Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 16, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | BBIO | ||
Entity Registrant Name | BridgeBio Pharma, Inc. | ||
Entity Central Index Key | 0001743881 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity File Number | 001-38959 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 84-1850815 | ||
Entity Address, Address Line One | 3160 Porter Drive | ||
Entity Address, Address Line Two | Suite 250 | ||
Entity Address, City or Town | Palo Alto | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94304 | ||
City Area Code | 650 | ||
Local Phone Number | 391-9740 | ||
Entity Common Stock, Shares Outstanding | 151,373,044 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Interactive Data Current | Yes | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Public Float | $ 976.8 | ||
Entity Voluntary Filers | No | ||
Documents Incorporated by Reference | Specified portions of the registrant’s definitive Proxy Statement to be issued in conjunction with the registrant’s 2023 Annual Meeting of Stockholders, which is expected to be filed not later than 120 days after the registrant’s fiscal year ended December 31, 2022 , are incorporated by reference into Part III of this Annual Report. Except as expressly incorporated by reference, the registrant’s Proxy Statement shall not be deemed to be a part of this Annual Report on Form 10‑K. | ||
Auditor Firm ID | 34 | ||
Auditor Name | Deloitte & Touche LLP | ||
Auditor Location | San Francisco, California |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 376,689 | $ 393,772 |
Marketable securities | 51,580 | 393,743 |
Investment in equity securities | 43,653 | 49,148 |
Receivable from licensing and collaboration agreements | 17,079 | 19,749 |
Restricted cash | 37,930 | 177 |
Prepaid expenses and other current assets | 21,922 | 32,269 |
Total current assets | 548,853 | 888,858 |
Property and equipment, net | 14,569 | 30,066 |
Operating lease right-of-use assets | 10,678 | 15,907 |
Intangible assets, net | 28,712 | 44,934 |
Other assets | 20,224 | 33,027 |
Total assets | 623,036 | 1,012,792 |
Current liabilities: | ||
Accounts payable | 11,558 | 11,884 |
Accrued compensation and benefits | 31,256 | 37,041 |
Accrued research and development liabilities | 39,803 | 44,138 |
Accrued professional services | 1,790 | 6,786 |
Operating lease liabilities, current portion | 3,675 | 4,938 |
Deferred revenue, current portion | 8,156 | 0 |
Other accrued liabilities | 25,190 | 30,282 |
Total current liabilities | 121,428 | 135,069 |
Term loan, net | 430,993 | 430,752 |
Operating lease liabilities, net of current portion | 12,274 | 17,428 |
Other long-term liabilities | 26,643 | 22,069 |
Total liabilities | 1,867,960 | 1,878,371 |
Commitments and contingencies (Note 9) | ||
Redeemable convertible noncontrolling interests | (1,589) | 1,423 |
Stockholders' deficit: | ||
Undesignated preferred stock, $0.001 par value; 25,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.001 par value; 500,000,000 shares authorized; 156,817,333 shares issued and 150,625,572 shares outstanding as of December 31, 2022, 153,535,084 shares issued and 147,343,323 shares outstanding as of December 31, 2021 | 157 | 154 |
Treasury stock, at cost; 6,191,761 shares as of December 31, 2022 and 2021 | (275,000) | (275,000) |
Additional paid-in capital | 938,703 | 841,530 |
Accumulated other comprehensive loss | (328) | (132) |
Accumulated deficit | (1,918,149) | (1,436,966) |
Total BridgeBio stockholders' deficit | (1,254,617) | (870,414) |
Noncontrolling interests | 11,282 | 3,412 |
Total stockholders' deficit | (1,243,335) | (867,002) |
Total liabilities, redeemable convertible noncontrolling interests and stockholders' deficit | 623,036 | 1,012,792 |
2029 Notes | ||
Current liabilities: | ||
Notes, net | 734,988 | 733,119 |
2027 Notes | ||
Current liabilities: | ||
Notes, net | $ 541,634 | $ 539,934 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 156,817,333 | 153,535,084 |
Common stock, shares outstanding | 150,625,572 | 147,343,323 |
Treasury stock, shares | 6,191,761 | 6,191,761 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue: | |||
Total revenue | $ 77,648 | $ 69,716 | $ 8,249 |
Operating costs and expenses: | |||
Cost of license revenue and products sold | 3,434 | 3,114 | 0 |
Research and development | 399,462 | 451,024 | 337,047 |
Selling, general and administrative | 143,189 | 192,210 | 145,684 |
Restructuring, impairment and related charges | 43,765 | 0 | 0 |
Total operating costs and expenses | 589,850 | 646,348 | 482,731 |
Loss from operations | (512,202) | (576,632) | (474,482) |
Other income (expense), net: | |||
Interest income | 7,542 | 1,133 | 4,015 |
Interest expense | (80,438) | (46,778) | (36,655) |
Gain from sale of priority review voucher, net | 107,946 | 0 | 0 |
Other income (expense), net | (7,500) | 35,823 | 1,634 |
Total other income (expense), net | 27,550 | (9,822) | (31,006) |
Total loss before income taxes | (484,652) | (586,454) | (505,488) |
Net loss attributable to redeemable convertible noncontrolling interests and noncontrolling interests | 3,469 | 23,915 | 56,764 |
Net loss attributable to common stockholders of BridgeBio | $ (481,183) | $ (562,539) | $ (448,724) |
Net loss per share attributable to common stockholders of BridgeBio, basic | $ (3.26) | $ (3.90) | $ (3.80) |
Net loss per share attributable to common stockholders of BridgeBio, diluted | $ (3.26) | $ (3.90) | $ (3.80) |
Weighted-average shares used in computing net loss per share attributable to common stockholders of BridgeBio, basic | 147,473,076 | 144,356,619 | 117,995,457 |
Weighted-average shares used in computing net loss per share attributable to common stockholders of BridgeBio, diluted | 147,473,076 | 144,356,619 | 117,995,457 |
License and services revenue | |||
Revenue: | |||
Total revenue | $ 76,094 | $ 65,923 | $ 8,249 |
Product Sales | |||
Revenue: | |||
Total revenue | $ 1,554 | $ 3,793 | $ 0 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (484,652) | $ (586,454) | $ (505,488) |
Other comprehensive loss: | |||
Unrealized loss on available-for-sale securities | (196) | (324) | (62) |
Comprehensive loss | (484,848) | (586,778) | (505,550) |
Comprehensive loss attributable to redeemable convertible noncontrolling interests and noncontrolling interests | 3,469 | 23,915 | 56,764 |
Comprehensive loss attributable to common stockholders of BridgeBio | $ (481,379) | $ (562,863) | $ (448,786) |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Convertible Noncontrolling Interests and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjusted Balance | Equity Compensation Plans | Employee Stock Purchase Plan | Satisfy Tax Withholding | Redeemable Convertible Noncontrolling Interests | Common Stock | Common Stock Equity Compensation Plans | Common Stock 2020 Stock and Equity Award Exchange Program | Common Stock Employee Stock Purchase Plan | Common Stock Satisfy Tax Withholding | Treasury Stock | Additional Paid-In Capital | Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjusted Balance | Additional Paid-In Capital Equity Compensation Plans | Additional Paid-In Capital 2020 Stock and Equity Award Exchange Program | Additional Paid-In Capital Employee Stock Purchase Plan | Additional Paid-In Capital Satisfy Tax Withholding | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjusted Balance | Parent | Parent Cumulative Effect, Period of Adoption, Adjusted Balance | Parent Equity Compensation Plans | Parent 2020 Stock and Equity Award Exchange Program | Parent Employee Stock Purchase Plan | Parent Satisfy Tax Withholding | Noncontrolling Interests | Noncontrolling Interests 2020 Stock and Equity Award Exchange Program |
Beginning balance at Dec. 31, 2019 | $ 473,733 | $ 124 | $ 848,107 | $ 254 | $ (440,031) | $ 408,454 | $ 65,279 | ||||||||||||||||||||||
Temporary equity, beginning balance at Dec. 31, 2019 | $ 2,243 | ||||||||||||||||||||||||||||
Beginning balance, shares at Dec. 31, 2019 | 123,658,287 | ||||||||||||||||||||||||||||
Issuance of shares | $ 3,711 | $ 1,205 | $ 1 | $ 3,711 | $ 1,673 | $ 1,205 | $ 3,711 | $ 1,674 | $ 1,205 | $ (1,674) | |||||||||||||||||||
Issuance of shares, shares | 919,502 | 655,719 | 49,696 | ||||||||||||||||||||||||||
Stock-based compensation | 36,530 | 36,530 | 36,530 | ||||||||||||||||||||||||||
Equity component of 2027 Notes, net of issuance costs and deferred tax liability | 168,078 | 168,078 | 168,078 | ||||||||||||||||||||||||||
Purchase of capped calls | (49,280) | (49,280) | (49,280) | ||||||||||||||||||||||||||
Repurchase of common stock | (75,000) | $ (75,000) | (75,000) | ||||||||||||||||||||||||||
Repurchase of common stock, shares | (2,414,681) | 2,414,681 | |||||||||||||||||||||||||||
Repurchase of common stock to satisfy tax withholding | $ (714) | $ (714) | $ (714) | ||||||||||||||||||||||||||
Repurchase of common stock to satisfy tax withholding, shares | (19,134) | ||||||||||||||||||||||||||||
Unrealized loss on available-for-sale securities | (62) | (62) | (62) | ||||||||||||||||||||||||||
Issuance (repurchase) of noncontrolling interest | 50,828 | 50,828 | |||||||||||||||||||||||||||
Temporary Equity, issuance (repurchase) of noncontrolling interest | 2,102 | ||||||||||||||||||||||||||||
Transfers from (to) noncontrolling interest | (1,843) | 12,034 | 12,034 | (13,877) | |||||||||||||||||||||||||
Temporary Equity, transfers from (to) noncontrolling interest | 1,843 | ||||||||||||||||||||||||||||
Net loss | (500,930) | (448,724) | (448,724) | (52,206) | |||||||||||||||||||||||||
Temporary Equity, net loss | (4,558) | ||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2020 | 106,256 | $ 125 | $ (75,000) | 1,021,344 | 192 | (888,755) | 57,906 | 48,350 | |||||||||||||||||||||
Ending balance (ASU 2020-06) at Dec. 31, 2020 | $ (153,750) | $ (168,078) | $ 14,328 | $ (153,750) | |||||||||||||||||||||||||
Temporary equity, ending balance at Dec. 31, 2020 | 1,630 | ||||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2020 | 122,849,389 | 2,414,681 | |||||||||||||||||||||||||||
Repurchase of Eidos noncontrolling interests for cash and shares, including transaction costs of $70,734 | (91,997) | $ 26 | (53,856) | (53,830) | (38,167) | ||||||||||||||||||||||||
Repurchase of noncontrolling interests for cash and shares, including transaction costs, shares | 26,156,446 | ||||||||||||||||||||||||||||
Issuance of shares | 16,645 | 3,821 | $ 3 | 16,642 | 3,821 | 16,645 | 3,821 | ||||||||||||||||||||||
Issuance of shares, shares | 2,085,286 | 116,222 | |||||||||||||||||||||||||||
Stock-based compensation | 89,823 | 89,823 | 89,823 | ||||||||||||||||||||||||||
Purchase of capped calls | (61,295) | (61,295) | (61,295) | ||||||||||||||||||||||||||
Fair value of PellePharm noncontrolling interest on consolidation | 5,074 | ||||||||||||||||||||||||||||
Repurchase of common stock | (200,000) | $ (200,000) | (200,000) | ||||||||||||||||||||||||||
Repurchase of common stock, shares | (3,777,080) | 3,777,080 | |||||||||||||||||||||||||||
Repurchase of common stock to satisfy tax withholding | (4,747) | (4,747) | (4,747) | ||||||||||||||||||||||||||
Repurchase of common stock to satisfy tax withholding, shares | (86,940) | ||||||||||||||||||||||||||||
Unrealized loss on available-for-sale securities | (324) | (324) | (324) | ||||||||||||||||||||||||||
Issuance (repurchase) of noncontrolling interest | 6,240 | 6,240 | |||||||||||||||||||||||||||
Temporary Equity, issuance (repurchase) of noncontrolling interest | 3,500 | ||||||||||||||||||||||||||||
Transfers from (to) noncontrolling interest | 3,455 | (2,124) | (2,124) | 5,579 | |||||||||||||||||||||||||
Temporary Equity, transfers from (to) noncontrolling interest | (3,456) | ||||||||||||||||||||||||||||
Net loss | (581,129) | (562,539) | (562,539) | (18,590) | |||||||||||||||||||||||||
Temporary Equity, net loss | (5,325) | ||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2021 | (867,002) | $ 154 | $ (275,000) | 841,530 | (132) | (1,436,966) | (870,414) | 3,412 | |||||||||||||||||||||
Temporary equity, ending balance at Dec. 31, 2021 | 1,423 | 1,423 | |||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2021 | 147,343,323 | 6,191,761 | |||||||||||||||||||||||||||
Issuance of shares | $ 666 | $ 2,558 | $ 3 | $ 663 | $ 2,558 | $ 666 | $ 2,558 | ||||||||||||||||||||||
Issuance of shares, shares | 2,658,109 | 339,549 | |||||||||||||||||||||||||||
Stock-based compensation | 94,173 | 94,173 | 94,173 | ||||||||||||||||||||||||||
Repurchase of common stock to satisfy tax withholding | $ (1,561) | $ (1,561) | $ (1,561) | ||||||||||||||||||||||||||
Repurchase of common stock to satisfy tax withholding, shares | (171,209) | ||||||||||||||||||||||||||||
Issuance of common stock through at-the-market offering, net | 4,852 | 4,852 | 4,852 | ||||||||||||||||||||||||||
Issuance of common stock through at-the-market offering, net, shares | 455,800 | ||||||||||||||||||||||||||||
Unrealized loss on available-for-sale securities | (196) | (196) | (196) | ||||||||||||||||||||||||||
Issuance (repurchase) of noncontrolling interest | 4,815 | 4,815 | |||||||||||||||||||||||||||
Transfers from (to) noncontrolling interest | (2,399) | (3,512) | (3,512) | 1,113 | |||||||||||||||||||||||||
Temporary Equity, transfers from (to) noncontrolling interest | 2,399 | ||||||||||||||||||||||||||||
Net loss | (479,241) | (481,183) | (481,183) | 1,942 | |||||||||||||||||||||||||
Temporary Equity, net loss | (5,411) | ||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2022 | (1,243,335) | $ 157 | $ (275,000) | $ 938,703 | $ (328) | $ (1,918,149) | $ (1,254,617) | $ 11,282 | |||||||||||||||||||||
Temporary equity, ending balance at Dec. 31, 2022 | $ (1,589) | $ (1,589) | |||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2022 | 150,625,572 | 6,191,761 |
Consolidated Statements of Re_2
Consolidated Statements of Redeemable Convertible Noncontrolling Interests and Stockholders' Equity (Deficit) (Parenthetical) $ in Thousands | Dec. 31, 2021 USD ($) |
Repurchase of Eidos noncontrolling interests for cash and shares, transaction costs | $ 70,734 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities: | |||
Net loss | $ (484,652) | $ (586,454) | $ (505,488) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Stock-based compensation | 91,559 | 99,505 | 58,459 |
Depreciation and amortization | 6,771 | 5,843 | 1,456 |
Noncash lease expense | 5,172 | 5,611 | 3,088 |
Net loss (gain) from investment in equity securities | 8,222 | (29,914) | 0 |
Gain from sale of priority review voucher, excluding transaction costs | (110,000) | 0 | 0 |
Accrual of payment-in-kind interest on term loan | 13,562 | 0 | 0 |
Gain from recognition of receivable from licensing and collaboration agreement | (12,500) | 0 | 0 |
Fair value of shares issued under a license agreements | 4,567 | 0 | 6,014 |
Accretion of debt | 8,570 | 5,795 | 17,737 |
Fair value adjustment of warrants | 1,571 | 1,197 | (3,338) |
Loss on sale of certain assets | 6,261 | 0 | 0 |
Impairment of long-lived assets | 12,720 | 0 | 0 |
LEO call option expense (income) | 0 | (5,550) | 1,472 |
Loss on early extinguishment of debt | 0 | 3,337 | 0 |
Acquired in-process research and development assets | 0 | 0 | 4,727 |
Other noncash adjustments | 604 | 7,092 | 1,225 |
Changes in operating assets and liabilities: | |||
Receivable from licensing and collaboration agreements | 15,169 | (19,749) | 0 |
Receivable from a related party | 0 | 0 | 2,845 |
Prepaid expenses and other current assets | 7,671 | (4,262) | (7,059) |
Other assets | 10,971 | (9,816) | (2,146) |
Accounts payable | (349) | 2,833 | (735) |
Accrued compensation and benefits | (2,362) | 7,378 | 8,589 |
Accrued research and development liabilities | (4,309) | 11,178 | 6,170 |
Accrued professional services | (4,996) | 2,157 | 2,407 |
Operating lease liabilities | (6,245) | (6,122) | (3,472) |
Deferred revenue | 15,262 | 0 | 0 |
Other accrued and other long-term liabilities | (2,733) | 12,007 | 8,335 |
Net cash used in operating activities | (419,494) | (497,934) | (399,714) |
Investing activities | |||
Purchases of marketable securities | (137,493) | (589,892) | (287,852) |
Maturities of marketable securities | 479,688 | 380,200 | 249,137 |
Sales of marketable securities | 0 | 62,691 | 0 |
Purchases of investment in equity securities | (55,562) | (53,383) | 0 |
