Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 23, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ADPT | ||
Entity Registrant Name | ADAPTIVE BIOTECHNOLOGIES CORPORATION | ||
Entity Central Index Key | 0001478320 | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Public Float | $ 756,000,000 | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Title of 12(b) Security | Common stock, par value $0.0001 per share | ||
Security Exchange Name | NASDAQ | ||
Entity Common Stock, Shares Outstanding | 145,092,271 | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Interactive Data Current | Yes | ||
Entity File Number | 001-38957 | ||
Entity Tax Identification Number | 27-0907024 | ||
Entity Address, Address Line One | 1165 Eastlake Avenue East | ||
Entity Address, City or Town | Seattle | ||
Entity Address, State or Province | WA | ||
Entity Address, Postal Zip Code | 98109 | ||
City Area Code | (206) | ||
Local Phone Number | 659-0067 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Incorporation, State or Country Code | WA | ||
ICFR Auditor Attestation Flag | true | ||
Documents Incorporated by Reference | The information required by Part III of this Annual Report on Form 10-K, to the extent not set forth herein, is incorporated herein by reference from the Registrant’s definitive proxy statement relating to the Annual Meeting of Shareholders to be held in 2024. | ||
Auditor Firm ID | 42 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | Seattle, Washington | ||
Document Financial Statement Error Correction [Flag] | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 65,064 | $ 90,030 |
Short-term marketable securities (amortized cost of $281,122 and $412,282, respectively) | 281,337 | 408,166 |
Accounts receivable, net | 37,969 | 40,057 |
Inventory | 14,448 | 14,453 |
Prepaid expenses and other current assets | 11,370 | 9,440 |
Total current assets | 410,188 | 562,146 |
Long-term assets | ||
Property and equipment, net | 68,227 | 83,447 |
Operating lease right-of-use assets | 52,096 | 80,763 |
Restricted cash | 2,932 | 2,398 |
Intangible assets, net | 5,128 | 6,827 |
Goodwill | 118,972 | 118,972 |
Other assets | 3,591 | 2,064 |
Total assets | 661,134 | 856,617 |
Current liabilities | ||
Accounts payable | 7,719 | 8,084 |
Accrued liabilities | 8,597 | 12,424 |
Accrued compensation and benefits | 13,685 | 15,935 |
Current portion of operating lease liabilities | 9,384 | 9,230 |
Current portion of deferred revenue | 48,630 | 64,115 |
Total current liabilities | 88,015 | 109,788 |
Long-term liabilities | ||
Operating lease liabilities, less current portion | 89,388 | 98,772 |
Deferred revenue, less current portion | 44,793 | 58,599 |
Revenue interest liability, net | 130,660 | 125,360 |
Total liabilities | 352,856 | 392,519 |
Commitments and contingencies (Note 12) | ||
Shareholders’ equity | ||
Preferred stock: $0.0001 par value, 10,000,000 shares authorized at December 31, 2023 and 2022; no shares issued and outstanding at December 31, 2023 and 2022 | ||
Common stock: $0.0001 par value, 340,000,000 shares authorized at December 31, 2023 and 2022; 145,082,271 and 143,105,002 shares issued and outstanding at December 31, 2023 and 2022, respectively | 14 | 14 |
Additional paid-in capital | 1,452,502 | 1,387,349 |
Accumulated other comprehensive gain (loss) | 215 | (4,116) |
Accumulated deficit | (1,144,332) | (919,082) |
Total Adaptive Biotechnologies Corporation shareholders’ equity | 308,399 | 464,165 |
Noncontrolling interest | (121) | (67) |
Total shareholders’ equity | 308,278 | 464,098 |
Total liabilities and shareholders’ equity | $ 661,134 | $ 856,617 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Amortized cost of short-term marketable securities | $ 281,122 | $ 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 | 145,082,271 | 143,105,002 |
Common stock outstanding | 145,082,271 | 143,105,002 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue | |||
Revenue | $ 170,276 | $ 185,308 | $ 154,344 |
Operating expenses | |||
Cost of revenue | 75,553 | 57,909 | 49,301 |
Research and development | 122,117 | 141,756 | 142,343 |
Sales and marketing | 88,579 | 95,603 | 95,465 |
General and administrative | 83,934 | 88,527 | 74,502 |
Amortization of intangible assets | 1,699 | 1,699 | 1,699 |
Impairment of right-of-use and related long-lived assets | 25,429 | ||
Total operating expenses | 397,311 | 385,494 | 363,310 |
Loss from operations | (227,035) | (200,186) | (208,966) |
Interest and other income, net | 15,531 | 4,056 | 1,668 |
Interest expense | (13,800) | (4,238) | |
Net loss | (225,304) | (200,368) | (207,298) |
Add: Net loss attributable to noncontrolling interest | 54 | 177 | 19 |
Net loss attributable to Adaptive Biotechnologies Corporation | $ (225,250) | $ (200,191) | $ (207,279) |
Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic | $ (1.56) | $ (1.4) | $ (1.48) |
Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic | 144,383,294 | 142,515,917 | 140,354,915 |
Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, diluted | $ (1.56) | $ (1.4) | $ (1.48) |
Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, diluted | 144,383,294 | 142,515,917 | 140,354,915 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Financial Position [Abstract] | |||
Net loss | $ (225,304) | $ (200,368) | $ (207,298) |
Other comprehensive income (loss) | |||
Change in unrealized gains and losses on investments | 4,331 | (2,979) | (2,030) |
Comprehensive loss | (220,973) | (203,347) | (209,328) |
Add: Comprehensive loss attributable to noncontrolling interest | 54 | 177 | 19 |
Comprehensive loss attributable to Adaptive Biotechnologies Corporation | $ (220,919) | $ (203,170) | $ (209,309) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid In Capital | Accumulated Other Comprehensive Gain (Loss) | Accumulated Deficit | Noncontrolling Interest |
Beginning Balance at Dec. 31, 2020 | $ 743,266 | $ 14 | $ 1,253,971 | $ 893 | $ (511,612) | |
Beginning Balance, Shares at Dec. 31, 2020 | 137,646,896 | |||||
Issuance of common stock upon exercise of common stock warrant, Shares | 54,162 | |||||
Issuance of common stock for cash upon exercise of stock options | 26,484 | 26,484 | ||||
Issuance of common stock for cash upon exercise of stock options, Shares | 3,674,057 | |||||
Vesting of restricted stock units | 18,750 | |||||
Share-based compensation | 43,251 | 43,251 | ||||
Capital contributions for Digital Biotechnologies, Inc. | 429 | 300 | $ 129 | |||
Other comprehensive (loss) income | (2,030) | (2,030) | ||||
Net loss | (207,298) | (207,279) | (19) | |||
Ending Balance at Dec. 31, 2021 | 604,102 | $ 14 | 1,324,006 | (1,137) | (718,891) | 110 |
Ending Balance, Shares at Dec. 31, 2021 | 141,393,865 | |||||
Issuance of common stock for cash upon exercise of stock options | 7,866 | 7,866 | ||||
Issuance of common stock for cash upon exercise of stock options, Shares | 1,406,500 | |||||
Vesting of restricted stock units | 304,637 | |||||
Share-based compensation | 55,477 | 55,477 | ||||
Other comprehensive (loss) income | (2,979) | (2,979) | ||||
Net loss | (200,368) | (200,191) | (177) | |||
Ending Balance at Dec. 31, 2022 | 464,098 | $ 14 | 1,387,349 | (4,116) | (919,082) | (67) |
Ending Balance, Shares at Dec. 31, 2022 | 143,105,002 | |||||
Issuance of common stock for cash upon exercise of stock options | $ 2,245 | 2,245 | ||||
Issuance of common stock for cash upon exercise of stock options, Shares | 470,405 | 470,405 | ||||
Vesting of restricted stock units | 1,506,864 | |||||
Share-based compensation | $ 62,908 | 62,908 | ||||
Other comprehensive (loss) income | 4,331 | 4,331 | ||||
Net loss | (225,304) | (225,250) | (54) | |||
Ending Balance at Dec. 31, 2023 | $ 308,278 | $ 14 | $ 1,452,502 | $ 215 | $ (1,144,332) | $ (121) |
Ending Balance, Shares at Dec. 31, 2023 | 145,082,271 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities | |||
Net loss | $ (225,304) | $ (200,368) | $ (207,298) |
Adjustments to reconcile net loss to net cash used in operating activities | |||
Depreciation expense | 20,532 | 19,221 | 12,254 |
Noncash lease expense | 6,920 | 7,227 | 7,028 |
Share-based compensation expense | 62,908 | 55,477 | 43,251 |
Intangible assets amortization | 1,699 | 1,699 | 1,699 |
Investment amortization | (9,184) | 741 | 7,233 |
Impairment of right-of-use and related long-lived assets | 25,429 | ||
Inventory reserve | 1,387 | 2,638 | |
Noncash interest expense | 5,300 | 985 | |
Other | 172 | (19) | (78) |
Changes in operating assets and liabilities | |||
Accounts receivable, net | 2,032 | (22,648) | (7,362) |
Inventory | (2,838) | 817 | (5,200) |
Prepaid expenses and other current assets | (1,930) | 3,551 | 1,286 |
Accounts payable and accrued liabilities | (5,407) | 7,111 | 3,940 |
Operating lease right-of-use assets and liabilities | (8,676) | (4,050) | 8,522 |
Deferred revenue | (29,291) | (56,496) | (57,727) |
Other | (73) | 169 | (275) |
Net cash used in operating activities | (156,324) | (183,945) | (192,727) |
Investing activities | |||
Purchases of property and equipment | (10,697) | (16,349) | (61,746) |
Purchases of marketable securities | (429,558) | (278,778) | (316,544) |
Proceeds from maturities of marketable securities | 569,902 | 298,032 | 559,500 |
Net cash provided by investing activities | 129,647 | 2,905 | 181,210 |
Financing activities | |||
Proceeds from exercise of stock options | 2,245 | 7,890 | 26,717 |
Proceeds from revenue interest purchase agreement, net of issuance costs | 124,375 | ||
Proceeds from initial capital contributions for Digital Biotechnologies, Inc. | 429 | ||
Net cash provided by financing activities | 2,245 | 132,265 | 27,146 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (24,432) | (48,775) | 15,629 |
Cash, cash equivalents and restricted cash at beginning of year | 92,428 | 141,203 | 125,574 |
Cash, cash equivalents and restricted cash at end of year | 67,996 | 92,428 | 141,203 |
Noncash investing activities | |||
Purchases of equipment included in accounts payable and accrued liabilities | 687 | 1,719 | $ 682 |
Supplemental disclosure of cash flow information | |||
Cash paid for interest | $ 8,985 | $ 494 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 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 understand precisely how the immune system detects and treats disease in that patient. We capture these insights in our dynamic clinical immunomics database and related antigen annotations, which are underpinned by computational biology and machine learning, and use them to develop and commercialize clinical products and services that can be tailored to the needs of individual patients. 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 | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation and Principles of Consolidation The 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 consolidated financial statements as noncontrolling interest. All intercompany transactions and balances have been eliminated upon consolidation. Use of Estimates The preparation of 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 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, the analysis of goodwill impairment and the recoverability and impairment of long-lived assets , 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. Segment Information We have determined that our chief executive officer is the chief operating decision maker (“CODM”). The CODM regularly reviews operating results and other financial information presented on a consolidated basis. While revenue is reviewed at levels lower than the consolidated entity, resource allocation decisions are made by the CODM based on the results presented at the consolidated entity level, which is determined to be a single reporting unit. The consolidated entity operates as one operating segment and represents one reportable segment. We present disaggregated revenue from contracts with customers by market opportunity and type of arrangement. See Note 3, Revenue . Cash and Cash Equivalents Cash and cash equivalents are stated at fair value. Cash equivalents include only securities having an original maturity of three months or less at the time of purchase. We limit our credit risk associated with cash and cash equivalents by placing our investments with banks that we believe are highly creditworthy and with highly rated money market funds. Cash and cash equivalents primarily consist of bank deposits and investments in money market funds. Restricted Cash We had a restricted cash balance of $ 2.9 million and $ 2.4 million as of December 31, 2023 and 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. Investments in Marketable Securities Marketable securities are classified as available-for-sale, consist of United States (“U.S.” ) government treasury and agency securities, corporate bonds and commercial paper and are reported at fair value. Unrealized holding gains and losses are reflected as a separate component of shareholders’ equity in accumulated other comprehensive gain (loss) until realized. Realized gains and losses on the sale of these securities are recognized in net income or loss. The cost of marketable securities sold is based on the specific identification method. Fair Value of Financial Instruments The Financial Accounting Standards Board (“FASB”) has defined fair value as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. The FASB established a fair value hierarchy that requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The hierarchy defines three levels of inputs that may be used to measure fair value: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. A financial instrument categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. In certain cases, where there is limited activity or less transparency around valuation inputs, financial instruments are classified as Level 3 within the valuation hierarchy. Our financial instruments consist of Level 1 and Level 2 assets and have included Level 3 liabilities in the past. The carrying amounts of certain financial instruments approximate fair value due to their short maturities. We did not have any nonfinancial assets or liabilities that were measured or disclosed at fair value on a recurring basis as of December 31, 2023 and 2022. 