Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 04, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'GERON CORP | ' |
Entity Central Index Key | '0000886744 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 156,883,508 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
CONDENSED_BALANCE_SHEETS
CONDENSED BALANCE SHEETS (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $9,520 | $12,990 |
Restricted cash | 795 | 795 |
Current portion of marketable securities | 130,816 | 52,234 |
Interest and other receivables | 1,256 | 564 |
Prepaid assets | 205 | 474 |
Total current assets | 142,592 | 67,057 |
Noncurrent portion of marketable securities | 6,496 | ' |
Property and equipment, net | 60 | 92 |
Deposits and other assets | 191 | 195 |
Total assets | 149,339 | 67,344 |
Current liabilities: | ' | ' |
Accounts payable | 1,223 | 1,397 |
Accrued compensation and benefits | 2,186 | 3,946 |
Accrued restructuring charges | ' | 94 |
Accrued liabilities | 1,057 | 1,783 |
Fair value of derivatives | 290 | 367 |
Total current liabilities | 4,756 | 7,587 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Common stock | 157 | 131 |
Additional paid-in capital | 1,054,383 | 952,403 |
Accumulated deficit | -909,937 | -892,763 |
Accumulated other comprehensive loss | -20 | -14 |
Total stockholders' equity | 144,583 | 59,757 |
Total liabilities and stockholders' equity | $149,339 | $67,344 |
CONDENSED_STATEMENTS_OF_OPERAT
CONDENSED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Revenues: | ' | ' | ' | ' |
License fees and royalties | $341 | $112 | $815 | $877 |
Operating expenses: | ' | ' | ' | ' |
Research and development | 5,151 | 4,807 | 10,362 | 12,728 |
Restructuring charges | ' | 838 | ' | 916 |
General and administrative | 3,853 | 3,432 | 7,847 | 8,183 |
Total operating expenses | 9,004 | 9,077 | 18,209 | 21,827 |
Loss from operations | -8,663 | -8,965 | -17,394 | -20,950 |
Unrealized (loss) gain on derivatives | -147 | -24 | 77 | 1 |
Interest and other income | 99 | 56 | 182 | 137 |
Interest and other expense | -23 | -14 | -39 | -32 |
Net loss | ($8,734) | ($8,947) | ($17,174) | ($20,844) |
Basic and diluted net loss per share (in dollars per share) | ($0.06) | ($0.07) | ($0.11) | ($0.16) |
Shares used in computing basic and diluted net loss per share (in shares) | 156,706,196 | 128,162,993 | 150,086,007 | 128,072,962 |
CONDENSED_STATEMENTS_OF_COMPRE
CONDENSED STATEMENTS OF COMPREHENSIVE LOSS (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
CONDENSED STATEMENTS OF COMPREHENSIVE LOSS | ' | ' | ' | ' |
Net loss | ($8,734) | ($8,947) | ($17,174) | ($20,844) |
Net unrealized gain (loss) on marketable securities | 70 | -31 | -6 | -53 |
Comprehensive loss | ($8,664) | ($8,978) | ($17,180) | ($20,897) |
CONDENSED_STATEMENTS_OF_CASH_F
CONDENSED STATEMENTS OF CASH FLOWS CHANGE IN CASH AND CASH EQUIVALENTS (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net loss | ($17,174) | ($20,844) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 29 | 264 |
Accretion and amortization on investments, net | 1,456 | 647 |
Loss (gain) on retirement/sales of property and equipment, net | 3 | -116 |
Loss on write-downs of property and equipment | ' | 200 |
Stock-based compensation for services by non-employees | 149 | 53 |
Stock-based compensation for employees and directors | 3,743 | 2,234 |
Amortization related to 401(k) contributions | 76 | 465 |
Unrealized gain on derivatives | -77 | -1 |
Changes in assets and liabilities: | ' | ' |
Other current and noncurrent assets | -419 | 1,248 |
Other current liabilities | -2,441 | -8,304 |
Net cash used in operating activities | -14,655 | -24,154 |
Cash flows from investing activities: | ' | ' |
Restricted cash transfer | ' | -1 |
Purchases of property and equipment | ' | -56 |
Proceeds from sales of property and equipment | ' | 116 |
Purchases of marketable securities | -128,203 | -40,110 |
Proceeds from maturities of marketable securities | 41,663 | 50,916 |
Net cash (used in) provided by investing activities | -86,540 | 10,865 |
Cash flows from financing activities: | ' | ' |
Proceeds from issuance of common stock, net of issuance costs | 97,725 | 60 |
Net cash provided by financing activities | 97,725 | 60 |
Net decrease in cash and cash equivalents | -3,470 | -13,229 |
Cash and cash equivalents at the beginning of the period | 12,990 | 22,063 |
Cash and cash equivalents at the end of the period | $9,520 | $8,834 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | |||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | |||||||||||||
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||
Basis of Presentation | ||||||||||||||
The terms “Geron”, the “Company”, “we” and “us” as used in this report refer to Geron Corporation. The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management of Geron, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six month periods ending June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014 or any other period. These financial statements and notes should be read in conjunction with the financial statements for each of the three years ended December 31, 2013, included in the Company’s Annual Report on Form 10-K. The accompanying condensed balance sheet as of December 31, 2013 has been derived from audited financial statements at that date. | ||||||||||||||
Net Loss Per Share | ||||||||||||||
Basic earnings (loss) per share is calculated based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is calculated based on the weighted average number of shares of common stock and potential dilutive securities outstanding during the period. Potential dilutive securities primarily consist of outstanding stock options, restricted stock awards and warrants to purchase common stock and are determined using the treasury stock method at an average market price during the period. | ||||||||||||||
Because we are in a net loss position, diluted loss per share excludes the effects of potential dilutive securities. Had we been in a net income position, diluted earnings per share would have included the shares used in the computation of basic net loss per share as well as an additional 786,999 and 8,310 shares for the three months ended June 30, 2014 and 2013, respectively, and 3,723,521 and 6,533 shares for the six months ended June 30, 2014 and 2013, respectively, related to outstanding stock options, restricted stock awards and warrants (as determined using the treasury stock method at the estimated average market value). | ||||||||||||||
Use of Estimates | ||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. On a regular basis, management evaluates these estimates and assumptions. Actual results could differ from those estimates. | ||||||||||||||
Fair Value of Financial Instruments | ||||||||||||||
Cash Equivalents and Marketable Securities | ||||||||||||||
We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. We are subject to credit risk related to our cash equivalents and marketable securities. We place our cash and cash equivalents in money market funds, commercial paper and cash operating accounts. Our marketable securities include U.S. government-sponsored enterprise securities, commercial paper and corporate notes with original maturities ranging from six to 17 months. | ||||||||||||||
We classify our marketable securities as available-for-sale. We record available-for-sale securities at fair value with unrealized gains and losses reported in accumulated other comprehensive income (loss) in stockholders’ equity. Realized gains and losses are included in interest and other income and are derived using the specific identification method for determining the cost of securities sold and have been insignificant to date. Dividend and interest income are recognized when earned and included in interest and other income in our condensed statements of operations. We recognize a charge when the declines in the fair values below the amortized cost basis of our available-for-sale securities are judged to be other-than-temporary. We consider various factors in determining whether to recognize an other-than-temporary charge, including whether we intend to sell the security or whether it is more likely than not that we would be required to sell the security before recovery of the amortized cost basis. Declines in market value associated with credit losses judged as other-than-temporary result in a charge to interest and other income. Other-than-temporary charges not related to credit losses are included in accumulated other comprehensive income (loss) in stockholders’ equity. We have not recorded any other-than-temporary impairment charges on our available-for-sale securities for the three and six months ended June 30, 2014 and 2013. See Note 2 on Fair Value Measurements. | ||||||||||||||
Non-Marketable Equity Investments | ||||||||||||||
Non-marketable equity investments in companies in which we own less than 20% of the outstanding voting stock and do not otherwise have the ability to exert significant influence over the investees are carried at cost, as adjusted for other-than-temporary impairments. We apply the equity method of accounting for non-marketable equity investments in companies in which we own more than 20% of the outstanding voting stock or otherwise have the ability to exert significant influence over the investees. Under this method, we increase (decrease) the carrying value of our investment by our proportionate share of the investee’s earnings (losses). If losses exceed the carrying value of the investment, losses are then applied against any advances to the investee, including any commitment to provide financial support, until those amounts are reduced to zero. Commitments to provide financial support include formal guarantees, implicit arrangements, reputational expectations, intercompany relationships or a consistent past history of providing financial support. The equity method is then suspended until the investee has earnings. Any proportionate share of investee earnings is first applied to the share of accumulated losses not recognized during the period the equity method was suspended. We recognize previously suspended losses to the extent additional investment is determined to represent the funding of prior losses. See Note 3 on Divestiture of Stem Cell Assets. | ||||||||||||||
Fair Value of Derivatives | ||||||||||||||
For non-employee options classified as assets or liabilities, the fair value of these instruments is recorded on the condensed balance sheet at inception and adjusted to fair value at each financial reporting date. The change in fair value of the non-employee options is recorded in the condensed statements of operations as unrealized gain (loss) on derivatives. Fair value of non-employee options is estimated using the Black Scholes option-pricing model. The non-employee options continue to be reported as an asset or liability until such time as the instruments are exercised or expire or are otherwise modified to remove the provisions which require this treatment, at which time these instruments are marked to fair value and reclassified from assets or liabilities to stockholders’ equity. For non-employee options classified as permanent equity, the fair value of the non-employee options is recorded in stockholders’ equity as of their respective vesting dates and no further adjustments are made. See Note 2 on Fair Value Measurements. | ||||||||||||||
Nonmonetary Transactions | ||||||||||||||
We account for nonmonetary transactions based on the fair values of the assets (or services) involved. The cost of a nonmonetary asset acquired in exchange for another nonmonetary asset is the fair value of the asset surrendered to obtain it with a gain or loss recognized on the exchange. We use the fair value of the asset received to measure the cost if it is more clearly evident than the fair value of the asset surrendered. If the fair value of neither the assets received nor the assets relinquished is determinable within reasonable limits, we use the recorded amount (or carrying value) of the nonmonetary assets relinquished to account for the exchange. Similarly, we use carrying value for an exchange of controlled assets that do not meet the definition of a business for a non-controlling non-marketable equity interest in a company with no gain or loss recognized on the exchange. See Note 3 on Divestiture of Stem Cell Assets. | ||||||||||||||
Revenue Recognition | ||||||||||||||
