Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 28, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | ADPT | |
Entity Registrant Name | ADAPTIVE BIOTECHNOLOGIES CORPORATION | |
Entity Central Index Key | 0001478320 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Title of 12(b) Security | Common stock, par value $0.0001 per share | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 144,645,118 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Entity File Number | 001-38957 | |
Entity Tax Identification Number | 27-0907024 | |
Entity Address, Address Line One | 1165 Eastlake Avenue East | |
Entity Address, City or Town | Seattle | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 98109 | |
City Area Code | (206) | |
Local Phone Number | 659-0067 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | WA |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 109,240 | $ 90,030 |
Short-term marketable securities (amortized cost of $308,885 and $412,282, respectively) | 307,990 | 408,166 |
Accounts receivable, net | 31,545 | 40,057 |
Inventory | 18,960 | 14,453 |
Prepaid expenses and other current assets | 9,074 | 9,440 |
Total current assets | 476,809 | 562,146 |
Long-term assets | ||
Property and equipment, net | 79,390 | 83,447 |
Operating lease right-of-use assets | 77,109 | 80,763 |
Restricted cash | 2,923 | 2,398 |
Intangible assets, net | 5,985 | 6,827 |
Goodwill | 118,972 | 118,972 |
Other assets | 3,352 | 2,064 |
Total assets | 764,540 | 856,617 |
Current liabilities | ||
Accounts payable | 9,163 | 8,084 |
Accrued liabilities | 8,356 | 12,424 |
Accrued compensation and benefits | 10,554 | 15,935 |
Current portion of operating lease liabilities | 9,345 | 9,230 |
Current portion of deferred revenue | 57,917 | 64,115 |
Total current liabilities | 95,335 | 109,788 |
Long-term liabilities | ||
Operating lease liabilities, less current portion | 94,176 | 98,772 |
Deferred revenue, less current portion | 50,895 | 58,599 |
Revenue interest liability, net | 128,167 | 125,360 |
Total liabilities | 368,573 | 392,519 |
Commitments and contingencies (Note 9) | ||
Shareholders’ equity | ||
Preferred stock: $0.0001 par value, 10,000,000 shares authorized at June 30, 2023 and December 31, 2022; no shares issued and outstanding at June 30, 2023 and December 31, 2022 | ||
Common stock: $0.0001 par value, 340,000,000 shares authorized at June 30, 2023 and December 31, 2022; 144,645,118 and 143,105,002 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 14 | 14 |
Additional paid-in capital | 1,421,506 | 1,387,349 |
Accumulated other comprehensive loss | (893) | (4,116) |
Accumulated deficit | (1,024,591) | (919,082) |
Total Adaptive Biotechnologies Corporation shareholders’ equity | 396,036 | 464,165 |
Noncontrolling interest | (69) | (67) |
Total shareholders’ equity | 395,967 | 464,098 |
Total liabilities and shareholders’ equity | $ 764,540 | $ 856,617 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Amortized cost of short-term marketable securities | $ 308,885 | $ 412,282 |
Preferred stock par value | $ 0.0001 | $ 0.0001 |
Preferred stock authorized | 10,000,000 | 10,000,000 |
Preferred stock issued | 0 | 0 |
Preferred stock outstanding | 0 | 0 |
Common stock par value | $ 0.0001 | $ 0.0001 |
Common stock authorized | 340,000,000 | 340,000,000 |
Common stock issued | 144,645,118 | 143,105,002 |
Common stock outstanding | 144,645,118 | 143,105,002 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 48,926 | $ 43,660 | $ 86,573 | $ 82,280 |
Operating expenses | ||||
Cost of revenue | 17,910 | 13,221 | 36,591 | 26,413 |
Research and development | 32,237 | 37,037 | 64,838 | 74,876 |
Sales and marketing | 23,872 | 24,281 | 46,180 | 50,374 |
General and administrative | 22,302 | 21,200 | 43,133 | 45,344 |
Amortization of intangible assets | 423 | 423 | 842 | 842 |
Total operating expenses | 96,744 | 96,162 | 191,584 | 197,849 |
Loss from operations | (47,818) | (52,502) | (105,011) | (115,569) |
Interest and other income, net | 3,612 | 418 | 6,636 | 689 |
Interest expense | (3,605) | (7,136) | ||
Net loss | (47,811) | (52,084) | (105,511) | (114,880) |
Add: Net loss attributable to noncontrolling interest | 1 | 38 | 2 | 98 |
Net loss attributable to Adaptive Biotechnologies Corporation | $ (47,810) | $ (52,046) | $ (105,509) | $ (114,782) |
Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic | $ (0.33) | $ (0.37) | $ (0.73) | $ (0.81) |
Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic | 144,397,693 | 142,363,589 | 143,956,867 | 142,032,261 |
Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, diluted | $ (0.33) | $ (0.37) | $ (0.73) | $ (0.81) |
Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, diluted | 144,397,693 | 142,363,589 | 143,956,867 | 142,032,261 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (47,811) | $ (52,084) | $ (105,511) | $ (114,880) |
Other comprehensive income (loss) | ||||
Change in unrealized gains and losses on investments | 1,012 | (1,017) | 3,223 | (4,663) |
Comprehensive loss | (46,799) | (53,101) | (102,288) | (119,543) |
Add: Comprehensive loss attributable to noncontrolling interest | 1 | 38 | 2 | 98 |
Comprehensive loss attributable to Adaptive Biotechnologies Corporation | $ (46,798) | $ (53,063) | $ (102,286) | $ (119,445) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Noncontrolling Interest |
Beginning Balance at Dec. 31, 2021 | $ 604,102 | $ 14 | $ 1,324,006 | $ (1,137) | $ (718,891) | $ 110 |
Beginning Balance, Shares at Dec. 31, 2021 | 141,393,865 | |||||
Issuance of common stock for cash upon exercise of stock options | 6,716 | 6,716 | ||||
Issuance of common stock for cash upon exercise of stock options, Shares | 1,230,089 | |||||
Vesting of restricted stock units | 160,914 | |||||
Share-based compensation expense | 27,041 | 27,041 | ||||
Other comprehensive income (loss) | (4,663) | (4,663) | ||||
Net loss | (114,880) | (114,782) | (98) | |||
Ending Balance at Jun. 30, 2022 | 518,316 | $ 14 | 1,357,763 | (5,800) | (833,673) | 12 |
Ending Balance, Shares at Jun. 30, 2022 | 142,784,868 | |||||
Beginning Balance at Mar. 31, 2022 | 553,255 | $ 14 | 1,339,601 | (4,783) | (781,627) | 50 |
Beginning Balance, Shares at Mar. 31, 2022 | 142,183,258 | |||||
Issuance of common stock for cash upon exercise of stock options | 3,982 | 3,982 | ||||
Issuance of common stock for cash upon exercise of stock options, Shares | 581,881 | |||||
Vesting of restricted stock units | 19,729 | |||||
Share-based compensation expense | 14,180 | 14,180 | ||||
Other comprehensive income (loss) | (1,017) | (1,017) | ||||
Net loss | (52,084) | (52,046) | (38) | |||
Ending Balance at Jun. 30, 2022 | 518,316 | $ 14 | 1,357,763 | (5,800) | (833,673) | 12 |
Ending Balance, Shares at Jun. 30, 2022 | 142,784,868 | |||||
Beginning Balance at Dec. 31, 2022 | 464,098 | $ 14 | 1,387,349 | (4,116) | (919,082) | (67) |
Beginning Balance, Shares at Dec. 31, 2022 | 143,105,002 | |||||
Issuance of common stock for cash upon exercise of stock options | $ 2,141 | 2,141 | ||||
Issuance of common stock for cash upon exercise of stock options, Shares | 347,405 | 347,405 | ||||
Vesting of restricted stock units | 1,192,711 | |||||
Share-based compensation expense | $ 32,016 | 32,016 | ||||
Other comprehensive income (loss) | 3,223 | 3,223 | ||||
Net loss | (105,511) | (105,509) | (2) | |||
Ending Balance at Jun. 30, 2023 | 395,967 | $ 14 | 1,421,506 | (893) | (1,024,591) | (69) |
Ending Balance, Shares at Jun. 30, 2023 | 144,645,118 | |||||
Beginning Balance at Mar. 31, 2023 | 423,952 | $ 14 | 1,402,692 | (1,905) | (976,781) | (68) |
Beginning Balance, Shares at Mar. 31, 2023 | 144,279,969 | |||||
Issuance of common stock for cash upon exercise of stock options | 1,469 | 1,469 | ||||
Issuance of common stock for cash upon exercise of stock options, Shares | 201,647 | |||||
Vesting of restricted stock units | 163,502 | |||||
Share-based compensation expense | 17,345 | 17,345 | ||||
Other comprehensive income (loss) | 1,012 | 1,012 | ||||
Net loss | (47,811) | (47,810) | (1) | |||
Ending Balance at Jun. 30, 2023 | $ 395,967 | $ 14 | $ 1,421,506 | $ (893) | $ (1,024,591) | $ (69) |
Ending Balance, Shares at Jun. 30, 2023 | 144,645,118 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Operating activities | ||
Net loss | $ (105,511) | $ (114,880) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation expense | 10,234 | 9,409 |
Noncash lease expense | 3,635 | 3,597 |
Share-based compensation expense | 32,016 | 27,041 |
Intangible assets amortization | 842 | 842 |
Investment amortization | (3,527) | 1,414 |
Inventory reserve | 757 | 2,769 |
Noncash interest expense | 2,807 | |
Other | 65 | (19) |
Changes in operating assets and liabilities | ||
Accounts receivable, net | 8,464 | (6,303) |
Inventory | (6,542) | (2,284) |
Prepaid expenses and other current assets | 366 | 644 |
Accounts payable and accrued liabilities | (7,938) | (8,956) |
Operating lease right-of-use assets and liabilities | (4,462) | (715) |
Deferred revenue | (13,902) | (24,174) |
Other | (12) | 97 |
Net cash used in operating activities | (82,708) | (111,518) |
Investing activities | ||
Purchases of property and equipment | (6,621) | (8,375) |
Purchases of marketable securities | (188,479) | (85,191) |
Proceeds from maturities of marketable securities | 295,402 | 136,000 |
Net cash provided by investing activities | 100,302 | 42,434 |
Financing activities | ||
Proceeds from exercise of stock options | 2,141 | 6,739 |
Net cash provided by financing activities | 2,141 | 6,739 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 19,735 | (62,345) |
Cash, cash equivalents and restricted cash at beginning of year | 92,428 | 141,203 |
Cash, cash equivalents and restricted cash at end of period | 112,163 | 78,858 |
Noncash investing activities | ||
Purchases of equipment included in accounts payable and accrued liabilities | 1,291 | $ 3,286 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | $ 4,642 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business Adaptive Biotechnologies Corporation (“we,” “us” or “our”) is a commercial-stage company advancing the field of immune medicine by harnessing the inherent biology of the adaptive immune system to transform the diagnosis and treatment of disease. We believe the adaptive immune system is nature’s most finely tuned diagnostic and therapeutic for most diseases, but the inability to decode it has prevented the medical community from fully leveraging its capabilities. Our immune medicine platform applies our proprietary technologies to read the diverse genetic code of a patient’s immune system and aims to understand precisely how the immune system detects and treats disease in that patient. We capture these insights in our dynamic clinical immunomics database, which is underpinned by computational biology and machine learning, and use them to develop and commercialize clinical products and services that we are tailoring to each individual patient. We have commercial products and services and a robust pipeline of clinical products and services that we are designing to diagnose, monitor and enable the treatment of diseases, such as cancer and autoimmune disorders. We were incorporated in the State of Washington on September 8, 2009 under the name Adaptive TCR Corporation. On December 21, 2011, we changed our name to Adaptive Biotechnologies Corporation. We are headquartered in Seattle, Washington. