to Related Party | Notes payable to related party as of December 31, 2017 and 2016 consisted only of outstanding borrowings under the CRL Construction Loan, as follows (in thousands): December 31, 2017 2016 Notes payable to related party $ 1,481 $ 1,668 Less: Current portion (187 ) (187 ) Notes payable to related party, net of current portion $ 1,294 $ 1,481 |
Schedules Payments of Principal and Interest | As of December 31, 2017, scheduled payments of principal and interest for the CRL Construction Loan are as follows (in thousands): Year ending December 31, Principal Interest Total 2018 $ 187 $ 84 $ 271 2019 187 73 260 2020 187 61 248 2021 187 50 237 2022 187 39 226 Thereafter 546 49 595 $ 1,481 $ 356 $ 1,837 |
Convertible Preferred Shares (T
Convertible Preferred Shares (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Text Block [Abstract] | |
Schedule of Preferred Shares | As of December 31, 2016, the Preferred Shares consisted of the following (in thousands, except share amounts): Preferred Preferred Shares Carrying Liquidation Common Shares (1) Series A Shares 2,057,750 2,057,750 $ 102,556 $ 103,484 11,626,287 Series B-1 Shares 698,595 698,595 34,812 35,279 3,947,060 Series B-2 Shares 876,366 876,366 55,299 55,325 4,951,467 3,632,711 3,632,711 $ 192,667 $ 194,088 20,524,814 (1) Amounts reflect the exchange of convertible preferred shares into shares of common stock on a one-for 5.65 basis upon the Conversion described in Note 1. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Assumptions used to Determine the Fair Value of Options Granted to Employees and Directors | Year Ended December 31, 2017 2016 2015 Risk-free interest rate 1.9 % 1.3 % 2.0 % Expected term (in years) 6.0 6.1 7.4 Expected volatility 78.3 % 76.1 % 86.6 % Expected dividend yield 0 % 0 % 0 % |
Summary of Option Activity | The following table summarizes the Company’s option activity from January 1, 2017 to December 31, 2017: Number Weighted Price Weighted Term Aggregate Value (in years) (in thousands) Outstanding as of December 31, 2016 3,214,452 $ 2.43 9.2 $ 4,890 Granted 1,553,639 $ 10.02 Exercised — — Forfeited (169,739 ) $ 2.58 Outstanding as of December 31, 2017 4,598,352 $ 4.99 8.6 $ 81,311 Options vested and expected to vest as of December 31, 2017 4,598,352 $ 4.99 8.6 $ 81,311 Options exercisable as of December 31, 2017 2,436,866 $ 3.21 8.2 $ 47,431 |
Classification of Stock-Based Compensation Expense | Stock-based compensation expense was classified in the statements of operations and comprehensive loss as follows (in thousands): Year Ended December 31, 2017 2016 2015 Research and development expenses $ 1,320 $ 541 $ 1,382 General and administrative expenses 3,546 946 1,175 $ 4,866 $ 1,487 $ 2,557 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Net Loss per Share | Basic and diluted net loss per share was calculated as follows (in thousands, except share and per share amounts): Year Ended December 31, 2017 2016 2015 Numerator: Net loss $ (50,284 ) $ (25,940 ) $ (19,816 ) Denominator: Weighted average common shares outstanding—basic and diluted 16,792,179 11,626,287 4,245,698 Net loss per share —basic and diluted $ (2.99 ) $ (2.23 ) $ (4.67 ) |
Summary of Potential Dilutive Securities | The following potential dilutive securities, presented based on amounts outstanding at the end of each reporting period, have been excluded from the calculation of diluted net loss per share because including them would have had an anti-dilutive impact: December 31, 2017 2016 2015 Series B Shares (as converted to common (1) — 8,898,527 3,947,060 Options to purchase common stock (1) 4,598,352 3,214,452 2,241,679 4,598,352 12,112,979 6,188,739 (1) Adjusted for the Conversion as described in Note 1 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Lease Payments under Operating Leases | The following table summarizes the future minimum lease payments due under the operating leases as of December 31, 2017 (in thousands): Year Ending December 31, 2018 $ 675 2019 578 2020 374 $ 1,627 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate | A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended 2017 Federal statutory income tax rate 34.0 % State taxes, net of federal benefit 1.6 Federal research and orphan drug credit 7.7 Federal research and orphan drug credit addback (6.6 ) Impact of change in tax status (8.7 ) Effect of federal tax law change (6.1 ) Permanent adjustments (0.3 ) Increase in the valuation allowance (21.6 ) Effective income tax rate — % |
Schedule of Net Deferred Tax Assets | Net deferred tax assets as of December 31, 2017 consisted of the following (in thousands): December 31, 2017 Deferred tax assets: Net operating loss carryforwards $ 4,030 Research and orphan drug credit carryforwards 3,888 Stock-based compensation 2,366 Accrued expenses 672 Other (121 ) Total gross deferred tax assets 10,835 Valuation allowance (10,835 ) Net deferred tax assets $ — |