We have entered into several license agreements with various oncology, diagnostics, research tools and biologics production companies. With certain of these agreements, we receive non-refundable license payments in cash or equity securities, option payments in cash or equity securities, cost reimbursements, milestone payments, royalties on future sales of products, or any combination of these items. Upfront non-refundable signing, license or non-exclusive option fees are recognized as revenue when rights to use the intellectual property related to the license have been delivered and over the term of the agreement if we have continuing performance obligations. We recognize revenue under collaborative agreements as the related research and development costs for services are rendered. Milestone payments, which are subject to substantive contingencies, are recognized as revenue upon completion of specified milestones, representing the culmination of the earnings process, according to contract terms. Royalties are generally recognized upon receipt of the related royalty payment. Deferred revenue represents the unearned portion of research and license payments received. When payments are received in equity securities, we do not recognize any revenue unless such securities are determined to be realizable in cash. | ||||||||||||||
Restricted Cash | ||||||||||||||
Restricted cash consists of funds maintained in separate certificate of deposit accounts for specified purposes. The components of restricted cash were as follows: | ||||||||||||||
June 30, | December 31, | |||||||||||||
(In thousands) | 2014 | 2013 | ||||||||||||
Certificate of deposit for unused equipment line of credit | $ | 530 | $ | 530 | ||||||||||
Certificate of deposit for credit card purchases | 265 | 265 | ||||||||||||
$ | 795 | $ | 795 | |||||||||||
Research and Development Expenses | ||||||||||||||
Research and development expenses consist of expenses incurred in identifying, developing and testing product candidates resulting from our independent efforts as well as efforts associated with collaborations. These expenses include, but are not limited to, acquired in-process research and development deemed to have no alternative future use, payroll and personnel expense, lab supplies, preclinical studies, clinical trials, including support for investigator-sponsored clinical trials, raw materials to manufacture clinical trial drugs, manufacturing costs for research and clinical trial materials, sponsored research at other labs, consulting, costs to maintain technology licenses and research-related overhead. Research and development costs are expensed as incurred, including payments made under our license agreements. | ||||||||||||||
Clinical Trial Costs | ||||||||||||||
A significant component of our research and development expenses has historically been clinical trial costs. Substantial portions of our preclinical studies and all of our clinical trials have been performed by third-party contract research organizations, or CROs, and other vendors. We accrue expenses for preclinical studies performed by our vendors based on certain estimates over the term of the service period and adjust our estimates as required. We accrue expenses for clinical trial activities performed by CROs based upon the estimated amount of work completed on each study. For clinical trial expenses, the significant factors used in estimating accruals include the number of patients enrolled, the number of active clinical sites and the duration for which the patients have been enrolled in the study. Pass through costs from CROs include, but are not limited to, regulatory expenses, investigator fees, lab fees, travel costs and other miscellaneous costs, including shipping and printing fees. We accrue pass through costs based on estimates of the amount of work completed for the clinical trial. We monitor patient enrollment levels and related activities to the extent possible through internal reviews, review of contractual terms and correspondence with CROs. We base our estimates on the best information available at the time. However, additional information may become available to us which would allow us to make a more accurate estimate in future periods. In this event, we may be required to record adjustments to research and development expenses in future periods when the actual level of activity becomes more certain. | ||||||||||||||
Depreciation and Amortization | ||||||||||||||
We record property and equipment at cost and calculate depreciation using the straight-line method over the estimated useful lives of the assets, generally four years. Leasehold improvements are amortized over the shorter of the estimated useful life or remaining term of the lease. | ||||||||||||||
Stock-Based Compensation | ||||||||||||||
We recognize stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting period. The following table summarizes the stock-based compensation expense included in operating expenses on our condensed statements of operations related to stock options, restricted stock awards and employee stock purchases for the three and six months ended June 30, 2014 and 2013 which was allocated as follows: | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||
Research and development | $ | 690 | $ | 231 | $ | 1,279 | $ | 911 | ||||||
Restructuring charges | — | 28 | — | 28 | ||||||||||
General and administrative | 1,412 | 627 | 2,464 | 1,295 | ||||||||||
Stock-based compensation expense included in operating expenses | $ | 2,102 | $ | 886 | $ | 3,743 | $ | 2,234 | ||||||
As stock-based compensation expense recognized in the condensed statements of operations for the three and six months ended June 30, 2014 and 2013 is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures, but at a minimum, reflects the grant-date fair value of those awards that actually vested in the period. Forfeitures have been estimated at the time of grant based on historical data and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. In connection with the April 2013 restructuring, the post-termination exercise period for certain stock options previously granted to terminated employees was extended through the end of December 2013 resulting in the recognition of $28,000 of non-cash stock-based compensation expense for each of the three and six months ended June 30, 2013 for the stock option modification. See Note 4 on Restructuring for a further discussion of the April 2013 restructuring. | ||||||||||||||
Stock Options | ||||||||||||||
We grant options with service-based vesting under our equity plans to employees, non-employee directors and consultants. The vesting period for employee options is generally four years. The fair value of options granted during the six months ended June 30, 2014 and 2013 has been estimated at the date of grant using the Black Scholes option-pricing model with the following assumptions: | ||||||||||||||
Six Months Ended June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Dividend yield | 0% | 0% | ||||||||||||
Expected volatility range | 0.898 to 0.922 | 0.742 to 0.745 | ||||||||||||
Risk-free interest rate range | 1.64% to 1.92% | 0.80% to 1.26% | ||||||||||||
Expected term | 5.5 yrs | 6 yrs | ||||||||||||
Employee Stock Purchase Plan | ||||||||||||||
The fair value of employees’ purchase rights during the six months ended June 30, 2014 and 2013 has been estimated using the Black Scholes option-pricing model with the following assumptions: | ||||||||||||||
Six Months Ended June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Dividend yield | 0% | 0% | ||||||||||||
Expected volatility range | 0.835 to 1.062 | 0.674 to 1.391 | ||||||||||||
Risk-free interest rate range | 0.09% to 0.15% | 0.12% to 0.21% | ||||||||||||
Expected term range | 6 – 12 mos | 6 – 12 mos | ||||||||||||
Dividend yield is based on historical cash dividend payments. The expected volatility is based on historical volatilities of our stock since traded options on Geron stock do not correspond to option terms and the trading volume of options is limited. The risk-free interest rate is based on the U.S. Zero Coupon Treasury Strip Yields for the expected term in effect on the date of grant for an award. The expected term of options is derived from actual historical exercise and post-vesting cancellation data and represents the period of time that options granted are expected to be outstanding. The expected term of employees’ purchase rights is equal to the purchase period. | ||||||||||||||
Restricted Stock Awards | ||||||||||||||
We have granted restricted stock awards to employees and non-employee directors with service-based and performance-based vesting schedules. Service-based restricted stock awards generally vest annually over four years. Performance-based restricted stock awards vest upon achievement of discrete strategic corporate goals within a specified performance period, generally three years. | ||||||||||||||
The fair value for service-based restricted stock awards is determined using the fair value of our common stock on the date of grant. The fair value is amortized as stock-based compensation expense over the requisite service period of the award, which is generally the vesting period, on a straight-line basis and is reduced for estimated forfeitures, as applicable. | ||||||||||||||
The fair value for performance-based restricted stock awards is determined using the fair value of our common stock on the date of grant. Stock-based compensation expense for awards with vesting based on performance conditions is recognized over the period from the date the performance condition is determined to be probable of occurring through the date the applicable condition is expected to be met and is reduced for estimated forfeitures, as applicable. If the performance condition is not considered probable of being achieved, no stock-based compensation expense is recognized until such time as the performance condition is considered probable of being met, if at all. If that assessment of the probability of the performance condition being met changes, the impact of the change in estimate would be recognized in the period of the change. If the requisite service period has been met prior to the change in estimate, the effect of the change in estimate would be immediately recognized. We have not recognized any stock-based compensation expense for performance-based restricted stock awards in our condensed statements of operations for the three and six months ended June 30, 2014 and 2013 since the achievement of the specified performance criteria was not considered probable and did not occur during these periods. We have no performance-based restricted stock awards outstanding as of June 30, 2014. All of these awards were cancelled unvested as the performance conditions were not achieved within the respective performance periods. | ||||||||||||||
Non-Employee Stock-Based Awards | ||||||||||||||
For our non-employee stock-based awards, the measurement date on which the fair value of the stock-based award is calculated is equal to the earlier of (i) the date at which a commitment for performance by the counterparty to earn the equity instrument is reached or (ii) the date at which the counterparty’s performance is complete. We recognize stock-based compensation expense for the fair value of the vested portion of non-employee awards in our condensed statements of operations. | ||||||||||||||
Recent Accounting Pronouncements | ||||||||||||||
In April 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standard Update No. 2014-08, Presentation of Financial Statements and Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, or ASU 2014-08. ASU 2014-08 raised the threshold for a disposal of assets to qualify as a discontinued operation and requires new disclosures for both discontinued operations and disposals of individually significant components of a business that do not qualify as discontinued operations. Under the new guidance, only disposals of assets representing a strategic shift in operations that has a major effect on the entity’s operations and financial results should be presented as discontinued operations. If the disposal does qualify as a discontinued operation, the entity will be required to provide expanded disclosures, as well as disclosure of the pretax income attributable to the disposal of a significant part of an entity that does not qualify as a discontinued operation. ASU 2014-08 will be effective for us beginning January 1, 2015 and subsequent interim periods. We do not expect the adoption of ASU 2014-08 to have a material effect on our financial statements. | ||||||||||||||