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, 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 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 Year Ended December 31, December 31, 2023 2022 2021 2023 2022 Customer A *% *% *% *% 15.8 % Customer B * 11.6 * * 19.5 Genentech, Inc. and Roche Group 27.8 36.4 41.9 * * * less than 10% Accounts Receivable Accounts receivable consists of amounts due from customers for services performed. We review our accounts receivable for credit impairment and regularly analyze the status of significant past due receivables to determine if any will potentially be uncollectible to estimate the amount of allowance necessary to reduce accounts receivable to its estimated net realizable value. Inventory Inventory consists of laboratory materials and supplies used in lab analysis. We capitalize inventory when purchased and record expense upon order fulfillment for servicing revenue or utilization in our research and development laboratories. Inventory is valued at the lower of cost or market on a first-in, first-out basis. We periodically perform obsolescence assessments and write-off any inventory that is no longer usable. Long-term inventory of $ 2.8 million and $ 1.4 million was included within the other assets balance on the consolidated balance sheet as of December 31, 2023 and 2022, respectively. Property and Equipment Property and equipment consists of computer equipment, computer software, laboratory equipment, leasehold improvements, furniture and office equipment and assets under construction. Property and equipment are recorded at cost and depreciation is recognized using the straight-line method based on estimated useful life. Maintenance and repairs are charged to expense as incurred and costs of improvements are capitalized. Useful lives assigned to property and equipment are as follows: Laboratory equipment 3 years to 7 years Leasehold improvements Shorter of estimated useful life or remaining lease term Computer equipment and software 3 years to 5 years Furniture and office equipment 5 years to 7 years We review long-lived assets for impairment annually or whenever events or circumstances indicate the carrying amount of an asset group may not be recoverable. Gains and losses from asset disposals and impairment losses, if incurred, are classified within the consolidated statements of operations in accordance with the use of the asset, if not separately stated within its own financial statement line item. See Note 10, Leases for more information regarding the leasehold improvements impairment loss recognized during the year-ended December 31, 2023. Intangible Assets Intangible assets acquired in a business combination are recognized separately from goodwill and are initially recognized at their fair value at the acquisition date, which is regarded as their cost. Intangible assets may also result from the purchase of assets and intellectual property in a transaction that does not qualify as a business combination. Intangible assets are amortized over their estimated useful lives on a straight-line basis which approximates their usage pattern. Intangible assets are reviewed for impairment at least annually or if indicators of potential impairment exist. We have no t recognized any impairment losses on intangible assets. Goodwill Goodwill represents the excess of the purchase price over the net amount of identifiable assets acquired and liabilities assumed in a business combination measured at fair value. We assess goodwill for impairment annually on October 1, or more frequently if events or changes in circumstances would more likely than not reduce the fair value of our single reporting unit below its carrying value. We evaluate goodwill for impairment by first assessing qualitative factors to determine whether it is more likely than not that the fair value of our reporting unit is less than its carrying amount. If we so determine, or if we choose to bypass the qualitative assessment, we perform a quantitative goodwill impairment test. If impairment exists, the carrying value of the goodwill is reduced to its fair value through an impairment charge recorded in the consolidated statements of operations. To date, we have no t recognized any impairment of goodwill. Leases We determine if an arrangement contains a lease at inception. We have operating lease agreements for the laboratory, office and warehouse facilities that we occupy. Operating lease right-of-use (“ROU”) assets and operating lease liabilities are recognized at the date the underlying asset becomes available for our use and are based on the present value of the future minimum lease payments over the lease term. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received. As our leases generally do not provide an implicit interest rate, the present value of our future minimum lease payments is determined using our incremental borrowing rate. This rate is an estimate of the collateralized borrowing rate we would incur on our future lease payments over a similar term and is based on the information available to us at the lease commencement date, or as of January 1, 2020 for commenced leases that existed as of our adoption of Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) (“ASC 842”). Certain of our leases contain options to extend or terminate the lease; lease terms are adjusted for these options only when it is reasonably certain we will exercise these options. Our lease agreements do not contain residual value guarantees or covenants. We have made a policy election regarding our real estate leases not to separate nonlease components from lease components, to the extent they are fixed. Nonlease components that are not fixed are expensed as incurred as variable lease expense. Our leases for laboratory, office and warehouse facilities typically include variable nonlease components, such as common-area maintenance costs. We have also elected not to record on the consolidated balance sheets a lease that has a lease term of twelve months or less and does not contain a purchase option that we are reasonably certain to exercise. We review our right-of-use assets for impairment annually or whenever events or circumstances indicate the carrying amount of an asset group may not be recoverable. Impairment losses are classified within the consolidated statements of operations in accordance with the use of the asset, if not separately stated within its own financial statement line item. See Note 10, Leases for more information regarding the right-of-use asset impairment loss recognized during the year-ended December 31, 2023. Lease expense is recognized on a straight-line basis over the terms of the leases. Incentives granted under our facilities leases, including rent holidays, are recognized as adjustments to lease expense on a straight-line basis over the terms of the leases. Revenue Interest Liability, Net and Related Imputed Interest The revenue interest liability balance associated with the Purchase Agreement that we entered into in September 2022 is presented net of unamortized issuance costs on the consolidated balance sheets. We impute our associated interest expense using the effective interest rate method. We calculate an effective interest rate which will amortize our related obligation to zero over the anticipated repayment period. The effective interest rate may vary during the term of the agreement depending on a number of factors, including changes in forecasted GAAP revenues. We evaluate the effective interest rate quarterly based on both achieved and forecasted revenues, utilizing the prospective method. A significant increase or decrease in or changes in timing of forecasted revenue will prospectively impact our interest expense and the time period for repayment. 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”) business areas. Our Immune Medicine revenue consists of revenue generated from (1) providing sample testing services for our commercial research product, Adaptive Immunosequencing, 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) for prior years, 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 Adaptive Immunosequencing 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 Adaptive Immunosequencing 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 total 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. In 2021, we executed an intellectual property license agreement that includes variable consideration related to sales-based royalties. Any consideration related to such royalties will be recognized as revenue at the later of when (i) the related sales occur or (ii) the performance obligation to which some or all of the sales-based royalty has been allocated has been satisfied (or partially satisfied). Contract Balances In certain circumstances, billing may occur prior to services being performed. Upfront payments are recorded as deferred revenue, or contract liabilities. We classify deferred revenue as current when we expect our performance obligations will be completed within the next twelve months; however, we do not control the timing of customer provided samples. For service and collaboration activities, excluding those related to our worldwide collaboration and license agreement with Genentech, we assess the performance obligations and recognize deferred revenue as current or non-current based upon forecasted delivery times, which are customer coordinated. In certain circumstances, a customer project may be cancelled or terminated prior to the delivery of all related services covered by a customer’s upfront payment. In these circumstances, we recognize revenue when sufficient evidence is obtained that a reversal of revenue is not probable. We also recognize revenue when our estimate of total samples to be provided under certain of our agreements is reduced or, in the case of contract balances related to Medicare, when the likelihood becomes remote that a patient will receive additional testing. See Note 3, Revenue for our deferred revenue policy related to our worldwide collaboration and license agreement with Genentech. Share-Based Compensation Share-based compensation includes compensation expense for stock option, restricted stock unit and market-based restricted stock unit grants made to employees and non-employees. It represents the grant date fair value of the grants and is recognized over the requisite service period of the awards, usually the vesting period, on a straight-line basis, net of actual forfeitures. We estimate the grant date fair value of stock option and market-based restricted stock unit grants using the Black-Scholes option-pricing model and the Monte Carlo valuation model, respectively. Advertising Advertising costs are expensed as incurred. Advertising expenses were $ 8.6 million, $ 13.7 million and $ 22.4 million for the year ended December 31, 2023, 2022 and 2021, respectively. Cost of Revenue Cost of revenue includes the cost of materials, personnel-related expenses (including salaries, benefits and share-based compensation), shipping and handling expenses, equipment costs, allocated facility costs associated with processing samples and professional support costs related to our service revenue activities. Allocated facility costs include depreciation of laboratory equipment, as well as allocated facility occupancy and information technology costs. Costs associated with processing samples are recorded as expense, regardless of the timing of revenue recognition. Research and Development Expenses Research and development expenses consist of laboratory materials costs, personnel-related expenses (including salaries, benefits and share-based compensation), equipment costs, allocated facility and information technology costs and contract service expenses. Research and development activities support further development and refinement of existing assays and products, discovery of new technologies and investments in our immune medicine platform. We also include in research and development expenses the costs associated with software development of applications to support future commercial opportunities, as well as development activities to support laboratory scaling and workflow. Additionally, a component of our research and development expenses are costs supporting clinical and analytical validations to obtain regulatory approval for future clinical products and services. Research and development costs are expensed as incurred. Upfront payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized, then are recognized as an expense as the goods are consumed or the related services are performed. Costs to support our worldwide collaboration and license agreement with Genentech are also a component of our research and development expenses. Sales and Marketing Expenses Sales and marketing expenses include personnel-related expenses (including salaries, benefits and share-based compensation) for commercial sales, product and account management, marketing, reimbursement, medical education and business development personnel that support commercialization of our platform products. In addition, these expenses include external costs such as advertising expenses, customer education and promotional expenses, market analysis expenses, conference fees, travel expenses and allocated facility and information technology costs. Impairment of Right-of-Use and Related Long-Lived Assets Expenses Impairment of right-of-use and related long-lived assets expenses include our impairment charge for certain leased office and laboratory space, as well as impairment costs for related leasehold improvements. Interest Expense Interest expense includes costs associated with our revenue interest liability and noncash interest costs associated with the amortization of the related deferred issuance costs. We impute interest expense using the effective interest rate method. We calculate an effective interest rate which will amortize our related obligation to zero over the anticipated repayment period. A significant increase or decrease in or changes in timing of forecasted revenue will prospectively impact our interest expense. Income Taxes Income taxes are accounted for under the liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to the differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and the operating loss and tax credit carryforwards. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets and liabilities are measured at the consolidated balance sheet date using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities due to a change in tax rates is recognized in the period such tax rate changes are enacted. Our net deferred tax assets are fully offset by a valuation allowance, because of our history of losses. We recognize the effect of income tax positions only if those positions are more likely than not of being sustained upon examination. Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders We calculate basic net loss per share attributable to our common shareholders by dividing net loss attributable to us by our weighted-average number of shares of common stock outstanding for the period. The diluted net loss per share attributable to our common shareholders is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period determined using the treasury stock method. For purposes of this calculation, outstanding common stock warrants, outstanding stock options, nonvested restricted stock units outstanding and the maximum nonvested market-based restricted stock units outstanding eligible to be earned are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to our common shareholders, as their effect is anti-dilutive. New Accounting Pronouncements Not Yet Adopted In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which intends to enhance reportable segment disclosures about significant segment expenses. This guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the guidance is to be applied retrospectively. We are currently evaluating the impact of this guidance on our consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which primarily intends to enhance the rate reconciliation and income taxes paid disclosures. This guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted and the guidance is to be applied prospectively; retrospective application is permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 3. Revenue We disaggregate our revenue from contracts with customers by business area 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): Year Ended December 31, 2023 2022 2021 Immune Medicine revenue Service revenue $ 24,959 $ 31,777 $ 24,482 Collaboration revenue 42,578 66,387 63,651 Total Immune Medicine revenue 67,537 98,164 88,133 MRD revenue Service revenue 102,739 81,144 56,211 Regulatory milestone revenue — 6,000 10,000 Total MRD revenue 102,739 87,144 66,211 Total revenue $ 170,276 $ 185,308 $ 154,344 During the year ended December 31, 2023, we recognized $ 0.6 million in Immune Medicine service revenue related to cancelled customer contracts. Additionally, during the year ended December 31, 2023, we recognized $ 5.6 million in MRD service revenue related to Medicare reimbursements resulting from our determination that the likelihood of additional testing for specific patients was remote, cancelled customer contracts and changes in estimates of total samples to be provided under certain of our agreements. During the year ended December 31, 2022, we recognized $ 0.7 million in Immune Medicine service revenue related to cancelled customer contracts. Additionally, during the year ended December 31, 2022, we recognized $ 5.2 million in MRD service 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. During the year ended December 31, 2021, we recognized $ 5.8 million in MRD service revenue related to changes in estimates of total samples to be provided under certain of our agreements, Medicare reimbursements resulting from our determination that the likelihood of additional testing for specific patients was remote, a change in our estimate of expected cumulative tests per patient for one of our covered indications and cancelled customer contracts. As of December 31, 2023, we could receive up to an additional $ 440.0 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 May 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 therapeutic products 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, with the remainder included in deferred revenue to be recognized as revenue over the remaining research and development period. 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 revenue generated from the Genentech Agreement over a period of approximately 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 $ 42.6 million, $ 62.8 million and $ 62.0 million in Immune Medicine collaboration revenue during the year ended December 31, 2023, 2022 and 2021, respectively, related to the Genentech Agreement. Costs related to the Genentech Agreement are included in research and development expenses. |