Sales of investment in equity securities | 52,835 | 34,150 | 0 |
Increase in cash and cash equivalents from consolidation of PellePharm | 0 | 13,654 | 0 |
Payment for an intangible asset | (1,500) | (35,000) | 0 |
Proceeds from sale of priority review voucher, excluding transaction costs | 110,000 | 0 | 0 |
Proceeds from sale of certain assets | 10,000 | 0 | 0 |
Purchases of property and equipment | (4,821) | (13,246) | (7,518) |
Other investing activities | 0 | 0 | (6,760) |
Net cash provided by (used in) investing activities | 453,147 | (200,826) | (52,993) |
Financing activities | |||
Proceeds from issuance of 2029 Notes in 2021 and 2027 Notes in 2020 | 0 | 747,500 | 550,000 |
Issuance costs and discounts associated with issuance of 2029 Notes and 2027 Notes | 0 | (16,064) | (13,039) |
Purchase of capped calls | 0 | (61,295) | (49,280) |
Repurchase of common stock | 0 | (200,000) | (75,000) |
Proceeds from issuance of noncontrolling interests | 0 | 3,500 | 2,000 |
Repurchase of Eidos noncontrolling interest, including direct transaction costs | 0 | (85,090) | 0 |
Proceeds from term loan, net of issuance costs | 0 | 456,296 | 0 |
Repayment of term loan | (20,486) | (124,119) | 0 |
Proceeds from common stock issuances under ESPP | 2,558 | 3,821 | 1,205 |
Repurchase of common stock to satisfy tax withholding | (1,561) | (4,746) | (714) |
Proceeds from stock option exercises, net of repurchases | 666 | 16,643 | 12,923 |
Proceeds from at-the-market issuance of noncontrolling interest by Eidos, net | 0 | 0 | 24,094 |
Proceeds from issuance of common stock through at-the-market offering, net | 4,852 | 0 | 0 |
Repurchase of noncontrolling interest | 0 | 0 | (5,000) |
Other financing activities | 837 | 0 | 0 |
Net cash (used in) provided by financing activities | (13,134) | 736,446 | 447,189 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 20,519 | 37,686 | (5,518) |
Cash, cash equivalents and restricted cash at beginning of year | 396,365 | 358,679 | 364,197 |
Cash, cash equivalents and restricted cash at end of year | 416,884 | 396,365 | 358,679 |
Supplemental Disclosures of Cash Flow Information: | |||
Cash paid for interest | 54,443 | 29,774 | 15,322 |
Supplemental Disclosures of Non-Cash Investing and Financing Information: | |||
Payment-in-kind interest accrued in prior year added to principal of term loan | 1,763 | 0 | 0 |
Deferred merger transaction costs included in accounts payable and accrued professional services | 0 | 0 | 1,842 |
Leasehold improvements paid by landlord | 0 | 2,449 | 0 |
Transfers from (to) noncontrolling interests (Note 6) | (3,512) | (2,124) | 12,034 |
Recognition of property and equipment previously classified in other assets | 0 | 0 | 10,000 |
Noncash contribution by a noncontrolling interest | 0 | 21,600 | 4,727 |
Unpaid property and equipment | 47 | 563 | 1,101 |
Recognized intangible asset recorded in other accrued and other long-term liabilities | 11,000 | 12,500 | 0 |
Unpaid debt issuance costs | 0 | 1,120 | 0 |
Net noncash portion of repurchase of Eidos noncontrolling interests | 0 | 38,168 | 0 |
Direct transaction costs in the repurchase of Eidos recorded in additional paid-in capital previously classified in prepaid expenses and other current assets | 0 | 8,749 | 0 |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | |||
Cash and cash equivalents | 376,689 | 393,772 | 356,082 |
Restricted cash | 37,930 | 177 | 139 |
Restricted cash - included in other assets | 2,265 | 2,416 | 2,458 |
Total cash, cash equivalents and restricted cash at end of year | $ 416,884 | $ 396,365 | $ 358,679 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business BridgeBio Pharma, Inc. or BridgeBio or the Company, is a commercial-stage biopharmaceutical company founded to discover, create, test and deliver transformative medicines to treat patients who suffer from genetic diseases and cancers with clear genetic drivers. BridgeBio's pipeline of development programs ranges from early science to advanced clinical trials. BridgeBio was founded in 2015 and its team of experienced drug discoverers, developers and innovators are committed to applying advances in genetic medicine to help patients as quickly as possible. Since inception, BridgeBio has either created wholly-owned subsidiaries or has made investments in certain controlled entities, including partially-owned subsidiaries for which BridgeBio has a majority voting interest, and variable interest entities, or VIEs for which BridgeBio is the primary beneficiary, or, collectively, we, our, or us. BridgeBio is headquartered in Palo Alto, California. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The consolidated financial statements include the accounts of BridgeBio Pharma, Inc., its wholly-owned subsidiaries and controlled entities, substantially all of which are denominated in U.S. dollars. All intercompany balances and transactions have been eliminated in consolidation. For consolidated entities where we own or are exposed to less than 100% of the economics, we record "Net loss attributable to redeemable convertible noncontrolling interests and noncontrolling interests" in our consolidated statements of operations equal to the percentage of the economic or ownership interests retained in such entities by the respective noncontrolling parties. In determining whether an entity is considered a controlled entity, we applied the VIE and Voting Interest Entity, or VOE models. We assess whether we are the primary beneficiary of a VIE based on our power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and our obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. Entities that do not qualify as a VIE are assessed for consolidation under the VOE model. Under the VOE model, BridgeBio consolidates the entity if it determines that it has a controlling financial interest in the entity through its ownership of greater than 50 % of the outstanding voting shares of the entity and that other equity holders do not have substantive voting, participating or liquidation rights. We assess whether we are the primary beneficiary of a VIE or whether we have a majority voting interest for entities consolidated under the VOE model at the inception of the arrangement and at each reporting date. The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States, or U.S. GAAP and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of our financial position, our results of operations and comprehensive loss, and our cash flows for the periods presented. The results of operations for the years ended December 31, 2022, 2021 and 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period. Reclassifications Certain reclassifications have been made to the consolidated statements of cash flows for the year ended December 31, 2020 to conform to the current year’s presentation. These reclassifications had no net effect on cash flows from operating, investing and financing activities as previously reported. Variable Interest Entities and Voting Interest Entities BridgeBio consolidates those entities in which it has a direct or indirect controlling financial interest based on either the VIE model or the VOE model. VIEs are entities that, by design, either (i) lack sufficient equity to permit the entity to finance its activities without additional subordinated financial support from other parties; or (ii) have equity investors that do not have the ability to make significant decisions relating to the entity’s operations through voting rights, or do not have the obligation to absorb the expected losses, or do not have the right to receive the residual returns of the entity. The primary beneficiary of a VIE is required to consolidate the assets and liabilities of the VIE. The primary beneficiary is the party that has both (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (ii) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE through its interest in the VIE. To assess whether BridgeBio has the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, BridgeBio considers all the facts and circumstances, including its role in establishing the VIE and its ongoing rights and responsibilities. This assessment includes identifying the activities that most significantly impact the VIE’s economic performance and identifying which party, if any, has power over those activities. In general, the parties that make the most significant decisions affecting the VIE (management and representation on the Board of Directors) and have the right to unilaterally remove those decision-makers are deemed to have the power to direct the activities of a VIE. To assess whether BridgeBio has the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, BridgeBio considers all of its economic interests, which primarily include equity investments in preferred and common stock and issuance of notes that are convertible into preferred stock, that are deemed to be variable interests in the VIE. This assessment requires BridgeBio to apply judgment in determining whether these interests, in the aggregate, are considered potentially significant to the VIE. Factors considered in assessing the significance include: the design of the VIE, including its capitalization structure, subordination of interests, payment priority, relative share of interests held across various classes within the VIE’s capital structure, and the reasons why the interests are held by BridgeBio. At the VIE’s inception, BridgeBio determines whether it is the primary beneficiary and if the VIE should be consolidated based on the facts and circumstances. We have determined that the consolidated VIEs, in which BridgeBio is the primary beneficiary, individually meet the definition of a business. There are no significant restrictions on the assets and liabilities of BridgeBio’s consolidated VIEs. BridgeBio then performs ongoing reassessments of the VIE based on reconsideration events and reevaluates whether a change to the consolidation and disclosure conclusions are required each reporting period. Entities that do not qualify as a VIE are assessed for consolidation under the VOE model. Under the VOE model, BridgeBio consolidates the entity if it determines that it, directly or indirectly, has greater than 50 % of the voting shares and that other equity holders do not have substantive voting, participating, or liquidation rights. Refer to Note 5. Equity Method and Other Equity Investments We utilize the equity method to account for investments when we possess the ability to exercise significant influence, but not control, over the operating and financial decisions of the investee. Generally, the ability to exercise significant influence is presumed when the investor possesses more than 20 % of the voting interests of the investee. This presumption may be overcome based on specific facts and circumstances that demonstrate that the ability to exercise significant influence is restricted. We apply the equity method to investments in common stock and to other investments in entities that have risk and reward characteristics that are substantially similar to an investment in the investee’s common stock. In applying the equity method, we record the investment at cost unless the initial recognition is the result of the deconsolidation of a subsidiary, in which case it is recorded at fair value. We subsequently increase or decrease the carrying amount of the investment by our proportionate share of the net earnings or losses and other comprehensive income of the investee based on our percentage of common stock ownership during the respective reporting period. Payments to investees such as additional investments, loans, and expenses incurred on behalf of investees, as well as payments from investees such as dividends, distributions, and repayments of loans are recorded as adjustments to the carrying value of the investment. In the event that net losses of the investee reduce the carrying amount to zero, additional net losses may be recorded if we have other investment in the investee not accounted for under the equity method, have guaranteed obligations of the investee, or we are otherwise committed to provide further financial support for the investee. We account for investments at fair value when we do not have significant influence over the investee. In the absence of readily determinable fair value, we measure the investment at cost less impairment plus or minus observable price changes, if any. We recognize income for any dividends declared from the distribution of the investee’s earnings. As of December 31, 2020, we had an equity method and equity security investments in PellePharm. The equity security investments in PellePharm were without a readily determinable fair value and were carried at cost less impairment plus or minus observable price changes. PellePharm became a consolidated VIE in April 2021. As of December 31, 2020, we had an equity method investment in LianBio representing ordinary shares held by BridgeBio Pharma, LLC (" BBP LLC"). In November 2021, we no longer held significant influence over LianBio and therefore began accounting for the investment in LianBio under ASC 321, Investments — Equity Securities . Refer to Note 7 for further discussion on the PellePharm and LianBio investments, both of which were no longer accounted for as equity method investments as of December 31, 2021. We no longer have any equity method investments as of December 31, 2022 and 2021. Under the equity method of accounting, our investments are reviewed for indicators of impairment at each reporting period and are written down to fair value if there is evidence of a loss in value that is other-than-temporary. Factors that may be indicative of an impairment include a series of operating losses of an investee, the absence of an ability to recover the carrying amount of the investment, the inability of the investee to sustain an earnings capacity and a current fair value of an investment that is less than its carrying amount. Indicators that a decline in value may be other-than-temporary include the length of time and the extent to which the estimated fair value or market value has been below the carrying value, the financial condition and the near-term prospects of the investee, the intent and our ability to retain our investment in the investee for a period of time sufficient to allow for any anticipated recovery in market value and general market conditions. The estimation of fair value and whether an other-than-temporary impairment has occurred requires the application of significant judgment and future results may vary from current assumptions. No impairment charge was recognized for the years ended December 31, 2021 and 2020 related to our equity method investments. Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that subject us to significant concentrations of credit risk consist primarily of cash, cash equivalents and restricted cash. Substantially all of our cash, cash equivalents and restricted cash are held in financial institutions in the United States. Amounts on deposit may at times exceed federally insured limits. Management believes that the financial institutions are financially sound and, accordingly, minimal credit risk exists with respect to the financial institutions. We are subject to certain risks and uncertainties and we believe that changes in any of the following areas could have a material adverse effect on future financial position or results of operations: ability to obtain future financing, regulatory approval and market acceptance of, and reimbursement for, product candidates, performance of third-party contract research organizations and manufacturers upon which we rely, development of sales channels, protection of our intellectual property, litigation or claims against us based on intellectual property, patent, product, regulatory, clinical or other factors, and our ability to attract and retain employees necessary to support our growth. We are dependent on third-party manufacturers to supply products for research and development activities in our programs. In particular, we rely and expects to continue to rely on a small number of manufacturers to supply us with our requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. These programs could be adversely affected by a significant interruption in the supply of active pharmaceutical ingredients and formulated drugs. In March 2020, the World Health Organization declared the outbreak of SARS-CoV-2, the novel strain of coronavirus that causes Coronavirus disease 19, or COVID-19, a global pandemic. Since then, healthcare providers and hospitals have focused significant amounts of resources on fighting the virus and its variants, and we have experienced delays in or temporary suspension of the enrollment of patients in our subsidiaries’ ongoing clinical trials. Additionally, we may experience delays in certain ongoing key program activities, including commencement of planned clinical trials, as well as non-clinical experiments and Investigational New Drug Application-enabling good laboratory practice toxicology studies. The exact timing of delays and their overall impact on our business are currently unknown and we are monitoring the ongoing COVID-19 pandemic as it continues to evolve. While certain measures have been relaxed in certain parts of the world as increasing numbers of people have received COVID-19 vaccines, others have remained in place with some areas continuing to experience renewed outbreaks and surges in infection rates. The extent to which such measures are removed or new measures are put in place will depend upon how the pandemic evolves, as well as the distribution of available vaccines, the rates at which they are administered and the emergence of new variants of the virus. We are continuing to actively monitor the situation and may take further precautionary and preemptive actions as may be required by federal, state, or local authorities or that we determine are in the best interests of public health and safety and that of our patient community, employees, partners, suppliers, and stockholders. We cannot predict the effects that such actions, or the impact of COVID-19 on global business operations and economic conditions, may have on our business or strategy, including the effects on our ongoing and planned clinical development activities and prospects or on our financial and operating results. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and disclosure of contingent liabilities at the date of the consolidated financial statements, and the reported amounts of expenses during the reporting period. Significant estimates and assumptions made in the accompanying consolidated financial statements include, but are not limited to: • accruals for research and development activities and contingent clinical, development, regulatory, and sales-based milestone payments in our in-licensing agreements and asset acquisitions, • accruals for performance-based milestone compensation arrangements, • determining and allocating the transaction price to performance obligations for transactions accounted for under ASC 606, Revenue from Contracts with Customers , • the expected recoverability and estimated useful lives of our long-lived assets, and • additional charges as a result of, or that are associated with, any restructuring initiative as well as impairment and related charges. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable. Actual results may differ from those estimates or assumptions. Cash, Cash Equivalents and Marketable Securities We consider all highly liquid investments purchased with original maturities of 90 days or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market instruments, such as money market funds and repurchase agreements collateralized with securities issued by the U.S. government or its agencies. Our marketable securities consist of high investment grade fixed income securities that are primarily invested in commercial paper, corporate bonds, and U.S. government securities. We classify our marketable securities as available-for-sale securities and report them at fair value in cash equivalents or marketable securities on the consolidated balance sheets with related unrealized gains and losses included as a component of stockholders’ deficit. We classify our marketable securities as either short-term or long-term based on each instrument’s underlying contractual maturity date. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity which is included in interest income on the consolidated statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on available-for-sale securities are included in "Other income (expense), net". The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in interest income. Our cash, cash equivalents and marketable securities are exposed to credit risk in the event of default by the third parties that hold or issue such assets. Our cash, cash equivalents and marketable securities are held by financial institutions that management believes are of high credit quality. Our investment policy limits investments to fixed income securities denominated and payable in U.S. dollars such as corporate bonds, corporate commercial paper, U.S. government obligations, and money market funds, and places restrictions on maturities and concentrations by type and issuer. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statements of cash flows: December 31, 2022 2021 2020 (in thousands) Cash and cash equivalents $ 376,689 $ 393,772 $ 356,082 Restricted cash 37,930 177 139 Restricted cash, non-current — included in “Other assets” 2,265 2,416 2,458 Total cash, cash equivalents and restricted cash $ 416,884 $ 396,365 $ 358,679 Restricted Cash Restricted cash primarily represents funds in a controlled account that was established in connection with the Second Amendment of the Company’s Loan and Security Agreement that is described in Note 10. The use of such non-interest-bearing cash is restricted per the terms of the underlying amended loan agreement and is to be used solely for certain research and development expenses directly attributable to the performance of obligations associated with the Navire-BMS License Agreement, which is further described in Note 11. As of December 31, 2022 , restricted cash related to this agreement was $ 37.8 million, which is presented as part of “Restricted cash” on the consolidated balance sheets. Additionally, under certain lease agreements and letters of credit, we have pledged cash and cash equivalents as collateral. As of December 31, 2022 , restricted cash related to such agreements was $ 0.1 million and $ 2.3 million, which is presented as part of “Restricted cash” and “ Other assets ”, respectively, on the consolidated balance sheets. As of December 31, 2021 , restricted cash related to such agreements was $ 0.2 million and $ 2.4 million, which is presented as part of “Restricted Cash” and “Other Assets”, respectively, on the consolidated balance sheets. Investment in Equity Securities We have investment in equity securities of public companies starting in 2021. We measure the fair value of our investment in equity securities at each reporting period in accordance with ASC 321, Investments - Equity Securities . Changes in fair value resulting from observable price changes are included in “Other income (expense), net” in our consolidated statements of operations. Upon sale of an equity security, any realized gain or loss is recognized in our consolidated statements of operations. We generally classify our investment in equity securities as a noncurrent asset. We classify our investment in equity securities as a current asset if we intend to liquidate these shares to fund current operations, should the need arise. Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1 — Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2 — Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and 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. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment we exercise in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts reflected in the accompanying consolidated balance sheets for cash and cash equivalents, restricted cash, receivable from licensing and collaboration agreements, prepaid expenses and other current assets, accounts payable, and accrued expenses approximate their fair values, due to their short-term nature. Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization of property and equipment are calculated using the straight-line method over the estimated useful lives of the respective assets. Maintenance and repairs that do not improve or extend the life of the assets are expensed when incurred. Upon sale or retirement of assets, the cost and accumulated depreciation and amortization are removed from the consolidated balance sheet and any resulting gain or loss is reflected in the consolidated statement of operations in the period realized. The estimated useful lives of our property and equipment are as follows: Furniture and office equipment 3 - 5 years Laboratory and machinery equipment 5 - 15 years Leasehold improvements Shorter of remaining lease term or estimated useful life of the related asset Depreciation and amortization expense of property and equipment was $ 4.1 million and $ 3.3 million for the years ended December 31, 2022 and 2021, respectively. Depreciation and amortization expense was not material for the year ended December 31, 2020 . Leases Our lease portfolio includes leases for our corporate headquarters, office spaces, and laboratory facilities. We determine if an arrangement is a lease at the inception of the contract. The asset component of our operating leases is recorded as “Operating lease right-of-use assets”, and the liability component is recorded as “Operating lease liabilities, current portion” and “Operating lease liabilities, net of current portion” in our consolidated balance sheets. The asset component of our finance leases is included in “Property and equipment, net”, and current and noncurrent finance lease liabilities are presented as part of “Other accrued liabilities” and “Other long-term liabilities”, respectively, in our consolidated balance sheets. Assets under finance leases are depreciated in a manner similar to other property and equipment. Right-of-use assets and lease liabilities are recognized based on the present value of lease payments over the lease term at the lease commencement date. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use an incremental borrowing rate based on the information available at lease commencement date in determining the present value of lease payments. Right-of-use assets are adjusted for lease incentive amounts expected to be received. On the lease commencement date, we estimate and include in our lease payments any lease incentive amounts based on future events when (1) the events are within our control and (2) the event triggering the right to receive the incentive is deemed reasonably certain to occur. If the lease incentive received is greater or less than the amount recognized at lease commencement, we recognize the difference as an adjustment to right-of-use asset and/or lease liability, as applicable. Right-of-use assets and lease liabilities are remeasured upon certain modifications to leases using the present value of remaining lease payments and estimated incremental borrowing rate upon lease modification. Operating lease cost is recognized on a straight-line basis over the lease term, and includes amounts related to short-term leases. For finance leases, we record interest expense on the lease liability in addition to amortizing the right-of-use asset, which is generally straight-line, over the shorter of the lease term or the useful life of the right-of-use asset. We recognize variable lease payments as operating expenses in the period in which the obligation for those payments is incurred. Variable lease payments primarily include common area maintenance, utilities, real estate taxes, insurance, and other operating costs that are passed on from the lessor in proportion to the space we lease. Asset Acquisitions We measure and recognize asset acquisitions that are not deemed to be business combinations based on the cost to acquire the assets, which includes transaction costs. Goodwill is not recognized in asset acquisitions. In an asset acquisition, the cost allocated to acquire in-process research and development, or IPR&D, with no alternative future use is charged to research and development expense at the acquisition date. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparison of the carrying amount of an asset group to the future net undiscounted cash flows that the assets are expected to generate. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset group exceeds the fair value of the asset group. Refer to Note 14 for impairment of certain long-lived assets recognized for the year ended December 31, 2022. Segments We are a single operating and reportable segment, which is in the business of identifying and advancing transformative medicines to treat patients. We operate in one segment because our business offerings have similar economics and other characteristics, including the nature of products and manufacturing processes, types of customers, distribution methods, and regulatory environment. We are comprehensively managed as one business segment by the Chief Operating Decision Maker, which is our Chief Executive Officer. Total revenues, which are mainly from license and collaborative arrangements are attributed to regions based on the headquarters of the partner. • For the year ended December 31, 2022 , approximately 98.2 % of our total revenue is from Bristol-Myers Squibb Company, or BMS with headquarters located in New York, United States . • For the year ended December 31, 2021 , approximately 80 % and 13 % of our total revenue is from Helsinn Healthcare S.A., or HHC, with headquarters located in Switzerland and from LianBio with headquarters located in Shanghai, China, respectively. • For the year ended December 31, 2020 , approximately 97 % of our total revenue is from LianBio with headquarters located in Shanghai, China. As of December 31, 2022, and 2021 our capitalized property and equipment located in the United States and Canada is approximately 73 % and 27 %, and 85 % and 15 %, respectively. Capped Call Transactions In January 2021 and March 2020, in connection with the issuance of the 2029 Notes and the 2027 Notes, respectively, (see Note 10), BridgeBio entered into certain capped call transactions, or the Capped Call Transactions. The Capped Call Transactions are generally expected to reduce the potential dilution to the holders of BridgeBio’s common stock upon any conversion of the Notes and/or offset any cash payments BridgeBio is required to make in excess of the principal amount of converted Notes, with such reduction and/or offset subject to a cap based on the cap price (see Note 10). The capped calls meet the conditions outlined in ASC 815-40, Derivatives and Hedging , to be classified in stockholders’ equity as a reduction to additional paid-in capital and are not subsequently remeasured as long as the conditions for equity classification continue to be met. Debt Issuance Costs Debt issuance costs are amortized to interest expense over the estimated life of the related debt based on the effective interest method. In accordance with ASC 835, Interest , we present debt issuance costs on the consolidated balance sheets as a direct deduction from the associated debt. Treasury Stock Repurchased treasury stock is recorded at cost, including any commissions and fees. Collaborative Agreements We enter into collaboration arrangements with partners, under which we may grant licenses to further develop, manufacture and commercialize our drug compounds and/or product candidates. We may also perform research, development, manufacturing, commercialization, and supply activities under our collaboration agreements. Consideration under these arrangements may include, upfront payments, development and regulatory milestones, expense reimbursements, royalties based on net sales of commercial products, and commercial sales milestone payments. When we enter into collaboration agreements, we assess whether the arrangements fall within the scope of ASC 808, Collaborative Arrangements, based on whether the arrangements involve joint operating activities and whether both parties have active participation in the arrangement and are exposed to significant risks and rewards. To the extent that the arrangement falls within the scope of