Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 08, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | BBIO | |
Entity Registrant Name | BridgeBio Pharma, Inc. | |
Entity Central Index Key | 0001743881 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity File Number | 001-38959 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-1850815 | |
Entity Address, Address Line One | 421 Kipling Street | |
Entity Address, City or Town | Palo Alto | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94301 | |
City Area Code | (650) | |
Local Phone Number | 391-9740 | |
Entity Common Stock, Shares Outstanding | 121,369,992 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | ||
Current assets: | ||||
Cash and cash equivalents | $ 757,049 | $ 363,773 | [1] | |
Short-term marketable securities | 148,126 | 182,220 | [1] | |
Prepaid expenses and other current assets | 19,782 | 22,629 | [1] | |
Total current assets | 924,957 | 568,622 | [1] | |
Property and equipment, net | 15,755 | 5,625 | [1] | |
Operating lease right-of-use assets, net | 8,855 | |||
Long-term marketable securities | 23,210 | 31,144 | [1] | |
Other assets | 17,022 | 26,288 | [1] | |
Total assets | 989,799 | 631,679 | [1] | |
Current liabilities: | ||||
Accounts payable | 13,086 | 8,852 | [1] | |
Accrued compensation and benefits | 5,647 | 13,317 | [1] | |
Accrued research and development liabilities | 29,522 | 20,896 | [1] | |
Accrued professional services | 3,145 | 2,222 | [1] | |
LEO call option liability | 3,539 | 4,078 | [1] | |
Build-to-suit lease obligation | [1] | 8,000 | ||
Operating lease liabilities, current portion | 2,510 | |||
Other accrued liabilities | 7,465 | 3,020 | [1] | |
Total current liabilities | 64,914 | 60,385 | [1] | |
Term loans, noncurrent | 92,416 | 91,791 | [1] | |
2027 Notes | 368,923 | |||
Operating lease liabilities, net of current portion | 8,678 | |||
Other liabilities | 2,797 | 3,527 | [1] | |
Total liabilities | 537,728 | 155,703 | [1] | |
Commitments and contingencies (Note 8) | [1] | |||
Redeemable convertible noncontrolling interests | 3,053 | 2,243 | [1] | |
Stockholders’ equity: | ||||
Undesignated preferred stock, $0.001 par value; 25,000,000 shares authorized; no shares issued and outstanding | [1] | |||
Common stock, $0.001 par value; 500,000,000 shares authorized; 123,774,536 shares issued and 121,359,855 shares outstanding as of March 31, 2020, 123,658,287 shares issued and outstanding as of December 31, 2019 | 124 | 124 | [1] | |
Treasury stock, at cost; 2,414,681 shares as of March 31, 2020 | (75,000) | |||
Additional paid-in capital | 986,746 | 848,107 | [1] | |
Accumulated other comprehensive income | 726 | 254 | [1] | |
Accumulated deficit | (531,881) | (440,031) | [1] | |
Total BridgeBio stockholders' equity | 380,715 | 408,454 | [1] | |
Noncontrolling interests | 68,303 | 65,279 | [1] | |
Total stockholders' equity | 449,018 | 473,733 | [1],[2] | |
Total liabilities, redeemable convertible noncontrolling interests and stockholders’ equity | $ 989,799 | $ 631,679 | [1] | |
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. | |||
[2] | The consolidated balances as of December 31, 2019 and 2018 are derived from the audited consolidated financial statements as of that date. The consolidated balances as of December 31, 2018 were retroactively adjusted, including shares and per share amounts, as a result of the 2019 Reorganization. See Note 13 to the condensed consolidated financial statements for additional details. |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 123,774,536 | 123,658,287 |
Common stock, shares outstanding | 121,359,855 | 123,658,287 |
Treasury stock, shares | 2,414,681 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Income Statement [Abstract] | |||
Revenue from Contract with Customer, Product and Service [Extensible List] | us-gaap:LicenseMember | us-gaap:LicenseMember | |
Operating expenses: | |||
Research and development | $ 68,225 | $ 44,853 | |
General and administrative | 34,262 | 18,899 | |
Total operating expenses | 102,487 | 63,752 | |
Loss from operations | (102,487) | (63,752) | |
Other income (expense), net: | |||
Interest income | 1,941 | 2,107 | |
Interest expense | (4,010) | (1,671) | |
Share in net loss of an equity method investment | (4,599) | ||
Other income (expense) | 474 | (1,521) | |
Total other income (expense), net | (1,595) | (5,684) | |
Net loss | (104,082) | (69,436) | |
Net loss attributable to redeemable convertible noncontrolling interests and noncontrolling interests | 12,232 | 8,251 | |
Net loss attributable to common stockholders of BridgeBio | $ (91,850) | $ (61,185) | |
Net loss per share, basic and diluted | $ (0.78) | $ (0.66) | |
Weighted-average shares used in computing net loss per share, basic and diluted | [1] | 117,803,438 | 92,330,072 |
[1] | The weighted-average shares used in computing net loss per share, basic and diluted for the three months ended March 31, 2019 were retroactively adjusted as a result of the 2019 Reorganization. See Note 13 to the condensed consolidated financial statements for additional details. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (104,082) | $ (69,436) |
Other comprehensive income: | ||
Unrealized gain on available-for-sale securities | 472 | |
Comprehensive loss | (103,610) | (69,436) |
Comprehensive loss attributable to redeemable convertible noncontrolling interests and noncontrolling interests | 12,232 | 8,251 |
Comprehensive loss attributable to common stockholders of BridgeBio | $ (91,378) | $ (61,185) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Redeemable Convertible Noncontrolling Interests and Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Accumulated Deficit | Total Bridge Bio Stockholders' Equity | Noncontrolling Interests | Redeemable Convertible Noncontrolling Interests | |||
Beginning balance at Dec. 31, 2018 | [1] | $ 377,240 | $ 92 | $ 494,231 | $ (179,444) | $ 314,879 | $ 62,361 | |||||
Temporary equity, beginning balance at Dec. 31, 2018 | [1] | 122 | ||||||||||
Beginning balance, shares at Dec. 31, 2018 | [1] | 92,057,704 | ||||||||||
Issuance of shares under equity compensation plans, shares | 518,511 | |||||||||||
Stock-based compensation | 1,236 | 1,236 | 1,236 | |||||||||
Repayment of nonrecourse notes | 179 | 179 | 179 | |||||||||
Issuance of noncontrolling interest | 1,320 | 1,320 | ||||||||||
Transfers from (to) noncontrolling interest | (870) | (2,968) | (2,968) | 2,098 | ||||||||
Temporary Equity, transfers from (to) noncontrolling interest | 870 | |||||||||||
Net loss | (68,646) | (61,185) | (61,185) | (7,461) | ||||||||
Temporary Equity, net loss | (790) | |||||||||||
Ending balance at Mar. 31, 2019 | 310,459 | $ 92 | 492,678 | (240,629) | 252,141 | 58,318 | ||||||
Temporary equity, ending balance at Mar. 31, 2019 | 202 | $ 202 | ||||||||||
Ending balance, shares at Mar. 31, 2019 | 92,576,215 | |||||||||||
Beginning balance at Dec. 31, 2019 | [1] | 473,733 | [2] | $ 848,107 | 254 | (440,031) | 408,454 | 65,279 | ||||
Temporary equity, beginning balance at Dec. 31, 2019 | 2,243 | [2] | 2,243 | [1] | ||||||||
Beginning balance, shares at Dec. 31, 2019 | [1] | 123,658,287 | ||||||||||
Issuance of shares under equity compensation plans | 529 | 529 | 529 | |||||||||
Issuance of shares under equity compensation plans, shares | 116,249 | |||||||||||
Stock-based compensation | 8,063 | 8,063 | 8,063 | |||||||||
Equity component of 2027 Notes, net of issuance costs and deferred tax liability | 167,726 | 167,726 | 167,726 | |||||||||
Purchase of capped calls | (49,280) | (49,280) | (49,280) | |||||||||
Repurchase of common stock | (75,000) | $ (75,000) | (75,000) | |||||||||
Repurchase of common stock, shares | (2,414,681) | 2,414,681 | ||||||||||
Issuance of noncontrolling interest | 26,565 | 26,565 | ||||||||||
Temporary Equity, issuance (repurchase) of noncontrolling interest | 1,102 | |||||||||||
Transfers from (to) noncontrolling interest | (574) | 11,601 | 11,601 | (12,175) | ||||||||
Temporary Equity, transfers from (to) noncontrolling interest | 574 | |||||||||||
Unrealized gain on available-for-sale securities | 472 | 472 | 472 | |||||||||
Net loss | (103,216) | (91,850) | (91,850) | (11,366) | ||||||||
Temporary Equity, net loss | (866) | |||||||||||
Ending balance at Mar. 31, 2020 | 449,018 | $ (75,000) | $ 986,746 | $ 726 | $ (531,881) | $ 380,715 | $ 68,303 | |||||
Temporary equity, ending balance at Mar. 31, 2020 | $ 3,053 | $ 3,053 | ||||||||||
Ending balance, shares at Mar. 31, 2020 | 121,359,855 | 2,414,681 | ||||||||||
[1] | The consolidated balances as of December 31, 2019 and 2018 are derived from the audited consolidated financial statements as of that date. The consolidated balances as of December 31, 2018 were retroactively adjusted, including shares and per share amounts, as a result of the 2019 Reorganization. See Note 13 to the condensed consolidated financial statements for additional details. | |||||||||||
[2] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating activities: | ||
Net loss | $ (104,082) | $ (69,436) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 10,222 | 2,232 |
Share in net loss of equity method investments | 4,599 | |
Accretion of 2027 Notes and term loans | 1,761 | 354 |
Acquired in-process research and development assets | 2,000 | |
LEO call option expense (income) | (539) | 1,514 |
Other noncash adjustments | 1,034 | 339 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 2,846 | (309) |
Other assets | (734) | (1,852) |
Accounts payable | 4,234 | (1,952) |
Accrued compensation and benefits | (7,670) | (432) |
Accrued research and development liabilities | 8,626 | 1,710 |
Accrued professional services | 923 | 1,370 |
Operating lease liabilities | (556) | |
Other accrued and other liabilities | 15 | 723 |
Net cash used in operating activities | (83,920) | (59,140) |
Investing activities | ||
Maturities of marketable securities | 42,500 | |
Cash paid for in-process research and development assets acquired | (2,000) | |
Purchases of property and equipment | (4,477) | (427) |
Net cash provided by (used in) investing activities | 38,023 | (2,427) |
Financing activities | ||
Proceeds from issuance of 2027 Notes | 550,000 | |
Issuance costs and discounts associated with issuance of 2027 Notes | (12,375) | |
Purchase of capped calls | (49,280) | |
Repurchase of common stock | (75,000) | |
Proceeds from repayment of nonrecourse notes | 179 | |
Proceeds from at-the-market issuance of noncontrolling interest by Eidos, net | 24,094 | |
Proceeds from issuance of redeemable convertible noncontrolling interests to third-party investors | 1,000 | |
MyoKardia distributions | (997) | |
Payment of deferred offering costs | (936) | |
Proceeds from stock option exercises, net of repurchases | 734 | 103 |
Net cash provided by (used in) financing activities | 439,173 | (1,651) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 393,276 | (63,218) |
Cash, cash equivalents and restricted cash at beginning of period | 364,197 | 436,245 |
Cash, cash equivalents and restricted cash at end of period | 757,473 | 373,027 |
Supplemental Disclosures of Cash Flow Information: | ||
Cash paid for interest | 2,054 | 1,176 |
Supplemental Disclosures of Non-Cash Investing and Financing Information: | ||
Issuance costs associated with issuance of 2027 Notes included in other accrued and other liabilities | 664 | |
Recognition of property and equipment previously classified in other assets | 10,000 | |
Operating lease right-of-use assets obtained in exchange for operating lease obligations | 9,395 | |
Transfers from (to) noncontrolling interest (Note 6) | $ 11,601 | $ (2,968) |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Description of Business | 1. BridgeBio Pharma, Inc. (“BridgeBio”) was established to identify and advance transformative medicines to treat patients who suffer from Mendelian diseases, which are diseases that arise from defects in a single gene, and cancers with clear genetic drivers. BridgeBio’s pipeline of programs spans early discovery to late-stage development. On July 1, 2019, BridgeBio completed the 2019 Reorganization and closed the Initial Public Offering (“IPO”) of its common stock (see Note 13). The results of operations and cash flows prior to the IPO closing on July 1, 2019 relate to BridgeBio Pharma LLC (“BBP LLC”), its subsidiaries and controlled entities. Subsequent to the IPO closing, the information relates to BridgeBio, its subsidiaries and controlled entities. All share and per share amounts in these condensed consolidated financial statements and related notes have been retroactively adjusted, where applicable, for the comparable periods presented to give effect to the exchange ratio applied in connection with the 2019 Reorganization. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Basis of Presentation and Principles of Consolidation The condensed consolidated financial statements include the accounts of BridgeBio Pharma, Inc., its wholly owned subsidiaries and controlled entities, all of which are denominated in U.S. dollars. All intercompany balances and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of SEC regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of our financial position, our results of operations and comprehensive loss, and our cash flows for the periods presented. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020 or for any other future annual or interim periods. The condensed consolidated balance sheet as of March 31, 2020, the condensed consolidated statements of operations, the condensed consolidated statements of comprehensive loss, the condensed consolidated statements of redeemable convertible noncontrolling interests and stockholders’ equity and the condensed consolidated statements of cash flows for the three months ended March 31, 2020 and 2019 are unaudited. The financial data and the other financial information contained in these notes to the condensed consolidated financial statements related to the three-month periods are also unaudited. Variable Interest Entities and Voting Interest Entities BridgeBio consolidates those entities in which it has a direct or indirect controlling financial interest based on either the VIE model or the Voting Interest Entity (“VOE”) model. At the VIE’s inception, BridgeBio determines whether it is the primary beneficiary and if the VIE should be consolidated based on the facts and circumstances. BridgeBio then performs on-going reassessments of the VIE based on reconsideration events and reevaluates whether a change to the consolidation conclusion is required each reporting period. Refer to Note 6. Entities that do not qualify as a VIE are assessed for consolidation under the VOE model. Under the VOE model, BridgeBio consolidates the entity if it determines that it, directly or indirectly, has greater than 50% of the voting shares and that other equity holders do not have substantive voting, participating or liquidation rights. Refer to Note 6. We have either created or made investments in entities that are either wholly or partially-owned subsidiaries and VIEs. The following are the VIEs as of March 31, 2020 and December 31, 2019: Variable Interest Entities Relationship as of March 31, 2020 Date Control First Acquired Ownership % as of March 31, 2020 Ownership % as of December 31, 2019 (unaudited) Fortify Therapeutics, Inc. (“Fortify”) Controlled VIE June 2018 99.7 % 99.7 % Calcilytix Therapeutics, Inc. (“Calcilytix”) Controlled VIE December 2018 98.9 % 98.9 % Audition Therapeutics, Inc. (“Audition”) Controlled VIE May 2019 64.5 % 64.5 % Molecular Skin Therapeutics, Inc. (“MOST”) Controlled VIE July 2016 64.1 % 64.8 % TheRas, Inc. (“Theras”) Controlled VIE August 2016 99.6 % 99.6 % Quartz Therapeutics, Inc. (“Quartz”) Controlled VIE October 2016 89.0 % 89.0 % PellePharm, Inc. (“PellePharm”) (1) VIE December 2016 43.3 % 43.3 % Navire Pharma, Inc. (“Navire”) Controlled VIE February 2017 78.1 % 78.6 % CoA Therapeutics, Inc. (“CoA”) Controlled VIE February 2017 98.8 % 99.5 % Dermecular Therapeutics, Inc. (“Dermecular”) Controlled VIE April 2017 87.6 % 87.6 % Phoenix Tissue Repair, Inc. (“PTR”) Controlled VIE July 2017 65.3 % 65.5 % QED Therapeutics, Inc. (“QED”) Controlled VIE January 2018 98.0 % 97.8 % Adrenas Therapeutics, Inc. (“Adrenas”) Controlled VIE January 2018 90.7 % 90.1 % Orfan Biotech, Inc. (“Orfan”) Controlled VIE January 2018 91.7 % 91.7 % Ferro Therapeutics, Inc. (“Ferro”) Controlled VIE March 2018 90.6 % 90.9 % Origin Biosciences, Inc. (“Origin”) Controlled VIE April 2018 99.7 % 99.6 % Venthera, Inc. (“Venthera”) Controlled VIE April 2018 86.9 % 83.2 % Aspa Therapeutics, Inc. (“Aspa”) Controlled VIE June 2018 93.0 % 91.0 % ML Bio Solutions, Inc. (“ML Bio”) Controlled VIE July 2019 63.3 % 50.6 % Shift Therapeutics, Inc. (“Shift”) (2) Controlled VIE January 2019 83.1 % — (1) Subsequent to the execution of a series of agreements (the “LEO Agreement”) with LEO Pharma A/S and LEO Spiny Merger Sub, Inc. (“LEO”) in November 2018, BridgeBio determined that it is no longer the primary beneficiary of PellePharm and deconsolidated PellePharm. Refer to Note 8. (2) Shift had no shares issued and outstanding from the date of incorporation through December 31, 2019. Not included in the above list is Eidos, which is a partially-owned subsidiary that we consolidate under the VOE model. Risks and Uncertainties In light of recent developments relating to the global outbreak of SARS-CoV-2, the novel strain of coronavirus that causes Coronavirus disease 19 (COVID-19), the focus of healthcare providers and hospitals on fighting the virus, and consistent with the U.S. Food and Drug Administration’s updated industry guidance for conducting clinical trials issued on March 18, 2020, we are experiencing delays in or temporary suspension of the enrollment of patients in our subsidiaries’ ongoing clinical trials. We additionally expect to experience delays in certain ongoing key program activities, including commencement of planned clinical trials, as well as non-clinical experiments and investigational new drug application-enabling good laboratory practice toxicology studies. The exact timing of delays and overall impact is currently unknown. Cash, Cash Equivalents and Restricted Cash We consider all highly liquid investments purchased with original maturities of 90 days or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market instruments, such as money market funds and repurchase agreements collateralized with securities issued by the U.S. government or its agencies. Our restricted cash balance relates to cash and cash equivalents that we have pledged as collateral under certain lease agreements and letters of credit. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the amounts shown in the condensed consolidated statements of cash flows: March 31, 2020 March 31, 2019 (in thousands) Cash and cash equivalents $ 757,049 $ 373,027 Restricted cash 424 — Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows $ 757,473 $ 373,027 Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting period. Significant estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, fair value of the liability component of our 2.50% convertible senior notes due 2027 (the “2027 Notes”, see Note 9), the fair value of the LEO Call Option liability (see Note 7), the present value of lease payments of our leases on lease commencement date, the valuation of our stock-based awards, accruals for certain employees’ performance-based milestones, accruals for research and development activities, accruals for contingent milestone payments in our license agreements and income tax uncertainties. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable. Actual results may differ from those estimates or assumptions. Capped Call Transactions In March 2020, in connection with the issuance of the 2027 Notes (see Note 9) Derivatives and Hedging Debt Issuance Costs Debt issuance costs are amortized to interest expense over the estimated life of the related debt based on the effective interest method. In accordance with ASC 835, Interest Treasury Stock Repurchased treasury stock is recorded at cost, including any commissions and fees. Leases Our lease portfolio as of January 1, 2020 and March 31, 2020 includes leases for our headquarters, office spaces and laboratory facility. We determine if an arrangement is a lease at the inception of the contract. The asset component of our operating leases is recorded as operating lease right-of-use assets, and the liability component is recorded as current portion of operating lease liabilities and operating lease liabilities, net of current portion in our condensed consolidated balance sheet. As of March 31, 2020, we have not recorded any finance leases. Right-of-use assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term at the lease commencement date. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use an incremental borrowing rate based on the information available at lease commencement date in determining the present value of lease payments. Operating lease right-of-use assets are adjusted for incentives expected to be received. On the lease commencement date, we estimate and include in our lease payments any lease incentive amounts based on future events when (1) the events are within our control and (2) the event triggering the right to receive the incentive is deemed reasonably certain to occur. If the lease incentive received is greater or less than the amount recognized at lease commencement, we recognize the difference as an adjustment to right-of-use asset and/or lease liability, as applicable. Right-of-use assets and operating lease liabilities are remeasured upon certain modifications to leases using the present value of remaining lease payments and estimated incremental borrowing rate upon lease modification. Lease cost is recognized on a straight-line basis over the lease term, and includes amounts related to short-term leases. We recognize variable lease payments as operating expenses in the period in which the obligation for those payments is incurred. Variable lease payments primarily include common area maintenance, utilities, real estate taxes, insurance, and other operating costs that are passed on from the lessor in proportion to the space we lease. Net Loss per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of BridgeBio’s common stock outstanding for the period, without consideration for potential dilutive shares of common stock, such as stock options, unvested restricted stock units and awards, shares issuable under the employee stock purchase plan and assumed conversion of our 2027 Notes. Shares of common stock subject to repurchase are excluded from the weighted-average shares. Since we were in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share since the effects of potentially dilutive securities are antidilutive. No adjustment for cumulative returns on BBP LLC’s redeemable convertible preferred units has been applied to the calculation of basic and diluted net loss per share, since such units were retroactively adjusted as if the 2019 Reorganization occurred at the beginning of the earliest period to be presented in our financial statements. See Note 13 to for additional details. Emerging Growth Company Status We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. We have elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these condensed consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. As described in “Recently Adopted Accounting Pronouncements” below, we early adopted certain accounting standards, as the JOBS Act does not preclude an emerging growth company from adopting a new or revised accounting standard earlier than the time that such standard applies to private companies. We expect to use the extended transition period for any other new or revised accounting standards during the period in which we remain an emerging growth company. Recently Adopted Accounting Pronouncements ASU 2016-02 Leases (Topic 842). In February 2016, the FASB issued Accounting Standards Update (ASU) 2016-02, Leases (Topic 842) (“ASU 2016-02” or “ASC 842” ), which, for operating leases, requires the lessee to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in its balance sheet. The guidance also requires a lessee to recognize single lease costs, calculated so that the cost of the lease is allocated over the lease term, generally on a straight-line basis. In July 2018, the FASB issued ASU 2018-10, Codification Improvements to Topic 842, Leases . Additionally, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements , which offers a practical expedient for transitioning at the adoption date. ASU 2019-10, Financial Instruments — Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates , issued in November 2019, delayed the effective date of Topic 842 for companies like us to January 1, 2021 but early adoption is still permitted. Effective January 1, 2020, we adopted ASC 842 using the optional transition method and applied the standard only to leases that existed at that date. Under the optional transition method, we do not need to restate the comparative periods in transition and will continue to present financial information and disclosures for periods before January 1, 2020 in accordance with ASC 840. As part of the ASC 842 adoption, we elected certain practical expedients outlined in the guidance. We have also chosen to apply the package of practical expedients for existing leases, which provides relief from reassessing: (i) whether a contract is or contains a lease, (ii) lease classification, and (iii) whether initial direct costs can be capitalized. Upon transition, we also elected to use hindsight with respect to determining the lease term and in assessing any impairment of right-of-use assets for existing leases. We have also made some accounting policy elections for post-transition to: (i) account for leases at the portfolio level, where applicable, (ii) allow us not to separate nonlease components from lease components, and instead to account for those as a single lease component for the asset class of operating lease right-of-use real estate assets, and (iii) elect not to recognize a right-of-use asset and a lease liability for all of our leases with a term of 12 months or less (“short-term leases”). The adjustments due to the adoption of ASC 842 primarily related to the recognition of right-of-use assets of $9.2 million and lease liabilities of $11.5 million at January 1, 2020 for our operating leases. The lease liabilities were determined based on the present value of the remaining minimum lease payments. The right-of-use assets were determined based on the value of the lease liabilities, adjusted for the deferred rent balances of approximately $2.3 million. Upon adoption of ASC 842, we also (i) derecognized the build-to-suit lease asset of $10.0 million previously presented in other assets as of December 31, 2019, and recognized a construction-in-progress asset for the same amount, and (ii) derecognized the build-to-suit lease liability of $8.0 million as of December 31, 2019 and recognized a liability presented in other accrued liabilities (see Note 11). The adoption did not have a material impact on our accumulated deficit and on our condensed consolidated statements of operations and cash flows. ASU 2016-13 Financial Instruments - Credit Losses. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses. This update requires immediate recognition of management’s estimates of current expected credit losses. Under the prior model, losses were recognized only as they were incurred. The new model is applicable to most financial assets and certain other instruments that are not measured at fair value through net income. The standard is effective for fiscal years beginning after December 15, 2019 for public entities. Early adoption is permitted. The delay in effective date for certain entities of ASU 2016-13 by the issuance of ASU 2019-10 in November 2019 does not apply to filers with the Securities and Exchange Commission that are not smaller reporting companies. The adoption of this guidance did not materially impact our condensed consolidated financial statements. ASU 2018-13 Fair Value Measurement – Disclosure Framework (Topic 820) . In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement - Disclosure Framework (Topic 820) (“ASU 2018-13”). The updated guidance improves the disclosure requirements on fair value measurements and is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The adoption of this guidance did not significantly impact our financial statement disclosures. ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. We early adopted ASU 2019-12 effective January 1, 2020 and the adoption did not materially impact our financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted ASU 2020-01, In January 2020, the FASB issued ASU 2020-01, Investments – Equity Securities (Topic 321), Investments – Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) – Clarifying the Interactions between Topic 321, Topic 323, and Topic 81 5. The guidance is based on a consensus of the Emerging Issues Task Force and is expected to increase comparability in accounting for these transactions. ASU 2020-01 amends ASU 2016-01, which made targeted improvements to accounting for financial instruments, including providing an entity the ability to measure certain equity securities without a readily determinable fair value at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Among other topics, the amendments in ASU 2020-01 clarify that an entity should consider observable transactions that require it to either apply or discontinue the equity method of accounting. For public business entities, the amendments in the ASU are effective for fiscal years beginning after December 31, 2020, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. Early adoption is permitted. We do not expect the adoption of ASU 2020-01 to have a material impact on our condensed consolidated financial statements. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 3 . The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation: March 31, 2020 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash equivalents: Money market funds $ 670,915 $ 670,915 $ — $ — Short-term marketable securities: U.S. treasury notes 45,625 — 45,625 — Commercial paper 23,336 — 23,336 — Corporate debt securities 79,165 — 79,165 — Total short-term marketable securities 148,126 — 148,126 — Long-term marketable securities: U.S. treasury notes 15,503 — 15,503 — Corporate debt securities 7,707 — 7,707 — Total long-term marketable securities 23,210 — 23,210 — Total cash equivalents and marketable securities $ 842,251 $ 670,915 $ 171,336 $ — Liabilities: LEO call option liability $ 3,539 $ — $ — $ 3,539 Embedded derivative 1,103 — — 1,103 Total financial liabilities $ 4,642 $ — $ — $ 4,642 December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash equivalents: Money market funds $ 248,736 $ 248,736 $ — $ — Repurchase agreements 59,000 59,000 — — Total cash equivalents 307,736 307,736 — — Short-term marketable securities: U.S. treasury notes 45,280 — 45,280 — Commercial paper 65,626 — 65,626 — Corporate debt securities 71,314 — 71,314 — Total short-term marketable securities 182,220 — 182,220 — Long-term marketable securities: U.S. treasury notes 15,307 — 15,307 — Corporate debt securities 15,837 — 15,837 — Total long-term marketable securities 31,144 — 31,144 — Total cash equivalents and marketable securities $ 521,100 $ 307,736 $ 213,364 $ — Liabilities: LEO call option liability $ 4,078 $ — $ — $ 4,078 Embedded derivative 1,165 — — 1,165 Total financial liabilities $ 5,243 $ — $ — $ 5,243 There were no transfers between Level 1, Level 2 or Level 3 during the periods presented. Marketable Securities The fair value of our marketable securities classified within Level 2 is based upon observable inputs that may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. LEO Call Option Liability The valuation of the LEO Call Option (see Note 7) contains unobservable inputs that reflect our own assumptions for which there is little, if any, market activity at the measurement date. Accordingly, the LEO Call Option liability is remeasured to fair value on a recurring basis using unobservable inputs that are classified as Level 3 inputs. We estimated the fair value of the LEO Call Option by estimating the fair value of various clinical, regulatory, and sales milestones based on the estimated risk and probability of achievement of each milestone, and allocated the value using a Black-Scholes option pricing model with the following assumptions: March 31, December 31, 2020 2019 Probability of milestone achievement 12.0%-84.0% 12.0%-84.0% Discount rate 0.2%-14.9% 1.6%-13.1% Expected term (in years) 0.67-5.25 0.67-5.25 Expected volatility 70.0%-80.0% 60.0%-68.0% Risk-free interest rate 2.01%-2.24% 2.34%-2.46% Dividend yield — — The following table sets forth a summary of the change in the estimated fair value of the LEO Call Option: Total (in thousands) Balance as of December 31, 2019 $ 4,078 Change in fair value upon remeasurement recognized as other income (539 ) Balance as of March 31, 2020 $ 3,539 Eidos Embedded Derivative Liability in Loan Agreement For the SVB and Hercules Loan entered in November 2019 (see Note 9), Eidos determined that the requirement to pay a fee (“Success Fee”) upon certain events is an embedded derivative liability to be measured at fair value. The fair value of the derivative was determined based on an income approach that identified the cash flows using a “with-and-without” valuation methodology. The inputs used to determine the estimated fair value of the derivative instrument were based primarily on the probability of an underlying event triggering the embedded derivative occurring and the timing of such event. 2027 Notes The fair value of the 2027 Notes (see Note 9), which differs from its carrying value is determined by prices for the 2027 Notes observed in market trading. The market for trading of the 2027 Notes is not considered to be an active market and therefore the estimate of fair value is based on Level 2 input. As of March 31, 2020, the estimated fair value of the 2027 Notes, which has an aggregate face value of $550.0 million, was $502.2 million based on the market price on the last trading day for the period. Term Loans The fair value of our outstanding term loans (see Note 9) is estimated using the net present value of the payments, discounted at an interest rate that is consistent with a market interest rate, which is a Level 2 input. The estimated fair value of our outstanding term loans approximates the carrying amount, as the term loan bears a floating rate that approximates the market interest rate. |
Cash Equivalents and Marketable
Cash Equivalents and Marketable Securities | 3 Months Ended |
Mar. 31, 2020 | |
Cash Equivalents And Marketable Securities [Abstract] | |
Cash Equivalents and Marketable Securities | 4 . We invest in certain money market funds and reverse repurchase agreements, classified as cash equivalents, which are collateralized by deposits in the form of U.S. treasury securities for an amount no less than 102% of their value. We do not record an asset or liability for the collateral as we do not intend to sell or re-pledge the collateral. The collateral has the prevailing credit rating of at least the U.S. government treasuries and agencies. We utilize a third-party custodian to manage the exchange of funds and ensure that collateral received is maintained at 102% of the value of the reverse repurchase agreements on a daily basis. Cash equivalents and marketable securities classified as available-for-sale consisted of the following: March 31, 2020 Amortized Cost Basis Unrealized Gains Unrealized Losses Estimated Fair Value (in thousands) Cash equivalents: Money market funds $ 670,915 $ — $ — $ 670,915 Short-term marketable securities: U.S. treasury notes 45,155 470 — 45,625 Commercial paper 23,336 — — 23,336 Corporate debt securities 79,226 5 (66 ) 79,165 Total short-term marketable securities 147,717 475 (66 ) 148,126 Long-term marketable securities: U.S. treasury notes 15,204 299 — 15,503 Corporate debt securities 7,689 18 — 7,707 Total long-term marketable securities 22,893 317 — 23,210 Total cash equivalents and marketable securities $ 841,525 $ 792 $ (66 ) $ 842,251 December 31, 2019 Amortized Cost Basis Unrealized Gains Unrealized Losses Estimated Fair Value (in thousands) Cash equivalents: Money market funds $ 248,736 $ — $ — $ 248,736 Repurchase agreements 59,000 — — 59,000 Total cash equivalents 307,736 — — 307,736 Short-term marketable securities: U.S. treasury notes 45,224 56 — 45,280 Commercial paper 65,626 — — 65,626 Corporate debt securities 71,231 83 — 71,314 Total short-term marketable securities 182,081 139 — 182,220 Long-term marketable securities: U.S. treasury notes 15,248 59 — 15,307 Corporate debt securities 15,781 56 — 15,837 Total long-term marketable securities 31,029 115 — 31,144 Total cash equivalents and marketable securities $ 520,846 $ 254 $ — $ 521,100 There have been no significant realized gains or losses on available-for-sale securities for the periods presented. As of March 31, 2020, our short-term and long-term marketable securities have average contractual maturities of approximately seven months and 14 months, respectively. |
Variable Interest Entities and
Variable Interest Entities and Voting Interest Model | 3 Months Ended |
Mar. 31, 2020 | |
Variable Interest Entities And Voting Interest Model [Abstract] | |
Variable Interest Entities and Voting Interest Model | 5 . The entities consolidated by BridgeBio are comprised of wholly-owned subsidiaries and partially-owned entities consolidated under the VOE model and VIEs for which BridgeBio is the primary beneficiary under the VIE model. The results of operations of the consolidated entities are included within the BridgeBio condensed consolidated financial statements for the periods presented. Upon the 2019 Reorganization, BBP LLC became a wholly-owned subsidiary of BridgeBio through the series of transactions described in Note 13. At that time, the consolidation assessment was updated on behalf of BridgeBio with no changes in the BridgeBio group composition, other than the merger of BBP LLC and Merger Sub LLC as a result of the 2019 Reorganization. As of March 31, 2020 and December 31, 2019, there were no significant restrictions on the VIE assets or liabilities except for the cash held by our VIEs presented below, which are generally restricted for use by the respective VIEs. For VIEs, BridgeBio calculates the maximum exposure to loss to be equal to the amount invested in the equity of the VIE and the amount of outstanding convertible notes. Included within Note 2 is a list of partially-owned entities that were determined to be under BridgeBio’s control under the VIE model as of March 31, 2020 and December 31, 2019, with the exception of PellePharm as discussed in Note 7. At each reporting period, we reassess whether we have a majority voting interest for entities consolidated under the VOE model and whether we remain the primary beneficiary of the VIEs consolidated under the VIE model. Eidos From the date of BridgeBio’s initial investment until June 22, 2018, the Eidos IPO closing date, Eidos was determined to be a VIE and BridgeBio consolidated Eidos as the primary beneficiary. Subsequent to the Eidos IPO, BridgeBio determined that Eidos was no longer a VIE due to it having sufficient equity at risk to finance its activities without additional subordinated financial support. From June 22, 2018 through March 31, 2020, BridgeBio determined that it held greater than 50% of the voting shares of Eidos and there were no other parties with substantive participating, liquidation or kick-out rights. BridgeBio consolidated Eidos under the VOE model during all periods presented. In May 2019, BridgeBio purchased 1,103,848 shares of Eidos common stock from an existing Eidos stockholder for $28.6 million in a private purchase transaction. In July 2019, BridgeBio purchased 882,353 shares of Eidos common stock from an existing Eidos investor for $26.4 million in a private purchase transaction. In September 2019, Eidos issued 556,173 shares of Eidos common stock to a third-party. On August 2, 2019, Eidos filed a shelf registration statement on Form S-3 (the “2019 Shelf”) with the SEC in relation to the registration of common stock, preferred stock, warrants and units of any combination thereof. Eidos also simultaneously entered into an Open Market Sale Agreement with Jefferies LLC and SVB Leerink LLC (the “Sales Agents”), to provide for the offering, issuance and sale by Eidos of up to an aggregate offering price of $100.0 million of its common stock from time to time in “at-the-market” offerings under the 2019 Shelf and subject to the limitations thereof (the “2019 Sales Agreement”). Eidos will pay to the applicable Sales Agent cash commissions of up to 3.0 percent of the gross proceeds of sales of common stock under the 2019 Sales Agreement. Eidos had issued 385,613 shares under this offering and received $23.9 million of net proceeds through December 31, 2019. Eidos has issued 448,755 shares under this offering and received $24.1 million of net proceeds for the three months ended March 31, 2020. Consolidated VIEs The entities identified as a “Controlled VIE” in Note 2 are VIEs for which BridgeBio was determined to be the primary beneficiary as of March 31, 2020. BridgeBio also had a majority ownership interest in these entities as of March 31, 2020 and December 31, 2019. During the three months ended March 31, 2020, BridgeBio made investments in QED of $20.0 million, Calcilytix of $13.0 million, Adrenas of $10.0 million, ASPA of $10.0 million, ML Bio of $6.5 million, The following table provides the assets and liabilities for all consolidated VIEs as of March 31, 2020: Adrenas Aspa ML Bio QED Calcilytix All Other Total (in thousands) Assets: Current assets: Cash and cash equivalents $ 8,238 $ 8,704 $ 13,369 $ 29,506 $ 13,714 $ 31,761 $ 105,292 Prepaid expenses and other current assets 1,072 562 32 5,843 138 4,757 12,404 Total current assets 9,310 9,266 13,401 35,349 13,852 36,518 117,696 Property and equipment, net 3,397 10,256 93 252 6 237 14,241 Operating lease right-of-use assets 1,821 — — 1,435 — 431 3,687 Other assets — — — 11,629 278 424 12,331 Total assets $ 14,528 $ 19,522 $ 13,494 $ 48,665 $ 14,136 $ 37,610 $ 147,955 Liabilities: Current liabilities: Accounts payable $ 445 $ 239 $ 588 $ 2,901 $ 104 $ 2,767 $ 7,044 Accrued compensation and benefits 270 82 75 1,120 364 1,649 3,560 Accrued research and development liabilities 844 638 89 14,653 847 6,725 23,796 Accrued professional services 278 130 24 602 4 861 1,899 Operating lease liabilities, current portion 269 — — 1,061 — 126 1,456 Other accrued liabilities 128 4,038 2 193 7 517 4,885 Total current liabilities 2,234 5,127 778 20,530 1,326 12,645 42,640 Operating lease liabilities, net of current portion 2,629 — — 476 — 323 3,428 Other liabilities — — — — — 24 24 Total liabilities $ 4,863 $ 5,127 $ 778 $ 21,006 $ 1,326 $ 12,992 $ 46,092 The following table provides the assets and liabilities for all consolidated VIEs as of December 31, 2019: Adrenas Aspa ML Bio QED Theras All Other Total (in thousands) Assets: Current assets: Cash and cash equivalents $ 6,453 $ 1,695 $ 7,432 $ 27,781 $ 6,351 $ 31,600 $ 81,312 Prepaid expenses and other current assets 906 758 17 7,282 2,555 2,416 13,934 Total current assets 7,359 2,453 7,449 35,063 8,906 34,016 95,246 Property and equipment, net 3,189 274 98 281 3 325 4,170 Other assets — 10,000 — 11,313 — 637 21,950 Total assets $ 10,548 $ 12,727 $ 7,547 $ 46,657 $ 8,909 $ 34,978 $ 121,366 Liabilities: Current liabilities: Accounts payable $ 526 $ 219 $ 19 $ 1,443 $ 23 $ 1,341 $ 3,571 Accrued compensation and benefits 923 156 67 3,396 243 3,352 8,137 Accrued research and development liabilities 757 567 — 8,931 212 5,293 15,760 Accrued professional services 83 280 7 435 4 363 1,172 Build-to-suit lease obligation — 8,000 — — — — 8,000 Other accrued liabilities 290 38 — 180 33 592 1,133 Total current liabilities 2,579 9,260 93 14,385 515 10,941 37,773 Other liabilities 951 — — 161 — 24 1,136 Total liabilities $ 3,530 $ 9,260 $ 93 $ 14,546 $ 515 $ 10,965 $ 38,909 VIEs included in the “All Other” category of the above tables are not significant individually for separate presentation as of the respective dates presented. Going forward, BridgeBio may not provide any further investment in certain of these VIEs. |
Noncontrolling Interests
Noncontrolling Interests | 3 Months Ended |
Mar. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | 6 . As of March 31, 2020 and December 31, 2019, we had both redeemable convertible noncontrolling interests and noncontrolling interests in consolidated partially-owned entities, for which BridgeBio has a majority voting interest under the VOE model and for which BridgeBio is the primary beneficiary under the VIE model. These balances are reported as separate components outside stockholders’ equity in “Redeemable convertible noncontrolling interests” and as part of stockholders’ equity in “Noncontrolling interests” in the condensed consolidated balance sheets. We adjust the carrying value of noncontrolling interest to reflect the book value attributable to noncontrolling shareholders of consolidated partially-owned entities when there is a change in the ownership during the respective reporting period. During the three months ended March 31, 2020 and 2019, such adjustments in the aggregate amounts of The following table provides a rollforward of the redeemable convertible noncontrolling interests balance for the three months ended March 31, 2020: Orfan QED ML Bio Shift Total (in thousands) Balance as of December 31, 2019 $ 74 $ 612 $ 1,557 $ — $ 2,243 Issuance of redeemable convertible noncontrolling interest — — 1,000 102 1,102 Net loss attributable to redeemable convertible noncontrolling interest (16 ) (468 ) (338 ) (44 ) (866 ) Transfers to redeemable convertible noncontrolling interest — 316 258 — 574 Balance as of March 31, 2020 $ 58 $ 460 $ 2,477 $ 58 $ 3,053 The following table provides a rollforward of the noncontrolling interests balance for the three months ended March 31, 2020: Adrenas Aspa Eidos PTR Venthera All Other Total (in thousands) Balance as of December 31, 2019 $ 696 $ 250 $ 59,722 $ 1,298 $ 140 $ 3,173 $ 65,279 Issuance of noncontrolling interest 6 9 26,248 1 16 285 26,565 Transfers to (from) noncontrolling interest 883 649 (15,329 ) 4 513 1,105 (12,175 ) Net loss attributable to noncontrolling interest (316 ) (195 ) (8,078 ) (1,238 ) (324 ) (1,215 ) (11,366 ) Balance as of March 31, 2020 $ 1,269 $ 713 $ 62,563 $ 65 $ 345 $ 3,348 $ 68,303 |
PellePharm Investment
PellePharm Investment | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method And Cost Method Investment [Abstract] | |