Schedule of Changes in Valuation Allowance for Deferred Tax Assets | The change in the valuation allowance was as follows (in thousands): Year Ended 2017 Valuation allowance as of beginning of year $ — Decreases recorded as benefit to income tax provision — Increases recorded to income tax provision (10,835 ) Valuation allowance as of end of year $ (10,835 ) |
Selected Quarterly Financial 35
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Selected Quarterly Financial Data | The following information has been derived from unaudited consolidated financial statements that, in the opinion of management, include all recurring adjustments necessary for a fair statement of such information. (in thousands) except per share data: Three Months Ended Dec. 31, Sept. 30, June 30, March 31, Dec. 31, Sept. 30, June 30, March 31, Statements of Operations Data: Revenue $ — $ — $ — $ — $ — $ — $ — $ — Loss from operations (20,338 ) (12,181 ) (10,691 ) (7,725 ) (8,534 ) (6,067 ) (5,913 ) (5,324 ) Net loss (19,912 ) (12,038 ) (10,626 ) (7,708 ) (8,557 ) (6,099 ) (5,932 ) (5,352 ) Net loss per share—basic and (1) (0.62 ) (1.04 ) (0.91 ) (0.66 ) (0.74 ) (0.52 ) (0.51 ) (0.46 ) (1) The Company did not have any common shares outstanding for all periods through September 30, 2017. For purposes of calculating net loss per share, amounts for periods prior to the Company’s IPO have been retrospectively adjusted to give effect to the exchange of Series A convertible preferred shares into shares of common stock upon the Conversion described in Note 1 because series A preferred shares represent the most subordinated share class outstanding during those periods. |
Nature of the Business and Ba36
Nature of the Business and Basis of Presentation - Additional Information (Detail) $ / shares in Units, $ in Thousands | Oct. 04, 2017USD ($)$ / sharesshares | Oct. 02, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||||
Share conversion ratio | 5.65 | 5.65 | ||||||||||||
Proceeds from initial offering of shares | $ 129,112 | |||||||||||||
Accumulated deficit | $ (195,869) | $ (145,585) | (195,869) | $ (145,585) | ||||||||||
Cash and cash equivalents | 196,754 | 57,461 | 196,754 | 57,461 | $ 25,777 | $ 770 | ||||||||
Recurring losses including net losses | $ 19,912 | $ 12,038 | $ 10,626 | $ 7,708 | $ 8,557 | $ 6,099 | $ 5,932 | $ 5,352 | $ 50,284 | $ 25,940 | $ 19,816 | |||
IPO [Member] | ||||||||||||||
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||||
Share conversion ratio | 5.65 | |||||||||||||
Number of additional shares issued and sold | shares | 7,500,000 | |||||||||||||
Additional offering price of common stock | $ / shares | $ 17 | |||||||||||||
Proceeds from initial offering of shares | $ 114,100 | |||||||||||||
Over-Allotment Option [Member] | ||||||||||||||
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||||
Number of additional shares issued and sold | shares | 666,496 | |||||||||||||
Additional offering price of common stock | $ / shares | $ 17 | |||||||||||||
Proceeds from additional offering of shares | $ 10,500 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Significant Accounting Policies [Line Items] | |||
Deferred offering costs | $ 0 | $ 104,000 | |
Method of depreciation and amortization expense calculation | Straight-line method | ||
Impairment losses on long-lived assets | $ 0 | $ 0 | $ 0 |
No Par Value Common Stock [Member] | |||
Significant Accounting Policies [Line Items] | |||
Common stock, shares outstanding | 0 | 0 | 0 |
CRL Construction Loan [Member] | |||
Significant Accounting Policies [Line Items] | |||
Fair value of outstanding notes payable to related party | $ 1,200,000 | $ 1,300,000 | |
Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Income tax examination, likelihood percentage | 50 |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Summary of Estimated Useful life of Assets (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Lab Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment estimated useful lives | 5 years |
Lab Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment estimated useful lives | 7 years |
Computer Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment estimated useful lives | 3 years |
Computer Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment estimated useful lives | 5 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment estimated useful lives | 7 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment estimated useful lives | Shorter of life of lease or 15 years |