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation and Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Adaptive Biotechnologies Corporation, Adaptive Biotechnologies B.V., our wholly-owned subsidiary, and Digital Biotechnologies, Inc., a corporate subsidiary we have 70 % ownership interest in. The remaining interest in Digital Biotechnologies, Inc., held by certain of our related parties and their related family trusts, are shown in the unaudited condensed consolidated financial statements as noncontrolling interest. All intercompany transactions and balances have been eliminated upon consolidation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the condensed consolidated financial statements, as well as the reported amounts of revenues and expenses during the periods presented. We base our estimates on historical experience and other relevant assumptions that we believe to be reasonable under the circumstances. Estimates are used in several areas including, but not limited to, estimates of progress to date for certain performance obligations and the transaction price for certain contracts with customers, share-based compensation, imputing interest for our revenue interest purchase agreement (the “Purchase Agreement”) that we entered into in September 2022, the provision for income taxes, including related reserves, and the analysis of goodwill impairment, among others. These estimates generally involve complex issues and require judgments, involve the analysis of historical results and prediction of future trends, can require extended periods of time to resolve and are subject to change from period to period. Actual results may differ materially from management’s estimates. Unaudited Interim Condensed Consolidated Financial Statements In our opinion, the accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information. These unaudited condensed consolidated financial statements include all adjustments necessary to fairly state our financial position and the results of our operations and cash flows for interim periods in accordance with GAAP. All such adjustments were of a normal, recurring nature. Interim-period results are not necessarily indicative of results of operations or cash flows for a full year or any subsequent interim period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission (“SEC”) on February 14, 2023. Restricted Cash We had a restricted cash balance of $ 2.9 million and $ 2.4 million as of June 30, 2023 and December 31, 2022, respectively. Our restricted cash primarily relates to certain balances we are required to maintain under lease arrangements for some of our property and facility leases. Concentrations of Risk We are subject to a concentration of risk from a limited number of suppliers, or in certain cases, single suppliers, for some of our laboratory instruments and materials. This risk is managed by targeting a quantity of surplus stock. Cash, cash equivalents and marketable securities are financial instruments that potentially subject us to concentrations of credit risk. We invest in money market funds, United States (“U.S.”) government treasury and agency securities, corporate bonds and commercial paper with high-quality accredited financial institutions. Significant customers are those that represent more than ten percent of our total revenue or accounts receivable, net balances for the periods and as of each condensed consolidated balance sheet date presented, respectively. For each significant customer, revenue as a percentage of total revenue for the periods presented and accounts receivable, net as a percentage of total accounts receivable, net as of the dates presented were as follows: Revenue Accounts Receivable, Net Three Months Ended June 30, Six Months Ended June 30, June 30, December 31, 2023 2022 2023 2022 2023 2022 Customer A *% *% *% *% *% 15.8 % Customer B * 12.3 * 14.9 * 19.5 Genentech, Inc. and Roche Group 37.7 34.8 32.9 34.3 * * * less than 10% Revenue Recognition For all revenue-generating contracts, we perform the following steps to determine the amount of revenue to be recognized: (1) identify the contract or contracts; (2) determine whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (3) measure the transaction price, including the constraint on variable consideration; (4) allocate the transaction price to the performance obligations based on estimated selling prices; and (5) recognize revenue when (or as) we satisfy each performance obligation. We derive revenue by providing diagnostic and research services in our Immune Medicine and Minimal Residual Disease (“MRD”) market opportunities. Our Immune Medicine revenue consists of revenue generated from (1) providing sample testing services for our commercial research product, immunoSEQ, to biopharmaceutical customers and academic institutions; (2) our collaboration agreements with Genentech, Inc. (“Genentech”) and other biopharmaceutical customers in areas of drug and target discovery; and (3) providing our T-Detect COVID tests to clinical customers. Our MRD revenue consists of revenue generated from (1) providing our clonoSEQ report to clinical customers; (2) providing MRD sample testing services to biopharmaceutical customers and certain academic institutions, including investigator-led clinical trials; and (3) providing our clonoSEQ report or results to certain international laboratory sites through technology transfers. For research customers who utilize either immunoSEQ or our MRD services, contracts typically include an amount billed in advance of services (“upfront”) and subsequent billings as sample results are delivered to the customer. Upfront amounts received are recorded as deferred revenue, which we recognize as revenue upon satisfaction of performance obligations. We have identified two typical performance obligations under the terms of our research service contracts: (1) the delivery of our immunoSEQ or MRD data for customer provided samples; and (2) related data analysis. We recognize revenue for both identified performance obligations as sample results are delivered to the customer. In periods where our sample estimates are reduced or a customer project is cancelled and, in either case, we have remaining related deferred revenue, we recognize revenue using a cumulative catch-up approach based on the proportion of samples delivered to date relative to the remaining samples expected to be delivered. For agreements where we provide our clonoSEQ report to ordering physicians, we have identified one performance obligation: the delivery of a clonoSEQ report. We bill and receive payments for these transactions from commercial, government and medical institution payors. As payment from the respective payors may vary based on the various reimbursement rates and patient responsibilities, we consider the transaction price to be variable and record an estimate of the transaction price, subject to the constraint for variable consideration, as revenue at the time of delivery. The estimate of transaction price is based on historical and expected reimbursement rates with the various payors, which are monitored in subsequent periods and adjusted, as necessary, based on actual collection experience. Regarding our clonoSEQ coverage under Medicare, we bill an episode of treatment when we deliver the first eligible test report. This billing contemplates all necessary tests required during a patient’s treatment cycle, which is currently estimated at approximately four tests per patient, including the initial sequence identification test. Revenue recognition commences at the time the initial billable test report is delivered and is based upon cumulative tests delivered to date. We estimate the number of tests we expect to deliver over a patient’s treatment cycle based on historical testing frequencies for patients by indication. These estimates are subject to change as we develop more information about utilization over time. Any unrecognized revenue from the initial billable test is recorded as deferred revenue and is recognized either as we deliver our estimate of the remaining tests in a patient’s treatment cycle or when the likelihood becomes remote that a patient will receive additional testing. The contract transaction price for agreements we enter into with biopharmaceutical customers to further develop and commercialize their therapeutics may consist of a combination of non-refundable upfront fees, separately priced MRD testing fees and milestone fees earned upon our customers’ achievement of certain regulatory approvals. Depending on the contract, these agreements include single or multiple performance obligations. Such performance obligations include providing services to support our customers’ therapeutic development efforts, including regulatory support for our technology intended to be utilized as part of our customers’ registrational trials, developing analytical plans for our data, participating on joint research committees, assisting in completing a regulatory submission and providing MRD testing services related to customer-provided samples for our customers' regulatory submissions. Generally, the support services, excluding MRD testing services, are not distinct within the context of the contract and thus are accounted for as a single performance obligation. The transaction price allocated to the respective performance obligations is estimated using an adjusted market assessment approach for the regulatory support services and a standalone selling price for the estimated MRD testing services. When MRD sample testing services are separately priced customer options, we assess if a material right exists and, if not, the customer option to purchase additional MRD sample testing services is not considered part of the contract. We recognize revenue related to MRD testing services over time using an output method based on the proportion of sample results delivered relative to the total amount of sample results expected to be delivered, when expected to be a faithful depiction of progress. We use the same method to recognize the regulatory support services. When an output method based on the proportion of sample results delivered is not expected to be a faithful depiction of progress, we utilize an input method using a cost-based model based on estimates of effort completed. Selecting the measure of progress and estimating progress to date requires significant judgment. Except for any non-refundable upfront fees, the other forms of compensation represent variable consideration. At contract inception, we fully constrain any consideration related to regulatory milestones, as the achievement of such milestones is subject to third-party regulatory approval and the customers’ own submission decision-making. Variable consideration related to regulatory milestones is estimated using the most likely amount method, where variable consideration is constrained until it is probable that a significant reversal of cumulative revenue will not occur. Milestone payments for regulatory approvals, which are not within our customers’ control, are not considered probable of being achieved until those approvals are received. Determining whether regulatory milestone payments are probable is an area that requires significant judgment. In making this assessment, we evaluate scientific, clinical, regulatory and other risks, as well as the level of effort and investment required to achieve the respective milestone. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 3. Revenue We disaggregate our revenue from contracts with customers by market opportunity and type of arrangement, as we believe this best depicts how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. The following table presents our disaggregated revenue for the periods presented (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Immune Medicine revenue Service revenue $ 5,508 $ 7,296 $ 12,610 $ 14,409 Collaboration revenue 17,536 15,082 26,654 28,785 Total Immune Medicine revenue 23,044 22,378 39,264 43,194 MRD revenue Service revenue 25,882 20,282 47,309 35,086 Regulatory milestone revenue — 1,000 — 4,000 Total MRD revenue 25,882 21,282 47,309 39,086 Total revenue $ 48,926 $ 43,660 $ 86,573 $ 82,280 During the three months ended June 30, 2023, we recognized $ 1.3 million in MRD service revenue related to Medicare reimbursements resulting from our determination that the likelihood of additional testing for specific patients was remote and from a change in estimate of total samples to be provided under certain of our agreements. During the three months ended June 30, 2022, we recognized $ 1.4 million in MRD service revenue related to a change in estimate of total samples to be provided under certain of our agreements and Medicare reimbursements resulting from our determination that the likelihood of additional testing for specific patients was remote. During the six months ended June 30, 2023, we recognized $ 2.7 million in revenue related to Medicare reimbursements resulting from our determination that the likelihood of additional testing for specific patients was remote, cancelled customer contracts and a change in estimate of total samples to be provided under certain of our agreements, $ 0.4 million of which was recognized as Immune Medicine service revenue and $ 2.3 million of which was recognized as MRD service revenue. During the six months ended June 30, 2022, we recognized $ 2.8 million in revenue related to Medicare reimbursements resulting from our determination that the likelihood of additional testing for specific patients was remote, changes in estimates of total samples to be provided under certain of our agreements and cancelled customer contracts, $ 0.2 million of which was recognized as Immune Medicine service revenue and $ 2.6 million of which was recognized as MRD service revenue. As of June 30, 2023, we could receive up to an additional $ 399.5 million in milestone payments in future periods if certain regulatory approvals are obtained by our customers’ therapeutics in connection with MRD data generated from our MRD product. Genentech Collaboration Agreement In December 2018, we entered into a worldwide collaboration and license agreement with Genentech (the “Genentech Agreement”) to leverage our capability to develop cellular therapies in oncology. Subsequent to receipt of regulatory approval in January 2019, we received a non-refundable, upfront payment of $ 300.0 million in February 2019 and may be eligible to receive more than $ 1.8 billion over time, including payments of up to $ 75.0 million upon the achievement of specified regulatory milestones ($ 10.0 million of which was achieved in the three months ended June 30, 2023), up to $ 300.0 million upon the achievement