PellePharm Investment | 7 . PellePharm is a clinical-stage biopharmaceutical company developing BBP-009, a topical gel formulation of patidegib, a hedgehog inhibitor, for the treatment of Gorlin Syndrome and High-Frequency Basal Cell Carcinoma. In July 2015, BridgeBio made an initial investment of $4.5 million in PellePharm and in a series of transactions through December 2016, BridgeBio increased its ownership interest to greater than 50%. BridgeBio determined that its initial investment in PellePharm represented a variable interest, but that BridgeBio was not the primary beneficiary until December 2016. On November 19, 2018, PellePharm entered into the LEO Agreement, pursuant to which LEO was granted an exclusive, irrevocable option to acquire PellePharm. The LEO Call Option is exercisable by LEO on or before the occurrence of certain events relating to PellePharm’s clinical development programs and no later than July 30, 2021. We account for the LEO Call Option as a current liability in our condensed consolidated financial statements because BridgeBio is obligated to sell its shares in PellePharm to LEO at a pre-determined price, if the option is exercised. We remeasure the LEO Call Option to fair value at each subsequent balance sheet date until the LEO Call Option is either exercised or expires. The date the LEO Agreement was entered into was determined to be a VIE reconsideration event. Based on our assessment, BridgeBio concluded that PellePharm remains a VIE after the reconsideration event as it does not have sufficient equity at risk to finance its activities without additional subordinated financial support. However, based on changes to PellePharm’s governance structure and Board of Directors composition as a result of the LEO Agreement, BridgeBio is no longer the primary beneficiary as it no longer has the power over the key decisions that most significantly impact PellePharm’s economic performance. Accordingly, BridgeBio deconsolidated PellePharm on November 19, 2018. After the deconsolidation in November 2018, PellePharm is considered a related party of BridgeBio. Subsequent to the deconsolidation of PellePharm, we accounted for our retained common stock investment as an equity method investment and our retained preferred stock investment as a cost method investment. Subsequent to the adoption of ASU No. 2016-01, we accounted for the investment in PellePharm preferred stock as an equity security without a readily determinable fair value. As of each of March 31, 2020 and December 31, 2019, the aggregate carrying amount of our investments in PellePharm was zero |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8 . Milestone Compensation Arrangements with Employees We have performance-based milestone compensation arrangements with certain employees, whose vesting is contingent upon meeting various regulatory and development milestones, with fixed monetary amounts known at inception that can be settled in the form of cash, equity, or either cash or equity at our sole election, upon achievement of each contingent milestone. As of March 31, 2020, the potential milestone compensation amount under these arrangements is up to $23.6 million. Under these arrangements, there was no compensation expense recognized or liability recorded as of and for the period ended March 31, 2020 because the performance milestones are not considered probable of achievement. Other Research and Development Agreements We may also enter into contracts in the normal course of business with clinical research organizations for clinical trials, with contract manufacturing organizations for clinical supplies and with other vendors for preclinical studies, supplies and other services and products for operating purposes. These contracts generally provide for termination on notice with potential termination charges. As of March 31, 2020 and December 31, 2019, there were no amounts accrued related to termination charges. Indemnification In the ordinary course of business, we may provide indemnifications of varying scope and terms to vendors, lessors, business partners, board members, officers and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements, services to be provided by us, our negligence or willful misconduct, violations of law, or intellectual property infringement claims made by third parties. In addition, we have entered into indemnification agreements with directors and certain officers and employees that will require us, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. No demands have been made upon the us to provide indemnification under such agreements, and thus, there are no claims that we are aware of that could have a material effect on our condensed consolidated balance sheets, statements of operations and comprehensive loss, or statements of cash flows. We also maintain director and officer insurance, which may cover certain liabilities arising from our obligation to indemnify our directors. To date, we have not incurred any material costs and have not accrued any liabilities in the condensed consolidated financial statements as a result of these provisions. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | 9. 2027 Notes On March 9, 2020, BridgeBio issued an aggregate principal amount of $550.0 million of its 2.50% Convertible Senior Notes due 2027 (the “2027 Notes”), pursuant to an Indenture dated March 9, 2020 (the “Indenture”), between BridgeBio and U.S. Bank National Association, as trustee (the “Trustee”), in a private offering to qualified institutional buyers (the “Note Offering”) pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The 2027 Notes issued in the Note Offering include $75.0 million in aggregate principal amount of 2027 Notes sold to the initial purchasers (the “Initial Purchasers”) resulting from the exercise in full of their option to purchase additional 2027 Notes. The 2027 Notes are senior, unsecured obligations of BridgeBio and will accrue interest payable semiannually in arrears on March 15 and September 15 of each year, beginning on September 15, 2020, at a rate of 2.50% per year. The 2027 Notes will mature on March 15, 2027, unless earlier converted or repurchased. Upon maturity, the 2027 Notes are convertible into cash, shares of BridgeBio’s common stock or a combination of cash and shares of BridgeBio’s common stock, at BridgeBio’s election. BridgeBio received net proceeds from the Note Offering of approximately $537.0 million, after deducting the Initial Purchasers’ discount and offering expenses. BridgeBio used approximately $49.3 million of the net proceeds from the Note Offering to pay for the cost of the Capped Call Transactions described below, and approximately $75.0 million to pay for the repurchase of shares of its common stock described below. BridgeBio intends to use the remainder of the net proceeds from the Note Offering for working capital and other general corporate purposes, including for its commercial organization and launch preparations. BridgeBio may also use any remaining net proceeds to fund possible acquisitions of, or investments in, complementary businesses, products, services and technologies. A holder of 2027 Notes may convert all or any portion of its 2027 Notes at its option at any time prior to the close of business on the business day immediately preceding December 15, 2026 in multiples of $1,000 only under the following circumstances: • During any calendar quarter commencing after the calendar quarter ending on June 30, 2020 (and only during such calendar quarter), if the last reported sale price of BridgeBio’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • During the five business day period after any five consecutive trading day period (the “measurement period”) in which the “trading price” (as defined in the Indenture) per $1,000 principal amount of 2027 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of BridgeBio’s common stock and the conversion rate on each such trading day; or, • Upon the occurrence of specified corporate events. On or after December 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or any portion of its 2027 Notes at any time, regardless of the foregoing. The conversion rate will initially be 23.4151 shares of BridgeBio’s common stock per $1,000 principal amount of 2027 Notes (equivalent to an initial conversion price of approximately $42.71 per share of BridgeBio’s common stock, for a total of approximately 12,878,305 shares). The conversion rate is subject to adjustment in some events, but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, BridgeBio will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2027 Notes in connection with such a corporate event. BridgeBio may not redeem the 2027 Notes prior to the maturity date, and no sinking fund is provided for the 2027 Notes. If BridgeBio undergoes a fundamental change (as defined in the Indenture), holders may require BridgeBio to repurchase for cash all or any portion of their 2027 Notes at a fundamental change repurchase price equal to 100% of the principal amount of the 2027 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the Trustee or the holders of not less than 25% in aggregate principal amount of the 2027 Notes then outstanding may declare the entire principal amount of all the Notes plus accrued special interest, if any, to be immediately due and payable. The 2027 Notes are BridgeBio’s general unsecured obligations and rank senior in right of payment to all of BridgeBio’s indebtedness that is expressly subordinated in right of payment to the 2027 Notes; equal in right of payment with all of BridgeBio’s liabilities that are not so subordinated; effectively junior to any of BridgeBio’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of BridgeBio’s subsidiaries. In accounting for the issuance of the 2027 Notes, we separately accounted for the liability and equity components of the 2027 Notes by allocating the proceeds between the liability component and the embedded conversion options, or equity component, due to BridgeBio’s ability to settle the 2027 Notes in cash, its common stock, or a combination of cash and common stock at BridgeBio’s option. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The allocation was performed in a manner that reflected BridgeBio’s non-convertible debt borrowing rate for similar debt. The equity component of the 2027 Notes was recognized as a debt discount and represents the difference between the gross proceeds from the issuance of the 2027 Notes and the fair value of the liability of the 2027 Notes on the date of issuance. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The outstanding 2027 Notes balances consisted of the following: March 31, 2020 (in thousands) Liability component Principal $ 550,000 Unamortized debt discount (172,202 ) Unamortized debt issuance costs (8,875 ) Net carrying amount $ 368,923 Equity component, net of issuance costs $ 169,173 In connection with the issuance of the 2027 Notes, BridgeBio incurred approximately $13.0 million of debt issuance costs, which primarily consisted of initial purchasers’ discounts and legal and other professional fees. We allocated these costs to the liability and equity components based on the allocation of the proceeds. The portion of these costs allocated to the equity component totaling approximately $4.1 million was recorded as a reduction to additional paid-in capital. The portion of these costs allocated to the liability component totaling approximately $8.9 million was recorded as a reduction in the carrying value of the debt on the condensed consolidated balance sheet and is amortized to interest expense using the effective interest method over the expected life of the 2027 Notes or approximately its seven-year term. The effective interest rate on the liability component of the 2027 Notes for the period from the date of issuance through March 31, 2020 was 8.8%. The following table sets forth the total interest expense recognized related to the 2027 Notes from the date of issuance through March 31, 2020: Amount (in thousands) Contractual interest expense $ 879 Amortization of debt discount 1,079 Amortization of debt issuance costs 56 Total interest and amortization expense $ 2,014 Future minimum payments under the 2027 Notes as of March 31, 2020, are as follows: Amount (in thousands) Remainder of 2020 $ 7,295 Year ending December 31: 2021 13,941 2022 13,941 2023 13,941 2024 13,979 Thereafter 584,795 Total future payments 647,892 Less amounts representing interest (97,892 ) Total principal amount $ 550,000 Capped Call and Share Repurchase Transactions with Respect to the 2027 Notes On March 4, 2020, concurrently with the pricing of the 2027 Notes, BridgeBio entered into privately negotiated capped call transactions (the “Capped Call Transactions”) with certain financial institutions (the “Capped Call Counterparties”). BridgeBio used approximately $49.3 million of the net proceeds from the Note Offering to pay for the cost of the Capped Call Transactions. The Capped Call Transactions are expected generally to reduce the potential dilution to BridgeBio’s common stock upon any conversion of 2027 Notes and/or offset any cash payments BridgeBio is required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap initially equal to $62.12 (which represents a premium of 100% over the last reported sale price of BridgeBio’s common stock on March 4, 2020) These Capped Call instruments meet the conditions outlined in ASC 815-40 to be classified in stockholders’ equity and are not subsequently remeasured as long as the conditions for equity classification continue to be met. We recorded a reduction to additional paid-in capital of approximately $49.3 million during the three months ended March 31, 2020 related to the premium payments for the Capped Call Transactions. Additionally, BridgeBio used approximately $75.0 million of the net proceeds from the Note Offering to repurchase 2,414,681 shares of its common stock concurrently with the closing of the Note Offering from certain of the Initial Purchasers in privately negotiated transactions. The agreed to purchase price per share of common stock in the Repurchases is equal to $31.06, which was the last reported sale price per share of BridgeBio’s common stock on the Nasdaq Global Select Market on March 4, 2020. The shares repurchased are recorded as treasury stock. Hercules Loan and Security Agreement In June 2018, we executed a Loan and Security Agreement with Hercules Capital, Inc. (“Hercules”), under which we borrowed $35.0 million (“Tranche I”). The term of the loan was approximately 42 months, with a maturity date of January 1, 2022 (the “Maturity Date”). No principal payments were due during an interest-only period, commencing on the initial borrowing date and continuing through July 1, 2020 (the “Amortization Date”). In December 2018, we executed the First Amendment to the Loan and Security Agreement, whereby we borrowed an additional $20.0 million (“Tranche II”) to increase the total principal balance outstanding to $55.0 million. Upon draw of the additional $20.0 million, the interest-only period on the entire facility was extended until January 1, 2021 and the maturity date for the entire facility was July 1, 2022. In May 2019, we executed the Second Amendment to the Loan and Security Agreement whereby we borrowed an additional $20.0 million (“Tranche III”) to increase the total principal balance outstanding to $75.0 million. In July 2019, the completion of BridgeBio’s IPO triggered certain provisions of the Hercules Term Loan. BridgeBio received an option to pay up to 1.5% of scheduled cash pay interest on the entire facility as payment in kind, or PIK Interest, with such cash pay interest paid as PIK Interest at a 1:1.2 ratio. The interest-only period will continue through July 1, 2021 (the “Modified Amortization Date”) and the entire facility received a maturity date of January 1, 2023 (the “Modified Maturity Date”). The outstanding balance of the Hercules Term Loan is to be repaid by BridgeBio monthly beginning on the Modified Amortization Date and extending through the Modified Maturity Date. The interest rate for the Hercules Term Loan was established as follows: (1) Tranche I bears interest at a floating rate equal to the greater of: (i) the prime rate as reported in the Wall Street Journal plus 3.85% and (ii) 8.85% (8.85% as of March 31, 2020 based on the prime rate as of that date), payable monthly; (2) Tranche II bears interest at a floating rate equal to the greater of: (i) the prime rate as reported in the Wall Street Journal plus 2.85% and (ii) 8.60% (8.60% as of March 31, 2020), payable monthly; and (3) Tranche III bears interest at a floating rate equal to the greater of: (i) the prime rate as reported in the Wall Street Journal plus 3.10% and (ii) 9.10% (9.10% as of March 31, 2020), payable monthly. In March 2020, we executed the Third Amendment to the Loan and Security Agreement primarily to allow us to issue our 2027 Notes and to enter into the Capped Call and Share Repurchase Transactions. During the three months ended March 31, 2020 and 2019, we recognized interest expense related to the Hercules Term Loan of $1.5 million and $1.7 million, respectively, of which $0.4 million and $0.4 million, respectively, relate to amortization of debt discount and issuance costs. On April 27, 2020, we entered into the Fourth Amendment to the Loan and Security Agreement (the “Amended Hercules Term Loan”) to amend the existing Loan and Security Agreement, as amended from time to time. The Amended Hercules Term Loan, among other things, (1) extends the interest-only period under the Loan and Security Agreement to July 1, 2022 (the “Amended Amortization Date” which may be further extended to January 1, 2023 and July 1, 2023, in each case, subject to certain conditions set forth in the Amended Hercules Term Loan), (2) extends the maturity date for the term loans under the Loan and Security Agreement to November 1, 2023 (the “Amended Maturity Date”, which may be further extended to May 1, 2024, subject to certain conditions set forth in the Amended Hercules Term Loan), (3) provides for an interest rate on the Tranche I equal to the greater of (x) a floating interest rate linked to the prime rate as reported in the Wall Street Journal plus 3.85% and (y) 8.75%, (4) provides for an interest rate on the Tranche II equal to the greater of (x) a floating interest rate linked to the prime rate as reported in the Wall Street Journal plus 2.85% and (y) 8.60%, (5) provides for an interest rate on the Tranche III equal to the greater of (x) a floating interest rate linked to the prime rate as reported in the Wall Street Journal plus 3.10% and (y) 8.85%, and (6) provides for, subject to Hercules’ approval in its sole and absolute discretion, an additional increase in available loan facilities aggregating to $125.0 million as follows: (a) an additional incremental loan in the amount of $25.0 million, available no later than December 15, 2020, (b) an additional incremental loan in the amount of $25.0 million, available no later than December 15, 2021, (c) an additional incremental loan following the achievement of certain performance milestones in the amount of $25.0 million, available no later than December 15, 2021 and (d) an additional $50.0 million discretionary incremental tranche, available no later than December 15, 2022. The Amended Hercules Term Loan also provides us with more flexibility to consummate acquisitions and investments, incur additional debt, dispose of assets and repurchase and/or redeem stock, each subject to certain conditions set forth in the Amended Hercules Term Loan. Silicon Valley Bank and Hercules Loan Agreement On November 13, 2019, Eidos entered into a Loan and Security Agreement with Silicon Valley Bank and Hercules Capital, Inc. (the “SVB and Hercules Loan Agreement”). The SVB and Hercules Loan Agreement provides for up to $55.0 million in term loans to be drawn in three tranches as follows: (i) Tranche A loan of $17.5 million, (ii) Tranche B loan of up to $22.5 million which is available to be drawn until October 31, 2020, and (iii) Tranche C loan of up to $15.0 million available to be drawn upon the achievement of a clinical data milestone. The Tranche C loan is available to be drawn until September 30, 2021. The Tranche A loan of $17.5 million was drawn on November 13, 2019. There have not been any additional draws on the other tranches as of March 31, 2020. The Tranche A loan bears interest at a fixed rate equal to the greater of either (i) 8.50% or (ii) 3.25% plus the prime rate as reported in The Wall Street Journal (8.50% as of March 31, 2020). The Tranche A loan repayment schedule provides for interest only payments until November 1, 2021, followed by consecutive equal monthly payments of principal and interest commencing on this date continuing through the maturity date of October 2, 2023. The Tranche A loan also provides for a $0.3 million commitment fee that was paid at closing and a final payment charge equal to 5.95% multiplied by the amount funded to be paid when the loan becomes due or upon prepayment of the facility. If Eidos elects to prepay the Tranche A loan, there is also a prepayment fee of between 0.75% and 2.50% of the principal amount being prepaid depending on the timing and circumstances of prepayment. The Tranche A loan is secured by substantially all of Eidos’ assets, except Eidos’ intellectual property, which is the subject of a negative pledge. |
License Agreements
License Agreements | 3 Months Ended |
Mar. 31, 2020 | |
License Agreements [Abstract] | |
License Agreements | 10. Stanford License Agreement In April 2016, Eidos entered into a license agreement with the Board of Trustees of the Leland Stanford Junior University relating to Eidos’ drug discovery and development initiatives. Under this agreement, Eidos has been granted certain worldwide exclusive licenses to make, use and sell products that are covered by licensed patent rights. During the three months ended March 31, 2020 and 2019, Eidos recognized research and development expenses of $0 and $0.2 million, respectively, in connection with this agreement. The Regents of the University of California License Agreement In September 2016, TheRas entered into a license agreement with The Regents of the University of California (“UCSF”) relating to TheRas’ drug discovery and development initiatives. Under this agreement, TheRas has been granted certain worldwide exclusive licenses to use the licensed compounds (the “UCSF License”). During the three months ended March 31, 2020 and 2019, TheRas did not recognize research and development expenses in connection with this agreement. Leidos Biomedical Research License and Cooperative Research and Development Agreements In March 2017, TheRas entered into a cooperative research and development agreement (“Leidos CRADA”) with Leidos Biomedical Research, Inc. (“Leidos”). In December 2018, TheRas and Leidos entered into a license agreement (“Leidos License,” and together with the Leidos CRADA, the “Leidos Agreements”) under which TheRas has been granted certain worldwide exclusive licenses to use the licensed compounds. The Leidos Agreements are related to TheRas’ drug discovery and development initiatives. During the three months ended March 31, 2020 and 2019, TheRas recognized research and development expenses of $0.9 million and $0.2 million, respectively, in connection with the Leidos Agreements. Foundation Medicine Diagnostics Agreement In November 2018, QED and Foundation Medicine, Inc. entered into a diagnostics agreement relating to QED’s drug discovery and development initiatives. During the three months ended March 31, 2020 and 2019, QED recognized research and development expenses of $1.8 million and $0, respectively, in connection with this agreement. Other License and Collaboration Agreements In addition to the agreements described above, we have also entered into other license and collaboration agreements with various institutions and business entities on terms similar to those described above, none of which are material individually or in the aggregate. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | 1 1 . Operating Leases We have operating lease for our corporate headquarters, office spaces and a laboratory facility with a weighted average remaining lease term of approximately 6.1 years. Certain leases include renewal option at our discretion and we include the extension options when we determine the lease term for our operating leases, if we are reasonably certain that the extension option would be exercised. The lease liabilities were measured using a weighted average discount rate of 6.2% based on the most recent borrowing rate as of the calculation of the respective lease liability, adjusted for the remaining lease term and aggregate amount of the lease. Cash paid for amounts included in the measurement of operating lease liabilities was $0.7 million for the three months ended March 31, 2020. The components of lease cost for the three months ended March 31, 2020 are as follows: Amount (in thousands) Straight line lease cost $ 694 Variable lease payments 159 Total lease cost $ 853 As of March 31, 2020, future minimum lease payments for our noncancelable operating leases under ASC 842 are as follows: Amount (in thousands) Remainder of 2020 $ 2,340 Year ending December 31: 2021 2,724 2022 1,902 2023 1,485 2024 1,224 Thereafter 3,798 Total future minimum lease payments 13,473 Imputed interest (2,285 ) Total $ 11,188 Reported as of March 31, 2020 Operating lease liabilities, current portion $ 2,510 Operating lease liabilities, net of current portion 8,678 Total operating lease liabilities $ 11,188 As of December 31, 2019, future minimum lease payments for our noncancelable operating leases under ASC 840 were as follows: Amount (in thousands) Year Ending December 31: 2020 $ 2,811 2021 2,515 2022 1,812 2023 1,485 2024 1,272 Thereafter 1,816 Total future minimum lease payments $ 11,711 Manufacturing Agreement In December 2019, we entered into a manufacturing agreement to secure clinical and commercial scale manufacturing capacity for the manufacture of batches of active pharmaceutical ingredients for product candidates of certain subsidiaries of BridgeBio. Unless terminated as allowed within the manufacturing agreement, the agreement will expire five years from when qualified operations begin. Under the terms of the agreement, we are assigned a dedicated manufacturing suite for certain months in each calendar year for a one-time fee of $10.0 million, which will be applied to the buildout, commissioning, qualification, validation, equipping and exclusive use of the dedicated manufacturing suite. Prior to the adoption of ASC 842, we were deemed to be the owner, for accounting purposes, during the construction phase of the dedicated manufacturing suite because of our exposure to substantially all of the construction period risks and our other commitments under the arrangement. As of December 31, 2019, we recorded the $10.0 million one-time fee as a non-current asset and the remaining build-to-suit lease liability of $8.0 million within our consolidated balance sheets. As of January 1, 2020, upon adoption of ASC 842, we derecognized the build-to-suit lease asset of $10.0 million as we do not control the dedicated manufacturing suite during the construction phase. Under the new lease guidance, we recorded a construction-in-progress asset of $10.0 million for the payments directly associated with the dedicated manufacturing suite as these payments are deemed to represent a non-lease component. The construction phase of the dedicated manufacturing suite is expected to be completed later in 2020. The remaining $4.0 million payable related to the dedicated manufacturing suite is recorded as other current liabilities as of March 31, 2020. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
