Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 19, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 000-30171 | ||
Entity Registrant Name | SANGAMO THERAPEUTICS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 68-0359556 | ||
Entity Address, Address Line One | 7000 Marina Blvd. | ||
Entity Address, City or Town | Brisbane | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94005 | ||
City Area Code | 510 | ||
Local Phone Number | 970-6000 | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | SGMO | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,262,431,735 | ||
Entity Common Stock, Shares Outstanding | 143,251,243 | ||
Documents Incorporated by Reference | Certain information required by Part III, Items 10-14 of this Form 10-K is incorporated by reference to the registrant’s definitive Proxy Statement for the 2021 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Form 10-K, provided that if such Proxy Statement is not filed within such period, such information will be included in an amendment to this Form 10-K to be filed within such 120-day period . | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001001233 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 131,329 | $ 80,428 |
Marketable securities | 510,094 | 282,046 |
Interest receivable | 1,035 | 682 |
Accounts receivable | 5,224 | 36,909 |
Prepaid expenses and other current assets | 11,986 | 5,408 |
Total current assets | 659,668 | 405,473 |
Marketable securities, non-current | 50,530 | 21,832 |
Property and equipment, net | 41,324 | 29,926 |
Intangible assets | 58,128 | 53,156 |
Goodwill | 42,798 | 39,273 |
Operating lease right-of-use assets | 71,045 | 77,289 |
Other non-current assets | 13,557 | 9,067 |
Restricted cash | 1,500 | 1,500 |
Total assets | 938,550 | 637,516 |
Current liabilities: | ||
Accounts payable | 12,553 | 6,671 |
Other accrued liabilities | 18,612 | 10,885 |
Accrued compensation and employee benefits | 20,738 | 13,605 |
Deferred revenues | 91,644 | 38,711 |
Total current liabilities | 143,547 | 69,872 |
Deferred revenues, non-current | 245,045 | 81,432 |
Long-term portion of lease liabilities | 38,396 | 41,192 |
Deferred income tax | 7,185 | 6,570 |
Other non-current liabilities | 7,011 | 5,711 |
Total liabilities | 441,184 | 204,777 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, 5,000,000 shares authorized, and no shares issued or outstanding | 0 | 0 |
Common stock, $0.01 par value; 320,000,000 shares authorized, 142,063,203 and 115,972,708 shares issued and outstanding at December 31, 2020 and 2019, respectively | 1,421 | 1,160 |
Additional paid-in capital | 1,269,375 | 1,090,828 |
Accumulated deficit | (777,981) | (656,985) |
Accumulated other comprehensive income (loss) | 5,419 | (2,449) |
Total Sangamo Therapeutics, Inc. stockholders’ equity | 498,234 | 432,554 |
Non-controlling interest | (868) | 185 |
Total stockholders’ equity | 497,366 | 432,739 |
Total liabilities and stockholders’ equity | $ 938,550 | $ 637,516 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 320,000,000 | 320,000,000 |
Common stock, shares issued (in shares) | 142,063,203 | 115,972,708 |
Common stock, shares outstanding (in shares) | 142,063,203 | 115,972,708 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues: | |||
Revenues | $ 118,192 | $ 102,428 | $ 84,452 |
Operating expenses: | |||
Research and development | 180,647 | 145,922 | 114,866 |
General and administrative | 67,097 | 61,686 | 46,736 |
Total operating expenses | 247,744 | 207,608 | 161,602 |
Loss from operations | (129,552) | (105,180) | (77,150) |
Interest and other income, net | 8,775 | 9,761 | 8,261 |
Loss before income taxes | (120,777) | (95,419) | (68,889) |
Income tax expense | (345) | 0 | 0 |
Net loss | (121,122) | (95,419) | (68,889) |
Net loss attributable to non-controlling interest | (126) | (233) | (555) |
Net loss attributable to Sangamo Therapeutics, Inc. stockholders | $ (120,996) | $ (95,186) | $ (68,334) |
Basic and diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders (in dollars per share) | $ (0.90) | $ (0.85) | $ (0.70) |
Shares used in computing basic and diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders (in shares) | 134,449 | 112,114 | 96,941 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (121,122) | $ (95,419) | $ (68,889) |
Foreign currency translation adjustment | 8,345 | (1,573) | (1,148) |
Net pension losses | (193) | (28) | (21) |
Change in unrealized (loss) gain on marketable securities, net of tax | (284) | 592 | (4) |
Comprehensive loss | (113,254) | (96,428) | (70,062) |
Comprehensive loss attributable to non-controlling interest | (126) | (233) | (574) |
Comprehensive loss attributable to Sangamo Therapeutics, Inc. | $ (113,128) | $ (96,195) | $ (69,488) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Income (Loss) | Non- Controlling Interest |
Beginning Balances (in shares) at Dec. 31, 2017 | 85,598,534 | |||||||
Beginning Balances at Dec. 31, 2017 | $ 187,900 | $ 1,117 | $ 856 | $ 682,809 | $ (495,479) | $ 1,117 | $ (286) | $ 0 |
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax (in shares) | 2,103,727 | |||||||
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax | $ 14,467 | $ 20 | 14,447 | |||||
Issuance of common stock under employee stock purchase plan (in shares) | 328,710 | 328,710 | ||||||
Issuance of common stock under employee stock purchase plan | $ 1,484 | $ 4 | 1,480 | |||||
Issuance of common stock, net of issuance costs (in shares) | 14,156,500 | |||||||
Issuance of common stock under public offering, net of issuance costs | 215,758 | $ 142 | 215,616 | |||||
Stock-based compensation | 14,677 | 14,677 | ||||||
Acquisition of additional shares of Sangamo France | 603 | 603 | ||||||
Non-controlling interest upon acquisition of Sangamo France | 1,313 | 1,313 | ||||||
Foreign currency translation adjustment | (1,148) | (1,129) | (19) | |||||
Net pension losses | (21) | (21) | ||||||
Net unrealized loss on marketable securities, net of tax | (4) | (4) | ||||||
Net loss | (68,889) | (68,334) | (555) | |||||
Ending Balances (in shares) at Dec. 31, 2018 | 102,187,471 | |||||||
Ending Balances at Dec. 31, 2018 | $ 367,257 | $ 897 | $ 1,022 | 929,632 | (562,696) | $ 897 | (1,440) | 739 |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201409Member | |||||||
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax (in shares) | 885,873 | |||||||
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax | $ 3,677 | $ 9 | 3,668 | |||||
Issuance of common stock under employee stock purchase plan (in shares) | 249,364 | 249,364 | ||||||
Issuance of common stock under employee stock purchase plan | $ 2,044 | $ 2 | 2,042 | |||||
Issuance of common stock, net of issuance costs (in shares) | 12,650,000 | |||||||
Issuance of common stock under public offering, net of issuance costs | 136,308 | $ 127 | 136,181 | |||||
Stock-based compensation | 19,330 | 19,330 | ||||||
Acquisition of additional shares of Sangamo France | (321) | (321) | ||||||
Issuance costs related to Sangamo France acquisition | (25) | (25) | ||||||
Foreign currency translation adjustment | (1,573) | (1,573) | ||||||
Net pension losses | (28) | (28) | ||||||
Net unrealized loss on marketable securities, net of tax | 592 | 592 | ||||||
Net loss | $ (95,419) | (95,186) | (233) | |||||
Ending Balances (in shares) at Dec. 31, 2019 | 115,972,708 | 115,972,708 | ||||||
Ending Balances at Dec. 31, 2019 | $ 432,739 | $ 1,160 | 1,090,828 | (656,985) | (2,449) | 185 | ||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201801Member | |||||||
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax (in shares) | 1,395,956 | |||||||
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax | $ 8,559 | $ 14 | 8,545 | |||||
Issuance of common stock under employee stock purchase plan (in shares) | 274,382 | 274,382 | ||||||
Issuance of common stock under employee stock purchase plan | $ 2,015 | $ 3 | 2,012 | |||||
Issuance of common stock, net of issuance costs (in shares) | 24,420,157 | |||||||
Issuance of common stock under public offering, net of issuance costs | 142,526 | $ 244 | 142,282 | |||||
Stock-based compensation | 25,708 | 25,708 | ||||||
Acquisition of additional shares of Sangamo France | (927) | (927) | ||||||
Foreign currency translation adjustment | 8,345 | (8,345) | ||||||
Net pension losses | (193) | (193) | ||||||
Net unrealized loss on marketable securities, net of tax | (284) | (284) | ||||||
Net loss | $ (121,122) | (120,996) | (126) | |||||
Ending Balances (in shares) at Dec. 31, 2020 | 142,063,203 | 142,063,203 | ||||||
Ending Balances at Dec. 31, 2020 | $ 497,366 | $ 1,421 | $ 1,269,375 | $ (777,981) | $ 5,419 | $ (868) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Activities: | |||
Net loss | $ (121,122) | $ (95,419) | $ (68,889) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 5,682 | 3,930 | 2,359 |
Amortization of discount on marketable securities | (825) | (4,708) | (5,829) |
Amortization and other changes in right-of-use assets | (7,687) | (5,677) | 0 |
Gain on free shares | (63) | (488) | 0 |
Net loss on disposal of property and equipment | 222 | 68 | 0 |
Stock-based compensation | 25,708 | 19,330 | 14,677 |
Net loss on lease termination | 0 | 218 | 0 |
Build-to-suit leases | 0 | 966 | |
Net changes in operating assets and liabilities: | |||
Interest receivable | (353) | (307) | (135) |
Accounts receivable | 31,685 | (32,236) | (1,330) |
Prepaid expenses and other assets | (10,411) | (6,660) | (2,828) |
Accounts payable and other accrued liabilities | 10,703 | (4,192) | (6,372) |
Accrued compensation and employee benefits | 6,877 | 4,129 | 2,604 |
Deferred revenues | 216,546 | (35,693) | 99,364 |
Long-term portion of lease liabilities | (3,761) | (1,800) | 0 |
Other non-current liabilities | 1,300 | 3,749 | 1,963 |
Net cash provided by (used in) operating activities | 169,875 | (144,402) | 36,550 |
Investing Activities: | |||
Acquisition, net of cash acquired | 0 | 0 | (75,647) |
Purchases of marketable securities | (570,779) | (443,711) | (451,239) |
Maturities of marketable securities | 314,570 | 404,847 | 391,845 |
Purchases of property and equipment | (14,714) | (20,675) | (43,065) |
Purchase of additional Sangamo France shares | (704) | (262) | 0 |
Net cash used in investing activities | (271,627) | (59,801) | (178,106) |
Financing Activities: | |||
Proceeds from public offering of common stock, net of issuance costs | 0 | 136,308 | 215,758 |
Proceeds from issuance of common stock in connection with the Biogen collaboration agreement, net of issuance costs | 142,526 | 0 | 0 |
Taxes paid related to net share settlement of equity awards | (765) | (422) | (254) |
Proceeds from issuance of common stock under employee stock purchase plan | 2,015 | 2,044 | 1,484 |
Proceeds from exercise of stock options and restricted stock units | 9,324 | 4,099 | 14,721 |
Net cash provided by financing activities | 153,100 | 142,029 | 231,709 |
Effect of exchange rate changes on cash and cash equivalents | (447) | 184 | 439 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 50,901 | (61,990) | 90,592 |
Cash, cash equivalents, and restricted cash, beginning of period | 81,928 | 143,918 | 53,326 |
Cash, cash equivalents, and restricted cash, end of period | 132,829 | 81,928 | 143,918 |
Supplemental cash flow disclosures: | |||
Non-controlling interest for acquisition | 0 | 0 | 1,313 |
Right-of-use assets obtained in exchange for lease obligations | 1,333 | 31,291 | 0 |
Property and Equipment | |||
Supplemental cash flow disclosures: | |||
Capital expenditures included in unpaid liabilities | 4,569 | 2,114 | 4,953 |
Build-to-Suit Leases | |||
Supplemental cash flow disclosures: | |||
Capital expenditures included in unpaid liabilities | $ 0 | $ 0 | $ 2,950 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Overview Sangamo Therapeutics, Inc. (“Sangamo” or “the Company”) was incorporated in the State of Delaware in June 1995 and changed its name from Sangamo Biosciences, Inc. in January 2017. Sangamo is a clinical-stage genomic medicine company committed to translating ground-breaking science into medicines that transform the lives of patients with serious diseases using its platform technologies in gene therapy, cell therapy and genome engineering. Basis of Presentation The accompanying Consolidated Financial Statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in the Consolidated Financial Statements. For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company records net loss attributable to non-controlling interests on its Consolidated Statements of Operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties. Liquidity and Management’s Plan Sangamo is currently working on a number of long-term development projects that involve experimental technologies. The projects may require several years and substantial expenditures to complete and ultimately may be unsuccessful. The Company plans to finance operations with available cash resources, collaborations and strategic partnerships funds, research grants and from the issuance of equity or debt securities. Sangamo believes that its available cash, cash equivalents and marketable securities as of December 31, 2020, when combined with additional capital raises and expected revenues from collaborations, strategic partnerships and research grants, will be adequate to fund its operations at least through the next 12 months from the date these Consolidated Financial Statements are issued. Sangamo will require substantial additional financial resources to complete the development and commercialization of its product candidates. Additional capital may not be available on terms acceptable to the Company, or at all. If adequate funds are not available, or if the terms of potential funding sources are unfavorable, the Company’s business and ability to develop its technology and therapeutic products would be harmed. Furthermore, any sales of additional equity securities may result in dilution to the Company’s stockholders, and any debt financing may include covenants that restrict the Company’s business. Summary of Significant Accounting Policies Use of Estimates The preparation of the accompanying Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. On an ongoing basis, management evaluates its estimates including critical accounting policies or estimates related to revenue recognition, including the estimated fair value of common shares issued as part of the transaction price, clinical trial accruals, fair value of assets and liabilities, including from acquisitions, and stock-based compensation. Estimates are based on historical experience and on various other market specific and other relevant assumptions that the Company believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. During the year ended December 31, 2020, the Company recorded adjustments to revenue related to changes in estimates in connection with the collaboration agreements with Sanofi Genzyme (“Sanofi”) and Pfizer Inc. (“Pfizer”). These changes in estimates were driven by changes in project scope and related project costs which resulted in changes to the measure of proportional cumulative performance. These adjustments increased revenue by $8.9 million, decreased net loss by $8.9 million and decreased the Company’s basic net loss per share by $0.06 for the year ended December 31, 2020. During the year ended December 31, 2019, the Company recorded adjustments to revenue related to a change in estimate in connection with the giroctocogene fitelparvovec collaboration agreement with Pfizer Inc. (“Pfizer”). This change in estimate was driven by changes in project scope and related project costs which resulted in changes to the measure of proportional cumulative performance. These adjustments increased revenue by $5.7 million, decreased net loss by $5.7 million and decreased the Company’s basic net loss per share by $0.05 for the year ended December 31, 2019. Revenue Recognition The Company accounts for its revenues pursuant to the provisions of Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC Topic 606”). The Company’s contract revenues are derived from collaboration agreements including licensing arrangements and research activity grants. Research and licensing agreements typically include upfront signing or license fees, cost reimbursements for research services, minimum sublicense fees, milestone payments and royalties on future licensee’s product sales. The Company has agreements with both fixed and variable consideration. Non-refundable upfront fees and funding of research and development activities are considered fixed, while milestone payments are generally identified as variable consideration. Sangamo’s research grants are typically multi-year agreements and provide for the reimbursement of qualified expenses for research and development as defined under the terms of the grant agreement. Revenues under research grant agreements are generally recognized when the related qualified research expenses are incurred. Deferred revenue primarily represents the portion of research or license payments received but not earned. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under its agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC Topic 606. The Company’s performance obligations include license rights, development services and services associated with regulatory submission and approval processes. Revenues from research services earned under collaboration agreements are generally recognized as revenue as the related services are provided. Revenues from non-refundable upfront fees are recognized over time either by measuring progress towards satisfaction of the relevant performance obligation, using the input method (i.e., cumulative actual costs incurred relative to total estimated costs) or on a straight-line basis when a performance obligation is expected to be satisfied evenly over a period of time (or when the entity has a stand-ready obligation). Significant management judgment is required to determine the level of effort required under an arrangement, and the period over which the Company expects to complete its performance obligations under the arrangement, which may include total internal personnel costs and external costs to be incurred as well as, in certain cases, the estimated stand-ready obligation period. Changes in these estimates can have a material effect on revenue recognized. If the Company cannot reasonably estimate when its performance obligations either are completed or become inconsequential, then revenue recognition is deferred until the Company can reasonably make such estimates. The Company includes the unconstrained amount of estimated variable consideration in the transaction price. The amount included in the transaction price is constrained to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. At the end of each subsequent reporting period, the Company re-evaluates the estimated variable consideration included in the transaction price and any related constraint and, if necessary, adjusts its estimate of the overall transaction price. Revenue is then recognized over the remaining estimated period of performance using the cumulative catch-up method. The estimated period of performance and project costs, such as personnel and manufacturing cost, are reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables. As part of the accounting for these arrangements, the Company must develop assumptions that require judgment to determine the stand-alone selling price of each performance obligation identified in the contract. The Company uses key assumptions to determine the stand-alone selling price, which may include forecasted revenues, development timelines, reimbursement rates for personnel costs, discount rates and probabilities of technical and regulatory success. Related costs and expenses under these arrangements have historically approximated the revenues recognized. Revenues from major collaboration agreements and research activity grants as a percentage of total revenues were as follows: Year Ended December 31, 2020 2019 2018 Pfizer Inc. 40 % 40 % 47 % Kite Pharma, Inc. 24 % 34 % 30 % Biogen MA, Inc. 24 % — — Sanofi Genzyme 5 % 22 % 16 % Novartis Institutes for BioMedical Research, Inc. 4 % — — Receivables from collaborations are typically unsecured and are concentrated in the biopharmaceutical industry. Accordingly, the Company may be exposed to credit risk generally associated with biopharmaceutical companies or specific to its collaboration agreements. To date, the Company has not experienced any losses related to these receivables. Funds received from the Company’s collaboration partners are generally not refundable and are recorded as revenue as it fulfills its performance obligations. The Company’s performance obligations are satisfied over time (i.e., stand ready obligations) or using the input method (i.e., cumulative actual costs incurred relative to total estimated costs). Revenue is also recognized when the Company has incurred qualified research and development costs that are reimbursable from its collaboration partners and when there is reasonable assurance that such costs will be reimbursed. Any payments received from a collaboration partner in advance of the completion of the relevant performance obligation are recorded as deferred revenue. Business Combinations The Company accounts for acquisitions using the acquisition method of accounting, which requires that assets acquired, including in-process research and development (“IPR&D”) projects, liabilities assumed and any non-controlling interests in the acquired target in an acquisition be recorded at their fair values as of the acquisition date on the Company’s Consolidated Balance Sheets. Any excess of purchase consideration over the fair value of net assets acquired is recorded as goodwill. The determination of estimated fair value requires the Company to make significant estimates and assumptions. As a result, the Company may record adjustments to the fair values of assets acquired and liabilities assumed within the measurement period (up to one year from the acquisition date) with the corresponding offset to goodwill. Transaction costs associated with business combinations are expensed as they are incurred. Goodwill and Intangible Assets Goodwill represents the excess of the purchase consideration transferred over the estimated fair values of assets acquired and liabilities assumed in a business combination. Intangible assets with indefinite useful lives are related to purchased IPR&D projects and are measured at their respective fair values as of the acquisition date. Goodwill and intangible assets with indefinite useful lives are not amortized. Intangible assets related to IPR&D projects are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. The Company tests goodwill and indefinite-lived intangible assets for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate the fair values of the assets are below their respective carrying amounts. As of December 31, 2020, no impairment of goodwill or indefinite-lived intangible assets was identified. Valuation of Long-Lived Assets Long-lived assets, including property and equipment and finite-lived intangible assets, are reviewed for impairment whenever facts or circumstances either internally or externally may suggest that the carrying value of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset to the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. As of December 31, 2020, no impairment of any long-lived assets was identified. Fair Value Measurements The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value due to their short maturities. Marketable securities are stated at their estimated fair values. The free shares asset or liability is measured using a binomial-lattice pricing model and is reviewed each reporting period and adjusted, as needed, and is expected to approximate fair value. Cash, Cash Equivalents and Restricted Cash Sangamo considers all highly-liquid investments purchased with original maturities of three months or less at the purchase date to be cash equivalents. Cash and cash equivalents consist of cash, deposits in demand money market accounts, and commercial paper. Restricted cash consists of a letter of credit for $1.5 million as a deposit for the Brisbane lease. A reconciliation of cash, cash equivalents and restricted cash reported within the accompanying Consolidated Balance Sheets to the amounts reported within the accompanying Consolidated Statements of Cash Flows is as follows (in thousands): As of December 31, 2020 2019 2018 Cash and cash equivalents $ 131,329 $ 80,428 $ 140,418 Non-current restricted cash 1,500 1,500 3,500 Cash, cash equivalents and restricted cash as reported within the Consolidated Statements of Cash Flows $ 132,829 $ 81,928 $ 143,918 Marketable Securities Sangamo classifies its marketable securities as available-for-sale and records its investments at estimated fair value based on quoted market prices or observable market inputs of almost identical assets, with the unrealized holding gains and losses included in accumulated other comprehensive loss (“AOCI”). The Company classifies those investments that are not required for use in current operations and that mature in more than 12 months as non-current marketable securities in the accompanying Consolidated Balance Sheets. The Company’s investments are subject to a periodic impairment review. The Company recognizes an impairment charge, if material, when a decline in the fair value of its investments below the cost basis is judged to be other-than-temporary. The Company considers various factors in determining whether to recognize an impairment charge, including the length of time and extent to which the fair value has been less than the Company’s cost basis, the financial condition and near-term prospects of the investee and the Company’s intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in the market value. Realized gains and losses on marketable securities are included in interest and other income, net, which are determined using the specific identification method. Concentrations of Credit Risk and Other Risks Cash, cash equivalents, and marketable securities consist of financial instruments that potentially subject the Company to a concentration of credit risk to the extent of the fair value recorded in the Consolidated Balance Sheets. The Company invests cash that is not required for immediate operating needs primarily in highly liquid instruments with high credit ratings which are expected to bear minimal risk. The Company has established policies relating to the quality, diversification, and maturities of securities to enable the Company to manage its credit risk. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash, cash equivalents, and marketable securities and issuers of investments to the extent recorded on the Consolidated Balance Sheets. Certain materials and key components that the Company utilizes in its operations are obtained through single suppliers. Since the suppliers of key components and materials must be named in an investigational new drug (“IND”) application filed with the U.S. Food and Drug Administration for a product, significant delays can occur if the qualification of a new supplier is required. If delivery of material from the Company’s suppliers was interrupted for any reason, the Company may be unable to supply any of its product candidates for clinical trials. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets which is generally three Research and Development Expenses Research and development expenses consist primarily of personnel costs, including salaries, benefits and stock-based compensation, clinical studies performed by contract research organizations, materials and supplies and overhead allocations consisting of various support and facility-related costs. Research and development costs are expensed as incurred. General and Administrative Expenses General and administrative expenses consist of finance, human resources, legal and other administrative activities. These expenses consist primarily of personnel costs, including salaries, benefits and stock-based compensation, facilities and overhead costs, legal expenses, and other general and administrative costs. Stock-based Compensation The Company measures and recognizes compensation expense for all stock-based payment awards made to Sangamo employees and directors, including employee share options, restricted stock units (“RSUs”) and employee stock purchases related to the Employee Stock Purchase Plan (“ESPP”) based on estimated fair values at the award grant date. The fair value of stock-based awards is amortized over the vesting period of the award using a straight-line method. To estimate the fair value of an award, the Company uses the Black-Scholes option pricing model. This model requires inputs such as expected life, expected volatility and risk-free interest rate. These inputs are subjective and generally require significant analysis and judgment to develop. While estimates of expected life and volatility are derived primarily from the Company’s historical data, the risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant commensurate with the expected life assumption. The Company accounts for forfeitures in the period they occur. Income Taxes Income tax expense has been provided using the liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets if, based upon the available evidence, it is not more likely than not that the deferred tax assets will be realized. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the Company’s Consolidated Financial Statements from such positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized. The Company recognizes interest and penalties associated with tax matters as part of the income tax provision and includes accrued interest and penalties with the related income tax liability within other accrued liabilities on its Consolidated Balance Sheets. Leases The Company adopted the Accounting Standard Update (“ASU”) No. 2016-02, Leases (Topic 842) on January 1, 2019, using the modified retrospective approach with a cumulative-effect adjustment. The Company determines if an arrangement is or contains a lease at inception by assessing whether the arrangement contains an identified asset and whether it has the right to control the identified asset. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Lease liabilities are recognized at the lease commencement date based on the present value of future lease payments over the lease term. ROU assets are based on the measurement of the lease liability and also include any lease payments made prior to or on lease commencement and exclude lease incentives and initial direct costs incurred, as applicable. As the implicit rate in the Company’s leases is generally unknown, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of remaining lease payments. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease in a similar economic environment. The Company considers its credit risk, term of the lease, and total lease payments and adjusts for the impacts of collateral, as necessary, when calculating its incremental borrowing rates. The lease terms may include options to extend or terminate the lease when it is reasonably certain the Company will exercise any such options. Rent expense for the Company’s operating leases is recognized on a straight-line basis over the lease term. The Company has elected to not separate lease and non-lease components for its real estate and copier leases and, as a result, accounts for any lease and non-lease components as a single lease component. The Company has also elected to not apply the recognition requirement to any leases with a term of 12 months or less and does not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. Foreign Currency Translation The functional currency of the Company’s foreign subsidiaries is primarily the Euro. Assets and liabilities denominated in foreign currencies are translated to U.S. dollars using the exchange rates at the balance sheet date. Foreign currency translation adjustments are recorded as a component of AOCI within stockholders’ equity. Revenues and expenses from the Company’s foreign subsidiaries are translated using the monthly average exchange rates in effect during the period in which the transactions occur. Foreign currency transaction gains and losses are recorded in interest and other income, net, on the Company’s Consolidated Statements of Operations. Net Loss Per Share Basic net loss per share attributable to Sangamo Therapeutics, Inc. stockholders has been computed by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders is calculated by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock plus potentially dilutive securities outstanding during the period. The total number of shares subject to stock options and RSUs outstanding and the ESPP shares reserved for issuance, which are all anti-dilutive, were excluded from consideration in the calculation of diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders. Stock options and RSUs outstanding and ESPP shares reserved for issuance as of December 31, 2020, 2019 and 2018 were 14,237,871, 10,750,550, and 9,048,793, respectively. Segments The Company operates in one segment. Management uses one measure of profitability and does not segregate its business for internal reporting. As of December 31, 2020 and 2019, substantially all of the Company’s assets were maintained in the United States. For the years ended December 31, 2020, 2019 and 2018, substantially all of the Company’s revenues and operating expenses were generated and incurred in the United States. Recent Accounting Pronouncements Recently Adopted Collaborative Arrangements In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (ASC Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 (“ASU 2018-18”), which clarifies that certain transactions between participants in a collaborative arrangement should be accounted for under ASC Topic 606 when the counterparty is a customer. In addition, ASU 2018-18 precludes an entity from presenting consideration from a transaction in a collaborative arrangement as revenue from contracts with customers if the counterparty is not a customer for that transaction. ASU 2018-18 is effective for all interim and annual reporting periods beginning after December 15, 2019. On January 1, 2020, the Company adopted ASU 2018-18. The adoption of ASU 2018-18 did not have a material impact on the Company’s Consolidated Financial Statements. Goodwill Impairment Testing In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test of Goodwill Impairment (“ASU 2017-04”). The new guidance simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. ASU 2017-04 requires goodwill impairment to be measured as the amount by which a reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of its goodwill. ASU 2017-04 requires prospective application and is effective for annual periods beginning after December 15, 2019. ASU 2017-04 required the Company to amend its methodology for determining any goodwill impairment beginning in 2020. On January 1, 2020, the Company adopted ASU 2017-04. The adoption of ASU 2017-04 did not have a material impact on the Company’s Consolidated Financial Statements. Credit Losses In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) (“ASU 2016-13”). ASU 2016-13 implements an impairment model, known as the current expected credit loss model, that is based on expected losses rather than incurred losses. Under the new guidance, an entity will recognize as an allowance its estimate of expected credit losses. ASU 2016-13 is effective for all interim and annual reporting periods beginning after December 15, 2019 and must be adopted using a modified retrospective approach, with certain exceptions. Early adoption is permitted. On January 1, 2020, the Company adopted ASU 2016-13 by using a modified retrospective approach. The adoption of ASU 2016-13 did not have a material impact on the Company’s Consolidated Financial Statements. Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Income Taxes – Simplifying the Accounting for Income Taxes (“ASU 2019-12”). The guidance removes exceptions to the general principles in Income Taxes (Topic 740) for allocating tax expense between financial statement components, accounting basis differences stemming from an ownership change in foreign investments and interim period income tax accounting for year-to-date losses that exceed projected losses. The guidance becomes effective for annual reporting periods beginning after December 15, 2020 and interim periods within those fiscal years with early adoption permitted. On January 1, 2020, the Company early adopted ASU 2019-12. The adoption of ASU 2019-12 did not have a material impact on the Company's Consolidated Financial Statements. Cloud Computing Arrangements In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The guidance becomes effective for annual reporting periods beginning after December 15, 2019 and interim periods within those fiscal years with early adoption permitted. The Company adopted this standard on January 1, 2020 using the prospective method. The adoption of ASU 2018-15 did not have a material impact on the Company’s Consolidated Financial Statements. |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | FAIR VALUE MEASUREMENT The Company measures certain assets and liabilities at fair value on a recurring basis, including cash equivalents, marketable securities and the free shares asset. The accounting guidance establishes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable ( i.e., supported by little or no market activity). The fair value measurements of the Company’s cash equivalents, marketable securities and the free shares asset are identified at the following levels within the fair value hierarchy (in thousands): December 31, 2020 Fair Value Measurement Total Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 53,165 $ 53,165 $ — $ — Total 53,165 53,165 — — Marketable securities: Commercial paper 213,533 — 213,533 — Corporate debt securities 59,574 — 59,574 — Certificates of deposit 12,311 — 12,311 — Asset-backed securities 17,908 — 17,908 — U.S. government-sponsored entity debt securities 257,298 — 257,298 — Total 560,624 — 560,624 — Total cash equivalents and marketable securities $ 613,789 $ 53,165 $ 560,624 $ — Free shares asset $ 70 $ — $ — $ 70 December 31, 2019 Fair Value Measurement Total Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 30,496 $ 30,496 $ — $ — Commercial paper 2,999 — 2,999 — Total 33,495 30,496 2,999 — Marketable securities: Commercial paper 155,368 — 155,368 — Corporate debt securities 95,017 — 95,017 — U.S. government-sponsored entity debt securities 53,493 — 53,493 — Total 303,878 — 303,878 — Total cash equivalents and marketable securities $ 337,373 $ 30,496 $ 306,877 $ — Free shares asset $ 236 $ — $ — $ 236 Cash Equivalents and Marketable Securities The Company generally classifies its marketable securities and some cash equivalents as Level 2. Instruments are classified as Level 2 when observable market prices for identical securities that are traded in less active markets are used. When observable market prices for identical securities are not available, such instruments are priced using benchmark curves, benchmarking of like securities, sector groupings, matrix pricing and valuation models. These valuation models are proprietary to the pricing providers or brokers and incorporate a number of inputs, including in approximate order of priority: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. For certain security types, additional inputs may be used, or some of the standard inputs may not be applicable. Evaluators may prioritize inputs differently on any given day for any security based on market conditions, and not all inputs listed are available for use in the evaluation process for each security evaluation on any given day. Free Shares Asset As a result of the July 20, 2018 Share Purchase Agreement (“Sangamo France SPA”) to acquire Sangamo France (see Note 5 – Acquisition of Sangamo France ), the Company entered into arrangements with the holders of approximately 477,000 “free shares” of Sangamo France pursuant to which the Company has the right to purchase such shares from the holders (a call option) and such holders have the right to sell to the Company such shares from time to time through mid-2021 (a put option). The Company initially recorded a liability of $0.2 million on the acquisition date. The put options were classified within Level 3 of the fair value hierarchy as the Company utilized a binomial-lattice pricing model (the “Monte Carlo simulation model”) that involved certain market conditions to estimate the fair value of the options. The assumptions used in this simulation model are reviewed on a quarterly basis and adjusted, as needed. Subsequent changes in the fair value of the free shares are recorded in general and administrative expenses in the Consolidated Statements of Operations. The Company purchased approximately 111,000 and 322,000 shares during 2019 and 2020 respectively, of the 477,000 total free shares for a cash payment of approximately $0.3 million and $0.7 million respectively, upon exercise of the put options. As of December 31, 2020, approximately 44,000 free shares remain outstanding and subject to purchase by the Company. The fair value of the free shares’ asset was approximately $0.2 million at December 31, 2019. The Company recognized a gain due to an increase in the fair value of the free shares of approximately $0.1 million for the year ended December 31, 2020, offset by approximately $0.2 million for the shares purchased during the year, resulting in an asset balance of approximately $0.1 million at December 31, 2020. December 31, Free Shares valuation assumptions: 2020 2019 Sangamo stock price (USD) $ 15.61 $ 8.68 Sangamo France stock price (EUR) € 3.85 € 2.14 EUR/ USD exchange rate 0.82 0.91 Estimated correlation Sangamo and Sangamo France stock prices 100.0 % 100.0 % Sangamo stock price (USD) volatility estimate 88.9 % 72.5 % Sangamo France stock price (EUR) volatility estimate 88.9 % 72.5 % EUR/ USD exchange rate volatility estimate 6.3 % 6.6 % Risk free rate and cost of debt by expected exercise date Varies Varies |
Cash Equivalents and Marketable
Cash Equivalents and Marketable Securities | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Marketable Securities | CASH EQUIVALENTS AND MARKETABLE SECURITIES The table below summarizes the Company’s cash equivalents and marketable securities (in thousands): Amortized Gross Gross Estimated December 31, 2020 Cash equivalents: Money market funds $ 53,165 $ — $ — $ 53,165 Total 53,165 — — 53,165 Marketable securities: Commercial paper 213,500 41 (8) 213,533 Corporate debt securities 59,575 16 (17) 59,574 Certificates of deposit 12,311 — — 12,311 Asset-backed securities 17,905 10 (7) 17,908 U.S. government-sponsored entity debt securities 257,284 19 (5) 257,298 Total 560,575 86 (37) 560,624 Total cash equivalents and marketable securities $ 613,740 $ 86 $ (37) $ 613,789 December 31, 2019 Cash equivalents: Money market funds $ 30,496 $ — $ — $ 30,496 Commercial paper 2,998 1 — 2,999 Total 33,494 1 — 33,495 Marketable securities: Commercial paper 155,230 145 (7) 155,368 Corporate debt securities 94,905 115 (3) 95,017 U.S. government-sponsored entity debt securities 53,411 91 (9) 53,493 Total 303,546 351 (19) 303,878 Total cash equivalents and marketable securities $ 337,040 $ 352 $ (19) $ 337,373 The fair value of marketable securities by contractual maturity were as follows (in thousands): December 31, 2020 2019 Maturing in one year or less $ 510,094 $ 282,046 Maturing after one year through five years 50,530 21,832 Total $ 560,624 $ 303,878 The Company had no realized losses from the sale of marketable securities for the years ended December 31, 2020, 2019 or 2018. No investments were other-than-temporarily impaired at either December 31, 2020 or 2019. The Company considers factors such as the duration, the magnitude and the reason for the decline in value, the potential recovery period, creditworthiness of the issuers of the securities and its intent to sell. For marketable securities, it also considers whether (i) it is more likely than not that the Company will be required to sell the debt securities before recovery of their amortized cost basis, and (ii) the amortized cost basis cannot be recovered as a result of credit losses. No significant facts or circumstances have arisen to indicate that there has been any significant deterioration in the creditworthiness of the issuers of the securities held by the Company. Based on the Company’s review of these securities, including the assessment of the duration and severity of the unrealized losses and the Company’s ability and intent to hold the investments until maturity, there were no other-than-temporary impairments for these marketable securities at December 31, 2020. |
Major Customers, Partnerships a
Major Customers, Partnerships and Strategic Alliances | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Major Customers, Partnerships and Strategic Alliances | MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES Collaboration Agreements Novartis Institutes for BioMedical Research, Inc. On July 27, 2020, the Company entered into a collaboration and license agreement with Novartis Institutes for BioMedical Research, Inc. (“Novartis”) for the research, development and commercialization of gene regulation therapies to treat three neurodevelopmental disorders. Under the agreement, which was effective upon execution, the Company granted Novartis an exclusive, royalty bearing and worldwide license, under its relevant patents and know-how, to develop, manufacture and commercialize certain of its zinc finger protein (“ZFP”) transcription factors (“ZFP-TFs”) targeted to three undisclosed genes that are associated with certain neurodevelopmental disorders, including autism spectrum disorder and intellectual disability. The Company performs early research activities over the collaboration period for each gene target and manufacture the ZPF-TFs required for such research, costs of which will be funded by Novartis. Novartis is responsible for additional research activities, investigational new drug-enabling studies, clinical development, regulatory approvals, manufacturing of preclinical, clinical and approved products, and global commercialization. Subject to certain exceptions set forth in the agreement, the Company is prohibited from developing, manufacturing or commercializing any therapeutic product targeting any of the three genes that are the subject of the collaboration. Novartis also has the option to license certain of the Company’s proprietary adeno-associated viruses (“AAVs”) for the sole purpose of developing, manufacturing and commercializing licensed products arising from the collaboration. Under the agreement, Novartis paid the Company a $75.0 million upfront license fee in August 2020. In addition to this fee and the cost reimbursements for early research activities, the Company is eligible to earn from Novartis up to $420.0 million in development milestones and up to $300.0 million in commercial milestones. The Company is also eligible to earn from Novartis tiered high single-digit to sub-teen double-digit royalties on potential net commercial sales of licensed products arising from the collaboration. These royalty payments will be subject to reduction due to patent expiration, loss of market exclusivity and payments made under certain licenses for third-party intellectual property. The agreement will continue, on a product-by-product and country-by-country basis, until the expiration of the applicable royalty term. Novartis has the right to terminate the agreement, in its entirety or on a target-by-target basis, for any reason after a specified notice period. Each party also has the right to terminate the agreement on account of the other party’s bankruptcy or material, uncured breach. All payments received under the agreement, when earned, are non-refundable and non-creditable. The transaction price of $95.1 million includes the upfront license fee of $75.0 million and estimated research costs of $20.1 million for identified research projects over the estimated research period. None of the development and commercial milestones have been included in the transaction price, as all such amounts are fully constrained. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price, including the estimated variable consideration included in the transaction price and all constrained amounts, in each reporting period and as uncertain events are resolved or other changes in circumstances occur. The Company assessed the agreement with Novartis in accordance with ASC Topic 606 and concluded that Novartis is a customer. The Company has identified a single performance obligation within this arrangement as a license to the technology and ongoing research services. The Company concluded that the license is not discrete as it does not have stand-alone value to Novartis apart from the research services to be performed pursuant to the agreement. As a result, the Company recognizes revenue from the upfront payment based on proportional performance of the ongoing research services through the estimated research period. The estimation of progress towards the satisfaction of performance obligation and project cost is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its performance obligation. As of December 31, 2020, the Company had deferred revenue of $70.9 million related to the upfront license fee received. The Company recognized $4.1 million of upfront license fee and $1.1 million research reimbursement costs as revenue related to the Novartis agreement during the year ended December 31, 2020. The Company paid $1.5 million for financial advisory fees related to the Novartis collaboration and license agreement during the year ended December 31, 2020, equal to 2% of $75.0 million received for the upfront license fee related to the collaboration and license agreement with Novartis. The Company recognized this $1.5 million as a contract asset as such amount represents a cost of obtaining the agreement. This balance will be amortized and included in general and administrative costs on a systematic basis consistent with the transfer of the services to Novartis in accordance with ASC Topic 340, Other Assets and Deferred Costs. The Company amortized $0.1 million during the year ended December 31, 2020. Biogen MA, Inc. In February 2020, the Company entered into a collaboration and license agreement with Biogen MA, Inc. (“BIMA”) and Biogen International GmbH (together with BIMA, “Biogen”) for the research, development and commercialization of gene regulation therapies for the treatment of neurological diseases. The Company and Biogen plan to leverage the Company’s proprietary ZFP technology delivered via AAV to modulate expression of key genes involved in neurological diseases. Concurrently with the execution of the collaboration agreement, the Company entered into a stock purchase agreement with BIMA, pursuant to which BIMA agreed to purchase 24,420,157 shares of the Company’s common stock (the “Biogen Shares”), at a price per share of $9.2137, for an aggregate purchase price of approximately $225.0 million. The collaboration agreement became effective in April 2020 following the termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and satisfaction of other customary closing conditions, including the payment of $225.0 million for the purchase of the Biogen Shares. Under the collaboration agreement, Biogen paid the Company an upfront license fee of $125.0 million in May 2020. The Company is also eligible to receive research, development, regulatory and commercial milestone payments that could total up to approximately $2.37 billion if Biogen selects all of the targets allowed under the agreement and all the specified milestones set forth in the agreement are achieved, which includes up to $925.0 million in pre-approval milestone payments and up to $1.45 billion in first commercial sale and other sales-based milestone payments. In addition, the Company is also eligible to receive tiered high single-digit to sub-teen royalties on potential net commercial sales of licensed products arising from the collaboration. These royalty payments are subject to reduction due to patent expiration, entry of biosimilar products to the market and payments made under certain licenses for third-party intellectual property. Under the collaboration agreement, the Company granted to Biogen an exclusive, royalty bearing and worldwide license, under its relevant patents and know-how, to develop, manufacture and commercialize certain ZFP and/or AAV-based products directed to up to 12 neurological disease gene targets selected by Biogen. Biogen has already selected three of these: ST-501 for tauopathies including Alzheimer’s disease, ST-502 for synucleinopathies including Parkinson’s disease, and a third undisclosed neuromuscular disease target. Biogen has exclusive rights to nominate up to nine additional targets over a target selection period of five years. For each gene target selected by Biogen, the Company performs early research activities, costs for which are shared by the companies, aimed at the development of the combination of proprietary central nervous system delivery vectors and ZFP-TFs (or potential other ZFP products) targeting therapeutically relevant genes. Biogen has assumed responsibility and costs for the IND enabling studies, clinical development, related regulatory interactions, and global commercialization. The Company is responsible for manufacturing activities for the initial clinical trials for the first three products of the collaboration and plans to leverage its in-house manufacturing capacity, where appropriate, which is currently in development. Biogen is responsible for manufacturing activities beyond the first clinical trial for each of the first three products. The Company’s research activities for any targets will be performed over the period not to exceed seven years from the effective date of the agreement (i.e., through April 2027). Subject to certain exceptions set forth in the collaboration agreement, the Company is prohibited from developing, manufacturing or commercializing any therapeutic product directed to the targets selected by Biogen. The collaboration agreement continues on a product-by-product and country-by-country basis until the expiration of all applicable royalty terms. Biogen has the right to terminate the collaboration agreement, in its entirety or on target-by-target basis, for any reason after a specified notice period, and also has the right to replace up to 10 targets. Each party has the right to terminate this agreement on account of the other party’s bankruptcy or material, uncured breach. In addition, the Company may terminate the collaboration agreement if Biogen challenges any patents licensed by the Company to Biogen. Pursuant to the terms of the stock purchase agreement, Biogen has agreed not to, without the Company’s prior written consent and subject to specified conditions and exceptions, directly or indirectly acquire shares of the Company’s outstanding common stock, seek or propose a tender or exchange offer or merger between the parties, solicit proxies or consents with respect to any matter, or undertake other specified actions related to the potential acquisition of additional equity interests in the Company. Such standstill restrictions expire on the earlier of the three-year anniversary of the effectiveness of the collaboration agreement and the date that Biogen beneficially owns less than 5% of the Company’s common stock. The stock purchase agreement also provides that until the first anniversary of the effectiveness of the collaboration agreement, Biogen will hold and not sell any of the Biogen Shares and from the first anniversary through the second anniversary, Biogen will hold and not sell at least 50% of the Biogen Shares, in addition to being subject to certain volume limitations. The stock purchase agreement further provides that, subject to certain limitations, until such time as all remaining Biogen Shares may be sold pursuant to Rule 144 promulgated under the Securities Exchange Act of 1933, as amended, within a 90-day period, Biogen may request the Company to register for resale any of the Biogen Shares on a registration statement to be filed with the Securities and Exchange Commission. In addition, Biogen has agreed that, excluding specified extraordinary matters, it will vote the Biogen Shares in accordance with the Company’s recommendation and has granted the Company an irrevocable proxy with respect to the foregoing. Such voting provisions expire on the earlier of (i) the two-year anniversary of the effectiveness of the collaboration agreement, (ii) the date that Biogen beneficially owns less than 5% of the Company’s common stock and (iii) the date the collaboration agreement is terminated; provided, however, that in no event shall such expiration date be prior to the one-year anniversary of the effectiveness of the collaboration agreement. The Company assessed the collaboration agreement with Biogen in accordance with ASC Topic 606 and concluded that Biogen is a customer. As of December 31, 2020, the transaction price includes the upfront license fee of $125.0 million and the excess consideration from the stock purchase of $79.6 million, which represents the difference between the $225.0 million received for the purchase of the Biogen Shares and the $145.4 million estimated fair value of the equity issued. The equity issued to Biogen was valued using an option pricing model to reflect certain holding period restrictions. None of the target selection fees and clinical or regulatory milestones have been included in the transaction price, as all such amounts are fully constrained. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that nomination of additional targets and achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price as uncertain events are resolved or other changes in circumstances occur. The Company has identified a single performance obligation within the Biogen collaboration agreement, which is a stand-ready obligation consisting of a series of distinct days of research services, during which Biogen obtains access to the Company’s license and research resources. Revenue from the upfront license fee relates to access to the license and Company’s obligation to stand-ready to perform such research services corresponding to the targets selected by Biogen. As a result of this obligation to perform research services when and if requested throughout the duration of the contract, the upfront license fee and the excess consideration from the stock purchase will be recognized over time on a straight-line basis consistent with the resources expected to be dedicated to providing the research services through April 2027, the estimated period of the obligation. The estimated period of performance is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverable. Revenue from the reimbursement by Biogen of shared costs of early research activities performed by Sangamo is recognized as the research services are performed. As of December 31, 2020, the Company had deferred revenue of $183.2 million related to this agreement. The Company recognized $21.4 million of upfront license fee and the excess consideration from the stock purchase, and $6.5 million research reimbursement costs as revenue related to the Biogen agreement during the year ended December 31, 2020. The Company paid $7.0 million for financial advisory fees during the year ended December 31, 2020, equal to 2% of $225.0 million received for the sale of shares and 2% of $125.0 million received for the upfront fee. The fees incurred related to both the collaboration agreement with Biogen and to the stock purchase agreement for the sale of shares. The Company believes that the allocation of fees on a relative fair value basis between the two agreements is reasonable. The Company recognized $4.1 million, which represents 2% of the upfront license fee of $125.0 million and 2% of the excess consideration from the stock purchase of $79.6 million, as a contract asset. This balance will be amortized and included in general and administrative costs on a systematic basis consistent with the transfer of the services to Biogen in accordance with ASC Topic 340, Other Assets and Deferred Costs. The Company amortized $0.4 million during the year ended December 31, 2020. The Company recognized $2.9 million, which represents 2% of the $145.4 million estimated fair value of the equity issued, as a share issuance cost and recorded this amount in equity as reduction in proceeds during the year ended December 31, 2020. Kite Pharma, Inc. In February 2018, the Company entered into a global collaboration and license agreement with Kite Pharma, Inc. (“Kite”), which became effective on April 5, 2018, and was amended and restated in September 2019, for the research, development and commercialization of potential engineered cell therapies for cancer. In this collaboration, Sangamo is working together with Kite on a research program under which the companies are designing zinc finger nucleases (“ZFNs”) and viral vectors to disrupt and insert certain genes in T cells and natural killer cells (“NK-cells”) including the insertion of genes that encode chimeric antigen receptors (“CARs”), T cell receptors (“TCRs”), and NK-cell receptors (“NKRs”) directed to mutually agreed targets. Kite is responsible for all clinical development and commercialization of any resulting products. Subject to the terms of this agreement, the Company granted Kite an exclusive, royalty-bearing, worldwide sublicensable license under the Company’s relevant patents and know-how to develop, manufacture and commercialize, for the purpose of treating cancer, specific cell therapy products that may result from the research program and that are engineered ex vivo using selected ZFNs and viral vectors developed under the research program to express CARs, TCRs or NKRs directed to candidate targets. During the research program term and subject to certain exceptions, except pursuant to this agreement, the Company is prohibited from researching, developing, manufacturing and commercializing, for the purpose of treating cancer, any cell therapy product that, as a result of ex vivo genome editing, expresses a CAR, TCR or NKR that is directed to a target expressed on or in a human cancer cell. After the research program term concludes and subject to certain exceptions, except pursuant to this agreement, the Company will be prohibited from developing, manufacturing and commercializing, for the purpose of treating cancer, any cell therapy product that, as a result of ex vivo genome editing, expresses a CAR, TCR or NKR that is directed to a candidate target. Following the effective date, in April 2018, the Company received a $150.0 million upfront payment from Kite. In addition, Kite will reimburse the Company’s direct costs to conduct service under the joint research program provisions of the agreement, and Kite will be responsible for all subsequent development, manufacturing and commercialization of any licensed products. Sangamo is also eligible to receive contingent development- and sales-based milestone payments that could total up to $3.01 billion if all of the specified milestones in this agreement are achieved. Of this amount, approximately $1.26 billion relates to the achievement of specified research, clinical development, regulatory and first commercial sale milestones, and approximately $1.75 billion relates to the achievement of specified sales-based milestones if annual worldwide net sales of licensed products reach specified levels. Each development- and sales-based milestone payment is payable (i) only once for each licensed product, regardless of the number of times that the associated milestone event is achieved by such licensed product, and (ii) only for the first 10 times that the associated milestone event is achieved, regardless of the number of licensed products that may achieve such milestone event. In addition, the Company will be entitled to receive escalating, tiered royalty payments with a percentage in the single digits based on potential future annual worldwide net sales of licensed products. These royalty payments will be subject to reduction due to patent expiration, entry of biosimilar products to the market and payments made under certain licenses for third-party intellectual property. The initial research term of the agreement is six years. Kite has an option to extend the research term for up to two additional one-year periods for a separate fee of $10.0 million per year. All contingent payments under the agreement, when earned, will be non-refundable and non-creditable. In connection with the amendment and restatement of the agreement in September 2019, the Company entered into a new research plan with Kite, with estimated reimbursable service costs of approximately $3.4 million. The Company concluded the transaction price under this agreement is $189.3 million and includes the upfront license fee of $150.0 million and $39.3 million estimated reimbursable service costs for identified research projects over the estimated performance period. The Company concluded that the estimated fees for the presumed exercise of the research term extension options and all milestone amounts are fully constrained. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price, including the estimated variable consideration included in the transaction price and all constrained amounts, in each reporting period and as uncertain events are resolved or other changes in circumstances occur. None of the development and sales-based milestone payments have been included in the transaction price. The Company assessed the agreement with Kite in accordance with ASC Topic 606 and concluded that Kite is a customer. Kite has the right to terminate this agreement, in its entirety or on a per licensed product or per candidate target basis, for any reason after a specified notice period. Each party has the right to terminate this agreement on account of the other party’s bankruptcy or material, uncured breach. The Company has identified the primary performance obligations within the Kite agreement as: (1) a license to the technology along with the stand-ready obligation to perform research services, and (2) the ongoing research services. Revenue from the upfront license fee relates to access to the license and Company’s obligation to stand-ready to perform such research services as additional targets are selected by Kite. As a result of this obligation to perform research services when and if requested throughout the duration of the contract, the fee for the license and the stand-ready obligation will be recognized over time on a straight-line basis through June 2024, the estimated period of the stand-ready obligation. Revenue from the reimbursable costs related to the integrated service deliverable is recognized as the research services are performed. Related costs and expenses under these arrangements have historically approximated the revenues recognized. The estimated period of performance is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables. As of December 31, 2020, and 2019 the Company had deferred revenue of $81.4 million and $106.5 million, respectively, related to this agreement. Revenues recognized under the agreement were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Revenue related to Kite agreement: Recognition of license and stand-ready fee $ 25,046 $ 24,977 $ 18,545 Research services 3,562 9,373 6,972 Total $ 28,608 $ 34,350 $ 25,517 Pfizer Inc. Giroctocogene Fitelparvovec Global Collaboration and License Agreement In May 2017, the Company entered into an exclusive, global collaboration and license agreement with Pfizer, pursuant to which it established a collaboration for the research, development and commercialization of giroctocogene fitelparvovec, its gene therapy product candidate for hemophilia A, and closely related products. Under this agreement, the Company is responsible for conducting the Phase 1/2 clinical trial and certain manufacturing activities for giroctocogene fitelparvovec, while Pfizer is responsible for subsequent worldwide development, manufacturing, marketing and commercialization of giroctocogene fitelparvovec. Sangamo may also collaborate in the research and development of additional AAV based gene therapy products for hemophilia A. The Company originally received an upfront fee of $70.0 million and is eligible to receive up to $208.5 million in payments upon the achievement of specified clinical development, intellectual property and regulatory milestones and up to $266.5 million in payments upon first commercial sale milestones for giroctocogene fitelparvovec and potentially other products. The total amount of potential clinical development, intellectual property, regulatory, and first commercial sale milestone payments, assuming the achievement of all specified milestones in the giroctocogene fitelparvovec Pfizer agreement, is up to $475.0 million, which includes up to $300.0 million for giroctocogene fitelparvovec and up to $175.0 million for other products that may be developed under the agreement, subject to reduction on account of payments made under certain licenses for third party intellectual property. In addition, Pfizer agreed to pay the Company royalties for each potential licensed product developed under the agreement based on an escalating tiered, double-digit percentage of the annual net sales of such product. These royalties are subject to reduction due to patent expiration, entry of biosimilar products to the market and payment made under certain licenses for third-party intellectual property. To date, two milestones of $55.0 million in aggregate have been achieved and paid, however no products have been approved and therefore no royalty fees have been earned under the giroctocogene fitelparvovec Pfizer agreement. The Company assessed the agreement with Pfizer in accordance with ASC Topic 606 and concluded that Pfizer is a customer. As of December 31, 2020, the total transaction price under this agreement is $134.0 million, which represents the upfront and research services fees of $79.0 million and two unconstrained milestones achieved of an aggregate amount of $55.0 million. Sangamo is responsible for internal and external research costs as part of the upfront fee and has the ability to request additional reimbursement from Pfizer if certain conditions are met. None of the constrained clinical or regulatory milestones have been included in the transaction price, as all such milestone amounts are fully constrained. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price, including its estimated variable consideration included in the transaction price and all constrained amounts in each reporting period and as uncertain events are resolved or other changes in circumstances occur. Subject to the terms of the agreement, the Company granted Pfizer an exclusive worldwide royalty-bearing license, with the right to grant sublicenses, to use certain technology controlled by the Company for the purpose of developing, manufacturing and commercializing giroctocogene fitelparvovec and related products. Pfizer granted the Company a non-exclusive, worldwide, royalty free, fully paid license, with the right to grant sublicenses, to use certain manufacturing technology developed under the agreement and controlled by Pfizer to manufacture the Company’s products that utilize the AAV delivery system. During a specified period, neither the Company nor Pfizer will be permitted to clinically develop or commercialize, outside of the collaboration, certain AAV-based gene therapy products for hemophilia A. Unless earlier terminated, the agreement has a term that continues on a per product and per country basis until the later of (i) the expiration of patent claims that cover the product in a country, (ii) the expiration of regulatory exclusivity for a product in a country, and (iii) 15 years after the first commercial sale of a product in a country. Pfizer has the right to terminate the agreement without cause in its entirety or on a per product or per country basis. The agreement may also be terminated by either party based on an uncured material breach by the other party or the bankruptcy of the other party. Upon termination for any reason, the license granted by the Company to Pfizer to develop, manufacture and commercialize giroctocogene fitelparvovec and related products will automatically terminate. Upon termination by the Company for cause or by Pfizer in any country or countries, Pfizer will automatically grant the Company an exclusive, royalty-bearing license under certain technology controlled by Pfizer to develop, manufacture and commercialize giroctocogene fitelparvovec in the terminated country or countries. The Company has identified one performance obligation within the giroctocogene fitelparvovec Pfizer agreement as a license to the technology and ongoing research services. The Company concluded that the license is not discrete, as it does not have stand-alone value to Pfizer apart from the research services to be performed by the Company pursuant to the agreement. As a result, the Company recognizes revenue from the upfront payment based on proportional performance of the ongoing services through 2020, the estimated period the Company will perform research services. The estimate of progress towards the satisfaction of its performance obligation and project cost is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables. The Company satisfied the deliverables and research services responsibilities within the arrangement which were completed in December 2020. As a result, the Company recognized the remaining deferred revenue from the upfront payment in December 2020. As of December 31, 2019, the Company had deferred revenue of $4.0 million related to this agreement. In December 2019, the Company entered into an amendment to the collaboration agreement, pursuant to which the Company transferred the IND for giroctocogene fitelparvovec to Pfizer. Upon this transfer the Company achieved a $25.0 million milestone as the conditions for achieving the milestone were met. The cumulative revenue recognized in connection with this milestone was $25.0 million as of December 31, 2020 and included $1.3 million recognized during the year ended December 31, 2020. In September 2020, the Company determined that there was a high probability of achievement of a $30.0 million milestone with Pfizer for giroctocogene fitelparvovec. The milestone was subsequently achieved upon dosing of the first subject in a Phase 3 clinical trial in early October 2020. The cumulative revenue recognized in connection with this milestone was $30.0 million during the year ended December 31, 2020. Revenues recognized under the agreement were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Revenue related to Pfizer giroctocogene fitelparvovec agreement: Recognition of upfront fee and research services $ 3,111 $ 15,697 $ 37,810 Milestone achievement 31,338 23,662 — Total $ 34,449 $ 39,359 $ 37,810 In March 2019, the Company updated its estimated project cost and related revenues under this program. This adjustment was a direct result of the increase in project scope during the first quarter of 2019 and the corresponding costs, which resulted in a decrease in the measure of proportional performance. In December 2019, the Company updated its estimated project cost and related revenues upon transfer of the IND for giroctocogene fitelparvovec to Pfizer. This adjustment was a direct result of the decrease in project scope during the fourth quarter of 2019 and the corresponding costs, which resulted in an increase in the measure of proportional performance. During the year ended December 31, 2019, the Company recognized $15.7 million in revenues related to the Pfizer giroctocogene fitelparvovec agreement, which included approximately $8.7 million acceleration in revenues recorded in the three months ended |
Acquisition of Sangamo France
Acquisition of Sangamo France | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisition of Sangamo France | ACQUISITION OF SANGAMO FRANCE On July 20, 2018, Sangamo entered into various agreements with the goal of eventually acquiring 100% of Sangamo France’s share capital. The Company entered into the Sangamo France SPA with certain shareholders of Sangamo France, pursuant to which it acquired 13,519,036 ordinary shares of Sangamo France (“Ordinary Shares”) as part of a block transaction that closed on October 1, 2018 (the “Acquisition Date”). Additionally, the Company and Sangamo France entered into a Tender Offer Agreement pursuant to which Sangamo agreed to acquire 11,528,635 Ordinary Shares for the same price per share as the Sangamo France SPA via a cash tender offer that closed on November 23, 2018. Following the block transaction, cash tender offer, and other open market purchases of shares, the Company owned 98.2% of the Ordinary Shares as of December 31, 2018 (or 25,047,671 Ordinary Shares). In addition to the Sangamo France SPA and the tender offer agreement, the Company also entered into arrangements with the holders of approximately 477,000 “free shares” of Sangamo France pursuant to which the Company has the right to purchase such shares from the holders (a call option) and such holders have the right to sell to the Company such shares from time to time through mid-2021 (a put option) (collectively the “Free Shares Options”). During 2019, the Company acquired approximately 111,000 vested free shares, increasing its ownership of the Ordinary Shares from 98.2% to 98.7%. During 2020, the Company acquired approximately 322,000 vested free shares, pursuant to the exercise of the put options for approximately $0.7 million of cash, increasing its ownership of the Ordinary Shares to 99.8% as of December 31, 2020. At the Acquisition Date, the fair value of the Free Shares Options was estimated to be a liability of $0.2 million. See Note 2 – Fair Value Measurement – Free Shares Asset for information regarding the valuation method. The fair value of the Free Shares Options will vary based on future changes in the Company’s stock price during the option period. The fair value of the Free Shares Options was estimated to be an asset of $0.1 million as of December 31, 2020. The acquisition of Sangamo France was accounted for as a business combination in accordance with ASC Topic 805, Business Combinations, in exchange for total consideration of approximately $45.9 million at the Acquisition Date. The operating results of Sangamo France after the Acquisition Date have been included in the Company’s Consolidated Statements of Operations. There was no goodwill impairment during the years ended December 31, 2020, 2019 or 2018 and, as noted below, substantially all of the non-controlling interest on the Acquisition Date was subsequently acquired by the Company and, accordingly, substantially all of the goodwill is allocated to the Company as of December 31, 2020 and 2019. Non-controlling Interest The fair value of the remaining non-controlling interest was determined based on the number of outstanding shares comprising the non-controlling interest and the $2.99 acquisition price per share as of the Acquisition Date. The non-controlling interest is presented as a component of stockholders’ equity on the Company’s Consolidated Balance Sheets. Non-controlling interest as of December 31, 2020 was as follows (in thousands): Total Balance at beginning of year $ 185 Fair value of additional shares acquired (927) Loss attributable to non-controlling interest (126) Balance at end of year $ (868) |