of specified development milestones and up to $ 1,430.0 million upon the achievement of specified commercial milestones. In addition, we are separately able to receive tiered royalties at a rate ranging from the mid-single digits to the mid-teens on aggregate worldwide net sales of products arising from the strategic collaboration, subject to certain reductions, with aggregate minimum floors. Under the Genentech Agreement, we are pursuing two product development pathways for novel T cell immunotherapies in which Genentech intends to use T cell receptors (“TCRs”) screened by our immune medicine platform to engineer and manufacture cellular medicines: • Shared Products. The shared products will use “off-the-shelf” TCRs identified against cancer antigens shared among patients (“Shared Products”). • Personalized Product. The personalized product will use patient-specific TCRs identified by real-time screening of TCRs against cancer antigens in each patient (“Personalized Product”). Under the terms of the Genentech Agreement, we granted Genentech exclusive worldwide licenses to develop and commercialize TCR-based cellular therapies in the field of oncology, including licenses to existing shared antigen data packages. Additionally, Genentech has the right to determine which product candidates to further develop for commercialization purposes. We determined that this arrangement meets the criteria set forth in Accounting Standards Codification (“ASC”) Topic 808, Collaborative Arrangements (“ASC 808”), because both parties are active participants in the activity and are exposed to significant risks and rewards depending on the activity’s commercial failure or success. Because ASC 808 does not provide guidance on how to account for the activities under a collaborative arrangement, we applied the guidance in ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”) to account for the activities related to the Genentech Agreement. In applying ASC 606, we identified the following performance obligations at the inception of the agreement: 1. License to utilize on an exclusive basis all TCR-specific platform intellectual property to develop and commercialize any licensed products in the field of oncology. 2. License to utilize all data and information within each shared antigen data package and any other know-how disclosed by us to Genentech in oncology. 3. License to utilize all private antigen TCR product data in connection with research and development activities in the field of use. 4. License to existing shared antigen data packages. 5. Research and development services for Shared Products development, including expansion of shared antigen data packages. 6. Research and development services for private product development. 7. Obligations to participate on various joint research, development and project committees. We determined that none of the licenses, research and development services or obligations to participate on various committees were distinct within the context of the contract, given such rights and activities were highly interrelated and there was substantial additional research and development to further develop the licenses. We considered factors such as the stage of development of the respective existing antigen data packages, the subsequent development that would be required to both identify and submit a potential target for investigational new drug acceptance under both product pathways and the variability in research and development pathways given Genentech’s control of product commercialization. Specifically, under the Genentech Agreement, Genentech is not required to pursue development or commercialization activities pertaining to both product pathways and may choose to proceed with one or the other. Accordingly, we determined that all of the identified performance obligations were attributable to one general performance obligation, which is to further the development of our TCR-specific platform, including data packages, and continue to make our TCR identification process available to Genentech to pursue either product pathway. Separately, we have a responsibility to Genentech to enter into a supply and manufacturing agreement for patient-specific TCRs as it pertains to any Personalized Product therapeutic. We determined this was an option right of Genentech should they pursue commercialization of a Personalized Product therapy. Because of the uncertainty resulting from the early stage of development, the novel approach of our collaboration with Genentech and our rights to future commercial milestones and royalty payments, we determined that this option right was not a material right that should be accounted for at inception. As such, we will account for the supply and manufacturing agreement when entered into between the parties. We determined the initial transaction price shall be made up of only the $ 300.0 million upfront, non-refundable payment, as all potential regulatory and development milestone payments were probable of significant revenue reversal given their achievement was highly dependent on factors outside our control. As a result, these payments were fully constrained and were not included in the initial transaction price. In May 2023, one of the regulatory milestones was achieved, resulting in a $ 10.0 million addition to the transaction price, $ 7.7 million of which was recognized as revenue in the three months ended June 30, 2023 and $ 2.3 million of which was added to deferred revenue. We continue to exclude the commercial milestones and potential royalties from the transaction price, as those items relate predominantly to the license rights granted to Genentech and will be assessed when and if such events occur. As there are potential substantive developments necessary, which Genentech may be able to direct, we determined that we would apply a proportional performance model to recognize revenue for our performance obligation. We measure proportional performance using an input method based on costs incurred relative to the total estimated costs of research and development efforts to pursue both the Shared Products and Personalized Product pathways. When any of the potential regulatory and development milestones are no longer fully constrained and are included in the transaction price, such amounts will be recognized using the cumulative catch-up method based on proportional performance at such time. We currently expect to recognize the revenue over a period of approximately eight to nine years from the effective date. This estimate of the research and development period considers pursuit options of development activities supporting both the Shared Products and Personalized Product, but may be reduced or increased based on the various activities as directed by the joint committees, decisions made by Genentech, regulatory feedback or other factors not currently known. In total, we recognized $ 17.5 million and $ 13.8 million in Immune Medicine collaboration revenue during the three months ended June 30, 2023 and 2022, respectively, and $ 26.7 million and $ 26.0 million in Immune Medicine collaboration revenue during the six months ended June 30, 2023 and 2022, respectively, related to the Genentech Agreement. Costs related to the Genentech Agreement are included in research and development expenses. |
Deferred Revenue
Deferred Revenue | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Deferred Revenue | 4. Deferred Revenue Deferred revenue from the Genentech Agreement represents $ 23.0 million and $ 47.7 million of the current and non-current deferred revenue balances, respectively, as of June 30, 2023 and $ 31.8 million and $ 55.5 million of the current and non-current deferred revenue balances, respectively, as of December 31, 2022. We expect our current deferred revenue to be recognized as revenue within 12 months. We expect the majority of our non-current deferred revenue to be recognized as revenue over a period of approximately four years from June 30, 2023. This period of time represents an estimate of the research and development period to develop cellular therapies in oncology, which may be reduced or increased based on various research and development activities. Changes in deferred revenue during the six months ended June 30, 2023 were as follows (in thousands): Deferred revenue balance at December 31, 2022 $ 122,714 Additions to deferred revenue during the period 22,462 Revenue recognized during the period ( 36,364 ) Deferred revenue balance at June 30, 2023 $ 108,812 As of June 30, 2023, $ 28.7 million was recognized as revenue that was included in the deferred revenue balance at December 31, 2022. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5. Fair Value Measurements The following tables set forth the fair values of financial assets as of June 30, 2023 and December 31, 2022 that were measured at fair value on a recurring basis (in thousands): June 30, 2023 Level 1 Level 2 Level 3 Total Financial assets Money market funds $ 73,986 $ — $ — $ 73,986 U.S. government treasury and agency securities — 314,967 — 314,967 Total financial assets $ 73,986 $ 314,967 $ — $ 388,953 December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets Money market funds $ 38,502 $ — $ — $ 38,502 Commercial paper — 9,969 — 9,969 U.S. government treasury securities — 385,848 — 385,848 Corporate bonds — 12,349 — 12,349 Total financial assets $ 38,502 $ 408,166 $ — $ 446,668 Level 1 securities include highly liquid money market funds, for which we measure the fair value based on quoted prices in active markets for identical assets or liabilities. Level 2 securities consist of U.S. government treasury and agency securities, corporate bonds and commercial paper, and are valued based on recent trades of securities in inactive markets or on quoted market prices of similar instruments and other significant inputs derived from or corroborated by observable market data. Of the June 30, 2023 Level 2 U.S. government treasury and agency securities balance, $ 7.0 million is recorded as cash and cash equivalents on our unaudited condensed consolidated balance sheet. |
Investments
Investments | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 6. Investments Available-for-sale investments consisted of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities U.S. government treasury and agency securities $ 308,885 $ 12 $ ( 907 ) $ 307,990 Total short-term marketable securities $ 308,885 $ 12 $ ( 907 ) $ 307,990 December 31, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities Commercial paper $ 9,969 $ — $ — $ 9,969 U.S. government treasury securities 389,898 14 ( 4,064 ) 385,848 Corporate bonds 12,415 — ( 66 ) 12,349 Total short-term marketable securities $ 412,282 $ 14 $ ( 4,130 ) $ 408,166 All the U.S. government treasury and agency securities, corporate bonds and commercial paper designated as short-term marketable securities have an effective maturity date that is equal to or less than one year from the respective condensed consolidated balance sheet date. Those that are designated as long-term marketable securities have an effective maturity date that is more than one year from the respective condensed consolidated balance sheet date. Accrued interest receivable is excluded from the amortized cost and estimated fair value of our marketable securities. Accrued interest receivable of $ 0.9 million and $ 0.8 million were presented separately within the prepaid expenses and other current assets balance on the unaudited condensed consolidated balance sheet as of June 30, 2023 and on the condensed consolidated balance sheet as of December 31, 2022, respectively. The following table presents the gross unrealized holding losses and fair values for investments in an unrealized loss position, and the length of time individual securities have been in a continuous loss position, as of June 30, 2023 (in thousands): Less Than 12 Months 12 Months Or Greater Fair Value Unrealized Loss Fair Value Unrealized Loss U.S. government treasury and agency securities $ 199,578 $ ( 250 ) $ 67,989 $ ( 657 ) Total available-for-sale securities $ 199,578 $ ( 250 ) $ 67,989 $ ( 657 ) We periodically review our available-for-sale securities to assess for credit impairment. Some of the factors considered in assessing impairment include the extent to which the fair value is less than the amortized cost basis, adverse conditions related to the security, an industry or geographic area, changes to security ratings or sector credit ratings and other relevant market data. As of June 30, 2023, we did not intend, nor were we more likely than not to be required, to sell our available-for-sale investments before the recovery of their amortized cost basis, which may be maturity. Based on our assessment, we concluded all impairment as of June 30, 2023 to be due to factors other than credit loss, such as changes in interest rates. A credit allowance was not recognized and the impairment of our available-for-sale securities was recorded in other comprehensive loss. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Lessee Disclosure [Abstract] | |