Fair Value of Financial Asset39
Fair Value of Financial Assets - Schedule of Financial Assets Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Cash equivalents: | ||
Total Cash equivalents | $ 191,950 | $ 53,180 |
Money Market Funds [Member] | ||
Cash equivalents: | ||
Total Cash equivalents | 191,950 | 53,180 |
Level 2 [Member] | ||
Cash equivalents: | ||
Total Cash equivalents | 191,950 | 53,180 |
Level 2 [Member] | Money Market Funds [Member] | ||
Cash equivalents: | ||
Total Cash equivalents | $ 191,950 | $ 53,180 |
Fair Value of Financial Asset40
Fair Value of Financial Assets - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | ||
Transfers between Level 1, Level 2 and Level 3 | $ 0 | $ 0 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,753 | $ 1,280 |
Less: Accumulated depreciation and amortization | (915) | (766) |
Property and equipment, net | 838 | 514 |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 981 | 602 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 344 | 349 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 300 | 225 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 128 | $ 104 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization expense | $ 150 | $ 90 | $ 73 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accrued external research and development expenses | $ 6,625 | $ 1,433 |
Accrued payroll and related expenses | 2,233 | 1,267 |
Accrued professional fees | 353 | 240 |
Accrued other | 22 | 17 |
Accrued Expenses | $ 9,233 | $ 2,957 |
Notes Payable to Related Part44
Notes Payable to Related Parties - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | 82 Months Ended | ||||||
Sep. 30, 2015USD ($)shares | May 31, 2015USD ($)$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2013USD ($)Arrangements | Jul. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jun. 30, 2010USD ($) | |
Related Party Transaction [Line Items] | |||||||||
Accrued interest, current | $ 9,233,000 | $ 2,957,000 | |||||||
Gain on extinguishment recognized as additional paid-in capital | $ 1,487,000 | ||||||||
Conversion of 2004 Loan and Pre-2015 Convertible Loans [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Outstanding principal and accrued interest | $ 95,600,000 | ||||||||
Carrying value of debt | $ 94,100,000 | ||||||||
Series A Convertible Preferred Stock [Member] | Conversion of 2004 Loan and Pre-2015 Convertible Loans [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Conversion of shares | shares | 1,855,250 | ||||||||
Brightstar [Member] | 2004 Convertible Loans Agreement [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Accrued interest, current | $ 5,000,000 | ||||||||
Outstanding principal and accrued interest | 12,600,000 | ||||||||
Carrying value of debt | 12,600,000 | ||||||||
Fair value of convertible debt | 11,100,000 | ||||||||
Gain on extinguishment recognized as additional paid-in capital | 1,500,000 | ||||||||
Unamortized debt discounts | 0 | ||||||||
Debt issuance costs | $ 0 | ||||||||
Brightstar [Member] | 2004 Convertible Loans Agreement [Member] | Unit Distribution [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Notes converted in to member units, per unit | $ / shares | $ 51.52 | ||||||||
Brightstar and Biochenomix, L.L.C. [Member] | 2006 through 2013 Convertible Loan Agreements [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Number of convertible loan agreements | Arrangements | 5 | ||||||||
Aggregate borrowings | $ 70,100,000 | ||||||||
Amount drew down | $ 66,200,000 | ||||||||
Remaining amount drawn down | 3,900,000 | ||||||||
Brightstar and Biochenomix, L.L.C. [Member] | 2015 Convertible Loans Agreements [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Outstanding principal and accrued interest | $ 3,700,000 | ||||||||
Aggregate borrowings | $ 15,000,000 | ||||||||
Amount drew down | $ 2,000,000 | $ 1,700,000 | |||||||
Brightstar and Biochenomix, L.L.C. [Member] | Series B-1 Convertible Preferred Stock [Member] | 2015 Convertible Loans Agreements [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Conversion of shares | shares | 73,811 | ||||||||
Clinical Reference Laboratory, Inc. [Member] | Loan and Security Agreement [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Aggregate borrowings | $ 2,800,000 | $ 2,800,000 | |||||||
Fixed interest rate | 6.00% | ||||||||
Debt instrument payment term | 15-year straight-line amortization schedule | ||||||||
Total interest expense | $ 100,000 | 100,000 | 100,000 | ||||||
CRL Construction Loan [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Total interest expense | $ 100,000 | $ 100,000 | $ 2,200,000 |
Notes Payable to Related Part45