BridgeBio Pharma LLC | |
Related Party Transactions | 1 2 . Reimbursements from an equity method investee During the three months ended March 31, 2020, we received reimbursements for research and development expenses amounting to $2.8 million from one of our equity method investees in connection with a license and exclusivity agreement entered into with the same investee. Services to PellePharm During the three months ended March 31, 2020 and 2019, we provided nominal services to PellePharm. |
2019 Reorganization and Initial
2019 Reorganization and Initial Public Offering | 3 Months Ended |
Mar. 31, 2020 | |
Reorganizations [Abstract] | |
2019 Reorganization and Initial Public Offering | 13. 2019 Reorganization and Initial Public Offering On June 13, 2019, BridgeBio formed BridgeBio Pharma Merger Sub LLC (“Merger Sub LLC”), a Delaware limited liability company and direct wholly-owned subsidiary. The 2019 Reorganization was executed on July 1, 2019, immediately prior to completion of the IPO of the BridgeBio’s common stock. As part of the 2019 Reorganization, the existing ownership interest in BBP LLC held by all BBP LLC unitholders was transferred to Merger Sub LLC, and all outstanding units of BBP LLC were cancelled and exchanged for shares of common stock of BridgeBio. Merger Sub LLC was then merged with and into BBP LLC, the surviving entity, which became a wholly-owned subsidiary of BridgeBio. Subsequent to the 2019 Reorganization, as the sole managing member, BridgeBio operates and controls all of BBP LLC’s businesses and affairs. Included in the exchange were the unvested outstanding management incentive units and common units of BBP LLC that were converted to 6,819,455 shares of BridgeBio’s unvested restricted stock, subject to the same time-based vesting conditions as the original management incentive units and common units terms and conditions. At the conclusion of the 2019 Reorganization, BridgeBio became the reporting entity. The 2019 Reorganization was accounted for as a reverse acquisition and recapitalization for financial reporting purposes. The assets and liabilities of BridgeBio, the legal acquirer, were nominal and there were no material pre-combination activities. Therefore, BBP LLC, the legal acquiree, was determined to be the accounting acquirer. Accordingly, the historical financial statements of BBP LLC became BridgeBio’s historical financial statements, including the comparative prior periods. All share and per share amounts in these condensed consolidated financial statements and related notes had been retroactively adjusted, where applicable, for all periods presented. The shares of BridgeBio’s common stock for periods prior to July 1, 2019 represent the outstanding BBP LLC units recalculated to give effect to the exchange ratio applied in connection with the 2019 Reorganization. All BBP LLC units that were previously reported as temporary equity and were converted to common stock of BridgeBio upon the completion of the 2019 Reorganization have been reclassified to equity for all periods presented, as if the Reorganization occurred at the beginning of the earliest period presented in our financial statements. The following provides the reconciliation of previously reported amounts as of March 31, 2019: March 31, 2019 As Reported Adjustment As Adjusted (in thousands) Redeemable convertible preferred units $ 479,044 $ (479,044 ) $ — Redeemable founder units 1,754 (1,754 ) — Redeemable common units 1,645 (1,645 ) — Management incentive units 4,431 (4,431 ) — Redeemable convertible noncontrolling interests 202 — 202 Stockholders' equity (Members’ deficit): Undesignated preferred stock — — — Common stock — 92 92 Additional paid-in capital — 492,678 492,678 Accumulated deficit (234,733 ) (5,896 ) (240,629 ) Total BridgeBio stockholders' equity (Members' deficit) (234,733 ) 486,874 252,141 Noncontrolling interests 58,318 — 58,318 Total stockholders' equity (Members' deficit) $ (176,415 ) $ 486,874 $ 310,459 On July 1, 2019, BridgeBio closed the IPO of its common stock. As part of the IPO, BridgeBio issued and sold 23,575,000 shares of its common stock, which included 3,075,000 shares sold pursuant to the exercise of the underwriters’ over-allotment option, at a public offering price of $17.00 per share. BridgeBio received net proceeds of approximately $366.2 million from the IPO, after deducting underwriters’ discounts and commissions of $28.1 million and offering costs of $6.5 million. |
Equity-Based Compensation
Equity-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | 1 4 . Under each of the legal entity’s equity plans, we recorded stock-based compensation in the following expense categories in our condensed consolidated statements of operations for employees and non-employees: Three Months Ended March 31, 2020 BridgeBio Equity Plan Eidos Equity Plan Other Subsidiaries Equity Plan Total (in thousands) Research and development $ 603 $ 915 $ 122 $ 1,640 General and administrative 7,460 1,012 110 8,582 Total stock-based compensation $ 8,063 $ 1,927 $ 232 $ 10,222 Three Months Ended March 31, 2019 BridgeBio Equity Plan Eidos Equity Plan Other Subsidiaries Equity Plan Total (in thousands) Research and development $ — $ 452 $ 17 $ 469 General and administrative 1,236 512 15 1,763 Total stock-based compensation $ 1,236 $ 964 $ 32 $ 2,232 Equity-Based Awards of BridgeBio On June 22, 2019, we adopted the 2019 Stock Option and Incentive Plan (the “2019 Plan”), which became effective on June 25, 2019. The 2019 Plan provides for the grant of stock-based incentive awards, including common stock options and other stock-based awards. We were authorized to issue 11,500,000 shares of common stock for issuance of awards under the 2019 Plan, which may be allocated among stock options, awards of restricted common stock, restricted common units and other stock-based awards. The 2019 Plan provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2020, by 5% of the issued and outstanding number of shares of common stock on the immediately preceding December 31, or such lesser number of shares as determined by the Compensation Committee of the Board of Directors. On November 13, 2019, we adopted the 2019 Inducement Equity Plan (the “2019 Inducement Plan”). The 2019 Inducement Plan provides for the grant of stock-based awards to induce highly-qualified prospective officers and employees who are not currently employed by BridgeBio or its Subsidiaries to accept employment and to provide them with a proprietary interest in BridgeBio, including common stock options and other stock-based awards. We were authorized to issue 1,000,000 shares of common stock for inducement awards under the 2019 Inducement Plan, which may be allocated among stock options, awards of restricted common stock, restricted common units and other stock-based awards. The following table summarizes our share activity under the 2019 Plan and the 2019 Inducement Plans (the “Plans”): 2019 Plan 2019 Inducement Plan Balance as of December 31, 2019 53,067 489,064 Authorized 6,182,914 — Granted — Stock options (116,481 ) (102,173 ) Granted — Restricted stock units — (19,908 ) Granted — Common stock (8,491 ) — Granted — Market-based restricted stock units — (2,380 ) Granted — Performance-based restricted stock units — (3,843 ) Cancelled — Stock options 1,249 — Cancelled — Restricted stock units 15,566 — Balance as of March 31, 2020 6,127,824 360,760 Stock Option Grants of BridgeBio The following table summarizes BridgeBio’s stock option activity under the Plans for the three months ended March 31, 2020: Options Outstanding Weighted- Average Exercise Price per Option Weighted- Average Remaining Contractual Life (years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2019 4,626,777 $ 20.10 9.6 $ 70,348 Granted 218,654 $ 34.66 Exercised (31,121 ) $ 17.00 Cancelled (1,249 ) $ 17.00 Outstanding as of March 31, 2020 4,813,061 $ 20.79 9.3 $ 45,171 Exercisable as of March 31, 2020 740,973 $ 18.24 9.3 $ 8,118 The options granted to employees and non-employees are exercisable at the price of BridgeBio’s common stock at the respective grant dates. The options granted have a service condition and generally vest over a period of four years. The aggregate intrinsic value of options outstanding and exercisable as of March 31, 2020 and December 31, 2019 is calculated based on the difference between the exercise price and the current fair value BridgeBio’s common stock. During the three months ended March 31, 2020, we recognized stock-based compensation expense of Restricted Stock Units (RSUs) of BridgeBio The following table summarizes BridgeBio’s RSU activity under the Plans for the three months ended March 31, 2020: Unvested Shares of RSUs Outstanding Weighted- Average Grant Date Fair Value Balance at December 31, 2019 362,163 $ 31.98 Granted 19,908 $ 34.49 Cancelled (15,566 ) $ 37.45 Balance at March 31, 2020 366,505 $ 31.89 During the three months ended March 31, 2020, we recognized stock-based compensation expense of $0.7 million related to shares of RSUs under the Plans. As of March 31, 2020, there was $10.8 million of total unrecognized compensation cost related to RSUs under the Plans that is expected to be recognized over a weighted-average period of 3.7 years. Restricted Stock Awards (RSAs) of BridgeBio As disclosed in Note 13, upon the 2019 Reorganization, all unvested outstanding management incentive units and common units of BBP LLC were cancelled and converted into shares of BridgeBio’s RSAs. The following table summarizes our RSA activity under the Plans for the three months ended March 31, 2020: Unvested Shares of RSAs Outstanding Weighted- Average Grant Date Fair Value Balance at December 31, 2019 5,603,452 $ 3.63 Vested (604,708 ) $ 2.22 Balance at March 31, 2020 4,998,744 $ 3.79 During the three months ended March 31, 2020, we recognized stock-based compensation expense of Market-Based RSUs of BridgeBio During the year ended December 31, 2019, the Board of Directors of BridgeBio (the “Board of Directors”) approved and granted market-based RSUs. One such market-based RSU award includes a market condition based on the Total Shareholders’ Return (“TSR”) of BridgeBio’s common stock as compared to the TSR of the Nasdaq Biotechnology Index and the vesting percentage of the award is calculated based on the three-year performance period from vesting commencement date. The other market-based RSU award includes a market condition based on BridgeBio’s market capitalization reaching $5.0 billion and vests immediately at 100% upon achievement of said market capitalization. The market-based RSUs require continuous employment. The respective grant date fair values of these awards, which aggregate to $3.8 million for the year ended December 31, 2019, were determined using a Monte Carlo valuation model and are recognized as compensation expense over the implied service period of the awards. The following table summarizes our market-based RSU activity under the Plans for the three months ended March 31, 2020: Unvested Shares of Market-based RSUs Outstanding Weighted- Average Grant Date Fair Value Balance at December 31, 2019 129,871 $ 28.98 Granted 2,380 $ 34.81 Vested (76,637 ) $ 41.54 Balance at March 31, 2020 55,614 $ 11.92 For the three months ended March 31, 2020, we recognized $1.0 million stock-based compensation expense related to market-based RSU awards. As of March 31, 2020, there was $0.6 million of total unrecognized compensation cost related to market-based RSUs under the Plans. Performance-Based RSUs of BridgeBio During the three months ended March 31, 2020, the Board of Directors approved and granted 3,843 performance-based RSUs with weighted average grant date fair value of $34.81. There were no releases and cancellations of performance-based RSUs during the three months ended March 31, 2020. Recognized and unrecognized stock-based compensation expenses related to these awards were not material as of March 31, 2020. 2019 Employee Stock Purchase Plan (ESPP) of BridgeBio During the three months ended March 31, 2020, we recognized stock-based compensation expense of $0.1 Valuations Assumptions We used the Black-Scholes model to estimate the fair value of stock options and stock purchase rights under ESPP. For the three months ended March 31, 2020, we used the following weighted-average assumptions in the Black-Scholes calculations: Three Months Ended March 31, 2020 Stock Options ESPP Expected term (in years) 5.00-6.08 0.40 Expected volatility 36.3%-40.5% 32.5 % Risk-free interest rate 0.95%-1.50% 1.57 % Dividend yield — — Weighted-average fair value of stock-based awards granted $ 13.01 $ 10.34 Equity-Based Awards of BBP LLC Up until the 2019 Reorganization, BBP LLC has historically issued management incentive units and common units (collectively, “BBP LLC equity-based awards”). As described in Note 13, BBP LLC equity-based awards were cancelled and exchanged for shares of BridgeBio restricted common stock. For the three months ended March 31, 2019, equity-based compensation from BBP LLC equity-based awards was Equity Awards of Eidos Eidos Common Stock Eidos has reserved shares of common stock for issuance as follows: As of March 31, 2020 2019 Options issued and outstanding 1,382,868 1,307,729 Options available for future grants 1,848,548 718,557 Eidos ESPP shares available for future grants 97,805 130,166 3,329,221 2,156,452 Eidos stock options The following table summarizes Eidos’s stock option activity for the three months ended March 31, 2020: Weighted- Weighted- Average Average Aggregate Options Exercise Remaining Intrinsic Available for Options Price per Contractual Value Grant Outstanding Option Life (years) (in thousands) Outstanding—December 31, 2019 1,935,054 1,335,755 $ 16.91 8.77 $ 54,071 Options granted (93,798 ) 93,798 $ 51.57 Options exercised — (39,393 ) $ 4.89 Options cancelled 7,292 (7,292 ) $ 16.88 Outstanding—March 31, 2020 1,848,548 1,382,868 $ 19.60 8.63 $ 40,642 Options exercisable—March 31, 2020 285,005 $ 11.95 8.31 $ 10,557 Options vested and expected to vest— March 31, 2020 1,382,868 $ 19.60 8.63 $ 40,642 Eidos Stock Options Valuation The fair value of employee, non-employee and non-employee director stock option awards was estimated at the date of grant using a Black-Scholes option-pricing model with the following assumptions: Three Months Ended Three Months Ended March 31, 2020 March 31, 2019 Employee Non- employee Employee Non- employee Expected term (in years) 6.05 6.05 6.08 6.08 Expected volatility 71.4 % 71.4 % 72.9 % 73.5 % Risk-free interest rate 1.15 % 1.44 % 2.60 % 2.74 % Dividend yield — — — — Stock-based Compensation As of March 31, 2020, there was |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 1 5 . BridgeBio is subject to U.S. federal and state income taxes as a corporation. BridgeBio ’s tax provision and the resulting effective tax rate for interim periods is determined based upon its estimated annual effective tax rate adjusted for the effect of discrete items arising in that quarter. Prior to the tax-free reorganization, BBP LLC was treated as a pass‑through entity for U.S. federal income tax purposes, and as such, was generally not subject to U.S. federal income tax at the entity level. Rather, the tax liability with respect to its taxable income was passed through to its unitholders. Deferred tax assets and deferred tax liabilities are recognized based on temporary differences between the financial reporting and tax basis of assets and liabilities using statutory rates. A valuation allowance is recorded against deferred tax assets if it is more likely than not that some or all of the deferred tax assets will not be realized. As a result of the issuance of our 2027 Notes on March 9, 2020 (see Note 9), there was a basis difference in the face value of the 2027 Notes resulting in a net deferred tax liability of $1.4 million. This amount is included as part of Other liabilities in our condensed consolidated balance sheet as of March 31, 2020. Due to the uncertainty surrounding the realization of the favorable tax attributes in future tax returns, we have recorded a full valuation allowance against our otherwise recognizable net deferred tax assets. Our policy is to recognize interest and penalties associated with uncertain tax benefits as part of the income tax provision and include accrued interest and penalties with the related income tax liability on the condensed consolidated balance sheet. To date, we have not recognized any interest and penalties in our condensed consolidated statements of operations, nor have we accrued for or made payments for interest and penalties. Our unrecognized gross tax benefits would not reduce the estimated annual effective tax rate if recognized because we have recorded a full valuation allowance on its deferred tax assets. On March 27, 2020, the “Coronavirus Aid, Relief and Economic Security Act” (the “CARES Act”) was signed into law. The CARES Act includes income tax provisions relating to net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The provisions of the CARES Act did not have a material impact on our financial statements. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 1 6 . The following common stock equivalents were excluded from the computation of diluted net loss per share, because including them would have been antidilutive: As of March 31, 2020 2019 Unvested RSAs 4,998,744 7,423,752 Unvested RSUs 366,505 — Unvested market-based RSUs 55,614 — Unvested performance-based RSUs 3,843 — Common stock options issued and outstanding 4,813,061 — Estimated shares issuable under the ESPP 14,866 — Assumed conversion of 2027 Notes 12,878,305 — 23,130,938 7,423,752 Our 2027 Notes issued in March 2020 are convertible, based on the applicable conversion rate, into cash, shares of our common stock or a combination thereof, at our election. The impact of the assumed conversion to diluted net income per share is computed using the treasury stock method. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 1 7 . 2020 Stock and Equity Award Exchange Program On April 22, 2020, we completed our 2020 Stock and Equity Award Exchange Program (the “Program”) which was an opportunity for eligible subsidiary employees and consultants to exchange their subsidiary equity (including common stock, vested, and unvested awards) for BridgeBio’s equity (including common stock, vested, and unvested awards) and/or milestone performance awards tied to the achievement of development and regulatory milestones. The Program aligns our incentive compensation structure for employees and consultants across the BridgeBio group of companies to be consistent with the achievement of our overall corporate goals. At the close of the tender offer, we expect to issue awards of BridgeBio equity under the 2019 Plan covering approximately 1.9 million shares of BridgeBio common stock as well as vested and unvested equity awards. The exchange also included potential milestone payments of up to $184.4 million to be settled in shares of BridgeBio common stock in the future when achieved. In consideration for all the shares tendered, BridgeBio will increase its ownership of its subsidiaries. Amendments to the Hercules Loan and Security Agreement As discussed in Note 9, we entered into the Amended Hercules Term Loan Agreement on April 27, 2020. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The condensed consolidated financial statements include the accounts of BridgeBio Pharma, Inc., its wholly owned subsidiaries and controlled entities, all of which are denominated in U.S. dollars. All intercompany balances and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of SEC regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of our financial position, our results of operations and comprehensive loss, and our cash flows for the periods presented. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020 or for any other future annual or interim periods. The condensed consolidated balance sheet as of March 31, 2020, the condensed consolidated statements of operations, the condensed consolidated statements of comprehensive loss, the condensed consolidated statements of redeemable convertible noncontrolling interests and stockholders’ equity and the condensed consolidated statements of cash flows for the three months ended March 31, 2020 and 2019 are unaudited. The financial data and the other financial information contained in these notes to the condensed consolidated financial statements related to the three-month periods are also unaudited. |
Variable Interest Entities and Voting Interest Entities | Variable Interest Entities and Voting Interest Entities BridgeBio consolidates those entities in which it has a direct or indirect controlling financial interest based on either the VIE model or the Voting Interest Entity (“VOE”) model. At the VIE’s inception, BridgeBio determines whether it is the primary beneficiary and if the VIE should be consolidated based on the facts and circumstances. BridgeBio then performs on-going reassessments of the VIE based on reconsideration events and reevaluates whether a change to the consolidation conclusion is required each reporting period. Refer to Note 6. Entities that do not qualify as a VIE are assessed for consolidation under the VOE model. Under the VOE model, BridgeBio consolidates the entity if it determines that it, directly or indirectly, has greater than 50% of the voting shares and that other equity holders do not have substantive voting, participating or liquidation rights. Refer to Note 6. We have either created or made investments in entities that are either wholly or partially-owned subsidiaries and VIEs. The following are the VIEs as of March 31, 2020 and December 31, 2019: Variable Interest Entities Relationship as of March 31, 2020 Date Control First Acquired Ownership % as of March 31, 2020 Ownership % as of December 31, 2019 (unaudited) Fortify Therapeutics, Inc. (“Fortify”) Controlled VIE June 2018 99.7 % 99.7 % Calcilytix Therapeutics, Inc. (“Calcilytix”) Controlled VIE December 2018 98.9 % 98.9 % Audition Therapeutics, Inc. (“Audition”) Controlled VIE May 2019 64.5 % 64.5 % Molecular Skin Therapeutics, Inc. (“MOST”) Controlled VIE July 2016 64.1 % 64.8 % TheRas, Inc. (“Theras”) Controlled VIE August 2016 99.6 % 99.6 % Quartz Therapeutics, Inc. (“Quartz”) Controlled VIE October 2016 89.0 % 89.0 % PellePharm, Inc. (“PellePharm”) (1) VIE December 2016 43.3 % 43.3 % Navire Pharma, Inc. (“Navire”) Controlled VIE February 2017 78.1 % 78.6 % CoA Therapeutics, Inc. (“CoA”) Controlled VIE February 2017 98.8 % 99.5 % Dermecular Therapeutics, Inc. (“Dermecular”) Controlled VIE April 2017 87.6 % 87.6 % Phoenix Tissue Repair, Inc. (“PTR”) Controlled VIE July 2017 65.3 % 65.5 % QED Therapeutics, Inc. (“QED”) Controlled VIE January 2018 98.0 % 97.8 % Adrenas Therapeutics, Inc. (“Adrenas”) Controlled VIE January 2018 90.7 % 90.1 % Orfan Biotech, Inc. (“Orfan”) Controlled VIE January 2018 91.7 % 91.7 % Ferro Therapeutics, Inc. (“Ferro”) Controlled VIE March 2018 90.6 % 90.9 % Origin Biosciences, Inc. (“Origin”) Controlled VIE April 2018 99.7 % 99.6 % Venthera, Inc. (“Venthera”) Controlled VIE April 2018 86.9 % 83.2 % Aspa Therapeutics, Inc. (“Aspa”) Controlled VIE June 2018 93.0 % 91.0 % ML Bio Solutions, Inc. (“ML Bio”) Controlled VIE July 2019 63.3 % 50.6 % Shift Therapeutics, Inc. (“Shift”) (2) Controlled VIE January 2019 83.1 % — (1) Subsequent to the execution of a series of agreements (the “LEO Agreement”) with LEO Pharma A/S and LEO Spiny Merger Sub, Inc. (“LEO”) in November 2018, BridgeBio determined that it is no longer the primary beneficiary of PellePharm and deconsolidated PellePharm. Refer to Note 8. (2) Shift had no shares issued and outstanding from the date of incorporation through December 31, 2019. Not included in the above list is Eidos, which is a partially-owned subsidiary that we consolidate under the VOE model. |