In May 2014, the FASB issued Accounting Standard Update No. 2014-09, Revenue from Contracts with Customers, or ASU 2014-09. ASU 2014-09 provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. ASU 2014-09 will require an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update creates a five-step model that requires entities to exercise judgment when considering the terms of the contract(s). The five-step model includes (i) identifying the contract(s) with the customer, (ii) identifying the separate performance obligations in the contract, (iii) determining the transaction price, (iv) allocating the transaction price to the separate performance obligations, and (v) recognizing revenue when each performance obligation is satisfied. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 will be effective for us beginning January 1, 2018 and subsequent interim periods. We have the option to apply the provisions of ASU 2014-09 either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of applying this accounting standard recognized at the date of initial application. Early adoption is not permitted. We are currently evaluating the transition method and the impact that the adoption of ASU 2014-09 will have on our financial statements. |
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended | ||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||
FAIR VALUE MEASUREMENTS | ' | ||||||||||||||||||||||
FAIR VALUE MEASUREMENTS | ' | ||||||||||||||||||||||
2. FAIR VALUE MEASUREMENTS | |||||||||||||||||||||||
We categorize financial instruments recorded at fair value on our condensed balance sheets based upon the level of judgment associated with inputs used to measure their fair value. The categories are as follows: | |||||||||||||||||||||||
Level 1 | — | Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. | |||||||||||||||||||||
Level 2 | — | Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life. | |||||||||||||||||||||
Level 3 | — | Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. | |||||||||||||||||||||
A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Below is a description of the valuation methodologies used for financial instruments measured at fair value on our condensed balance sheets, including the category for such financial instruments. | |||||||||||||||||||||||
Cash Equivalents and Marketable Securities | |||||||||||||||||||||||
Certificates of deposit and money market funds are categorized as Level 1 within the fair value hierarchy as their fair values are based on quoted prices available in active markets. U.S. Treasury securities, U.S. government-sponsored enterprise securities, municipal securities, corporate notes and commercial paper are categorized as Level 2 within the fair value hierarchy as their fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. | |||||||||||||||||||||||
Cash equivalents, restricted cash and marketable securities by security type at June 30, 2014 were as follows: | |||||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||||
Amortized | Unrealized | Unrealized | Estimated | ||||||||||||||||||||
Cost | Gains | Losses | Fair Value | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||
Included in cash and cash equivalents: | |||||||||||||||||||||||
Money market funds | $ | 5,807 | $ | — | $ | — | $ | 5,807 | |||||||||||||||
Commercial paper | 1,500 | — | — | 1,500 | |||||||||||||||||||
$ | 7,307 | $ | — | $ | — | $ | 7,307 | ||||||||||||||||
Restricted cash: | |||||||||||||||||||||||
Certificates of deposit | $ | 795 | $ | — | $ | — | $ | 795 | |||||||||||||||
Marketable securities: | |||||||||||||||||||||||
Government-sponsored enterprise securities (due in less than 1 year) | $ | 4,192 | $ | — | $ | — | $ | 4,192 | |||||||||||||||
Government-sponsored enterprise securities (due in 1 to 2 years) | 401 | — | — | 401 | |||||||||||||||||||
Commercial paper (due in less than 1 year) | 12,486 | 12 | — | 12,498 | |||||||||||||||||||
Corporate notes (due in less than 1 year) | 114,157 | 5 | (36 | ) | 114,126 | ||||||||||||||||||
Corporate notes (due in 1 to 2 years) | 6,096 | — | (1 | ) | 6,095 | ||||||||||||||||||
$ | 137,332 | $ | 17 | $ | (37 | ) | $ | 137,312 | |||||||||||||||
Cash equivalents, restricted cash and marketable securities by security type at December 31, 2013 were as follows: | |||||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||||
Amortized | Unrealized | Unrealized | Estimated | ||||||||||||||||||||
Cost | Gains | Losses | Fair Value | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||
Included in cash and cash equivalents: | |||||||||||||||||||||||
Money market funds | $ | 8,079 | $ | — | $ | — | $ | 8,079 | |||||||||||||||
Corporate notes | 2,206 | — | — | 2,206 | |||||||||||||||||||
$ | 10,285 | $ | — | $ | — | $ | 10,285 | ||||||||||||||||
Restricted cash: | |||||||||||||||||||||||
Certificates of deposit | $ | 795 | $ | — | $ | — | $ | 795 | |||||||||||||||
Marketable securities: | |||||||||||||||||||||||
Government-sponsored enterprise securities (due in less than 1 year) | $ | 7,369 | $ | 1 | $ | (1 | ) | $ | 7,369 | ||||||||||||||
Commercial paper (due in less than 1 year) | 5,496 | 3 | — | 5,499 | |||||||||||||||||||
Corporate notes (due in less than 1 year) | 39,383 | 1 | (18 | ) | 39,366 | ||||||||||||||||||
$ | 52,248 | $ | 5 | $ | (19 | ) | $ | 52,234 | |||||||||||||||
Marketable securities with unrealized losses at June 30, 2014 and December 31, 2013 were as follows: | |||||||||||||||||||||||
Less Than 12 Months | 12 Months or Greater | Total | |||||||||||||||||||||
Gross | Gross | Gross | |||||||||||||||||||||
Estimated | Unrealized | Estimated | Unrealized | Estimated | Unrealized | ||||||||||||||||||
Fair Value | Losses | Fair Value | Losses | Fair Value | Losses | ||||||||||||||||||
(In thousands) | |||||||||||||||||||||||
As of June 30, 2014: | |||||||||||||||||||||||
Corporate notes (due in less than 1 year) | $ | 86,550 | $ | (36 | ) | $ | — | $ | — | $ | 86,550 | $ | (36 | ) | |||||||||
Corporate notes (due in 1 to 2 years) | 6,095 | (1 | ) | — | — | 6,095 | (1 | ) | |||||||||||||||
$ | 92,645 | $ | (37 | ) | $ | — | $ | — | $ | 92,645 | $ | (37 | ) | ||||||||||
As of December 31, 2013: | |||||||||||||||||||||||
Government-sponsored enterprise securities (due in less than 1 year) | $ | 3,947 | $ | (1 | ) | $ | — | $ | — | $ | 3,947 | $ | (1 | ) | |||||||||
Corporate notes (due in less than 1 year) | 37,060 | (18 | ) | — | — | 37,060 | (18 | ) | |||||||||||||||
$ | 41,007 | $ | (19 | ) | $ | — | $ | — | $ | 41,007 | $ | (19 | ) | ||||||||||
The gross unrealized losses related to corporate notes and government-sponsored enterprise securities as of June 30, 2014 and December 31, 2013 were due to changes in interest rates. We determined that the gross unrealized losses on our marketable securities as of June 30, 2014 and December 31, 2013 were temporary in nature. We review our investments quarterly to identify and evaluate whether any investments have indications of possible impairment. Factors considered in determining whether a loss is temporary include the length of time and extent to which the fair value has been less than the amortized cost basis and whether we intend to sell the security or whether it is more likely than not that we would be required to sell the security before recovery of the amortized cost basis. We currently do not intend to sell these securities before recovery of their amortized cost basis. | |||||||||||||||||||||||
Derivatives | |||||||||||||||||||||||
Non-employee options are normally traded less actively, have trade activity that is one way, and/or are traded in less-developed markets and are therefore valued based upon models with significant unobservable market parameters, resulting in Level 3 categorization. | |||||||||||||||||||||||
Options held by non-employees whose performance obligations are complete are classified as derivative liabilities on our condensed balance sheets. Upon the exercise of these options, the instruments are marked to fair value and reclassified from derivative liabilities to stockholders’ equity. We have not reclassified any derivative liabilities to stockholders’ equity for any non-employee option exercises during the six months ended June 30, 2014. | |||||||||||||||||||||||
As of June 30, 2014 and December 31, 2013, the following non-employee options to purchase common stock were considered derivatives and classified as current liabilities: | |||||||||||||||||||||||
At June 30, 2014 | At December 31, 2013 | ||||||||||||||||||||||
Issuance | Exercise | Exercisable | Expiration | Number | Fair Value | Number | Fair Value | ||||||||||||||||
Date | Price | Date | Date | of Shares | (In thousands) | of Shares | (In thousands) | ||||||||||||||||
March 2005 | $ | 6.39 | January 2007 | March 2015 | 284,600 | $ | 290 | 284,600 | $ | 367 | |||||||||||||
The fair value of derivatives has been calculated at each reporting date using the Black Scholes option-pricing model with the following assumptions: | |||||||||||||||||||||||
June 30, 2014 | December 31, 2013 | ||||||||||||||||||||||
Dividend yield | 0% | 0% | |||||||||||||||||||||
Expected volatility | 1.52 | 0.844 | |||||||||||||||||||||
Risk-free interest rate | 0.11% | 0.13% | |||||||||||||||||||||
Expected term | 0.75 yr | 1 yr | |||||||||||||||||||||
Dividend yield is based on historical cash dividend payments. The expected volatility is based on historical volatilities of our stock since trading volume of Geron options is limited. The risk-free interest rate is based on the U.S. Zero Coupon Treasury Strip Yields for the expected term of the derivatives in effect on the reporting date. The expected term of derivatives is equal to the remaining contractual term of the instruments. | |||||||||||||||||||||||
Fair Value on a Recurring Basis | |||||||||||||||||||||||
The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of June 30, 2014 and indicates the fair value category assigned. | |||||||||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||||||
Quoted Prices in | Significant | ||||||||||||||||||||||
Active Markets | Other | Significant | |||||||||||||||||||||
for Identical | Observable | Unobservable | |||||||||||||||||||||
Assets / Liabilities | Inputs | Inputs | |||||||||||||||||||||
(In thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
Assets | |||||||||||||||||||||||
Money market funds (1) | $ | 5,807 | $ | — | $ | — | $ | 5,807 | |||||||||||||||
Government-sponsored enterprise securities (2)(3) | — | 4,593 | — | 4,593 | |||||||||||||||||||
Commercial paper (1)(2) | — | 13,998 | — | 13,998 | |||||||||||||||||||
Corporate notes (2)(3) | — | 120,221 | — | 120,221 | |||||||||||||||||||
Total | $ | 5,807 | $ | 138,812 | $ | — | $ | 144,619 | |||||||||||||||
Liabilities | |||||||||||||||||||||||
Derivatives (4) | $ | — | $ | — | $ | 290 | $ | 290 | |||||||||||||||
The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of December 31, 2013 and indicates the fair value category assigned. | |||||||||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||||||
Quoted Prices in | Significant | ||||||||||||||||||||||
Active Markets | Other | Significant | |||||||||||||||||||||
for Identical | Observable | Unobservable | |||||||||||||||||||||
Assets / Liabilities | Inputs | Inputs | |||||||||||||||||||||
(In thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
Assets | |||||||||||||||||||||||
Money market funds (1) | $ | 8,079 | $ | — | $ | — | $ | 8,079 | |||||||||||||||
Government-sponsored enterprise securities (2) | — | 7,369 | — | 7,369 | |||||||||||||||||||
Commercial paper (2) | — | 5,499 | — | 5,499 | |||||||||||||||||||
Corporate notes (1)(2) | — | 41,572 | — | 41,572 | |||||||||||||||||||
Total | $ | 8,079 | $ | 54,440 | $ | — | $ | 62,519 | |||||||||||||||
Liabilities | |||||||||||||||||||||||
Derivatives (4) | $ | — | $ | — | $ | 367 | $ | 367 | |||||||||||||||
(1) Included in cash and cash equivalents on our condensed balance sheets. | |||||||||||||||||||||||
(2) Included in current portion of marketable securities on our condensed balance sheets. | |||||||||||||||||||||||
(3) Included in noncurrent portion of marketable securities on our condensed balance sheets. | |||||||||||||||||||||||
(4) Included in fair value of derivatives on our condensed balance sheets. | |||||||||||||||||||||||
Changes in Level 3 Recurring Fair Value Measurements | |||||||||||||||||||||||