Notes Payable to Related Parties - Schedule of Notes Payable to Related Party (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Related Party Transaction [Line Items] | ||
Less: Current portion | $ (187) | $ (187) |
Notes payable to related party, net of current portion | 1,294 | 1,481 |
CRL Construction Loan [Member] | ||
Related Party Transaction [Line Items] | ||
Notes payable to related party | 1,481 | 1,668 |
Less: Current portion | (187) | (187) |
Notes payable to related party, net of current portion | $ 1,294 | $ 1,481 |
Notes Payable to Related Part46
Notes Payable to Related Parties - Schedules Payments of Principal and Interest (Detail) - CRL Construction Loan [Member] - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Related Party Transaction [Line Items] | ||
Principal | $ 1,481 | $ 1,668 |
Interest | 356 | |
Total | 1,837 | |
2018 [Member] | ||
Related Party Transaction [Line Items] | ||
Principal | 187 | |
Interest | 84 | |
Total | 271 | |
2019 [Member] | ||
Related Party Transaction [Line Items] | ||
Principal | 187 | |
Interest | 73 | |
Total | 260 | |
2020 [Member] | ||
Related Party Transaction [Line Items] | ||
Principal | 187 | |
Interest | 61 | |
Total | 248 | |
2021 [Member] | ||
Related Party Transaction [Line Items] | ||
Principal | 187 | |
Interest | 50 | |
Total | 237 | |
2022 [Member] | ||
Related Party Transaction [Line Items] | ||
Principal | 187 | |
Interest | 39 | |
Total | 226 | |
Thereafter [Member] | ||
Related Party Transaction [Line Items] | ||
Principal | 546 | |
Interest | 49 | |
Total | $ 595 |
Convertible Preferred Shares -
Convertible Preferred Shares - Additional Information (Detail) | Oct. 02, 2017$ / sharesshares | Oct. 31, 2017shares | May 31, 2017USD ($)$ / sharesshares | Jul. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014shares |
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Member units outstanding | shares | 2,756,345 | 0 | 3,632,711 | 2,756,345 | 0 | |||||
Proceeds from issuance of convertible preferred shares | $ 52,300,000 | $ 55,324,000 | $ 31,552,000 | |||||||
Payments of convertible preferred share issuance costs | 429,000 | $ 25,000 | $ 498,000 | |||||||
Beneficial conversion feature | $ 0 | |||||||||
Conversion of preferred stock to common stock | shares | 24,425,190 | 24,425,190 | ||||||||
Share conversion ratio | 5.65 | 5.65 | ||||||||
Options to purchase common stock | shares | 4,092,710 | |||||||||
Weighted average exercise price | $ / shares | $ 3.37 | |||||||||
Voting right description | The holders of Preferred Shares were entitled to vote, together with the holders of common shares, on all matters submitted to shareholders for a vote. Each preferred shareholder was entitled to the number of votes equal to the number of common shares into which each Preferred Share was convertible at the time of such vote. | |||||||||
2004 Loan and Pre-2015 Convertible Loans [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Outstanding principal and interest | $ 95,600,000 | |||||||||
Carrying value of debt | 94,100,000 | |||||||||
2015 Convertible Loans [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Outstanding principal and interest | $ 3,700,000 | |||||||||
IPO [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Share conversion ratio | 5.65 | |||||||||
Series C Convertible Preferred Shares [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Proceeds from issuance of convertible preferred shares | $ 51,900,000 | |||||||||
Number of convertible preferred shares sold under share purchase agreement | shares | 690,333 | |||||||||
Convertible preferred shares sold under share purchase agreement, price per share | $ / shares | $ 75.76 | |||||||||
Payments of convertible preferred share issuance costs | $ 400,000 | |||||||||
Convertible Preferred Shares [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Dividends and Distributions terms | There are no stated dividends on the Preferred Shares; however, holders of Preferred Shares are entitled to receive distributions when, as and if approved by the board of directors of the Company and together with holders of common shares in proportion to the number of common shares into which each Preferred Share is convertible at the time of such distribution. Additionally, to the extent the Company has sufficient cash available, without incurring any borrowings, the Company shall make a tax distribution in an amount of cash equal to the excess, if any, of (i) the product of the net taxable income or gain of the Company for the year allocated to each member and the highest combined marginal federal, state and local income tax rate applicable to residents in Kansas over (ii) the aggregate amount of distributions previously made to such member during such taxable year. | |||||||||