Leases | 7. Leases We have operating lease agreements for laboratory, office and warehouse facilities in Seattle, Washington, Bothell, Washington, South San Francisco, California and New York City, New York. As of June 30, 2023, we were not party to any finance leases. The following table reconciles our undiscounted operating lease cash flows to our operating lease liabilities, less current portion balance as of June 30, 2023 (in thousands): 2023 (excluding the six months ended June 30, 2023) $ 7,065 2024 13,692 2025 14,098 2026 12,330 2027 11,944 Thereafter 69,244 Total undiscounted lease payments 128,373 Less: Imputed interest rate ( 24,852 ) Total operating lease liabilities 103,521 Less: Current portion ( 9,345 ) Operating lease liabilities, less current portion $ 94,176 During the six months ended June 30, 2023, cash paid for amounts included in the measurement of lease liabilities was $ 6.9 million. During the six months ended June 30, 2022, cash paid for amounts included in the measurement of lease liabilities was $ 3.3 million, net of $ 4.0 million of cash received for tenant improvement allowances. We have $ 2.1 million in letters of credit with one of our financial institutions in connection with certain of our leases. |
Revenue Interest Purchase Agree
Revenue Interest Purchase Agreement | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Revenue Interest Purchase Agreement | 8. Revenue Interest Purchase Agreement In September 2022, we entered into the Purchase Agreement with OrbiMed Royalty & Credit Opportunities IV, LP (“OrbiMed”), an affiliate of OrbiMed Advisors LLC, as collateral agent and administrative agent for the purchasers party thereto (the “Purchasers”). Pursuant to the Purchase Agreement, we received $ 125.0 million from the Purchasers at closing, less certain transaction expenses. We are also entitled to receive up to $ 125.0 million in subsequent installments as follows: (i) $ 75 .0 million upon our request occurring no later than September 12, 2025 and (ii) $ 50.0 million upon our request in connection with certain permitted acquisitions occurring no later than September 12, 2025 , in each case subject to certain funding conditions. As consideration for such payments, the Purchasers have a right to receive certain revenue interests (the “Revenue Interests”) from us based on a percentage of all GAAP revenue. Payments in respect of the Revenue Interests shall be made quarterly within 45 days following the end of each fiscal quarter (each, a “Revenue Interest Payment”). Accounting Treatment We accounted for the transaction as long-term debt recorded at amortized cost using the effective interest rate method. To determine the amortization of the Purchase Agreement obligation, we are required to estimate the amount and timing of future Revenue Interest Payments based on our estimate of the timing and amount of future revenues and calculate an effective interest rate which will amortize the obligation to zero over the amortization period. The calculated effective interest rate as of June 30, 2023 was 11.4 %. In connection with the Purchase Agreement, we incurred debt issuance costs of $ 0.6 million. Debt issuance costs have been recorded to long-term debt and are being amortized over the estimated term of the debt using the effective interest method, adjusted on a prospective basis for changes in the underlying assumptions and inputs. The assumptions used in determining the expected repayment term of the obligation and amortization period of the issuance costs requires that we make estimates that could impact the short- and long-term classification of these costs, as well as the period over which these costs will be amortized. We periodically assess the amount and timing of expected Revenue Interest Payments based on internal forecasts. To the extent such payments are greater or less than our initial estimates or the timing of such payments is materially different than our original estimates, we will prospectively adjust the amortization of the revenue interest liability and the effective interest rate. The following table sets forth the revenue interest liability, net activity during the six months ended June 30, 2023 (in thousands): Revenue interest liability, net at December 31, 2022 $ 125,360 Interest expense 3,531 Revenue interest payable ( 1,883 ) Revenue interest liability, net at March 31, 2023 127,008 Interest expense 3,605 Revenue interest payable ( 2,446 ) Revenue interest liability, net at June 30, 2023 $ 128,167 The revenue interest payable of $ 2.4 million was included within the accounts payable balance on the unaudited condensed consolidated balance sheet as of June 30, 2023. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Legal Proceedings We are subject to claims and assessments from time to time in the ordinary course of business. We will accrue a liability for such matters when it is probable that a liability has been incurred and the amount can be reasonably estimated. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. We were not party to any material legal proceedings as of June 30, 2023. Indemnification Agreements In the ordinary course of business, we may provide indemnification of varying scope and terms to vendors, lessors, customers and other parties with respect to certain matters including, but not limited to, losses arising out of breach of our agreements with them or from intellectual property infringement claims made by third parties. In addition, we have entered into indemnification agreements with members of our board of directors and certain of our executive officers that will require us to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments that we could be required to make under these indemnification agreements is, in many cases, unlimited. We have not incurred any material costs as a result of such indemnifications and are not currently aware of any indemnification claims. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Shareholders' Equity | 10. Shareholders’ Equity Common Stock Our common stock has no preferences or privileges and is not redeemable. Holders of our common stock are entitled to one vote for each share of common stock held . The holders of record of outstanding shares of common stock shall be entitled to receive, when, as and if declared, out of funds legally available, such cash and other dividends as may be declared from time to time. Our 2019 Equity Incentive Plan (“2019 Plan”) provides for annual increases in the number of shares that may be issued under the 2019 Plan on January 1, 2020 and on each subsequent January 1, thereafter, by a number of shares equal to the lesser of (a) 5 % of the number of shares of common stock issued and outstanding on the immediately preceding December 31, or (b) an amount determined by our board of directors. Furthermore, our Employee Stock Purchase Plan (“ESPP”) provides for annual increases in the number of shares available for issuance under our ESPP on January 1, 2020 and on each January 1, thereafter, by a number of shares equal to the smallest of (a) 1 % of the number of shares of common stock issued and outstanding on the immediately preceding December 31, or (b) an amount determined by our board of directors. Effective January 1, 2023, our 2019 Plan and ESPP reserves increased by 7,155,250 shares and 1,431,050 shares, respectively. As of June 30, 2023, we had reserved shares of common stock for the following: Shares issuable upon the exercise of outstanding stock options granted 14,129,987 Shares issuable upon the vesting of outstanding restricted stock units granted and the maximum outstanding market-based restricted stock units eligible to be earned 12,655,325 Shares available for future grant under the 2019 Equity Incentive Plan 13,408,783 Shares available for future grant under the Employee Stock Purchase Plan 4,235,348 Total shares of common stock reserved for future issuance 44,429,443 |
Equity Incentive Plans
Equity Incentive Plans | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plans | 11. Equity Incentive Plans 2009 Equity Incentive Plan We adopted an equity incentive plan in 2009 (“2009 Plan”) that provided for the issuance of incentive and nonqualified common stock options and other share-based awards for employees, directors and consultants. Under the 2009 Plan, the exercise price for incentive and nonqualified stock options were not to be less than the fair market value of our common stock at the date of grant. Stock options granted under this plan expire no later than ten years from the grant date and vesting was established at the time of grant. Pursuant to the terms of the 2019 Plan, any shares subject to outstanding stock options originally granted under the 2009 Plan that terminate, expire or lapse for any reason without the delivery of shares to the holder thereof shall become available for issuance pursuant to awards granted under the 2019 Plan. While no shares are available for future grant under the 2009 Plan, it continues to govern outstanding equity awards granted thereunder. 2019 Equity Incentive Plan The 2019 Plan became effective immediately prior to the closing of our initial public offering in July 2019. The 2019 Plan provides for the issuance of awards in the form of stock options and other share-based awards for employees, directors and consultants. Under the 2019 Plan, the stock option exercise price per share shall not be less than the fair market value of a share of stock on the effective date of grant, as defined by the 2019 Plan, unless explicitly qualified under the provisions of Section 409A or Section 424(a) of the Internal Revenue Code of 1986. Additionally, unless otherwise specified, stock options granted under this plan expire no later than ten years from the grant date and vesting is established at the time of grant. Except for certain stock option and restricted stock unit grants made to non-employee directors, stock options and restricted stock units granted under the 2019 Plan generally vest over a four-year period, subject to continuous service through each applicable vesting date. As of June 30, 2023, we had 35,014,382 shares of common stock authorized for issuance under the 2019 Plan. Changes in shares available for grant during the six months ended June 30, 2023 were as follows: Shares Available for Grant Shares available for grant at December 31, 2022 14,581,975 2019 Equity Incentive Plan reserve increase effective January 1, 2023 7,155,250 Stock options and restricted stock units granted and the maximum market-based restricted stock units granted eligible to be earned ( 9,749,483 ) Stock options and restricted stock units forfeited or expired 1,421,041 Shares available for grant at June 30, 2023 13,408,783 Stock Options Stock option activity under the 2009 Plan and 2019 Plan during the six months ended June 30, 2023 was as follows: Shares Subject to Weighted-Average Exercise Aggregate Intrinsic Value Stock options outstanding at December 31, 2022 13,520,997 $ 16.88 Stock options granted 1,612,032 8.46 Stock options forfeited ( 502,667 ) 17.43 Stock options expired ( 152,970 ) 30.78 Stock options exercised ( 347,405 ) 6.16 Stock options outstanding at June 30, 2023 14,129,987 $ 16.01 $ 2,377 Stock options vested and exercisable at June 30, 2023 8,872,007 $ 15.67 $ 2,377 The weighted-average remaining contractual life for stock options outstanding as of June 30, 2023 was 6.7 years. The weighted-average remaining contractual life for vested and exercisable stock options as of June 30, 2023 was 5.5 years. Restricted Stock Units Restricted stock unit activity under the 2019 Plan during the six months ended June 30, 2023 was as follows: Restricted Stock Units Weighted-Average Grant Date Nonvested restricted stock units outstanding at December 31, 2022 5,981,755 $ 14.11 Restricted stock units granted 6,719,011 8.39 Restricted stock units forfeited ( 765,404 ) 11.75 Restricted stock units vested ( 1,192,711 ) 14.51 Nonvested restricted stock units outstanding at June 30, 2023 10,742,651 $ 10.65 Market-Based Restricted Stock Units In addition to the restricted stock units described above, our board of directors approved awards of market-based restricted stock units to our chief executive officer and chief scientific officer in March 2023. The shares of common stock that may be earned under the awards, each ranging from zero shares to 709,220 shares, are calculated based upon our total shareholder return during a three-year performance period as measured against that of the group of companies comprising the S&P Biotechnology Select Industry Index as of the grant date, subject to certain adjustments to such index group. Except as expressly provided in the terms of each award's agreement, vesting is subject to the respective grantee's continuous service through the end of the three-year performance period. These market-based restricted stock units, along with those granted to our chief executive officer in March 2022, under which zero shares to 494,234 shares may be earned, remain