Deferred Revenue
Deferred Revenue | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Deferred Revenue | 4. Deferred Revenue Deferred revenue from the Genentech Agreement represents $ 13.6 million and $ 41.1 million of the current and non-current deferred revenue balances on the consolidated balance sheet, respectively, as of December 31, 2023 and $ 31.8 million and $ 55.5 million of the current and non-current deferred revenue balances on the consolidated balance sheet, 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 December 31, 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 year ended December 31, 2023 were as follows (in thousands): Deferred revenue balance at December 31, 2022 $ 122,714 Additions to deferred revenue during the period 44,471 Revenue recognized during the period ( 73,762 ) Deferred revenue balance at December 31, 2023 $ 93,423 As of December 31, 2023, $ 53.2 million was recognized as revenue that was included in the deferred revenue balance at December 31, 2022. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 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 December 31, 2023 and 2022 that were measured at fair value on a recurring basis (in thousands): December 31, 2023 Level 1 Level 2 Level 3 Total Financial assets Money market funds $ 45,123 $ — $ — $ 45,123 Commercial paper — 10,630 — 10,630 U.S. government treasury and agency securities — 264,426 — 264,426 Corporate bonds — 6,281 — 6,281 Total financial assets $ 45,123 $ 281,337 $ — $ 326,460 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. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 6. Investments Available-for-sale investments consisted of the following as of December 31, 2023 and 2022 (in thousands): December 31, 2023 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities Commercial paper $ 10,630 $ — $ — $ 10,630 U.S. government treasury and agency securities 264,214 232 ( 20 ) 264,426 Corporate bonds 6,278 3 — 6,281 Total short-term marketable securities $ 281,122 $ 235 $ ( 20 ) $ 281,337 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 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 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 $ 1.0 million and $ 0.8 million was presented separately within the prepaid expenses and other current assets balance on the consolidated balance sheet as of December 31, 2023 and 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 December 31, 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 $ 48,100 $ ( 20 ) $ — $ — Total available-for-sale securities $ 48,100 $ ( 20 ) $ — $ — 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 December 31, 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 December 31, 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. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 7. Property and Equipment, Net Property and equipment, net as of December 31, 2023 and 2022 consisted of the following (in thousands): December 31, 2023 2022 Laboratory equipment $ 49,567 $ 43,592 Computer equipment 7,970 7,766 Furniture and office equipment 3,820 5,342 Computer software 1,965 1,069 Construction in progress 3,405 7,625 Leasehold improvements 74,734 72,403 Total property and equipment, at cost 141,461 137,797 Less: Accumulated depreciation ( 73,234 ) ( 54,350 ) Property and equipment, net $ 68,227 $ 83,447 Depreciation expense was $ 20.5 million, $ 19.2 million and $ 12.3 million for the year ended December 31, 2023, 2022 and 2021, respectively. See Note 10, Leases for details regarding the impairment loss we recognized for certain leasehold improvements for the year ended December 31, 2023. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 8. Goodwill and Intangible Assets There have been no changes in the carrying amount of goodwill since its recognition in 2015. Intangible assets subject to amortization as of December 31, 2023 and 2022 consisted of the following (in thousands): December 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired developed technology $ 20,000 $ ( 14,970 ) $ 5,030 Purchased intellectual property 325 ( 227 ) 98 Balance at December 31, 2023 $ 20,325 $ ( 15,197 ) $ 5,128 December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired developed technology $ 20,000 $ ( 13,304 ) $ 6,696 Purchased intellectual property 325 ( 194 ) 131 Balance at December 31, 2022 $ 20,325 $ ( 13,498 ) $ 6,827 The developed technology was acquired in connection with our acquisition of Sequenta, Inc. in 2015. The remaining balance of the acquired developed technology and the purchased intellectual property is expected to be amortized over the next 3.0 years. As of December 31, 2023, expected future amortization expense for intangible assets was as follows (in thousands): 2024 $ 1,703 2025 1,699 2026 1,699 2027 27 Total future amortization expense $ 5,128 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | 9. Accrued Liabilities Accrued liabilities as of December 31, 2023 and 2022 consisted of the following (in thousands): December 31, 2023 2022 Professional fees $ 4,920 $ 4,744 Clinical and contract research organization costs 863 1,533 Travel and entertainment 154 233 Tax liabilities 59 194 Purchases of property and equipment 687 1,680 Computer and software 1,151 2,385 Other 763 1,655 Total accrued liabilities $ 8,597 $ 12,424 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Lessee Disclosure [Abstract] | |
Leases | 10. Leases We have operating lease agreements for laboratory, office and warehouse facilities that we occupy in various locations. In July 2011, we entered into a non-cancelable lease agreement with an, at the time, minority shareholder for office and laboratory space in Seattle, Washington. The lease terms were subsequently amended multiple times, most recently in August 2019, when we expanded the existing premises to approximately 65,500 square feet. Cash payment for rent of the expanded premises commenced January 2020 , four months after the landlord delivered the expanded premises to us for construction of certain tenant improvements, and the lease term for both the existing premises and the expanded premises ends October 2032 , subject to our option to twice extend the lease for five years . The amended lease also requires us to pay additional amounts for operating and maintenance expenses. In October 2023, we vacated this leased space. As such, we assessed the right-of-use asset and related leasehold improvements (together, the "asset group") for impairment by first comparing the carrying amount of the asset group to future net undiscounted cash flows projected to be generated over the remaining lease term. These projections include management's estimates of cash inflows from potential sublease income and outflows for operating and maintenance expenses. The carrying amount was found to be unrecoverable, thus we assessed the asset group's fair value. The extent to which the asset group's carrying amount exceeds its fair value represents the impairment cost to be recognized. Fair value was determined using the income approach, whereby we discounted estimated net cash flows using a rate commensurate with our estimated incremental borrowing rate. As a result of this assessment, which included unrecoverable operating and maintenance costs, we determined that the asset group was to be fully impaired. As such, an impairment charge of $ 25.4 million was recognized during the year ended December 31, 2023, $ 21.2 million related to the right-of-use asset and $ 4.2 million related to the long-lived leasehold improvements, all of which were held for use. In August 2019, we entered into an agreement to rent approximately 100,000 square feet in what was a to-be-constructed, new headquarters building in Seattle, Washington. In connection with the lease, we entered into a $ 2.1 million letter of credit with one of our existing financial institutions. The lease commenced in December 2020 , when the landlord delivered the premises to us for construction of certain tenant improvements. We occupied the new building in 2021, cash payment for rent began in October 2021 and the lease term ends in August 2033 , subject to our option to twice extend the lease for five years . In connection with this lease, the landlord agreed to fund $ 20.0 million in improvements, which was subsequently reduced to $ 14.8 million as a result of our change requests made during landlord construction of the building, net of an administration fee. As of December 31, 2022, we incurred $ 14.9 million in certain tenant improvement costs, all of which had been reimbursed by the landlord. As of December 31, 2021, we incurred $ 14.9 million in certain tenant improvement costs, of which $ 10.9 million had been reimbursed by the landlord. The remaining $ 4.0 million is presented as a reduction in the cash flows used to measure our ROU asset and lease liabilities on the consolidated balance sheet as of December 31, 2021. The lease also requires us to pay additional amounts for operating and maintenance expenses. In April 2018, we entered into a lease agreement to lease approximately 13,400 square feet in South San Francisco, California. The lease term is through March 2026 and provides for one five-year extension option . We are responsible for our share of allocable operating expenses, tax expenses and utilities costs during the duration of the lease term. In connection with the lease, the landlord funded agreed-upon improvements. The landlord was solely responsible for the $ 2.4 million cost of such improvements. The lease agreement was amended in February 2020 to lease approximately 19,900 additional square feet and provides for a $ 0.6 million tenant improvement allowance. In March 2021, we executed a lease to rent approximately 27,000 square feet of a warehouse in Bothell, Washington, which we classified as an operating lease upon commencement during the year ended December 31, 2021. Rent obligations commenced in October 2021 and the lease expires October 2031 , subject to an early termination option after the seventh year and an option to twice extend the lease for five years . The lease requires us to pay certain operating expenses. Furthermore, the landlord agreed to fund $ 1.2 million in improvements in connection with this lease. As of December 31, 2023, we were not party to any finance leases. Our leases have remaining terms ranging from 2.2 years to 9.7 years and include options to extend certain of the leases up to 10.0 years and terminate certain of the leases after 7.0 years of leasing. We adjust lease terms for these options only when it is reasonably certain we will exercise these options. Other information related to our operating leases as of December 31, 2023 and 2022 was as follows: December 31, 2023 2022 Weighted-average remaining lease term (in years) 8.91 9.75 Weighted-average discount rate 4.6 % 4.6 % The following table reconciles our undiscounted operating lease cash flows to our operating lease liabilities, less current portion balance on the consolidated balance sheet as of December 31, 2023 (in thousands): 2024 $ 13,692 2025 14,098 2026 12,330 2027 11,944 2028 12,282 Thereafter 56,962 Total undiscounted lease payments 121,308 Less: Imputed interest rate ( 22,536 ) Total operating lease liabilities 98,772 Less: Current portion ( 9,384 ) Operating lease liabilities, less current portion $ 89,388 Operating lease expense was $ 11.4 million, $ 12.4 million and $ 12.4 million for the year ended December 31, 2023, 2022 and 2021, respectively. Variable lease expense for operating leases was $ 7.1 million, $ 7.2 million and $ 3.5 million for the year ended December 31, 2023, 2022 and 2021, respectively. Cash paid for amounts included in the measurement of lease liabilities for the year ended December 31, 2023 was $ 13.4 million. Cash paid for amounts included in the measurement of lease liabilities for the year ended December 31, 2022 was $ 9.2 million, net of $ 5.2 million of cash received for tenant improvement allowances. Cash paid for amounts included in the measurement of lease liabilities was $ 8.3 million and cash received for tenant improvement allowances was $ 11.5 million during the year ended December 31, 2021. For the year ended December 31, 2021, ROU assets obtained in exchange for operating lease liabilities was $ 5.4 million. |
Revenue Interest Purchase Agree
Revenue Interest Purchase Agreement | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Revenue Interest Purchase Agreement | 11. Revenue Interest Purchase Agreement 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 (the “First Payment”), 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 (the “Second Payment”) and (ii) $ 50.0 million upon our request in connection with certain permitted acquisitions occurring no later than September 12, 2025 (the “Third Payment”), in each case subject to certain funding conditions. To secure our obligations under the Purchase Agreement, we and our subsidiaries have granted OrbiMed a security interest in our core platform technology assets, subject to certain customary exclusions, as defined in the Purchase Agreement. Revenue Interest Payments As consideration for such payments, the Purchasers have a right to receive certain revenue interests (the “Revenue Interests”) from us based on a percentage (the “Applicable Payment Percentage”) of all GAAP revenue (the “Revenue Base”). If only the First Payment has been made, the Applicable Payment Percentage shall be five percent of the quarterly Revenue Base. If both the First Payment and Second Payment have been made, the Applicable Payment Percentage shall be eight percent of the quarterly Revenue Base. If each of the First Payment, Second Payment and Third Payment have been made, the applicable payment percentage applied to the Revenue Interest shall be ten percent of the quarterly Revenue Base. 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”). If OrbiMed has not received Revenue Interest Payments in the aggregate equal to or greater than the sum of its invested capital (the “Cumulative Purchaser Payments”) on or prior to September 12, 2028, the revenue interest rate shall be increased to a rate which, if applied retroactively to our cumulative Revenue Base, would have resulted in Revenue Interest Payments equal to the sum of all Cumulative Purchaser Payments. Return Cap OrbiMed will be entitled to 100 % of the Revenue Interest Payments until it has received a total cumulative value of 165 % of the Cumulative Purchaser Payments (the “Return Cap”), unless full repayment of the amount of the Return Cap has not been made by September 12, 2032 , in which case the Return Cap shall be increased to 175 % of the Cumulative Purchaser Payments. Put/Call Options Upon the occurrence of a Put Option Event (as defined in the Purchase Agreement), including material divestitures by us, a change in control, material judgments, or bankruptcy events, Purchasers representing at least a majority of the purchase commitments under the Purchase Agreement shall have the right but not the obligation ("the Put Option") to require us to repurchase all of the outstanding Revenue Interests at the applicable price (the “Put/Call Price”). Additionally, at any time following receipt of the First Payment, we may exercise a call option to repurchase all Revenue Interests at the applicable Put/Call Price. For all Put Option Events other than a change of control or a material divestiture, the Put/Call Price shall be an amount equal to the applicable Return Cap. For a change of control or a material divestiture, prior to March 12, 2024, the Put/Call Price shall be an amount equal to 120 % of the Cumulative Purchaser Payments less the sum of all Revenue Interest Payments made by us to the Purchasers prior to such date, between March 12, 2024 and September 12, 2024, the Put/Call Price shall be an amount equal to 125 % of the Cumulative Purchaser Payments less the sum of all Revenue Interest Payments made by us to the Purchasers prior to such date, and after September 12, 2024, the Put/Call Price shall be equal to the applicable Return Cap. Accounting Treatment We evaluated the terms of the Purchase Agreement and concluded that the features of the Cumulative Purchaser Payments are similar to those of a debt instrument. Accordingly, we accounted for the transaction as debt recorded at amortized cost using the effective interest rate method. We further evaluated the terms of the debt and determined that the Put Option that is exercisable by the Purchasers upon certain contingent events requires bifurcation as a derivative. However, the value of the Put Option was determined to be immaterial due to the remote possibility of exercise. We assess the value of the Put Option periodically. 