The table below includes a rollforward of the balance sheet amounts for the three and six months ended June 30, 2014, including the change in fair value, for financial instruments in the Level 3 category. When a determination is made to classify a financial instrument within Level 3, the determination is based upon the significance of the unobservable parameters to the overall fair value measurement. However, Level 3 financial instruments typically include, in addition to the unobservable components, observable components (that is, components that are actively quoted and can be validated to external sources). Accordingly, the gains and losses in the table below include changes in fair value due in part to observable factors that are part of the methodology. | |||||||||||||||||||||||
Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||||
Three Months Ended June 30, 2014 | |||||||||||||||||||||||
Change in | |||||||||||||||||||||||
Unrealized Loss | |||||||||||||||||||||||
Total | Related to | ||||||||||||||||||||||
Unrealized | Transfers | Financial | |||||||||||||||||||||
Fair Value at | Loss | Purchases | In and/or | Fair Value at | Instruments | ||||||||||||||||||
March 31, | Included in | and | Sales and | Out of | June 30, | Held at | |||||||||||||||||
(In thousands) | 2014 | Earnings (1) | Issuances | Settlements | Level 3 | 2014 | June 30, 2014 (1) | ||||||||||||||||
Derivative liabilities | $ | 143 | $ | 147 | $ | — | $ | — | $ | — | $ | 290 | $ | 147 | |||||||||
Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||||
Six Months Ended June 30, 2014 | |||||||||||||||||||||||
Change in | |||||||||||||||||||||||
Unrealized Gain | |||||||||||||||||||||||
Total | Related to | ||||||||||||||||||||||
Unrealized | Transfers | Financial | |||||||||||||||||||||
Fair Value at | Gain | Purchases | In and/or | Fair Value at | Instruments | ||||||||||||||||||
December 31, | Included in | and | Sales and | Out of | June 30, | Held at | |||||||||||||||||
(In thousands) | 2013 | Earnings (1) | Issuances | Settlements | Level 3 | 2014 | June 30, 2014 (1) | ||||||||||||||||
Derivative liabilities | $ | 367 | $ | (77 | ) | $ | — | $ | — | $ | — | $ | 290 | $ | (77 | ) | |||||||
(1) Reported as unrealized (loss) gain on derivatives on our condensed statements of operations. |
DIVESTITURE_OF_STEM_CELL_ASSET
DIVESTITURE OF STEM CELL ASSETS | 6 Months Ended |
Jun. 30, 2014 | |
DIVESTITURE OF STEM CELL ASSETS | ' |
DIVESTITURE OF STEM CELL ASSETS | ' |
3. DIVESTITURE OF STEM CELL ASSETS | |
On October 1, 2013, we closed the transaction to divest our human embryonic stem cell assets and our autologous cellular immunotherapy program pursuant to the terms of the previously disclosed asset contribution agreement, or the Contribution Agreement, that we entered into in January 2013 with BioTime, Inc., or BioTime, and BioTime’s wholly owned subsidiary, Asterias Biotherapeutics, Inc., or Asterias (formerly known as BioTime Acquisition Corporation). | |
In accordance with the terms of the Contribution Agreement, on October 1, 2013 we received 6,537,779 shares of Asterias Series A common stock representing 21.4% of Asterias’ outstanding common stock as a class as of that date. Under the terms of the Contribution Agreement and subject to applicable law, we are contractually obligated to distribute all of the shares of Asterias Series A common stock to our stockholders on a pro rata basis, other than with respect to fractional shares and shares that would otherwise be distributed to Geron stockholders residing in certain excluded jurisdictions, which shares, as required by the Contribution Agreement, will be sold with the net cash proceeds therefrom distributed ratably to the stockholders who would otherwise be entitled to receive such shares. We refer to the distribution by us of the Asterias Series A common stock, or cash in lieu thereof, as the Series A Distribution. | |
On May 9, 2014, our board of directors fixed the close of business of May 28, 2014 as the record date for the determination of stockholders entitled to receive shares of Asterias Series A common stock, or cash in lieu thereof, in the Series A Distribution. Based on the number of shares of our common stock outstanding as of the May 28, 2014 record date, or 156,924,100 shares, eligible stockholders will receive approximately 0.0417 of a share of Asterias Series A common stock for each share of our common stock in the Series A Distribution, or cash in lieu thereof, as described above. See Note 9 on Subsequent Events with respect to the status of the Series A Distribution. | |
We applied the equity method of accounting to our investment in Asterias Series A common stock. Under the equity method of accounting, we increase (decrease) the carrying value of the investment by our proportionate share of the investee’s earnings (losses). If our proportionate share of losses exceeds the carrying value of the investment, losses are then applied against any advances, including any commitment to provide financial support, until those amounts are reduced to zero. Asterias incurred net losses from October 1, 2013 through June 30, 2014. Since our investment in Asterias had an initial carrying amount of zero upon the closing of the transactions contemplated by the Contribution Agreement on October 1, 2013 and we do not have any commitments to provide financial support or obligations to perform services or other activities for Asterias, we suspended the equity method of accounting on October 1, 2013. | |
Since the Series A Distribution represents a pro-rata distribution of shares of an equity method investment that is a business, it will be accounted for at its carrying amount. Because the carrying amount of the Asterias Series A common stock was zero as of June 30, 2014 (see discussion above), the liability relating to our contractual obligation to distribute the Asterias Series A common stock was zero as of June 30, 2014. |
RESTRUCTURING
RESTRUCTURING | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
RESTRUCTURING | ' | ||||||||||
RESTRUCTURING | ' | ||||||||||
4. RESTRUCTURING | |||||||||||
On April 25, 2013, we announced the decision to discontinue our discovery research programs and companion diagnostics program based on telomere length and close our research laboratory facility located at 200 Constitution Drive, Menlo Park, California. With this decision, a total of 20 positions were eliminated. In connection with this restructuring, we incurred aggregate restructuring charges of $1,370,000 for the year ended December 31, 2013, of which $824,000 was recorded in the second quarter of 2013. As of June 30, 2013, the restructuring charges recognized under the April 2013 restructuring included $624,000 related to one-time termination benefits, including $28,000 of non-cash stock-based compensation expense relating to the extension of the post-termination exercise period through the end of December 2013 for certain stock options previously granted to terminated employees, and $200,000 related to non-cash charges for write-downs of excess equipment and leasehold improvements. The remaining restructuring charges related to costs associated with the exit of our research laboratory facility and were recorded in the second half of 2013. All actions associated with this restructuring were completed in 2013, and we do not anticipate incurring any further charges in connection with this restructuring. | |||||||||||
The components of the accrued restructuring charges relating to the April 2013 restructuring are summarized in the following table. As of June 30, 2014, we have no remaining obligations under the April 2013 restructuring. | |||||||||||
(In thousands) | Employee | Facility Related | Total | ||||||||
Severance and | Charges | ||||||||||
Other Benefits | |||||||||||
Beginning accrual balance as of December 31, 2013 | $ | 21 | $ | 73 | $ | 94 | |||||
Cash payments | (19 | ) | (73 | ) | (92 | ) | |||||
Adjustments or non-cash credits | (2 | ) | — | (2 | ) | ||||||
Ending accrual balance as of June 30, 2014 | $ | — | $ | — | $ | — | |||||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2014 | |
COMMITMENTS AND CONTINGENCIES | ' |
COMMITMENTS AND CONTINGENCIES | ' |
5. COMMITMENTS AND CONTINGENCIES | |
Purported Securities and Derivative Lawsuits | |
On March 14, 2014, a purported securities class action lawsuit was commenced in the United States District Court for the Northern District of California, or the California District Court, naming as defendants us and certain of our officers. The lawsuit alleges violations of the Securities Exchange Act of 1934 in connection with allegedly false and misleading statements made by us related to our Phase 2 trial of imetelstat in patients with essential thrombocythemia, or ET, or polycythemia vera, or PV. The plaintiff alleges, among other things, that we failed to disclose facts related to the occurrence of persistent low-grade liver function test, or LFT, abnormalities observed in our Phase 2 trial of imetelstat in ET/PV patients and the potential risk of chronic liver injury following long-term exposure to imetelstat. The plaintiff seeks damages and an award of reasonable costs and expenses, including attorneys’ fees. On March 28, 2014, a second purported securities class action lawsuit was commenced in the California District Court, and on June 6, 2014, a third purported securities lawsuit, not styled as a class action, was commenced in the United States District Court for the Southern District of Mississippi naming as defendants us and certain of our officers. These lawsuits, which are based on the same factual background as the purported securities class action lawsuit that commenced on March 14, 2014, also allege violations of the Securities Exchange Act of 1934 and seek damages and an award of reasonable costs and expenses, including attorneys’ fees. On June 30, 2014, the California District Court consolidated both of the purported class actions filed in the California District Court and appointed a lead plaintiff and lead counsel to represent the purported class. On July 21, 2014, the California District Court ordered the lead plaintiff to file its consolidated amended complaint by September 19, 2014, and our response to the consolidated amended complaint is due by November 19, 2014. | |
On April 21, 2014, a stockholder purporting to act on our behalf filed a derivative lawsuit in the Superior Court of California for the County of San Mateo against certain of our officers and directors. The lawsuit alleges breaches of fiduciary duties by the defendants and other violations of law. In general, the lawsuit alleges that the defendants caused or allowed the dissemination of allegedly false and misleading statements related to our Phase 2 trial of imetelstat in patients with ET or PV. The plaintiff is seeking unspecified monetary damages and other relief, including reforms and improvements to our corporate governance and internal procedures. | |
For a further discussion of these ongoing lawsuits, refer to the section entitled “Legal Proceedings” in Part II, Item 1 of this Form 10-Q. These lawsuits and any other related lawsuits are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors. The outcome of these lawsuits is necessarily uncertain. We could be forced to expend significant resources in the defense against these and any other related lawsuits and we may not prevail. We currently are not able to estimate the possible cost to us from these lawsuits, as they are currently at an early stage, and we cannot be certain how long it may take to resolve these lawsuits or the possible amount of any damages that we may be required to pay. Such amounts could be material to our financial statements even if we prevail in the defense against these lawsuits. We have not established any reserves for any potential liability relating to these lawsuits. It is possible that we could, in the future, incur judgments or enter into settlements of claims for monetary damages. |
STOCKHOLDERS_EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2014 | |
STOCKHOLDERS' EQUITY | ' |
STOCKHOLDERS' EQUITY | ' |
6. STOCKHOLDERS’ EQUITY | |
On February 4, 2014, we completed an underwritten public offering of 25,875,000 shares of our common stock at a public offering price of $4.00 per share, resulting in net cash proceeds of approximately $96,805,000 after deducting the underwriting discount and offering expenses payable by us. |
SEGMENT_INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2014 | |
SEGMENT INFORMATION | ' |
SEGMENT INFORMATION | ' |
7. SEGMENT INFORMATION | |