outstanding as of June 30, 2023. Grant Date Fair Value of Stock Options, Restricted Stock Units and Market-Based Restricted Stock Units Granted The estimated grant date fair values of stock options granted during the six months ended June 30, 2023 and 2022 were estimated using the Black-Scholes option-pricing model with the following assumptions: Six Months Ended June 30, 2023 2022 Fair value of common stock $ 8.46 $ 7.30 - $ 14.95 Expected term (in years) 5.27 - 6.08 5.27 - 6.08 Risk-free interest rate 4.2 % - 4.3 % 1.7 % - 3.0 % Expected volatility 71.2 % - 71.6 % 68.2 % - 71.0 % Expected dividend yield — — The determination of the grant date fair value of stock options granted using a Black-Scholes option-pricing model is affected by the fair value of our common stock, as well as assumptions regarding a number of variables that are complex, subjective and generally require judgment to determine. The valuation assumptions were determined as follows: Fair value of common stock— The fair value of each share of common stock is based on the closing price of our common stock on the date of grant, or other relevant determination date, as reported on The Nasdaq Global Select Market. Expected term —The expected term of stock options granted to employees and non-employee directors is determined using the “simplified” method, as illustrated in ASC Topic 718, Compensation—Stock Compensation , as we do not have sufficient exercise history to determine a better estimate of expected term. Under this approach, the expected term is based on the midpoint between the vesting date and the end of the contractual term of the stock option. Risk-free interest rate —We utilize a risk-free interest rate in the option valuation model based on U.S. Treasury zero-coupon issues with remaining terms similar to the expected terms of the stock options. Expected volatility —As we do not have sufficient trading history for our common stock, expected volatility is based on the historical volatility of our publicly traded industry peers utilizing a period of time consistent with our estimate of expected term. Expected dividend yield —We do not anticipate paying any cash dividends in the foreseeable future and, therefore, use an expected dividend yield of zero in the option valuation model. The weighted-average grant date fair value per share of stock options granted during the six months ended June 30, 2023 and 2022 was $ 5.61 and $ 7.36 , respectively. The grant date fair value of restricted stock units granted is based on the closing price of our common stock on the date of grant, or other relevant determination date, as reported on The Nasdaq Global Select Market. The weighted-average grant date fair value per share of restricted stock units granted during the six months ended June 30, 2023 and 2022 was $ 8.39 and $ 11.66 , respectively. The weighted-average grant date fair value per share of the market-based restricted stock units granted during the six months ended June 30, 2023 and 2022 was $ 13.82 and $ 18.89 , respectively, and was determined using a Monte Carlo valuation model, which uses assumptions such as volatility, risk-free interest rate and dividend estimated for the respective performance periods. The weighted-average grant date fair value per share of the target payout level of the market-based restricted stock units outstanding as of June 30, 2023, 956,337 shares, was $ 15.13 . The aggregate share-based compensation expense of the market-based restricted stock units granted during the six months ended June 30, 2023 and 2022 was $ 9.8 million and $ 4.7 million, respectively, and is recognized on a straight-line basis over the respective grants' three-year performance periods, which are also the requisite service periods. Attainment of each grant's respective market condition and the number of shares earned and vested does not impact the related share-based compensation expense recognized. Share-based compensation expense will be reversed only if the respective grantee does not provide continuous service through the respective performance period for reasons other than those expressly provided in the terms of the respective award. The compensation cost related to stock options, restricted stock units and market-based restricted stock units for the three and six months ended June 30, 2023 and 2022, respectively, are included on the unaudited condensed consolidated statements of operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Cost of revenue $ 1,061 $ 954 $ 2,355 $ 1,749 Research and development 5,531 4,643 10,080 8,988 Sales and marketing 4,439 3,584 7,870 6,813 General and administrative 6,314 4,999 11,711 9,491 Total share-based compensation expense $ 17,345 $ 14,180 $ 32,016 $ 27,041 As of June 30, 2023, unrecognized share-based compensation expense and the remaining weighted-average recognition period were as follows: Unrecognized Share-Based Remaining Weighted-Average Nonvested stock options $ 52,974 2.27 Nonvested restricted stock units 101,404 3.11 Nonvested market-based restricted stock units 11,373 2.45 |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders | 12. Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders The following table sets forth the computation of basic and diluted net loss per share attributable to our common shareholders for the three and six months ended June 30, 2023 and 2022, respectively (in thousands, except share and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net loss attributable to Adaptive Biotechnologies Corporation $ ( 47,810 ) $ ( 52,046 ) $ ( 105,509 ) $ ( 114,782 ) Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic and diluted 144,397,693 142,363,589 143,956,867 142,032,261 Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic and diluted $ ( 0.33 ) $ ( 0.37 ) $ ( 0.73 ) $ ( 0.81 ) Given the loss position for all periods presented, basic net loss per share attributable to our common shareholders is the same as diluted net loss per share attributable to our common shareholders, as the inclusion of all potential shares of common stock outstanding would have been anti-dilutive. The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share attributable to our common shareholders for the three and six months ended June 30, 2023 and 2022, respectively, as they had an anti-dilutive effect: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Stock options outstanding 14,556,602 14,693,276 14,180,632 13,978,339 Nonvested restricted stock units outstanding 11,007,405 5,364,447 8,956,361 3,983,640 Maximum nonvested market-based restricted stock units outstanding eligible to be earned 1,912,674 494,234 1,411,126 324,938 Total 27,476,681 20,551,957 24,548,119 18,286,917 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Adaptive Biotechnologies Corporation, Adaptive Biotechnologies B.V., our wholly-owned subsidiary, and Digital Biotechnologies, Inc., a corporate subsidiary we have 70 % ownership interest in. The remaining interest in Digital Biotechnologies, Inc., held by certain of our related parties and their related family trusts, are shown in the unaudited condensed consolidated financial statements as noncontrolling interest. All intercompany transactions and balances have been eliminated upon consolidation. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the condensed consolidated financial statements, as well as the reported amounts of revenues and expenses during the periods presented. We base our estimates on historical experience and other relevant assumptions that we believe to be reasonable under the circumstances. Estimates are used in several areas including, but not limited to, estimates of progress to date for certain performance obligations and the transaction price for certain contracts with customers, share-based compensation, imputing interest for our revenue interest purchase agreement (the “Purchase Agreement”) that we entered into in September 2022, the provision for income taxes, including related reserves, and the analysis of goodwill impairment, among others. These estimates generally involve complex issues and require judgments, involve the analysis of historical results and prediction of future trends, can require extended periods of time to resolve and are subject to change from period to period. Actual results may differ materially from management’s estimates. |
Unaudited Interim Condensed Consolidated Financial Statements | Unaudited Interim Condensed Consolidated Financial Statements In our opinion, the accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information. These unaudited condensed consolidated financial statements include all adjustments necessary to fairly state our financial position and the results of our operations and cash flows for interim periods in accordance with GAAP. All such adjustments were of a normal, recurring nature. Interim-period results are not necessarily indicative of results of operations or cash flows for a full year or any subsequent interim period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission (“SEC”) on February 14, 2023. |
Restricted Cash | Restricted Cash We had a restricted cash balance of $ 2.9 million and $ 2.4 million as of June 30, 2023 and December 31, 2022, respectively. Our restricted cash primarily relates to certain balances we are required to maintain under lease arrangements for some of our property and facility leases. |
Concentrations of Risk | Concentrations of Risk We are subject to a concentration of risk from a limited number of suppliers, or in certain cases, single suppliers, for some of our laboratory instruments and materials. This risk is managed by targeting a quantity of surplus stock. Cash, cash equivalents and marketable securities are financial instruments that potentially subject us to concentrations of credit risk. We invest in money market funds, United States (“U.S.”) government treasury and agency securities, corporate bonds and commercial paper with high-quality accredited financial institutions. Significant customers are those that represent more than ten percent of our total revenue or accounts receivable, net balances for the periods and as of each condensed consolidated balance sheet date presented, respectively. For each significant customer, revenue as a percentage of total revenue for the periods presented and accounts receivable, net as a percentage of total accounts receivable, net as of the dates presented were as follows: Revenue Accounts Receivable, Net Three Months Ended June 30, Six Months Ended June 30, June 30, December 31, 2023 2022 2023 2022 2023 2022 Customer A *% *% *% *% *% 15.8 % Customer B * 12.3 * 14.9 * 19.5 Genentech, Inc. and Roche Group 37.7 34.8 32.9 34.3 * * * less than 10% |
Revenue Recognition | Revenue Recognition For all revenue-generating contracts, we perform the following steps to determine the amount of revenue to be recognized: (1) identify the contract or contracts; (2) determine whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (3) measure the transaction price, including the constraint on variable consideration; (4) allocate the transaction price to the performance obligations based on estimated selling prices; and (5) recognize revenue when (or as) we satisfy each performance obligation. We derive revenue by providing diagnostic and research services in our Immune Medicine and Minimal Residual Disease (“MRD”) market opportunities. Our Immune Medicine revenue consists of revenue generated from (1) providing sample testing services for our commercial research product, immunoSEQ, to biopharmaceutical customers and academic institutions; (2) our collaboration agreements with Genentech, Inc. (“Genentech”) and other biopharmaceutical customers in areas of drug and target discovery; and (3) providing our T-Detect COVID tests to clinical customers. Our MRD revenue consists of revenue generated from (1) providing our clonoSEQ report to clinical customers; (2) providing MRD sample testing services to biopharmaceutical customers and certain academic institutions, including investigator-led clinical trials; and (3) providing our clonoSEQ report or results to certain international laboratory sites through technology transfers. For research customers who utilize either immunoSEQ or our MRD services, contracts typically include an amount billed in advance of services (“upfront”) and subsequent billings as sample results are delivered to the customer. Upfront amounts received are recorded as deferred revenue, which we recognize as revenue upon satisfaction of performance obligations. We have identified two typical performance obligations under the terms of our research service contracts: (1) the delivery of our immunoSEQ or MRD data for customer provided samples; and (2) related data analysis. We recognize revenue for both identified performance obligations as sample results are delivered to the customer. In periods where our sample estimates are reduced or a customer project is cancelled and, in either case, we have remaining related deferred revenue, we recognize revenue using a cumulative catch-up