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 December 31, 2023 was 9.2 %. In connection with the Purchase Agreement, we incurred debt issuance costs of $ 0.6 million. Debt issuance costs have been recorded to 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 years ended December 31, 2023 and 2022 (in thousands): Revenue interest liability at inception $ 125,000 Capitalized issuance costs ( 625 ) Interest expense 4,238 Revenue interest paid ( 493 ) Revenue interest payable ( 2,760 ) Revenue interest liability, net at December 31, 2022 125,360 Interest expense 13,800 Revenue interest paid ( 6,225 ) Revenue interest payable ( 2,275 ) Revenue interest liability, net at December 31, 2023 $ 130,660 Revenue interest payable of $ 2.3 million and $ 2.8 million was included within the accounts payable balance on the consolidated balance sheet as of December 31, 2023 and 2022, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. 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 December 31, 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 | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Shareholders' Equity | 13. 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. As of December 31, 2023, we had reserved shares of common stock for the following: Shares issuable upon the exercise of outstanding stock options granted 12,875,045 Shares issuable upon the vesting of outstanding restricted stock units granted and the maximum outstanding market-based restricted stock units eligible to be earned 11,582,134 Shares available for future grant under the 2019 Equity Incentive Plan 15,299,763 Shares available for future grant under the Employee Stock Purchase Plan 4,235,348 Total shares of common stock reserved for future issuance 43,992,290 Our 2019 Equity Incentive Plan (the “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 (the “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. Effective January 1, 2024, our 2019 Plan and ESPP reserves increased by 7,254,113 shares and 1,450,822 shares, respectively. |
Equity Incentive Plans
Equity Incentive Plans | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plans | 14. Equity Incentive Plans 2009 Equity Incentive Plan We adopted an equity incentive plan in 2009 (the “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 December 31, 2023, we had 34,853,581 shares of common stock authorized for issuance under the 2019 Plan. Changes in shares available for grant during the year ended December 31, 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 ( 9,980,059 ) Stock options and restricted stock units forfeited or expired 3,542,597 Shares available for grant at December 31, 2023 15,299,763 Stock Options Stock option activity under the 2009 Plan and 2019 Plan during the year ended December 31, 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 ( 1,030,388 ) 17.07 Stock options expired ( 757,191 ) 22.92 Stock options exercised ( 470,405 ) 4.77 Stock options outstanding at December 31, 2023 12,875,045 $ 15.90 $ 506 Stock options vested and exercisable at December 31, 2023 9,071,627 $ 16.20 $ 506 The weighted-average remaining contractual life for stock options outstanding as of December 31, 2023 was 6.2 years. The weighted-average remaining contractual life for vested and exercisable stock options as of December 31, 2023 was 5.3 years. The total intrinsic value of stock options exercised during the year ended December 31, 2023, 2022 and 2021 was $ 1.4 million, $ 7.6 million and $ 156.5 million, respectively. Of the $ 26.7 million proceeds from exercise of stock options included on the consolidated statements of cash flows for the year ended December 31, 2021, $ 0.3 million related to stock options exercised during the year ended December 31, 2020 but settled during the year ended December 31, 2021. Restricted Stock Units Restricted stock unit activity under the 2019 Plan during the year ended December 31, 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 6,949,587 8.29 Restricted stock units forfeited ( 1,755,018 ) 11.24 Restricted stock units vested ( 1,506,864 ) 14.95 Nonvested restricted stock units outstanding at December 31, 2023 9,669,460 $ 10.32 The total fair value of restricted stock units vested during the year ended December 31, 2023, 2022 and 2021 was $ 12.0 million, $ 3.5 million and $ 0.8 million, respectively. 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, remained outstanding as of December 31, 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 years ended December 31, 2023, 2022 and 2021 were estimated using the Black-Scholes option-pricing model with the following assumptions: Year Ended December 31, 2023 2022 2021 Fair value of common stock $ 8.46 $ 7.30 - $ 14.95 $ 30.86 - $ 66.50 Expected term (in years) 5.27 - 6.08 5.27 - 6.08 5.27 - 6.08 Risk-free interest rate 4.2 % - 4.3 % 1.7 % - 3.9 % 0.5 % - 1.4 % Expected volatility 71.2 % - 71.6 % 68.2 % - 71.0 % 67.1 % - 70.0 % 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 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 year ended December 31, 2023, 2022 and 2021 was $ 5.61 , $ 7.36 and $ 24.22 , 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 year ended December 31, 2023, 2022 and 2021 was $ 8.29 , $ 11.43 and $ 37.98 , respectively. The weighted-average grant date fair value per share of the market-based restricted stock units granted during the year ended December 31, 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 December 31, 2023, 956,337 shares, was $ 15.13 . The aggregate share-based compensation expense of the market-based restricted stock units granted during the year ended December 31, 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 years ended December 31, 2023, 2022 and 2021 are included on the consolidated statements of operations as follows (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenue $ 4,186 $ 3,910 $ 2,100 Research and development 20,465 17,689 14,061 Sales and marketing 14,553 13,597 12,312 General and administrative 23,704 20,281 14,778 Total share-based compensation expense $ 62,908 $ 55,477 $ 43,251 As of December 31, 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 $ 33,892 1.94 Nonvested restricted stock units 76,944 2.67 Nonvested market-based restricted stock units 8,941 1.97 |
Microsoft Collaboration Agreeme
Microsoft Collaboration Agreement | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Microsoft Collaboration Agreement | 15. Microsoft Collaboration Agreement Summary of Agreement In December 2017, we entered into a collaboration agreement with Microsoft Corporation ("Microsoft") (the “Microsoft Agreement”) to computationally derive a comprehensive T cell receptor antigen map for purposes of developing a universal diagnostic based on a single blood test. Contemporaneously with the Microsoft Agreement, we entered into a separate agreement to use Microsoft’s Azure cloud services at standard volume pricing with a minimum Azure purchase requirement of $ 12.0 million over the seven-year term of the Microsoft Agreement, which has been met. In addition, contemporaneously with entering into the Microsoft Agreement, Microsoft made a preferred stock investment of $ 45.0 million as a part of our Series F-1 convertible preferred stock issuance. Summary of Accounting The terms of the Microsoft Agreement meet the criteria under ASC 808, as both parties are active participants in the activity and are exposed to significant risks and rewards dependent on the commercial success of the activity. ASC 808 does not provide guidance on how to account for the activities under the collaboration and we determined that Microsoft did not meet the definition of a customer under ASC 606. Accordingly, we looked to other guidance to determine the accounting for the respective elements. We determined that the preferred stock issuance and commitment to use Microsoft’s Azure cloud services were made at terms consistent with market rates. All consideration received as part of the Series F-1 convertible preferred stock issuance was accounted for as part of the Series F-1 preferred stock issuance. Since the commitment to purchase Microsoft’s Azure cloud services was at market terms and we expected to meet the commitment in the ordinary course of business during the seven-year term, we recorded the expenses in the period in which the services were consumed. These costs are recorded in the consolidated statements of operations based on the underlying activities for which they support. The remaining elements of the agreement were highly interrelated, so we evaluated them in the aggregate to determine the appropriate accounting application. Specifically, we determined that the transfer of license rights between the parties, our commitment to provide data and immunomics, diagnostic and bioinformatics expertise to Microsoft and Microsoft’s commitment to provide machine learning software and related development services to us were highly interrelated because they were necessary for the parties to perform the activities under the Microsoft Agreement and, therefore, should be evaluated as one unit of account. We accounted for these collaboration activities by analogy to ASC Topic 845, Nonmonetary Transactions , and determined that major uncertainties exist about the realizability of the value that would be assigned to an asset received from or provided to Microsoft under the collaboration and, therefore, fair value could not be reliably measured. As a result, we did not recognize any non-monetary assets or corresponding non-monetary income or expenses pertaining to the rights provided to us or to be received by us under the Microsoft Agreement. |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 16. Restructuring In March 2022, we implemented a restructuring plan to reduce operating costs and reduced our workforce by approximately 100 employees. We incurred aggregate restructuring costs of $ 2.0 million, all of which was recognized during the year ended December 31, 2022. These costs primarily related to one-time termination benefits and ongoing benefit arrangements, both of which included severance payments and extended benefits coverage support and were contingent upon the impacted employees’ execution and non-revocation of separation agreements. Our aggregate restructuring costs also included certain contract termination costs. The activities related to our reduction in workforce were primarily completed in March 2022 and the $ 2.0 million aggregate restructuring costs were paid as of December 31, 2022. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 17. Income Taxes The components of loss before provision for income taxes for the periods presented were as follows (in thousands): Year Ended December 31, 2023 2022 2021 Domestic $ ( 225,335 ) $ ( 200,427 ) $ ( 207,314 ) Foreign 31 59 16 Total loss before provision for income taxes $ ( 225,304 ) $ ( 200,368 ) $ ( 207,298 ) Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The significant components of our deferred tax assets and liabilities as of the dates presented were as follows (in thousands): December 31, 2023 2022 Deferred tax assets Net operating losses $ 251,724 $ 210,609 Tax credit carryforward 43,528 36,848 Nonqualifying stock options 29,166 23,885 Operating lease liabilities 25,357 27,199 Deferred revenue 18,874 26,170 Capitalized research and development 42,134 40,957 Other 6,146 5,859 Total deferred tax assets 416,929 371,527 Less: Valuation allowance ( 402,424 ) ( 346,578 ) Deferred tax assets, net of valuation allowance 14,505 24,949 Deferred tax liabilities Tangible and intangible assets ( 1,281 ) ( 4,897 ) Right-of-use assets ( 13,224 ) ( 20,052 ) Net deferred taxes $ — $ — ASC Topic 740, Income Taxes , requires that the tax benefit of net operating losses ("NOLs"), temporary differences and credit carryforwards be recorded as an asset to the extent that management assesses that realization is “more likely than not.” Realization of the future tax benefits is dependent on our ability to generate sufficient taxable income within the carryforward period. Because of our history of operating losses, management believes that recognition of the deferred tax assets arising from the above-mentioned future tax benefits is currently not likely to be realized and, accordingly, has provided a valuation allowance. The valuation allowance increased by $ 55.8 million and $ 49.6 million during the year ended December 31, 2023 and 2022, respectively. Federal tax laws impose substantial restrictions on the utilization of NOL and credit carryforwards in the event of an ownership change, as defined in Section 382 of the Internal Revenue Code of 1986. Accordingly, our ability to utilize these carryforwards may be limited due to such ownership changes. We have completed a Section 382 analysis for changes in ownership through June 30, 2023 and continue to monitor for changes that could trigger a limitation. Based on this analysis, we do not expect to have any permanent limitations on the utilization of our federal NOLs. Under the Tax Cuts and Jobs Act of 2017 federal income tax law, federal NOLs incurred in 2018 and future years may be carried forward indefinitely, but the deductibility of such federal NOLs is subject to an annual limitation. NOLs generated prior to 2018 are eligible to be carried forward up to 20 years. As of December 31, 2023, we had U.S. federal NOLs of $ 192.5 million and U.S. federal tax credits of $ 47.2 million that will begin to expire in 2028 . We also had $ 768.2 million of NOLs as of December 31, 2023 that do not expire. The effective tax rate of our provision for income taxes differs from the federal statutory rate for the periods presented as follows: Year Ended December 31, 2023 2022 2021 Statutory rate 21.0 % 21.0 % 21.0 % State tax, net of federal tax benefit 4.0 3.8 8.3 Share-based compensation ( 2.9 ) ( 2.0 ) 14.1 Permanent items ( 0.1 ) ( 0.2 ) ( 0.1 ) Credits 2.3 3.0 4.7 Other 1.0 ( 1.2 ) ( 0.3 ) Change in valuation allowance ( 25.3 ) ( 24.4 ) ( 47.7 ) Total 0.0 % 0.0 % 0.0 % We account for global intangible low-taxed income as period costs when incurred. We recognize, in the consolidated financial statements, the effect of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. We had unrecognized tax benefits of $ 9.3 million as of December 31, 2023. A reconciliation of the beginning and ending amounts of unrecognized tax benefits for the dates presented are as follows (in thousands): Balance at December 31, 2020 $ 3,489 Additions in 2021 3,426 Balance at December 31, 2021 6,915 Additions in 2022 1,202 Balance at December 31, 2022 8,117 Additions in 2023 1,186 Balance at December 31, 2023 $ 9,303 During the year ended December 31, 2023, 2022 and 2021, we recognized uncertain tax positions of $ 1.2 million, $ 1.2 million and $ 3.4 million, respectively, related to a reduction of the research and development credit deferred tax asset. Unrecognized tax benefits may change during the next twelve months for items that arise in the ordinary course of business. We do not expect a material change to our unrecognized tax benefits over the next twelve months that would have an adverse effect on our operating results. We recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. We had no accrued interest or penalties related to uncertain tax positions as of December 31, 2023 and 2022. We file federal and certain state income tax returns, which provide varying statutes of limitations on assessments. However, because of NOL carryforwards, substantially all tax years since inception remain open to federal and state tax examination. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders | 18. 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 years ended December 31, 2023, 2022 and 2021 (in thousands, except share and per share amounts): Year Ended December 31, 2023 2022 2021 Net loss attributable to Adaptive Biotechnologies Corporation $ ( 225,250 ) $ ( 200,191 ) $ ( 207,279 ) Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic and diluted 144,383,294 142,515,917 140,354,915 Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic and diluted $ ( 1.56 ) $ ( 1.40 ) $ ( 1.48 ) 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 years ended December 31, 2023, 2022 and 2021, as they had an anti-dilutive effect: Year Ended December 31, 2023 2022 2021 Stock options outstanding 13,839,067 13,892,287 13,097,374 Nonvested restricted stock units outstanding 9,630,579 4,799,850 693,173 Maximum nonvested market-based restricted stock units outstanding eligible to be earned 1,663,961 410,282 — Common stock warrant outstanding — — 8,570 Total 25,133,607 19,102,419 13,799,117 |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Retirement Plan | 19. Retirement Plan We maintain a salary deferral 401(k) plan (“401(k) Plan”) covering employees who have met certain eligibility requirements. Employees may defer up to 100 % of their compensation to the 401(k) Plan, subject to federal limits. We made $ 2.3 million, $ 2.8 million and $ 2.5 million in discretionary contributions during the year ended December 31, 2023, 2022 and 2021, respectively, which are fully vested after one year of employee service. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The 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 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 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 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, the analysis of goodwill impairment and the recoverability and impairment of long-lived assets , 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. |