Our executive management team represents our chief decision maker. We view our operations as one segment, the discovery and development of therapeutic products for oncology. As a result, the financial information disclosed herein materially represents all of the financial information related to our principal operating segment. |
CONDENSED_STATEMENTS_OF_CASH_F1
CONDENSED STATEMENTS OF CASH FLOWS DATA | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
CONDENSED STATEMENTS OF CASH FLOWS DATA | ' | |||||||
CONDENSED STATEMENTS OF CASH FLOWS DATA | ' | |||||||
8. CONDENSED STATEMENTS OF CASH FLOWS DATA | ||||||||
Supplemental schedule of non-cash operating and investing activities: | ||||||||
Six Months Ended June 30, | ||||||||
(In thousands) | 2014 | 2013 | ||||||
Supplemental Operating Activities: | ||||||||
Issuance of common stock for 401(k) matching contributions | $ | 313 | $ | 839 | ||||
Supplemental Investing Activities: | ||||||||
Net unrealized loss on marketable securities | (6 | ) | (53 | ) | ||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2014 | |
SUBSEQUENT EVENTS | ' |
SUBSEQUENT EVENTS | ' |
9. SUBSEQUENT EVENTS | |
Series A Distribution | |
The Nasdaq Stock Market fixed July 22, 2014 as the ex-dividend date for the Series A Distribution. Commencing on this date, our shares of common stock traded without the right to receive shares of Asterias Series A common stock, or cash in lieu thereof, in the Series A Distribution. We do not expect the completion of the Series A Distribution to have any impact on our financial statements. | |
Transfer Agreement | |
On July 31, 2014, we and Mayo Clinic entered into an agreement, or the Transfer Agreement, whereby the Investigational New Drug application, or IND, for imetelstat under which the investigator-sponsored clinical trial of imetelstat in myelofibrosis, or the Myelofibrosis IST, has been conducted will be transferred to Geron. In addition, the parties have agreed that Geron will assume responsibility for the conduct of the Myelofibrosis IST as the trial sponsor. In connection with entering into the Transfer Agreement, Mayo Clinic transferred to us data available as of that date from the clinical trial database for the Myelofibrosis IST. Subject to completion of certain obligations and deliverables defined in the Transfer Agreement, we and Mayo Clinic project that the IND and responsibility for the Myelofibrosis IST as the trial sponsor will be transferred to Geron by September 30, 2014. We plan to continue to conduct the Myelofibrosis IST at Mayo Clinic until the trial is closed, and we do not intend to enroll additional patients in the Myelofibrosis IST. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | |||||||||||||
Basis of Presentation | ' | |||||||||||||
Basis of Presentation | ||||||||||||||
The terms “Geron”, the “Company”, “we” and “us” as used in this report refer to Geron Corporation. The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management of Geron, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six month periods ending June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014 or any other period. These financial statements and notes should be read in conjunction with the financial statements for each of the three years ended December 31, 2013, included in the Company’s Annual Report on Form 10-K. The accompanying condensed balance sheet as of December 31, 2013 has been derived from audited financial statements at that date. | ||||||||||||||
Net Loss Per Share | ' | |||||||||||||
Net Loss Per Share | ||||||||||||||
Basic earnings (loss) per share is calculated based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is calculated based on the weighted average number of shares of common stock and potential dilutive securities outstanding during the period. Potential dilutive securities primarily consist of outstanding stock options, restricted stock awards and warrants to purchase common stock and are determined using the treasury stock method at an average market price during the period. | ||||||||||||||
Because we are in a net loss position, diluted loss per share excludes the effects of potential dilutive securities. Had we been in a net income position, diluted earnings per share would have included the shares used in the computation of basic net loss per share as well as an additional 786,999 and 8,310 shares for the three months ended June 30, 2014 and 2013, respectively, and 3,723,521 and 6,533 shares for the six months ended June 30, 2014 and 2013, respectively, related to outstanding stock options, restricted stock awards and warrants (as determined using the treasury stock method at the estimated average market value). | ||||||||||||||
Use of Estimates | ' | |||||||||||||
Use of Estimates | ||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. On a regular basis, management evaluates these estimates and assumptions. Actual results could differ from those estimates. | ||||||||||||||
Fair Value of Financial Instruments | ' | |||||||||||||
Fair Value of Financial Instruments | ||||||||||||||
Cash Equivalents and Marketable Securities | ||||||||||||||
We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. We are subject to credit risk related to our cash equivalents and marketable securities. We place our cash and cash equivalents in money market funds, commercial paper and cash operating accounts. Our marketable securities include U.S. government-sponsored enterprise securities, commercial paper and corporate notes with original maturities ranging from six to 17 months. | ||||||||||||||
We classify our marketable securities as available-for-sale. We record available-for-sale securities at fair value with unrealized gains and losses reported in accumulated other comprehensive income (loss) in stockholders’ equity. Realized gains and losses are included in interest and other income and are derived using the specific identification method for determining the cost of securities sold and have been insignificant to date. Dividend and interest income are recognized when earned and included in interest and other income in our condensed statements of operations. We recognize a charge when the declines in the fair values below the amortized cost basis of our available-for-sale securities are judged to be other-than-temporary. We consider various factors in determining whether to recognize an other-than-temporary charge, including whether we intend to sell the security or whether it is more likely than not that we would be required to sell the security before recovery of the amortized cost basis. Declines in market value associated with credit losses judged as other-than-temporary result in a charge to interest and other income. Other-than-temporary charges not related to credit losses are included in accumulated other comprehensive income (loss) in stockholders’ equity. We have not recorded any other-than-temporary impairment charges on our available-for-sale securities for the three and six months ended June 30, 2014 and 2013. See Note 2 on Fair Value Measurements. | ||||||||||||||
Non-Marketable Equity Investments | ||||||||||||||
Non-marketable equity investments in companies in which we own less than 20% of the outstanding voting stock and do not otherwise have the ability to exert significant influence over the investees are carried at cost, as adjusted for other-than-temporary impairments. We apply the equity method of accounting for non-marketable equity investments in companies in which we own more than 20% of the outstanding voting stock or otherwise have the ability to exert significant influence over the investees. Under this method, we increase (decrease) the carrying value of our investment by our proportionate share of the investee’s earnings (losses). If losses exceed the carrying value of the investment, losses are then applied against any advances to the investee, including any commitment to provide financial support, until those amounts are reduced to zero. Commitments to provide financial support include formal guarantees, implicit arrangements, reputational expectations, intercompany relationships or a consistent past history of providing financial support. The equity method is then suspended until the investee has earnings. Any proportionate share of investee earnings is first applied to the share of accumulated losses not recognized during the period the equity method was suspended. We recognize previously suspended losses to the extent additional investment is determined to represent the funding of prior losses. See Note 3 on Divestiture of Stem Cell Assets. | ||||||||||||||
Fair Value of Derivatives | ||||||||||||||
For non-employee options classified as assets or liabilities, the fair value of these instruments is recorded on the condensed balance sheet at inception and adjusted to fair value at each financial reporting date. The change in fair value of the non-employee options is recorded in the condensed statements of operations as unrealized gain (loss) on derivatives. Fair value of non-employee options is estimated using the Black Scholes option-pricing model. The non-employee options continue to be reported as an asset or liability until such time as the instruments are exercised or expire or are otherwise modified to remove the provisions which require this treatment, at which time these instruments are marked to fair value and reclassified from assets or liabilities to stockholders’ equity. For non-employee options classified as permanent equity, the fair value of the non-employee options is recorded in stockholders’ equity as of their respective vesting dates and no further adjustments are made. See Note 2 on Fair Value Measurements. | ||||||||||||||
Nonmonetary Transactions | ' | |||||||||||||
Nonmonetary Transactions | ||||||||||||||
We account for nonmonetary transactions based on the fair values of the assets (or services) involved. The cost of a nonmonetary asset acquired in exchange for another nonmonetary asset is the fair value of the asset surrendered to obtain it with a gain or loss recognized on the exchange. We use the fair value of the asset received to measure the cost if it is more clearly evident than the fair value of the asset surrendered. If the fair value of neither the assets received nor the assets relinquished is determinable within reasonable limits, we use the recorded amount (or carrying value) of the nonmonetary assets relinquished to account for the exchange. Similarly, we use carrying value for an exchange of controlled assets that do not meet the definition of a business for a non-controlling non-marketable equity interest in a company with no gain or loss recognized on the exchange. See Note 3 on Divestiture of Stem Cell Assets. | ||||||||||||||
Revenue Recognition | ' | |||||||||||||
Revenue Recognition | ||||||||||||||
We have entered into several license agreements with various oncology, diagnostics, research tools and biologics production companies. With certain of these agreements, we receive non-refundable license payments in cash or equity securities, option payments in cash or equity securities, cost reimbursements, milestone payments, royalties on future sales of products, or any combination of these items. Upfront non-refundable signing, license or non-exclusive option fees are recognized as revenue when rights to use the intellectual property related to the license have been delivered and over the term of the agreement if we have continuing performance obligations. We recognize revenue under collaborative agreements as the related research and development costs for services are rendered. Milestone payments, which are subject to substantive contingencies, are recognized as revenue upon completion of specified milestones, representing the culmination of the earnings process, according to contract terms. Royalties are generally recognized upon receipt of the related royalty payment. Deferred revenue represents the unearned portion of research and license payments received. When payments are received in equity securities, we do not recognize any revenue unless such securities are determined to be realizable in cash. | ||||||||||||||
Restricted Cash | ' | |||||||||||||
Restricted Cash | ||||||||||||||
Restricted cash consists of funds maintained in separate certificate of deposit accounts for specified purposes. The components of restricted cash were as follows: | ||||||||||||||
June 30, | December 31, | |||||||||||||
(In thousands) | 2014 | 2013 | ||||||||||||
Certificate of deposit for unused equipment line of credit | $ | 530 | $ | 530 | ||||||||||