ASC 808, we assess whether the payments between us and our partner fall within the scope of other accounting literature. If we conclude that payments from the partner to us represent consideration from a customer, such as license fees, contract manufacturing, and research and development activities, we account for those payments within the scope of ASC 606. However, if we conclude that our partner is not a customer for certain activities and associated payments, such as for certain collaborative research, development, manufacturing, and commercial activities, we record such payments as a reduction of research and development expense or selling, general and administrative expense, based on where we present the underlying expense. Additionally, if we reimburse our collaboration partners for these activities, we record such reimbursements as research and development expense or selling, general and administrative expense, depending upon the nature of the underlying expense. If our collaborative arrangement provides for the sharing of profits and losses with o |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation: December 31, 2022 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash equivalents: Money market funds $ 202,250 $ 202,250 $ — $ — Commercial paper 159,758 — 159,758 — Total cash equivalents 362,008 202,250 159,758 — Marketable securities: Commercial paper 51,580 — 51,580 — Total marketable securities 51,580 — 51,580 — Investment in equity securities 43,653 43,653 — — LianBio Warrant 570 570 — — Total financial assets $ 457,811 $ 246,473 $ 211,338 $ — Liability Embedded derivative $ 1,201 $ — $ — $ 1,201 December 31, 2021 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash equivalents: Money market funds $ 176,115 $ 176,115 $ — $ — Commercial paper 56,986 — 56,986 — Total cash equivalents 233,101 176,115 56,986 — Marketable securities: U.S. treasury notes 76,472 — 76,472 — Commercial paper 167,737 — 167,737 — Corporate debt securities 122,490 — 122,490 — Supranational debt securities 27,044 — 27,044 — Total marketable securities 393,743 — 393,743 — Investment in equity securities 49,148 49,148 — — LianBio Warrant 2,141 2,141 — — Total financial assets $ 678,133 $ 227,404 $ 450,729 $ — Liability Embedded derivative $ 1,171 $ — $ — $ 1,171 There were no transfers between Level 1, Level 2 or Level 3 during the periods presented. There are uncertainties on the fair value measurement of the instruments classified under Level 3 due to the use of unobservable inputs and interrelationships between these unobservable inputs, which could result in higher or lower fair value measurements. Marketable Securities The fair value of our marketable securities classified within Level 2 is based upon observable inputs that may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications. Investment in Equity Securities We have investment in equity securities of publicly held companies, which are actively traded with quoted prices that are readily available, and we do not have restrictions on our ability to sell these securities. Therefore, these are classified within Level 1. Our investment in equity securities had an aggregate fair value of $ 35.5 million and $ 18.3 million as of December 31, 2022 and 2021 , respectively. We had no investment in equity securities of publicly held companies as of December 31, 2020. As of December 31, 2022, and 2021 , we have an investment in LianBio whose fair value amounted to $ 8.2 million and $ 30.8 million, respectively. This investment was originally accounted for under the equity method until it was converted into an investment in equity securities that is accounted for under ASC 321 upon completion of LianBio’s initial public offering, or IPO, in November 2021 (see Note 7). The LianBio shares were subject to a lock-up agreement, which restricted our ability to sell the securities through April 2022. Total realized and unrealized gains and losses associated with investment in equity securities for the periods presented consisted of the following: Year Ended December 31, 2022 2021 (in thousands) Gain on conversion from equity method investment to investment in equity securities $ — $ 68,538 Net realized gains recognized on investment in equity securities sold 3,731 2,206 Net unrealized losses recognized on investment in equity securities held as of the end of the period ( 11,953 ) ( 40,830 ) Total net (losses) gains included in “Other income (expense), net” $ ( 8,222 ) $ 29,914 LianBio Warrant As of December 31, 2022, and 2021, our subsidiary, QED Therapeutics, Inc, or QED, held a warrant which entitles QED to purchase shares of LianBio, or the LianBio Warrant, see Note 7. We classify the LianBio Warrant, which pertains to an equity security of a publicly held company, within Level 1 as the fair value of this equity security is derived from observable inputs such as quoted prices in an active market. LEO Call Option Liability As of December 31, 2022 and 2021 , we no longer recognized the LEO Call Option that we previously carried as a liability in our consolidated balance sheets. In November 2018, LEO Pharma, or LEO, was granted an exclusive, irrevocable option to acquire our subsidiary, PellePharm, Inc, or PellePharm. The LEO Call Option was exercisable by LEO on or before the occurrence of certain events relating to PellePharm’s clinical development programs and no later than July 30, 2021. We accounted for the LEO Call Option as a current liability because we were obligated to sell our shares in PellePharm to LEO at a pre-determined price if the option were to be exercised. We remeasured the LEO Call Option to fair value at each subsequent balance sheet date, using unobservable inputs that were classified as Level 3 inputs, until the LEO Call Option either was exercised, terminated or had expired. On March 30, 2021, LEO provided a notice of termination of the LEO Call Option effective April 15, 2021. As a result and based on the facts and circumstances that existed as of March 31, 2021, we evaluated that the likelihood of LEO exercising said option was remote and we remeasured the LEO Call Option liability to zero as of March 31, 2021. We recognized a gain on remeasurement of the LEO Call Option liability of $ 5.6 million recorded in “Other income (expense), net” for the year ended December 31, 2021. Notes The fair value of our 2029 Notes and our 2027 Notes, or, collectively, the Notes, see Note 10, which differ from their respective carrying values, are determined by prices for the Notes observed in market trading. The market for trading of the Notes is not considered to be an active market and therefore the estimate of fair value is based on Level 2 inputs. As of December 31, 2022 , the estimated fair value of our 2029 Notes and 2027 Notes, which have aggregate face values of $ 747.5 million and $ 550.0 million, respectively, were $ 314.0 million and $ 218.6 million, respectively, based on their market prices on the last trading day for the period. As of December 31, 2021 , the estimated fair value of our 2029 Notes and 2027 Notes, were $ 444.8 million and $ 407.1 million, respectively, based on their market prices on the last trading day for the period. Term Loan The fair value of our outstanding term loan as of December 31, 2022 and 2021 (see Note 10) is estimated using the net present value of the payments, discounted at an interest rate that is consistent with a market interest rate, which is a Level 2 input. The estimated fair value of our outstanding term loan as of December 31, 2022 was $ 377.2 million. The estimated fair value of our outstanding term loan as of December 31, 2021 approximated the carrying amount as the term loan was issued close to the reporting period. |
Cash Equivalents and Marketable
Cash Equivalents and Marketable Securities | 12 Months Ended |
Dec. 31, 2022 | |
Cash Equivalents And Marketable Securities [Abstract] | |
Cash Equivalents and Marketable Securities | 4. Cash Equivalents and Marketable Securities We invest in certain U.S. government money market funds classified as cash equivalents. The marketable securities consist of high investment grade fixed income securities that are primarily invested in commercial paper, corporate bonds, and U.S. government securities. Cash equivalents and marketable securities classified as available-for-sale consisted of the following: December 31, 2022 Amortized Unrealized Unrealized Estimated (in thousands) Cash equivalents: Money market funds $ 202,250 $ — $ — $ 202,250 Commercial paper 159,812 — ( 54 ) 159,758 Total cash equivalents 362,062 — ( 54 ) 362,008 Marketable securities: Commercial paper 51,854 — ( 274 ) 51,580 Total marketable securities 51,854 — ( 274 ) 51,580 Total cash equivalents and $ 413,916 $ — $ ( 328 ) $ 413,588 December 31, 2021 Amortized Unrealized Unrealized Fair Value (in thousands) Cash equivalents: Money market funds $ 176,115 $ — $ — $ 176,115 Commercial paper 56,988 ( 2 ) 56,986 Total cash equivalents 233,103 0 ( 2 ) 233,101 Marketable securities: U.S. treasury notes 76,518 — ( 46 ) 76,472 Commercial paper 167,761 2 ( 26 ) 167,737 Corporate debt securities 122,548 — ( 58 ) 122,490 Supranational debt securities 27,046 — ( 2 ) 27,044 Total marketable securities 393,873 2 ( 132 ) 393,743 Total cash equivalents and $ 626,976 $ 2 $ ( 134 ) $ 626,844 There have been no significant realized gains or losses on available-for-sale securities for the periods presented. As of December 31, 2022 and 2021 , our marketable securities have average contractual maturities of approximately six months . We believe that we have the ability to realize the full value of all of these investments upon their respective maturities. |
Eidos Therapeutics, Inc, or Eid
Eidos Therapeutics, Inc, or Eidos | 12 Months Ended |
Dec. 31, 2022 | |
Wholly Owned Subsidiary Disclosure [Abstract] | |
Eidos Therapeutics, Inc, or Eidos | 5. Eidos Therapeutics, Inc, or Eidos From the date of BridgeBio’s initial investment until June 22, 2018 , the Eidos IPO closing date, Eidos was determined to be a VIE and BridgeBio consolidated Eidos as the primary beneficiary. Subsequent to the Eidos IPO, BridgeBio determined that Eidos was no longer a VIE due to Eidos having sufficient equity at risk to finance its activities without additional subordinated financial support. From June 22, 2018, through January 26, 2021, BridgeBio determined that it held greater than 50 % of the voting shares of Eidos and there were no other parties with substantive participating, liquidation or kick-out rights. BridgeBio consolidated Eidos under the VOE model until January 26, 2021, the date on which the Merger Transactions (as defined below) were consummated. On October 5, 2020 , we entered into an Agreement and Plan of Merger, or the Merger Agreement, with Eidos, Globe Merger Sub I, Inc., or Merger Sub, and Globe Merger Sub II, Inc. (the two latter companies being our indirect wholly-owned subsidiaries), providing for, in a series of merger transactions, or the Merger Transactions, the acquisition by us of all of the outstanding shares of common stock of Eidos, or the Eidos Common Stock, other than shares of Eidos Common Stock that (i) were owned by Eidos as treasury stock, (ii) were owned by us and our subsidiaries and, in each case, not owned on behalf of third parties and (iii) were subject to an Eidos Restricted Share Award (as defined below). Under the Merger Agreement, the stockholders of Eidos had the right to receive, at their election, either 1.85 shares of our common stock or $ 73.26 in cash per Eidos share in the transaction, subject to proration as necessary to ensure that the aggregate amount of cash consideration was no greater than $ 175.0 million. In addition, immediately prior to the effective time of the merger of Merger Sub with and into Eidos, or the Effective Time, (i) each option to purchase Eidos Common Stock, or an Eidos Option were to be converted into an option, on the same terms and conditions applicable to such Eidos Option immediately prior to the Effective Time, to purchase a specified number of shares of BridgeBio common stock, calculated pursuant to the terms of the Merger Agreement, and (ii) each outstanding award of shares of Eidos Common Stock that was subject to forfeiture conditions (subject to certain exceptions), or, each, an Eidos Restricted Share Award was to be converted into an award, on the same terms and conditions applicable to such Eidos Restricted Share Award immediately prior to the Effective Time, covering a number of whole restricted shares of BridgeBio common stock, calculated pursuant to the terms of the Merger Agreement, with any fractional shares being paid out to the holder of such Eidos Restricted Share Award in cash (conversion of the Eidos Option and the Eidos Restricted Share Awards collectively referred to as the “Eidos Awards Exchange”). On January 19, 2021 , the stockholders of each of BridgeBio and Eidos voted to approve all proposals related to the Merger Transactions and on January 26, 2021 , we closed and completed the Merger Transactions. The acquisition of the Eidos Common Stock was settled through an aggregate consideration of $ 1,651.6 million, which was comprised of cash payments of $ 21.3 million and the issuance of approximately 26,156,446 shares of our common stock, with a total fair value of $ 1,630.3 million. We accounted for the purchase of the outstanding Eidos Common Stock as acquisition of noncontrolling interest in accordance with ASC 810, Consolidation . Under ASC 810, the carrying amount of the Eidos noncontrolling interest was adjusted to reflect the change in our ownership interest, and the difference between the fair value of the consideration paid, and the amount by which the noncontrolling interest was adjusted was recognized in equity. Such difference recognized in equity amounted to $ 1,613.4 million and recorded as reduction in “Additional paid-in capital” for the year ended December 31, 2021. We continued to recognize the assets and liabilities of Eidos at their respective historical values as of the closing date of the Merger Transactions. Through the closing of the Merger Transactions, we have incurred transaction costs aggregating $ 70.7 million that were recorded in “Additional paid-in capital” for the year ended December 31, 2021. Upon closing and completion of the Merger Transactions with Eidos, Eidos became our wholly-owned subsidiary. Eidos’ common stock ceased to trade on The Nasdaq Global Select Market prior to the opening of business on January 26, 2021 and Eidos’ Certification and Notice of Termination of Registration under Section 12(g) of the Exchange Act was filed with the SEC on February 5, 2021. |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | 6. Noncontrolling Interests As of December 31, 2022, and 2021, we had both redeemable convertible noncontrolling interests and noncontrolling interests in consolidated partially-owned entities, for which BridgeBio is the primary beneficiary under the VIE model. These balances are reported as separate components outside stockholders’ deficit in “Redeemable convertible noncontrolling interests” and as part of stockholders’ deficit in “Noncontrolling interests” in the consolidated balance sheets. We adjust the carrying value of noncontrolling interests to reflect the book value attributable to noncontrolling shareholders of consolidated partially-owned entities when there is a change in the ownership during the respective reporting period. For the years ended December 31, 2022, 2021, and 2020, such adjustments in the aggregate amounts of $ ( 3.5 ) million, $( 2.1 ) million and $ 12.0 million, respectively, are recorded to additional paid-in capital. All such adjustments are disclosed within the “Transfers from (to) noncontrolling interests” line item in the consolidated statements of redeemable convertible noncontrolling interests and stockholders’ equity (deficit). |
Equity Method and Other Equity
Equity Method and Other Equity Investments | 12 Months Ended |
Dec. 31, 2022 | |
Equity Method And Cost Method Investment [Abstract] | |