Dividend | $ 0 | |||||||||
Distributions approved or paid | 0 | |||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Member units outstanding | shares | 202,500 | 2,057,750 | 202,500 | |||||||
Conversion of notes payable and accrued interest into convertible preferred shares | shares | 1,855,250 | |||||||||
Series B-1 Convertible Preferred Stock [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Member units outstanding | shares | 698,595 | |||||||||
Proceeds from issuance of convertible preferred shares | $ 31,600,000 | $ 31,600,000 | ||||||||
Conversion of notes payable and accrued interest into convertible preferred shares | shares | 73,811 | |||||||||
Number of convertible preferred shares sold under share purchase agreement | shares | 624,784 | 624,784 | ||||||||
Convertible preferred shares sold under share purchase agreement, price per share | $ / shares | $ 50.50 | $ 50.50 | $ 50.50 | |||||||
Payments of convertible preferred share issuance costs | $ 500,000 | $ 500,000 | ||||||||
Series B-2 Convertible Preferred Stock [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Member units outstanding | shares | 876,366 | |||||||||
Proceeds from issuance of convertible preferred shares | $ 55,300,000 | 55,300,000 | ||||||||
Number of convertible preferred shares sold under share purchase agreement | shares | 876,366 | |||||||||
Convertible preferred shares sold under share purchase agreement, price per share | $ / shares | $ 63.13 | |||||||||
Proceeds from financing required | $ 5,000,000 | |||||||||
Series B-2 Convertible Preferred Stock [Member] | Maximum [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Payments of convertible preferred share issuance costs | $ 100,000 | |||||||||
Series B Convertible Preferred Shares [Member] | ||||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||||
Proceeds from issuance of convertible preferred shares | $ 90,600,000 |
Convertible Preferred Shares 48
Convertible Preferred Shares - Schedule of Preferred Shares (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Temporary Equity [Line Items] | ||||
Preferred Shares Authorized | 0 | 3,632,711 | ||
Preferred Shares Issued | 0 | 3,632,711 | ||
Preferred Shares Outstanding | 0 | 3,632,711 | 2,756,345 | 0 |
Carrying Value | $ 0 | $ 192,667 | $ 137,368 | $ 0 |
Liquidation Preference | $ 194,088 | |||
Common Shares Issuable Upon Conversion | 20,524,814 | |||
Series A Convertible Preferred Stock [Member] | ||||
Temporary Equity [Line Items] | ||||
Preferred Shares Authorized | 2,057,750 | |||
Preferred Shares Issued | 2,057,750 | |||
Preferred Shares Outstanding | 2,057,750 | 202,500 | ||
Carrying Value | $ 102,556 | |||
Liquidation Preference | $ 103,484 | |||
Common Shares Issuable Upon Conversion | 11,626,287 | |||
Series B-1 Convertible Preferred Stock [Member] | ||||
Temporary Equity [Line Items] | ||||
Preferred Shares Authorized | 698,595 | |||
Preferred Shares Issued | 698,595 | |||
Preferred Shares Outstanding | 698,595 | |||
Carrying Value | $ 34,812 | |||
Liquidation Preference | $ 35,279 | |||
Common Shares Issuable Upon Conversion | 3,947,060 | |||
Series B-2 Convertible Preferred Stock [Member] | ||||
Temporary Equity [Line Items] | ||||
Preferred Shares Authorized | 876,366 | |||
Preferred Shares Issued | 876,366 | |||
Preferred Shares Outstanding | 876,366 | |||
Carrying Value | $ 55,299 | |||
Liquidation Preference | $ 55,325 | |||
Common Shares Issuable Upon Conversion | 4,951,467 |
Convertible Preferred Shares 49
Convertible Preferred Shares - Schedule of Preferred Shares (Parenthetical) (Detail) | Oct. 02, 2017 | Dec. 31, 2016 |
Temporary Equity Disclosure [Abstract] | ||
Share conversion ratio | 5.65 | 5.65 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - $ / shares | Dec. 31, 2017 | Oct. 02, 2017 | Dec. 31, 2016 |
Class of Stock [Line Items] | |||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 0 |
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
No Par Value Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Common shares, authorized | 0 | 4,366,052 | |
Common shares, par value | $ 0 | $ 0 | |
Par Value Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Common shares, authorized | 125,000,000 | 125,000,000 | 0 |
Common shares, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) $ / shares in Units, $ in Millions | Jan. 01, 2018shares | Dec. 31, 2017USD ($)shares | Sep. 21, 2017shares | Dec. 31, 2017USD ($)OfferingPeriods$ / sharesshares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of offering periods | OfferingPeriods | 0 | |||||
Weighted average grant-date fair value per share of options granted | $ / shares | $ 7.63 | $ 2.43 | $ 1.45 | |||
Total fair value of options vested | $ | $ 3.6 | $ 0.8 | $ 1.9 | |||