Certificate of deposit for credit card purchases | 265 | 265 | ||||||||||||
$ | 795 | $ | 795 | |||||||||||
Research and Development Expenses | ' | |||||||||||||
Research and Development Expenses | ||||||||||||||
Research and development expenses consist of expenses incurred in identifying, developing and testing product candidates resulting from our independent efforts as well as efforts associated with collaborations. These expenses include, but are not limited to, acquired in-process research and development deemed to have no alternative future use, payroll and personnel expense, lab supplies, preclinical studies, clinical trials, including support for investigator-sponsored clinical trials, raw materials to manufacture clinical trial drugs, manufacturing costs for research and clinical trial materials, sponsored research at other labs, consulting, costs to maintain technology licenses and research-related overhead. Research and development costs are expensed as incurred, including payments made under our license agreements. | ||||||||||||||
Clinical Trial Costs | ||||||||||||||
A significant component of our research and development expenses has historically been clinical trial costs. Substantial portions of our preclinical studies and all of our clinical trials have been performed by third-party contract research organizations, or CROs, and other vendors. We accrue expenses for preclinical studies performed by our vendors based on certain estimates over the term of the service period and adjust our estimates as required. We accrue expenses for clinical trial activities performed by CROs based upon the estimated amount of work completed on each study. For clinical trial expenses, the significant factors used in estimating accruals include the number of patients enrolled, the number of active clinical sites and the duration for which the patients have been enrolled in the study. Pass through costs from CROs include, but are not limited to, regulatory expenses, investigator fees, lab fees, travel costs and other miscellaneous costs, including shipping and printing fees. We accrue pass through costs based on estimates of the amount of work completed for the clinical trial. We monitor patient enrollment levels and related activities to the extent possible through internal reviews, review of contractual terms and correspondence with CROs. We base our estimates on the best information available at the time. However, additional information may become available to us which would allow us to make a more accurate estimate in future periods. In this event, we may be required to record adjustments to research and development expenses in future periods when the actual level of activity becomes more certain. | ||||||||||||||
Depreciation and Amortization | ' | |||||||||||||
Depreciation and Amortization | ||||||||||||||
We record property and equipment at cost and calculate depreciation using the straight-line method over the estimated useful lives of the assets, generally four years. Leasehold improvements are amortized over the shorter of the estimated useful life or remaining term of the lease. | ||||||||||||||
Stock-Based Compensation | ' | |||||||||||||
Stock-Based Compensation | ||||||||||||||
We recognize stock-based compensation expense on a straight-line basis over the requisite service period, which is generally the vesting period. The following table summarizes the stock-based compensation expense included in operating expenses on our condensed statements of operations related to stock options, restricted stock awards and employee stock purchases for the three and six months ended June 30, 2014 and 2013 which was allocated as follows: | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||
Research and development | $ | 690 | $ | 231 | $ | 1,279 | $ | 911 | ||||||
Restructuring charges | — | 28 | — | 28 | ||||||||||
General and administrative | 1,412 | 627 | 2,464 | 1,295 | ||||||||||
Stock-based compensation expense included in operating expenses | $ | 2,102 | $ | 886 | $ | 3,743 | $ | 2,234 | ||||||
As stock-based compensation expense recognized in the condensed statements of operations for the three and six months ended June 30, 2014 and 2013 is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures, but at a minimum, reflects the grant-date fair value of those awards that actually vested in the period. Forfeitures have been estimated at the time of grant based on historical data and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. In connection with the April 2013 restructuring, the post-termination exercise period for certain stock options previously granted to terminated employees was extended through the end of December 2013 resulting in the recognition of $28,000 of non-cash stock-based compensation expense for each of the three and six months ended June 30, 2013 for the stock option modification. See Note 4 on Restructuring for a further discussion of the April 2013 restructuring. | ||||||||||||||
Stock Options | ||||||||||||||
We grant options with service-based vesting under our equity plans to employees, non-employee directors and consultants. The vesting period for employee options is generally four years. The fair value of options granted during the six months ended June 30, 2014 and 2013 has been estimated at the date of grant using the Black Scholes option-pricing model with the following assumptions: | ||||||||||||||
Six Months Ended June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Dividend yield | 0% | 0% | ||||||||||||
Expected volatility range | 0.898 to 0.922 | 0.742 to 0.745 | ||||||||||||
Risk-free interest rate range | 1.64% to 1.92% | 0.80% to 1.26% | ||||||||||||
Expected term | 5.5 yrs | 6 yrs | ||||||||||||
Employee Stock Purchase Plan | ||||||||||||||
The fair value of employees’ purchase rights during the six months ended June 30, 2014 and 2013 has been estimated using the Black Scholes option-pricing model with the following assumptions: | ||||||||||||||
Six Months Ended June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Dividend yield | 0% | 0% | ||||||||||||
Expected volatility range | 0.835 to 1.062 | 0.674 to 1.391 | ||||||||||||
Risk-free interest rate range | 0.09% to 0.15% | 0.12% to 0.21% | ||||||||||||
Expected term range | 6 – 12 mos | 6 – 12 mos | ||||||||||||
Dividend yield is based on historical cash dividend payments. The expected volatility is based on historical volatilities of our stock since traded options on Geron stock do not correspond to option terms and the trading volume of options is limited. The risk-free interest rate is based on the U.S. Zero Coupon Treasury Strip Yields for the expected term in effect on the date of grant for an award. The expected term of options is derived from actual historical exercise and post-vesting cancellation data and represents the period of time that options granted are expected to be outstanding. The expected term of employees’ purchase rights is equal to the purchase period. | ||||||||||||||
Restricted Stock Awards | ||||||||||||||
We have granted restricted stock awards to employees and non-employee directors with service-based and performance-based vesting schedules. Service-based restricted stock awards generally vest annually over four years. Performance-based restricted stock awards vest upon achievement of discrete strategic corporate goals within a specified performance period, generally three years. | ||||||||||||||
The fair value for service-based restricted stock awards is determined using the fair value of our common stock on the date of grant. The fair value is amortized as stock-based compensation expense over the requisite service period of the award, which is generally the vesting period, on a straight-line basis and is reduced for estimated forfeitures, as applicable. | ||||||||||||||
The fair value for performance-based restricted stock awards is determined using the fair value of our common stock on the date of grant. Stock-based compensation expense for awards with vesting based on performance conditions is recognized over the period from the date the performance condition is determined to be probable of occurring through the date the applicable condition is expected to be met and is reduced for estimated forfeitures, as applicable. If the performance condition is not considered probable of being achieved, no stock-based compensation expense is recognized until such time as the performance condition is considered probable of being met, if at all. If that assessment of the probability of the performance condition being met changes, the impact of the change in estimate would be recognized in the period of the change. If the requisite service period has been met prior to the change in estimate, the effect of the change in estimate would be immediately recognized. We have not recognized any stock-based compensation expense for performance-based restricted stock awards in our condensed statements of operations for the three and six months ended June 30, 2014 and 2013 since the achievement of the specified performance criteria was not considered probable and did not occur during these periods. We have no performance-based restricted stock awards outstanding as of June 30, 2014. All of these awards were cancelled unvested as the performance conditions were not achieved within the respective performance periods. | ||||||||||||||
Non-Employee Stock-Based Awards | ||||||||||||||
For our non-employee stock-based awards, the measurement date on which the fair value of the stock-based award is calculated is equal to the earlier of (i) the date at which a commitment for performance by the counterparty to earn the equity instrument is reached or (ii) the date at which the counterparty’s performance is complete. We recognize stock-based compensation expense for the fair value of the vested portion of non-employee awards in our condensed statements of operations. | ||||||||||||||
Recent Accounting Pronouncements | ' | |||||||||||||
Recent Accounting Pronouncements | ||||||||||||||
In April 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standard Update No. 2014-08, Presentation of Financial Statements and Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, or ASU 2014-08. ASU 2014-08 raised the threshold for a disposal of assets to qualify as a discontinued operation and requires new disclosures for both discontinued operations and disposals of individually significant components of a business that do not qualify as discontinued operations. Under the new guidance, only disposals of assets representing a strategic shift in operations that has a major effect on the entity’s operations and financial results should be presented as discontinued operations. If the disposal does qualify as a discontinued operation, the entity will be required to provide expanded disclosures, as well as disclosure of the pretax income attributable to the disposal of a significant part of an entity that does not qualify as a discontinued operation. ASU 2014-08 will be effective for us beginning January 1, 2015 and subsequent interim periods. We do not expect the adoption of ASU 2014-08 to have a material effect on our financial statements. | ||||||||||||||
In May 2014, the FASB issued Accounting Standard Update No. 2014-09, Revenue from Contracts with Customers, or ASU 2014-09. ASU 2014-09 provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. ASU 2014-09 will require an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update creates a five-step model that requires entities to exercise judgment when considering the terms of the contract(s). The five-step model includes (i) identifying the contract(s) with the customer, (ii) identifying the separate performance obligations in the contract, (iii) determining the transaction price, (iv) allocating the transaction price to the separate performance obligations, and (v) recognizing revenue when each performance obligation is satisfied. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 will be effective for us beginning January 1, 2018 and subsequent interim periods. We have the option to apply the provisions of ASU 2014-09 either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of applying this accounting standard recognized at the date of initial application. Early adoption is not permitted. We are currently evaluating the transition method and the impact that the adoption of ASU 2014-09 will have on our financial statements. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | |||||||||||||