Other Balance Sheet Details
Other Balance Sheet Details | 12 Months Ended |
Dec. 31, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Other Balance Sheet Details | OTHER BALANCE SHEET DETAILS Property and Equipment, Net Property and equipment, net consist of the following (in thousands): December 31, 2020 2019 Laboratory equipment $ 24,737 $ 17,179 Furniture and fixtures 4,870 4,639 Leasehold improvements 15,953 13,888 Manufacturing equipment 1,089 — Construction in progress 12,091 5,901 58,740 41,607 Less: accumulated depreciation and amortization (17,416) (11,681) Property and equipment, net $ 41,324 $ 29,926 Depreciation and amortization expense was $5.7 million in 2020, $3.9 million in 2019 and $2.4 million in 2018. Intangible Assets The changes in intangible assets were as follows (in thousands): December 31, 2020 2019 Balance at beginning of year $ 53,156 $ 54,243 Foreign currency translation adjustment 4,972 (1,087) Balance at end of year $ 58,128 $ 53,156 Goodwill The changes in goodwill were as follows (in thousands): December 31, 2020 2019 Balance at beginning of year $ 39,273 $ 40,044 Foreign currency translation adjustment 3,525 (771) Balance at end of year $ 42,798 $ 39,273 Other Accrued Liabilities Other accrued liabilities consist of the following (in thousands): December 31, 2020 2019 Customer advance $ 5,000 $ — Accrued research and development expenses 4,257 4,102 Operating lease liabilities – current 3,690 3,214 Accrued professional fees 1,532 1,118 Other 4,133 2,451 Total other accrued liabilities $ 18,612 $ 10,885 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Leases Sangamo occupies approximately 87,700 square feet of office and research and development laboratory facilities in Brisbane, California pursuant to a lease that expires in May 2029. Sangamo also occupies approximately 54,200 square feet of research and office space in Richmond, California, pursuant to leases that expire in August 2026. In addition, the Company leases approximately 20,800 square feet of office, and research and development space in Valbonne, France, subject to leases that expire beginning in June 2025 through March 2028. In May 2020, the Company entered into an amendment to an existing lease to acquire approximately 8,500 square feet of research and office space in Richmond, California that expires in August 2026. Total lease payments over the life of this amended lease are approximately $1.6 million. Variable lease payments include the Company’s allocated share of costs incurred and expenditures made by the landlord in the operation and management of the building. The amended lease was effective October 1, 2020, and the Company recorded a lease liability and corresponding ROU asset of $1.3 million upon inception of this amended lease. Certain of these leases also include renewal options at the election of the Company to renew or extend the lease for an additional five The Company performed evaluations of its contracts and determined each of its identified leases are operating leases. For the year ended December 31, 2020, the Company incurred $10.4 million of lease costs included in operating expenses in the Consolidated Statement of Operations in relation to these operating leases. Variable lease expense was $2.3 million for the year ended December 31, 2020 and was not included in the measurement of the Company’s operating ROU assets and lease liabilities. The variable expense consists primarily of the Company’s proportionate share of operating expenses, property taxes and insurance and is classified as lease expense due to the Company’s election to not separate lease and non-lease components. Cash paid for amounts included in the measurement of operating lease liabilities for the year ended December 31, 2020 was $6.4 million and was included in net cash provided by operating activities in the Company’s Consolidated Statement of Cash Flows. Rent expense related to lease agreements was $10.4 million, $7.9 million, and $2.3 million for 2020, 2019 and 2018, respectively. Future minimum payments under lease obligations at December 31, 2020 consist of the following (in thousands): Total 2021 $ 6,191 2022 6,756 2023 6,851 2024 6,995 2025 7,058 Thereafter 19,571 Total lease payments 53,422 Less: Imputed interest (11,336) Total $ 42,086 Reported as of December 31, 2020: Operating lease liabilities - current (included in Other accrued liabilities on the Consolidated Balance Sheet) $ 3,690 Operating lease liabilities - long-term 38,396 Total $ 42,086 As of December 31, 2020, the weighted-average remaining lease term is 7.6 years and the weighted-average incremental borrowing rate used to determine the operating lease liability was 6.1% for the Company’s operating leases. The Company does not have any financing leases. Contractual Commitments The following table sets forth the non-cancelable material contractual commitments under manufacturing-related supplier arrangements as of December 31, 2020 (in thousands): Party Total commitments Expiry date Brammer Bio MA - a Thermo Fisher Scientific Inc. subsidiary $ 7,736 December 2022 Lonza Netherlands, B.V. 13,771 December 2022 Total contractual commitments $ 21,507 The Company also had $1.0 million of license obligations related to its intellectual property as of December 31, 2020. Contingencies Sangamo is not party to any material pending legal proceeding. From time to time, Sangamo may be involved in legal proceedings arising in the ordinary course of business. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY Preferred Stock The Company’s Certificate of Incorporation authorizes the Company to issue up to 5,000,000 shares of preferred stock, which may be issued at the discretion of the Company’s Board of Directors. As of December 31, 2020, no shares of the Company’s preferred stock have been issued or are outstanding. Common Stock In June 2020, the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation to increase the total number of shares of the Company’s common stock authorized for issuance from 160,000,000 shares to 320,000,000 shares. As of December 31, 2020, 142,063,203 shares of the Company’s common stock are outstanding. In connection with the collaboration agreement with BIMA described in Note 4 of these Consolidated Financial Statements, the Company entered into a stock purchase agreement with BIMA, pursuant to which BIMA agreed to purchase the Biogen Shares at a price per share of $9.2137, for an aggregate purchase price of $225.0 million. The Company closed the sale of the Biogen Shares in April 2020. In April 2019, the Company completed an underwritten public offering of its common stock, in which the Company sold an aggregate of 12.7 million shares of its common stock at a public offering price of $11.50 per share. The net proceeds to the Company from the sale of shares in this offering, after deducting underwriting discounts and commissions and other offering expenses, were approximately $136.3 million. In April 2018, the Company completed an underwritten public offering of its common stock, in which the Company sold an aggregate of 14.2 million shares of its common stock at a public offering price of $16.25 per share. The net proceeds to the Company from the sale of shares in this offering, after deducting underwriting discounts and commissions and other offering expenses, were approximately $215.8 million. At-the-Market Offering Agreement In August 2020, the Company entered into an Open Market Sale Agreement℠ with Jefferies LLC (“Jefferies”) with respect to an at-the-market offering program under which the Company may offer and sell, from time to time at its sole discretion, shares of the Company’s common stock having an aggregate offering price of up to $150.0 million through Jefferies as the Company’s sales agent or principal. The Company is not obligated to sell any shares under the sales agreement. As of December 31, 2020, no shares had been sold under the sales agreement. 2018 Equity Incentive Plan In June 2018, the Company’s stockholders approved the Sangamo Therapeutics, Inc. 2018 Equity Incentive Plan (the “2018 Plan”). In connection with the approval of the 2018 Plan, no additional equity awards will be granted under the previous 2013 Plan, however all outstanding equity awards under the 2013 Plan will continue to be subject to the terms and conditions as set forth in the agreements evidencing such awards and the terms of the 2013 Plan. In May 2020, the Company’s stockholders approved an amendment and restatement of the 2018 Plan, to, among other things, increase the aggregate number of shares of the Company’s common stock reserved for issuance under the 2018 Plan by 9,900,000 shares. The exercise price of a stock option granted under the 2018 Plan may not be less than 100% of the fair market value of the Company's common stock subject to the stock option on the date of grant, and the option term will not exceed 10 years. If the person to whom the stock option is granted is a 10% stockholder of the Company, and the stock option granted qualifies as an incentive stock option, then the exercise price per share will not be less than 110% of the fair market value of the Company’s common stock on the date of grant, and the option term will not exceed five years. Generally, stock options granted under the 2018 Plan vest over four years at a rate of 25% on the one-year anniversary of the date of grant and 1/48 per month thereafter and expire 10 years after the date of grant, or earlier upon termination of employment or services to the Company. The number of shares of common stock reserved for issuance under the 2018 Plan will be reduced: (i) on a 1-for-1 basis for each share of common stock subject to a stock option or stock appreciation right granted under the plan, (ii) by a fixed ratio of 1.33 shares of common stock for each share of common stock issued pursuant to a full-value award granted under the plan. Shares subject to any outstanding stock options or other awards under the 2018 Plan that expire or otherwise terminate prior to the issuance of the shares subject to those stock options or awards will be available for subsequent issuance under the 2018 Plan. Any unvested shares issued under the 2018 Plan that the Company subsequently purchases, pursuant to repurchase rights under the 2018 Plan, will be added back to the number of shares reserved for issuance under the 2018 Plan on a 1-for-1 basis or a 1.33-for-1 basis (depending on the ratio at which the share reserve was debited for the original award) and will accordingly be available for subsequent issuance in accordance with the terms of the 2018 Plan. As of December 31, 2020, there were 10,942,576 shares of the Company’s common stock reserved for future awards under the Company’s 2018 Plan. 2010 Employee Stock Purchase Plan On June 2018, the Company’s stockholders approved an amendment and restatement of the Company’s 2010 Employee Stock Purchase Plan (“the ESPP”). As amended, the ESPP provides for a total of 4.6 million shares of common stock reserved for issuance thereunder. Eligible employees may purchase common stock at 85% of the lesser of the fair market value of the Company’s common stock on the first day of the applicable two-year offering period or the last day of the applicable six-month purchase period. As of December 31, 2020, there were 2,483,218 shares of the Company’s common stock reserved for future issuance under the ESPP. The ESPP expired on April 30, 2020. The ongoing offering will continue through the end of its 24 months offering period ending on October 29, 2021 at which point the ESPP will be fully terminated. Stock Option Activity A summary of the Company’s stock option activity is as follows: Number of Weighted- Weighted-Average Aggregate (In years) (In thousands) Options outstanding at December 31, 2019 9,829,287 $ 10.71 Options granted 4,563,425 $ 8.09 Options exercised (1,162,268) $ 8.02 Options canceled (1,751,746) $ 10.19 Options outstanding at December 31, 2020 11,478,698 $ 10.02 7.80 $ 69,616 Options vested and expected to vest at December 31, 2020 11,478,698 $ 10.02 7.80 $ 69,616 Options exercisable at December 31, 2020 5,127,517 $ 10.71 6.48 $ 29,025 The intrinsic value of options exercised was $5.4 million, $4.7 million and $27.0 million during 2020, 2019 and 2018, respectively. At December 31, 2020, the aggregate intrinsic values of outstanding and exercisable options were $69.6 million and $29.0 million, respectively. The aggregate intrinsic value of options vested and expected to vest as of December 31, 2020, 2019 and 2018 was $69.6 million, $7.5 million and $24.5 million, respectively. Restricted Stock Units During 2020, 2019 and 2018, the Company awarded 2,517,101, 834,745, and 346,055 RSUs, respectively. The RSUs awarded in 2020, 2019 and 2018 had an average grant date fair value per award of $8.06, $9.49 and $17.87, respectively. These awards generally vest in a series of three successive equal annual installments. The aggregate fair value of RSUs vested during 2020, 2019 and 2018 was $3.7 million, $2.0 million and $0.6 million, respectively. A summary of the Company’s RSU activity is as follows: Number of Weighted-Average Aggregate Intrinsic (In years) (In thousands) RSUs outstanding at December 31, 2019 862,850 RSUs awarded 2,517,101 RSUs released (324,305) RSUs forfeited (384,118) RSUs outstanding at December 31, 2020 2,671,528 1.19 $ 41,689 RSUs vested and expected to vest at December 31, 2020 2,671,528 1.19 $ 41,689 RSUs that vested in 2020, 2019 and 2018 were net-share settled such that the Company withheld shares with value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes and remitted the cash to the appropriate taxing authorities. The total shares withheld were approximately 90,617, 39,160, and 20,193 for 2020, 2019 and 2018, respectively, and were based on the value of the RSUs on their respective issuance dates as determined by the Company’s closing stock price. Total payments for the employees’ tax obligations to taxing authorities were $0.8 million, $0.4 million and $0.3 million in 2020, 2019 and 2018, respectively and are reflected as a financing activity within the accompanying Consolidated Statements of Cash Flows. These net-share settlements had the effect of share repurchases by the Company as they reduced and retired the number of shares that would have otherwise been issued as a result of the vesting and did not represent an expense to the Company. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION The following table shows total stock-based compensation expense recognized in the accompanying Consolidated Statements of Operations (in thousands): Year Ended December 31, 2020 2019 2018 Research and development $ 13,523 $ 10,135 $ 8,249 General and administrative 12,185 9,195 6,428 Total stock-based compensation expense $ 25,708 $ 19,330 $ 14,677 As of December 31, 2020, total stock-based compensation expense to be recognized in future periods related to unvested stock options was $35.5 million, which is expected to be expensed over a weighted-average period of 2.72 years. As of December 31, 2020, total stock-based compensation expense to be recognized in future periods related to unvested RSUs was $17.1 million, which is expected to be expensed over a weighted-average period of 2.07 years. There was no capitalized stock-based employee compensation expense as of December 31, 2020, 2019 or 2018. Valuation Assumptions Employee stock-based compensation expense was determined using the Black-Scholes option valuation model for stock options and employee share purchases under the ESPP. Option valuation models require the input of subjective assumptions and these assumptions can vary over time. The fair value of RSUs was based on the closing price of the underlying common stock on the date of grant. The Company bases its determination of expected volatility through its assessment of the historical volatility of its common stock. The Company relied on its historical exercise and post-vested termination activity for estimating its expected term for use in determining the fair value of these options. The weighted-average estimated fair value per share of options granted during 2020, 2019 and 2018 was $5.25, $6.37, and $11.39, respectively, based upon the assumptions used in the Black-Scholes valuation model. The assumptions used for estimating the fair value of the employee stock options were as follows: Year Ended December 31, 2020 2019 2018 Risk-free interest rate 0.34-0.61% 1.68-2.25% 2.53-2.96% Expected term (in years) 5.51-5.57 5.50-5.62 5.59-5.61 Expected dividend yield of stock — — — Expected volatility 77.61-80.32% 76.46-78.39% 72.33-75.49% Employees purchased 274,382, 249,364 and 328,710 shares of common stock through the ESPP at an average exercise price of $7.34, $8.53, and $4.51 per share during 2020, 2019 and 2018, respectively. The weighted-average estimated fair values of shares purchased under the Company’s ESPP during 2020, 2019 and 2018 were $8.02, $4.70 and $7.07, respectively, based upon the assumptions used in the Black-Scholes valuation model. The assumptions used for estimating the fair value of the ESPP purchase rights are as follows: Year Ended December 31, 2020 2019 2018 Risk-free interest rate 1.53-2.80% 1.53-2.42% 2.16-2.80% Expected term (in years) 0.5-2.0 0.5-2.0 0.5-2.0 Expected dividend yield of stock — — — Expected volatility 51.02-91.96% 51.02-91.96% 73.21-83.25% |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | EMPLOYEE BENEFIT PLAN The Company sponsors a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code covering all full-time employees (“Sangamo 401(k) Plan”). The Sangamo 401(k) Plan is intended to qualify under Section 401 of the Internal Revenue Code. The Company matched employee contributions equal to 50% for the first 8% in 2020, 2019 and 2018, up to a limit of $4,000 in 2020, 2019 and 2018. Matching funds are fully vested when contributed. Contributions to the Sangamo 401(k) Plan by the Company were $1.2 million, $0.9 million, and $0.8 million for the years ended December 31, 2020, 2019 and 2018, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The domestic and foreign components of loss before income taxes were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Domestic $ (126,624) $ (77,354) $ (65,695) Foreign 5,847 (18,065) (3,194) Loss before income taxes $ (120,777) $ (95,419) $ (68,889) The income tax expense consisted of the following (in thousands): Year Ended December 31, 2020 2019 2018 Income tax expense: Current: Federal $ — $ — $ — State 133 — — Foreign 686 — — Subtotal 819 — — Deferred: Federal — — — State — — — Foreign (474) — — Subtotal (474) — — Income tax expense $ 345 $ — $ — The difference between the income tax expense and the amount computed by applying the federal statutory income tax rate to loss before income taxes is explained as follows (in thousands): Year Ended December 31, 2020 2019 2018 Tax at federal statutory rate $ (25,363) $ (20,038) $ (14,467) State taxes, net (3,168) (9,597) (2,849) Foreign rate differential 376 (665) (177) Global Intangible Low-Taxed Income 1,335 — — Non-deductible stock-based compensation 4,232 2,817 (2,729) Research credits (3,657) (3,429) (1,005) Change in valuation allowance 26,537 29,655 20,271 Other 53 1,257 956 Income tax expense $ 345 $ — $ — In March and December 2020, in response to the COVID-19 pandemic, the CARES Act and the Consolidated Appropriations Act, 2021 were passed into law and provide additional economic stimulus to address the impact of the COVID-19 pandemic. The Company does not expect any significant benefit to its income tax provision as a result of this legislation. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands): December 31, 2020 2019 Assets: Deferred tax assets: Net operating loss carryforwards $ 164,276 $ 133,765 Research and development tax credit carryforwards 27,679 21,459 Stock-based compensation 5,321 4,194 Deferred revenue 20,681 32,171 Fixed assets 10,525 11,282 Lease liability 10,251 11,722 Accruals and reserves 430 675 Other 308 151 Total deferred tax asset 239,471 215,419 Valuation allowance 214,351 187,724 Deferred tax assets 25,120 27,695 Liabilities: Intangible assets (14,321) (13,609) Operating lease right-of-use assets (17,510) (20,656) Deferred tax liabilities (31,831) (34,265) Total net deferred tax liabilities $ (6,711) $ (6,570) The deferred tax assets and liabilities based on tax jurisdictions are presented on the Consolidated Balance Sheet as follows (in thousands): December 31, 2020 2019 Deferred tax assets (included in Other non-current assets on the Consolidated Balance Sheet) $ 474 $ — Deferred tax liabilities (7,185) (6,570) Net deferred tax liabilities $ (6,711) $ (6,570) In October 2018, the Company acquired Sangamo France. The Company recorded goodwill and intangible assets as part of accounting for the acquisition of Sangamo France. There is no corresponding tax basis for the goodwill or intangible assets. A portion of the intangible assets acquired were for the use in a particular research and development project and are considered indefinite-lived assets with no tax basis. The changes in the fair value of the unrealized gain (loss) on marketable securities are recorded as a component of accumulated other comprehensive income (loss), net of a provision for income taxes. A valuation allowance is recorded when it is more likely than not that all or some portion of the deferred income tax assets will not be realized. The Company regularly assesses the need for a valuation allowance against its deferred income tax assets by considering both positive and negative evidence related to whether it is more likely than not that the Company’s deferred income tax assets will be realized. In evaluating the Company’s ability to recover its deferred income tax assets within the jurisdiction from which they arise, the Company considers all available positive and negative evidence, including scheduled reversals of deferred income tax liabilities, projected future taxable income, tax-planning strategies, and results of recent operations. Accordingly, based upon the Company’s analysis of these factors the net deferred tax assets have been substantially offset by a valuation allowance. The valuation allowance increased by $26.6 million, $29.6 million and $45.3 million for the years ended December 31, 2020, 2019 and 2018, respectively. As of December 31, 2020, Sangamo had net operating loss carryforwards for federal and state income tax purposes of approximately $622.6 million and $261.7 million, respectively. The federal net operating loss generated before 2018 will begin to expire in 2024 and will keep expiring through 2037, if not utilized. Federal net operating loss generated in 2018 will carry forward indefinitely. If not utilized, the state net operating loss carryforwards will begin to expire in 2029, respectively. The Company’s French net operating loss carryforward balance is $145.9 million, which carries over indefinitely. The Company also has federal and state research tax credit carryforwards of $21.9 million and $18.3 million, respectively. The federal research credits will begin to expire in 2021, while the state research credits have no expiration date. Utilization of the Company’s net operating loss carryforwards and research tax credit carryforwards may be subject to substantial annual limitations due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. The annual limitation could result in the expiration of the net operating loss carryforwards and research tax credit carryforwards before utilization. The Company’s policy is to reinvest the earnings of its non-U.S. subsidiaries in those operations. The Company does not provide for U.S. taxes on the earnings of foreign subsidiaries because the Company intends to reinvest such earnings offshore indefinitely. However, if these funds were repatriated, the Company would be required to accrue and pay applicable U.S. taxes and withholding taxes. Due to the cumulative losses generated in foreign countries there are no earnings to repatriate. The Company files federal and state income tax returns with varying statutes of limitations. The tax years from 2002 forward remain open to examination due to the carryover of net operating losses or tax credits. The Company also files United Kingdom and French income tax returns, and the tax years from 2008 and thereafter remain open in the United Kingdom and 2016 and thereafter in France are still subject to examination. The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. As of December 31, 2020, the Company had no accrued interest and/or penalties. The unrecognized tax benefits may change during the next year for items that arise in the ordinary course of business. In the event that any unrecognized tax benefits are recognized, the effective tax rate will not be affected. The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands): December 31, 2020 2019 2018 Beginning balance $ 11,630 $ 6,288 $ 5,659 Additions based on tax positions related to the current year 2,834 5,393 636 Additions for tax positions of prior years 1,982 — — Reductions for tax positions of prior years (3,554) (51) (7) Ending balance $ 12,892 $ 11,630 $ 6,288 |