Unrecognized compensation cost related to unvested share-based awards | $ | $ 8.8 | $ 8.8 | ||||
Unrecognized compensation cost related to unvested share-based awards, period for recognition | 1 year 8 months 12 days | |||||
Options granted | 208,000 | |||||
Options vested | 115,918 | |||||
Nonvested options | 92,082 | 92,082 | ||||
Remaining Options Vested [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 1 year 9 months 18 days | |||||
2015 Equity Incentive Plan [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of fair market value of common stock | 100.00% | |||||
2015 Equity Incentive Plan [Member] | Employees and Directors [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
Common Stock [Member] | 2017 Equity Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of common shares reserved for issuance | 2,150,189 | 2,655,831 | 2,150,189 | |||
Percentage of automatic annual increase in number of shares reserved for future issuance | 4.00% | |||||
Effective date from which automatic annual increase in number of shares reserved for future issuance | Jan. 1, 2018 | |||||
Common Stock [Member] | 2017 Equity Incentive Plan [Member] | Subsequent Event [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Increase in shares reserved for issuance | 1,303,667 | |||||
Common Stock [Member] | 2017 Employee Stock Purchase Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of common shares reserved for issuance | 306,750 | |||||
Effective date from which automatic annual increase in number of shares reserved for future issuance | Jan. 1, 2018 | |||||
Date until which automatic annual increase in number of shares reserved for future issuance | Jan. 1, 2027 | |||||
Automatic annual increase in number of shares reserved for future issuance | 400,000 | |||||
Common Stock [Member] | 2017 Employee Stock Purchase Plan [Member] | Subsequent Event [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Increase in shares reserved for issuance | 325,916 | |||||
Common Stock [Member] | 2017 Employee Stock Purchase Plan [Member] | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of automatic annual increase in number of shares reserved for future issuance | 1.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Assumptions used to Determine the Fair Value of Options Granted to Employees and Directors (Detail) - Common Share Option and Stock Appreciation Right Activity [Member] | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.90% | 1.30% | 2.00% |
Expected term (in years) | 6 years | 6 years 1 month 6 days | 7 years 4 months 24 days |
Expected volatility | 78.30% | 76.10% | 86.60% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Stock-Based Compensation - Su53
Stock-Based Compensation - Summary of Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding, Beginning Balance, Number of Shares | 3,214,452 | |
Granted, Number of Shares | 1,553,639 | |
Exercised, Number of Shares | 0 | |
Forfeited, Number of Shares | (169,739) | |
Outstanding, Ending Balance, Number of Shares | 4,598,352 | 3,214,452 |
Options vested and expected to vest, Ending Balance, Number of Shares | 4,598,352 | |
Options exercisable, Ending Balance, Number of Shares | 2,436,866 | |
Outstanding, Beginning Balance, Weighted Average Exercise Price | $ 2.43 | |
Granted, Weighted Average Exercise Price | 10.02 | |
Exercised, Weighted Average Exercise Price | 0 | |
Forfeited, Weighted Average Exercise Price | 2.58 | |
Outstanding, Ending Balance, Weighted Average Exercise Price | 4.99 | $ 2.43 |
Options vested and expected to vest, Ending Balance, Weighted Average Exercise Price | 4.99 | |
Options exercisable, Ending Balance, Weighted Average Exercise Price | $ 3.21 | |
Outstanding, Beginning Balance, Weighted Average Remaining Contractual Term | 8 years 7 months 6 days | 9 years 2 months 12 days |
Options vested and expected to vest, Ending Balance, Weighted Average Remaining Contractual Term | 8 years 7 months 6 days | |
Options exercisable, Ending Balance, Weighted Average Remaining Contractual Term | 8 years 2 months 12 days | |
Outstanding, Beginning Balance, Aggregate Intrinsic Value | $ 81,311 | $ 4,890 |
Options vested and expected to vest, Ending Balance, Aggregate Intrinsic Value | 81,311 | |
Options exercisable, Ending Balance, Aggregate Intrinsic Value | $ 47,431 |
Stock-Based Compensation - Clas
Stock-Based Compensation - Classification of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 4,866 | $ 1,487 | $ 2,557 |
Research and Development Expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 1,320 | 541 | 1,382 |
General and Administrative Expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 3,546 | $ 946 | $ 1,175 |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Detail) - shares | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