Schedule of components of restricted cash | ' | |||||||||||||
June 30, | December 31, | |||||||||||||
(In thousands) | 2014 | 2013 | ||||||||||||
Certificate of deposit for unused equipment line of credit | $ | 530 | $ | 530 | ||||||||||
Certificate of deposit for credit card purchases | 265 | 265 | ||||||||||||
$ | 795 | $ | 795 | |||||||||||
Summary of allocation of stock-based compensation expense included in operating expenses on condensed statements of operations related to share-based payment awards | ' | |||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||
Research and development | $ | 690 | $ | 231 | $ | 1,279 | $ | 911 | ||||||
Restructuring charges | — | 28 | — | 28 | ||||||||||
General and administrative | 1,412 | 627 | 2,464 | 1,295 | ||||||||||
Stock-based compensation expense included in operating expenses | $ | 2,102 | $ | 886 | $ | 3,743 | $ | 2,234 | ||||||
Schedule of assumptions used to estimate the fair value of stock options granted | ' | |||||||||||||
Six Months Ended June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Dividend yield | 0% | 0% | ||||||||||||
Expected volatility range | 0.898 to 0.922 | 0.742 to 0.745 | ||||||||||||
Risk-free interest rate range | 1.64% to 1.92% | 0.80% to 1.26% | ||||||||||||
Expected term | 5.5 yrs | 6 yrs | ||||||||||||
Schedule of assumptions used to estimate the fair value of employee stock purchases under the Purchase Plan | ' | |||||||||||||
Six Months Ended June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Dividend yield | 0% | 0% | ||||||||||||
Expected volatility range | 0.835 to 1.062 | 0.674 to 1.391 | ||||||||||||
Risk-free interest rate range | 0.09% to 0.15% | 0.12% to 0.21% | ||||||||||||
Expected term range | 6 – 12 mos | 6 – 12 mos |
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended | ||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||
FAIR VALUE MEASUREMENTS | ' | ||||||||||||||||||||||
Schedule of cash equivalents, restricted cash and marketable securities by security type | ' | ||||||||||||||||||||||
Cash equivalents, restricted cash and marketable securities by security type at June 30, 2014 were as follows: | |||||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||||
Amortized | Unrealized | Unrealized | Estimated | ||||||||||||||||||||
Cost | Gains | Losses | Fair Value | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||
Included in cash and cash equivalents: | |||||||||||||||||||||||
Money market funds | $ | 5,807 | $ | — | $ | — | $ | 5,807 | |||||||||||||||
Commercial paper | 1,500 | — | — | 1,500 | |||||||||||||||||||
$ | 7,307 | $ | — | $ | — | $ | 7,307 | ||||||||||||||||
Restricted cash: | |||||||||||||||||||||||
Certificates of deposit | $ | 795 | $ | — | $ | — | $ | 795 | |||||||||||||||
Marketable securities: | |||||||||||||||||||||||
Government-sponsored enterprise securities (due in less than 1 year) | $ | 4,192 | $ | — | $ | — | $ | 4,192 | |||||||||||||||
Government-sponsored enterprise securities (due in 1 to 2 years) | 401 | — | — | 401 | |||||||||||||||||||
Commercial paper (due in less than 1 year) | 12,486 | 12 | — | 12,498 | |||||||||||||||||||
Corporate notes (due in less than 1 year) | 114,157 | 5 | (36 | ) | 114,126 | ||||||||||||||||||
Corporate notes (due in 1 to 2 years) | 6,096 | — | (1 | ) | 6,095 | ||||||||||||||||||
$ | 137,332 | $ | 17 | $ | (37 | ) | $ | 137,312 | |||||||||||||||
Cash equivalents, restricted cash and marketable securities by security type at December 31, 2013 were as follows: | |||||||||||||||||||||||
Gross | Gross | ||||||||||||||||||||||
Amortized | Unrealized | Unrealized | Estimated | ||||||||||||||||||||
Cost | Gains | Losses | Fair Value | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||
Included in cash and cash equivalents: | |||||||||||||||||||||||
Money market funds | $ | 8,079 | $ | — | $ | — | $ | 8,079 | |||||||||||||||
Corporate notes | 2,206 | — | — | 2,206 | |||||||||||||||||||
$ | 10,285 | $ | — | $ | — | $ | 10,285 | ||||||||||||||||
Restricted cash: | |||||||||||||||||||||||
Certificates of deposit | $ | 795 | $ | — | $ | — | $ | 795 | |||||||||||||||
Marketable securities: | |||||||||||||||||||||||
Government-sponsored enterprise securities (due in less than 1 year) | $ | 7,369 | $ | 1 | $ | (1 | ) | $ | 7,369 | ||||||||||||||
Commercial paper (due in less than 1 year) | 5,496 | 3 | — | 5,499 | |||||||||||||||||||
Corporate notes (due in less than 1 year) | 39,383 | 1 | (18 | ) | 39,366 | ||||||||||||||||||
$ | 52,248 | $ | 5 | $ | (19 | ) | $ | 52,234 | |||||||||||||||
Schedule of marketable securities with unrealized losses | ' | ||||||||||||||||||||||
Less Than 12 Months | 12 Months or Greater | Total | |||||||||||||||||||||
Gross | Gross | Gross | |||||||||||||||||||||
Estimated | Unrealized | Estimated | Unrealized | Estimated | Unrealized | ||||||||||||||||||
Fair Value | Losses | Fair Value | Losses | Fair Value | Losses | ||||||||||||||||||
(In thousands) | |||||||||||||||||||||||
As of June 30, 2014: | |||||||||||||||||||||||
Corporate notes (due in less than 1 year) | $ | 86,550 | $ | (36 | ) | $ | — | $ | — | $ | 86,550 | $ | (36 | ) | |||||||||
Corporate notes (due in 1 to 2 years) | 6,095 | (1 | ) | — | — | 6,095 | (1 | ) | |||||||||||||||
$ | 92,645 | $ | (37 | ) | $ | — | $ | — | $ | 92,645 | $ | (37 | ) | ||||||||||
As of December 31, 2013: | |||||||||||||||||||||||
Government-sponsored enterprise securities (due in less than 1 year) | $ | 3,947 | $ | (1 | ) | $ | — | $ | — | $ | 3,947 | $ | (1 | ) | |||||||||
Corporate notes (due in less than 1 year) | 37,060 | (18 | ) | — | — | 37,060 | (18 | ) | |||||||||||||||
$ | 41,007 | $ | (19 | ) | $ | — | $ | — | $ | 41,007 | $ | (19 | ) | ||||||||||
Schedule of non-employee options to purchase common stock considered as derivatives and classified as current liabilities | ' | ||||||||||||||||||||||
At June 30, 2014 | At December 31, 2013 | ||||||||||||||||||||||
Issuance | Exercise | Exercisable | Expiration | Number | Fair Value | Number | Fair Value | ||||||||||||||||
Date | Price | Date | Date | of Shares | (In thousands) | of Shares | (In thousands) | ||||||||||||||||
March 2005 | $ | 6.39 | January 2007 | March 2015 | 284,600 | $ | 290 | 284,600 | $ | 367 | |||||||||||||
Schedule of assumptions used to estimate the fair value of derivatives | ' | ||||||||||||||||||||||
June 30, 2014 | December 31, 2013 | ||||||||||||||||||||||
Dividend yield | 0% | 0% | |||||||||||||||||||||
Expected volatility | 1.52 | 0.844 | |||||||||||||||||||||
Risk-free interest rate | 0.11% | 0.13% | |||||||||||||||||||||
Expected term | 0.75 yr | 1 yr | |||||||||||||||||||||
Schedule of financial instruments measured at fair value on recurring basis | ' | ||||||||||||||||||||||
The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of June 30, 2014 and indicates the fair value category assigned. | |||||||||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||||||
Quoted Prices in | Significant | ||||||||||||||||||||||
Active Markets | Other | Significant | |||||||||||||||||||||
for Identical | Observable | Unobservable | |||||||||||||||||||||
Assets / Liabilities | Inputs | Inputs | |||||||||||||||||||||
(In thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
Assets | |||||||||||||||||||||||
Money market funds (1) | $ | 5,807 | $ | — | $ | — | $ | 5,807 | |||||||||||||||
Government-sponsored enterprise securities (2)(3) | — | 4,593 | — | 4,593 | |||||||||||||||||||
Commercial paper (1)(2) | — | 13,998 | — | 13,998 | |||||||||||||||||||
Corporate notes (2)(3) | — | 120,221 | — | 120,221 | |||||||||||||||||||
Total | $ | 5,807 | $ | 138,812 | $ | — | $ | 144,619 | |||||||||||||||
Liabilities | |||||||||||||||||||||||
Derivatives (4) | $ | — | $ | — | $ | 290 | $ | 290 | |||||||||||||||
The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of December 31, 2013 and indicates the fair value category assigned. | |||||||||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||||||
Quoted Prices in | Significant | ||||||||||||||||||||||
Active Markets | Other | Significant | |||||||||||||||||||||
for Identical | Observable | Unobservable | |||||||||||||||||||||
Assets / Liabilities | Inputs | Inputs | |||||||||||||||||||||
(In thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
Assets | |||||||||||||||||||||||
Money market funds (1) | $ | 8,079 | $ | — | $ | — | $ | 8,079 | |||||||||||||||
Government-sponsored enterprise securities (2) | — | 7,369 | — | 7,369 | |||||||||||||||||||
Commercial paper (2) | — | 5,499 | — | 5,499 | |||||||||||||||||||
Corporate notes (1)(2) | — | 41,572 | — | 41,572 | |||||||||||||||||||
Total | $ | 8,079 | $ | 54,440 | $ | — | $ | 62,519 | |||||||||||||||
Liabilities | |||||||||||||||||||||||
Derivatives (4) | $ | — | $ | — | $ | 367 | $ | 367 | |||||||||||||||
(1) Included in cash and cash equivalents on our condensed balance sheets. | |||||||||||||||||||||||
(2) Included in current portion of marketable securities on our condensed balance sheets. | |||||||||||||||||||||||
(3) Included in noncurrent portion of marketable securities on our condensed balance sheets. | |||||||||||||||||||||||
(4) Included in fair value of derivatives on our condensed balance sheets. | |||||||||||||||||||||||
Schedule of rollforward of the balance sheet amounts for financial instruments in Level 3 category | ' | ||||||||||||||||||||||
Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||||
Three Months Ended June 30, 2014 | |||||||||||||||||||||||
Change in | |||||||||||||||||||||||
Unrealized Loss | |||||||||||||||||||||||
Total | Related to | ||||||||||||||||||||||
Unrealized | Transfers | Financial | |||||||||||||||||||||
Fair Value at | Loss | Purchases | In and/or | Fair Value at | Instruments | ||||||||||||||||||
March 31, | Included in | and | Sales and | Out of | June 30, | Held at | |||||||||||||||||
(In thousands) | 2014 | Earnings (1) | Issuances | Settlements | Level 3 | 2014 | June 30, 2014 (1) | ||||||||||||||||
Derivative liabilities | $ | 143 | $ | 147 | $ | — | $ | — | $ | — | $ | 290 | $ | 147 | |||||||||
Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||||
Six Months Ended June 30, 2014 | |||||||||||||||||||||||
Change in | |||||||||||||||||||||||
Unrealized Gain | |||||||||||||||||||||||
Total | Related to | ||||||||||||||||||||||
Unrealized | Transfers | Financial | |||||||||||||||||||||
Fair Value at | Gain | Purchases | In and/or | Fair Value at | Instruments | ||||||||||||||||||
December 31, | Included in | and | Sales and | Out of | June 30, | Held at | |||||||||||||||||
(In thousands) | 2013 | Earnings (1) | Issuances | Settlements | Level 3 | 2014 | June 30, 2014 (1) | ||||||||||||||||
Derivative liabilities | $ | 367 | $ | (77 | ) | $ | — | $ | — | $ | — | $ | 290 | $ | (77 | ) | |||||||
(1) Reported as unrealized (loss) gain on derivatives on our condensed statements of operations. |
RESTRUCTURING_Tables
RESTRUCTURING (Tables) | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
RESTRUCTURING | ' | ||||||||||
Summary of components of accrued restructuring charges | ' | ||||||||||
(In thousands) | Employee | Facility Related | Total | ||||||||
Severance and | Charges | ||||||||||
Other Benefits | |||||||||||
Beginning accrual balance as of December 31, 2013 | $ | 21 | $ | 73 | $ | 94 | |||||
Cash payments | (19 | ) | (73 | ) | (92 | ) | |||||
Adjustments or non-cash credits | (2 | ) | — | (2 | ) | ||||||
Ending accrual balance as of June 30, 2014 | $ | — | $ | — | $ | — |
CONDENSED_STATEMENTS_OF_CASH_F2
CONDENSED STATEMENTS OF CASH FLOWS DATA (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
CONDENSED STATEMENTS OF CASH FLOWS DATA | ' | |||||||
Supplemental schedule of non-cash operating and investing activities | ' | |||||||
Six Months Ended June 30, | ||||||||
(In thousands) | 2014 | 2013 | ||||||
Supplemental Operating Activities: | ||||||||
Issuance of common stock for 401(k) matching contributions | $ | 313 | $ | 839 | ||||
Supplemental Investing Activities: | ||||||||
Net unrealized loss on marketable securities | (6 | ) | (53 | ) | ||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Net Loss Per Share | ' | ' | ' | ' |
Potential dilutive securities excluded from diluted loss per share calculation (in shares) | 786,999 | 8,310 | 3,723,521 | 6,533 |
Minimum | ' | ' | ' | ' |
Marketable securities | ' | ' | ' | ' |
Original maturity period of marketable securities | ' | ' | '6 months | ' |
Maximum | ' | ' | ' | ' |
Marketable securities | ' | ' | ' | ' |
Original maturity period of marketable securities | ' | ' | '17 months | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Dec. 31, 2013 |