Related Party Disclosures
Related Party Disclosures | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transaction | RELATED PARTY TRANSACTIONThe Company acquired 185,400 and 52,700 vested free shares from a former executive of Sangamo, pursuant to the exercise of the Free Shares Options for approximately $0.4 million and $0.1 million of cash, during the years ended December 31, 2020 and 2019, respectively. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | QUARTERLY FINANCIAL DATA (UNAUDITED) The following table sets forth certain unaudited quarterly financial data for the eight quarters ended December 31, 2020. The unaudited information set forth below has been prepared on the same basis as the audited information contained herein and includes all adjustments necessary to present fairly the information set forth. The operating results for any quarter are not indicative of results for any future period. All amounts are in thousands except per share amounts. 2020 2019 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Revenues $ 13,076 $ 21,553 $ 57,763 $ 25,800 $ 8,071 $ 17,548 $ 21,958 $ 54,851 Operating expenses $ 57,598 $ 59,450 $ 61,464 $ 69,232 $ 51,968 $ 51,052 $ 51,206 $ 53,382 Net (loss) income $ (42,974) $ (35,965) $ (1,508) $ (40,675) $ (42,203) $ (30,356) $ (27,361) $ 4,501 Net (loss) income attributable to non-controlling interest $ (61) $ (36) $ 42 $ (71) $ (53) $ (72) $ (54) $ (54) Net (loss) income attributable to Sangamo Therapeutics, Inc. $ (42,913) $ (35,929) $ (1,550) $ (40,604) $ (42,150) $ (30,284) $ (27,307) $ 4,555 Basic and diluted net (loss) income per share attributable to Sangamo Therapeutics, Inc. $ (0.37) $ (0.26) $ (0.01) $ (0.29) $ (0.41) $ (0.26) $ (0.24) $ 0.04 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTSIn the first quarter of 2021 through February 19, 2021, the Company sold 1,034,762 shares of its common stock for gross proceeds of approximately $16.1 million from an at-the-market offering program under an Open Market Sale Agreement℠ with Jefferies dated August 5, 2020. After deducting sales commissions and expenses, net cash proceeds through February 19, 2021 under the at-the-market offering are approximately $15.7 million. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying Consolidated Financial Statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in the Consolidated Financial Statements. For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company records net loss attributable to non-controlling interests on its Consolidated Statements of Operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties. |
Use of Estimates | Use of Estimates The preparation of the accompanying Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and the accompanying notes. On an ongoing basis, management evaluates its estimates including critical accounting policies or estimates related to revenue recognition, including the estimated fair value of common shares issued as part of the transaction price, clinical trial accruals, fair value of assets and liabilities, including from acquisitions, and stock-based compensation. Estimates are based on historical experience and on various other market specific and other relevant assumptions that the Company believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. During the year ended December 31, 2020, the Company recorded adjustments to revenue related to changes in estimates in connection with the collaboration agreements with Sanofi Genzyme (“Sanofi”) and Pfizer Inc. (“Pfizer”). These changes in estimates were driven by changes in project scope and related project costs which resulted in changes to the measure of proportional cumulative performance. These adjustments increased revenue by $8.9 million, decreased net loss by $8.9 million and decreased the Company’s basic net loss per share by $0.06 for the year ended December 31, 2020. |
Revenue Recognition | Revenue Recognition The Company accounts for its revenues pursuant to the provisions of Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC Topic 606”). The Company’s contract revenues are derived from collaboration agreements including licensing arrangements and research activity grants. Research and licensing agreements typically include upfront signing or license fees, cost reimbursements for research services, minimum sublicense fees, milestone payments and royalties on future licensee’s product sales. The Company has agreements with both fixed and variable consideration. Non-refundable upfront fees and funding of research and development activities are considered fixed, while milestone payments are generally identified as variable consideration. Sangamo’s research grants are typically multi-year agreements and provide for the reimbursement of qualified expenses for research and development as defined under the terms of the grant agreement. Revenues under research grant agreements are generally recognized when the related qualified research expenses are incurred. Deferred revenue primarily represents the portion of research or license payments received but not earned. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under its agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC Topic 606. The Company’s performance obligations include license rights, development services and services associated with regulatory submission and approval processes. Revenues from research services earned under collaboration agreements are generally recognized as revenue as the related services are provided. Revenues from non-refundable upfront fees are recognized over time either by measuring progress towards satisfaction of the relevant performance obligation, using the input method (i.e., cumulative actual costs incurred relative to total estimated costs) or on a straight-line basis when a performance obligation is expected to be satisfied evenly over a period of time (or when the entity has a stand-ready obligation). Significant management judgment is required to determine the level of effort required under an arrangement, and the period over which the Company expects to complete its performance obligations under the arrangement, which may include total internal personnel costs and external costs to be incurred as well as, in certain cases, the estimated stand-ready obligation period. Changes in these estimates can have a material effect on revenue recognized. If the Company cannot reasonably estimate when its performance obligations either are completed or become inconsequential, then revenue recognition is deferred until the Company can reasonably make such estimates. The Company includes the unconstrained amount of estimated variable consideration in the transaction price. The amount included in the transaction price is constrained to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. At the end of each subsequent reporting period, the Company re-evaluates the estimated variable consideration included in the transaction price and any related constraint and, if necessary, adjusts its estimate of the overall transaction price. Revenue is then recognized over the remaining estimated period of performance using the cumulative catch-up method. The estimated period of performance and project costs, such as personnel and manufacturing cost, are reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables. As part of the accounting for these arrangements, the Company must develop assumptions that require judgment to determine the stand-alone selling price of each performance obligation identified in the contract. The Company uses key assumptions to determine the stand-alone selling price, which may include forecasted revenues, development timelines, reimbursement rates for personnel costs, discount rates and probabilities of technical and regulatory success. Related costs and expenses under these arrangements have historically approximated the revenues recognized. Receivables from collaborations are typically unsecured and are concentrated in the biopharmaceutical industry. Accordingly, the Company may be exposed to credit risk generally associated with biopharmaceutical companies or specific to its collaboration agreements. To date, the Company has not experienced any losses related to these receivables. Funds received from the Company’s collaboration partners are generally not refundable and are recorded as revenue as it fulfills its performance obligations. The Company’s performance obligations are satisfied over time (i.e., stand ready obligations) or using the input method (i.e., cumulative actual costs incurred relative to total estimated costs). Revenue is also recognized when the Company has incurred qualified research and development costs that are reimbursable from its collaboration partners and when there is reasonable assurance that such costs will be reimbursed. Any payments received from a collaboration partner in advance of the completion of the relevant performance obligation are recorded as deferred revenue. |
Business Combinations | Business Combinations The Company accounts for acquisitions using the acquisition method of accounting, which requires that assets acquired, including in-process research and development (“IPR&D”) projects, liabilities assumed and any non-controlling interests in the acquired target in an acquisition be recorded at their fair values as of the acquisition date on the Company’s Consolidated Balance Sheets. Any excess of purchase consideration over the fair value of net assets acquired is recorded as goodwill. The determination of estimated fair value requires the Company to make significant estimates and assumptions. As a result, the Company may record adjustments to the fair values of assets acquired and liabilities assumed within the measurement period (up to one year from the acquisition date) with the corresponding offset to goodwill. Transaction costs associated with business combinations are expensed as they are incurred. |
Goodwill and Intangible Assets | Goodwill and Intangible AssetsGoodwill represents the excess of the purchase consideration transferred over the estimated fair values of assets acquired and liabilities assumed in a business combination. Intangible assets with indefinite useful lives are related to purchased IPR&D projects and are measured at their respective fair values as of the acquisition date. Goodwill and intangible assets with indefinite useful lives are not amortized. Intangible assets related to IPR&D projects are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. The Company tests goodwill and indefinite-lived intangible assets for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate the fair values of the assets are below their respective carrying amounts. |
Valuation of Long-Lived Assets | Valuation of Long-Lived AssetsLong-lived assets, including property and equipment and finite-lived intangible assets, are reviewed for impairment whenever facts or circumstances either internally or externally may suggest that the carrying value of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset to the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. |
Fair Value Measurements | Fair Value Measurements The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value due to their short maturities. Marketable securities are stated at their estimated fair values. The free shares asset or liability is measured using a binomial-lattice pricing model and is reviewed each reporting period and adjusted, as needed, and is expected to approximate fair value. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Sangamo considers all highly-liquid investments purchased with original maturities of three months or less at the purchase date to be cash equivalents. Cash and cash equivalents consist of cash, deposits in demand money market accounts, and commercial paper. |
Marketable Securities | Marketable Securities Sangamo classifies its marketable securities as available-for-sale and records its investments at estimated fair value based on quoted market prices or observable market inputs of almost identical assets, with the unrealized holding gains and losses included in accumulated other comprehensive loss (“AOCI”). The Company classifies those investments that are not required for use in current operations and that mature in more than 12 months as non-current marketable securities in the accompanying Consolidated Balance Sheets. The Company’s investments are subject to a periodic impairment review. The Company recognizes an impairment charge, if material, when a decline in the fair value of its investments below the cost basis is judged to be other-than-temporary. The Company considers various factors in determining whether to recognize an impairment charge, including the length of time and extent to which the fair value has been less than the Company’s cost basis, the financial condition and near-term prospects of the investee and the Company’s intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in the market value. Realized gains and losses on marketable securities are included in interest and other income, net, which are determined using the specific identification method. |
Concentrations of Risk | Concentrations of Credit Risk and Other Risks Cash, cash equivalents, and marketable securities consist of financial instruments that potentially subject the Company to a concentration of credit risk to the extent of the fair value recorded in the Consolidated Balance Sheets. The Company invests cash that is not required for immediate operating needs primarily in highly liquid instruments with high credit ratings which are expected to bear minimal risk. The Company has established policies relating to the quality, diversification, and maturities of securities to enable the Company to manage its credit risk. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash, cash equivalents, and marketable securities and issuers of investments to the extent recorded on the Consolidated Balance Sheets. Certain materials and key components that the Company utilizes in its operations are obtained through single suppliers. Since the suppliers of key components and materials must be named in an investigational new drug (“IND”) application filed with the U.S. Food and Drug Administration for a product, significant delays can occur if the qualification of a new supplier is required. If delivery of material from the Company’s suppliers was interrupted for any reason, the Company may be unable to supply any of its product candidates for clinical trials. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets which is generally three |
Research and Development Expenses | Research and Development Expenses Research and development expenses consist primarily of personnel costs, including salaries, benefits and stock-based compensation, clinical studies performed by contract research organizations, materials and supplies and overhead allocations consisting of various support and facility-related costs. Research and development costs are expensed as incurred. |
General and Administrative Expenses | General and Administrative Expenses General and administrative expenses consist of finance, human resources, legal and other administrative activities. These expenses consist primarily of personnel costs, including salaries, benefits and stock-based compensation, facilities and overhead costs, legal expenses, and other general and administrative costs. |
Stock-based Compensation | Stock-based Compensation The Company measures and recognizes compensation expense for all stock-based payment awards made to Sangamo employees and directors, including employee share options, restricted stock units (“RSUs”) and employee stock purchases related to the Employee Stock Purchase Plan (“ESPP”) based on estimated fair values at the award grant date. The fair value of stock-based awards is amortized over the vesting period of the award using a straight-line method. To estimate the fair value of an award, the Company uses the Black-Scholes option pricing model. This model requires inputs such as expected life, expected volatility and risk-free interest rate. These inputs are subjective and generally require significant analysis and judgment to develop. While estimates of expected life and volatility are derived primarily from the Company’s historical data, the risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant commensurate with the expected life assumption. The Company accounts for forfeitures in the period they occur. |
Income Taxes | Income Taxes Income tax expense has been provided using the liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets if, based upon the available evidence, it is not more likely than not that the deferred tax assets will be realized. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the Company’s Consolidated Financial Statements from such positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized. The Company recognizes interest and penalties associated with tax matters as part of the income tax provision and includes accrued interest and penalties with the related income tax liability within other accrued liabilities on its Consolidated Balance Sheets. |
Leases | Leases The Company adopted the Accounting Standard Update (“ASU”) No. 2016-02, Leases (Topic 842) on January 1, 2019, using the modified retrospective approach with a cumulative-effect adjustment. The Company determines if an arrangement is or contains a lease at inception by assessing whether the arrangement contains an identified asset and whether it has the right to control the identified asset. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Lease liabilities are recognized at the lease commencement date based on the present value of future lease payments over the lease term. ROU assets are based on the measurement of the lease liability and also include any lease payments made prior to or on lease commencement and exclude lease incentives and initial direct costs incurred, as applicable. As the implicit rate in the Company’s leases is generally unknown, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of remaining lease payments. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease in a similar economic environment. The Company considers its credit risk, term of the lease, and total lease payments and adjusts for the impacts of collateral, as necessary, when calculating its incremental borrowing rates. The lease terms may include options to extend or terminate the lease when it is reasonably certain the Company will exercise any such options. Rent expense for the Company’s operating leases is recognized on a straight-line basis over the lease term. The Company has elected to not separate lease and non-lease components for its real estate and copier leases and, as a result, accounts for any lease and non-lease components as a single lease component. The Company has also elected to not apply the recognition requirement to any leases with a term of 12 months or less and does not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of the Company’s foreign subsidiaries is primarily the Euro. Assets and liabilities denominated in foreign currencies are translated to U.S. dollars using the exchange rates at the balance sheet date. Foreign currency translation adjustments are recorded as a component of AOCI within stockholders’ equity. Revenues and expenses from the Company’s foreign subsidiaries are translated using the monthly average exchange rates in effect during the period in which the transactions occur. Foreign currency transaction gains and losses are recorded in interest and other income, net, on the Company’s Consolidated Statements of Operations. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share attributable to Sangamo Therapeutics, Inc. stockholders has been computed by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders is calculated by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock plus potentially dilutive securities outstanding during the period. |
Segments | SegmentsThe Company operates in one segment. Management uses one measure of profitability and does not segregate its business for internal reporting. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Collaborative Arrangements In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (ASC Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 (“ASU 2018-18”), which clarifies that certain transactions between participants in a collaborative arrangement should be accounted for under ASC Topic 606 when the counterparty is a customer. In addition, ASU 2018-18 precludes an entity from presenting consideration from a transaction in a collaborative arrangement as revenue from contracts with customers if the counterparty is not a customer for that transaction. ASU 2018-18 is effective for all interim and annual reporting periods beginning after December 15, 2019. On January 1, 2020, the Company adopted ASU 2018-18. The adoption of ASU 2018-18 did not have a material impact on the Company’s Consolidated Financial Statements. Goodwill Impairment Testing In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test of Goodwill Impairment (“ASU 2017-04”). The new guidance simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. ASU 2017-04 requires goodwill impairment to be measured as the amount by which a reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of its goodwill. ASU 2017-04 requires prospective application and is effective for annual periods beginning after December 15, 2019. ASU 2017-04 required the Company to amend its methodology for determining any goodwill impairment beginning in 2020. On January 1, 2020, the Company adopted ASU 2017-04. The adoption of ASU 2017-04 did not have a material impact on the Company’s Consolidated Financial Statements. Credit Losses In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) (“ASU 2016-13”). ASU 2016-13 implements an impairment model, known as the current expected credit loss model, that is based on expected losses rather than incurred losses. Under the new guidance, an entity will recognize as an allowance its estimate of expected credit losses. ASU 2016-13 is effective for all interim and annual reporting periods beginning after December 15, 2019 and must be adopted using a modified retrospective approach, with certain exceptions. Early adoption is permitted. On January 1, 2020, the Company adopted ASU 2016-13 by using a modified retrospective approach. The adoption of ASU 2016-13 did not have a material impact on the Company’s Consolidated Financial Statements. Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Income Taxes – Simplifying the Accounting for Income Taxes (“ASU 2019-12”). The guidance removes exceptions to the general principles in Income Taxes (Topic 740) for allocating tax expense between financial statement components, accounting basis differences stemming from an ownership change in foreign investments and interim period income tax accounting for year-to-date losses that exceed projected losses. The guidance becomes effective for annual reporting periods beginning after December 15, 2020 and interim periods within those fiscal years with early adoption permitted. On January 1, 2020, the Company early adopted ASU 2019-12. The adoption of ASU 2019-12 did not have a material impact on the Company's Consolidated Financial Statements. Cloud Computing Arrangements In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The guidance becomes effective for annual reporting periods beginning after December 15, 2019 and interim periods within those fiscal years with early adoption permitted. The Company adopted this standard on January 1, 2020 using the prospective method. The adoption of ASU 2018-15 did not have a material impact on the Company’s Consolidated Financial Statements. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Revenue from Strategic Partnering Collaboration Agreements and Research Activity Grants as a Percentage of Total Revenues | Revenues from major collaboration agreements and research activity grants as a percentage of total revenues were as follows: Year Ended December 31, 2020 2019 2018 Pfizer Inc. 40 % 40 % 47 % Kite Pharma, Inc. 24 % 34 % 30 % Biogen MA, Inc. 24 % — — Sanofi Genzyme 5 % 22 % 16 % Novartis Institutes for BioMedical Research, Inc. 4 % — — |
Schedule of Cash and Cash Equivalents | A reconciliation of cash, cash equivalents and restricted cash reported within the accompanying Consolidated Balance Sheets to the amounts reported within the accompanying Consolidated Statements of Cash Flows is as follows (in thousands): As of December 31, 2020 2019 2018 Cash and cash equivalents $ 131,329 $ 80,428 $ 140,418 Non-current restricted cash 1,500 1,500 3,500 Cash, cash equivalents and restricted cash as reported within the Consolidated Statements of Cash Flows $ 132,829 $ 81,928 $ 143,918 |