No Par Value Common Stock [Member] | |||
Earnings Per Share [Line Items] | |||
Common stock, shares outstanding | 0 | 0 | 0 |
Net Loss per Share - Summary of
Net Loss per Share - Summary of Basic and Diluted Net Loss per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator: | |||||||||||
Net loss | $ (50,284) | $ (25,940) | $ (19,816) | ||||||||
Denominator: | |||||||||||
Weighted average common shares outstanding-basic and diluted | 16,792,179 | 11,626,287 | 4,245,698 | ||||||||
Net loss per share-basic and diluted | $ (0.62) | $ (1.04) | $ (0.91) | $ (0.66) | $ (0.74) | $ (0.52) | $ (0.51) | $ (0.46) | $ (2.99) | $ (2.23) | $ (4.67) |
Net Loss per Share - Summary 57
Net Loss per Share - Summary of Potential Dilutive Securities (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential dilutive securities excluded from computation of diluted net loss per common share | 4,598,352 | 12,112,979 | 6,188,739 |
Series B Convertible Preferred Shares [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 | 8,898,527 | 3,947,060 | |
Options to Purchase Common Shares [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 | 4,598,352 | 3,214,452 | 2,241,679 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Dec. 31, 2013USD ($)award | Dec. 31, 2015Lease | Dec. 31, 2017USD ($)Lease | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2013USD ($) |
Other Commitments [Line Items] | ||||||
Rent expense | $ 600,000 | $ 400,000 | $ 200,000 | |||
KBA Grants [Member] | ||||||
Other Commitments [Line Items] | ||||||
Number of awards grants | award | 2 | |||||
Amount of grants awarded | $ 2,000,000 | $ 0 | ||||
Sublease Agreement for Office Space in Waltham, Massachusetts [Member] | ||||||
Other Commitments [Line Items] | ||||||
Sublease term | 3 years | |||||
Sublease expiration date | Sep. 30, 2019 | |||||
Lease for Additional Office Space in Lawrence, Kansas [Member] | ||||||
Other Commitments [Line Items] | ||||||
Number of lease agreement | Lease | 2 | |||||
Operating lease expiry date | Dec. 31, 2020 | |||||
Annual payments | $ 100,000 | |||||
Lease Agreement for Office and Laboratory Space in Lawrence, Kansas [Member] | ||||||
Other Commitments [Line Items] | ||||||
Number of lease agreement | Lease | 2 | |||||
Operating lease expiry date | Dec. 31, 2020 | |||||
Lease term | 5 years |
Commitments and Contingencies59
Commitments and Contingencies - Summary of Future Minimum Lease Payments under Operating Leases (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 675 |
2,019 | 578 |
2,020 | 374 |
Future minimum lease payments due | $ 1,627 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Line Items] | ||
Income tax benefits | $ 0 | |
Federal statutory income tax rate | 34.00% | |
Percentage of net operating loss carry forward deductible from current year taxable income | 80.00% | |
Decrease in deferred tax asset due to Tax Cuts and Jobs Act | $ 3,100,000 | |
Tax Cuts And Jobs Act, incomplete accounting, provisional income tax expense (benefit) | 0 | |
Research and orphan drug credit carryforwards | 3,888,000 | |
Unrecognized tax benefits | $ 0 | |
Income tax examination, description | There are currently no pending income tax examinations. The Company's tax years that are open under statute are from October 2, 2017 to the present. | |
Maximum [Member] | ||
Income Tax Disclosure [Line Items] | ||
Federal statutory income tax rate | 35.00% | |
Scenario, Plan [Member] | ||
Income Tax Disclosure [Line Items] | ||
Federal statutory income tax rate | 21.00% | |
Earliest Tax Year [Member] | ||
Income Tax Disclosure [Line Items] | ||
Open tax year | 2,017 | |
Latest Tax Year [Member] | ||
Income Tax Disclosure [Line Items] | ||
Open tax year | 2,017 | |
Federal [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | $ 14.9 | |
Net operating loss carryforwards expiration year | 2,037 | |
Research and orphan drug credit carryforwards | $ 3,800,000 | |
Tax credit carryforwards expiration year | 2,037 | |
State [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | $ 15.2 | |
Net operating loss carryforwards expiration year | 2,027 | |
Research and orphan drug credit carryforwards | $ 100,000 | |
Tax credit carryforwards expiration year | 2,032 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Federal statutory income tax rate | 34.00% |
State taxes, net of federal benefit | 1.60% |
Federal research and orphan drug credit | 7.70% |
Federal research and orphan drug credit addback | (6.60%) |
Impact of change in tax status | (8.70%) |
Effect of federal tax law change | (6.10%) |
Permanent adjustments | (0.30%) |
Increase in the valuation allowance | (21.60%) |