approach based on the proportion of samples delivered to date relative to the remaining samples expected to be delivered. For agreements where we provide our clonoSEQ report to ordering physicians, we have identified one performance obligation: the delivery of a clonoSEQ report. We bill and receive payments for these transactions from commercial, government and medical institution payors. As payment from the respective payors may vary based on the various reimbursement rates and patient responsibilities, we consider the transaction price to be variable and record an estimate of the transaction price, subject to the constraint for variable consideration, as revenue at the time of delivery. The estimate of transaction price is based on historical and expected reimbursement rates with the various payors, which are monitored in subsequent periods and adjusted, as necessary, based on actual collection experience. Regarding our clonoSEQ coverage under Medicare, we bill an episode of treatment when we deliver the first eligible test report. This billing contemplates all necessary tests required during a patient’s treatment cycle, which is currently estimated at approximately four tests per patient, including the initial sequence identification test. Revenue recognition commences at the time the initial billable test report is delivered and is based upon cumulative tests delivered to date. We estimate the number of tests we expect to deliver over a patient’s treatment cycle based on historical testing frequencies for patients by indication. These estimates are subject to change as we develop more information about utilization over time. Any unrecognized revenue from the initial billable test is recorded as deferred revenue and is recognized either as we deliver our estimate of the remaining tests in a patient’s treatment cycle or when the likelihood becomes remote that a patient will receive additional testing. The contract transaction price for agreements we enter into with biopharmaceutical customers to further develop and commercialize their therapeutics may consist of a combination of non-refundable upfront fees, separately priced MRD testing fees and milestone fees earned upon our customers’ achievement of certain regulatory approvals. Depending on the contract, these agreements include single or multiple performance obligations. Such performance obligations include providing services to support our customers’ therapeutic development efforts, including regulatory support for our technology intended to be utilized as part of our customers’ registrational trials, developing analytical plans for our data, participating on joint research committees, assisting in completing a regulatory submission and providing MRD testing services related to customer-provided samples for our customers' regulatory submissions. Generally, the support services, excluding MRD testing services, are not distinct within the context of the contract and thus are accounted for as a single performance obligation. The transaction price allocated to the respective performance obligations is estimated using an adjusted market assessment approach for the regulatory support services and a standalone selling price for the estimated MRD testing services. When MRD sample testing services are separately priced customer options, we assess if a material right exists and, if not, the customer option to purchase additional MRD sample testing services is not considered part of the contract. We recognize revenue related to MRD testing services over time using an output method based on the proportion of sample results delivered relative to the total amount of sample results expected to be delivered, when expected to be a faithful depiction of progress. We use the same method to recognize the regulatory support services. When an output method based on the proportion of sample results delivered is not expected to be a faithful depiction of progress, we utilize an input method using a cost-based model based on estimates of effort completed. Selecting the measure of progress and estimating progress to date requires significant judgment. Except for any non-refundable upfront fees, the other forms of compensation represent variable consideration. At contract inception, we fully constrain any consideration related to regulatory milestones, as the achievement of such milestones is subject to third-party regulatory approval and the customers’ own submission decision-making. Variable consideration related to regulatory milestones is estimated using the most likely amount method, where variable consideration is constrained until it is probable that a significant reversal of cumulative revenue will not occur. Milestone payments for regulatory approvals, which are not within our customers’ control, are not considered probable of being achieved until those approvals are received. Determining whether regulatory milestone payments are probable is an area that requires significant judgment. In making this assessment, we evaluate scientific, clinical, regulatory and other risks, as well as the level of effort and investment required to achieve the respective milestone. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Concentrations of Risk Percentage | For each significant customer, revenue as a percentage of total revenue for the periods presented and accounts receivable, net as a percentage of total accounts receivable, net as of the dates presented were as follows: Revenue Accounts Receivable, Net Three Months Ended June 30, Six Months Ended June 30, June 30, December 31, 2023 2022 2023 2022 2023 2022 Customer A *% *% *% *% *% 15.8 % Customer B * 12.3 * 14.9 * 19.5 Genentech, Inc. and Roche Group 37.7 34.8 32.9 34.3 * * * less than 10% |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenue | The following table presents our disaggregated revenue for the periods presented (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Immune Medicine revenue Service revenue $ 5,508 $ 7,296 $ 12,610 $ 14,409 Collaboration revenue 17,536 15,082 26,654 28,785 Total Immune Medicine revenue 23,044 22,378 39,264 43,194 MRD revenue Service revenue 25,882 20,282 47,309 35,086 Regulatory milestone revenue — 1,000 — 4,000 Total MRD revenue 25,882 21,282 47,309 39,086 Total revenue $ 48,926 $ 43,660 $ 86,573 $ 82,280 |
Deferred Revenue (Tables)
Deferred Revenue (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Changes in Deferred Revenue | Changes in deferred revenue during the six months ended June 30, 2023 were as follows (in thousands): Deferred revenue balance at December 31, 2022 $ 122,714 Additions to deferred revenue during the period 22,462 Revenue recognized during the period ( 36,364 ) Deferred revenue balance at June 30, 2023 $ 108,812 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following tables set forth the fair values of financial assets as of June 30, 2023 and December 31, 2022 that were measured at fair value on a recurring basis (in thousands): June 30, 2023 Level 1 Level 2 Level 3 Total Financial assets Money market funds $ 73,986 $ — $ — $ 73,986 U.S. government treasury and agency securities — 314,967 — 314,967 Total financial assets $ 73,986 $ 314,967 $ — $ 388,953 December 31, 2022 Level 1 Level 2 Level 3 Total Financial assets Money market funds $ 38,502 $ — $ — $ 38,502 Commercial paper — 9,969 — 9,969 U.S. government treasury securities — 385,848 — 385,848 Corporate bonds — 12,349 — 12,349 Total financial assets $ 38,502 $ 408,166 $ — $ 446,668 |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Investments | Available-for-sale investments consisted of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities U.S. government treasury and agency securities $ 308,885 $ 12 $ ( 907 ) $ 307,990 Total short-term marketable securities $ 308,885 $ 12 $ ( 907 ) $ 307,990 December 31, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities Commercial paper $ 9,969 $ — $ — $ 9,969 U.S. government treasury securities 389,898 14 ( 4,064 ) 385,848 Corporate bonds 12,415 — ( 66 ) 12,349 Total short-term marketable securities $ 412,282 $ 14 $ ( 4,130 ) $ 408,166 |
Schedule of Gross Unrealized Holding Losses and Fair Value for Investments in Unrealized Loss Position | The following table presents the gross unrealized holding losses and fair values for investments in an unrealized loss position, and the length of time individual securities have been in a continuous loss position, as of June 30, 2023 (in thousands): Less Than 12 Months 12 Months Or Greater Fair Value Unrealized Loss Fair Value Unrealized Loss U.S. government treasury and agency securities $ 199,578 $ ( 250 ) $ 67,989 $ ( 657 ) Total available-for-sale securities $ 199,578 $ ( 250 ) $ 67,989 $ ( 657 ) |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Lessee Disclosure [Abstract] | |
Summary of Reconciles Undiscounted Operating Lease Cash Flows | The following table reconciles our undiscounted operating lease cash flows to our operating lease liabilities, less current portion balance as of June 30, 2023 (in thousands): 2023 (excluding the six months ended June 30, 2023) $ 7,065 2024 13,692 2025 14,098 2026 12,330 2027 11,944 Thereafter 69,244 Total undiscounted lease payments 128,373 Less: Imputed interest rate ( 24,852 ) Total operating lease liabilities 103,521 Less: Current portion ( 9,345 ) Operating lease liabilities, less current portion $ 94,176 |
Revenue Interest Purchase Agr_2
Revenue Interest Purchase Agreement (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Revenue Interest Liability, Net Activity | The following table sets forth the revenue interest liability, net activity during the six months ended June 30, 2023 (in thousands): Revenue interest liability, net at December 31, 2022 $ 125,360 Interest expense 3,531 Revenue interest payable ( 1,883 ) Revenue interest liability, net at March 31, 2023 127,008 Interest expense 3,605 Revenue interest payable ( 2,446 ) Revenue interest liability, net at June 30, 2023 $ 128,167 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Summary of Reserved Shares of Common Stock | As of June 30, 2023, we had reserved shares of common stock for the following: Shares issuable upon the exercise of outstanding stock options granted 14,129,987 Shares issuable upon the vesting of outstanding restricted stock units granted and the maximum outstanding market-based restricted stock units eligible to be earned 12,655,325 Shares available for future grant under the 2019 Equity Incentive Plan 13,408,783 Shares available for future grant under the Employee Stock Purchase Plan 4,235,348 Total shares of common stock reserved for future issuance 44,429,443 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Changes in Shares Available for Grant | Changes in shares available for grant during the six months ended June 30, 2023 were as follows: Shares Available for Grant Shares available for grant at December 31, 2022 14,581,975 2019 Equity Incentive Plan reserve increase effective January 1, 2023 7,155,250 Stock options and restricted stock units granted and the maximum market-based restricted stock units granted eligible to be earned ( 9,749,483 ) Stock options and restricted stock units forfeited or expired 1,421,041 Shares available for grant at June 30, 2023 13,408,783 |
Summary of Stock Option Activity Under 2009 Plan and 2019 Plan | Stock option activity under the 2009 Plan and 2019 Plan during the six months ended June 30, 2023 was as follows: Shares Subject to Weighted-Average Exercise Aggregate Intrinsic Value Stock options outstanding at December 31, 2022 13,520,997 $ 16.88 Stock options granted 1,612,032 8.46 Stock options forfeited ( 502,667 ) 17.43 Stock options expired ( 152,970 ) 30.78 Stock options exercised ( 347,405 ) 6.16 Stock options outstanding at June 30, 2023 14,129,987 $ 16.01 $ 2,377 Stock options vested and exercisable at June 30, 2023 8,872,007 $ 15.67 $ 2,377 |
Summary of Restricted Stock Unit Activity | Restricted stock unit activity under the 2019 Plan during the six months ended June 30, 2023 was as follows: Restricted Stock Units Weighted-Average Grant Date Nonvested restricted stock units outstanding at December 31, 2022 5,981,755 $ 14.11 Restricted stock units granted 6,719,011 8.39 Restricted stock units forfeited ( 765,404 ) 11.75 Restricted stock units vested ( 1,192,711 ) 14.51 Nonvested restricted stock units outstanding at June 30, 2023 10,742,651 $ 10.65 |
Summary of Estimated Grant Date Fair Value of Stock Options Granted | The estimated grant date fair values of stock options granted during the six months ended June 30, 2023 and 2022 were estimated using the Black-Scholes option-pricing model with the following assumptions: Six Months Ended June 30, 2023 2022 Fair value of common stock $ 8.46 $ 7.30 - $ 14.95 Expected term (in years) 5.27 - 6.08 5.27 - 6.08 Risk-free interest rate 4.2 % - 4.3 % 1.7 % - 3.0 % Expected volatility 71.2 % - 71.6 % 68.2 % - 71.0 % Expected dividend yield — — |