Restrictions on Cash and Cash Equivalents | A reconciliation of cash, cash equivalents and restricted cash reported within the accompanying Consolidated Balance Sheets to the amounts reported within the accompanying Consolidated Statements of Cash Flows is as follows (in thousands): As of December 31, 2020 2019 2018 Cash and cash equivalents $ 131,329 $ 80,428 $ 140,418 Non-current restricted cash 1,500 1,500 3,500 Cash, cash equivalents and restricted cash as reported within the Consolidated Statements of Cash Flows $ 132,829 $ 81,928 $ 143,918 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Measurements of Cash Equivalents, Available-for-Sale Securities and Free Share Liability | The fair value measurements of the Company’s cash equivalents, marketable securities and the free shares asset are identified at the following levels within the fair value hierarchy (in thousands): December 31, 2020 Fair Value Measurement Total Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 53,165 $ 53,165 $ — $ — Total 53,165 53,165 — — Marketable securities: Commercial paper 213,533 — 213,533 — Corporate debt securities 59,574 — 59,574 — Certificates of deposit 12,311 — 12,311 — Asset-backed securities 17,908 — 17,908 — U.S. government-sponsored entity debt securities 257,298 — 257,298 — Total 560,624 — 560,624 — Total cash equivalents and marketable securities $ 613,789 $ 53,165 $ 560,624 $ — Free shares asset $ 70 $ — $ — $ 70 December 31, 2019 Fair Value Measurement Total Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 30,496 $ 30,496 $ — $ — Commercial paper 2,999 — 2,999 — Total 33,495 30,496 2,999 — Marketable securities: Commercial paper 155,368 — 155,368 — Corporate debt securities 95,017 — 95,017 — U.S. government-sponsored entity debt securities 53,493 — 53,493 — Total 303,878 — 303,878 — Total cash equivalents and marketable securities $ 337,373 $ 30,496 $ 306,877 $ — Free shares asset $ 236 $ — $ — $ 236 |
Summary of Estimated Fair Value of Free Share Liability Assumptions | December 31, Free Shares valuation assumptions: 2020 2019 Sangamo stock price (USD) $ 15.61 $ 8.68 Sangamo France stock price (EUR) € 3.85 € 2.14 EUR/ USD exchange rate 0.82 0.91 Estimated correlation Sangamo and Sangamo France stock prices 100.0 % 100.0 % Sangamo stock price (USD) volatility estimate 88.9 % 72.5 % Sangamo France stock price (EUR) volatility estimate 88.9 % 72.5 % EUR/ USD exchange rate volatility estimate 6.3 % 6.6 % Risk free rate and cost of debt by expected exercise date Varies Varies |
Cash Equivalents and Marketab_2
Cash Equivalents and Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | The table below summarizes the Company’s cash equivalents and marketable securities (in thousands): Amortized Gross Gross Estimated December 31, 2020 Cash equivalents: Money market funds $ 53,165 $ — $ — $ 53,165 Total 53,165 — — 53,165 Marketable securities: Commercial paper 213,500 41 (8) 213,533 Corporate debt securities 59,575 16 (17) 59,574 Certificates of deposit 12,311 — — 12,311 Asset-backed securities 17,905 10 (7) 17,908 U.S. government-sponsored entity debt securities 257,284 19 (5) 257,298 Total 560,575 86 (37) 560,624 Total cash equivalents and marketable securities $ 613,740 $ 86 $ (37) $ 613,789 December 31, 2019 Cash equivalents: Money market funds $ 30,496 $ — $ — $ 30,496 Commercial paper 2,998 1 — 2,999 Total 33,494 1 — 33,495 Marketable securities: Commercial paper 155,230 145 (7) 155,368 Corporate debt securities 94,905 115 (3) 95,017 U.S. government-sponsored entity debt securities 53,411 91 (9) 53,493 Total 303,546 351 (19) 303,878 Total cash equivalents and marketable securities $ 337,040 $ 352 $ (19) $ 337,373 |
Investments Classified by Contractual Maturity Date | The fair value of marketable securities by contractual maturity were as follows (in thousands): December 31, 2020 2019 Maturing in one year or less $ 510,094 $ 282,046 Maturing after one year through five years 50,530 21,832 Total $ 560,624 $ 303,878 |
Major Customers, Partnerships_2
Major Customers, Partnerships and Strategic Alliances (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Kite Pharma, Inc. ("Kite") | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Revenues recognized under agreement | Revenues recognized under the agreement were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Revenue related to Kite agreement: Recognition of license and stand-ready fee $ 25,046 $ 24,977 $ 18,545 Research services 3,562 9,373 6,972 Total $ 28,608 $ 34,350 $ 25,517 |
Pfizer, Giroctocogene Fitelparvovec | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Revenues recognized under agreement | Revenues recognized under the agreement were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Revenue related to Pfizer giroctocogene fitelparvovec agreement: Recognition of upfront fee and research services $ 3,111 $ 15,697 $ 37,810 Milestone achievement 31,338 23,662 — Total $ 34,449 $ 39,359 $ 37,810 |
Pfizer C9ORF72 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Revenues recognized under agreement | Revenues recognized under the agreement were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Revenue related to Pfizer C9ORF72 agreement: Recognition of upfront fee $ 7,985 $ 1,827 $ 2,188 Milestone achievement 5,000 — — Total $ 12,985 $ 1,827 $ 2,188 During the year ended December 31, 2020, the Company recorded adjustments to revenue related to changes in estimate in connection with the C9ORF72 collaboration agreement with Pfizer. These adjustments were a direct result of the decision to decrease the project scope and the corresponding costs due to advancement of the program, which resulted in an increase in the measure of proportional cumulative performance. These adjustments increased revenue by $8.8 million, decreased net loss by $8.8 million and decreased the Company’s basic net loss per share by $0.06 for the year ended December 31, 2020. |
Sanofi | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Revenues recognized under agreement | Revenues recognized under the agreement were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Revenue related to Sanofi agreement: Recognition of upfront fee $ 298 $ 3,494 $ 4,013 Research services 4,823 6,367 9,503 Milestone achievement 201 12,819 — Total $ 5,322 $ 22,680 $ 13,516 |
Acquisition of Acquisition of S
Acquisition of Acquisition of Sangamo France (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Summary of Non-controlling Interest | Non-controlling interest as of December 31, 2020 was as follows (in thousands): Total Balance at beginning of year $ 185 Fair value of additional shares acquired (927) Loss attributable to non-controlling interest (126) Balance at end of year $ (868) |
Other Balance Sheet Details (Ta
Other Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Summary of Property and Equipment, Net | Property and equipment, net consist of the following (in thousands): December 31, 2020 2019 Laboratory equipment $ 24,737 $ 17,179 Furniture and fixtures 4,870 4,639 Leasehold improvements 15,953 13,888 Manufacturing equipment 1,089 — Construction in progress 12,091 5,901 58,740 41,607 Less: accumulated depreciation and amortization (17,416) (11,681) Property and equipment, net $ 41,324 $ 29,926 |
Schedule of Intangible Assets and Goodwill | The changes in intangible assets were as follows (in thousands): December 31, 2020 2019 Balance at beginning of year $ 53,156 $ 54,243 Foreign currency translation adjustment 4,972 (1,087) Balance at end of year $ 58,128 $ 53,156 The changes in goodwill were as follows (in thousands): December 31, 2020 2019 Balance at beginning of year $ 39,273 $ 40,044 Foreign currency translation adjustment 3,525 (771) Balance at end of year $ 42,798 $ 39,273 |
Summary of Accounts Payable and Accrued Liabilities | Other accrued liabilities consist of the following (in thousands): December 31, 2020 2019 Customer advance $ 5,000 $ — Accrued research and development expenses 4,257 4,102 Operating lease liabilities – current 3,690 3,214 Accrued professional fees 1,532 1,118 Other 4,133 2,451 Total other accrued liabilities $ 18,612 $ 10,885 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lessee, Operating Lease, Liability, Maturity | Future minimum payments under lease obligations at December 31, 2020 consist of the following (in thousands): Total 2021 $ 6,191 2022 6,756 2023 6,851 2024 6,995 2025 7,058 Thereafter 19,571 Total lease payments 53,422 Less: Imputed interest (11,336) Total $ 42,086 Reported as of December 31, 2020: Operating lease liabilities - current (included in Other accrued liabilities on the Consolidated Balance Sheet) $ 3,690 Operating lease liabilities - long-term 38,396 Total $ 42,086 |
Other Commitments | The following table sets forth the non-cancelable material contractual commitments under manufacturing-related supplier arrangements as of December 31, 2020 (in thousands): Party Total commitments Expiry date Brammer Bio MA - a Thermo Fisher Scientific Inc. subsidiary $ 7,736 December 2022 Lonza Netherlands, B.V. 13,771 December 2022 Total contractual commitments $ 21,507 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Summary of Stock Option Activity | A summary of the Company’s stock option activity is as follows: Number of Weighted- Weighted-Average Aggregate (In years) (In thousands) Options outstanding at December 31, 2019 9,829,287 $ 10.71 Options granted 4,563,425 $ 8.09 Options exercised (1,162,268) $ 8.02 Options canceled (1,751,746) $ 10.19 Options outstanding at December 31, 2020 11,478,698 $ 10.02 7.80 $ 69,616 Options vested and expected to vest at December 31, 2020 11,478,698 $ 10.02 7.80 $ 69,616 Options exercisable at December 31, 2020 5,127,517 $ 10.71 6.48 $ 29,025 |
Summary of Restricted Stock Unit Activity | A summary of the Company’s RSU activity is as follows: Number of Weighted-Average Aggregate Intrinsic (In years) (In thousands) RSUs outstanding at December 31, 2019 862,850 RSUs awarded 2,517,101 RSUs released (324,305) RSUs forfeited (384,118) RSUs outstanding at December 31, 2020 2,671,528 1.19 $ 41,689 RSUs vested and expected to vest at December 31, 2020 2,671,528 1.19 $ 41,689 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Expense | The following table shows total stock-based compensation expense recognized in the accompanying Consolidated Statements of Operations (in thousands): Year Ended December 31, 2020 2019 2018 Research and development $ 13,523 $ 10,135 $ 8,249 General and administrative 12,185 9,195 6,428 Total stock-based compensation expense $ 25,708 $ 19,330 $ 14,677 |
Assumptions Used for Estimating Fair Value of Employee Stock Options | The assumptions used for estimating the fair value of the employee stock options were as follows: Year Ended December 31, 2020 2019 2018 Risk-free interest rate 0.34-0.61% 1.68-2.25% 2.53-2.96% Expected term (in years) 5.51-5.57 5.50-5.62 5.59-5.61 Expected dividend yield of stock — — — Expected volatility 77.61-80.32% 76.46-78.39% 72.33-75.49% |
Weighted-Average Assumptions Used for Estimating Fair Value of ESPP Purchase Rights | The assumptions used for estimating the fair value of the ESPP purchase rights are as follows: Year Ended December 31, 2020 2019 2018 Risk-free interest rate 1.53-2.80% 1.53-2.42% 2.16-2.80% Expected term (in years) 0.5-2.0 0.5-2.0 0.5-2.0 Expected dividend yield of stock — — — Expected volatility 51.02-91.96% 51.02-91.96% 73.21-83.25% |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Summary of Domestic and Foreign Components of Loss Before Income Taxes | The domestic and foreign components of loss before income taxes were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Domestic $ (126,624) $ (77,354) $ (65,695) Foreign 5,847 (18,065) (3,194) Loss before income taxes $ (120,777) $ (95,419) $ (68,889) |
Summary of Benefit for Income Taxes | The income tax expense consisted of the following (in thousands): Year Ended December 31, 2020 2019 2018 Income tax expense: Current: Federal $ — $ — $ — State 133 — — Foreign 686 — — Subtotal 819 — — Deferred: Federal — — — State — — — Foreign (474) — — Subtotal (474) — — Income tax expense $ 345 $ — $ — |
Schedule of Difference Between Benefit for Income Taxes and Federal Statutory Income Tax Rate | The difference between the income tax expense and the amount computed by applying the federal statutory income tax rate to loss before income taxes is explained as follows (in thousands): Year Ended December 31, 2020 2019 2018 Tax at federal statutory rate $ (25,363) $ (20,038) $ (14,467) State taxes, net (3,168) (9,597) (2,849) Foreign rate differential 376 (665) (177) Global Intangible Low-Taxed Income 1,335 — — Non-deductible stock-based compensation 4,232 2,817 (2,729) Research credits (3,657) (3,429) (1,005) Change in valuation allowance 26,537 29,655 20,271 Other 53 1,257 956 Income tax expense $ 345 $ — $ — In March and December 2020, in response to the COVID-19 pandemic, the CARES Act and the Consolidated Appropriations Act, 2021 were passed into law and provide additional economic stimulus to address the impact of the COVID-19 pandemic. The Company does not expect any significant benefit to its income tax provision as a result of this legislation. |
Schedule of Company's Deferred Tax Assets | Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands): December 31, 2020 2019 Assets: Deferred tax assets: Net operating loss carryforwards $ 164,276 $ 133,765 Research and development tax credit carryforwards 27,679 21,459 Stock-based compensation 5,321 4,194 Deferred revenue 20,681 32,171 Fixed assets 10,525 11,282 Lease liability 10,251 11,722 Accruals and reserves 430 675 Other 308 151 Total deferred tax asset 239,471 215,419 Valuation allowance 214,351 187,724 Deferred tax assets 25,120 27,695 Liabilities: Intangible assets (14,321) (13,609) Operating lease right-of-use assets (17,510) (20,656) Deferred tax liabilities (31,831) (34,265) Total net deferred tax liabilities $ (6,711) $ (6,570) The deferred tax assets and liabilities based on tax jurisdictions are presented on the Consolidated Balance Sheet as follows (in thousands): December 31, 2020 2019 Deferred tax assets (included in Other non-current assets on the Consolidated Balance Sheet) $ 474 $ — Deferred tax liabilities (7,185) (6,570) Net deferred tax liabilities $ (6,711) $ (6,570) |
Summary of Activity Related to Company's Unrecognized Tax Benefits | The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands): December 31, 2020 2019 2018 Beginning balance $ 11,630 $ 6,288 $ 5,659 Additions based on tax positions related to the current year 2,834 5,393 636 Additions for tax positions of prior years 1,982 — — Reductions for tax positions of prior years (3,554) (51) (7) Ending balance $ 12,892 $ 11,630 $ 6,288 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Financial Data | The following table sets forth certain unaudited quarterly financial data for the eight quarters ended December 31, 2020. The unaudited information set forth below has been prepared on the same basis as the audited information contained herein and includes all adjustments necessary to present fairly the information set forth. The operating results for any quarter are not indicative of results for any future period. All amounts are in thousands except per share amounts. 2020 2019 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Revenues $ 13,076 $ 21,553 $ 57,763 $ 25,800 $ 8,071 $ 17,548 $ 21,958 $ 54,851 Operating expenses $ 57,598 $ 59,450 $ 61,464 $ 69,232 $ 51,968 $ 51,052 $ 51,206 $ 53,382 Net (loss) income $ (42,974) $ (35,965) $ (1,508) $ (40,675) $ (42,203) $ (30,356) $ (27,361) $ 4,501 Net (loss) income attributable to non-controlling interest $ (61) $ (36) $ 42 $ (71) $ (53) $ (72) $ (54) $ (54) Net (loss) income attributable to Sangamo Therapeutics, Inc. $ (42,913) $ (35,929) $ (1,550) $ (40,604) $ (42,150) $ (30,284) $ (27,307) $ 4,555 Basic and diluted net (loss) income per share attributable to Sangamo Therapeutics, Inc. $ (0.37) $ (0.26) $ (0.01) $ (0.29) $ (0.41) $ (0.26) $ (0.24) $ 0.04 |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020USD ($)shares | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($)shares | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2020USD ($)segment$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)shares | |
Organization and Summary of Significant Accounting Policies [Line Items] | |||||||||||
Revenues | $ 25,800,000 | $ 57,763,000 | $ 21,553,000 | $ 13,076,000 | $ 54,851,000 | $ 21,958,000 | $ 17,548,000 | $ 8,071,000 | $ 118,192,000 | $ 102,428,000 | $ 84,452,000 |
Net loss | (40,675,000) | $ (1,508,000) | $ (35,965,000) | $ (42,974,000) | $ 4,501,000 | $ (27,361,000) | $ (30,356,000) | $ (42,203,000) | (121,122,000) | $ (95,419,000) | $ (68,889,000) |
Goodwill and intangible asset impairment | 0 | ||||||||||
Impairment of long-lived assets held-for-use | 0 | ||||||||||
Letter of credit | $ 1,500,000 | $ 1,500,000 | |||||||||
Stock options and RSUs outstanding (in shares) | shares | 14,237,871 | 10,750,550 | 14,237,871 | 10,750,550 | 9,048,793 | ||||||
Number of operating segments | segment | 1 | ||||||||||
Pfizer SB-525 | Change in collaboration agreement scope | Collaborative arrangement | |||||||||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||||||||
Revenues | $ 8,900,000 | $ 5,700,000 | |||||||||
Net loss | $ 8,900,000 | $ 5,700,000 | |||||||||
Earnings per share, basic (in dollars per share) | $ / shares | $ 0.06 | $ 0.05 | |||||||||
Minimum | |||||||||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||||||||
Estimated useful lives of related assets | 3 years | ||||||||||
Maximum | |||||||||||
Organization and Summary of Significant Accounting Policies [Line Items] | |||||||||||
Estimated useful lives of related assets | 5 years |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Revenues from Strategic Partnering Collaboration Agreements and Research Activity Grants (Detail) - Revenue from Contract with Customer - Revenue From Collaboration Agreements, Grants And Licensing Concentration Risk | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Pfizer | |||
Concentration Risk [Line Items] | |||
Percentage of revenues | 40.00% | 40.00% | 47.00% |
Biogen MA Inc | |||
Concentration Risk [Line Items] | |||
Percentage of revenues | 24.00% | 0.00% | 0.00% |
Kite Pharma, Inc. ("Kite") | |||
Concentration Risk [Line Items] | |||
Percentage of revenues | 24.00% | 34.00% | 30.00% |
Novartis Institutes For Bio Medical Research Inc | |||
Concentration Risk [Line Items] | |||
Percentage of revenues | 4.00% | 0.00% | 0.00% |
Sanofi | |||
Concentration Risk [Line Items] | |||
Percentage of revenues | 5.00% | 22.00% | 16.00% |
Organization and Summary of S_6
Organization and Summary of Significant Accounting Policies - Reconciliation of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 131,329 | $ 80,428 | $ 140,418 | |
Non-current restricted cash | 1,500 | 1,500 | 3,500 | |
Cash, cash equivalents and restricted cash as reported within the Consolidated Statements of Cash Flows | $ 132,829 | $ 81,928 | $ 143,918 | $ 53,326 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Fair Value Measurements of Cash Equivalents, Available-for-Sale Securities and Free Share Liability (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | $ 560,624 | $ 303,878 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 53,165 | 30,496 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 2,999 | |
Total marketable securities | 213,533 | 155,368 |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 59,574 | 95,017 |
Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 12,311 | |
Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 17,908 | |
U.S. government-sponsored entity debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 257,298 | 53,493 |
Fair value on recurring basis | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 53,165 | 33,495 |
Total marketable securities | 560,624 | 303,878 |
Total cash equivalents and marketable securities | 613,789 | 337,373 |
Fair value on recurring basis | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 53,165 | 30,496 |
Fair value on recurring basis | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 2,999 | |
Total marketable securities | 213,533 | 155,368 |
Fair value on recurring basis | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 53,165 | 30,496 |
Total marketable securities | 0 | 0 |
Total cash equivalents and marketable securities | 53,165 | 30,496 |
Fair value on recurring basis | Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 53,165 | 30,496 |
Fair value on recurring basis | Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | |
Total marketable securities | 0 | 0 |
Fair value on recurring basis | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 2,999 |
Total marketable securities | 560,624 | 303,878 |
Total cash equivalents and marketable securities | 560,624 | 306,877 |
Fair value on recurring basis | Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Fair value on recurring basis | Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 2,999 | |
Total marketable securities | 213,533 | 155,368 |
Fair value on recurring basis | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Total marketable securities | 0 | 0 |
Total cash equivalents and marketable securities | 0 | 0 |
Fair value on recurring basis | Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Fair value on recurring basis | Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | |
Total marketable securities | 0 | 0 |
Fair value on recurring basis | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 59,574 | 95,017 |
Fair value on recurring basis | Corporate debt securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 0 | 0 |
Fair value on recurring basis | Corporate debt securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 59,574 | 95,017 |
Fair value on recurring basis | Corporate debt securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 0 | 0 |
Fair value on recurring basis | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 12,311 | |
Fair value on recurring basis | Certificates of deposit | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 0 | |
Fair value on recurring basis | Certificates of deposit | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 12,311 | |
Fair value on recurring basis | Certificates of deposit | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 0 | |
Fair value on recurring basis | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 17,908 | |
Fair value on recurring basis | Asset-backed securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 0 | |
Fair value on recurring basis | Asset-backed securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 17,908 | |
Fair value on recurring basis | Asset-backed securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 0 | |
Fair value on recurring basis | U.S. government-sponsored entity debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 257,298 | 53,493 |
Fair value on recurring basis | U.S. government-sponsored entity debt securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 0 | 0 |
Fair value on recurring basis | U.S. government-sponsored entity debt securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 257,298 | 53,493 |
Fair value on recurring basis | U.S. government-sponsored entity debt securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | 0 | 0 |
Fair value on recurring basis | Free shares asset | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 70 | |
Fair value on recurring basis | Free shares asset | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | |
Fair value on recurring basis | Free shares asset | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | |
Fair value on recurring basis | Free shares asset | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | $ 70 | |
Fair value on recurring basis | Free shares asset | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 236 | |
Fair value on recurring basis | Free shares asset | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | |
Fair value on recurring basis | Free shares asset | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | |
Fair value on recurring basis | Free shares asset | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | $ 236 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) $ in Thousands | Oct. 01, 2018 | Nov. 23, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jul. 20, 2018 |
Debt Securities, Available-for-sale [Line Items] | ||||||
Payments to acquire additional interest in subsidiaries | $ 704 | $ 262 | $ 0 | |||
Business acquisition, number of free shares outstanding subject to purchase (in shares) | 44,000 | |||||
TxCell S.A. | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Number of ordinary shares acquired (in shares) | 13,519,036 | 11,528,635 | ||||
TxCell S.A. | Share Purchase Agreement and Tender Offer Agreement | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Number of free shares held by the holders (in shares) | 477,000 | |||||
Business acquisition estimated fair value liabilities of free shares | $ 200 | |||||
Number of ordinary shares acquired (in shares) | 322,000 | 111,000 | 25,047,671 | |||
Payments to acquire additional interest in subsidiaries | $ 700 | $ 300 | ||||
Increase in fair value of free shares asset and liability | 100 | |||||
Business acquisition estimated fair value assets of free shares | $ 100 | |||||
TxCell S.A. | Share Purchase Agreement and Tender Offer Agreement | Option Pricing Method | ||||||
Debt Securities, Available-for-sale [Line Items] | ||||||
Business acquisition estimated fair value liabilities of free shares | $ 200 |
Fair Value Measurement - Summ_2
Fair Value Measurement - Summary of Estimated Fair Value of Free Share Liability Assumptions (Detail) | Dec. 31, 2020$ / shares | Dec. 31, 2020€ / shares | Dec. 31, 2019$ / shares | Dec. 31, 2019€ / shares | Oct. 01, 2018$ / shares |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
EUR/ USD exchange rate | 0.82 | 0.82 | 0.91 | 0.91 | |
Measurement Input, Share Price | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Sangamo Stock Price (USD) (in dollars per share) | $ 15.61 | $ 8.68 | |||
Stock Price Volatility Estimate | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Volatility Estimate | 0.889 | 0.889 | 0.725 | 0.725 | |
Exchange Rate Volatility Estimate | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Volatility Estimate | 0.063 | 0.063 | 0.066 | 0.066 | |
TxCell S.A. | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Sangamo France Stock Price (EUR) (in Euro per share) | $ 2.99 | ||||
TxCell S.A. | Measurement Input, Share Price | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Sangamo France Stock Price (EUR) (in Euro per share) | € / shares | € 3.85 | € 2.14 | |||
TxCell S.A. | Measurement Input Stock Price Correlation | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Estimated correlation Sangamo and Sangamo France stock prices | 1 | 1 | 1 | 1 | |