Segment Information | Segment Information We have determined that our chief executive officer is the chief operating decision maker (“CODM”). The CODM regularly reviews operating results and other financial information presented on a consolidated basis. While revenue is reviewed at levels lower than the consolidated entity, resource allocation decisions are made by the CODM based on the results presented at the consolidated entity level, which is determined to be a single reporting unit. The consolidated entity operates as one operating segment and represents one reportable segment. We present disaggregated revenue from contracts with customers by market opportunity and type of arrangement. See Note 3, Revenue . |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents are stated at fair value. Cash equivalents include only securities having an original maturity of three months or less at the time of purchase. We limit our credit risk associated with cash and cash equivalents by placing our investments with banks that we believe are highly creditworthy and with highly rated money market funds. Cash and cash equivalents primarily consist of bank deposits and investments in money market funds. |
Restricted Cash | Restricted Cash We had a restricted cash balance of $ 2.9 million and $ 2.4 million as of December 31, 2023 and 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. |
Investments in Marketable Securities | Investments in Marketable Securities Marketable securities are classified as available-for-sale, consist of United States (“U.S.” ) government treasury and agency securities, corporate bonds and commercial paper and are reported at fair value. Unrealized holding gains and losses are reflected as a separate component of shareholders’ equity in accumulated other comprehensive gain (loss) until realized. Realized gains and losses on the sale of these securities are recognized in net income or loss. The cost of marketable securities sold is based on the specific identification method. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Financial Accounting Standards Board (“FASB”) has defined fair value as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. The FASB established a fair value hierarchy that requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The hierarchy defines three levels of inputs that may be used to measure fair value: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. A financial instrument categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. In certain cases, where there is limited activity or less transparency around valuation inputs, financial instruments are classified as Level 3 within the valuation hierarchy. Our financial instruments consist of Level 1 and Level 2 assets and have included Level 3 liabilities in the past. The carrying amounts of certain financial instruments approximate fair value due to their short maturities. We did not have any nonfinancial assets or liabilities that were measured or disclosed at fair value on a recurring basis as of December 31, 2023 and 2022. |
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, 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 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 Year Ended December 31, December 31, 2023 2022 2021 2023 2022 Customer A *% *% *% *% 15.8 % Customer B * 11.6 * * 19.5 Genentech, Inc. and Roche Group 27.8 36.4 41.9 * * * less than 10% |
Accounts Receivable | Accounts Receivable Accounts receivable consists of amounts due from customers for services performed. We review our accounts receivable for credit impairment and regularly analyze the status of significant past due receivables to determine if any will potentially be uncollectible to estimate the amount of allowance necessary to reduce accounts receivable to its estimated net realizable value. |
Inventory | Inventory Inventory consists of laboratory materials and supplies used in lab analysis. We capitalize inventory when purchased and record expense upon order fulfillment for servicing revenue or utilization in our research and development laboratories. Inventory is valued at the lower of cost or market on a first-in, first-out basis. We periodically perform obsolescence assessments and write-off any inventory that is no longer usable. Long-term inventory of $ 2.8 million and $ 1.4 million was included within the other assets balance on the consolidated balance sheet as of December 31, 2023 and 2022, respectively. |
Property and Equipment | Property and Equipment Property and equipment consists of computer equipment, computer software, laboratory equipment, leasehold improvements, furniture and office equipment and assets under construction. Property and equipment are recorded at cost and depreciation is recognized using the straight-line method based on estimated useful life. Maintenance and repairs are charged to expense as incurred and costs of improvements are capitalized. Useful lives assigned to property and equipment are as follows: Laboratory equipment 3 years to 7 years Leasehold improvements Shorter of estimated useful life or remaining lease term Computer equipment and software 3 years to 5 years Furniture and office equipment 5 years to 7 years We review long-lived assets for impairment annually or whenever events or circumstances indicate the carrying amount of an asset group may not be recoverable. Gains and losses from asset disposals and impairment losses, if incurred, are classified within the consolidated statements of operations in accordance with the use of the asset, if not separately stated within its own financial statement line item. See Note 10, Leases for more information regarding the leasehold improvements impairment loss recognized during the year-ended December 31, 2023. |
Intangible Assets | Intangible Assets Intangible assets acquired in a business combination are recognized separately from goodwill and are initially recognized at their fair value at the acquisition date, which is regarded as their cost. Intangible assets may also result from the purchase of assets and intellectual property in a transaction that does not qualify as a business combination. Intangible assets are amortized over their estimated useful lives on a straight-line basis which approximates their usage pattern. Intangible assets are reviewed for impairment at least annually or if indicators of potential impairment exist. We have no t recognized any impairment losses on intangible assets. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the net amount of identifiable assets acquired and liabilities assumed in a business combination measured at fair value. We assess goodwill for impairment annually on October 1, or more frequently if events or changes in circumstances would more likely than not reduce the fair value of our single reporting unit below its carrying value. We evaluate goodwill for impairment by first assessing qualitative factors to determine whether it is more likely than not that the fair value of our reporting unit is less than its carrying amount. If we so determine, or if we choose to bypass the qualitative assessment, we perform a quantitative goodwill impairment test. If impairment exists, the carrying value of the goodwill is reduced to its fair value through an impairment charge recorded in the consolidated statements of operations. To date, we have no t recognized any impairment of goodwill. |
Leases | Leases We determine if an arrangement contains a lease at inception. We have operating lease agreements for the laboratory, office and warehouse facilities that we occupy. Operating lease right-of-use (“ROU”) assets and operating lease liabilities are recognized at the date the underlying asset becomes available for our use and are based on the present value of the future minimum lease payments over the lease term. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received. As our leases generally do not provide an implicit interest rate, the present value of our future minimum lease payments is determined using our incremental borrowing rate. This rate is an estimate of the collateralized borrowing rate we would incur on our future lease payments over a similar term and is based on the information available to us at the lease commencement date, or as of January 1, 2020 for commenced leases that existed as of our adoption of Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) (“ASC 842”). Certain of our leases contain options to extend or terminate the lease; lease terms are adjusted for these options only when it is reasonably certain we will exercise these options. Our lease agreements do not contain residual value guarantees or covenants. We have made a policy election regarding our real estate leases not to separate nonlease components from lease components, to the extent they are fixed. Nonlease components that are not fixed are expensed as incurred as variable lease expense. Our leases for laboratory, office and warehouse facilities typically include variable nonlease components, such as common-area maintenance costs. We have also elected not to record on the consolidated balance sheets a lease that has a lease term of twelve months or less and does not contain a purchase option that we are reasonably certain to exercise. We review our right-of-use assets for impairment annually or whenever events or circumstances indicate the carrying amount of an asset group may not be recoverable. Impairment losses are classified within the consolidated statements of operations in accordance with the use of the asset, if not separately stated within its own financial statement line item. See Note 10, Leases for more information regarding the right-of-use asset impairment loss recognized during the year-ended December 31, 2023. Lease expense is recognized on a straight-line basis over the terms of the leases. Incentives granted under our facilities leases, including rent holidays, are recognized as adjustments to lease expense on a straight-line basis over the terms of the leases. |
Revenue Interest Liability, Net and Related Imputed Interest | Revenue Interest Liability, Net and Related Imputed Interest The revenue interest liability balance associated with the Purchase Agreement that we entered into in September 2022 is presented net of unamortized issuance costs on the consolidated balance sheets. We impute our associated interest expense using the effective interest rate method. We calculate an effective interest rate which will amortize our related obligation to zero over the anticipated repayment period. The effective interest rate may vary during the term of the agreement depending on a number of factors, including changes in forecasted GAAP revenues. We evaluate the effective interest rate quarterly based on both achieved and forecasted revenues, utilizing the prospective method. A significant increase or decrease in or changes in timing of forecasted revenue will prospectively impact our interest expense and the time period for repayment. |
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”) business areas. Our Immune Medicine revenue consists of revenue generated from (1) providing sample testing services for our commercial research product, Adaptive Immunosequencing, 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) for prior years, 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 Adaptive Immunosequencing 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 Adaptive Immunosequencing 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 total 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. In 2021, we executed an intellectual property license agreement that includes variable consideration related to sales-based royalties. Any consideration related to such royalties will be recognized as revenue at the later of when (i) the related sales occur or (ii) the performance obligation to which some or all of the sales-based royalty has been allocated has been satisfied (or partially satisfied). |
Contract Balances | Contract Balances In certain circumstances, billing may occur prior to services being performed. Upfront payments are recorded as deferred revenue, or contract liabilities. We classify deferred revenue as current when we expect our performance obligations will be completed within the next twelve months; however, we do not control the timing of customer provided samples. For service and collaboration activities, excluding those related to our worldwide collaboration and license agreement with Genentech, we assess the performance obligations and recognize deferred revenue as current or non-current based upon forecasted delivery times, which are customer coordinated. In certain circumstances, a customer project may be cancelled or terminated prior to the delivery of all related services covered by a customer’s upfront payment. In these circumstances, we recognize revenue when sufficient evidence is obtained that a reversal of revenue is not probable. We also recognize revenue when our estimate of total samples to be provided under certain of our agreements is reduced or, in the case of contract balances related to Medicare, when the likelihood becomes remote that a patient will receive additional testing. See Note 3, Revenue for our deferred revenue policy related to our worldwide collaboration and license agreement with Genentech. |
Share-Based Compensation | Share-Based Compensation Share-based compensation includes compensation expense for stock option, restricted stock unit and market-based restricted stock unit grants made to employees and non-employees. It represents the grant date fair value of the grants and is recognized over the requisite service period of the awards, usually the vesting period, on a straight-line basis, net of actual forfeitures. We estimate the grant date fair value of stock option and market-based restricted stock unit grants using the Black-Scholes option-pricing model and the Monte Carlo valuation model, respectively. |