Risks and Uncertainties | Risks and Uncertainties In light of recent developments relating to the global outbreak of SARS-CoV-2, the novel strain of coronavirus that causes Coronavirus disease 19 (COVID-19), the focus of healthcare providers and hospitals on fighting the virus, and consistent with the U.S. Food and Drug Administration’s updated industry guidance for conducting clinical trials issued on March 18, 2020, we are experiencing delays in or temporary suspension of the enrollment of patients in our subsidiaries’ ongoing clinical trials. We additionally expect to experience delays in certain ongoing key program activities, including commencement of planned clinical trials, as well as non-clinical experiments and investigational new drug application-enabling good laboratory practice toxicology studies. The exact timing of delays and overall impact is currently unknown. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash We consider all highly liquid investments purchased with original maturities of 90 days or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market instruments, such as money market funds and repurchase agreements collateralized with securities issued by the U.S. government or its agencies. Our restricted cash balance relates to cash and cash equivalents that we have pledged as collateral under certain lease agreements and letters of credit. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the amounts shown in the condensed consolidated statements of cash flows: March 31, 2020 March 31, 2019 (in thousands) Cash and cash equivalents $ 757,049 $ 373,027 Restricted cash 424 — Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows $ 757,473 $ 373,027 |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting period. Significant estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, fair value of the liability component of our 2.50% convertible senior notes due 2027 (the “2027 Notes”, see Note 9), the fair value of the LEO Call Option liability (see Note 7), the present value of lease payments of our leases on lease commencement date, the valuation of our stock-based awards, accruals for certain employees’ performance-based milestones, accruals for research and development activities, accruals for contingent milestone payments in our license agreements and income tax uncertainties. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable. Actual results may differ from those estimates or assumptions. |
Capped Call Transactions | Capped Call Transactions In March 2020, in connection with the issuance of the 2027 Notes (see Note 9) Derivatives and Hedging |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs are amortized to interest expense over the estimated life of the related debt based on the effective interest method. In accordance with ASC 835, Interest |
Treasury Stock | Treasury Stock Repurchased treasury stock is recorded at cost, including any commissions and fees. |
Leases | Leases Our lease portfolio as of January 1, 2020 and March 31, 2020 includes leases for our headquarters, office spaces and laboratory facility. We determine if an arrangement is a lease at the inception of the contract. The asset component of our operating leases is recorded as operating lease right-of-use assets, and the liability component is recorded as current portion of operating lease liabilities and operating lease liabilities, net of current portion in our condensed consolidated balance sheet. As of March 31, 2020, we have not recorded any finance leases. Right-of-use assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term at the lease commencement date. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use an incremental borrowing rate based on the information available at lease commencement date in determining the present value of lease payments. Operating lease right-of-use assets are adjusted for incentives expected to be received. On the lease commencement date, we estimate and include in our lease payments any lease incentive amounts based on future events when (1) the events are within our control and (2) the event triggering the right to receive the incentive is deemed reasonably certain to occur. If the lease incentive received is greater or less than the amount recognized at lease commencement, we recognize the difference as an adjustment to right-of-use asset and/or lease liability, as applicable. Right-of-use assets and operating lease liabilities are remeasured upon certain modifications to leases using the present value of remaining lease payments and estimated incremental borrowing rate upon lease modification. Lease cost is recognized on a straight-line basis over the lease term, and includes amounts related to short-term leases. We recognize variable lease payments as operating expenses in the period in which the obligation for those payments is incurred. Variable lease payments primarily include common area maintenance, utilities, real estate taxes, insurance, and other operating costs that are passed on from the lessor in proportion to the space we lease. |
Net Loss per Share | Net Loss per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of BridgeBio’s common stock outstanding for the period, without consideration for potential dilutive shares of common stock, such as stock options, unvested restricted stock units and awards, shares issuable under the employee stock purchase plan and assumed conversion of our 2027 Notes. Shares of common stock subject to repurchase are excluded from the weighted-average shares. Since we were in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share since the effects of potentially dilutive securities are antidilutive. No adjustment for cumulative returns on BBP LLC’s redeemable convertible preferred units has been applied to the calculation of basic and diluted net loss per share, since such units were retroactively adjusted as if the 2019 Reorganization occurred at the beginning of the earliest period to be presented in our financial statements. See Note 13 to for additional details. |
Emerging Growth Company Status | Emerging Growth Company Status We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. We have elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these condensed consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. As described in “Recently Adopted Accounting Pronouncements” below, we early adopted certain accounting standards, as the JOBS Act does not preclude an emerging growth company from adopting a new or revised accounting standard earlier than the time that such standard applies to private companies. We expect to use the extended transition period for any other new or revised accounting standards during the period in which we remain an emerging growth company. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements ASU 2016-02 Leases (Topic 842). In February 2016, the FASB issued Accounting Standards Update (ASU) 2016-02, Leases (Topic 842) (“ASU 2016-02” or “ASC 842” ), which, for operating leases, requires the lessee to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in its balance sheet. The guidance also requires a lessee to recognize single lease costs, calculated so that the cost of the lease is allocated over the lease term, generally on a straight-line basis. In July 2018, the FASB issued ASU 2018-10, Codification Improvements to Topic 842, Leases . Additionally, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements , which offers a practical expedient for transitioning at the adoption date. ASU 2019-10, Financial Instruments — Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates , issued in November 2019, delayed the effective date of Topic 842 for companies like us to January 1, 2021 but early adoption is still permitted. Effective January 1, 2020, we adopted ASC 842 using the optional transition method and applied the standard only to leases that existed at that date. Under the optional transition method, we do not need to restate the comparative periods in transition and will continue to present financial information and disclosures for periods before January 1, 2020 in accordance with ASC 840. As part of the ASC 842 adoption, we elected certain practical expedients outlined in the guidance. We have also chosen to apply the package of practical expedients for existing leases, which provides relief from reassessing: (i) whether a contract is or contains a lease, (ii) lease classification, and (iii) whether initial direct costs can be capitalized. Upon transition, we also elected to use hindsight with respect to determining the lease term and in assessing any impairment of right-of-use assets for existing leases. We have also made some accounting policy elections for post-transition to: (i) account for leases at the portfolio level, where applicable, (ii) allow us not to separate nonlease components from lease components, and instead to account for those as a single lease component for the asset class of operating lease right-of-use real estate assets, and (iii) elect not to recognize a right-of-use asset and a lease liability for all of our leases with a term of 12 months or less (“short-term leases”). The adjustments due to the adoption of ASC 842 primarily related to the recognition of right-of-use assets of $9.2 million and lease liabilities of $11.5 million at January 1, 2020 for our operating leases. The lease liabilities were determined based on the present value of the remaining minimum lease payments. The right-of-use assets were determined based on the value of the lease liabilities, adjusted for the deferred rent balances of approximately $2.3 million. Upon adoption of ASC 842, we also (i) derecognized the build-to-suit lease asset of $10.0 million previously presented in other assets as of December 31, 2019, and recognized a construction-in-progress asset for the same amount, and (ii) derecognized the build-to-suit lease liability of $8.0 million as of December 31, 2019 and recognized a liability presented in other accrued liabilities (see Note 11). The adoption did not have a material impact on our accumulated deficit and on our condensed consolidated statements of operations and cash flows. ASU 2016-13 Financial Instruments - Credit Losses. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses. This update requires immediate recognition of management’s estimates of current expected credit losses. Under the prior model, losses were recognized only as they were incurred. The new model is applicable to most financial assets and certain other instruments that are not measured at fair value through net income. The standard is effective for fiscal years beginning after December 15, 2019 for public entities. Early adoption is permitted. The delay in effective date for certain entities of ASU 2016-13 by the issuance of ASU 2019-10 in November 2019 does not apply to filers with the Securities and Exchange Commission that are not smaller reporting companies. The adoption of this guidance did not materially impact our condensed consolidated financial statements. ASU 2018-13 Fair Value Measurement – Disclosure Framework (Topic 820) . In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement - Disclosure Framework (Topic 820) (“ASU 2018-13”). The updated guidance improves the disclosure requirements on fair value measurements and is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The adoption of this guidance did not significantly impact our financial statement disclosures. ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. We early adopted ASU 2019-12 effective January 1, 2020 and the adoption did not materially impact our financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted ASU 2020-01, In January 2020, the FASB issued ASU 2020-01, Investments – Equity Securities (Topic 321), Investments – Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) – Clarifying the Interactions between Topic 321, Topic 323, and Topic 81 5. The guidance is based on a consensus of the Emerging Issues Task Force and is expected to increase comparability in accounting for these transactions. ASU 2020-01 amends ASU 2016-01, which made targeted improvements to accounting for financial instruments, including providing an entity the ability to measure certain equity securities without a readily determinable fair value at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Among other topics, the amendments in ASU 2020-01 clarify that an entity should consider observable transactions that require it to either apply or discontinue the equity method of accounting. For public business entities, the amendments in the ASU are effective for fiscal years beginning after December 31, 2020, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. Early adoption is permitted. We do not expect the adoption of ASU 2020-01 to have a material impact on our condensed consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Investments | We have either created or made investments in entities that are either wholly or partially-owned subsidiaries and VIEs. The following are the VIEs as of March 31, 2020 and December 31, 2019: Variable Interest Entities Relationship as of March 31, 2020 Date Control First Acquired Ownership % as of March 31, 2020 Ownership % as of December 31, 2019 (unaudited) Fortify Therapeutics, Inc. (“Fortify”) Controlled VIE June 2018 99.7 % 99.7 % Calcilytix Therapeutics, Inc. (“Calcilytix”) Controlled VIE December 2018 98.9 % 98.9 % Audition Therapeutics, Inc. (“Audition”) Controlled VIE May 2019 64.5 % 64.5 % Molecular Skin Therapeutics, Inc. (“MOST”) Controlled VIE July 2016 64.1 % 64.8 % TheRas, Inc. (“Theras”) Controlled VIE August 2016 99.6 % 99.6 % Quartz Therapeutics, Inc. (“Quartz”) Controlled VIE October 2016 89.0 % 89.0 % PellePharm, Inc. (“PellePharm”) (1) VIE December 2016 43.3 % 43.3 % Navire Pharma, Inc. (“Navire”) Controlled VIE February 2017 78.1 % 78.6 % CoA Therapeutics, Inc. (“CoA”) Controlled VIE February 2017 98.8 % 99.5 % Dermecular Therapeutics, Inc. (“Dermecular”) Controlled VIE April 2017 87.6 % 87.6 % Phoenix Tissue Repair, Inc. (“PTR”) Controlled VIE July 2017 65.3 % 65.5 % QED Therapeutics, Inc. (“QED”) Controlled VIE January 2018 98.0 % 97.8 % Adrenas Therapeutics, Inc. (“Adrenas”) Controlled VIE January 2018 90.7 % 90.1 % Orfan Biotech, Inc. (“Orfan”) Controlled VIE January 2018 91.7 % 91.7 % Ferro Therapeutics, Inc. (“Ferro”) Controlled VIE March 2018 90.6 % 90.9 % Origin Biosciences, Inc. (“Origin”) Controlled VIE April 2018 99.7 % 99.6 % Venthera, Inc. (“Venthera”) Controlled VIE April 2018 86.9 % 83.2 % Aspa Therapeutics, Inc. (“Aspa”) Controlled VIE June 2018 93.0 % 91.0 % ML Bio Solutions, Inc. (“ML Bio”) Controlled VIE July 2019 63.3 % 50.6 % Shift Therapeutics, Inc. (“Shift”) (2) Controlled VIE January 2019 83.1 % — (1) Subsequent to the execution of a series of agreements (the “LEO Agreement”) with LEO Pharma A/S and LEO Spiny Merger Sub, Inc. (“LEO”) in November 2018, BridgeBio determined that it is no longer the primary beneficiary of PellePharm and deconsolidated PellePharm. Refer to Note 8. (2) Shift had no shares issued and outstanding from the date of incorporation through December 31, 2019. |
Summary of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the amounts shown in the condensed consolidated statements of cash flows: March 31, 2020 March 31, 2019 (in thousands) Cash and cash equivalents $ 757,049 $ 373,027 Restricted cash 424 — Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows $ 757,473 $ 373,027 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation: March 31, 2020 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash equivalents: Money market funds $ 670,915 $ 670,915 $ — $ — Short-term marketable securities: U.S. treasury notes 45,625 — 45,625 — Commercial paper 23,336 — 23,336 — Corporate debt securities 79,165 — 79,165 — Total short-term marketable securities 148,126 — 148,126 — Long-term marketable securities: U.S. treasury notes 15,503 — 15,503 — Corporate debt securities 7,707 — 7,707 — Total long-term marketable securities 23,210 — 23,210 — Total cash equivalents and marketable securities $ 842,251 $ 670,915 $ 171,336 $ — Liabilities: LEO call option liability $ 3,539 $ — $ — $ 3,539 Embedded derivative 1,103 — — 1,103 Total financial liabilities $ 4,642 $ — $ — $ 4,642 December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash equivalents: Money market funds $ 248,736 $ 248,736 $ — $ — Repurchase agreements 59,000 59,000 — — Total cash equivalents 307,736 307,736 — — Short-term marketable securities: U.S. treasury notes 45,280 — 45,280 — Commercial paper 65,626 — 65,626 — Corporate debt securities 71,314 — 71,314 — Total short-term marketable securities 182,220 — 182,220 — Long-term marketable securities: U.S. treasury notes 15,307 — 15,307 — Corporate debt securities 15,837 — 15,837 — Total long-term marketable securities 31,144 — 31,144 — Total cash equivalents and marketable securities $ 521,100 $ 307,736 $ 213,364 $ — Liabilities: LEO call option liability $ 4,078 $ — $ — $ 4,078 Embedded derivative 1,165 — — 1,165 Total financial liabilities $ 5,243 $ — $ — $ 5,243 |
LEO Call Option | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Schedule of Estimated Fair Value of Liability | We estimated the fair value of the LEO Call Option by estimating the fair value of various clinical, regulatory, and sales milestones based on the estimated risk and probability of achievement of each milestone, and allocated the value using a Black-Scholes option pricing model with the following assumptions: March 31, December 31, 2020 2019 Probability of milestone achievement 12.0%-84.0% 12.0%-84.0% Discount rate 0.2%-14.9% 1.6%-13.1% Expected term (in years) 0.67-5.25 0.67-5.25 Expected volatility 70.0%-80.0% 60.0%-68.0% Risk-free interest rate 2.01%-2.24% 2.34%-2.46% Dividend yield — — |
Summary of Change in Estimated Fair Value of Liability | The following table sets forth a summary of the change in the estimated fair value of the LEO Call Option: Total (in thousands) Balance as of December 31, 2019 $ 4,078 Change in fair value upon remeasurement recognized as other income (539 ) Balance as of March 31, 2020 $ 3,539 |
Cash Equivalents and Marketab_2
Cash Equivalents and Marketable Securities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Cash Equivalents And Marketable Securities [Abstract] | |
Schedule of Cash Equivalent and Marketable Securities Classified as Available-for-Sale | Cash equivalents and marketable securities classified as available-for-sale consisted of the following: March 31, 2020 Amortized Cost Basis Unrealized Gains Unrealized Losses Estimated Fair Value (in thousands) Cash equivalents: Money market funds $ 670,915 $ — $ — $ 670,915 Short-term marketable securities: U.S. treasury notes 45,155 470 — 45,625 Commercial paper 23,336 — — 23,336 Corporate debt securities 79,226 5 (66 ) 79,165 Total short-term marketable securities 147,717 475 (66 ) 148,126 Long-term marketable securities: U.S. treasury notes 15,204 299 — 15,503 Corporate debt securities 7,689 18 — 7,707 Total long-term marketable securities 22,893 317 — 23,210 Total cash equivalents and marketable securities $ 841,525 $ 792 $ (66 ) $ 842,251 December 31, 2019 Amortized Cost Basis Unrealized Gains Unrealized Losses Estimated Fair Value (in thousands) Cash equivalents: Money market funds $ 248,736 $ — $ — $ 248,736 Repurchase agreements 59,000 — — 59,000 Total cash equivalents 307,736 — — 307,736 Short-term marketable securities: U.S. treasury notes 45,224 56 — 45,280 Commercial paper 65,626 — — 65,626 Corporate debt securities 71,231 83 — 71,314 Total short-term marketable securities 182,081 139 — 182,220 Long-term marketable securities: U.S. treasury notes 15,248 59 — 15,307 Corporate debt securities 15,781 56 — 15,837 Total long-term marketable securities 31,029 115 — 31,144 Total cash equivalents and marketable securities $ 520,846 $ 254 $ — $ 521,100 |
Variable Interest Entities an_2
Variable Interest Entities and Voting Interest Model (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Variable Interest Entities And Voting Interest Model [Abstract] | |
Summary of Assets and Liabilities for Consolidated VIEs | The following table provides the assets and liabilities for all consolidated VIEs as of March 31, 2020: Adrenas Aspa ML Bio QED Calcilytix All Other Total (in thousands) Assets: Current assets: Cash and cash equivalents $ 8,238 $ 8,704 $ 13,369 $ 29,506 $ 13,714 $ 31,761 $ 105,292 Prepaid expenses and other current assets 1,072 562 32 5,843 138 4,757 12,404 Total current assets 9,310 9,266 13,401 35,349 13,852 36,518 117,696 Property and equipment, net 3,397 10,256 93 252 6 237 14,241 Operating lease right-of-use assets 1,821 — — 1,435 — 431 3,687 Other assets — — — 11,629 278 424 12,331 Total assets $ 14,528 $ 19,522 $ 13,494 $ 48,665 $ 14,136 $ 37,610 $ 147,955 Liabilities: Current liabilities: Accounts payable $ 445 $ 239 $ 588 $ 2,901 $ 104 $ 2,767 $ 7,044 Accrued compensation and benefits 270 82 75 1,120 364 1,649 3,560 Accrued research and development liabilities 844 638 89 14,653 847 6,725 23,796 Accrued professional services 278 130 24 602 4 861 1,899 Operating lease liabilities, current portion 269 — — 1,061 — 126 1,456 Other accrued liabilities 128 4,038 2 193 7 517 4,885 Total current liabilities 2,234 5,127 778 20,530 1,326 12,645 42,640 Operating lease liabilities, net of current portion 2,629 — — 476 — 323 3,428 Other liabilities — — — — — 24 24 Total liabilities $ 4,863 $ 5,127 $ 778 $ 21,006 $ 1,326 $ 12,992 $ 46,092 The following table provides the assets and liabilities for all consolidated VIEs as of December 31, 2019: Adrenas Aspa ML Bio QED Theras All Other Total (in thousands) Assets: Current assets: Cash and cash equivalents $ 6,453 $ 1,695 $ 7,432 $ 27,781 $ 6,351 $ 31,600 $ 81,312 Prepaid expenses and other current assets 906 758 17 7,282 2,555 2,416 13,934 Total current assets 7,359 2,453 7,449 35,063 8,906 34,016 95,246 Property and equipment, net 3,189 274 98 281 3 325 4,170 Other assets — 10,000 — 11,313 — 637 21,950 Total assets $ 10,548 $ 12,727 $ 7,547 $ 46,657 $ 8,909 $ 34,978 $ 121,366 Liabilities: Current liabilities: Accounts payable $ 526 $ 219 $ 19 $ 1,443 $ 23 $ 1,341 $ 3,571 Accrued compensation and benefits 923 156 67 3,396 243 3,352 8,137 Accrued research and development liabilities 757 567 — 8,931 212 5,293 15,760 Accrued professional services 83 280 7 435 4 363 1,172 Build-to-suit lease obligation — 8,000 — — — — 8,000 Other accrued liabilities 290 38 — 180 33 592 1,133 Total current liabilities 2,579 9,260 93 14,385 515 10,941 37,773 Other liabilities 951 — — 161 — 24 1,136 Total liabilities $ 3,530 $ 9,260 $ 93 $ 14,546 $ 515 $ 10,965 $ 38,909 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Schedule of Noncontrolling Interests Balance | The following table provides a rollforward of the noncontrolling interests balance for the three months ended March 31, 2020: Adrenas Aspa Eidos PTR Venthera All Other Total (in thousands) Balance as of December 31, 2019 $ 696 $ 250 $ 59,722 $ 1,298 $ 140 $ 3,173 $ 65,279 Issuance of noncontrolling interest 6 9 26,248 1 16 285 26,565 Transfers to (from) noncontrolling interest 883 649 (15,329 ) 4 513 1,105 (12,175 ) Net loss attributable to noncontrolling interest (316 ) (195 ) (8,078 ) (1,238 ) (324 ) (1,215 ) (11,366 ) Balance as of March 31, 2020 $ 1,269 $ 713 $ 62,563 $ 65 $ 345 $ 3,348 $ 68,303 |
Redeemable Convertible Noncontrolling Interests | |
Schedule of Redeemable Convertible Noncontrolling Interests Balance | The following table provides a rollforward of the redeemable convertible noncontrolling interests balance for the three months ended March 31, 2020: Orfan QED ML Bio Shift Total (in thousands) Balance as of December 31, 2019 $ 74 $ 612 $ 1,557 $ — $ 2,243 Issuance of redeemable convertible noncontrolling interest — — 1,000 102 1,102 Net loss attributable to redeemable convertible noncontrolling interest (16 ) (468 ) (338 ) (44 ) (866 ) Transfers to redeemable convertible noncontrolling interest — 316 258 — 574 Balance as of March 31, 2020 $ 58 $ 460 $ 2,477 $ 58 $ 3,053 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding 2027 Notes Balances | The outstanding 2027 Notes balances consisted of the following: March 31, 2020 (in thousands) Liability component Principal $ 550,000 Unamortized debt discount (172,202 ) Unamortized debt issuance costs (8,875 ) Net carrying amount $ 368,923 Equity component, net of issuance costs $ 169,173 |