Effective income tax rate | 0.00% |
Income Taxes - Schedule of Net
Income Taxes - Schedule of Net Deferred Tax Assets (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Deferred tax assets: | |
Net operating loss carryforwards | $ 4,030 |
Research and orphan drug credit carryforwards | 3,888 |
Stock-based compensation | 2,366 |
Accrued expenses | 672 |
Other | (121) |
Total gross deferred tax assets | 10,835 |
Valuation allowance | (10,835) |
Net deferred tax assets | $ 0 |
Income Taxes - Schedule of Chan
Income Taxes - Schedule of Changes in Valuation Allowance for Deferred Tax Assets (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Income Tax Disclosure [Abstract] | |
Decreases recorded as benefit to income tax provision | $ 0 |
Increases recorded to income tax provision | (10,835) |
Valuation allowance as of end of year | $ (10,835) |
401(k) Savings Plan - Additiona
401(k) Savings Plan - Additional Information (Detail) - Clinical Reference Laboratory, Inc. [Member] - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plan description | Under the 2015 401(k) Plan, the Company provides matching contributions up to 50% of actual dollars contributed, not to exceed a maximum of 4% of gross wages, subject to certain time-based vesting requirements. | |||
Matching contributions to the plan by employer | $ 100,000 | |||
Percentage of salary for matching contribution per employee | 6.00% | |||
Maximum [Member] | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Percentage of matching contribution to plan | 50.00% | 50.00% | ||
Percentage of salary for matching contribution per employee on time-based vesting | 4.00% | |||
Matching contributions to the plan by employer | $ 100,000 | $ 100,000 |
Related Parties - Additional In
Related Parties - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2010 | |
Related Party Transaction [Line Items] | ||||
Research and development expense | $ 39,514,000 | $ 20,163,000 | $ 12,475,000 | |
Clinical Reference Laboratory, Inc. [Member] | Loan and Security Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Aggregate borrowings | $ 2,800,000 | $ 2,800,000 | ||
Fixed interest rate | 6.00% | |||
Debt instrument payment term | 15-year straight-line amortization schedule | |||
Interest expense on borrowings | $ 100,000 | 100,000 | 100,000 | |
Debt instrument principal and interest payment | 300,000 | 300,000 | 300,000 | |
Principal amount owed under loan agreement | 1,500,000 | 1,700,000 | ||
Clinical Reference Laboratory, Inc. [Member] | Service Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Research and development expense | 400,000 | 200,000 | 100,000 | |
Payments for research and development expense | 400,000 | 100,000 | ||
Employees contributions under 401(K) plan | 600,000 | 200,000 | 200,000 | |
Clinical Reference Laboratory, Inc. [Member] | Maximum [Member] | ||||
Related Party Transaction [Line Items] | ||||
Payments for research and development expense | $ 100,000 | |||
Laboratory services | $ 100,000 | $ 100,000 | ||
Clinical Reference Laboratory, Inc. [Member] | CHC, Inc. [Member] | Loan and Security Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Ownership percentage | 100.00% | |||
Fixed interest rate | 6.00% | |||
Debt instrument payment term | 15-year straight-line amortization schedule | |||
Debt instrument term | 15 years | |||
Clinical Reference Laboratory, Inc. [Member] | Brightstar [Member] | ||||
Related Party Transaction [Line Items] | ||||
Ownership percentage | 31.00% | |||
Clinical Reference Laboratory, Inc. [Member] | Brightstar [Member] | Minimum [Member] | ||||
Related Party Transaction [Line Items] | ||||
Percentage of common stock holding | 5.00% |
Selected Quarterly Financial 66
Selected Quarterly Financial Data (Unaudited) - Schedule of Selected Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statements of Operations Data: | |||||||||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Loss from operations | (20,338) | (12,181) | (10,691) | (7,725) | (8,534) | (6,067) | (5,913) | (5,324) | (50,935) | (25,838) | (17,610) |
Net loss | $ (19,912) | $ (12,038) | $ (10,626) | $ (7,708) | $ (8,557) | $ (6,099) | $ (5,932) | $ (5,352) | $ (50,284) | $ (25,940) | $ (19,816) |
Net loss per share-basic and diluted | $ (0.62) | $ (1.04) | $ (0.91) | $ (0.66) | $ (0.74) | $ (0.52) | $ (0.51) | $ (0.46) | $ (2.99) | $ (2.23) | $ (4.67) |
Selected Quarterly Financial 67
Selected Quarterly Financial Data (Unaudited) - Schedule of Selected Quarterly Financial Data (Parenthetical) (Detail) - shares | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
No Par Value Common Stock [Member] | |||
Quarterly Financial Data [Line Items] | |||
Common stock, shares outstanding | 0 | 0 | 0 |