Advertising | Advertising Advertising costs are expensed as incurred. Advertising expenses were $ 8.6 million, $ 13.7 million and $ 22.4 million for the year ended December 31, 2023, 2022 and 2021, respectively. |
Cost of Revenue | Cost of Revenue Cost of revenue includes the cost of materials, personnel-related expenses (including salaries, benefits and share-based compensation), shipping and handling expenses, equipment costs, allocated facility costs associated with processing samples and professional support costs related to our service revenue activities. Allocated facility costs include depreciation of laboratory equipment, as well as allocated facility occupancy and information technology costs. Costs associated with processing samples are recorded as expense, regardless of the timing of revenue recognition. |
Research and Development Expenses | Research and Development Expenses Research and development expenses consist of laboratory materials costs, personnel-related expenses (including salaries, benefits and share-based compensation), equipment costs, allocated facility and information technology costs and contract service expenses. Research and development activities support further development and refinement of existing assays and products, discovery of new technologies and investments in our immune medicine platform. We also include in research and development expenses the costs associated with software development of applications to support future commercial opportunities, as well as development activities to support laboratory scaling and workflow. Additionally, a component of our research and development expenses are costs supporting clinical and analytical validations to obtain regulatory approval for future clinical products and services. Research and development costs are expensed as incurred. Upfront payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized, then are recognized as an expense as the goods are consumed or the related services are performed. Costs to support our worldwide collaboration and license agreement with Genentech are also a component of our research and development expenses. |
Sales and Marketing Expenses | Sales and Marketing Expenses Sales and marketing expenses include personnel-related expenses (including salaries, benefits and share-based compensation) for commercial sales, product and account management, marketing, reimbursement, medical education and business development personnel that support commercialization of our platform products. In addition, these expenses include external costs such as advertising expenses, customer education and promotional expenses, market analysis expenses, conference fees, travel expenses and allocated facility and information technology costs. |
Impairment of Right-of-Use and Related Long-Lived Assets Expenses | Impairment of Right-of-Use and Related Long-Lived Assets Expenses Impairment of right-of-use and related long-lived assets expenses include our impairment charge for certain leased office and laboratory space, as well as impairment costs for related leasehold improvements. |
Interest Expense | Interest Expense Interest expense includes costs associated with our revenue interest liability and noncash interest costs associated with the amortization of the related deferred issuance costs. We impute interest expense using the effective interest rate method. We calculate an effective interest rate which will amortize our related obligation to zero over the anticipated repayment period. A significant increase or decrease in or changes in timing of forecasted revenue will prospectively impact our interest expense. |
Income Taxes | Income Taxes Income taxes are accounted for under the liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to the differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and the operating loss and tax credit carryforwards. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets and liabilities are measured at the consolidated balance sheet date using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities due to a change in tax rates is recognized in the period such tax rate changes are enacted. Our net deferred tax assets are fully offset by a valuation allowance, because of our history of losses. We recognize the effect of income tax positions only if those positions are more likely than not of being sustained upon examination. |
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders | Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders We calculate basic net loss per share attributable to our common shareholders by dividing net loss attributable to us by our weighted-average number of shares of common stock outstanding for the period. The diluted net loss per share attributable to our common shareholders is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period determined using the treasury stock method. For purposes of this calculation, outstanding common stock warrants, outstanding stock options, nonvested restricted stock units outstanding and the maximum nonvested market-based restricted stock units outstanding eligible to be earned are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to our common shareholders, as their effect is anti-dilutive. |
New Accounting Pronouncements Not Yet Adopted | New Accounting Pronouncements Not Yet Adopted In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which intends to enhance reportable segment disclosures about significant segment expenses. This guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the guidance is to be applied retrospectively. We are currently evaluating the impact of this guidance on our consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which primarily intends to enhance the rate reconciliation and income taxes paid disclosures. This guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted and the guidance is to be applied prospectively; retrospective application is permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 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 Year Ended December 31, December 31, 2023 2022 2021 2023 2022 Customer A *% *% *% *% 15.8 % Customer B * 11.6 * * 19.5 Genentech, Inc. and Roche Group 27.8 36.4 41.9 * * * less than 10% |
Summary of Useful Lives Assigned to Property and Equipment | Useful lives assigned to property and equipment are as follows: Laboratory equipment 3 years to 7 years Leasehold improvements Shorter of estimated useful life or remaining lease term Computer equipment and software 3 years to 5 years Furniture and office equipment 5 years to 7 years |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenue | The following table presents our disaggregated revenue for the periods presented (in thousands): Year Ended December 31, 2023 2022 2021 Immune Medicine revenue Service revenue $ 24,959 $ 31,777 $ 24,482 Collaboration revenue 42,578 66,387 63,651 Total Immune Medicine revenue 67,537 98,164 88,133 MRD revenue Service revenue 102,739 81,144 56,211 Regulatory milestone revenue — 6,000 10,000 Total MRD revenue 102,739 87,144 66,211 Total revenue $ 170,276 $ 185,308 $ 154,344 |
Deferred Revenue (Tables)
Deferred Revenue (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Changes in Deferred Revenue | Changes in deferred revenue during the year ended December 31, 2023 were as follows (in thousands): Deferred revenue balance at December 31, 2022 $ 122,714 Additions to deferred revenue during the period 44,471 Revenue recognized during the period ( 73,762 ) Deferred revenue balance at December 31, 2023 $ 93,423 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 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 December 31, 2023 and 2022 that were measured at fair value on a recurring basis (in thousands): December 31, 2023 Level 1 Level 2 Level 3 Total Financial assets Money market funds $ 45,123 $ — $ — $ 45,123 Commercial paper — 10,630 — 10,630 U.S. government treasury and agency securities — 264,426 — 264,426 Corporate bonds — 6,281 — 6,281 Total financial assets $ 45,123 $ 281,337 $ — $ 326,460 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) | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Investments | Available-for-sale investments consisted of the following as of December 31, 2023 and 2022 (in thousands): December 31, 2023 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities Commercial paper $ 10,630 $ — $ — $ 10,630 U.S. government treasury and agency securities 264,214 232 ( 20 ) 264,426 Corporate bonds 6,278 3 — 6,281 Total short-term marketable securities $ 281,122 $ 235 $ ( 20 ) $ 281,337 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 Values 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 December 31, 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 $ 48,100 $ ( 20 ) $ — $ — Total available-for-sale securities $ 48,100 $ ( 20 ) $ — $ — |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net as of December 31, 2023 and 2022 consisted of the following (in thousands): December 31, 2023 2022 Laboratory equipment $ 49,567 $ 43,592 Computer equipment 7,970 7,766 Furniture and office equipment 3,820 5,342 Computer software 1,965 1,069 Construction in progress 3,405 7,625 Leasehold improvements 74,734 72,403 Total property and equipment, at cost 141,461 137,797 Less: Accumulated depreciation ( 73,234 ) ( 54,350 ) Property and equipment, net $ 68,227 $ 83,447 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets Subject to Amortization | Intangible assets subject to amortization as of December 31, 2023 and 2022 consisted of the following (in thousands): December 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired developed technology $ 20,000 $ ( 14,970 ) $ 5,030 Purchased intellectual property 325 ( 227 ) 98 Balance at December 31, 2023 $ 20,325 $ ( 15,197 ) $ 5,128 December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired developed technology $ 20,000 $ ( 13,304 ) $ 6,696 Purchased intellectual property 325 ( 194 ) 131 Balance at December 31, 2022 $ 20,325 $ ( 13,498 ) $ 6,827 |
Schedule of Future Amortization Expense for Intangible Assets | As of December 31, 2023, expected future amortization expense for intangible assets was as follows (in thousands): 2024 $ 1,703 2025 1,699 2026 1,699 2027 27 Total future amortization expense $ 5,128 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities as of December 31, 2023 and 2022 consisted of the following (in thousands): December 31, 2023 2022 Professional fees $ 4,920 $ 4,744 Clinical and contract research organization costs 863 1,533 Travel and entertainment 154 233 Tax liabilities 59 194 Purchases of property and equipment 687 1,680 Computer and software 1,151 2,385 Other 763 1,655 Total accrued liabilities $ 8,597 $ 12,424 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Lessee Disclosure [Abstract] | |
Summary of Other Information Related to Operating Lease | Other information related to our operating leases as of December 31, 2023 and 2022 was as follows: December 31, 2023 2022 Weighted-average remaining lease term (in years) 8.91 9.75 Weighted-average discount rate 4.6 % 4.6 % |
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 on the consolidated balance sheet as of December 31, 2023 (in thousands): 2024 $ 13,692 2025 14,098 2026 12,330 2027 11,944 2028 12,282 Thereafter 56,962 Total undiscounted lease payments 121,308 Less: Imputed interest rate ( 22,536 ) Total operating lease liabilities 98,772 Less: Current portion ( 9,384 ) Operating lease liabilities, less current portion $ 89,388 |
Revenue Interest Purchase Agr_2
Revenue Interest Purchase Agreement (Tables) | 12 Months Ended |
Dec. 31, 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 years ended December 31, 2023 and 2022 (in thousands): Revenue interest liability at inception $ 125,000 Capitalized issuance costs ( 625 ) Interest expense 4,238 Revenue interest paid ( 493 ) Revenue interest payable ( 2,760 ) Revenue interest liability, net at December 31, 2022 125,360 Interest expense 13,800 Revenue interest paid ( 6,225 ) Revenue interest payable ( 2,275 ) Revenue interest liability, net at December 31, 2023 $ 130,660 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Summary of Reserved Shares of Common Stock | As of December 31, 2023, we had reserved shares of common stock for the following: Shares issuable upon the exercise of outstanding stock options granted 12,875,045 Shares issuable upon the vesting of outstanding restricted stock units granted and the maximum outstanding market-based restricted stock units eligible to be earned 11,582,134 Shares available for future grant under the 2019 Equity Incentive Plan 15,299,763 Shares available for future grant under the Employee Stock Purchase Plan 4,235,348 Total shares of common stock reserved for future issuance 43,992,290 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Changes in Shares Available for Grant | Changes in shares available for grant during the year ended December 31, 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 ( 9,980,059 ) Stock options and restricted stock units forfeited or expired 3,542,597 Shares available for grant at December 31, 2023 15,299,763 |
Summary of Stock Option Activity Under 2009 Plan and 2019 Plan | Stock option activity under the 2009 Plan and 2019 Plan during the year ended December 31, 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 ( 1,030,388 ) 17.07 Stock options expired ( 757,191 ) 22.92 Stock options exercised ( 470,405 ) 4.77 Stock options outstanding at December 31, 2023 12,875,045 $ 15.90 $ 506 Stock options vested and exercisable at December 31, 2023 9,071,627 $ 16.20 $ 506 |
Summary of Restricted Stock Unit Activity | Restricted stock unit activity under the 2019 Plan during the year ended December 31, 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 6,949,587 8.29 Restricted stock units forfeited ( 1,755,018 ) 11.24 Restricted stock units vested ( 1,506,864 ) 14.95 Nonvested restricted stock units outstanding at December 31, 2023 9,669,460 $ 10.32 |
Summary of Estimated Grant Date Fair Values of Stock Options Granted | The estimated grant date fair values of stock options granted during the years ended December 31, 2023, 2022 and 2021 were estimated using the Black-Scholes option-pricing model with the following assumptions: Year Ended December 31, 2023 2022 2021 Fair value of common stock $ 8.46 $ 7.30 - $ 14.95 $ 30.86 - $ 66.50 Expected term (in years) 5.27 - 6.08 5.27 - 6.08 5.27 - 6.08 Risk-free interest rate 4.2 % - 4.3 % 1.7 % - 3.9 % 0.5 % - 1.4 % Expected volatility 71.2 % - 71.6 % 68.2 % - 71.0 % 67.1 % - 70.0 % Expected dividend yield — — — |
Summary of Compensation Costs Related to Stock Options and RSUs Included on Consolidated Statements of Operations | The compensation cost related to stock options, restricted stock units and market-based restricted stock units for the years ended December 31, 2023, 2022 and 2021 are included on the consolidated statements of operations as follows (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenue $ 4,186 $ 3,910 $ 2,100 Research and development 20,465 17,689 14,061 Sales and marketing 14,553 13,597 12,312 General and administrative 23,704 20,281 14,778 Total share-based compensation expense $ 62,908 $ 55,477 $ 43,251 |
Schedule of Unrecognized Share-Based Compensation Expense and the Remaining Weighted-Average Recognition Period | As of December 31, 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 $ 33,892 1.94 Nonvested restricted stock units 76,944 2.67 Nonvested market-based restricted stock units 8,941 1.97 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Loss Before Provision for Income Taxes | The components of loss before provision for income taxes for the periods presented were as follows (in thousands): Year Ended December 31, 2023 2022 2021 Domestic $ ( 225,335 ) $ ( 200,427 ) $ ( 207,314 ) Foreign 31 59 16 Total loss before provision for income taxes $ ( 225,304 ) $ ( 200,368 ) $ ( 207,298 ) |
Schedule of Components of Deferred Tax Assets and Liabilities | The significant components of our deferred tax assets and liabilities as of the dates presented were as follows (in thousands): December 31, 2023 2022 Deferred tax assets Net operating losses $ 251,724 $ 210,609 Tax credit carryforward 43,528 36,848 Nonqualifying stock options 29,166 23,885 Operating lease liabilities 25,357 27,199 Deferred revenue 18,874 26,170 Capitalized research and development 42,134 40,957 Other 6,146 5,859 Total deferred tax assets 416,929 371,527 Less: Valuation allowance ( 402,424 ) ( 346,578 ) Deferred tax assets, net of valuation allowance 14,505 24,949 Deferred tax liabilities Tangible and intangible assets ( 1,281 ) ( 4,897 ) Right-of-use assets ( 13,224 ) ( 20,052 ) Net deferred taxes $ — $ — |