Summary of Compensation Costs Related to Stock Options and RSUs Included on Unaudited Condensed Consolidated Statements of Operations | The compensation cost related to stock options, restricted stock units and market-based restricted stock units for the three and six months ended June 30, 2023 and 2022, respectively, are included on the unaudited condensed consolidated statements of operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Cost of revenue $ 1,061 $ 954 $ 2,355 $ 1,749 Research and development 5,531 4,643 10,080 8,988 Sales and marketing 4,439 3,584 7,870 6,813 General and administrative 6,314 4,999 11,711 9,491 Total share-based compensation expense $ 17,345 $ 14,180 $ 32,016 $ 27,041 |
Schedule of Unrecognized Share-Based Compensation Expense and the Remaining Weighted-Average Recognition Period | As of June 30, 2023, unrecognized share-based compensation expense and the remaining weighted-average recognition period were as follows: Unrecognized Share-Based Remaining Weighted-Average Nonvested stock options $ 52,974 2.27 Nonvested restricted stock units 101,404 3.11 Nonvested market-based restricted stock units 11,373 2.45 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Computation of the Basic and Diluted Net Loss Per Share Attributable to Common Shareholders | The following table sets forth the computation of basic and diluted net loss per share attributable to our common shareholders for the three and six months ended June 30, 2023 and 2022, respectively (in thousands, except share and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net loss attributable to Adaptive Biotechnologies Corporation $ ( 47,810 ) $ ( 52,046 ) $ ( 105,509 ) $ ( 114,782 ) Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic and diluted 144,397,693 142,363,589 143,956,867 142,032,261 Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic and diluted $ ( 0.33 ) $ ( 0.37 ) $ ( 0.73 ) $ ( 0.81 ) |
Weighted-Average Common Stock Equivalents were Excluded From Calculation of Diluted Net Loss Per Share | The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share attributable to our common shareholders for the three and six months ended June 30, 2023 and 2022, respectively, as they had an anti-dilutive effect: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Stock options outstanding 14,556,602 14,693,276 14,180,632 13,978,339 Nonvested restricted stock units outstanding 11,007,405 5,364,447 8,956,361 3,983,640 Maximum nonvested market-based restricted stock units outstanding eligible to be earned 1,912,674 494,234 1,411,126 324,938 Total 27,476,681 20,551,957 24,548,119 18,286,917 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Significant Accounting Policies [Line Items] | ||
Restricted cash | $ 2,923 | $ 2,398 |
Digital Biotechnologies Inc | ||
Significant Accounting Policies [Line Items] | ||
Ownership interest percentage | 70% |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule of Concentrations of Risk Percentage (Details) - Customer Concentration Risk | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Customer A | Accounts Receivable, Net | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk, percentage | 15.80% | ||||
Customer B | Revenue | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk, percentage | 12.30% | 14.90% | |||
Customer B | Accounts Receivable, Net | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk, percentage | 19.50% | ||||
Genentech, Inc. and Roche Group | Revenue | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk, percentage | 37.70% | 34.80% | 32.90% | 34.30% |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenue | $ 48,926 | $ 43,660 | $ 86,573 | $ 82,280 |
Immune Medicine Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 23,044 | 22,378 | 39,264 | 43,194 |
Immune Medicine Revenue | Service Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 5,508 | 7,296 | 12,610 | 14,409 |
Immune Medicine Revenue | Collaboration Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 17,536 | 15,082 | 26,654 | 28,785 |
MRD Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 25,882 | 21,282 | 47,309 | 39,086 |
MRD Revenue | Service Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | $ 25,882 | 20,282 | $ 47,309 | 35,086 |
MRD Revenue | Regulatory Milestone Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | $ 1,000 | $ 4,000 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
May 31, 2023 | Feb. 28, 2019 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Disaggregation Of Revenue [Line Items] | |||||||
Revenue from collaboration agreement | $ 48,926,000 | $ 43,660,000 | $ 86,573,000 | $ 82,280,000 | |||
Deferred revenue | 108,812,000 | 108,812,000 | $ 122,714,000 | ||||
Medicare Reimbursements | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Revenue from collaboration agreement | 1,300,000 | 1,400,000 | 2,700,000 | 2,800,000 | |||
Medicare Reimbursements | Immune Medicine Service Revenue | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Revenue from collaboration agreement | 400,000 | 200,000 | |||||
Medicare Reimbursements | MRD Service Revenue | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Revenue from collaboration agreement | 2,300,000 | 2,600,000 | |||||
MRD Development Agreements | Maximum | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Additional milestone payment receivable | 399,500,000 | 399,500,000 | |||||
Genentech Collaboration Agreement | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Revenue from collaboration agreement | $ 7,700,000 | 17,500,000 | $ 13,800,000 | 26,700,000 | $ 26,000,000 | ||
Non-refundable upfront payments received | $ 300,000,000 | $ 300,000,000 | |||||
Additional transaction price of regulatory milestone | 10,000,000 | ||||||
Deferred revenue | $ 2,300,000 | ||||||
Genentech Collaboration Agreement | Regulatory Milestones | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Additional transaction price of regulatory milestone | 10,000,000 | ||||||
Genentech Collaboration Agreement | Maximum | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Revenue recognition expected period | 9 years | ||||||
Genentech Collaboration Agreement | Maximum | Regulatory Milestones | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Expected revenue through milestone payments | 75,000,000 | $ 75,000,000 | |||||
Genentech Collaboration Agreement | Maximum | Development Milestones | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Expected revenue through milestone payments | 300,000,000 | 300,000,000 | |||||
Genentech Collaboration Agreement | Maximum | Commercial Milestones | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Expected revenue through milestone payments | 1,430,000,000 | 1,430,000,000 | |||||
Genentech Collaboration Agreement | Minimum | |||||||
Disaggregation Of Revenue [Line Items] | |||||||
Expected revenue through milestone payments | $ 1,800,000,000 | $ 1,800,000,000 | |||||
Revenue recognition expected period | 8 years |
Deferred Revenue - Additional I
Deferred Revenue - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Disaggregation Of Revenue [Line Items] | |||
Current deferred revenue | $ 57,917 | $ 57,917 | $ 64,115 |
Non-current deferred revenue | 50,895 | 50,895 | 58,599 |
Revenue recognized | 28,700 | (36,364) | |
Development Revenue | Genentech, Inc. | |||
Disaggregation Of Revenue [Line Items] | |||
Current deferred revenue | 23,000 | 23,000 | 31,800 |
Non-current deferred revenue | $ 47,700 | $ 47,700 | $ 55,500 |
Deferred Revenue - Additional_2
Deferred Revenue - Additional Information (Details1) - Genentech, Inc. - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-07-01 | Jun. 30, 2023 |
Disaggregation Of Revenue [Line Items] | |
Deferred revenue, expected to be recognized | 12 months |
Maximum | |
Disaggregation Of Revenue [Line Items] | |
Deferred revenue, expected to be recognized | 4 years |
Deferred Revenue - Schedule of
Deferred Revenue - Schedule of Changes in Deferred Revenue (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue balance at December 31, 2022 | $ 122,714 | |
Additions to deferred revenue during the period | 22,462 | |
Revenue recognized during the period | $ 28,700 | (36,364) |
Deferred revenue balance at June 30, 2023 | $ 108,812 | $ 108,812 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Recurring basis - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Financial assets | ||
Total financial assets | $ 388,953 | $ 446,668 |
Level 1 | ||
Financial assets | ||
Total financial assets | 73,986 | 38,502 |
Level 2 | ||
Financial assets | ||
Total financial assets | 314,967 | 408,166 |
Money Market Funds | ||
Financial assets | ||
Total financial assets | 73,986 | 38,502 |
Money Market Funds | Level 1 | ||
Financial assets | ||
Total financial assets | 73,986 | 38,502 |
U.S. Government Treasury and Agency Securities | ||
Financial assets | ||
Total financial assets | 314,967 | |
U.S. Government Treasury and Agency Securities | Level 2 | ||
Financial assets | ||
Total financial assets | $ 314,967 | |
Commercial Paper | ||
Financial assets | ||
Total financial assets | 9,969 | |
Commercial Paper | Level 2 | ||
Financial assets | ||
Total financial assets | 9,969 | |
U.S. Government Treasury Securities | ||
Financial assets | ||
Total financial assets | 385,848 | |
U.S. Government Treasury Securities | Level 2 | ||
Financial assets | ||
Total financial assets | 385,848 | |
Corporate Bonds | ||
Financial assets | ||
Total financial assets | 12,349 | |
Corporate Bonds | Level 2 | ||
Financial assets | ||
Total financial assets | $ 12,349 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ in Millions | Jun. 30, 2023 USD ($) |
U.S. Government Treasury and Agency Securities | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash and cash equivalents | $ 7 |
Investments - Schedule of Avail
Investments - Schedule of Available-for-sale Investments (Details) - Short-Term Marketable Securities - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | $ 308,885 | $ 412,282 |
Unrealized Gain | 12 | 14 |
Unrealized Loss | (907) | (4,130) |
Estimated Fair Value | 307,990 | 408,166 |
U.S. Government Treasury and Agency Securities | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 308,885 | |
Unrealized Gain | 12 | |
Unrealized Loss | (907) | |
Estimated Fair Value | $ 307,990 | |
Commercial Paper | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 9,969 | |
Estimated Fair Value | 9,969 | |
U.S. Government Treasury Securities | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 389,898 | |
Unrealized Gain | 14 | |
Unrealized Loss | (4,064) | |
Estimated Fair Value | 385,848 | |
Corporate Bonds | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 12,415 | |
Unrealized Loss | (66) | |
Estimated Fair Value | $ 12,349 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Prepaid Expenses and Other Current Assets | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Accrued interest receivable | $ 0.9 | $ 0.8 |
Investments - Schedule of Gross
Investments - Schedule of Gross Unrealized Holding Losses and Fair Value for Investments in Unrealized Loss Position (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Schedule of Available-for-Sale Securities [Line Items] | |
Less than 12 months, Fair value | $ 199,578 |
Less than 12 months, Unrealized loss | (250) |
12 months or greater, Fair value | 67,989 |
12 months or greater, Unrealized loss | (657) |
U.S. Government Treasury and Agency Securities | |
Schedule of Available-for-Sale Securities [Line Items] | |
Less than 12 months, Fair value | 199,578 |
Less than 12 months, Unrealized loss | (250) |
12 months or greater, Fair value | 67,989 |
12 months or greater, Unrealized loss | $ (657) |
Leases - Summary of Reconciles
Leases - Summary of Reconciles Undiscounted Operating Lease Cash Flows (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Lessee Disclosure [Abstract] | ||
2023 (excluding the six months ended June 30, 2023) | $ 7,065 | |
2024 | 13,692 | |
2025 | 14,098 | |
2026 | 12,330 | |
2027 | 11,944 | |
Thereafter | 69,244 | |
Total undiscounted lease payments | 128,373 | |
Less: Imputed interest rate | (24,852) | |
Total operating lease liabilities | 103,521 | |
Less: Current portion | (9,345) | $ (9,230) |
Operating lease liabilities, less current portion | $ 94,176 | $ 98,772 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Lessee Disclosure [Abstract] | ||
Cash paid for amounts included in measurement of lease liabilities, net of tenant improvement allowances received | $ 6.9 | $ 3.3 |
Cash received for tenant improvement allowances | $ 4 | |
Letter of credit | $ 2.1 |
Revenue Interest Purchase Agr_3
Revenue Interest Purchase Agreement - Additional Information (Details) - Purchase Agreement - OrbiMed - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 12, 2022 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2023 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Upfront payment received | $ 125,000,000 | |||
Potential revenue interest second payment to be received | $ 75,000,000 | |||
Purchase agreement, second payment date | Sep. 12, 2025 | |||
Potential revenue interest third payment to be received | $ 50,000,000 | |||
Purchase agreement, third payment date | Sep. 12, 2025 | |||