TxCell S.A. | Stock Price Volatility Estimate | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Volatility Estimate | 0.889 | 0.889 | 0.725 | 0.725 |
Cash Equivalents and Marketab_3
Cash Equivalents and Marketable Securities - Summary of Cash Equivalents and Available-for-Sale Securities (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Securities, Available-for-sale [Line Items] | ||
Cash and cash equivalents, at carrying value, total | $ 131,329 | $ 80,428 |
Available-for-sale securities, amortized cost | 560,575 | 303,546 |
Available-for-sale securities, gross unrealized gains | 86 | 351 |
Available-for-sale securities, gross unrealized (Losses) | (37) | (19) |
Available-for-sale securities, estimated fair value | 560,624 | 303,878 |
Total cash equivalents and available-for-sale securities, amortized cost | 613,740 | 337,040 |
Total cash equivalents and available-for-sale securities, gross unrealized gains | 86 | 352 |
Total cash equivalents and available-for-sale securities, gross unrealized (losses) | (37) | (19) |
Total cash equivalents and available-for-sale securities, estimated fair value | 613,789 | 337,373 |
Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cash and cash equivalents, at carrying value, total | 53,165 | 30,496 |
Cash equivalents, gross unrealized gains | 0 | 0 |
Cash and cash equivalents accumulated gross unrealized loss before tax | 0 | 0 |
Cash equivalents, estimated fair value | 53,165 | 30,496 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cash and cash equivalents, at carrying value, total | 2,998 | |
Cash equivalents, gross unrealized gains | 1 | |
Cash and cash equivalents accumulated gross unrealized loss before tax | 0 | |
Cash equivalents, estimated fair value | 2,999 | |
Available-for-sale securities, amortized cost | 213,500 | 155,230 |
Available-for-sale securities, gross unrealized gains | 41 | 145 |
Available-for-sale securities, gross unrealized (Losses) | (8) | (7) |
Available-for-sale securities, estimated fair value | 213,533 | 155,368 |
Cash equivalents: | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cash and cash equivalents, at carrying value, total | 53,165 | 33,494 |
Cash equivalents, gross unrealized gains | 0 | 1 |
Cash and cash equivalents accumulated gross unrealized loss before tax | 0 | 0 |
Cash equivalents, estimated fair value | 53,165 | 33,495 |
Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-sale securities, amortized cost | 59,575 | 94,905 |
Available-for-sale securities, gross unrealized gains | 16 | 115 |
Available-for-sale securities, gross unrealized (Losses) | (17) | (3) |
Available-for-sale securities, estimated fair value | 59,574 | 95,017 |
Certificates of deposit | ||
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-sale securities, amortized cost | 12,311 | |
Available-for-sale securities, gross unrealized gains | 0 | |
Available-for-sale securities, gross unrealized (Losses) | 0 | |
Available-for-sale securities, estimated fair value | 12,311 | |
U.S. government-sponsored entity debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-sale securities, amortized cost | 257,284 | 53,411 |
Available-for-sale securities, gross unrealized gains | 19 | 91 |
Available-for-sale securities, gross unrealized (Losses) | (5) | (9) |
Available-for-sale securities, estimated fair value | 257,298 | $ 53,493 |
Asset-backed securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-sale securities, amortized cost | 17,905 | |
Available-for-sale securities, gross unrealized gains | 10 | |
Available-for-sale securities, gross unrealized (Losses) | (7) | |
Available-for-sale securities, estimated fair value | $ 17,908 |
Cash Equivalents and Marketab_4
Cash Equivalents and Marketable Securities - Summary of Available-for-Sale Securities by Contractual Maturity (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Investments, Debt and Equity Securities [Abstract] | ||
Maturing in one year or less | $ 510,094 | $ 282,046 |
Maturing after one year through five years | 50,530 | 21,832 |
Total | $ 560,624 | $ 303,878 |
Cash Equivalents and Marketab_5
Cash Equivalents and Marketable Securities - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |||
Realized losses of available-for-sale securities | $ 0 | $ 0 | $ 0 |
Investments other-than-temporarily impaired | $ 0 | $ 0 |
Major Customers, Partnerships_3
Major Customers, Partnerships and Strategic Alliances - Additional Information (Detail) | Jul. 27, 2020USD ($) | Apr. 05, 2018USD ($) | Oct. 30, 2020USD ($) | Sep. 30, 2020USD ($) | Aug. 31, 2020USD ($) | May 31, 2020USD ($) | Apr. 30, 2020USD ($)$ / shares | Apr. 30, 2020USD ($)$ / sharesshares | Mar. 31, 2020USD ($)$ / shares | Feb. 29, 2020USD ($)product_target | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | May 31, 2018USD ($) | Apr. 30, 2018USD ($) | Dec. 31, 2017USD ($) | May 31, 2017USD ($) | Jan. 31, 2014USD ($)program | Jan. 31, 2012USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2020USD ($)productmilestoneoptionproduct_target$ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($)milestone | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Feb. 28, 2020 | Aug. 31, 2019USD ($) |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Collaborative arrangement, maximum number of product targets to replace | product_target | 10 | ||||||||||||||||||||||||||||||||||||
Issuance costs related to sangamo france acquisition | $ 25,000 | ||||||||||||||||||||||||||||||||||||
Agreement termination, term | 180 days | ||||||||||||||||||||||||||||||||||||
Revenues | $ 25,800,000 | $ 57,763,000 | $ 21,553,000 | $ 13,076,000 | $ 54,851,000 | $ 21,958,000 | $ 17,548,000 | $ 8,071,000 | $ 118,192,000 | 102,428,000 | $ 84,452,000 | ||||||||||||||||||||||||||
Other long-term liabilities | $ 5,711,000 | 7,011,000 | 5,711,000 | 7,011,000 | 5,711,000 | $ 7,011,000 | $ 7,011,000 | $ 7,011,000 | $ 7,011,000 | ||||||||||||||||||||||||||||
California Institute for Regenerative Medicine ("CIRM") | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Funds due under the agreement | $ 8,000,000 | ||||||||||||||||||||||||||||||||||||
Other long-term liabilities | 5,700,000 | 6,400,000 | 5,700,000 | 6,400,000 | 5,700,000 | 6,400,000 | 6,400,000 | 6,400,000 | 6,400,000 | ||||||||||||||||||||||||||||
Research grants | California Institute for Regenerative Medicine ("CIRM") | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | 5,200,000 | ||||||||||||||||||||||||||||||||||||
Novartis Institutes For Bio Medical Research Inc | Collaboration agreements | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | 4,100,000 | ||||||||||||||||||||||||||||||||||||
Novartis Institutes For Bio Medical Research Inc | Collaboration and license agreement | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Proceeds from collaborators | $ 75,000,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement transaction price | $ 95,100,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement, license fee | 75,000,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement estimated reimbursable service costs | 20,100,000 | ||||||||||||||||||||||||||||||||||||
Deferred revenue | 70,900,000 | 70,900,000 | 70,900,000 | 70,900,000 | 70,900,000 | 70,900,000 | |||||||||||||||||||||||||||||||
Collaboration arrangement, commission fee, portion of gross proceeds, value | $ 1,500,000 | 1,500,000 | 1,500,000 | 1,500,000 | 1,500,000 | 1,500,000 | |||||||||||||||||||||||||||||||
Collaborative agreement, percent of initial recognition | 2.00% | ||||||||||||||||||||||||||||||||||||
Amortization cost | 100,000 | ||||||||||||||||||||||||||||||||||||
Novartis Institutes For Bio Medical Research Inc | Collaboration and license agreement | Maximum | Achievement of specified preclinical development clinical development and first commercial sale milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | 420,000,000 | ||||||||||||||||||||||||||||||||||||
Novartis Institutes For Bio Medical Research Inc | Collaboration and license agreement | Maximum | Achievement of commercial milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | $ 300,000,000 | ||||||||||||||||||||||||||||||||||||
Biogen MA Inc | Collaboration agreements | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | 21,400,000 | ||||||||||||||||||||||||||||||||||||
Biogen MA Inc | Collaboration and license agreement | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Proceeds from collaborators | $ 125,000,000 | $ 125,000,000 | |||||||||||||||||||||||||||||||||||
Collaboration arrangement, commission fee, portion of gross proceeds, value | $ 7,000,000 | $ 7,000,000 | 7,000,000 | 7,000,000 | 7,000,000 | 7,000,000 | |||||||||||||||||||||||||||||||
Collaborative agreement, percent of initial recognition | 2.00% | 2.00% | |||||||||||||||||||||||||||||||||||
Amortization cost | $ 400,000 | ||||||||||||||||||||||||||||||||||||
Maximum milestone payment receivable | $ 2,370,000,000 | ||||||||||||||||||||||||||||||||||||
Number of neurological disease gene targets | product_target | 12 | ||||||||||||||||||||||||||||||||||||
Number of product targets selected | product_target | 3 | ||||||||||||||||||||||||||||||||||||
Number of additional neurological disease gene targets | product_target | 9 | ||||||||||||||||||||||||||||||||||||
Target selection period | 5 years | ||||||||||||||||||||||||||||||||||||
Contract with customer, asset, after allowance for credit Loss | $ 4,100,000 | 4,100,000 | 4,100,000 | 4,100,000 | 4,100,000 | 4,100,000 | |||||||||||||||||||||||||||||||
Biogen MA Inc | Collaboration and license agreement | Maximum | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Collaboration arrangement, research period | 7 years | ||||||||||||||||||||||||||||||||||||
Biogen MA Inc | Collaboration and license agreement | Pre-approval Milestone | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Maximum milestone payment receivable | $ 925,000,000 | ||||||||||||||||||||||||||||||||||||
Biogen MA Inc | Collaboration and license agreement | Sales-based Milestone | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Maximum milestone payment receivable | $ 1,450,000,000 | ||||||||||||||||||||||||||||||||||||
Biogen MA Inc | Stock Purchase Agreement | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Deferred revenue | 183,200,000 | 183,200,000 | 183,200,000 | 183,200,000 | 183,200,000 | 183,200,000 | |||||||||||||||||||||||||||||||
Sale of stock, number of shares issued in transaction (in shares) | shares | 24,420,157 | ||||||||||||||||||||||||||||||||||||
Sale of stock, price per share (in dollars per share) | $ / shares | $ 9.2137 | $ 9.2137 | |||||||||||||||||||||||||||||||||||
Consideration received from sale of stock | $ 225,000,000 | $ 225,000,000 | |||||||||||||||||||||||||||||||||||
Agreement restriction expiration period | 3 years | ||||||||||||||||||||||||||||||||||||
Agreement restriction, ownership percentage (less than) | 5.00% | ||||||||||||||||||||||||||||||||||||
Agreement restriction, percentage of shares held | 50.00% | ||||||||||||||||||||||||||||||||||||
Agreement provision, expiration period | 2 years | ||||||||||||||||||||||||||||||||||||
Agreement provision, ownership percentage (less than) | 5.00% | ||||||||||||||||||||||||||||||||||||
Sale of stock, excess consideration received on transaction | 79,600,000 | ||||||||||||||||||||||||||||||||||||
Collaboration agreement, equity issued | 145,400,000 | 145,400,000 | 145,400,000 | 145,400,000 | 145,400,000 | 145,400,000 | |||||||||||||||||||||||||||||||
Issuance costs related to sangamo france acquisition | 2,900,000 | ||||||||||||||||||||||||||||||||||||
Kite Pharma, Inc. ("Kite") | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | 28,608,000 | 34,350,000 | 25,517,000 | ||||||||||||||||||||||||||||||||||
Kite Pharma, Inc. ("Kite") | Collaboration agreements | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | 25,046,000 | 24,977,000 | 18,545,000 | ||||||||||||||||||||||||||||||||||
Kite Pharma, Inc. ("Kite") | Collaboration and license agreement | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Collaborative arrangement transaction price | $ 189,300,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement estimated reimbursable service costs | 39,300,000 | ||||||||||||||||||||||||||||||||||||
Deferred revenue | 106,500,000 | 81,400,000 | 106,500,000 | $ 81,400,000 | 106,500,000 | 81,400,000 | 81,400,000 | 81,400,000 | 81,400,000 | ||||||||||||||||||||||||||||
Milestone payments received | $ 150,000,000 | ||||||||||||||||||||||||||||||||||||
Initial research term of agreement | 6 years | ||||||||||||||||||||||||||||||||||||
Number of options to extend initial research term | option | 2 | ||||||||||||||||||||||||||||||||||||
Extended research term of agreement | 1 year | ||||||||||||||||||||||||||||||||||||
Separate fee for additional term | $ 10,000,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement estimated reimbursable service costs for new research plan | 3,400,000 | ||||||||||||||||||||||||||||||||||||
Revenues under agreement | $ 150,000,000 | ||||||||||||||||||||||||||||||||||||
Kite Pharma, Inc. ("Kite") | Collaboration and license agreement | Achievement of specified research, clinical development, regulatory and first commercial sale milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Contingent development and sales-based milestone payments to be received | $ 1,260,000,000 | ||||||||||||||||||||||||||||||||||||
Kite Pharma, Inc. ("Kite") | Collaboration and license agreement | Achievement of specified sales-based milestones if annual worldwide net sales of licensed products reach specified levels | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Contingent development and sales-based milestone payments to be received | 1,750,000,000 | ||||||||||||||||||||||||||||||||||||
Kite Pharma, Inc. ("Kite") | Collaboration and license agreement | Maximum | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | $ 3,010,000,000 | ||||||||||||||||||||||||||||||||||||
Pfizer, Giroctocogene Fitelparvovec | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Deferred revenue | 4,000,000 | 4,000,000 | 4,000,000 | ||||||||||||||||||||||||||||||||||
Revenues under agreement | 25,000,000 | ||||||||||||||||||||||||||||||||||||
Revenues | 34,449,000 | 39,359,000 | 37,810,000 | ||||||||||||||||||||||||||||||||||
Collaborative arrangement, increase (decrease) in revenue | $ 2,400,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement, increase (decrease) in net income (loss) | $ 2,400,000 | ||||||||||||||||||||||||||||||||||||
Pfizer, Giroctocogene Fitelparvovec | Phase Three Clinical Trial | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | $ 30,000,000 | ||||||||||||||||||||||||||||||||||||
Cumulative compensation earned | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | |||||||||||||||||||||||||||||||
Pfizer, Giroctocogene Fitelparvovec | Collaboration agreements | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | 8,700,000 | 3,111,000 | 15,697,000 | 37,810,000 | |||||||||||||||||||||||||||||||||
Contract with customer, liability, cumulative catch-up adjustment to revenue, change in measure of progress | $ 3,000,000 | ||||||||||||||||||||||||||||||||||||
Pfizer, Giroctocogene Fitelparvovec | Amended collaboration and license agreement | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Recognition of milestone | $ 1,300,000 | 25,000,000 | |||||||||||||||||||||||||||||||||||
Pfizer C9ORF72 | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Milestone payments received | $ 12,000,000 | $ 5,000,000 | |||||||||||||||||||||||||||||||||||
Number of products approved | milestone | 0 | ||||||||||||||||||||||||||||||||||||
Number of milestones included in transaction price | milestone | 0 | ||||||||||||||||||||||||||||||||||||
Agreement termination, term | 15 years | ||||||||||||||||||||||||||||||||||||
Revenues | $ 12,985,000 | 1,827,000 | 2,188,000 | ||||||||||||||||||||||||||||||||||
Pfizer C9ORF72 | Collaboration agreements | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | $ 7,985,000 | 1,827,000 | 2,188,000 | ||||||||||||||||||||||||||||||||||
Pfizer C9ORF72 | C9ORF72 | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Deferred revenue | 8,000,000 | 8,000,000 | 8,000,000 | ||||||||||||||||||||||||||||||||||
Revenues under agreement | 12,000,000 | ||||||||||||||||||||||||||||||||||||
Pfizer C9ORF72 | C9ORF72 | Maximum | Achievement of specified preclinical development clinical development and first commercial sale milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | 60,000,000 | ||||||||||||||||||||||||||||||||||||
Pfizer C9ORF72 | C9ORF72 | Maximum | Achievement of commercial milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | 90,000,000 | ||||||||||||||||||||||||||||||||||||
Sanofi | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues under agreement | $ 20,000,000 | ||||||||||||||||||||||||||||||||||||
Number of products approved | product | 0 | ||||||||||||||||||||||||||||||||||||
Revenues | $ 5,322,000 | 22,680,000 | 13,516,000 | ||||||||||||||||||||||||||||||||||
Collaborative arrangement, increase (decrease) in revenue | (2,200,000) | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement, increase (decrease) in net income (loss) | $ 2,200,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement, net Income (loss) per share | $ / shares | $ (0.02) | ||||||||||||||||||||||||||||||||||||
Number of research programs | program | 2 | ||||||||||||||||||||||||||||||||||||
Sanofi | Collaboration agreements | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | $ 298,000 | 3,494,000 | 4,013,000 | ||||||||||||||||||||||||||||||||||
Sanofi | Collaboration and license agreement | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Collaborative arrangement transaction price | 93,300,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement estimated reimbursable service costs | $ 59,800,000 | ||||||||||||||||||||||||||||||||||||
Deferred revenue | 1,700,000 | 1,200,000 | 1,700,000 | 1,200,000 | 1,700,000 | 1,200,000 | 1,200,000 | $ 1,200,000 | 1,200,000 | ||||||||||||||||||||||||||||
Revenues under agreement | $ 20,000,000 | ||||||||||||||||||||||||||||||||||||
Number of milestones included in transaction price | milestone | 0 | ||||||||||||||||||||||||||||||||||||
Recognition of milestone | $ 100,000 | 5,800,000 | 7,200,000 | ||||||||||||||||||||||||||||||||||
Sanofi | Collaboration and license agreement | Maximum | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | 276,300,000 | ||||||||||||||||||||||||||||||||||||
Sanofi | Collaboration and license agreement | Maximum | Achievement of specified clinical development and regulatory milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | 115,800,000 | ||||||||||||||||||||||||||||||||||||
Sanofi | Collaboration and license agreement | Maximum | Achievement of specified sales milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | $ 160,500,000 | ||||||||||||||||||||||||||||||||||||
Sanofi | Collaboration and license agreement | Milestone One | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Milestone payments received | 6,000,000 | ||||||||||||||||||||||||||||||||||||
Milestone revenue receivable | $ 6,000,000 | ||||||||||||||||||||||||||||||||||||
Sanofi | Collaboration and license agreement | Milestone Two | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Milestone revenue receivable | $ 7,500,000 | 7,500,000 | $ 7,500,000 | 7,500,000 | 7,500,000 | 7,500,000 | 7,500,000 | 7,500,000 | 7,500,000 | ||||||||||||||||||||||||||||
Sanofi | Collaboration and license agreement | Milestone Three | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Milestone revenue receivable | 13,500,000 | 13,500,000 | 13,500,000 | 13,500,000 | 13,500,000 | 13,500,000 | |||||||||||||||||||||||||||||||
Shire AG | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Revenues | $ 0 | $ 0 | $ 0 | ||||||||||||||||||||||||||||||||||
Shire AG | Collaboration and license agreement | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Deferred revenue | 2,300,000 | ||||||||||||||||||||||||||||||||||||
Revenues under agreement | $ 13,000,000 | ||||||||||||||||||||||||||||||||||||
Agreement termination, term | 90 days | ||||||||||||||||||||||||||||||||||||
Recognition of milestone | $ 1,000,000 | ||||||||||||||||||||||||||||||||||||
Pfizer | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Collaborative arrangement transaction price | $ 134,000,000 | ||||||||||||||||||||||||||||||||||||
Revenues under agreement | $ 70,000,000 | ||||||||||||||||||||||||||||||||||||
Number of products approved | product | 0 | ||||||||||||||||||||||||||||||||||||
Research service fees | $ 79,000,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement reimbursable service costs | 55,000,000 | $ 55,000,000 | $ 55,000,000 | $ 55,000,000 | $ 55,000,000 | $ 55,000,000 | |||||||||||||||||||||||||||||||
Agreement termination, term | 15 years | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement, increase (decrease) in revenue | $ 8,800,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement, increase (decrease) in net income (loss) | $ 8,800,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement, net Income (loss) per share | $ / shares | $ (0.02) | $ 0.06 | |||||||||||||||||||||||||||||||||||
Pfizer | Maximum | Achievement of specified clinical development intellectual property and regulatory milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | 208,500,000 | ||||||||||||||||||||||||||||||||||||
Pfizer | Maximum | Achievement of first commercial sale milestones | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | 475,000,000 | ||||||||||||||||||||||||||||||||||||
Pfizer | Other products | Maximum | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Milestone revenue receivable | 175,000,000 | ||||||||||||||||||||||||||||||||||||
Pfizer | C9ORF72 | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Development and sales-based milestone payments to be received | $ 5,000,000 | ||||||||||||||||||||||||||||||||||||
Collaborative arrangement transaction price | 17,000,000 | ||||||||||||||||||||||||||||||||||||
Revenues under agreement | $ 5,000,000 | $ 5,000,000 | |||||||||||||||||||||||||||||||||||
Pfizer | Giroctocogene Fitelparvovec | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Milestone payments received | $ 55,000,000 | ||||||||||||||||||||||||||||||||||||
Number of milestones included in transaction price | milestone | 0 | ||||||||||||||||||||||||||||||||||||
Pfizer | Giroctocogene Fitelparvovec | Maximum | |||||||||||||||||||||||||||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||||||||||||||||||||||||||
Potential amount to be funded for achievement of specified commercialized and sales milestones | 266,500,000 | ||||||||||||||||||||||||||||||||||||
Milestone revenue receivable | $ 300,000,000 |
Major Customers, Partnerships_4
Major Customers, Partnerships and Strategic Alliances - Revenues Recognized under Agreement (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue related to Sanofi agreement: | |||||||||||
Total | $ 25,800 | $ 57,763 | $ 21,553 | $ 13,076 | $ 54,851 | $ 21,958 | $ 17,548 | $ 8,071 | $ 118,192 | $ 102,428 | $ 84,452 |
Novartis Institutes For Bio Medical Research Inc | Research services | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 1,100 | ||||||||||
Novartis Institutes For Bio Medical Research Inc | Recognition of upfront fee | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 4,100 | ||||||||||
Biogen MA Inc | Research services | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 6,500 | ||||||||||
Biogen MA Inc | Recognition of upfront fee | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 21,400 | ||||||||||
Kite Pharma, Inc. ("Kite") | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 28,608 | 34,350 | 25,517 | ||||||||
Kite Pharma, Inc. ("Kite") | Research services | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 3,562 | 9,373 | 6,972 | ||||||||
Kite Pharma, Inc. ("Kite") | Recognition of upfront fee | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 25,046 | 24,977 | 18,545 | ||||||||
Pfizer, Giroctocogene Fitelparvovec | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 34,449 | 39,359 | 37,810 | ||||||||
Pfizer, Giroctocogene Fitelparvovec | Recognition of upfront fee | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | $ 8,700 | 3,111 | 15,697 | 37,810 | |||||||
Pfizer, Giroctocogene Fitelparvovec | Milestone achievement | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 31,338 | 23,662 | 0 | ||||||||
Pfizer C9ORF72 | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 12,985 | 1,827 | 2,188 | ||||||||
Pfizer C9ORF72 | Recognition of upfront fee | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 7,985 | 1,827 | 2,188 | ||||||||
Pfizer C9ORF72 | Milestone achievement | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 5,000 | 0 | 0 | ||||||||
Sanofi | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 5,322 | 22,680 | 13,516 | ||||||||
Sanofi | Research services | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 4,823 | 6,367 | 9,503 | ||||||||
Sanofi | Recognition of upfront fee | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | 298 | 3,494 | 4,013 | ||||||||
Sanofi | Milestone achievement | |||||||||||
Revenue related to Sanofi agreement: | |||||||||||
Total | $ 201 | $ 12,819 | $ 0 |
Major Customers, Partnerships_5
Major Customers, Partnerships and Strategic Alliances - Agreement with Sigma-Aldrich Corporation (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Oct. 31, 2009 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2007 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||
Common stock issued | $ 142,526 | $ 136,308 | $ 215,758 | ||||||||||
Revenues | $ 25,800 | $ 57,763 | $ 21,553 | $ 13,076 | $ 54,851 | $ 21,958 | $ 17,548 | $ 8,071 | 118,192 | 102,428 | 84,452 | ||
Sigma-Aldrich Corporation | |||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||
Developed laboratory research reagents, research services period | 3 years | ||||||||||||
Deferred revenue | $ 20,000 | ||||||||||||
Common stock issued | $ 4,900 | ||||||||||||
Public offering, common stock shares issued | 636,133 | ||||||||||||
Reduced royalty rate | 10.50% | ||||||||||||