Schedule of Total Interest Expense Recognized Related to 2027 Notes | The following table sets forth the total interest expense recognized related to the 2027 Notes from the date of issuance through March 31, 2020: Amount (in thousands) Contractual interest expense $ 879 Amortization of debt discount 1,079 Amortization of debt issuance costs 56 Total interest and amortization expense $ 2,014 |
Schedule of Future Minimum Payments under 2027 Notes | Future minimum payments under the 2027 Notes as of March 31, 2020, are as follows: Amount (in thousands) Remainder of 2020 $ 7,295 Year ending December 31: 2021 13,941 2022 13,941 2023 13,941 2024 13,979 Thereafter 584,795 Total future payments 647,892 Less amounts representing interest (97,892 ) Total principal amount $ 550,000 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Components of Lease Cost | The components of lease cost for the three months ended March 31, 2020 are as follows: Amount (in thousands) Straight line lease cost $ 694 Variable lease payments 159 Total lease cost $ 853 |
Schedule of Future Minimum Lease Payments for Noncancelable Operating Leases under ASC 842 | As of March 31, 2020, future minimum lease payments for our noncancelable operating leases under ASC 842 are as follows: Amount (in thousands) Remainder of 2020 $ 2,340 Year ending December 31: 2021 2,724 2022 1,902 2023 1,485 2024 1,224 Thereafter 3,798 Total future minimum lease payments 13,473 Imputed interest (2,285 ) Total $ 11,188 Reported as of March 31, 2020 Operating lease liabilities, current portion $ 2,510 Operating lease liabilities, net of current portion 8,678 Total operating lease liabilities $ 11,188 |
Schedule of Future Minimum Lease Payments for Noncancelable Operating Leases under ASC 840 | As of December 31, 2019, future minimum lease payments for our noncancelable operating leases under ASC 840 were as follows: Amount (in thousands) Year Ending December 31: 2020 $ 2,811 2021 2,515 2022 1,812 2023 1,485 2024 1,272 Thereafter 1,816 Total future minimum lease payments $ 11,711 |
2019 Reorganization and Initi_2
2019 Reorganization and Initial Public Offering (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Reorganizations [Abstract] | |
Schedule of Reconciliation of Previously Reported Amounts of 2019 Reorganization | All BBP LLC units that were previously reported as temporary equity and were converted to common stock of BridgeBio upon the completion of the 2019 Reorganization have been reclassified to equity for all periods presented, as if the Reorganization occurred at the beginning of the earliest period presented in our financial statements. The following provides the reconciliation of previously reported amounts as of March 31, 2019: March 31, 2019 As Reported Adjustment As Adjusted (in thousands) Redeemable convertible preferred units $ 479,044 $ (479,044 ) $ — Redeemable founder units 1,754 (1,754 ) — Redeemable common units 1,645 (1,645 ) — Management incentive units 4,431 (4,431 ) — Redeemable convertible noncontrolling interests 202 — 202 Stockholders' equity (Members’ deficit): Undesignated preferred stock — — — Common stock — 92 92 Additional paid-in capital — 492,678 492,678 Accumulated deficit (234,733 ) (5,896 ) (240,629 ) Total BridgeBio stockholders' equity (Members' deficit) (234,733 ) 486,874 252,141 Noncontrolling interests 58,318 — 58,318 Total stockholders' equity (Members' deficit) $ (176,415 ) $ 486,874 $ 310,459 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Equity Based Compensation for Employees and Non Employees | Under each of the legal entity’s equity plans, we recorded stock-based compensation in the following expense categories in our condensed consolidated statements of operations for employees and non-employees: Three Months Ended March 31, 2020 BridgeBio Equity Plan Eidos Equity Plan Other Subsidiaries Equity Plan Total (in thousands) Research and development $ 603 $ 915 $ 122 $ 1,640 General and administrative 7,460 1,012 110 8,582 Total stock-based compensation $ 8,063 $ 1,927 $ 232 $ 10,222 Three Months Ended March 31, 2019 BridgeBio Equity Plan Eidos Equity Plan Other Subsidiaries Equity Plan Total (in thousands) Research and development $ — $ 452 $ 17 $ 469 General and administrative 1,236 512 15 1,763 Total stock-based compensation $ 1,236 $ 964 $ 32 $ 2,232 |
Summary of Stock Option Activity | The following table summarizes BridgeBio’s stock option activity under the Plans for the three months ended March 31, 2020: Options Outstanding Weighted- Average Exercise Price per Option Weighted- Average Remaining Contractual Life (years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2019 4,626,777 $ 20.10 9.6 $ 70,348 Granted 218,654 $ 34.66 Exercised (31,121 ) $ 17.00 Cancelled (1,249 ) $ 17.00 Outstanding as of March 31, 2020 4,813,061 $ 20.79 9.3 $ 45,171 Exercisable as of March 31, 2020 740,973 $ 18.24 9.3 $ 8,118 |
Summary of Restricted Stock Units Activity | The following table summarizes BridgeBio’s RSU activity under the Plans for the three months ended March 31, 2020: Unvested Shares of RSUs Outstanding Weighted- Average Grant Date Fair Value Balance at December 31, 2019 362,163 $ 31.98 Granted 19,908 $ 34.49 Cancelled (15,566 ) $ 37.45 Balance at March 31, 2020 366,505 $ 31.89 |
Summary of Restricted Stock Award Activity | The following table summarizes our RSA activity under the Plans for the three months ended March 31, 2020: Unvested Shares of RSAs Outstanding Weighted- Average Grant Date Fair Value Balance at December 31, 2019 5,603,452 $ 3.63 Vested (604,708 ) $ 2.22 Balance at March 31, 2020 4,998,744 $ 3.79 |
Summary of Reserved Shares of Common Stock for Issuance | Eidos has reserved shares of common stock for issuance as follows: As of March 31, 2020 2019 Options issued and outstanding 1,382,868 1,307,729 Options available for future grants 1,848,548 718,557 Eidos ESPP shares available for future grants 97,805 130,166 3,329,221 2,156,452 |
Eidos | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Stock Option Activity | The following table summarizes Eidos’s stock option activity for the three months ended March 31, 2020: Weighted- Weighted- Average Average Aggregate Options Exercise Remaining Intrinsic Available for Options Price per Contractual Value Grant Outstanding Option Life (years) (in thousands) Outstanding—December 31, 2019 1,935,054 1,335,755 $ 16.91 8.77 $ 54,071 Options granted (93,798 ) 93,798 $ 51.57 Options exercised — (39,393 ) $ 4.89 Options cancelled 7,292 (7,292 ) $ 16.88 Outstanding—March 31, 2020 1,848,548 1,382,868 $ 19.60 8.63 $ 40,642 Options exercisable—March 31, 2020 285,005 $ 11.95 8.31 $ 10,557 Options vested and expected to vest— March 31, 2020 1,382,868 $ 19.60 8.63 $ 40,642 |
Eidos | Employee | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Assumptions Used to Determine Fair Value of Stock Option Granted | The fair value of employee, non-employee and non-employee director stock option awards was estimated at the date of grant using a Black-Scholes option-pricing model with the following assumptions: Three Months Ended Three Months Ended March 31, 2020 March 31, 2019 Employee Non- employee Employee Non- employee Expected term (in years) 6.05 6.05 6.08 6.08 Expected volatility 71.4 % 71.4 % 72.9 % 73.5 % Risk-free interest rate 1.15 % 1.44 % 2.60 % 2.74 % Dividend yield — — — — |
Market-Based RSUs | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Restricted Stock Units Activity | The following table summarizes our market-based RSU activity under the Plans for the three months ended March 31, 2020: Unvested Shares of Market-based RSUs Outstanding Weighted- Average Grant Date Fair Value Balance at December 31, 2019 129,871 $ 28.98 Granted 2,380 $ 34.81 Vested (76,637 ) $ 41.54 Balance at March 31, 2020 55,614 $ 11.92 |
2019 Plan and 2019 Inducement Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Shares Activity under Plans | The following table summarizes our share activity under the 2019 Plan and the 2019 Inducement Plans (the “Plans”): 2019 Plan 2019 Inducement Plan Balance as of December 31, 2019 53,067 489,064 Authorized 6,182,914 — Granted — Stock options (116,481 ) (102,173 ) Granted — Restricted stock units — (19,908 ) Granted — Common stock (8,491 ) — Granted — Market-based restricted stock units — (2,380 ) Granted — Performance-based restricted stock units — (3,843 ) Cancelled — Stock options 1,249 — Cancelled — Restricted stock units 15,566 — Balance as of March 31, 2020 6,127,824 360,760 |
2019 Employee Stock Purchase Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Assumptions Used to Determine Fair Value of Stock Option Granted | We used the Black-Scholes model to estimate the fair value of stock options and stock purchase rights under ESPP. For the three months ended March 31, 2020, we used the following weighted-average assumptions in the Black-Scholes calculations: Three Months Ended March 31, 2020 Stock Options ESPP Expected term (in years) 5.00-6.08 0.40 Expected volatility 36.3%-40.5% 32.5 % Risk-free interest rate 0.95%-1.50% 1.57 % Dividend yield — — Weighted-average fair value of stock-based awards granted $ 13.01 $ 10.34 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Common Stock Equivalents were Excluded from Computation of Diluted Net Loss per Share | The following common stock equivalents were excluded from the computation of diluted net loss per share, because including them would have been antidilutive: As of March 31, 2020 2019 Unvested RSAs 4,998,744 7,423,752 Unvested RSUs 366,505 — Unvested market-based RSUs 55,614 — Unvested performance-based RSUs 3,843 — Common stock options issued and outstanding 4,813,061 — Estimated shares issuable under the ESPP 14,866 — Assumed conversion of 2027 Notes 12,878,305 — 23,130,938 7,423,752 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | Jan. 01, 2020 | Mar. 31, 2020 | Mar. 09, 2020 |
Summary Of Significant Accounting Policies [Line Items] | |||
Cash, cash equivalents and restricted cash maturity period | 90 days | ||
Operating lease right-of-use assets | $ 8,855 | ||
Operating lease liabilities | $ 11,188 | ||
Accounting Standards Update 2016-02 | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Operating lease right-of-use assets | $ 9,200 | ||
Operating lease liabilities | 11,500 | ||
Deferred rent balance | 2,300 | ||
Accounting Standards Update 2016-02 | Other Accrued Liabilities | |||
Summary Of Significant Accounting Policies [Line Items] | |||
New accounting pronouncement effect of adoption | 8,000 | ||
Accounting Standards Update 2016-02 | Build-to-Suit Lease Asset | |||
Summary Of Significant Accounting Policies [Line Items] | |||
New accounting pronouncement effect of adoption | (10,000) | ||
Accounting Standards Update 2016-02 | Construction-in-Progress | |||
Summary Of Significant Accounting Policies [Line Items] | |||
New accounting pronouncement effect of adoption | 10,000 | ||
Accounting Standards Update 2016-02 | Build-to-Suit Lease Liability | |||
Summary Of Significant Accounting Policies [Line Items] | |||
New accounting pronouncement effect of adoption | $ (8,000) | ||
2027 Notes | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Stated interest rate | 2.50% | 2.50% | |
Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Percentage of voting shares | 50.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Investments (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Fortify Therapeutics Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-06 | |
Ownership % | 99.70% | 99.70% |
Calcilytix Therapeutics, Inc. | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-12 | |
Ownership % | 98.90% | 98.90% |
Audition Therapeutics, Inc. | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2019-05 | |
Ownership % | 64.50% | 64.50% |
Molecular Skin Therapeutics, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2016-07 | |
Ownership % | 64.10% | 64.80% |
TheRas, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2016-08 | |
Ownership % | 99.60% | 99.60% |
Quartz Therapeutics, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2016-10 | |
Ownership % | 89.00% | 89.00% |
PellePharm, Inc | VIE | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2016-12 | |
Ownership % | 43.30% | 43.30% |
Navire Pharma, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2017-02 | |
Ownership % | 78.10% | 78.60% |
CoA Therapeutics, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2017-02 | |
Ownership % | 98.80% | 99.50% |
Dermecular Therapeutics, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2017-04 | |
Ownership % | 87.60% | 87.60% |
Phoenix Tissue Repair, Inc (“PTR”) | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2017-07 | |
Ownership % | 65.30% | 65.50% |
QED Therapeutics, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-01 | |
Ownership % | 98.00% | 97.80% |
Adrenas Therapeutics, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-01 | |
Ownership % | 90.70% | 90.10% |
Orfan Biotech, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-01 | |
Ownership % | 91.70% | 91.70% |
Ferro Therapeutics, Inc. | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-03 | |
Ownership % | 90.60% | 90.90% |
Origin Biosciences, Inc. | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-04 | |
Ownership % | 99.70% | 99.60% |
Venthera, Inc. | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-04 | |
Ownership % | 86.90% | 83.20% |
Aspa Therapeutics, Inc | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2018-06 | |
Ownership % | 93.00% | 91.00% |
ML Bio Solutions, Inc. | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2019-07 | |
Ownership % | 63.30% | 50.60% |
Shift Therapeutics, Inc. | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Date Control First Acquired | 2019-01 | |
Ownership % | 83.10% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Investments (Parenthetical) (Details) - Shift Therapeutics, Inc. | Dec. 31, 2019shares |
Variable Interest Entity [Line Items] | |
Shares, Issued | 0 |
Shares, Outstanding | 0 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Summary of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | |
Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents [Abstract] | |||||
Cash and cash equivalents | $ 757,049 | $ 363,773 | [1] | $ 373,027 | |
Restricted cash | 424 | ||||
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows | $ 757,473 | $ 364,197 | $ 373,027 | $ 436,245 | |
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. |
Fair Value Measurement - Financ
Fair Value Measurement - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Cash equivalents: | ||
Total cash equivalents | $ 307,736 | |
Repurchase Agreements | ||
Cash equivalents: | ||
Total cash equivalents | 59,000 | |
Recurring | ||
Cash equivalents: | ||
Total cash equivalents | $ 670,915 | 307,736 |
Short-term marketable securities: | ||
Total short-term marketable securities | 148,126 | 182,220 |
Long-term marketable securities: | ||
Total long-term marketable securities | 23,210 | 31,144 |
Total cash equivalents and marketable securities | 842,251 | 521,100 |
Liabilities: | ||
LEO call option liability | 3,539 | 4,078 |
Embedded derivative | 1,103 | 1,165 |
Total financial liabilities | 4,642 | 5,243 |
Recurring | Repurchase Agreements | ||
Cash equivalents: | ||
Total cash equivalents | 59,000 | |
Recurring | U.S. Treasury Notes | ||
Long-term marketable securities: | ||
Total long-term marketable securities | 15,503 | 15,307 |
Recurring | Money Market Funds | ||
Cash equivalents: | ||
Total cash equivalents | 670,915 | 248,736 |
Recurring | U.S. Treasury Notes | ||
Short-term marketable securities: | ||
Total short-term marketable securities | 45,625 | 45,280 |
Recurring | Commercial Paper | ||
Short-term marketable securities: | ||
Total short-term marketable securities | 23,336 | 65,626 |
Recurring | Corporate Debt Securities | ||
Short-term marketable securities: | ||
Total short-term marketable securities | 79,165 | 71,314 |
Long-term marketable securities: | ||
Total long-term marketable securities | 7,707 | 15,837 |
Recurring | Level 1 | ||
Cash equivalents: | ||
Total cash equivalents | 670,915 | 307,736 |
Long-term marketable securities: | ||
Total cash equivalents and marketable securities | 670,915 | 307,736 |
Recurring | Level 1 | Repurchase Agreements | ||
Cash equivalents: | ||
Total cash equivalents | 59,000 | |
Recurring | Level 1 | Money Market Funds | ||
Cash equivalents: | ||
Total cash equivalents | 670,915 | 248,736 |
Recurring | Level 2 | ||
Short-term marketable securities: | ||
Total short-term marketable securities | 148,126 | 182,220 |
Long-term marketable securities: | ||
Total long-term marketable securities | 23,210 | 31,144 |
Total cash equivalents and marketable securities | 171,336 | 213,364 |
Recurring | Level 2 | U.S. Treasury Notes | ||
Long-term marketable securities: | ||
Total long-term marketable securities | 15,503 | 15,307 |
Recurring | Level 2 | U.S. Treasury Notes | ||
Short-term marketable securities: | ||
Total short-term marketable securities | 45,625 | 45,280 |
Recurring | Level 2 | Commercial Paper | ||
Short-term marketable securities: | ||
Total short-term marketable securities | 23,336 | 65,626 |
Recurring | Level 2 | Corporate Debt Securities | ||
Short-term marketable securities: | ||
Total short-term marketable securities | 79,165 | 71,314 |
Long-term marketable securities: | ||
Total long-term marketable securities | 7,707 | 15,837 |
Recurring | Level 3 | ||
Liabilities: | ||
LEO call option liability | 3,539 | 4,078 |
Embedded derivative | 1,103 | 1,165 |
Total financial liabilities | $ 4,642 | $ 5,243 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Details) - USD ($) | Mar. 31, 2020 | Mar. 09, 2020 | Dec. 31, 2019 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Fair value assets, transfers between Level 1, Level 2 or Level 3 | $ 0 | $ 0 | |
Fair value liabilities, transfers between Level 1, Level 2 or Level 3 | 0 | $ 0 | |
2027 Notes | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Debt Instrument face amount | 550,000,000 | $ 550,000,000 | |
Estimated fair value of notes payable | $ 502,200,000 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Estimated Fair Value of Liability (Details) - LEO Call Option | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Minimum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Expected term (in years) | 8 months 1 day | 8 months 1 day |
Maximum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Expected term (in years) | 5 years 3 months | 5 years 3 months |
Probability of Milestone Achievement | Minimum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 12 | 12 |
Probability of Milestone Achievement | Maximum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 84 | 84 |
Discount Rate | Minimum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 0.2 | 1.6 |
Discount Rate | Maximum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 14.9 | 13.1 |
Expected Volatility | Minimum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 70 | 60 |
Expected Volatility | Maximum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 80 | 68 |
Risk-Free Interest Rate | Minimum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 2.01 | 2.34 |
Risk-Free Interest Rate | Maximum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 2.24 | 2.46 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Change in Estimated Fair Value of Liability (Details) - LEO Call Option $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Beginning balance | $ 4,078 |
Change in fair value upon remeasurement recognized as other income | (539) |
Ending balance | $ 3,539 |
Cash Equivalents and Marketab_3
Cash Equivalents and Marketable Securities - Additional Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Cash And Cash Equivalents [Line Items] | |
Securities collateral by deposits percentage required by the accounting policy | 102.00% |
Securities collateral by deposits percentage maintained by a third-party custodian | 102.00% |
Realized gains or losses on available-for-sale securities | $ 0 |
Short-term marketable securities contractual maturities | 7 months |
Long-term marketable securities contractual maturities | 14 months |
U.S. Treasury Securities | Maximum | |
Cash And Cash Equivalents [Line Items] | |
Received repurchase agreement | $ 0 |
Cash Equivalents and Marketab_4
Cash Equivalents and Marketable Securities - Schedule of Cash Equivalent and Marketable Securities Classified as Available-for-Sale (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis Cash Equivalents | $ 307,736 | |
Total cash equivalents | 307,736 | |
Amortized Cost Basis | $ 841,525 | 520,846 |
Unrealized Gains | 792 | 254 |
Unrealized Losses | (66) | |
Estimated Fair Value | 842,251 | 521,100 |
Money Market Funds | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis Cash Equivalents | 670,915 | 248,736 |
Total cash equivalents | 670,915 | 248,736 |
Repurchase Agreements | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis Cash Equivalents | 59,000 | |
Total cash equivalents | 59,000 | |
Short-term Marketable Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 147,717 | 182,081 |
Unrealized Gains | 475 | 139 |
Unrealized Losses | (66) | |
Estimated Fair Value | 148,126 | 182,220 |
Short-term Marketable Securities | U.S. Treasury Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 45,155 | 45,224 |
Unrealized Gains | 470 | 56 |
Estimated Fair Value | 45,625 | 45,280 |
Short-term Marketable Securities | Commercial Paper | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 23,336 | 65,626 |
Estimated Fair Value | 23,336 | 65,626 |
Short-term Marketable Securities | Corporate Debt Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 79,226 | 71,231 |
Unrealized Gains | 5 | 83 |
Unrealized Losses | (66) | |
Estimated Fair Value | 79,165 | 71,314 |
Long-term Marketable Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 22,893 | 31,029 |
Unrealized Gains | 317 | 115 |
Estimated Fair Value | 23,210 | 31,144 |
Long-term Marketable Securities | U.S. Treasury Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 15,204 | 15,248 |
Unrealized Gains | 299 | 59 |
Estimated Fair Value | 15,503 | 15,307 |
Long-term Marketable Securities | Corporate Debt Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 7,689 | 15,781 |
Unrealized Gains | 18 | 56 |
Estimated Fair Value | $ 7,707 | $ 15,837 |
Variable Interest Entities an_3
Variable Interest Entities and Voting Interest Model - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2019 | Jul. 31, 2019 | May 31, 2019 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | ||
Variable Interest Entity [Line Items] | |||||||
Maximum aggregate offering price of stocks | $ 124 | $ 124 | [1] | $ 92 | |||
Variable Interest Entity, Primary Beneficiary | Eidos | |||||||
Variable Interest Entity [Line Items] | |||||||
Voting shares | 50.00% | ||||||
Purchase of common stock, shares | 882,353 | 1,103,848 | |||||
Common stock, value | $ 26,400 | $ 28,600 | |||||
Variable Interest Entity, Primary Beneficiary | Eidos | Market Sales Agreement | |||||||
Variable Interest Entity [Line Items] | |||||||
Shares issued | 448,755 | 385,613 | |||||
Percentage of cash commission | 3.00% | ||||||
Net proceeds issued from offerings | $ 24,100 | $ 23,900 | |||||
Variable Interest Entity, Primary Beneficiary | Eidos | Market Sales Agreement | Maximum | |||||||
Variable Interest Entity [Line Items] | |||||||
Maximum aggregate offering price of stocks | $ 100,000 | ||||||
Variable Interest Entity, Primary Beneficiary | Eidos | Common Stock | |||||||
Variable Interest Entity [Line Items] | |||||||
Shares issued | 556,173 | ||||||
Variable Interest Entity, Primary Beneficiary | QED Therapeutics, Inc | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 20,000 | ||||||
Variable Interest Entity, Primary Beneficiary | Calcilytix | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 13,000 | ||||||
Variable Interest Entity, Primary Beneficiary | Adrenas Therapeutics, Inc | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 10,000 | ||||||
Variable Interest Entity, Primary Beneficiary | Aspa | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 10,000 | ||||||
Variable Interest Entity, Primary Beneficiary | ML Bio | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 6,500 | ||||||
Variable Interest Entity, Primary Beneficiary | Origin Biosciences, Inc. | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 6,000 | ||||||
Variable Interest Entity, Primary Beneficiary | Fortify Therapeutics Inc | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 2,500 | ||||||
Variable Interest Entity, Primary Beneficiary | Venthera, Inc. | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 4,000 | ||||||