Restricted Cash | ' | ' |
Carrying value of restricted cash | $795 | $795 |
Depreciation and Amortization | ' | ' |
Estimated useful lives of assets | '4 years | ' |
Certificate of deposit for unused equipment line of credit | ' | ' |
Restricted Cash | ' | ' |
Carrying value of restricted cash | 530 | 530 |
Certificate of deposit for credit card purchases | ' | ' |
Restricted Cash | ' | ' |
Carrying value of restricted cash | $265 | $265 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense included in operating expenses | $2,102,000 | $886,000 | $3,743,000 | $2,234,000 |
April 2013 Restructuring | ' | ' | ' | ' |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense related to extension of the post-termination exercise period | ' | 28,000 | ' | 28,000 |
Research and development | ' | ' | ' | ' |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense included in operating expenses | 690,000 | 231,000 | 1,279,000 | 911,000 |
Restructuring charges | ' | ' | ' | ' |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense included in operating expenses | ' | 28,000 | ' | 28,000 |
General and administrative | ' | ' | ' | ' |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense included in operating expenses | $1,412,000 | $627,000 | $2,464,000 | $1,295,000 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 4) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Stock-Based Compensation | ' | ' | ' | ' |
Stock-based compensation expense included in operating expenses | $2,102 | $886 | $3,743 | $2,234 |
Employee Stock Purchase Plan | ' | ' | ' | ' |
Assumptions used to estimate fair value of awards | ' | ' | ' | ' |
Dividend yield (as a percent) | ' | ' | 0.00% | 0.00% |
Expected volatility range, minimum (as a percent) | ' | ' | 83.50% | 67.40% |
Expected volatility range, maximum (as a percent) | ' | ' | 106.20% | 139.10% |
Risk-free interest rate range, minimum (as a percent) | ' | ' | 0.09% | 0.12% |
Risk-free interest rate range, maximum (as a percent) | ' | ' | 0.15% | 0.21% |
Employee Stock Purchase Plan | Minimum | ' | ' | ' | ' |
Assumptions used to estimate fair value of awards | ' | ' | ' | ' |
Expected term | ' | ' | '6 months | '6 months |
Employee Stock Purchase Plan | Maximum | ' | ' | ' | ' |
Assumptions used to estimate fair value of awards | ' | ' | ' | ' |
Expected term | ' | ' | '12 months | '12 months |
Service-based restricted stock awards | ' | ' | ' | ' |
Stock-Based Compensation | ' | ' | ' | ' |
Vesting period of awards | ' | ' | '4 years | ' |
Performance-based restricted stock awards | ' | ' | ' | ' |
Stock-Based Compensation | ' | ' | ' | ' |
Vesting period of awards | ' | ' | '3 years | ' |
Stock-based compensation expense included in operating expenses | $0 | $0 | $0 | $0 |
Assumptions used to estimate fair value of awards | ' | ' | ' | ' |
Non-vested restricted stock at the end of the period (in shares) | 0 | ' | 0 | ' |
Stock Options | ' | ' | ' | ' |
Stock-Based Compensation | ' | ' | ' | ' |
Vesting period of awards | ' | ' | '4 years | ' |
Assumptions used to estimate fair value of awards | ' | ' | ' | ' |
Dividend yield (as a percent) | ' | ' | 0.00% | 0.00% |
Expected volatility range, minimum (as a percent) | ' | ' | 89.80% | 74.20% |
Expected volatility range, maximum (as a percent) | ' | ' | 92.20% | 74.50% |
Risk-free interest rate range, minimum (as a percent) | ' | ' | 1.64% | 0.80% |
Risk-free interest rate range, maximum (as a percent) | ' | ' | 1.92% | 1.26% |
Expected term | ' | ' | '5 years 6 months | '6 years |
FAIR_VALUE_MEASUREMENTS_Detail
FAIR VALUE MEASUREMENTS (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Included in cash and cash equivalents | ' | ' |
Amortized Cost | $7,307 | $10,285 |
Estimated Fair Value | 7,307 | 10,285 |
Restricted cash | ' | ' |
Amortized Cost | 795 | 795 |
Estimated Fair Value | 795 | 795 |
Marketable securities | ' | ' |
Amortized Cost | 137,332 | 52,248 |
Gross Unrealized Gains | 17 | 5 |
Gross Unrealized Losses | -37 | -19 |
Estimated Fair Value | 137,312 | 52,234 |
Money market funds | ' | ' |
Included in cash and cash equivalents | ' | ' |
Amortized Cost | 5,807 | 8,079 |
Estimated Fair Value | 5,807 | 8,079 |
Commercial paper | ' | ' |
Included in cash and cash equivalents | ' | ' |
Amortized Cost | 1,500 | ' |
Estimated Fair Value | 1,500 | ' |
Corporate notes | ' | ' |
Included in cash and cash equivalents | ' | ' |
Amortized Cost | ' | 2,206 |
Estimated Fair Value | ' | 2,206 |
Certificates of deposit | ' | ' |
Restricted cash | ' | ' |
Amortized Cost | 795 | 795 |
Estimated Fair Value | 795 | 795 |
Government-sponsored enterprise securities (due in less than 1 year) | ' | ' |
Marketable securities | ' | ' |
Amortized Cost | 4,192 | 7,369 |
Gross Unrealized Gains | ' | 1 |
Gross Unrealized Losses | ' | -1 |
Estimated Fair Value | 4,192 | 7,369 |
Government-sponsored enterprise securities (due in 1 to 2 years) | ' | ' |
Marketable securities | ' | ' |
Amortized Cost | 401 | ' |
Estimated Fair Value | 401 | ' |
Commercial paper (due in less than 1 year) | ' | ' |
Marketable securities | ' | ' |
Amortized Cost | 12,486 | 5,496 |
Gross Unrealized Gains | 12 | 3 |
Estimated Fair Value | 12,498 | 5,499 |
Corporate notes (due in less than 1 year) | ' | ' |
Marketable securities | ' | ' |
Amortized Cost | 114,157 | 39,383 |
Gross Unrealized Gains | 5 | 1 |
Gross Unrealized Losses | -36 | -18 |
Estimated Fair Value | 114,126 | 39,366 |
Corporate notes (due in 1 to 2 years) | ' | ' |
Marketable securities | ' | ' |
Amortized Cost | 6,096 | ' |
Gross Unrealized Losses | -1 | ' |
Estimated Fair Value | $6,095 | ' |
FAIR_VALUE_MEASUREMENTS_Detail1
FAIR VALUE MEASUREMENTS (Details 2) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Marketable securities with unrealized losses | ' | ' |
Less Than 12 Months - Estimated Fair Value | $92,645 | $41,007 |
Less Than 12 Months - Gross Unrealized Losses | -37 | -19 |
Total - Estimated Fair Value | 92,645 | 41,007 |
Total - Gross Unrealized Losses | -37 | -19 |
Government-sponsored enterprise securities (due in less than 1 year) | ' | ' |
Marketable securities with unrealized losses | ' | ' |
Less Than 12 Months - Estimated Fair Value | ' | 3,947 |
Less Than 12 Months - Gross Unrealized Losses | ' | -1 |
Total - Estimated Fair Value | ' | 3,947 |
Total - Gross Unrealized Losses | ' | -1 |
Corporate notes (due in less than 1 year) | ' | ' |
Marketable securities with unrealized losses | ' | ' |
Less Than 12 Months - Estimated Fair Value | 86,550 | 37,060 |
Less Than 12 Months - Gross Unrealized Losses | -36 | -18 |
Total - Estimated Fair Value | 86,550 | 37,060 |
Total - Gross Unrealized Losses | -36 | -18 |
Corporate notes (due in 1 to 2 years) | ' | ' |
Marketable securities with unrealized losses | ' | ' |
Less Than 12 Months - Estimated Fair Value | 6,095 | ' |
Less Than 12 Months - Gross Unrealized Losses | -1 | ' |
Total - Estimated Fair Value | 6,095 | ' |
Total - Gross Unrealized Losses | ($1) | ' |
FAIR_VALUE_MEASUREMENTS_Detail2
FAIR VALUE MEASUREMENTS (Details 3) (USD $) | 6 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2014 | Dec. 31, 2013 |
Derivatives | ' | ' |
Fair Value | $290 | $367 |
Dividend yield (as a percent) | 0.00% | 0.00% |
Expected volatility (as a percent) | 152.00% | 84.40% |
Risk-free interest rate (as a percent) | 0.11% | 0.13% |
Expected term | '9 months | '1 year |
Non-employee options | ' | ' |
Derivatives | ' | ' |
Exercise Price (in dollars per share) | $6.39 | ' |
Number of Shares (in shares) | 284,600 | 284,600 |
Fair Value | $290 | $367 |
FAIR_VALUE_MEASUREMENTS_Detail3
FAIR VALUE MEASUREMENTS (Details 4) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Liabilities | ' | ' |
Derivatives | $290 | $367 |
Recurring basis | Level 1 | ' | ' |
Assets | ' | ' |
Total | 5,807 | 8,079 |
Recurring basis | Level 1 | Money market funds | ' | ' |
Assets | ' | ' |
Total | 5,807 | 8,079 |
Recurring basis | Level 2 | ' | ' |
Assets | ' | ' |
Total | 138,812 | 54,440 |
Recurring basis | Level 2 | Government-sponsored enterprise securities | ' | ' |
Assets | ' | ' |
Total | 4,593 | 7,369 |
Recurring basis | Level 2 | Commercial paper | ' | ' |
Assets | ' | ' |
Total | 13,998 | 5,499 |
Recurring basis | Level 2 | Corporate notes | ' | ' |
Assets | ' | ' |
Total | 120,221 | 41,572 |
Recurring basis | Level 3 | ' | ' |
Liabilities | ' | ' |
Derivatives | 290 | 367 |
Recurring basis | Total | ' | ' |
Assets | ' | ' |
Total | 144,619 | 62,519 |
Liabilities | ' | ' |
Derivatives | 290 | 367 |
Recurring basis | Total | Money market funds | ' | ' |
Assets | ' | ' |
Total | 5,807 | 8,079 |
Recurring basis | Total | Government-sponsored enterprise securities | ' | ' |
Assets | ' | ' |
Total | 4,593 | 7,369 |
Recurring basis | Total | Commercial paper | ' | ' |
Assets | ' | ' |
Total | 13,998 | 5,499 |
Recurring basis | Total | Corporate notes | ' | ' |
Assets | ' | ' |
Total | $120,221 | $41,572 |
FAIR_VALUE_MEASUREMENTS_Detail4
FAIR VALUE MEASUREMENTS (Details 5) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | Derivative liabilities | Derivative liabilities | ||
Changes in Level 3 Recurring Fair Value Measurements | ' | ' | ' | ' |
Fair value of derivative liabilities at the beginning of the period | $290 | $367 | $143 | $367 |
Total Unrealized Loss (Gain) Included in Earnings | ' | ' | 147 | -77 |
Fair value of derivative liabilities at the end of the period | 290 | 367 | 290 | 290 |
Change in Unrealized Loss (Gain) Related to Financial Instruments Held at the end of the period | ' | ' | $147 | ($77) |
DIVESTITURE_OF_STEM_CELL_ASSET1
DIVESTITURE OF STEM CELL ASSETS (Details) (USD $) | 28-May-14 | Jun. 30, 2014 | Oct. 01, 2013 | 28-May-14 | Oct. 01, 2013 |
Series A common stock | Series A common stock | Asterias contributions | Contribution Agreement | ||
Series A common stock | Asterias contributions | ||||
Geron | |||||
DIVESTITURE OF STEM CELL ASSETS | ' | ' | ' | ' | ' |
Shares issued | ' | ' | ' | ' | 6,537,779 |
Percentage ownership in Asterias | ' | ' | ' | ' | 21.40% |
Number of shares of entity's common stock outstanding | 156,924,100 | ' | ' | ' | ' |
Common stock distribution ratio | ' | ' | ' | 0.0417 | ' |
Carrying value of common stock | ' | $0 | $0 | ' | ' |
Liability relating to contractual obligation to distribute common stock | ' | $0 | ' | ' | ' |
RESTRUCTURING_Details
RESTRUCTURING (Details) (USD $) | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 3 Months Ended | |||||
Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Apr. 25, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | |
Employee Severance And Other Benefits | Facility Related Charges | April 2013 Restructuring | April 2013 Restructuring | April 2013 Restructuring | April 2013 Restructuring | April 2013 Restructuring | April 2013 Restructuring | ||||
Positions | One-time termination benefits | Asset Write Downs | |||||||||
RESTRUCTURING | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of positions eliminated, inception to date | ' | ' | ' | ' | ' | ' | ' | ' | 20 | ' | ' |
Restructuring charges | $838,000 | ' | $916,000 | ' | ' | $824,000 | ' | $1,370,000 | ' | $624,000 | $200,000 |
Stock-based compensation expense related to extension of the post-termination exercise period | ' | ' | ' | ' | ' | 28,000 | 28,000 | ' | ' | 28,000 | ' |
Outstanding restructuring liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrual balance at the beginning of the period | ' | 94,000 | ' | 21,000 | 73,000 | ' | ' | ' | ' | ' | ' |
Cash payments | ' | -92,000 | ' | -19,000 | -73,000 | ' | ' | ' | ' | ' | ' |
Adjustments or non-cash credits | ' | ($2,000) | ' | ($2,000) | ' | ' | ' | ' | ' | ' | ' |
STOCKHOLDERS_EQUITY_Details
STOCKHOLDERS' EQUITY (Details) (USD $) | 0 Months Ended |
Feb. 04, 2014 | |
STOCKHOLDERS' EQUITY | ' |
Underwritten public offering (in shares) | 25,875,000 |
Public offering price (in dollars per share) | $4 |
Net cash proceeds from public offering after deducting the underwriting discount and offering expenses | $96,805,000 |
SEGMENT_INFORMATION_Details
SEGMENT INFORMATION (Details) | 6 Months Ended |
Jun. 30, 2014 | |
item | |
SEGMENT INFORMATION | ' |
Number of operating segments | 1 |
CONDENSED_STATEMENTS_OF_CASH_F3
CONDENSED STATEMENTS OF CASH FLOWS DATA (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Supplemental Operating Activities: | ' | ' |
Issuance of common stock for 401(k) matching contributions | $313 | $839 |
Supplemental Investing Activities: | ' | ' |
Net unrealized loss on marketable securities | ($6) | ($53) |