Schedule of Reconciliation of Effective Tax Rate of Provision for Income Taxes Differs from Federal Statutory Rate | The effective tax rate of our provision for income taxes differs from the federal statutory rate for the periods presented as follows: Year Ended December 31, 2023 2022 2021 Statutory rate 21.0 % 21.0 % 21.0 % State tax, net of federal tax benefit 4.0 3.8 8.3 Share-based compensation ( 2.9 ) ( 2.0 ) 14.1 Permanent items ( 0.1 ) ( 0.2 ) ( 0.1 ) Credits 2.3 3.0 4.7 Other 1.0 ( 1.2 ) ( 0.3 ) Change in valuation allowance ( 25.3 ) ( 24.4 ) ( 47.7 ) Total 0.0 % 0.0 % 0.0 % |
Schedule of Change in Unrecognized Tax Benefits | A reconciliation of the beginning and ending amounts of unrecognized tax benefits for the dates presented are as follows (in thousands): Balance at December 31, 2020 $ 3,489 Additions in 2021 3,426 Balance at December 31, 2021 6,915 Additions in 2022 1,202 Balance at December 31, 2022 8,117 Additions in 2023 1,186 Balance at December 31, 2023 $ 9,303 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders (Tables) | 12 Months Ended |
Dec. 31, 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 years ended December 31, 2023, 2022 and 2021 (in thousands, except share and per share amounts): Year Ended December 31, 2023 2022 2021 Net loss attributable to Adaptive Biotechnologies Corporation $ ( 225,250 ) $ ( 200,191 ) $ ( 207,279 ) Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic and diluted 144,383,294 142,515,917 140,354,915 Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic and diluted $ ( 1.56 ) $ ( 1.40 ) $ ( 1.48 ) |
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 years ended December 31, 2023, 2022 and 2021, as they had an anti-dilutive effect: Year Ended December 31, 2023 2022 2021 Stock options outstanding 13,839,067 13,892,287 13,097,374 Nonvested restricted stock units outstanding 9,630,579 4,799,850 693,173 Maximum nonvested market-based restricted stock units outstanding eligible to be earned 1,663,961 410,282 — Common stock warrant outstanding — — 8,570 Total 25,133,607 19,102,419 13,799,117 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2023 USD ($) Segment Performance_Obligation | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Significant Accounting Policies [Line Items] | |||
Restricted cash | $ 2,932,000 | $ 2,398,000 | |
Long-term inventory | 2,800,000 | 1,400,000 | |
Impairment of goodwill | 0 | ||
Impairment losses on intangible assets | 0 | ||
Advertising expenses | $ 8,600,000 | $ 13,700,000 | $ 22,400,000 |
Number of operating segment | Segment | 1 | ||
Number of reportable segments | Segment | 1 | ||
Digital Biotechnologies Inc | |||
Significant Accounting Policies [Line Items] | |||
Ownership interest percentage | 70% | ||
Sequencing Revenue | |||
Significant Accounting Policies [Line Items] | |||
Number of revenue performance obligations | Performance_Obligation | 2 |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule of Concentrations of Risk Percentage (Details) - Customer Concentration Risk | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
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 | 11.60% | ||
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 | 27.80% | 36.40% | 41.90% |
Significant Accounting Polici_6
Significant Accounting Policies - Summary of Useful Lives Assigned to Property and Equipment (Details) | Dec. 31, 2023 |
Laboratory Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, useful lives | 3 years |
Laboratory Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, useful lives | 7 years |
Leasehold Improvements | |
Property Plant And Equipment [Line Items] | |
Property, Plant, and Equipment, Useful Life, Term, Description [Extensible Enumeration] | us-gaap:UsefulLifeShorterOfTermOfLeaseOrAssetUtilityMember |
Computer Equipment and Software | Minimum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, useful lives | 3 years |
Computer Equipment and Software | Maximum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, useful lives | 5 years |
Furniture and Office Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, useful lives | 5 years |
Furniture and Office Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Property and equipment, useful lives | 7 years |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregated Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation Of Revenue [Line Items] | |||
Revenue | $ 170,276 | $ 185,308 | $ 154,344 |
Immune Medicine Revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | 67,537 | 98,164 | 88,133 |
Immune Medicine Revenue | Service Revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | 24,959 | 31,777 | 24,482 |
Immune Medicine Revenue | Collaboration Revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | 42,578 | 66,387 | 63,651 |
MRD Revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | 102,739 | 87,144 | 66,211 |
MRD Revenue | Service Revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | $ 102,739 | 81,144 | 56,211 |
MRD Revenue | Regulatory Milestone Revenue | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | $ 6,000 | $ 10,000 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
May 31, 2023 | Feb. 28, 2019 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation Of Revenue [Line Items] | |||||
Revenue from collaboration agreement | $ 170,276,000 | $ 185,308,000 | $ 154,344,000 | ||
Medicare Reimbursements | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from collaboration agreement | 5,600,000 | 5,200,000 | 5,800,000 | ||
Medicare Reimbursements | Immune Medicine Service Revenue | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from collaboration agreement | 600,000 | 700,000 | |||
MRD Development Agreements | Maximum | |||||
Disaggregation Of Revenue [Line Items] | |||||
Additional milestone payment receivable | 440,000,000 | ||||
Genentech Collaboration Agreement | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from collaboration agreement | $ 7,700,000 | 42,600,000 | $ 62,800,000 | $ 62,000,000 | |
Non-refundable upfront payments received | $ 300,000,000 | 300,000,000 | |||
Additional transaction price of regulatory milestone | $ 10,000,000 | ||||
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 | ||||
Genentech Collaboration Agreement | Maximum | Development Milestones | |||||
Disaggregation Of Revenue [Line Items] | |||||
Expected revenue through milestone payments | 300,000,000 | ||||
Genentech Collaboration Agreement | Maximum | Commercial Milestones | |||||
Disaggregation Of Revenue [Line Items] | |||||
Expected revenue through milestone payments | 1,430,000,000 | ||||
Genentech Collaboration Agreement | Minimum | |||||
Disaggregation Of Revenue [Line Items] | |||||
Expected revenue through milestone payments | $ 1,800,000,000 |
Deferred Revenue - Additional I
Deferred Revenue - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation Of Revenue [Line Items] | |||
Current deferred revenue | $ 48,630 | $ 48,630 | $ 64,115 |
Non-current deferred revenue | 44,793 | 44,793 | 58,599 |
Revenue recognized | 53,200 | (73,762) | |
Development Revenue | Genentech, Inc. | |||
Disaggregation Of Revenue [Line Items] | |||
Current deferred revenue | 13,600 | 13,600 | 31,800 |
Non-current deferred revenue | $ 41,100 | $ 41,100 | $ 55,500 |
Deferred Revenue - Additional_2
Deferred Revenue - Additional Information (Details1) | Dec. 31, 2023 | Dec. 31, 2022 |
Genentech, Inc. | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | ||
Disaggregation Of Revenue [Line Items] | ||
Deferred revenue, expected to be recognized | 12 months | 4 years |
Deferred Revenue - Schedule of
Deferred Revenue - Schedule of Changes in Deferred Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue balance at December 31, 2021 | $ 122,714 | |
Additions to deferred revenue during the period | 44,471 | |
Revenue recognized during the period | $ 53,200 | (73,762) |
Deferred revenue balance at December 31, 2022 | $ 93,423 | $ 93,423 |
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 | Dec. 31, 2023 | Dec. 31, 2022 |
Financial assets | ||
Total financial assets | $ 326,460 | $ 446,668 |
Level 1 | ||
Financial assets | ||
Total financial assets | 45,123 | 38,502 |
Level 2 | ||
Financial assets | ||
Total financial assets | 281,337 | 408,166 |
Money Market Funds | ||
Financial assets | ||
Total financial assets | 45,123 | 38,502 |
Money Market Funds | Level 1 | ||
Financial assets | ||
Total financial assets | 45,123 | 38,502 |
Commercial Paper | ||
Financial assets | ||
Total financial assets | 10,630 | 9,969 |
Commercial Paper | Level 2 | ||
Financial assets | ||
Total financial assets | 10,630 | 9,969 |
U.S. Government Treasury and Agency Securities | ||
Financial assets | ||
Total financial assets | 264,426 | |
U.S. Government Treasury and Agency Securities | Level 2 | ||
Financial assets | ||
Total financial assets | 264,426 | |
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 | 6,281 | 12,349 |
Corporate Bonds | Level 2 | ||
Financial assets | ||
Total financial assets | $ 6,281 | $ 12,349 |
Investments - Schedule of Avail
Investments - Schedule of Available-for-sale Investments (Details) - Short-Term Marketable Securities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | $ 281,122 | $ 412,282 |
Unrealized Gain | 235 | 14 |
Unrealized Loss | (20) | (4,130) |
Estimated Fair Value | 281,337 | 408,166 |
Commercial Paper | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 10,630 | 9,969 |
Estimated Fair Value | 10,630 | 9,969 |
U.S. Government Treasury and Agency Securities | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 264,214 | 389,898 |
Unrealized Gain | 232 | 14 |
Unrealized Loss | (20) | (4,064) |
Estimated Fair Value | 264,426 | 385,848 |
Corporate Bonds | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Amortized Cost | 6,278 | 12,415 |
Unrealized Gain | 3 | |
Unrealized Loss | (66) | |
Estimated Fair Value | $ 6,281 | $ 12,349 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Prepaid Expenses and Other Current Assets | ||
Schedule of Available-for-Sale Securities [Line Items] | ||
Accrued interest receivable | $ 1 | $ 0.8 |
Investments - Schedule of Gross
Investments - Schedule of Gross Unrealized Holding Losses and Fair Values for Investments in Unrealized Loss Position (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Schedule of Available-for-Sale Securities [Line Items] | |
Less than 12 months, Fair value | $ 48,100 |
Less than 12 months, Unrealized loss | (20) |
U.S. Government Treasury and Agency Securities | |
Schedule of Available-for-Sale Securities [Line Items] | |
Less than 12 months, Fair value | 48,100 |
Less than 12 months, Unrealized loss | $ (20) |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, at cost | $ 141,461 | $ 137,797 |
Less: Accumulated depreciation | (73,234) | (54,350) |
Property and equipment, net | 68,227 | 83,447 |
Laboratory Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, at cost | 49,567 | 43,592 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, at cost | 7,970 | 7,766 |
Furniture and Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, at cost | 3,820 | 5,342 |
Computer Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, at cost | 1,965 | 1,069 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, at cost | 3,405 | 7,625 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, at cost | $ 74,734 | $ 72,403 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 20,532 | $ 19,221 | $ 12,254 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Details) | 108 Months Ended |
Dec. 31, 2023 USD ($) | |
Goodwill [Line Items] | |
Changes in carrying amount of goodwill since recognition | $ 0 |
Purchased Intellectual Property | |
Goodwill [Line Items] | |
Amortization period of intangible assets | 3 years |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Intangible Assets Subject to Amortization (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 20,325 | $ 20,325 |
Accumulated Amortization | (15,197) | (13,498) |
Net Carrying Amount | 5,128 | 6,827 |
Acquired Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 20,000 | 20,000 |
Accumulated Amortization | (14,970) | (13,304) |
Net Carrying Amount | 5,030 | 6,696 |
Purchased Intellectual Property | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 325 | 325 |
Accumulated Amortization | (227) | (194) |
Net Carrying Amount | $ 98 | $ 131 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Future Amortization Expense for Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2024 | $ 1,703 | |
2025 | 1,699 | |
2026 | 1,699 | |
2027 | 27 | |
Net Carrying Amount | $ 5,128 | $ 6,827 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Professional fees | $ 4,920 | $ 4,744 |
Clinical and contract research organization costs | 863 | 1,533 |
Travel and entertainment | 154 | 233 |
Tax liabilities | 59 | 194 |
Purchases of property and equipment | 687 | 1,680 |
Computer and software | 1,151 | 2,385 |
Other | 763 | 1,655 |
Total accrued liabilities | $ 8,597 | $ 12,424 |
Leases- Additional Information
Leases- Additional Information (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Feb. 29, 2020 USD ($) ft² | Aug. 31, 2019 USD ($) ft² | Apr. 30, 2018 USD ($) ft² | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Mar. 31, 2021 ft² | |
Lessee Lease Description [Line Items] | |||||||
Number of square feet | ft² | 19,900 | 100,000 | 13,400 | 27,000 | |||
Lessee, operating lease, option to extend | cash payment for rent began in October 2021 and the lease term ends in August 2033, | The lease term is through March 2026 and provides for one five-year extension option. | options to extend certain of the leases up to 10.0 years | ||||
Lessee, operating lease, rent commencement month and year | 2021-10 | ||||||
Lessee, Operating Lease, Existence of Option to Extend [true false] | true | true | true | ||||
Lessee, operating lease, extended term of contract | 5 years | 5 years | |||||
Lease expiration month and year | 2033-08 | 2026-03 | 2031-10 | ||||
Operating lease, impairment loss | $ 21,200 | ||||||
Long-lived asset impairment loss | 4,200 | ||||||
Impairment of right-of-use and related long-lived assets | 25,429 | ||||||
Letter of credit | $ 2,100 | ||||||
Lease commenced moth and year | 2020-12 | ||||||
Landlord contribution for leasehold improvements | $ 20,000 | $ 14,800 | |||||
Proceeds from landlord reimbursements | $ 14,900 | $ 10,900 | |||||
Tenant improvement costs incurred | 14,900 | 14,900 | |||||
Tenant improvement costs receivable | 4,000 | ||||||
Tenant improvement allowance | $ 2,400 | ||||||
Rent obligations, commencement date | 2021-10 | ||||||
Tenant improvement allowance and commenced | $ 600 | ||||||
Operating lease renewal term | 10 years | ||||||
Operating lease termination period | 7 years | ||||||
Lease not yet commenced, termination option description | subject to an early termination option after the seventh year | ||||||
Lease not yet commenced, option to extend description | option to twice extend the lease for five years | ||||||
Lease not yet commenced landlord agreed to fund for improvements | $ 1,200 | ||||||
Lease not yet commenced, option to extend term | 5 years | ||||||
Operating lease expense | $ 11,400 | 12,400 | 12,400 | ||||
Operating lease variable lease expense | 7,100 | 7,200 | 3,500 | ||||
Cash paid for amounts included in measurement of lease liabilities, net of tenant improvement allowances received | $ 13,400 | 9,200 | 8,300 | ||||
Cash received for tenant improvement allowances | $ (5,200) | (11,500) | |||||
ROU assets obtained in exchange for operating lease liabilities | $ 5,400 | ||||||
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration] | Impairment of right-of-use and related long-lived assets | ||||||
Maximum | |||||||
Lessee Lease Description [Line Items] | |||||||
Operating lease remaining lease term | 9 years 8 months 12 days | ||||||
Minimum | |||||||
Lessee Lease Description [Line Items] | |||||||
Operating lease remaining lease term | 2 years 2 months 12 days | ||||||