Revenue interest payment term | 45 days | |||
Amortization of purchase agreement obligation | $ 0 | |||
Effective interest rate | 11.40% | 11.40% | ||
Debt issuance costs | $ 600,000 | $ 600,000 | ||
Revenue interest payable | $ 2,446,000 | $ 1,883,000 | $ 2,400,000 | |
Maximum | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Potential revenue interest payment to be received | $ 125,000,000 |
Revenue Interest Purchase Agr_4
Revenue Interest Purchase Agreement - Schedule of Revenue Interest Liability, Net Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2023 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Revenue interest liability, net | $ 125,360 | $ 125,360 | |
Revenue interest liability, net | $ 128,167 | 128,167 | |
OrbiMed | Purchase Agreement | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Revenue interest liability, net | 127,008 | 125,360 | 125,360 |
Interest expense | 3,605 | 3,531 | |
Revenue interest payable | (2,446) | (1,883) | (2,400) |
Revenue interest liability, net | $ 128,167 | $ 127,008 | $ 128,167 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) | 6 Months Ended | ||
Jan. 01, 2023 shares | Jan. 01, 2020 | Jun. 30, 2023 Vote | |
Class Of Stock [Line Items] | |||
Common stock voting rights description | Holders of our common stock are entitled to one vote for each share of common stock held | ||
Number of vote for each share | Vote | 1 | ||
Employee Stock Purchase Plan | |||
Class Of Stock [Line Items] | |||
Increase in share reserve | 1,431,050 | ||
Employee Stock Purchase Plan | Maximum | |||
Class Of Stock [Line Items] | |||
Percentage of annual increases in number of shares | 1% | ||
2019 Equity Incentive Plan | |||
Class Of Stock [Line Items] | |||
Increase in share reserve | 7,155,250 | ||
2019 Equity Incentive Plan | Maximum | |||
Class Of Stock [Line Items] | |||
Percentage of annual increases in number of shares | 5% |
Shareholders' Equity - Summary
Shareholders' Equity - Summary of Reserved Shares of Common Stock (Details) | Jun. 30, 2023 shares |
Class Of Stock [Line Items] | |
Total shares of common stock reserved for future issuance | 44,429,443 |
Shares Issuable Upon the Exercise of Outstanding Stock Options Granted | |
Class Of Stock [Line Items] | |
Total shares of common stock reserved for future issuance | 14,129,987 |
Shares Issuable Upon the Vesting of Outstanding Restricted Stock Units and the Maximum Outstanding Market-based Restricted Stock Units Granted | |
Class Of Stock [Line Items] | |
Total shares of common stock reserved for future issuance | 12,655,325 |
Common Stock Options Granted | 2019 Equity Incentive Plan | |
Class Of Stock [Line Items] | |
Total shares of common stock reserved for future issuance | 13,408,783 |
Common Stock Options Granted | Employee Stock Purchase Plan | |
Class Of Stock [Line Items] | |
Total shares of common stock reserved for future issuance | 4,235,348 |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Mar. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Weighted-average remaining contractual life stock options outstanding | 6 years 8 months 12 days | |||||
Weighted-average remaining contractual life vested and exercisable options outstanding | 5 years 6 months | |||||
Weighted-average grant date fair value | $ 5.61 | $ 7.36 | ||||
Recognized share-based compensation expense | $ 17,345 | $ 14,180 | $ 32,016 | $ 27,041 | ||
Option Valuation Model | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Expected dividend yield | 0% | |||||
Monte Carlo Valuation Model | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Recognized share-based compensation expense | $ 9,800 | $ 4,700 | ||||
Requisite service period term | 3 years | |||||
Market-Based Restricted Stock Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Restricted stock units outstanding | 956,337 | 956,337 | ||||
Weighted-average grant date fair value per share | $ 15.13 | $ 15.13 | ||||
Market-Based Restricted Stock Units | Monte Carlo Valuation Model | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Weighted-average grant date fair value | $ 13.82 | $ 18.89 | ||||
Market-Based Restricted Stock Units | Chief Executive Officer | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Performance period term | 3 years | |||||
Market-Based Restricted Stock Units | Minimum | Chief Executive Officer | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Common stock that may be earned under the award | 0 | 0 | 0 | |||
Market-Based Restricted Stock Units | Maximum | Chief Executive Officer | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Common stock that may be earned under the award | 709,220 | 709,220 | 494,234 | |||
2009 Equity Incentive Plan | Grant | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Shares available for future issuance | 0 | 0 | ||||
2009 Equity Incentive Plan | Grant | Maximum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Option expiration period | 10 years | |||||
2019 Equity Incentive Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Shares available for future issuance | 13,408,783 | 13,408,783 | 14,581,975 | |||
2019 Equity Incentive Plan | Grant | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of shares authorized for issuance | 35,014,382 | 35,014,382 | ||||
2019 Equity Incentive Plan | Grant | Non Employee Directors | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
2019 Equity Incentive Plan | Grant | Maximum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Option expiration period | 10 years | |||||
2019 Equity Incentive Plan | Restricted Stock Units (RSUs) | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Weighted-average grant date fair value | $ 8.39 | $ 11.66 | ||||
Restricted stock units outstanding | 10,742,651 | 10,742,651 | 5,981,755 | |||
Weighted-average grant date fair value per share | $ 10.65 | $ 10.65 | $ 14.11 |
Equity Incentive Plans - Summar
Equity Incentive Plans - Summary of Changes in Shares Available for Grant (Details) - 2019 Equity Incentive Plan | 6 Months Ended |
Jun. 30, 2023 shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares available for grant at December 31, 2022 | 14,581,975 |
2019 Equity Incentive Plan reserve increase effective January 1, 2023 | 7,155,250 |
Stock options and restricted stock units granted and the maximum market-based restricted stock units granted eligible to be earned | (9,749,483) |
Stock options and restricted stock units forfeited or expired | 1,421,041 |
Shares available for grant at June 30, 2023 | 13,408,783 |
Equity Incentive Plans - Summ_2
Equity Incentive Plans - Summary of Stock Option Activity Under 2009 Plan and 2019 Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Shares Subject to Outstanding Stock Options, Stock Options outstanding, Beginning Balance | 13,520,997 |
Shares Subject to Outstanding Stock Options, Stock Options granted | 1,612,032 |
Shares Subject to Outstanding Stock Options, Stock Options forfeited | (502,667) |
Shares Subject to Outstanding Stock Options, Stock Options expired | (152,970) |
Shares Subject to Outstanding Stock Options, Stock Options exercised | (347,405) |
Shares Subject to Outstanding Stock Options, Stock Options outstanding, Ending Balance | 14,129,987 |
Shares Subject to Outstanding Stock Options, Stock Options vested and exercisable | 8,872,007 |
Weighted Average Exercise Price per Share, Stock Options outstanding, Beginning Balance | $ 16.88 |
Weighted Average Exercise Price per Share, Stock Options granted | 8.46 |
Weighted Average Exercise Price per Share, Stock Options forfeited | 17.43 |
Weighted Average Exercise Price per Share, Stock Options expired | 30.78 |
Weighted Average Exercise Price per Share, Stock Options exercised | 6.16 |
Weighted Average Exercise Price per Share, Stock Options outstanding, Ending Balance | 16.01 |
Weighted Average Exercise Price per Share, Stock Options vested and exercisable | $ 15.67 |
Aggregate Intrinsic Value, Stock Option outstanding | $ 2,377 |
Aggregate Intrinsic Value, Stock Options vested and exercisable | $ 2,377 |
Equity Incentive Plans - Summ_3
Equity Incentive Plans - Summary of Restricted Stock Unit Activity (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Weighted-Average Grant Date Fair Value per Share | ||
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Granted | $ 5.61 | $ 7.36 |
Restricted Stock Units (RSUs) | 2019 Equity Incentive Plan | ||
Restricted Stock Units Outstanding | ||
Restricted Stock Units Outstanding, Nonvested Outstanding, Beginning Balance | 5,981,755 | |
Restricted Stock Units Outstanding, Granted | 6,719,011 | |
Restricted Stock Units Outstanding, Forfeited | (765,404) | |
Restricted Stock Units Outstanding, Vested | (1,192,711) | |
Restricted Stock Units Outstanding, Nonvested Outstanding, Ending Balance | 10,742,651 | |
Weighted-Average Grant Date Fair Value per Share | ||
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Beginning Balance | $ 14.11 | |
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Granted | 8.39 | $ 11.66 |
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Forfeited | 11.75 | |
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Vested | 14.51 | |
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Ending Balance | $ 10.65 |
Equity Incentive Plans - Summ_4
Equity Incentive Plans - Summary of Estimated Grant Date Fair Value of Stock Options Granted (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Fair value of common stock | $ 8.46 | |
Risk-free interest rate, minimum | 4.20% | 1.70% |
Risk-free interest rate, maximum | 4.30% | 3% |
Expected volatility, minimum | 71.20% | 68.20% |
Expected volatility, maximum | 71.60% | 71% |
Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Fair value of common stock | $ 7.3 | |
Expected term (in years) | 5 years 3 months 7 days | 5 years 3 months 7 days |
Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Fair value of common stock | $ 14.95 | |
Expected term (in years) | 6 years 29 days | 6 years 29 days |
Equity Incentive Plans - Summ_5
Equity Incentive Plans - Summary of Compensation Costs Related to Stock Options and RSUs Included on Unaudited Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 17,345 | $ 14,180 | $ 32,016 | $ 27,041 |
Cost of Revenue | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total share-based compensation expense | 1,061 | 954 | 2,355 | 1,749 |
Research and Development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total share-based compensation expense | 5,531 | 4,643 | 10,080 | 8,988 |
Sales and Marketing | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total share-based compensation expense | 4,439 | 3,584 | 7,870 | 6,813 |
General and Administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 6,314 | $ 4,999 | $ 11,711 | $ 9,491 |
Equity Incentive Plans - Schedu
Equity Incentive Plans - Schedule of Unrecognized Share-Based Compensation Expense and the Remaining Weighted-Average Recognition Period (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Nonvested Stock Options | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized Share-Based Compensation Expense | $ 52,974 |
Remaining Weighted-Average Recognition Period (in years) | 2 years 3 months 7 days |
Nonvested Restricted Stock Units | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized Share-Based Compensation Expense | $ 101,404 |
Remaining Weighted-Average Recognition Period (in years) | 3 years 1 month 9 days |
Nonvested Market-Based Restricted Stock Units | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized Share-Based Compensation Expense | $ 11,373 |
Remaining Weighted-Average Recognition Period (in years) | 2 years 5 months 12 days |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders - Computation of the Basic and Diluted Net Loss Per Share Attributable to Common Shareholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Net loss attributable to Adaptive Biotechnologies Corporation | $ (47,810) | $ (52,046) | $ (105,509) | $ (114,782) |
Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic | 144,397,693 | 142,363,589 | 143,956,867 | 142,032,261 |
Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic | $ (0.33) | $ (0.37) | $ (0.73) | $ (0.81) |
Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, diluted | 144,397,693 | 142,363,589 | 143,956,867 | 142,032,261 |
Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, diluted | $ (0.33) | $ (0.37) | $ (0.73) | $ (0.81) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders - Weighted-Average Common Stock Equivalents were Excluded From Calculation of Diluted Net Loss Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 27,476,681 | 20,551,957 | 24,548,119 | 18,286,917 |
Common Stock Options Granted | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 14,556,602 | 14,693,276 | 14,180,632 | 13,978,339 |
Nonvested Restricted Stock Units Outstanding | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 11,007,405 | 5,364,447 | 8,956,361 | 3,983,640 |
Nonvested Market-based Restricted Stock Units Outstanding Granted | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 1,912,674 | 494,234 | 1,411,126 | 324,938 |