Variable Interest Entity, Primary Beneficiary | Shift Therapeutics, Inc. | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | 500 | ||||||
Variable Interest Entity, Primary Beneficiary | Navire Pharma, Inc | |||||||
Variable Interest Entity [Line Items] | |||||||
Investments | $ 1,900 | ||||||
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. |
Variable Interest Entities an_4
Variable Interest Entities and Voting Interest Model - Summary of Assets and Liabilities for Consolidated VIEs (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | ||
Current assets: | |||||
Cash and cash equivalents | $ 757,049 | $ 363,773 | [1] | $ 373,027 | |
Prepaid expenses and other current assets | 19,782 | 22,629 | [1] | ||
Total current assets | 924,957 | 568,622 | [1] | ||
Property and equipment, net | 15,755 | 5,625 | [1] | ||
Operating lease right-of-use assets, net | 8,855 | ||||
Other assets | 17,022 | 26,288 | [1] | ||
Total assets | 989,799 | 631,679 | [1] | ||
Current liabilities: | |||||
Accounts payable | 13,086 | 8,852 | [1] | ||
Accrued compensation and benefits | 5,647 | 13,317 | [1] | ||
Accrued research and development liabilities | 29,522 | 20,896 | [1] | ||
Accrued professional services | 3,145 | 2,222 | [1] | ||
Operating lease liabilities, current portion | 2,510 | ||||
Build-to-suit lease obligation | [1] | 8,000 | |||
Total current liabilities | 64,914 | 60,385 | [1] | ||
Operating lease liabilities, net of current portion | 8,678 | ||||
Other liabilities | 2,797 | 3,527 | [1] | ||
Total liabilities | 537,728 | 155,703 | [1] | ||
Variable Interest Entity, Primary Beneficiary | |||||
Current assets: | |||||
Cash and cash equivalents | 105,292 | 81,312 | |||
Prepaid expenses and other current assets | 12,404 | 13,934 | |||
Total current assets | 117,696 | 95,246 | |||
Property and equipment, net | 14,241 | 4,170 | |||
Operating lease right-of-use assets, net | 3,687 | ||||
Other assets | 12,331 | 21,950 | |||
Total assets | 147,955 | 121,366 | |||
Current liabilities: | |||||
Accounts payable | 7,044 | 3,571 | |||
Accrued compensation and benefits | 3,560 | 8,137 | |||
Accrued research and development liabilities | 23,796 | 15,760 | |||
Accrued professional services | 1,899 | 1,172 | |||
Operating lease liabilities, current portion | 1,456 | ||||
Build-to-suit lease obligation | 8,000 | ||||
Other accrued liabilities | 4,885 | 1,133 | |||
Total current liabilities | 42,640 | 37,773 | |||
Operating lease liabilities, net of current portion | 3,428 | ||||
Other liabilities | 24 | 1,136 | |||
Total liabilities | 46,092 | 38,909 | |||
Adrenas | Variable Interest Entity, Primary Beneficiary | |||||
Current assets: | |||||
Cash and cash equivalents | 8,238 | 6,453 | |||
Prepaid expenses and other current assets | 1,072 | 906 | |||
Total current assets | 9,310 | 7,359 | |||
Property and equipment, net | 3,397 | 3,189 | |||
Operating lease right-of-use assets, net | 1,821 | ||||
Total assets | 14,528 | 10,548 | |||
Current liabilities: | |||||
Accounts payable | 445 | 526 | |||
Accrued compensation and benefits | 270 | 923 | |||
Accrued research and development liabilities | 844 | 757 | |||
Accrued professional services | 278 | 83 | |||
Operating lease liabilities, current portion | 269 | ||||
Other accrued liabilities | 128 | 290 | |||
Total current liabilities | 2,234 | 2,579 | |||
Operating lease liabilities, net of current portion | 2,629 | ||||
Other liabilities | 951 | ||||
Total liabilities | 4,863 | 3,530 | |||
Aspa | Variable Interest Entity, Primary Beneficiary | |||||
Current assets: | |||||
Cash and cash equivalents | 8,704 | 1,695 | |||
Prepaid expenses and other current assets | 562 | 758 | |||
Total current assets | 9,266 | 2,453 | |||
Property and equipment, net | 10,256 | 274 | |||
Other assets | 10,000 | ||||
Total assets | 19,522 | 12,727 | |||
Current liabilities: | |||||
Accounts payable | 239 | 219 | |||
Accrued compensation and benefits | 82 | 156 | |||
Accrued research and development liabilities | 638 | 567 | |||
Accrued professional services | 130 | 280 | |||
Build-to-suit lease obligation | 8,000 | ||||
Other accrued liabilities | 4,038 | 38 | |||
Total current liabilities | 5,127 | 9,260 | |||
Total liabilities | 5,127 | 9,260 | |||
ML Bio | Variable Interest Entity, Primary Beneficiary | |||||
Current assets: | |||||
Cash and cash equivalents | 13,369 | 7,432 | |||
Prepaid expenses and other current assets | 32 | 17 | |||
Total current assets | 13,401 | 7,449 | |||
Property and equipment, net | 93 | 98 | |||
Total assets | 13,494 | 7,547 | |||
Current liabilities: | |||||
Accounts payable | 588 | 19 | |||
Accrued compensation and benefits | 75 | 67 | |||
Accrued research and development liabilities | 89 | ||||
Accrued professional services | 24 | 7 | |||
Other accrued liabilities | 2 | ||||
Total current liabilities | 778 | 93 | |||
Total liabilities | 778 | 93 | |||
QED | Variable Interest Entity, Primary Beneficiary | |||||
Current assets: | |||||
Cash and cash equivalents | 29,506 | 27,781 | |||
Prepaid expenses and other current assets | 5,843 | 7,282 | |||
Total current assets | 35,349 | 35,063 | |||
Property and equipment, net | 252 | 281 | |||
Operating lease right-of-use assets, net | 1,435 | ||||
Other assets | 11,629 | 11,313 | |||
Total assets | 48,665 | 46,657 | |||
Current liabilities: | |||||
Accounts payable | 2,901 | 1,443 | |||
Accrued compensation and benefits | 1,120 | 3,396 | |||
Accrued research and development liabilities | 14,653 | 8,931 | |||
Accrued professional services | 602 | 435 | |||
Operating lease liabilities, current portion | 1,061 | ||||
Other accrued liabilities | 193 | 180 | |||
Total current liabilities | 20,530 | 14,385 | |||
Operating lease liabilities, net of current portion | 476 | ||||
Other liabilities | 161 | ||||
Total liabilities | 21,006 | 14,546 | |||
TheRas, Inc | Variable Interest Entity, Primary Beneficiary | |||||
Current assets: | |||||
Cash and cash equivalents | 6,351 | ||||
Prepaid expenses and other current assets | 2,555 | ||||
Total current assets | 8,906 | ||||
Property and equipment, net | 3 | ||||
Total assets | 8,909 | ||||
Current liabilities: | |||||
Accounts payable | 23 | ||||
Accrued compensation and benefits | 243 | ||||
Accrued research and development liabilities | 212 | ||||
Accrued professional services | 4 | ||||
Other accrued liabilities | 33 | ||||
Total current liabilities | 515 | ||||
Total liabilities | 515 | ||||
Calcilytix | Variable Interest Entity, Primary Beneficiary | |||||
Current assets: | |||||
Cash and cash equivalents | 13,714 | ||||
Prepaid expenses and other current assets | 138 | ||||
Total current assets | 13,852 | ||||
Property and equipment, net | 6 | ||||
Other assets | 278 | ||||
Total assets | 14,136 | ||||
Current liabilities: | |||||
Accounts payable | 104 | ||||
Accrued compensation and benefits | 364 | ||||
Accrued research and development liabilities | 847 | ||||
Accrued professional services | 4 | ||||
Other accrued liabilities | 7 | ||||
Total current liabilities | 1,326 | ||||
Total liabilities | 1,326 | ||||
All Other | Variable Interest Entity, Primary Beneficiary | |||||
Current assets: | |||||
Cash and cash equivalents | 31,761 | 31,600 | |||
Prepaid expenses and other current assets | 4,757 | 2,416 | |||
Total current assets | 36,518 | 34,016 | |||
Property and equipment, net | 237 | 325 | |||
Operating lease right-of-use assets, net | 431 | ||||
Other assets | 424 | 637 | |||
Total assets | 37,610 | 34,978 | |||
Current liabilities: | |||||
Accounts payable | 2,767 | 1,341 | |||
Accrued compensation and benefits | 1,649 | 3,352 | |||
Accrued research and development liabilities | 6,725 | 5,293 | |||
Accrued professional services | 861 | 363 | |||
Operating lease liabilities, current portion | 126 | ||||
Other accrued liabilities | 517 | 592 | |||
Total current liabilities | 12,645 | 10,941 | |||
Operating lease liabilities, net of current portion | 323 | ||||
Other liabilities | 24 | 24 | |||
Total liabilities | $ 12,992 | $ 10,965 | |||
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. |
Noncontrolling Interests - Addi
Noncontrolling Interests - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Noncontrolling Interest [Abstract] | ||
Adjustments of carrying value of noncontrolling interest additional paid-in capital | $ 11.6 | $ (3) |
Noncontrolling Interests - Sche
Noncontrolling Interests - Schedule of Redeemable Convertible Noncontrolling Interests Balance (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2020 | Mar. 31, 2019 | ||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Temporary equity, beginning balance | $ 2,243 | [1] | $ 122 | [2] | |
Net loss attributable to redeemable convertible noncontrolling interest | (790) | ||||
Transfers to redeemable convertible noncontrolling interest | 870 | ||||
Temporary equity, ending balance | 3,053 | 202 | |||
Redeemable Convertible Noncontrolling Interests | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Temporary equity, beginning balance | [2] | 2,243 | |||
Issuance of redeemable convertible noncontrolling interest | 1,102 | ||||
Net loss attributable to redeemable convertible noncontrolling interest | (866) | ||||
Transfers to redeemable convertible noncontrolling interest | 574 | ||||
Temporary equity, ending balance | 3,053 | $ 202 | |||
Redeemable Convertible Noncontrolling Interests | Orfan Biotech, Inc | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Temporary equity, beginning balance | 74 | ||||
Net loss attributable to redeemable convertible noncontrolling interest | (16) | ||||
Temporary equity, ending balance | 58 | ||||
Redeemable Convertible Noncontrolling Interests | QED Therapeutics, Inc | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Temporary equity, beginning balance | 612 | ||||
Net loss attributable to redeemable convertible noncontrolling interest | (468) | ||||
Transfers to redeemable convertible noncontrolling interest | 316 | ||||
Temporary equity, ending balance | 460 | ||||
Redeemable Convertible Noncontrolling Interests | ML Bio | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Temporary equity, beginning balance | 1,557 | ||||
Issuance of redeemable convertible noncontrolling interest | 1,000 | ||||
Net loss attributable to redeemable convertible noncontrolling interest | (338) | ||||
Transfers to redeemable convertible noncontrolling interest | 258 | ||||
Temporary equity, ending balance | 2,477 | ||||
Redeemable Convertible Noncontrolling Interests | Shift Therapeutics, Inc. | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Issuance of redeemable convertible noncontrolling interest | 102 | ||||
Net loss attributable to redeemable convertible noncontrolling interest | (44) | ||||
Temporary equity, ending balance | $ 58 | ||||
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. | ||||
[2] | The consolidated balances as of December 31, 2019 and 2018 are derived from the audited consolidated financial statements as of that date. The consolidated balances as of December 31, 2018 were retroactively adjusted, including shares and per share amounts, as a result of the 2019 Reorganization. See Note 13 to the condensed consolidated financial statements for additional details. |
Noncontrolling Interests - Sc_2
Noncontrolling Interests - Schedule of Noncontrolling Interests Balance (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($) | ||
Minority Interest [Line Items] | ||
Noncontrolling interests, beginning balance | $ 65,279 | [1] |
Issuance of noncontrolling interest | 26,565 | |
Transfers to (from) noncontrolling interest | (12,175) | |
Net income (loss) attributable to noncontrolling interest | (11,366) | |
Noncontrolling interests, ending balance | 68,303 | |
Adrenas Therapeutics, Inc | ||
Minority Interest [Line Items] | ||
Noncontrolling interests, beginning balance | 696 | |
Issuance of noncontrolling interest | 6 | |
Transfers to (from) noncontrolling interest | 883 | |
Net income (loss) attributable to noncontrolling interest | (316) | |
Noncontrolling interests, ending balance | 1,269 | |
Aspa | ||
Minority Interest [Line Items] | ||
Noncontrolling interests, beginning balance | 250 | |
Issuance of noncontrolling interest | 9 | |
Transfers to (from) noncontrolling interest | 649 | |
Net income (loss) attributable to noncontrolling interest | (195) | |
Noncontrolling interests, ending balance | 713 | |
Eidos | ||
Minority Interest [Line Items] | ||
Noncontrolling interests, beginning balance | 59,722 | |
Issuance of noncontrolling interest | 26,248 | |
Transfers to (from) noncontrolling interest | (15,329) | |
Net income (loss) attributable to noncontrolling interest | (8,078) | |
Noncontrolling interests, ending balance | 62,563 | |
PTR | ||
Minority Interest [Line Items] | ||
Noncontrolling interests, beginning balance | 1,298 | |
Issuance of noncontrolling interest | 1 | |
Transfers to (from) noncontrolling interest | 4 | |
Net income (loss) attributable to noncontrolling interest | (1,238) | |
Noncontrolling interests, ending balance | 65 | |
Venthera, Inc. | ||
Minority Interest [Line Items] | ||
Noncontrolling interests, beginning balance | 140 | |
Issuance of noncontrolling interest | 16 | |
Transfers to (from) noncontrolling interest | 513 | |
Net income (loss) attributable to noncontrolling interest | (324) | |
Noncontrolling interests, ending balance | 345 | |
All Other | ||
Minority Interest [Line Items] | ||
Noncontrolling interests, beginning balance | 3,173 | |
Issuance of noncontrolling interest | 285 | |
Transfers to (from) noncontrolling interest | 1,105 | |
Net income (loss) attributable to noncontrolling interest | (1,215) | |
Noncontrolling interests, ending balance | $ 3,348 | |
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. |
PellePharm Investment - Additio
PellePharm Investment - Additional Information (Detail) - PellePharm, Inc - USD ($) | 3 Months Ended | 18 Months Ended | |||
Mar. 31, 2020 | Dec. 31, 2016 | Dec. 31, 2019 | Mar. 31, 2019 | Jul. 31, 2015 | |
Schedule Of Investments [Line Items] | |||||
Initial investment | $ 4,500,000 | ||||
Equity method investment | $ 0 | $ 0 | $ 0 | ||
Preferred stock ownership percentage | 61.90% | ||||
Equity security investment | $ 0 | ||||
Impairments related to investment | $ 0 | ||||
Minimum | |||||
Schedule Of Investments [Line Items] | |||||
Ownership interest percentage | 50.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | ||
Potential milestone compensation | $ 23,600 | |
Compensation expense recognized | 0 | |
Accrued termination charges | $ 0 | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Details) | Apr. 27, 2020USD ($) | Mar. 09, 2020USD ($)TradingDay$ / sharesshares | Mar. 04, 2020USD ($)$ / sharesshares | Nov. 13, 2019USD ($) | Jul. 31, 2019 | Dec. 31, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | May 31, 2019USD ($) |
Debt Instrument [Line Items] | ||||||||||
Purchase of capped calls | $ 49,280,000 | |||||||||
Repurchase of common stock | 75,000,000 | |||||||||
Hercules Capital, Inc | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Payment in kind, interest rate | 83.33% | |||||||||
Debt instrument interest only extension date | Jul. 1, 2021 | |||||||||
Debt instrument maturity date extension | Jan. 1, 2023 | |||||||||
Interest expense | 1,500,000 | $ 1,700,000 | ||||||||
Amortization of debt discount and issuance costs | 400,000 | $ 400,000 | ||||||||
Hercules Capital, Inc | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument interest only extension date | Jul. 1, 2022 | |||||||||
Debt instrument maturity date extension | Nov. 1, 2023 | |||||||||
Debt instrument interest only extension date, one | Jan. 1, 2023 | |||||||||
Debt instrument interest only extension date, two | Jul. 1, 2023 | |||||||||
Debt instrument amended maturity extended date | May 1, 2024 | |||||||||
Debt instrument, additional increase available in loan facilities | $ 125,000,000 | |||||||||
Debt instrument, additional increase available in loan facilities no later than December 15, 2020 | 25,000,000 | |||||||||
Debt instrument, additional increase available in loan facilities no later than December 15, 2021 | 25,000,000 | |||||||||
Debt instrument, additional increase available in loan facilities upon achievement of certain performance milestones | 25,000,000 | |||||||||
Debt instrument, additional increase available in loan facilities no later than December 15, 2022 | $ 50,000,000 | |||||||||
Hercules Capital, Inc | Maximum | Payment in Kind | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Cash payment interest | 1.50% | |||||||||
Silicon Valley Bank and Hercules Loan Agreement | Maximum | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument face amount | $ 55,000,000 | |||||||||
Share Repurchase Transactions | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repurchase of common stock | $ 75,000,000 | |||||||||
Stock repurchased during period, shares | shares | 2,414,681 | |||||||||
Repurchase of common stock price per share | $ / shares | $ 31.06 | |||||||||
2027 Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument face amount | $ 550,000,000 | $ 550,000,000 | ||||||||
Stated interest rate | 2.50% | 2.50% | ||||||||
Maturity date | Mar. 15, 2027 | |||||||||
Proceeds from initial purchasers in note offering | $ 75,000,000 | |||||||||
Debt instrument, frequency of interest payment | semiannually | |||||||||
Interest payable beginning date | Sep. 15, 2020 | |||||||||
Description of payment terms of notes | The 2027 Notes are senior, unsecured obligations of BridgeBio and will accrue interest payable semiannually in arrears on March 15 and September 15 of each year, beginning on September 15, 2020, at a rate of 2.50% per year. | |||||||||
Proceeds from issuance of notes after deducting discount and offering expenses | $ 537,000,000 | |||||||||
Purchase of capped calls | 49,300,000 | |||||||||
Repurchase of common stock | 75,000,000 | |||||||||
Denomination of the principal amount of debt in consideration conversion of the notes | $ 1,000 | |||||||||
Debt instrument, convertible, threshold trading days | TradingDay | 20 | |||||||||
Debt instrument, convertible, threshold consecutive trading days | TradingDay | 30 | |||||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130.00% | |||||||||
Number of consecutive trading day period (Measurement period) for conversion of notes | 5 days | |||||||||
Number of business days in consideration of conversion of notes | 5 days | |||||||||
Threshold percentage of stock price trigger in measurement period | 98.00% | |||||||||
Conversion rate | 23.4151 | |||||||||
Initial conversion price per share | $ / shares | $ 42.71 | |||||||||
Number of shares converted | shares | 12,878,305 | |||||||||
Percentage of principal amount to be repurchased in fundamental change | 100.00% | |||||||||
Minimum threshold percentage of aggregate principal by trustee or holders | 25.00% | |||||||||
Debt issuance costs including initial purchasers discounts, legal and other professional fees | $ 13,000,000 | |||||||||
Debt issuance costs allocated to equity component | 4,100,000 | |||||||||
Debt issuance costs allocated to liability component | $ 8,900,000 | $ 8,875,000 | ||||||||
Expected life of notes | 7 years | |||||||||
Effective interest rate on liability component | 8.80% | |||||||||
Debt instrument, principal outstanding | $ 550,000,000 | |||||||||
Interest expense | 2,014,000 | |||||||||
Debt instrument drawn amount | $ 647,892,000 | |||||||||
Capped Call Transactions | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Purchase of capped calls | $ 49,300,000 | |||||||||
Initial conversion price per share | $ / shares | $ 42.71 | |||||||||
Capped call transaction, cap price per share | $ / shares | $ 62.12 | |||||||||
Premium over last reported sale price percentage | 100.00% | |||||||||
Number of shares convertible | shares | 12,878,305 | |||||||||
Adjustments to additional paid in capital related to premium payments | $ (49,300,000) | |||||||||
Tranche I | Hercules Capital, Inc | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument face amount | $ 35,000,000 | |||||||||
Stated interest rate | 8.85% | |||||||||
Maturity date | Jan. 1, 2022 | |||||||||
Debt instrument, frequency of interest payment | payable monthly | |||||||||
Maturity period | 42 months | |||||||||
Debt instrument, principal payments | $ 0 | |||||||||
Tranche I | Hercules Capital, Inc | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8.75% | |||||||||
Tranche I | Hercules Capital, Inc | Prime Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8.85% | |||||||||
Interest rate | 3.85% | |||||||||
Tranche I | Hercules Capital, Inc | Prime Rate | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate | 3.85% | |||||||||
Tranche II | Hercules Capital, Inc | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument face amount | $ 20,000,000 | |||||||||
Stated interest rate | 8.60% | |||||||||
Maturity date | Jul. 1, 2022 | |||||||||
Debt instrument, frequency of interest payment | payable monthly | |||||||||
Debt instrument, principal outstanding | $ 55,000,000 | |||||||||
Tranche II | Hercules Capital, Inc | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8.60% | |||||||||
Tranche II | Hercules Capital, Inc | Prime Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8.60% | |||||||||
Interest rate | 2.85% | |||||||||
Tranche II | Hercules Capital, Inc | Prime Rate | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate | 2.85% | |||||||||
Tranche III | Hercules Capital, Inc | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument face amount | $ 20,000,000 | |||||||||
Stated interest rate | 9.10% | |||||||||
Debt instrument, frequency of interest payment | payable monthly | |||||||||
Debt instrument, principal outstanding | $ 75,000,000 | |||||||||
Tranche III | Hercules Capital, Inc | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8.85% | |||||||||
Tranche III | Hercules Capital, Inc | Prime Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 9.10% | |||||||||
Interest rate | 3.10% | |||||||||
Tranche III | Hercules Capital, Inc | Prime Rate | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate | 3.10% | |||||||||
Tranche A Loan | Silicon Valley Bank and Hercules Loan Agreement | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8.50% | |||||||||
Maturity date | Oct. 2, 2023 | |||||||||
Debt instrument, principal outstanding | $ 16,300,000 | |||||||||
Debt instrument end date of available for drawn | Oct. 31, 2020 | |||||||||
Debt instrument drawn amount | $ 17,500,000 | |||||||||
Debt instrument end date of interest only payments | Nov. 1, 2021 | |||||||||
Commitment fee | $ 300,000 | |||||||||
Final payment charge percentage | 5.95% | |||||||||
Unamortized debt discounts | 2,200,000 | |||||||||
Interest expense and amortization of debt discount | $ 500,000 | |||||||||
Tranche A Loan | Silicon Valley Bank and Hercules Loan Agreement | Prime Rate | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate | 3.25% | 8.50% | ||||||||
Tranche A Loan | Silicon Valley Bank and Hercules Loan Agreement | Maximum | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument face amount | $ 17,500,000 | |||||||||
Percentage of prepayment fee | 2.50% | |||||||||
Tranche A Loan | Silicon Valley Bank and Hercules Loan Agreement | Minimum | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Percentage of prepayment fee | 0.75% | |||||||||
Tranche B Loan | Silicon Valley Bank and Hercules Loan Agreement | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument end date of available for drawn | Oct. 31, 2020 | |||||||||
Tranche B Loan | Silicon Valley Bank and Hercules Loan Agreement | Maximum | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument face amount | $ 22,500,000 | |||||||||
Tranche C Loan | Silicon Valley Bank and Hercules Loan Agreement | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument end date of available for drawn | Sep. 30, 2021 | |||||||||
Tranche C Loan | Silicon Valley Bank and Hercules Loan Agreement | Maximum | Eidos | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument face amount | $ 15,000,000 |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding 2027 Notes Balances (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Mar. 09, 2020 | Dec. 31, 2019 | [1] |
Liability component | ||||
Net carrying amount | $ 92,416 | $ 91,791 | ||
2027 Notes | ||||
Liability component | ||||
Principal | 550,000 | |||
Unamortized debt discount | (172,202) | |||
Unamortized debt issuance costs | (8,875) | $ (8,900) | ||
Net carrying amount | 368,923 | |||
Equity component, net of issuance costs | $ 169,173 | |||
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. |