Development and sales-based milestone payments to be received | $ 25,000 | ||||||||||||
Revenues | $ 500 | $ 600 | $ 500 | ||||||||||
Sigma-Aldrich Corporation | License agreement terms | |||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||
Revenues under agreement | 5,000 | ||||||||||||
Sigma-Aldrich Corporation | License fee revenues | |||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||||||||
Deferred revenue | $ 15,100 |
Major Customers, Partnerships_6
Major Customers, Partnerships and Strategic Alliances - Agreement with DAS (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2005 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||||
Revenues | $ 25,800,000 | $ 57,763,000 | $ 21,553,000 | $ 13,076,000 | $ 54,851,000 | $ 21,958,000 | $ 17,548,000 | $ 8,071,000 | $ 118,192,000 | $ 102,428,000 | $ 84,452,000 | |
Dow Agro Sciences | License agreement terms | ||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||||
Research program to develop laboratory research reagents | 3 years | |||||||||||
One-time license fee earned on exercise of option | $ 6,000,000 | |||||||||||
Previously agreed research, development and commercialization milestone payments, and royalties on sales of products | $ 4,000,000 | |||||||||||
Percentage of royalties to be received from sublicensing | 25.00% | |||||||||||
Fee due | $ 25,300,000 | |||||||||||
Minimum license annual fees specific reckoning period | 11 years | |||||||||||
Dow Agro Sciences | License agreement terms | Minimum | ||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||||
Annual fees | $ 300,000 | |||||||||||
Dow Agro Sciences | License agreement terms | Maximum | ||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||||
Annual fees | 3,000,000 | |||||||||||
Dow Agro Sciences | License agreement terms | Royalty revenues | ||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||||
Revenues | $ 2,300,000 | |||||||||||
Dow Agro Sciences | License agreement terms | License fee revenues | ||||||||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||||||||||
Revenues | $ 3,000,000 | $ 3,000,000 | $ 3,000,000 |
Acquisition of Sangamo France -
Acquisition of Sangamo France - Additional Information (Detail) - USD ($) | Oct. 01, 2018 | Nov. 23, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jul. 20, 2018 |
Business Acquisition [Line Items] | ||||||
Goodwill impairments | $ 0 | $ 0 | $ 0 | |||
TxCell S.A. | ||||||
Business Acquisition [Line Items] | ||||||
Number of ordinary shares acquired (in shares) | 13,519,036 | 11,528,635 | ||||
Percentage of share capital and voting rights acquired | 98.20% | |||||
Business Combination, Consideration Transferred | $ 45,900,000 | |||||
Purchase price per share (in dollars per share) | $ 2.99 | |||||
TxCell S.A. | SPA and TOA | ||||||
Business Acquisition [Line Items] | ||||||
Percentage of equity interests agreed to acquire | 100.00% | |||||
Number of ordinary shares acquired (in shares) | 322,000 | 111,000 | 25,047,671 | |||
Number of free shares held by the holders (in shares) | 477,000 | |||||
Business acquisition estimated fair value liabilities of free shares | $ 200,000 | |||||
Business acquisition estimated fair value assets of free shares | $ 100,000 | |||||
TxCell S.A. | SPA and TOA | Option Pricing Method | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition estimated fair value liabilities of free shares | $ 200,000 | |||||
TxCell S.A. | SPA and TOA | ||||||
Business Acquisition [Line Items] | ||||||
Noncontrolling interest, ownership percentage by parent | 99.80% | 98.70% | ||||
Cash paid for shares acquired | $ 700,000 |
Acquisition of Sangamo France_2
Acquisition of Sangamo France - Summary of Non-controlling Interest (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stockholders' Equity Attributable to Noncontrolling Interest | |||||||||||
Stockholders' equity attributable to noncontrolling interest, beginning balance | $ 185 | $ 185 | |||||||||
Fair value of additional shares acquired | (927) | ||||||||||
Net loss attributable to non-controlling interest | $ (71) | $ 42 | $ (36) | (61) | $ (54) | $ (54) | $ (72) | $ (53) | (126) | $ (233) | $ (555) |
Stockholders' equity attributable to noncontrolling interest, ending balance | (868) | 185 | (868) | 185 | |||||||
Non- Controlling Interest | |||||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | |||||||||||
Stockholders' equity attributable to noncontrolling interest, beginning balance | $ 185 | 185 | |||||||||
Stockholders' equity attributable to noncontrolling interest, ending balance | $ (868) | $ 185 | $ (868) | $ 185 |
Other Balance Sheet Details (De
Other Balance Sheet Details (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 58,740 | $ 41,607 | |
Less: accumulated depreciation and amortization | (17,416) | (11,681) | |
Property and equipment, net | 41,324 | 29,926 | |
Depreciation and amortization | 5,682 | 3,930 | $ 2,359 |
Laboratory equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 24,737 | 17,179 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 4,870 | 4,639 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 15,953 | 13,888 | |
Manufacturing equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 1,089 | 0 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 12,091 | $ 5,901 |
Other Balance Sheet Details - S
Other Balance Sheet Details - Schedule of Intangible Assets and Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Intangible Assets (Excluding Goodwill) | ||
Balance at beginning of year | $ 53,156 | $ 54,243 |
Foreign currency translation adjustment | 4,972 | (1,087) |
Balance at end of year | 58,128 | 53,156 |
Goodwill | ||
Goodwill, beginning balance | 39,273 | 40,044 |
Foreign currency translation adjustment | 3,525 | (771) |
Goodwill, ending balance | $ 42,798 | $ 39,273 |
Other Balance Sheet Details -_2
Other Balance Sheet Details - Summary of Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Customer advance | $ 5,000 | $ 0 |
Accrued research and development expenses | 4,257 | 4,102 |
Operating lease liabilities – current | 3,690 | 3,214 |
Accrued professional fees | 1,532 | 1,118 |
Other accrued liabilities | 4,133 | 2,451 |
Total other accrued liabilities | $ 18,612 | $ 10,885 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccruedLiabilitiesCurrent | us-gaap:AccruedLiabilitiesCurrent |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2020USD ($)ft² | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Oct. 01, 2020USD ($) | May 31, 2020USD ($)ft² | |
Commitments And Contingencies [Line Items] | |||||
Operating lease, cost | $ 10.4 | ||||
Variable lease, cost | 2.3 | ||||
Operating lease, payments | 6.4 | ||||
Operating lease, expense | $ 10.4 | $ 7.9 | |||
Rent expenses | $ 2.3 | ||||
Operating lease, weighted average remaining lease term | 7 years 7 months 6 days | ||||
Operating lease, weighted average discount rate, percent | 6.10% | ||||
License obligations | $ 1 | ||||
Minimum | |||||
Commitments And Contingencies [Line Items] | |||||
Lease agreement, extendable lease term | 5 years | ||||
Maximum | |||||
Commitments And Contingencies [Line Items] | |||||
Lease agreement, extendable lease term | 10 years | ||||
Richmond, California | |||||
Commitments And Contingencies [Line Items] | |||||
Lease not yet commenced, area of real estate | ft² | 8,500 | ||||
Lessee Operating Lease Lease Not Yet Commenced Amount | $ 1.3 | $ 1.6 | |||
Office And Laboratory | Brisbane, California | |||||
Commitments And Contingencies [Line Items] | |||||
Area of space leased (in sqft) | ft² | 87,700 | ||||
Office And Laboratory | Richmond, California | |||||
Commitments And Contingencies [Line Items] | |||||
Area of space leased (in sqft) | ft² | 54,200 | ||||
Research and Office Space | Valbonne, France | |||||
Commitments And Contingencies [Line Items] | |||||
Area of space leased (in sqft) | ft² | 20,800 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Future Minimum Payments under Contractual Obligations (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Commitments and Contingencies Disclosure [Abstract] | ||
2021 | $ 6,191 | |
2022 | 6,756 | |
2023 | 6,851 | |
2024 | 6,995 | |
2025 | 7,058 | |
Thereafter | 19,571 | |
Total lease payments | 53,422 | |
Imputed interest | (11,336) | |
Total | 42,086 | |
Operating lease liabilities - current (included in Other accrued liabilities on the Consolidated Balance Sheet) | 3,690 | $ 3,214 |
Operating lease liabilities - long-term | $ 38,396 | $ 41,192 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccruedLiabilitiesCurrent | us-gaap:AccruedLiabilitiesCurrent |
Commitments and Contingencies_3
Commitments and Contingencies - Non-cancelable Material Contractual Commitments (Detail) $ in Thousands | Dec. 31, 2020USD ($) |
Other Commitments [Line Items] | |
Contractual obligation | $ 21,507 |
Brammer Bio MA | |
Other Commitments [Line Items] | |
Contractual obligation | 7,736 |
Lonza Netherlands, B.V. | |
Other Commitments [Line Items] | |
Contractual obligation | $ 13,771 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) $ / shares in Units, $ in Thousands | Aug. 05, 2020USD ($) | Apr. 30, 2020USD ($)$ / shares | Apr. 30, 2020USD ($)$ / shares | Apr. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2018shares | Apr. 30, 2018USD ($)$ / sharesshares | Dec. 31, 2020USD ($)installment$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Jun. 30, 2020shares | Jun. 29, 2020shares | May 31, 2020shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Preferred shares authorized (in shares) | 5,000,000 | 5,000,000 | ||||||||||
Preferred stock issued (in shares) | 0 | 0 | ||||||||||
Preferred stock outstanding (in shares) | 0 | 0 | ||||||||||
Common stock, shares authorized (in shares) | 320,000,000 | 320,000,000 | 320,000,000 | 160,000,000 | ||||||||
Common stock, shares outstanding (in shares) | 142,063,203 | 115,972,708 | ||||||||||
Net proceeds from issuance of common stock, after deducting offering expenses | $ | $ 0 | $ 136,308 | $ 215,758 | |||||||||
Additional equity award (in shares) | 4,563,425 | |||||||||||
Stock option maximum term | 6 years 5 months 23 days | |||||||||||
Specified stockholder ownership percentage | 10.00% | |||||||||||
Purchase price of common stock percent under stock incentive plans for specified stockholder | 110.00% | |||||||||||
Stock option maximum term for specified stockholder | 5 years | |||||||||||
Share of common stock subject to a stock option or stock appreciation right (in shares) | 100.00% | |||||||||||
Intrinsic value of options exercised | $ | $ 5,400 | 4,700 | 27,000 | |||||||||
Options vested and expected to vest, aggregate intrinsic value | $ | 69,600 | 7,500 | 24,500 | |||||||||
Options exercisable, aggregate intrinsic value | $ | $ 29,025 | |||||||||||
Restricted stock units awarded (in shares) | 2,517,101 | |||||||||||
Total payments for the employees' tax obligations to taxing authorities | $ | $ 765 | $ 422 | $ 254 | |||||||||
Shares reserved for issuance of future awards (in shares) | 2,483,218 | |||||||||||
Share-Based Compensation Awards, Tranche 2 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock options granted vesting percentage | 33.33% | |||||||||||
Share-Based Compensation Awards, Tranche 3 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock options granted vesting percentage | 33.33% | |||||||||||
2018 Stock Incentive Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Additional equity award (in shares) | 0 | |||||||||||
Percent of fair value per share of common stock on option grant date | 100.00% | |||||||||||
Stock options vesting period | 4 years | |||||||||||
Stock options expiration term | 10 years | |||||||||||
Fixed ratio shares of common stock | 1.33 | |||||||||||
Shares reserved for issuance of future awards (in shares) | 10,942,576 | |||||||||||
2010 Employee Stock Purchase Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Percent of fair value per share of common stock on option grant date | 85.00% | |||||||||||
Stock reserved for issuance under plan (in shares) | 4,600,000 | |||||||||||
Purchase plan offering period | 2 years | |||||||||||
Purchase plan purchase period | 6 months | |||||||||||
Restated 2018 Stock Incentive Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Increase in capital shares reserved for future issuance (in shares) | 9,900,000 | |||||||||||
Maximum | 2018 Stock Incentive Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock option maximum term | 10 years | |||||||||||
Employee Stock Options | 2018 Stock Incentive Plan | Share-Based Compensation Awards, Tranche 1 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock options granted vesting percentage | 25.00% | |||||||||||
Employee Stock Options | 2018 Stock Incentive Plan | Share-Based Compensation Awards, Tranche 2 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock options granted vesting percentage | 2.08% | |||||||||||
Restricted Stock Units (RSUs) | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Restricted stock units awarded (in shares) | 2,517,101 | 834,745 | 346,055 | |||||||||
Grant date fair value per award of restricted stock units (in dollars per share) | $ / shares | $ 8.06 | $ 9.49 | $ 17.87 | |||||||||
Share-based compensation arrangement by share-based payment award, number of vesting installment | installment | 3 | |||||||||||
Aggregate fair value of RSUs vested in period | $ | $ 3,700 | $ 2,000 | $ 600 | |||||||||
Shares withheld from issuance in order to pay employee taxes (in shares) | 90,617 | 39,160 | 20,193 | |||||||||
Restricted Stock Units (RSUs) | Share-Based Compensation Awards, Tranche 1 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock options granted vesting percentage | 33.33% | |||||||||||
Jefferies LLC | ATM Agreement | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Issuance of common stock, net of issuance costs (in shares) | 0 | |||||||||||
Stock offering program, maximum value | $ | $ 150,000 | |||||||||||
Stock Purchase Agreement | Biogen MA Inc | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Sale of stock, price per share (in dollars per share) | $ / shares | $ 9.2137 | $ 9.2137 | ||||||||||
Consideration received from sale of stock | $ | $ 225,000 | $ 225,000 | ||||||||||
Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Issuance of common stock, net of issuance costs (in shares) | 12,700,000 | 14,200,000 | 24,420,157 | 12,650,000 | 14,156,500 | |||||||
Public offering price of common stock issued (in dollars per share) | $ / shares | $ 11.50 | $ 16.25 | ||||||||||
Net proceeds from issuance of common stock, after deducting offering expenses | $ | $ 136,300 | $ 215,800 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Stock Option Activity (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Number of Shares | |
Options outstanding at beginning of period (in shares) | shares | 9,829,287 |
Options granted (in shares) | shares | 4,563,425 |
Options exercised (in shares) | shares | (1,162,268) |
Options canceled (in shares) | shares | (1,751,746) |
Options outstanding at end of period (in shares) | shares | 11,478,698 |
Options vested and expected to vest at end of period (in shares) | shares | 11,478,698 |
Options exercisable at end of period (in shares) | shares | 5,127,517 |
Weighted- Average Exercise per Share Price | |
Options outstanding at beginning of period (in dollars per share) | $ / shares | $ 10.71 |
Options granted (in dollars per share) | $ / shares | 8.09 |
Options exercised (in dollars per share) | $ / shares | 8.02 |
Options canceled (in dollars per share) | $ / shares | 10.19 |
Options outstanding at end of period (in dollars per share) | $ / shares | 10.02 |
Options vested and expected to vest at end of period (in dollars per share) | $ / shares | 10.02 |
Options exercisable at end of period (in dollars per share) | $ / shares | $ 10.71 |
Weighted-Average Remaining Contractual Term | |
Options outstanding at end of period (in years) | 7 years 9 months 18 days |
Options vested and expected to vest at end of period (in years) | 7 years 9 months 18 days |
Options exercisable at end of period (in years) | 6 years 5 months 23 days |
Aggregate Intrinsic Value | |
Options outstanding at end of period | $ | $ 69,616 |
Options vested and expected to vest at end of period | $ | 69,616 |
Options exercisable at end of period | $ | $ 29,025 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Restricted Stock Unit Activity (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($)shares | |
Number of Shares | |
RSUs outstanding at beginning of period (in shares) | 862,850 |
RSUs awarded (in shares) | 2,517,101 |
RSUs released (in shares) | (324,305) |
RSUs forfeited (in shares) | (384,118) |
RSUs outstanding at end of period (in shares) | 2,671,528 |
RSUs vested and expected to vest at end of period (in shares) | 2,671,528 |
Weighted-Average Remaining Contractual Term | |
RSUs outstanding at end of period (in years) | 1 year 2 months 8 days |
RSUs vested and expected to vest at end of period (in years) | 1 year 2 months 8 days |
Aggregate Intrinsic Value | |
RSUs outstanding at end of period | $ | $ 41,689 |
RSUs vested and expected to vest at end of period | $ | $ 41,689 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock-based compensation expense | $ 25,708 | $ 19,330 | $ 14,677 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock-based compensation expense | 13,523 | 10,135 | 8,249 |
General and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total stock-based compensation expense | $ 12,185 | $ 9,195 | $ 6,428 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total compensation cost related to unvested stock options and RSU | $ 35,500,000 | ||
Weighted-average period of unvested stock options and RSU | 2 years 8 months 19 days | ||
Capitalized stock-based employee compensation expense | $ 0 | $ 0 | $ 0 |
Weighted-average estimated fair value per share of options granted (in dollars per share) | $ 5.25 | $ 6.37 | $ 11.39 |
Issuance of common stock under employee stock purchase plan (in shares) | 274,382 | 249,364 | 328,710 |
Stock issued under employee stock purchase plans, average exercise price (in dollars per share) | $ 7.34 | $ 8.53 | $ 4.51 |
Weighted-average estimated fair value of shares purchased under ESPP plan (in dollars per share) | $ 8.02 | $ 4.70 | $ 7.07 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total compensation cost related to unvested stock options and RSU | $ 17,100,000 | ||
Weighted-average period of unvested stock options and RSU | 2 years 25 days |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions Used for Estimating Fair Value of Employee Stock Options (Detail) - Employee Stock Options | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield of stock | 0.00% | 0.00% | 0.00% |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.34% | 1.68% | 2.53% |
Expected term (in years) | 5 years 6 months 3 days | 5 years 6 months | 5 years 7 months 2 days |
Expected volatility | 77.61% | 76.46% | 72.33% |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.61% | 2.25% | 2.96% |
Expected term (in years) | 5 years 6 months 25 days | 5 years 7 months 13 days | 5 years 7 months 9 days |
Expected volatility | 80.32% | 78.39% | 75.49% |
Stock-Based Compensation - Weig
Stock-Based Compensation - Weighted-Average Assumptions Used for Estimating Fair Value of ESPP Purchased Rights (Detail) - 2010 Employee Stock Purchase Plan | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield of stock | 0.00% | 0.00% | 0.00% |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.53% | 1.53% | 2.16% |
Expected term (in years) | 6 months | 6 months | 6 months |
Expected volatility | 51.02% | 51.02% | 73.21% |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 2.80% | 2.42% | 2.80% |
Expected term (in years) | 2 years | 2 years | 2 years |
Expected volatility | 91.96% | 91.96% | 83.25% |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |||
Defined contribution plan, employer's matching contribution percent | 50.00% | 50.00% | 50.00% |
Maximum percentage limit of employee contributions | 8.00% | 8.00% | 8.00% |
Defined contribution plan, maximum employer's contribution per employee | $ 4,000 | $ 4,000 | $ 4,000 |
Aggregate employer's contributions to defined contribution plan | $ 1,200,000 | $ 900,000 | $ 800,000 |
Income Taxes - Summary of Domes
Income Taxes - Summary of Domestic and Foreign Components of Loss Before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (126,624) | $ (77,354) | $ (65,695) |
Foreign | 5,847 | (18,065) | (3,194) |
Loss before income taxes | $ (120,777) | $ (95,419) | $ (68,889) |
Income Taxes - Summary of Benef
Income Taxes - Summary of Benefit for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 133 | 0 | 0 |
Foreign | 686 | 0 | 0 |
Subtotal | 819 | 0 | 0 |
Deferred: | |||
Federal | 0 | 0 | 0 |
State | 0 | 0 | 0 |
Foreign | (474) | 0 | 0 |
Subtotal | (474) | 0 | 0 |
Income tax expense | $ 345 | $ 0 | $ 0 |
Income Taxes - Schedule of Diff
Income Taxes - Schedule of Difference Between Benefit for Income Taxes and Federal Statutory Income Tax Rate (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Tax at federal statutory rate | $ (25,363) | $ (20,038) | $ (14,467) |
State taxes, net | (3,168) | (9,597) | (2,849) |
Foreign rate differential | 376 | (665) | (177) |
Global Intangible Low-Taxed Income | 1,335 | 0 | 0 |
Non-deductible stock-based compensation | 4,232 | 2,817 | (2,729) |
Research credits | (3,657) | (3,429) | (1,005) |
Change in valuation allowance | 26,537 | 29,655 | 20,271 |
Other | 53 | 1,257 | 956 |
Income tax expense | $ 345 | $ 0 | $ 0 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Company's Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 164,276 | $ 133,765 |
Research and development tax credit carryforwards | 27,679 | 21,459 |
Stock-based compensation | 5,321 | 4,194 |
Deferred revenue | 20,681 | 32,171 |
Fixed assets | 10,525 | 11,282 |
Lease liability | 10,251 | 11,722 |
Accruals and reserves | 430 | 675 |
Other | 308 | 151 |
Total deferred tax asset | 239,471 | 215,419 |
Valuation allowance | 214,351 | 187,724 |
Deferred tax assets | 25,120 | 27,695 |
Liabilities: | ||
Intangible assets | (14,321) | (13,609) |
Operating lease right-of-use assets | (17,510) | (20,656) |
Deferred tax liabilities | (31,831) | (34,265) |
Total net deferred tax liabilities | $ (6,711) | $ (6,570) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets & Liabilities, Balance Sheet Location (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Taxes [Line Items] | ||
Deferred tax assets | $ 25,120 | $ 27,695 |
Deferred tax liabilities | (7,185) | (6,570) |
Net deferred tax liabilities | (6,711) | (6,570) |
Other noncurrent assets | ||
Income Taxes [Line Items] | ||
Deferred tax assets | $ 474 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes [Line Items] | |||
Increase (decrease) in deferred tax assets valuation allowance | $ (26,600,000) | $ (29,600,000) | $ (45,300,000) |
Deferred tax assets, net operating loss carryforwards for federal | 622,600,000 | ||
Deferred tax assets, net operating loss carryforwards for state | 261,700,000 | ||
Federal research tax credit carryforwards | 21,900,000 | ||
State research tax credit carryforwards | 18,300,000 | ||
Accrued interest and/or penalties | 0 | ||
French | |||
Income Taxes [Line Items] | |||
Deferred tax assets, net operating loss carryforwards for foreign | $ 145,900,000 |
Income Taxes - Summary of Activ
Income Taxes - Summary of Activity Related to Company's Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 11,630 | $ 6,288 | $ 5,659 |
Additions based on tax positions related to the current year | 2,834 | 5,393 | 636 |
Additions for tax positions of prior years | 1,982 | 0 | 0 |
Reductions for tax positions of prior years | (3,554) | (51) | (7) |
Ending balance | $ 12,892 | $ 11,630 | $ 6,288 |
Related Party Disclosures (Deta
Related Party Disclosures (Detail) - USD ($) $ in Thousands | Oct. 01, 2018 | Nov. 23, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Related Party Transaction [Line Items] | |||||
Payments to acquire additional interest in subsidiaries | $ 704 | $ 262 | $ 0 | ||
TxCell S.A. | |||||
Related Party Transaction [Line Items] | |||||
Number of ordinary shares acquired (in shares) | 13,519,036 | 11,528,635 | |||
TxCell S.A. | Share Purchase Agreement and Tender Offer Agreement | |||||
Related Party Transaction [Line Items] | |||||
Number of ordinary shares acquired (in shares) | 322,000 | 111,000 | 25,047,671 | ||
Payments to acquire additional interest in subsidiaries | $ 700 | $ 300 | |||
Former Executive of TxCell | TxCell S.A. | Share Purchase Agreement and Tender Offer Agreement | |||||
Related Party Transaction [Line Items] | |||||
Number of ordinary shares acquired (in shares) | 185,400 | 52,700 | |||
Payments to acquire additional interest in subsidiaries | $ 400 | $ 100 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) - Summary of Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 25,800 | $ 57,763 | $ 21,553 | $ 13,076 | $ 54,851 | $ 21,958 | $ 17,548 | $ 8,071 | $ 118,192 | $ 102,428 | $ 84,452 |
Operating expenses | 69,232 | 61,464 | 59,450 | 57,598 | 53,382 | 51,206 | 51,052 | 51,968 | 247,744 | 207,608 | 161,602 |
Net loss | (40,675) | (1,508) | (35,965) | (42,974) | 4,501 | (27,361) | (30,356) | (42,203) | (121,122) | (95,419) | (68,889) |
Net loss attributable to non-controlling interest | (71) | 42 | (36) | (61) | (54) | (54) | (72) | (53) | (126) | (233) | (555) |
Net (loss) income attributable to Sangamo Therapeutics, Inc. | $ (40,604) | $ (1,550) | $ (35,929) | $ (42,913) | $ 4,555 | $ (27,307) | $ (30,284) | $ (42,150) | $ (120,996) | $ (95,186) | $ (68,334) |
Net loss per share - basic and diluted (in dollars per share) | $ (0.29) | $ (0.01) | $ (0.26) | $ (0.37) | $ 0.04 | $ (0.24) | $ (0.26) | $ (0.41) | $ (0.90) | $ (0.85) | $ (0.70) |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - At-the-market Stock Offering $ in Millions | 2 Months Ended |
Feb. 19, 2021USD ($)shares | |
Subsequent Event [Line Items] | |
Sale of stock, number of shares issued in transaction (in shares) | shares | 1,034,762 |
Sale of stock, consideration received on transaction, gross | $ 16.1 |
Consideration received from sale of stock | $ 15.7 |