Equity Method and Other Equity Investments | 7. Equity Method and Other Equity Investments LianBio In October 2019, BBP LLC entered into an exclusivity agreement with LianBio, pursuant to which BBP LLC received equity in LianBio representing a 10 % ownership interest, valued at approximately $ 3.8 million at the time of the transaction and recognized as license revenue for the year ended December 31, 2019. The equity interest was issued in consideration for certain rights of first negotiation and rights of first offer granted by BBP LLC to LianBio with respect to specified transactions covering intellectual property rights owned or controlled by BBP LLC or its affiliates in certain territories outside the United States. The equity interest gave BBP LLC the right to appoint or remove one director to the board of directors of LianBio, and, therefore, can exercise significant influence over LianBio. As a result, we accounted for this investment under the equity method and LianBio was considered a related party. The carrying value of our 10 % ownership interest was reduced to zero as of December 31, 2019 after recognizing our equity share in the net losses of LianBio for the year ended December 31, 2019. As of December 31, 2020, our equity method investment in LianBio represented approximately 6 % of LianBio’s fully-diluted equity. The carrying amount of the equity method investment in LianBio in the consolidated balance sheet as of December 31, 2020 represented our maximum loss exposure related to our investment in LianBio. There were no impairments related to the LianBio investment during the periods presented in which we applied the equity method. On November 1, 2021, LianBio completed its IPO. Upon completion of the LianBio IPO, BBP LLC’s ownership in LianBio was reduced to approximately 4.7 % of LianBio’s fully-diluted equity and, pursuant to the exclusivity agreement, BBP LLC’s right to appoint or remove one director to the board of directors of LianBio was terminated. BBP LLC no longer exercises significant influence over LianBio; and, therefore, we started accounting for BBP LLC’s equity interest in LianBio under ASC 321. LianBio is also no longer considered a related party. Consequently, we recognized a $ 68.5 million gain on conversion from equity method investment to investment in equity securities which is presented as part of “Other income (expense), net” in our consolidated statement of operations for the year ended December 31, 2021. For the years ended December 31, 2022 and 2021 , we recorded $ 22.6 million and $ 37.7 million, respectively of unrealized loss for the ongoing mark-to-market adjustments of our investment, see Note 3. Pursuant to a License Agreement entered into in October 2019 between QED and LianBio, or the QED-LianBio License Agreement (see Note 11), QED also received warrants which entitle QED to purchase 10 % of the then-fully diluted shares of one of the subsidiaries of LianBio upon achievement of certain contingent development milestones. For the years ended December 31, 2020 , certain contingent development milestones related to our ability to exercise the warrants to purchase shares in the LianBio subsidiary were achieved, and, as a result, we recognized changes in the fair value of the warrants of approximately $ 3.3 million in “Other income (expense), net” in our consolidated statements of operations for the year ended December 31, 2020. Changes in fair value of the warrants were not material for the years ended December 31, 2022 and 2021. In October 2021, the warrants held by QED to purchase shares of one of the subsidiaries of LianBio were converted into the LianBio Warrant, which entitles QED to purchase 347,569 shares of LianBio. The LianBio Warrant is measured at fair value on a recurring basis, with changes in fair value recognized in our consolidated statements of operations as part of “Other income (expense), net”. The LianBio Warrant, which is presented as part of “Other assets” in our consolidated balance sheets, had a fair value of $ 0.6 million and $ 2.1 million as of December 31, 2022 and 2021, respectively. PellePharm On November 19, 2018, PellePharm, Inc. entered into the LEO Agreement, pursuant to which LEO Pharma, or LEO was granted an exclusive, irrevocable option to acquire PellePharm. The LEO Call Option was exercisable by LEO on or before the occurrence of certain events relating to PellePharm’s clinical development programs and no later than July 30, 2021. We accounted for the LEO Call Option as a current liability, or the LEO Call Option Liability, see Note 3 in our consolidated financial statements because BridgeBio was obligated to sell its shares in PellePharm to LEO at a pre-determined price if the option were to be exercised. We remeasured the LEO Call Option to fair value at each subsequent balance sheet date until the LEO Call Option either was exercised, terminated, or had expired. Prior to the LEO Agreement, BridgeBio consolidated PellePharm under the VIE model. The date the LEO Agreement was entered into was determined to be a VIE reconsideration event. Based on our assessment, we had concluded that PellePharm remained a VIE after the reconsideration event as it did not have sufficient equity at risk to finance its activities without additional subordinated financial support. However, based on the then changes to PellePharm’s governance structure and composition of the board of directors as a result of the LEO Agreement, BridgeBio was no longer the primary beneficiary as it no longer had the power over the key decisions that most significantly impact PellePharm’s economic performance. Accordingly, BridgeBio deconsolidated PellePharm on November 19, 2018. After the deconsolidation in November 2018, PellePharm was considered a related party of BridgeBio. Subsequent to the deconsolidation of PellePharm in 2018, we accounted for our retained common stock investment as an equity method investment and our retained preferred stock investment as a cost method investment. Upon adoption of Accounting Standards Update "ASU" 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities in 2019, we accounted for the investment in PellePharm preferred stock as an equity security without a readily determinable fair value. As of December 31, 2020, the aggregate carrying amount of our investments in PellePharm was zero . After the equity method investment was reduced to zero during the three months ended March 31, 2019, BridgeBio subsequently recorded its percentage of net losses consistent with its preferred stock ownership percentage of 61.9 % until the equity security investment was also reduced to zero during the remaining period of 2019. BridgeBio's share of net losses for the year ended December 31, 2019 was not material. The carrying amount of BridgeBio’s investment in PellePharm in the consolidated balance sheets through March 31, 2021 represented its maximum loss exposure related to its VIE investment in PellePharm. There were no impairments related to our PellePharm investment through March 31, 2021. LEO terminated the LEO Agreement effective as of April 15, 2021. The date the LEO Agreement was terminated was determined to be a VIE reconsideration event. Based on our assessment, we continue to conclude that PellePharm remains a VIE after the reconsideration event as it does not have sufficient equity at risk to finance its activities without additional subordinated financial support. Based on the changes to PellePharm’s board of directors composition as a result of the termination of the LEO Agreement, BridgeBio became the primary beneficiary as it has the power over the key decisions that most significantly impact PellePharm’s economic performance and it has the obligation to absorb losses or the right to receive benefits from PellePharm that could potentially be significant to PellePharm through its common and preferred stock interest in PellePharm. Accordingly, BridgeBio consolidated PellePharm effective on April 15, 2021 |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 8. Intangible Assets The following table summarizes our recognized intangible assets for the year ended December 31, 2022 and 2021 as a result of the arrangements described in the following sections: December 31, 2022 December 31, 2021 Weighted-average Amount Weighted-average Amount (in thousands) (in thousands) Gross amount 12.0 years $ 32,500 12.8 years $ 47,500 Less: accumulated amortization ( 3,788 ) ( 2,566 ) Total $ 28,712 $ 44,934 We had no intangible assets as of December 31, 2020. Amortization expense recorded as part of cost of license revenue and products sold for the years ended December 31, 2022 and 2021 was $ 2.4 million and $ 2.6 million, respectively. Future amortization expense is $ 2.4 million for each of the years from 2023 to 2026 and $ 19.1 million thereafter. Novartis License Agreement In January 2018, QED entered into a License Agreement with Novartis International Pharmaceutical, Inc. or Novartis, pursuant to which QED acquired certain intellectual property rights, including patents and know-how, related to infigratinib for the treatment of patients with FGFR-driven diseases. QED accounted for the transaction as an asset acquisition as substantially all of the estimated fair value of the gross assets acquired was concentrated in a single identified asset, in-process research and development, or IPR&D, thus satisfying the requirements of the screen test in ASU 2017-01, Business Combinations (Topic 805), Clarifying the Definition of a Business . The assets acquired and liabilities assumed in the transaction were measured based on their fair values. The fair value of the IPR&D acquired was charged to research and development expense as it had no alternative future use at the time of the acquisition. If certain substantial milestones are met, QED could be required to pay up to $ 60.0 million in regulatory milestone payments, $ 35.0 million in sales-based milestone payments, and pay royalties of up to low double-digit percentages on net sales. Following the FDA approval of TRUSELTIQ TM in May 2021, we paid a one-time regulatory milestone payment to Novartis of $ 20.0 million. We capitalized such payment as a finite-lived intangible asset and amortize the amount over its estimated useful life on a straight-line basis. Asset Purchase Agreement with Alexion In June 2018, our subsidiary Origin Biosciences, Inc., or Origin, entered into an Asset Purchase Agreement with Alexion Pharma Holding Unlimited Company, or Alexion, to acquire intellectual property rights, including patent rights, know-how, and contracts, related to the ALXN1101 molecule. Origin accounted for the transaction as an asset acquisition as substantially all of the estimated fair value of the gross assets acquired was concentrated in a single identified asset, or IPR&D, thus satisfying the requirements of the screen test in ASU 2017-01. The assets acquired and liabilities assumed in the transaction were measured based on their fair values. The fair value of the IPR&D acquired was charged to research and development expense as it had no alternative future use at the time of the acquisition. Pursuant to the Asset Purchase Agreement, Origin could be required to pay up to $ 18.8 million if a certain condition is met. Such a condition was met in 2021, resulting in a one-time final payment of $ 15.0 million, which we capitalized as a finite-lived intangible asset and amortize it over its estimated useful life on a straight-line basis. In addition, under the Asset Purchase Agreement, Origin could be required to pay up to $ 17.0 million in sales-based milestone payments and royalties of up to low double-digit percentages on net sales. In connection with the Asset Purchase Agreement entered between Origin and Sentynl Therapeutics, Inc., or Sentynl, in March 2022, or the Origin-Sentynl APA, (see Note 12), Sentynl assumed the obligation to pay sales-based milestone payments and royalties to Alexion that occur subsequent to the closing of the Origin-Sentynl APA when they become due. Origin will continue to be responsible for a regulatory-based milestone payment upon first pricing approval in a European Medicines Agency, or EMA, country of up to $ 1.0 million when it becomes due. As a result of the Origin-Sentynl APA, we also derecognized the associated intangible asset with a net book value of $ 13.5 million as this was part of the assets that were transferred to Sentynl. Diagnostics Agreement with Foundation Medicine In November 2018, QED and Foundation Medicine, Inc., or FMI, entered into a companion diagnostics agreement relating to QED’s drug discovery and development initiatives. Pursuant to the agreement, QED could be required to pay $ 12.5 million in regulatory approval milestones over a period of four years subsequent to the FDA approval of a companion diagnostic for TRUSELTIQ in patients with cholangiocarcinoma. The FDA approved the companion diagnostic for TRUSELTIQ in May 2021, which resulted in the capitalization of $ 12.5 million as a finite-lived intangible asset to be amortized over its estimated useful life on a straight-line basis. As of December 31, 2022 , the amount due to FMI is presented in our consolidated balance sheet in “Other accrued liabilities” and “Other long-term liabilities” for $ 2.5 million and $ 8.5 million, respectively. As of December 31, 2021 , the amount due to FMI is presented in our consolidated balance sheet in “Other accrued liabilities” for $ 1.5 million and “Other long-term liabilities” for $ 11.0 million. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Milestone Compensation Arrangements We have performance-based milestone compensation arrangements with certain employees and consultants, whose vesting is contingent upon meeting various milestones, with fixed monetary amounts known at inception that can be settled in the form of cash or equity at our sole discretion. We also have performance-based milestone compensation arrangements with certain employees and consultants as part of the 2020 Stock and Equity Award Exchange Program, or the Exchange Program, see Note 16. The compensation arrangements under the Exchange Program are to be settled in the form of equity only. Performance-based milestone awards that are settled in the form of equity are satisfied in the form of fully-vested restricted stock awards, or RSAs. We accrue for such contingent compensation when the related milestone is probable of achievement and is recorded in “Accrued compensation and benefits” for the current portion and in “Other long-term liabilities” for the noncurrent portion in the consolidated balance sheets. There is no accrued compensation expense for performance-based milestone awards that are assessed to be not probable of achievement. The table below shows our commitment for the potential milestone amounts and the accruals for milestones deemed probable of achievement as of December 31, 2022. Potential Fixed Monetary Accrued (1) Settlement Type (in thousands) Cash $ 10,142 $ 831 Stock (2) 60,558 9,716 Cash or stock at our sole discretion 103,072 2,080 Total $ 173,772 $ 12,627 (1) Amount recorded for performance-based milestone awards that are probable of achievement. (2) Includes the performance-based milestone awards that were granted as part of the Exchange Program further discussed in Note 16. Other Research and Development and Commercial Agreements We may also enter into contracts in the normal course of business with contract research organizations for clinical trials, with contract manufacturing organizations for clinical supplies, and with other vendors for preclinical studies, supplies, and other services and products for commercial and operating purposes. These contracts generally provide for termination on notice with potential termination charges. As of December 31, 2022 , we have liabilities for certain fees that we have incurred related to reprioritization of our research and development projects of approximately $ 3.3 million (see Note 17). As of December 31, 2021 , there were no material amounts accrued related to termination charges. Indemnification In the ordinary course of business, we may provide indemnifications of varying scope and terms to vendors, lessors, business partners, board members, officers, and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements, services to be provided by us, our negligence or willful misconduct, violations of law, or intellectual property infringement claims made by third parties. In addition, we have entered into indemnification agreements with directors and certain officers and employees that will require us, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers, or employees. No material demands have been made upon us to provide indemnification under such agreements, and thus, there are no claims that we are aware of that could have a material effect on our consolidated financial statements. We also maintain director and officer insurance, which may cover certain liabilities arising from our obligation to indemnify our directors. To date, we have not incurred any material costs and have not accrued any liabilities in the consolidated financial statements as a result of these provisions. Contingencies From time to time, we may become involved in legal proceedings arising in the ordinary course of business. We are not currently a party to any material legal proceedings. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 10. Debt Notes 2029 Notes On January 28, 2021 , we issued an aggregate of $ 717.5 million principal amount of our 2029 Notes pursuant to an Indenture dated January 28, 2021, or the 2029 Notes Indenture, between us and U.S. Bank National Association, as trustee, or the 2029 Notes Trustee, in a private offering to qualified institutional buyers, or the 2021 Note Offering, pursuant to Rule 144A under the Securities Act of 1933, as amended, or the Securities Act. The 2029 Notes issued in the 2021 Note Offering include $ 67.5 million aggregate principal amount of 2029 Notes sold to the initial purchasers, or the 2029 Notes Initial Purchasers, pursuant to the exercise in part of the 2029 Notes Initial Purchasers’ option to purchase $ 97.5 million principal amount of additional 2029 Notes. On January 28, 2021, the 2029 Notes Initial Purchasers exercised the remaining portion of their option to purchase $ 30.0 million principal amount of additional 2029 Notes. The sale of those additional 2029 Notes closed on February 2, 2021, which resulted in the total aggregate principal amount of $ 747.5 million . The 2029 Notes are senior, unsecured obligations of BridgeBio and will accrue interest payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2021 , at a rate of 2.25 % per year. The 2029 Notes will mature on February 1, 2029 , unless earlier converted, redeemed or repurchased. The 2029 Notes are convertible into cash, shares of BridgeBio’s common stock, or a combination of cash and shares of BridgeBio’s common stock, at our election. We received net proceeds from the 2021 Note Offering of approximately $ 731.4 million, after deducting the 2029 Notes Initial Purchasers’ discount (there were no direct offering expenses borne by us for the 2029 Notes). We used approximately $ 61.3 million of the net proceeds from the 2021 Note Offering to pay for the cost of the 2021 Capped Call Transactions described below and approximately $ 50.0 million to pay for the repurchase of shares of BridgeBio common stock described below. A holder of 2029 Notes may convert all or any portion of its 2029 Notes at its option at any time prior to the close of business on the business day immediately preceding November 1, 2028, in multiples of $ 1,000 only under the following circumstances: • During any calendar quarter commencing after the calendar quarter ending on June 30, 2021 (and only during such calendar quarter), if the last reported sale price of BridgeBio’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; • During the five -business day period after any five consecutive trading day period, or the measurement period, in which the “trading price” (as defined in the 2029 Notes Indenture) per $ 1,000 principal amount of 2029 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of BridgeBio’s common stock and the conversion rate on each such trading day; • If we call such notes for redemption, at any time prior to the close of business on the second business day immediately preceding the redemption date; or • Upon the occurrence of specified corporate events, as defined in the 2029 Notes Indenture. On or after November 1, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or any portion of its 2029 Notes at any time, regardless of the foregoing. The conversion rate will initially be 10.3050 shares of BridgeBio’s common stock per $ 1,000 principal amount of 2029 Notes (equivalent to an initial conversion price of approximately $ 97.04 per share of BridgeBio’s common stock, for a total of approximately 7,702,988 shares). The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date or if we deliver a notice of redemption, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2029 Notes in connection with such a corporate event. The maximum number of shares issuable should there be an increase in the conversion rate is 11,361,851 shares of BridgeBio’s common stock. We may not redeem the 2029 Notes prior to February 6, 2026. We may redeem for cash all or any portion of the 2029 Notes, at our option, on a redemption date occurring on or after February 6, 2026 and on or before the 41st scheduled trading day immediately before the maturity date, under certain circumstances. No sinking fund is provided for the Notes. If we undergo a fundamental change (as defined in the 2029 Notes Indenture), holders may require us to repurchase for cash all or any portion of their 2029 Notes at a fundamental change repurchase price equal to 100 % of the principal amount of the 2029 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The 2029 Notes Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the 2029 Notes Trustee or the holders of not less than 25 % in aggregate principal amount of the 2029 Notes then outstanding may declare the entire principal amount of all the Notes plus accrued special interest, if any, to be immediately due and payable. The 2029 Notes are our general unsecured obligations and rank senior in right of payment to all of our indebtedness that is expressly subordinated in right of payment to the 2029 Notes; equal in right of payment with all of our liabilities that are not so subordinated, including our 2027 Notes; effectively junior to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. In connection with the issuance of the 2029 Notes, we incurred approximately $ 16.1 million of debt issuance costs, which consisted of initial purchasers’ discounts. This was recorded as a reduction in the carrying value of the debt on the consolidated balance sheet and is amortized to interest expense using the effective interest method over the expected life of the 2029 Notes or approximately their eight-year term. 2027 Notes On March 9, 2020, we issued an aggregate principal amount of $ 550.0 million of our 2.50 % Convertible Senior Notes due 2027, or the 2027 Notes, pursuant to an Indenture dated March 9, 2020 , or the 2027 Notes Indenture, between us and U.S. Bank National Association, as trustee (the “2027 Notes Trustee”), in a private offering to qualified institutional buyers, or the 2020 Note Offering, pursuant to Rule 144A under the Securities Act. The 2027 Notes issued in the 2020 Note Offering include $ 75.0 million in aggregate principal amount of 2027 Notes sold to the initial purchasers, or the 2027 Notes Initial Purchasers, resulting from the exercise in full of their option to purchase additional 2027 Notes. The 2027 Notes will accrue interest payable semiannually in arrears on March 15 and September 15 of each year, beginning on September 15, 2020 , at a rate of 2.50 % per year. The 2027 Notes will mature on March 15, 2027 , unless earlier converted or repurchased. The 2027 Notes are convertible into cash, shares of BridgeBio’s common stock or a combination of cash and shares of BridgeBio’s common stock, at our election. We received net proceeds from the 2020 Note Offering of approximately $ 537.0 million, after deducting the 2027 Notes Initial Purchasers’ discount and offering expenses. We used approximately $ 49.3 million of the net proceeds from the 2020 Note Offering to pay for the cost of the 2020 Capped Call Transactions described below, and approximately $ 75.0 million to pay for the repurchase of shares of BridgeBio common stock described below. A holder of 2027 Notes may convert all or any portion of its 2027 Notes at its option at any time prior to the close of business on the business day immediately preceding December 15, 2026, in multiples of $ 1,000 only under the following circumstances: • During any calendar quarter commencing after the calendar quarter ending on June 30, 2020 (and only during such calendar quarter), if the last reported sale price of BridgeBio’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day (the "Conversion Price Condition"); • During the five- business day period after any five consecutive trading day period, or the measurement period, in which the “trading price” (as defined in the Indenture) per $ 1,000 principal amount of 2027 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of BridgeBio’s common stock and the conversion rate on each such trading day; or, • Upon the occurrence of specified corporate events, as defined in the 2027 Notes Indenture. On or after December 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or any portion of its 2027 Notes at any time, regardless of the foregoing. Only during each of the calendar quarters ended March 31, 2021 and June 30, 2021, the 2027 Notes were eligible for conversion at the option of the holders as the Conversion Price Condition was met during the period. The Conversion Price Condition was not met for any other period during fiscal years 2022 and 2021. The conversion rate will initially be 23.4151 shares of BridgeBio’s common stock per $ 1,000 principal amount of 2027 Notes (equivalent to an initial conversion price of approximately $ 42.71 per share of BridgeBio’s common stock, for a total of approximately 12,878,305 shares). The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2027 Notes in connection with such a corporate event. The maximum number of shares issuable should there be an increase in the conversion rate is 17,707,635 shares of BridgeBio’s common stock. We may not redeem the 2027 Notes prior to the maturity date, and no sinking fund is provided for the 2027 Notes. If we undergo a fundamental change (as defined in the 2027 Notes Indenture), holders may require us to repurchase for cash all or any portion of their 2027 Notes at a fundamental change repurchase price equal to 100 % of the principal amount of the 2027 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The 2027 Notes Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the 2027 Notes Trustee or the holders of not less than 25 % in aggregate principal amount of the 2027 Notes then outstanding may declare the entire principal amount of all the 2027 Notes plus accrued special interest, if any, to be immediately due and payable. The 2027 Notes are our general unsecured obligations and rank senior in right of payment to all of our indebtedness that is expressly subordinated in right of payment to the 2027 Notes; equal in right of payment with all of BridgeBio’s liabilities that are not so subordinated, including our 2029 Notes; effectively junior to any of BridgeBio’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. In accounting for the issuance of the 2027 Notes in 2020 under ASC 470-20, Debt: Debt with Conversion and Other Options , we separately accounted for the liability and equity components of the 2027 Notes by allocating the proceeds between the liability component and the embedded conversion options, or equity component, due to our ability to settle the 2027 Notes in cash, BridgeBio common stock, or a combination of cash and BridgeBio common stock at our option. Effective January 1, 2021, we early adopted ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, and, as a result, we no longer separately account for the liability and equity components of the 2027 Notes, and, instead, account for our 2027 Notes wholly as debt. In connection with the issuance of the 2027 Notes, we incurred approximately $ 13.0 million of debt issuance costs, which primarily consisted of initial purchasers’ discounts and legal and other professional fees. We allocated these costs to the liability and equity components based on the allocation of the proceeds. The portion of these costs allocated to the equity component totaling approximately $ 4.1 million was recorded as a reduction to additional paid-in capital in 2020. The portion of these costs allocated to the liability component totaling approximately $ 8.9 million was recorded as a reduction in the carrying value of the debt on the consolidated balance sheet and was amortized to interest expense using the effective interest method over the expected life of the 2027 Notes or approximately their seven-year term. Additional Information Related to the Notes The outstanding Notes’ balances consisted of the following: December 31, 2022 December 31, 2021 2029 Notes 2027 Notes 2029 Notes 2027 Notes (in thousands) (in thousands) Principal $ 747,500 $ 550,000 $ 747,500 $ 550,000 Unamortized debt discount and issuance costs ( 12,512 ) ( 8,366 ) ( 14,381 ) ( 10,066 ) Net carrying amount $ 734,988 $ 541,634 $ 733,119 $ 539,934 The following table sets forth the total interest expense recognized and effective interest rates related to the Notes: Year ended December 31, 2022 Year ended December 31, 2021 Year ended December 31, 2020 2029 Notes 2027 Notes Total 2029 Notes 2027 Notes Total 2027 Notes (in thousands) Contractual interest expense $ 16,819 $ 13,750 $ 30,569 $ 15,557 $ 13,750 $ 29,307 $ 11,153 Amortization of debt 1,869 1,699 3,568 1,682 1,654 3,336 15,649 Total interest and $ 18,688 $ 15,449 $ 34,137 $ 17,239 $ 15,404 $ 32,643 $ 26,802 Effective interest rate 2.6 % 2.8 % 2.6 % 2.8 % 8.8 % As of December 31, 2022 , interest payable on the 2029 and 2027 Notes amounted to $ 7.0 million and $ 4.0 million, respectively. As of December 31, 2021 , interest payable on the 2029 and 2027 Notes amounted to $ 7.0 million and $ 4.0 million, respectively. Such amounts are included in “Other accrued liabilities” in our consolidated balance sheets. Future minimum payments under the Notes as of December 31, 2022, are as follows: 2029 Notes 2027 Notes Total (in thousands) Year ending December 31: 2023 $ 16,819 $ 13,750 $ 30,569 2024 16,819 13,750 30,569 2025 16,819 13,750 30,569 2026 16,819 13,750 30,569 2027 16,819 556,875 573,694 Thereafter 772,728 — 772,728 Total future payments 856,823 611,875 1,468,698 Less amounts representing interest ( 109,323 ) ( 61,875 ) ( 171,198 ) Total principal amount $ 747,500 $ 550,000 $ 1,297,500 Capped Call and Share Repurchase Transactions with Respect to the Notes On each of January 25, 2021 and March 4, 2020, concurrently with the pricing of the 2029 Notes and 2027 Notes, respectively, we entered into separate privately negotiated capped call transactions (the “2021 Capped Call Transactions” and the “2020 Capped Call Transactions”, respectively), or, together, the Capped Call Transactions, with certain financial institutions, or the Capped Call Counterparties. We used approximately $ 61.3 million and $ 49.3 million of the net proceeds from the 2021 Note Offering and 2020 Note Offering, respectively, to pay for the cost of the respective Capped Call Transactions. The Capped Call Transactions are expected generally to reduce the potential dilution to BridgeBio’s common stock upon any conversion of Notes and/or offset any cash payments we are required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap initially equal to $ 131.58 for the 2021 Capped Call Transactions and $ 62.12 for the 2020 Capped Call Transactions (both of which represented a premium of 100 % over the last reported sale price of BridgeBio’s common stock on the date of the Capped Call Transactions) and are subject to certain adjustments under the terms of the Capped Call Transactions. The 2021 Capped Calls and 2020 Capped Calls cover 7,702,988 shares and 12,878,305 shares, respectively, of our common stock (subject to anti-dilution and certain other adjustments), which are the same number of shares of common stock that initially underlie the Notes. The 2021 Capped Calls have an initial strike price of approximately $ 97.04 per share, which corresponds to the initial conversion price of the 2029 Notes. The 2020 Capped Calls have an initial strike price of approximately $ 42.71 