Debt - Schedule of Total Intere
Debt - Schedule of Total Interest Expense Recognized Related to 2027 Notes (Details) - 2027 Notes $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Debt Instrument [Line Items] | |
Contractual interest expense | $ 879 |
Amortization of debt discount | 1,079 |
Amortization of debt issuance costs | 56 |
Total interest and amortization expense | $ 2,014 |
Debt - Schedule of Future Minim
Debt - Schedule of Future Minimum Payments under 2027 Notes (Details) - 2027 Notes $ in Thousands | Mar. 31, 2020USD ($) |
Debt Instrument [Line Items] | |
Remainder of 2020 | $ 7,295 |
2021 | 13,941 |
2022 | 13,941 |
2023 | 13,941 |
2024 | 13,979 |
Thereafter | 584,795 |
Total future payments | 647,892 |
Less amounts representing interest | (97,892) |
Total principal amount | $ 550,000 |
License Agreements - Additional
License Agreements - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Research and development expenses | $ 68,225,000 | $ 44,853,000 |
Eidos | Stanford License Agreement | Leland Stanford Junior University | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Research and development expenses | 0 | 200,000 |
TheRas, Inc | The Regents Of The University Of California License Agreement | Regents of University of California | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Research and development expenses | 0 | 0 |
TheRas, Inc | Leidos Biomedical Research License and Cooperative Research and Development Agreements | Leidos Biomedical Research, Inc | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Research and development expenses | 900,000 | 200,000 |
QED Therapeutics, Inc | Foundation Medicine Diagnostics Agreement | Foundation Medicine, Inc | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Research and development expenses | $ 1,800,000 | $ 0 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | Jan. 01, 2020 | Dec. 31, 2019 | Mar. 31, 2020 | |
Lessee Lease Description [Line Items] | ||||
Weighted average remaining lease term | 6 years 1 month 6 days | |||
Operating lease, existence of option to extend | true | |||
Weighted average discount rate | 6.20% | |||
Cash paid for amounts included in measurement of operating lease liabilities | $ 700 | |||
One time fees asset non-current | $ 10,000 | |||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:AssetsNoncurrent | |||
Build-to-suit lease liability | [1] | $ 8,000 | ||
Remaining payable recorded as other current liabilities | $ 4,000 | |||
Accounting Standards Update 2016-02 | Build-to-Suit Lease Asset | ||||
Lessee Lease Description [Line Items] | ||||
New accounting pronouncement effect of adoption | $ (10,000) | |||
Accounting Standards Update 2016-02 | Construction-in-Progress | ||||
Lessee Lease Description [Line Items] | ||||
New accounting pronouncement effect of adoption | $ 10,000 | |||
Manufacturing Agreement | ||||
Lessee Lease Description [Line Items] | ||||
Lease agreement expiration | 5 years | |||
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. |
Leases - Components of Lease Co
Leases - Components of Lease Cost (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Leases [Abstract] | |
Straight line lease cost | $ 694 |
Variable lease payments | 159 |
Total lease cost | $ 853 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments for Noncancelable Operating Leases under ASC 842 (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Leases [Abstract] | |
Remainder of 2020 | $ 2,340 |
2021 | 2,724 |
2022 | 1,902 |
2023 | 1,485 |
2024 | 1,224 |
Thereafter | 3,798 |
Total future minimum lease payments | 13,473 |
Imputed interest | (2,285) |
Operating lease liabilities | 11,188 |
Operating lease liabilities, current portion | 2,510 |
Operating lease liabilities, net of current portion | 8,678 |
Total operating lease liabilities | $ 11,188 |
Leases - Schedule of Future M_2
Leases - Schedule of Future Minimum Lease Payments for Noncancelable Operating Leases under ASC 840 (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 2,811 |
2021 | 2,515 |
2022 | 1,812 |
2023 | 1,485 |
2024 | 1,272 |
Thereafter | 1,816 |
Total future minimum lease payments | $ 11,711 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
License and Exclusivity Agreement | Equity Method Investee | |
Related Party Transaction [Line Items] | |
Proceeds from reimbursement for research and development expenses | $ 2.8 |
2019 Reorganization and Initi_3
2019 Reorganization and Initial Public Offering - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 01, 2019 | Jun. 13, 2019 |
Common Stock | ||
Reorganization And Initial Public Offering [Line Items] | ||
Net proceeds from IPO, after deducting underwriters’ discounts and commissions | $ 366.2 | |
Underwriters' discounts and commissions | 28.1 | |
Deferred offering costs | $ 6.5 | |
Initial Public Offering | Common Stock | ||
Reorganization And Initial Public Offering [Line Items] | ||
Sale of stock, number of shares issued and sold | 23,575,000 | |
Sale of stock, public offering price per share | $ 17 | |
Over-Allotment Option | Common Stock | ||
Reorganization And Initial Public Offering [Line Items] | ||
Sale of stock, number of shares issued and sold | 3,075,000 | |
BBP LLC | ||
Reorganization And Initial Public Offering [Line Items] | ||
Plan of reorganization, exchanged for number of shares | 6,819,455 |
2019 Reorganization and Initi_4
2019 Reorganization and Initial Public Offering - Summary of Reorganization Occurred at Beginning of Earliest Period Presented in Financial Statements (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | [2] | |
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | $ 3,053 | $ 2,243 | [1] | $ 202 | $ 122 | |
Stockholders’ equity: | ||||||
Undesignated preferred stock | [1] | |||||
Common stock | 124 | 124 | [1] | 92 | ||
Additional paid-in capital | 986,746 | 848,107 | [1] | 492,678 | ||
Accumulated deficit | (531,881) | (440,031) | [1] | (240,629) | ||
Total BridgeBio stockholders' equity | 380,715 | 408,454 | [1] | 252,141 | ||
Noncontrolling interests | 68,303 | 65,279 | [1] | 58,318 | ||
Total stockholders' equity | 449,018 | 473,733 | [1],[2] | 310,459 | $ 377,240 | |
Redeemable Convertible Noncontrolling Interests | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | $ 3,053 | $ 2,243 | [2] | 202 | ||
As Reported | ||||||
Stockholders’ equity: | ||||||
Undesignated preferred stock | ||||||
Accumulated deficit | (234,733) | |||||
Total BridgeBio stockholders' equity | (234,733) | |||||
Noncontrolling interests | 58,318 | |||||
Total stockholders' equity | (176,415) | |||||
As Reported | Redeemable Convertible Preferred Units | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | 479,044 | |||||
As Reported | Redeemable Founder Units | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | 1,754 | |||||
As Reported | Redeemable Common Units | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | 1,645 | |||||
As Reported | Management Incentive Units | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | 4,431 | |||||
As Reported | Redeemable Convertible Noncontrolling Interests | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | 202 | |||||
Adjustment | ||||||
Stockholders’ equity: | ||||||
Undesignated preferred stock | ||||||
Common stock | 92 | |||||
Additional paid-in capital | 492,678 | |||||
Accumulated deficit | (5,896) | |||||
Total BridgeBio stockholders' equity | 486,874 | |||||
Total stockholders' equity | 486,874 | |||||
Adjustment | Redeemable Convertible Preferred Units | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | (479,044) | |||||
Adjustment | Redeemable Founder Units | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | (1,754) | |||||
Adjustment | Redeemable Common Units | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | (1,645) | |||||
Adjustment | Management Incentive Units | ||||||
Reorganization And Initial Public Offering [Line Items] | ||||||
Redeemable convertible noncontrolling interests | $ (4,431) | |||||
[1] | The condensed consolidated balance sheet as of December 31, 2019 is derived from the audited consolidated financial statements as of that date. | |||||
[2] | The consolidated balances as of December 31, 2019 and 2018 are derived from the audited consolidated financial statements as of that date. The consolidated balances as of December 31, 2018 were retroactively adjusted, including shares and per share amounts, as a result of the 2019 Reorganization. See Note 13 to the condensed consolidated financial statements for additional details. |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Equity Based Compensation for Employees and Non Employees (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | $ 10,222 | $ 2,232 |
BridgeBio Equity Plan | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 8,063 | 1,236 |
Eidos | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 1,927 | 964 |
Other Subsidiaries Equity Plan | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 232 | 32 |
Research and Development Expense | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 1,640 | 469 |
Research and Development Expense | BridgeBio Equity Plan | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 603 | |
Research and Development Expense | Eidos | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 915 | 452 |
Research and Development Expense | Other Subsidiaries Equity Plan | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 122 | 17 |
General and Administrative | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 8,582 | 1,763 |
General and Administrative | BridgeBio Equity Plan | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 7,460 | 1,236 |
General and Administrative | Eidos | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | 1,012 | 512 |
General and Administrative | Other Subsidiaries Equity Plan | ||
Employee And Non Employee Service Share Based Compensation [Line Items] | ||
Total stock-based compensation | $ 110 | $ 15 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 25, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Nov. 13, 2019 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Equity-based compensation | $ 10,222 | $ 2,232 | |||
2019 Employee Stock Purchase Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Equity-based compensation | $ 100 | ||||
Common shares reserved for future issuance | 3,172,865 | ||||
Market-Based RSUs | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Equity-based compensation | $ 1,000 | ||||
Unrecognized compensation cost | $ 600 | ||||
Unvested shares of restricted stock outstanding | 55,614 | 129,871 | |||
Vesting period | 3 years | ||||
Award market capitalization value | $ 5,000,000 | ||||
Vesting percentage | 100.00% | ||||
Aggregate grant date fair value of awards | $ 3,800 | ||||
Unvested Shares of Restricted Stock Outstanding, Granted | 2,380 | ||||
Weighted-Average Grant Date Fair Value, Granted | $ 34.81 | ||||
Performance Based Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unvested Shares of Restricted Stock Outstanding, Granted | 3,843 | ||||
Weighted-Average Grant Date Fair Value, Granted | $ 34.81 | ||||
Shares cancelled | 0 | ||||
Management Incentive Units and Common Units | BBP LLC | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Equity-based compensation | $ 1,200 | ||||
2019 Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of common shares initially reserved for issuance of awards | 6,182,914 | ||||
Percentage of increase in number of shares reserved and available for issuance in proportion to common stock outstanding | 5.00% | ||||
2019 Plan | Common Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of common shares initially reserved for issuance of awards | 11,500,000 | 1,000,000 | |||
2019 Plan and 2019 Inducement Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unvested shares of restricted stock outstanding | 4,998,744 | 5,603,452 | |||
2019 Plan and 2019 Inducement Plan | Employee Stock Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Equity-based compensation | $ 2,900 | ||||
Unrecognized compensation cost | $ 32,200 | ||||
Unrecognized compensation cost, period for recognition | 3 years 2 months 12 days | ||||
Vesting period | 4 years | ||||
2019 Plan and 2019 Inducement Plan | Restricted Stock Awards | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Equity-based compensation | $ 700 | ||||
Unrecognized compensation cost, period for recognition | 3 years 8 months 12 days | ||||
Unrecognized compensation cost | $ 10,800 | ||||
Unvested shares of restricted stock outstanding | 366,505 | 362,163 | |||
Unvested Shares of Restricted Stock Outstanding, Granted | 19,908 | ||||
Weighted-Average Grant Date Fair Value, Granted | $ 34.49 | ||||
2019 Plan and 2019 Inducement Plan | Restricted Stock Awards | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Equity-based compensation | $ 3,000 | ||||
Unrecognized compensation cost, period for recognition | 3 years 4 months 24 days | ||||
Unrecognized compensation cost | $ 21,800 | ||||
Unvested shares of restricted stock outstanding | 4,998,744 | 5,603,452 | |||
Eidos 2016 Equity Incentive Plan and Eidos 2018 Stock Option and Incentive Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized compensation cost, period for recognition | 2 years 9 months 18 days | ||||
Unrecognized stock-based compensation cost related to unvested stock | $ 14,600 |
Equity-Based Compensation - S_2
Equity-Based Compensation - Summary of Shares Activity under Plans (Details) - shares | 3 Months Ended | ||
Mar. 31, 2020 | Nov. 13, 2019 | Jun. 25, 2019 | |
2019 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Beginning balance, Awards available for grant | 53,067 | ||
Number of common shares authorized to issue for issuance of awards | 6,182,914 | ||
Ending balance, Awards available for grant | 6,127,824 | ||
2019 Plan | Common Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of common shares authorized to issue for issuance of awards | 1,000,000 | 11,500,000 | |
Granted, Awards available for grant | (8,491) | ||
2019 Plan | Employee Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted, Awards available for grant | (116,481) | ||
Cancelled, Awards available for grant | 1,249 | ||
2019 Plan | Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Cancelled, Awards available for grant | 15,566 | ||
2019 Inducement Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Beginning balance, Awards available for grant | 489,064 | ||
Ending balance, Awards available for grant | 360,760 | ||
2019 Inducement Plan | Employee Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted, Awards available for grant | (102,173) | ||
2019 Inducement Plan | Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted, Awards available for grant | (19,908) | ||
2019 Inducement Plan | Market-Based RSUs | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted, Awards available for grant | (2,380) | ||
2019 Inducement Plan | Performance Based Restricted Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted, Awards available for grant | (3,843) |
Equity-Based Compensation - S_3
Equity-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Eidos | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Options Outstanding, Outstanding, Beginning balance | 1,335,755 | |
Options Outstanding, Granted | 93,798 | |
Options Outstanding, Exercised | (39,393) | |
Options Outstanding, Cancelled | (7,292) | |
Options Outstanding, Outstanding, Ending balance | 1,382,868 | 1,335,755 |
Options Outstanding, Exercisable | 285,005 | |
Weighted-Average Exercise Price per Option, Outstanding, Beginning balance | $ 16.91 | |
Weighted-Average Exercise Price per Option, Granted | 51.57 | |
Weighted-Average Exercise Price per Option, Exercised | 4.89 | |
Weighted-Average Exercise Price per Option, Cancelled | 16.88 | |
Weighted-Average Exercise Price per Option, Outstanding, Ending balance | 19.60 | $ 16.91 |
Weighted-Average Exercise Price per Option, Exercisable | $ 11.95 | |
Weighted-Average Remaining Contractual Life (years), Outstanding, Ending balance | 8 years 7 months 17 days | 8 years 9 months 7 days |
Weighted-Average Remaining Contractual Life (years), Exercisable | 8 years 3 months 21 days | |
Aggregate Intrinsic Value, Outstanding, Ending balance | $ 40,642 | $ 54,071 |
Aggregate Intrinsic Value, Exercisable | $ 10,557 | |
Beginning balance, Awards available for grant | 1,935,054 | |
Granted, Awards available for grant | (93,798) | |
Cancelled, Awards available for grant | 7,292 | |
Ending balance, Awards available for grant | 1,848,548 | 1,935,054 |
Options Outstanding, Vested and expected to vest | 1,382,868 | |
Weighted-Average Exercise Price per Option, vested and expected to vest | $ 19.60 | |
Weighted-Average Remaining Contractual Life (years), Options vested and expected to vest | 8 years 7 months 17 days | |
Aggregate Intrinsic Value, Option vested and expected to vest | $ 40,642 | |
2019 Plan and 2019 Inducement Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Options Outstanding, Outstanding, Beginning balance | 4,626,777 | |
Options Outstanding, Granted | 218,654 | |
Options Outstanding, Exercised | (31,121) | |
Options Outstanding, Cancelled | (1,249) | |
Options Outstanding, Outstanding, Ending balance | 4,813,061 | 4,626,777 |
Options Outstanding, Exercisable | 740,973 | |
Weighted-Average Exercise Price per Option, Outstanding, Beginning balance | $ 20.10 | |
Weighted-Average Exercise Price per Option, Granted | 34.66 | |
Weighted-Average Exercise Price per Option, Exercised | 17 | |
Weighted-Average Exercise Price per Option, Cancelled | 17 | |
Weighted-Average Exercise Price per Option, Outstanding, Ending balance | 20.79 | $ 20.10 |
Weighted-Average Exercise Price per Option, Exercisable | $ 18.24 | |
Weighted-Average Remaining Contractual Life (years), Outstanding, Ending balance | 9 years 3 months 18 days | 9 years 7 months 6 days |
Weighted-Average Remaining Contractual Life (years), Exercisable | 9 years 3 months 18 days | |
Aggregate Intrinsic Value, Outstanding, Ending balance | $ 45,171 | $ 70,348 |
Aggregate Intrinsic Value, Exercisable | $ 8,118 |
Equity-Based Compensation - S_4
Equity-Based Compensation - Summary of Restricted Stock Units Activity (Details) - 2019 Plan and 2019 Inducement Plan | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Beginning balance | 5,603,452 |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Ending balance | 4,998,744 |
Restricted Stock Units (RSUs) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Beginning balance | 362,163 |
Unvested Shares of Restricted Stock Outstanding, Granted | 19,908 |
Unvested Shares of Restricted Stock Outstanding, Cancelled | (15,566) |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Ending balance | 366,505 |
Weighted-Average Grant Date Fair Value, Outstanding, Beginning balance | $ / shares | $ 31.98 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 34.49 |
Weighted-Average Grant Date Fair Value, Cancelled | $ / shares | 37.45 |
Weighted-Average Grant Date Fair Value, Outstanding, Ending balance | $ / shares | $ 31.89 |
Equity-Based Compensation - S_5
Equity-Based Compensation - Summary of Restricted Stock Award Activity (Details) - 2019 Plan and 2019 Inducement Plan | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Beginning balance | 5,603,452 |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Ending balance | 4,998,744 |
Restricted Stock Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Beginning balance | 5,603,452 |
Unvested Shares of Restricted Stock Outstanding, Vested | (604,708) |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Ending balance | 4,998,744 |
Weighted-Average Grant Date Fair Value, Outstanding, Beginning balance | $ / shares | $ 3.63 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 2.22 |
Weighted-Average Grant Date Fair Value, Outstanding, Ending balance | $ / shares | $ 3.79 |
Equity-Based Compensation - S_6
Equity-Based Compensation - Summary of Market-Based Restricted Stock Unit Activity (Details) - Market-Based RSUs | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Beginning balance | shares | 129,871 |
Unvested Shares of Restricted Stock Outstanding, Granted | shares | 2,380 |
Unvested Shares of Restricted Stock Outstanding, Vested | shares | (76,637) |
Unvested Shares of Restricted Stock Outstanding, Outstanding, Ending balance | shares | 55,614 |
Weighted-Average Grant Date Fair Value, Outstanding, Beginning balance | $ / shares | $ 28.98 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 34.81 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 41.54 |
Weighted-Average Grant Date Fair Value, Outstanding, Ending balance | $ / shares | $ 11.92 |
Equity-Based Compensation - S_7
Equity-Based Compensation - Summary of Estimated Grant Date Fair Value of Each Equity-Based Awards (Details) | 3 Months Ended |
Mar. 31, 2020$ / shares | |
Employee Stock Options | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected volatility, Minimum | 36.30% |
Expected volatility, Maximum | 40.50% |
Risk-free interest rate, Minimum | 0.95% |
Risk-free interest rate, Maximum | 1.50% |
Weighted-average fair value of stock-based awards granted | $ 13.01 |
2019 Employee Stock Purchase Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 4 months 24 days |
Expected volatility | 32.50% |
Risk-free interest rate | 1.57% |
Weighted-average fair value of stock-based awards granted | $ 10.34 |
Minimum | Employee Stock Options | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 5 years |
Maximum | Employee Stock Options | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 6 years 29 days |
Equity-Based Compensation - S_8
Equity-Based Compensation - Summary of Reserved Shares of Common Stock for Issuance (Details) - shares | Mar. 31, 2020 | Mar. 31, 2019 |
Eidos ESPP Shares Available for Future Grants | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Common stock reserved for issuance | 3,172,865 | |
Eidos | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Common stock reserved for issuance | 3,329,221 | 2,156,452 |
Eidos | Eidos ESPP Shares Available for Future Grants | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Common stock reserved for issuance | 97,805 | 130,166 |
Eidos | Options Issued and Outstanding | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Common stock reserved for issuance | 1,382,868 | 1,307,729 |
Eidos | Employee Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Common stock reserved for issuance | 1,848,548 | 718,557 |
Equity-Based Compensation - S_9
Equity-Based Compensation - Summary of Fair Value of Employee and Non-employee Stock Options Granted (Details) - Eidos | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Employee | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 18 days | 6 years 25 days |
Expected volatility | 71.40% | 72.90% |
Risk-free interest rate | 1.15% | 2.60% |
Non-Employee | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 18 days | 6 years 29 days |
Expected volatility | 71.40% | 73.50% |
Risk-free interest rate | 1.44% | 2.74% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) $ in Millions | Mar. 09, 2020USD ($) |
Other liabilities | |
Operating Loss Carryforwards [Line Items] | |
Deferred tax liability, net | $ 1.4 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Common Stock Equivalents were Excluded from Computation of Diluted Net Loss per Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted net loss per share | 23,130,938 | 7,423,752 |
Unvested RSAs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted net loss per share | 4,998,744 | 7,423,752 |
Unvested RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted net loss per share | 366,505 | |
Unvested Market-Based RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted net loss per share | 55,614 | |
Unvested Performance-Based RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted net loss per share | 3,843 | |
Common Stock Options Issued and Outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted net loss per share | 4,813,061 | |
Estimated Shares Issuable Under the ESPP | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted net loss per share | 14,866 | |
Assumed Conversion of 2027 Notes | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted net loss per share | 12,878,305 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - 2020 Stock and Equity Award Exchange Program - Subsequent Event shares in Millions | Apr. 22, 2020USD ($)shares |
Subsequent Event [Line Items] | |
Maximum potential milestone payment to be settled in shares | $ | $ 184,400,000 |
2019 Plan | |
Subsequent Event [Line Items] | |
Expected number of shares issuable in exchange of subsidiary equity | shares | 1.9 |