Seattle, Washington | |||||||
Lessee Lease Description [Line Items] | |||||||
Number of square feet | ft² | 65,500 | ||||||
Lessee, operating lease, option to extend | Cash payment for rent of the expanded premises commenced January 2020, four months after the landlord delivered the expanded premises to us for construction of certain tenant improvements, and the lease term for both the existing premises and the expanded premises ends October 2032, subject to our option to twice extend the lease for five years. | ||||||
Lessee, operating lease, rent commencement month and year | 2020-01 | ||||||
Lessee, Operating Lease, Existence of Option to Extend [true false] | true | ||||||
Lessee, operating lease, extended term of contract | 5 years | ||||||
Lease expiration month and year | 2032-10 |
Leases- Summary of Other Inform
Leases- Summary of Other Information Related to Operating Lease (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Lessee Disclosure [Abstract] | ||
Weighted-average remaining lease term (in years) | 8 years 10 months 28 days | 9 years 9 months |
Weighted-average discount rate | 4.60% | 4.60% |
Leases- Summary of Reconciles U
Leases- Summary of Reconciles Undiscounted Operating Lease Cash Flows (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Lessee Disclosure [Abstract] | ||
2024 | $ 13,692 | |
2025 | 14,098 | |
2026 | 12,330 | |
2027 | 11,944 | |
2028 | 12,282 | |
Thereafter | 56,962 | |
Total undiscounted lease payments | 121,308 | |
Less: Imputed interest rate | (22,536) | |
Total operating lease liabilities | 98,772 | |
Less: Current portion | (9,384) | $ (9,230) |
Operating lease liabilities, less current portion | $ 89,388 | $ 98,772 |
Revenue Interest Purchase Agr_3
Revenue Interest Purchase Agreement - Additional Information (Details) - Purchase Agreement - OrbiMed - USD ($) | 12 Months Ended | ||||
Sep. 12, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Sep. 12, 2024 | Mar. 12, 2024 | |
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 | ||||
Percentage of revenue interest payments | 100% | ||||
Percentage of cumulative purchaser payments | 165% | ||||
Cumulative purchaser payments repayment date | Sep. 12, 2032 | ||||
Increase in return cap percentage of cumulative purchaser payments | 175% | ||||
Amortization of purchase agreement obligation | $ 0 | ||||
Effective interest rate | 9.20% | ||||
Debt issuance costs | $ 600,000 | ||||
Revenue interest payable | $ 2,275,000 | $ 2,760,000 | |||
Forecast | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Percentage of cumulative purchaser payments | 125% | 120% | |||
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) - OrbiMed - Purchase Agreement - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Revenue interest liability at inception | $ 125,000 | |
Capitalized issuance costs | (625) | |
Interest expense | $ 13,800 | 4,238 |
Revenue interest paid | (6,225) | (493) |
Revenue interest payable | (2,275) | (2,760) |
Revenue interest liability, net | $ 130,660 | $ 125,360 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) | 12 Months Ended | |||
Jan. 01, 2024 shares | Jan. 01, 2023 shares | Jan. 01, 2020 | Dec. 31, 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 | Subsequent Event | ||||
Class Of Stock [Line Items] | ||||
Increase in share reserve | 1,450,822 | |||
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 | Subsequent Event | ||||
Class Of Stock [Line Items] | ||||
Increase in share reserve | 7,254,113 | |||
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) | Dec. 31, 2023 shares |
Class Of Stock [Line Items] | |
Total shares of common stock reserved for future issuance | 43,992,290 |
Shares Issuable Upon the Exercise of Outstanding Stock Options Granted | |
Class Of Stock [Line Items] | |
Total shares of common stock reserved for future issuance | 12,875,045 |
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 | 11,582,134 |
Common Stock Options Granted | 2019 Equity Incentive Plan | |
Class Of Stock [Line Items] | |
Total shares of common stock reserved for future issuance | 15,299,763 |
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 | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Weighted-average remaining contractual life stock options outstanding | 6 years 2 months 12 days | |||
Weighted-average remaining contractual life vested and exercisable stock options | 5 years 3 months 18 days | |||
Weighted-average grant date fair value | $ 5.61 | $ 7.36 | $ 24.22 | |
Total intrinsic value of options exercised | $ 1,400 | $ 7,600 | $ 156,500 | |
Proceeds from exercise of stock options | 2,245 | 7,890 | 26,717 | |
Proceeds from settlement of stock option exercised in prior periods | 300 | |||
Recognized share-based compensation expense | $ 62,908 | 55,477 | 43,251 | |
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 | |||
Restricted Stock Units (RSUs) | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Fair value of RSUs vested | $ 12,000 | $ 3,500 | $ 800 | |
Market-Based Restricted Stock Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Restricted stock units outstanding | 956,337 | |||
Weighted-average grant date fair value per share | $ 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 | ||
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 | 494,234 | ||
2009 Equity Incentive Plan | Grant | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares available for future issuance | 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 | 15,299,763 | 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 | 34,853,581 | |||
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 | $ 8.29 | $ 11.43 | $ 37.98 | |
Restricted stock units outstanding | 9,669,460 | 5,981,755 | ||
Weighted-average grant date fair value per share | $ 10.32 | $ 14.11 |
Equity Incentive Plans - Summar
Equity Incentive Plans - Summary of Changes in Shares Available for Grant (Details) - 2019 Equity Incentive Plan | 12 Months Ended |
Dec. 31, 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 | (9,980,059) |
Stock options and restricted stock units forfeited or expired | 3,542,597 |
Shares available for grant at September 30, 2023 | 15,299,763 |
Equity Incentive Plans - Summ_2
Equity Incentive Plans - Summary of Stock Option Activity Under 2009 Plan and 2019 Plan (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Shares Subject to Outstanding Stock Options, Stock Options outstanding, Beginning Balance | shares | 13,520,997 |
Shares Subject to Outstanding Stock Options, Stock Options granted | shares | 1,612,032 |
Shares Subject to Outstanding Stock Options, Stock Options forfeited | shares | (1,030,388) |
Shares Subject to Outstanding Stock Options, Stock Options expired | shares | (757,191) |
Shares Subject to Outstanding Stock Options, Stock Options exercised | shares | (470,405) |
Shares Subject to Outstanding Stock Options, Stock Options outstanding, Ending Balance | shares | 12,875,045 |
Shares Subject to Outstanding Stock Options, Stock Options vested and exercisable | shares | 9,071,627 |
Weighted Average Exercise Price per Share, Stock Options outstanding, Beginning Balance | $ / shares | $ 16.88 |
Weighted Average Exercise Price per Share, Stock Options granted | $ / shares | 8.46 |
Weighted Average Exercise Price per Share, Stock Options forfeited or cancelled | $ / shares | 17.07 |
Weighted Average Exercise Price per Share, Stock Options expired | $ / shares | 22.92 |
Weighted Average Exercise Price per Share, Stock Options exercised | $ / shares | 4.77 |
Weighted Average Exercise Price per Share, Stock Options outstanding, Ending Balance | $ / shares | 15.9 |
Weighted Average Exercise Price per Share, Stock Options vested and exercisable | $ / shares | $ 16.2 |
Aggregate Intrinsic Value, Stock Option outstanding | $ | $ 506 |
Aggregate Intrinsic Value, Stock Options vested and exercisable | $ | $ 506 |
Equity Incentive Plans - Summ_3
Equity Incentive Plans - Summary of Restricted Stock Unit Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted-Average Grant Date Fair Value per Share | |||
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Granted | $ 5.61 | $ 7.36 | $ 24.22 |
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 | 6,949,587 | ||
Restricted Stock Units Outstanding, Forfeited | (1,755,018) | ||
Restricted Stock Units Outstanding, Vested | (1,506,864) | ||
Restricted Stock Units Outstanding, Nonvested Outstanding, Ending Balance | 9,669,460 | 5,981,755 | |
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 | 8.29 | $ 11.43 | $ 37.98 |
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Forfeited | 11.24 | ||
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Vested | 14.95 | ||
Weighted-Average Grant Date Fair Value per Share, Nonvested Outstanding, Ending Balance | $ 10.32 | $ 14.11 |
Equity Incentive Plans - Summ_4
Equity Incentive Plans - Summary of Estimated Grant Date Fair Values of Stock Options Granted (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
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% | 0.50% |
Risk-free interest rate, maximum | 4.30% | 3.90% | 1.40% |
Expected volatility, minimum | 71.20% | 68.20% | 67.10% |
Expected volatility, maximum | 71.60% | 71% | 70% |
Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Fair value of common stock | $ 7.3 | $ 30.86 | |
Expected term (in years) | 5 years 3 months 7 days | 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 | $ 66.5 | |
Expected term (in years) | 6 years 29 days | 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 Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total share-based compensation expense | $ 62,908 | $ 55,477 | $ 43,251 |
Cost of Revenue | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total share-based compensation expense | 4,186 | 3,910 | 2,100 |
Research and Development | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total share-based compensation expense | 20,465 | 17,689 | 14,061 |
Sales and Marketing | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total share-based compensation expense | 14,553 | 13,597 | 12,312 |
General and Administrative | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total share-based compensation expense | $ 23,704 | $ 20,281 | $ 14,778 |
Equity Incentive Plans - Schedu
Equity Incentive Plans - Schedule of Unrecognized Share-Based Compensation Expense and the Remaining Weighted-Average Recognition Period (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Nonvested Stock Options | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized Share-Based Compensation Expense | $ 33,892 |
Remaining Weighted-Average Recognition Period (in years) | 1 year 11 months 8 days |
Nonvested Restricted Stock Units | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized Share-Based Compensation Expense | $ 76,944 |
Remaining Weighted-Average Recognition Period (in years) | 2 years 8 months 1 day |
Nonvested Market-Based Restricted Stock Units | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized Share-Based Compensation Expense | $ 8,941 |
Remaining Weighted-Average Recognition Period (in years) | 1 year 11 months 19 days |
Microsoft Collaboration Agree_2
Microsoft Collaboration Agreement - Additional Information (Details) - USD ($) | 1 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2023 | Dec. 31, 2022 | |
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items] | |||
Preferred stock investment | |||
Microsoft Collaboration Agreement | |||
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items] | |||
Minimum service consumption requirement amount | $ 12,000,000 | ||
Minimum service consumption requirement term | 7 years | ||
Microsoft Collaboration Agreement | Series F-1 Convertible Preferred Stock | |||
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items] | |||
Preferred stock investment | $ 45,000,000 |
Restructuring - Additional Info
Restructuring - Additional Information (Details) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 Employee | Dec. 31, 2022 USD ($) | |
Restructuring and Related Activities [Abstract] | ||
Restructuring, reduction in workforce | Employee | 100 | |
Estimated aggregate restructuring costs recognized | $ 2 | |
Restructuring costs paid | $ 2 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Loss Before Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (225,335) | $ (200,427) | $ (207,314) |
Foreign | 31 | 59 | 16 |
Total loss before provision for income taxes | $ (225,304) | $ (200,368) | $ (207,298) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets | ||
Net operating losses | $ 251,724 | $ 210,609 |
Tax credit carryforward | 43,528 | 36,848 |
Nonqualifying stock options | 29,166 | 23,885 |
Operating lease liabilities | 25,357 | 27,199 |
Deferred revenue | 18,874 | 26,170 |
Capitalized research and development | 42,134 | 40,957 |
Other | 6,146 | 5,859 |
Total deferred tax assets | 416,929 | 371,527 |
Less: Valuation allowance | (402,424) | (346,578) |
Deferred tax assets, net of valuation allowance | 14,505 | 24,949 |
Deferred tax liabilities | ||
Tangible and intangible assets | (1,281) | (4,897) |
Right-of-use assets | (13,224) | (20,052) |
Net deferred taxes | $ 0 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes [Line Items] | ||||
Increase in valuation allowance | $ 55,800,000 | $ 49,600,000 | ||
Maturity period for NOLs carryovers | 20 years | |||
U.S. federal NOLs | $ 768,200,000 | |||
Unrecognized tax benefits | 9,303,000 | 8,117,000 | $ 6,915,000 | $ 3,489,000 |
Uncertain tax positions | 1,186,000 | 1,202,000 | $ 3,426,000 | |
Accrued interest or penalties related to uncertain tax positions | 0 | 0 | ||
Deferred tax asset | 42,134,000 | $ 40,957,000 | ||
Domestic Tax Authority [Member] | ||||
Income Taxes [Line Items] | ||||
U.S. federal NOLs | 192,500,000 | |||
U.S. federal tax credits | $ 47,200,000 | |||
Tax credit carryforwards expiration year | 2028 | |||
NOLs expiration year | 2028 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Effective Tax Rate of Provision for Income Taxes Differs from Federal Statutory Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Statutory rate | 21% | 21% | 21% |
State tax, net of federal tax benefit | 4% | 3.80% | 8.30% |
Share-based compensation | (2.90%) | (2.00%) | 14.10% |
Permanent items | (0.10%) | (0.20%) | (0.10%) |
Credits | 2.30% | 3% | 4.70% |
Other | 1% | (1.20%) | (0.30%) |
Change in valuation allowance | (25.30%) | (24.40%) | (47.70%) |
Total | 0% | 0% | 0% |
Income Taxes - Schedule of Chan
Income Taxes - Schedule of Change In Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Balance | $ 8,117 | $ 6,915 | $ 3,489 |
Additions | 1,186 | 1,202 | 3,426 |
Balance | $ 9,303 | $ 8,117 | $ 6,915 |
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 | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Net loss attributable to Adaptive Biotechnologies Corporation | $ (225,250) | $ (200,191) | $ (207,279) |
Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic | 144,383,294 | 142,515,917 | 140,354,915 |
Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, basic | $ (1.56) | $ (1.4) | $ (1.48) |
Weighted-average shares used in computing net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, diluted | 144,383,294 | 142,515,917 | 140,354,915 |
Net loss per share attributable to Adaptive Biotechnologies Corporation common shareholders, diluted | $ (1.56) | $ (1.4) | $ (1.48) |
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 | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities | 25,133,607 | 19,102,419 | 13,799,117 |
Common Stock Options Granted | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities | 13,839,067 | 13,892,287 | 13,097,374 |
Nonvested Restricted Stock Units Outstanding | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities | 9,630,579 | 4,799,850 | 693,173 |
Nonvested Market-based Restricted Stock Units Outstanding Granted | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities | 1,663,961 | 410,282 | |
Common Stock Warrant Outstanding | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities | 8,570 |
Retirement Plan - Additional In
Retirement Plan - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |||
Employees maximum annual contribution of their compensation | 100% | ||
Employer discretionary contribution amount | $ 2.3 | $ 2.8 | $ 2.5 |
Employee service period for vesting | 1 year | 1 year | 1 year |