per share, which corresponds to the initial conversion price of the 2027 Notes. The Capped Call Transactions are separate transactions, entered into by us with the Capped Call Counterparties, and are not part of the terms of the Notes. These Capped Call instruments meet the conditions outlined in ASC 815-40, Derivatives and Hedging, to be classified in stockholders’ equity and are not subsequently remeasured as long as the conditions for equity classification continue to be met. We recorded a reduction to additional paid-in capital of approximately $ 61.3 million and $ 49.3 million for the years ended December 31, 2021 and 2020, respectively, related to the premium payments for the Capped Call Transactions. Additionally, we used approximately $ 50.0 million and $ 75.0 million of the net proceeds from the 2021 Note Offering and 2020 Note Offering to repurchase 759,993 shares and 2,414,681 shares, respectively, of our common stock concurrently with the closing of the Note Offerings from certain of the Notes’ Initial Purchasers in privately negotiated transactions. The agreed purchase price per share of common stock in the repurchases were $ 65.79 and $ 31.06 , which were the last reported sale prices per share of our common stock on The Nasdaq Global Select Market, or Nasdaq, on January 25, 2021 and March 4, 2020, respectively. The shares repurchased were recorded as treasury stock. Term Loan Loan and Security Agreement In November 2021, we entered into a Loan and Security Agreement, or the Loan Agreement, by and among (i) U.S. Bank National Association, in its capacity as administrative agent, or, in such capacity, the Administrative Agent, and collateral agent, or, in such capacity, the Collateral Agent, (ii) certain lenders, or the Lenders, (iii) BridgeBio, as a borrower, and (iv) certain subsidiaries of BridgeBio, as guarantors, or the Guarantors. In May 2022, we entered into the First Amendment to the Loan Agreement, or the First Amendment, and in November 2022, we entered into the Second Amendment to the Loan Agreement, or the Second Amendment, as further described below. Pu rsuant to the original terms and conditions of the Loan Agreement, the Lenders agreed to extend term loans to us in an aggregate principal amount of up to $ 750.0 million, comprised of (i) a tranche 1 advance of $ 450.0 million, or the Tranche 1 Advance, and (ii) a tranche 2 advance of $ 300.0 million, or the Tranche 2 Advance or collectively, the Term Loan Advances. The Tranche 1 Advance under the Loan Agreement was funded on November 17, 2021. The Tranche 2 Advance remained available for funding until December 31, 2022, which was available at our election after the occurrence of certain milestone events relating to data from our clinical trials. The terms related to the Tranche 2 Advance were modified in the First Amendment and Second Amendment as further discussed below. The First Amendment’s term included the reduction of the aggregate amount of the Tranche 2 Advance from $ 300.0 million to $ 100.0 million. The Second Amendment eliminated the $ 100.0 million Tranche 2 Advance. As a result of the Second Amendment, the total aggregate principal amount of the loan is $ 450.0 million before any mandatory prepayment. As security for our obligations under the Loan Agreement, each of BridgeBio and the Guarantors granted the Collateral Agent, for the benefit of the Lenders, a continuing security interest in substantially all of the assets of BridgeBio and the Guarantors (including all equity interests owned or hereafter acquired by BridgeBio and the Guarantors), subject to certain customary exceptions. Upon exceeding certain investment and disposition thresholds, additional subsidiaries of BridgeBio will be required to join as guarantors. Any outstanding principal on the Term Loan Advances will accrue interest at a fixed rate equal to 9.0 % per annum, 3.0 % of which can be paid in kind, or PIK, until January 1, 2025. Interest payments are payable quarterly following the funding of a Term Loan Advance. We will be required to make principal payments on the outstanding balance of the Term Loan Advances commencing on January 2, 2025 , or the Term Loan Amortization Date, in nine quarterly installments, plus interest. If we have achieved certain milestone events relating to data from the clinical trial of acoramidis, or the Acoramidis Milestone, on or prior to January 1, 2025, then the Term Loan Amortization Date will be automatically extended to January 2, 2026 . Any amounts outstanding under the Term Loan Advances are due and payable on November 17, 2026 , or the Maturity Date. We may prepay the outstanding principal amount of the Term Loan Advances at any time (in whole, but not in part), plus accrued and unpaid interest and a prepayment premium ranging from 1.0 % to 3.0 % of the principal amount outstanding depending on the timing of payment (plus a customary make-whole amount if prepaid on or prior to November 17, 2022). At the Lenders’ election, we are also required to make mandatory prepayments upon the occurrence of certain prepayment events related to the repurchase or redemption of pledged collateral, entry into certain royalty transactions, disposition of other assets or subsidiaries, and entry into licensing and other monetization transactions (all such events “prepayment events”), which could be 50.0 % or 75.0 % of net cash proceeds from such transaction depending on achievement of the Acoramidis Milestone. Subject to the mandatory prepayment requirements for certain prepayment events, the Loan Agreement contains customary affirmative and limited negative covenants which, among other things, limit our ability to (i) incur additional indebtedness, (ii) pay dividends or make certain distributions, (iii) dispose of our assets, grant liens, license or encumber our assets or (iv) fundamentally alter the nature of our business. BridgeBio and the Guarantors have broad ability to license our intellectual property, dispose of other assets and enter into monetization and royalty transactions, subject in each case to the requirement to make a mandatory prepayment described above. The Loan Agreement provides that BridgeBio and the Guarantors may, subject to certain limitations, (x) repurchase the BridgeBio’s equity interest and the equity interest of any of its subsidiaries, (y) enter into any joint ventures or similar investments, and (z) make other investments and acquisitions. Subject to the mandatory prepayment requirement described above, portfolio companies owned by BridgeBio that are not parties to the Loan Agreement are, subject to certain exceptions, not subject to any covenants or limitations under the Loan Agreement. The Loan Agreement also contains customary events of default, including among other things, our failure to make any principal or interest payments when due, the occurrence of certain bankruptcy or insolvency events or the breach of the covenants under the Loan Agreement. Upon the occurrence of an event of default, the Lenders may, among other things, accelerate our obligations under the Loan Agreement. We received net proceeds from the Tranche 1 Advance of $ 431.3 million, after deducting debt discount and issuance costs of $ 18.7 million, of which approximately $ 1.1 million of debt issuance cost were incurred for professional services provided by KKR Capital Markets LLC. KKR Capital Markets LLC is an affiliate of KKR Genetic Disorder L.P., a related party being a principal stockholder of BridgeBio. In May 2022, we entered into the First Amendment, which, among other things: • permitted the sale of our priority review voucher, or PRV, see Note 12 and, generally, future dispositions of other PRVs; • reduced the aggregate amount of the Tranche 2 Advance from $ 300.0 million to $ 100.0 million and modified certain conditions to the availability thereof, as mentioned above; • amended the principal payments such that the entire outstanding principal balance of the Term Loan Advances is due and payable at the Maturity Date or upon early termination; and • modified the terms and conditions governing when certain entities into which we have made investments will be required to become guarantors under the Amended Loan Agreement. In June 2022, the receipt of an upfront payment under the Navire-BMS License Agreement, which is further described in Note 11, triggered certain mandatory prepayment provisions of the Amended Loan Agreement. As a result, we paid $ 20.5 million to the Lenders, of which $ 20.1 million and $ 0.4 million were applied to principal and exit fee, respectively. Pursuant to the terms of the Loan Agreement and the Amended Loan Agreement, we exercised our option to convert accrued interest into principal via PIK amounting to $ 15.3 million for the year ended December 31, 2022. In November 2022, we entered into the Second Amendment, which, among other things: • acknowledged that the Company’s prior prepayment made with certain cash proceeds received in connection the receipt of an upfront payment under the Navire-BMS License Agreement, which is further described in Note 11, satisfied the mandatory prepayment requirement under the Amended Loan Agreement, on the terms and conditions specified in the Amended Loan Agreement; • permitted certain budgeted expenses to be excluded from the definition of cash proceeds subject to the Company’s mandatory prepayment obligations, on the terms and conditions specified in the Amended Loan Agreement, refer to Note 2 under Restricted Cash section for further discussion. • removed certain threshold amounts applicable to certain prepayment events; and • terminated the Lenders’ $ 100.0 million Tranche 2 Advance. For the year ended December 31, 2022 , we recognized interest expense related to the Loan Agreement of $ 46.1 million, of which $ 5.0 million, relates to amortization of debt discount and issuance costs. For the year ended December 31, 2021 , we recognized interest expense related to the Loan Agreement of $ 5.5 million, of which $ 0.6 million, relates to amortization of debt discount and issuance costs. As of December 31, 2022 and 2021, interest payable included in “Other accrued liabilities” in our consolidated balance sheets amounted to $ 6.4 million and $ 5.0 million, respectively. The following table summarizes our term loans: December 31, 2022 December 31, 2021 (in thousands) Principal value of term loans $ 429,916 $ 450,000 PIK added to principal 15,324 — Debt discount, issuance costs and exit fees accretion ( 14,247 ) ( 19,248 ) Term loan, net $ 430,993 $ 430,752 Future minimum payments under the Loan Agreement as of December 31, 2022, are as follows: Amount (in thousands) Year Ending December 31: 2023 $ 37,051 2024 40,628 2025 40,628 2026 499,698 Total future payments 618,005 Less amounts representing interest ( 164,167 ) Less exit fee ( 8,598 ) Total principal amount of term loan payments $ 445,240 Hercules Loan and Security Agreement We had a Loan and Security Agreement, as amended from time to time, with Hercules Capital, Inc., or Hercules, or the Hercules Term Loan, under which we borrowed principal amounts of $ 35.0 million, or Tranche I, $ 20.0 million, or Tranche II, $ 20.0 million, or Tranche III, and $ 25.0 million, or Tranche IV. In January 2021, we executed the Fifth Amendment to the Loan and Security Agreement primarily to allow us to issue our 2029 Notes and to enter into the related 2021 Capped Call and share repurchase transactions. In April 2021, we executed the Sixth Amendment to the Loan and Security Agreement, or the Amended Hercules Term Loan. T he Amended Hercules Term Loan was prepaid in full in November 2021 using a portion of the net proceeds from the Tranche 1 Advance under the Loan Agreement mentioned above, which resulted in a loss on early extinguishment of debt of $ 2.6 million that is included in “Other income (expense)” in our consolidated statements of operations. For the years ended December 31, 2021, and 2020 , we recognized interest expense related to the Amended Hercules Term Loan of $ 8.1 million and $ 7.9 million, respectively, of which $ 1.7 million and $ 1.3 million, respectively, relates to amortization of debt discount and issuance costs. Silicon Valley Bank and Hercules Loan and Security Agreement Eidos entered into a Loan and Security Agreement with Silicon Valley Bank, or SVB, and Hercules Capital, Inc. or the SVB and Hercules Loan Agreement, under which Eidos borrowed a principal amount of $ 17.5 million, or the Tranche A Loan, in November 2019. The Tranche A Loan was subject to an interest rate equal to the greater of either (i) 8.50 % or (ii) 3.25 % plus the prime rate as reported in The Wall Street Journal ( 8.50 % during the relevant period in 2021) and had an original maturity date of October 2, 2023 . The Tranche A Loan was prepaid in full in April 2021 for $ 18.1 million, which includes a final payment charge and a prepayment fee, using a portion of the proceeds from Tranche IV under the Amended Hercules Term Loan discussed above. Loss on early extinguishment of the Tranche A Loan recognized by Eidos was not material. Interest expense on the Tranche A Loan was not material in 2021 through the prepayment date. |
License and Collaboration Agree
License and Collaboration Agreement with Helsinn | 12 Months Ended |
Dec. 31, 2022 | |
License And Collaboration Agreement [Abstract] | |
License and Collaboration Agreement with Helsinn | 11. License and Collaboration Agreements License Development and Commercialization Agreement with BMS On May 12, 2022, BridgeBio and our subsidiary, Navire Pharma, Inc., or Navire, entered into an exclusive license development and commercialization agreement with BMS, or the Navire-BMS License Agreement, pursuant to which Navire granted BMS exclusive rights to develop and commercialize Navire’s product candidate, BBP-398, in all indications worldwide, except for the People’s Republic of China, Macau, Hong Kong, Taiwan, Thailand, Singapore, and South Korea, or the Asia Region. The development and commercialization of BBP-398 within the Asia Region is governed under the Navire-LianBio License Agreement (as discussed below). The Navire-BMS License Agreement expands an earlier agreement between Navire and BMS that was executed in July 2021 to study BBP-398 in a combination therapy trial to treat advanced solid tumors with KRAS mutations, or the 2021 Navire-BMS Agreement. The Navire-BMS License Agreement does not alter the terms of the 2021 Navire-BMS Agreement. Under the terms of the Navire-BMS License Agreement, Navire was entitled to receive a non-refundable, upfront payment of $ 90.0 million, which Navire collected in full in June 2022. Additionally, Navire is eligible to receive additional payments totaling up to approximately $ 815.0 million in the aggregate, subject to the achievement of development, regulatory and commercial milestones, as well as tiered royalties in the low-to-mid teens as a percentage of adjusted net sales by BMS of the licensed products sold worldwide, outside of the Asia Region. Navire will retain the option to acquire higher royalties in the United States in connection with funding a portion of development costs upon the initiation of registrational studies. Based on the terms of the Navire-BMS License Agreement, Navire will continue to lead its ongoing Phase 1 monotherapy and combination therapy trials collectively, the Phase 1 Trials, and BMS will lead and fund all other development and commercialization activities. Navire is fully funding the Phase 1 trials with the exception of the combination therapy governed under the 2021 Navire-BMS Agreement. In accordance with the 2021 Navire-BMS License Agreement, both parties are sharing all research and development costs equally for this trial. We have recorded all research and development costs for the Phase 1 Trials, as well as the reimbursement for the costs associated with the trial governed by the 2021 Navire-BMS Agreement within research and development in our consolidated statement of operations. We determined that the Navire-BMS License Agreement falls within the scope of ASC 606 as BMS is a customer in this arrangement, and we identified the following performance obligations in the agreement: • an exclusive license to develop and commercialize BBP-398 and the related know-how; and • research and development services to complete the Phase 1 Trials for BBP-398 (expected to be completed in 2025). We determined that the performance obligations outlined above are capable of being distinct and distinct within the context of the contract given such rights and activities are independent of each other. The license can be used by BMS without the research and development services. Similarly, those services provide a distinct benefit to BMS within the context of the contract, separate from the license, as the services could be provided by BMS or another third party without our assistance. Options for additional goods or services were not considered material rights as they were not offered at a discount, and as such not identified as performance obligations, at the inception of the Navire-BMS License Agreement. We determined the initial transaction price at inception of the Navire-BMS License Agreement to be $ 90.0 million, which is comprised of the fixed and non-refundable upfront payment. No additional development, regulatory, or sales milestone payments are included in the transaction price, as all such payments are variable consideration that are fully constrained as of the inception of the agreement and as of December 31, 2022. We include variable consideration in our transaction price to the extent that it is probable that it will not result in a significant revenue reversal when the uncertainty associated with the variable consideration is subsequently resolved. As part of management’s evaluation of the variable consideration, we considered numerous factors, including the fact that achievement of the milestones is outside of our control, contingent upon the success of our existing and future clinical trials, BMS’ efforts, and receipt of regulatory approval that is subject to scientific risks of success. Royalty arrangements and commercial-based milestones will be recognized when the sales occur or the milestones are achieved pursuant to the sales-based royalty exception under ASC 606 because the license is the predominant item to which the royalties or commercial-based milestones relate. We will re-evaluate the transaction price at each reporting period and as uncertain events are resolved or other changes in circumstances occur. We allocated the transaction price of $ 90.0 million based on the stand-alone selling prices, or SSP, of each of the performance obligations as follows: • $ 70.2 million for the upfront transfer of the license; and • $ 19.8 million for ongoing research and development services. The SSP for the license was determined using an approach that considered discounted, probability-weighted cash flows related to the license transferred. The SSP for the ongoing research and development services were based on estimates of the associated effort and cost of these services, adjusted for a reasonable gross profit margin that would be expected to be realized under similar contracts. We recognized revenue for each of the two performance obligations as follows: • We recognized revenue related to the license at a point in time upon transfer of the rights and control of the license to BMS. The transfer of the rights and control of the license occurred in June 2022, thus we recognized the full amount allocated to the license and related know-how during the year ended December 31, 2022. • The research and development services performance obligation consists of our completion of the Phase 1 Trials. We are recognizing revenue related to the research and development services over time using an input method to measure progress by utilizing costs incurred to-date relative to total expected costs. We expect to complete the Phase 1 Trials in 2025. Revenue recognized related to this performance obligation for the year ended December 31, 2022 was $ 4.5 million. For the year ended December 31, 2022 , we recognized $ 74.7 million of revenue from the Navire-BMS License Agreement. Our consolidated balance sheet as of December 31, 2022 includes a deferred revenue balance of $ 15.3 million ($ 8.2 million presented as “Deferred revenue, current portion” and $ 7.1 million included in “Other long-term liabilities”) related to our research and development services obligation. License and Collaboration Agreement with Helsinn On March 29, 2021, QED entered into a license and collaboration agreement with Helsinn Healthcare S.A. or HHC, and Helsinn Therapeutics (U.S.), Inc., or HTU, and collectively with HHC, Helsinn, or the QED-Helsinn License and Collaboration Agreement, pursuant to which QED granted to HHC exclusive licenses to develop, manufacture and commercialize QED’s product candidate, infigratinib, in oncology and all other indications except achondroplasia or any other skeletal dysplasias, worldwide, except for the People’s Republic of China, Hong Kong and Macau, or Greater China, and under which QED received a co-exclusive license to co-commercialize infigratinib in the United States in the licensed indications. Under this agreement, Helsinn is likewise entitled to a right of first negotiation with respect to specific territories subject to the occurrence of a contingent event. As part of this agreement, QED was also required to transfer inventory within the transitional period, as described in the QED-Helsinn License and Collaboration Agreement. The QED-Helsinn License and Collaboration Agreement became effective on April 16, 2021. Under the terms of the QED-Helsinn License and Collaboration Agreement, QED was eligible to receive payments totaling up to approximately $ 2.45 billion in the aggregate, including over $ 100.0 million in upfront, regulatory and launch milestone payments, and the remainder subject to the achievement of specified commercial milestones, as well as tiered royalties in the high teens as a percentage of adjusted net sales by Helsinn of the licensed products sold worldwide, outside of the United States and Greater China. Upon approval by the FDA, QED and HTU will co-commercialize infigratinib in the licensed indications in the United States and will share profits and losses on a 50 :50 basis. In May 2021, we received such FDA approval for an oncology indication in the United States and effective as of that date, sharing of profits and losses commenced. QED and Helsinn will share global, excluding Greater China, research and development costs for infigratinib in the licensed indications at a rate of 40 % for QED and 60 % for Helsinn. On February 28, 2022, QED and Helsinn amended the QED-Helsinn License and Collaboration Agreement, or the Amended QED-Helsinn License and Collaboration Agreement, effective as of March 1, 2022. Under the terms of the Amended QED-Helsinn License and Collaboration Agreement, Helsinn has an exclusive license to commercialize infigratinib in the U.S. and is responsible for developing, manufacturing and commercializing infigratinib in oncology indications except for achondroplasia or any other skeletal dysplasias worldwide, outside of Greater China. QED retains all rights to develop, manufacture and commercialize infigratinib in skeletal dysplasia, including achondroplasia. Pursuant to the Amended QED-Helsinn License and Collaboration Agreement, QED no longer shared in the commercialization of infigratinib in the licensed indications in the United States or was responsible for any global development costs for infigratinib in the licensed indications. Additionally, under the Amended QED-Helsinn License and Collaboration Agreement, QED was eligible to receive regulatory and sales-based milestone payments of up to $ 66.0 million, as well as tiered royalties in the low to mid-teens as a percentage of adjusted net sales by Helsinn of the licensed products sold worldwide, outside of Greater China. The Amended QED-Helsinn License and Collaboration Agreement also provides for a transitional period, which extended from the effective date through August 31, 2022, for which QED was contracted to assist in research and development and commercialization activities. The costs related to QED's contracted activities incurred during the transitional period are fully reimbursable by Helsinn and will be paid to QED subsequent to the transitional period. Helsinn also agreed to reimburse QED’s obligation to FMI described in Note 8 as part of the Amended QED-Helsinn License and Collaboration Agreement. In recording the receivable, we recognized a corresponding gain that is recorded as part of “Other income (expense), net” in our consolidated statement of operations for the year ended December 31, 2022. On August 23, 2022, we received written notice from Helsinn of its intent to terminate the Amended QED-Helsinn License and Collaboration Agreement for convenience, pursuant to its terms, citing commercial considerations. Effective December 21, 2022, QED and Helsinn, or the Helsinn Parties entered into a Mutual Termination Agreement, or MTA which terminates the Amended QED-Helsinn License and Collaboration Agreement and all rights and obligations thereunder. Under the terms of the MTA, the Helsinn Parties are responsible for performing certain close-out services to enable QED to pursue the development, manufacturing, and commercialization of infigratinib as a potential treatment of non-oncology indications, such as in achondroplasia worldwide, excluding China, Hong Kong, and Macau. Additionally, QED will no longer be entitled to any future regulatory or sales-based milestone payments and will continue to receive royalties on net sales of TRUSELTIQ until Helsinn no longer sells the licensed product by March 31, 2023. The Helsinn Parties delivered notice to the FDA notifying them that the distribution of TRUSELTIQ is permanently discontinued and that all clinical investigations under the associated IND are discontinued. In accordance with the MTA, all outstanding obligations under the Amended QED-Helsinn License and Collaboration agreement related to the contracted services during the transitional period became due. This includes the reimbursable contracted research and development and commercial activities of $ 18.8 million and the reimbursement of QED’s obligation to FMI of $ 12.5 million described in Note 8. In accordance with the payment terms of the MTA, we received $ 15.0 million from Helsinn in December 2022. The remaining outstanding balance as of December 31, 2022 is $ 16.3 million and is presented in “Receivables from licensing and collaboration agreements” within our consolidated balance sheets. Of the receivable outstanding, $ 5.3 million was received in January 2023 and the remaining $ 11.0 million relates to the reimbursement of QED’s obligation to FMI which is due in eleven equal monthly installments commencing in February 2023. All costs incurred subsequent to the transitional period are considered close-out costs and the responsibilities between the Helsinn Parties are outlined within the Close-Out Plan, as defined in the MTA. Activities within the Close-Out Plan are to be shared equally subsequent to the first $ 11.0 million of costs, which are the responsibility of QED, per the terms of the MTA. As of December 31, 2022, QED has incurred $ 11.0 million of costs relating to the Close-Out Plan. The activities within the Close-Out Plan are expected to be completed during 2023. All costs incurred, including Helsinn’s reimbursements, are recorded in "Restructuring, impairment and related charges" within our consolidated statement of operations. See Note 17. Prior to the execution of the MTA, both the QED-Helsinn License and Collaboration Agreement and the Amended QED-Helsinn License and Collaboration Agreement were considered to be within the scope of ASC 808 as the parties are active participants and are exposed to the significant risks and rewards of the collaborative activity, and partially within the scope of ASC 606 for the units of account where Helsinn is identified as a customer. For the units of account in the collaboration arrangement that do not represent a vendor-customer relationship, including the performance of collaborative research and development and commercialization services, we determined that ASC 606 is not appropriate to apply by analogy and applied a reasonable and rational accounting policy election that faithfully depicts the transfer of services to the collaboration partner over the estimated performance period. Reimbursement payments from Helsinn associated with the collaborative research and development and commercialization services are recognized as the related expense is incurred and classified as an offset to the underlying expense and excluded from the transaction price. We evaluated the terms of the QED-Helsinn License and Collaboration Agreement and identified Helsinn as a customer with the following two distinct performance obligations: (1) exclusive licenses to develop, manufacture, and commercialize the underlying product, and (2) transfer of inventory within the transitional supply period. The Amended QED-Helsinn License and Collaboration Agreement did not give rise to any additional performance obligations. We determined the initial transaction price at inception of the QED-Helsinn License and Collaboration Agreement to be $ 46.0 million, comprised of a $ 20.0 million nonrefundable upfront license fee, $ 1.0 million for the sale of certain existing inventory, and a $ 25.0 million launch milestone for the first launch of the first indication of infigratinib in the United States. At the inception of the QED-Helsinn License and Collaboration Agreement we considered all future potential regulatory milestones to be variable consideration that are fully constrained . We determined that the achievements of such regulatory milestones are contingent upon success in future clinical trials and regulatory approvals, which are not within our control and are uncertain at the inception date. We constrain variable consideration to the extent that it is probable that it will not result in a significant revenue reversal when the uncertainty associated with the variable consideration is subsequently resolved. We recognize consideration related to sales-based milestone and royalties when the subsequent sales occur pursuant to the royalty exception under ASC 606 because the license is the predominant item to which the royalties or sales-based milestone relate. In the fourth quarter of 2021, we received validation from the EMA for our marketing authorization for infigratinib. Since the uncertainty of the variable consideration related to the regulatory milestone was resolved, we updated the transaction price to include this consideration, and accordingly, we increased our transaction price by $ 10.0 million to $ 56.0 million. The Amended QED-Helsinn License and Collaboration Agreement did not affect the transaction price as the modifications to the transaction price related solely to variable consideration, consisting of regulatory and sales-based milestone payments and royalties. The remaining future potential regulatory milestone payments did not result in a modification to the transactions price as the transaction price as they were determined to be fully constrained under ASC 606. QED began to receive royalties for net sales of the licensed products sold in the United States upon the effective date of the Amended QED-Helsinn License and Collaboration Agreement. We allocated the $ 56.0 million transaction price based on relative SSPs of each of our performance obligations as $ 54.4 million for the licenses and $ 1.6 million for the transfer of inventory. For the delivery of the licenses, we based the SSP on a discounted cash flow approach and considered several factors including, but not limited to, forecasted revenue and costs, development timelines, discount rate and probabilities of clinical and regulatory success. For the transfer of inventory, we based the SSP on the actual costs incurred by us to purchase or manufacture the inventory as well as the average compensation of employees estimated to be incurred over the performance period. As of December 31, 2021, we had provided all necessary information to Helsinn for it to benefit from the license under the license term and completed the transfer of inventory. During the year ended December 31, 2021 , we recognized $ 56.0 million of license revenue, under these units of account accounted for under ASC 606. For the unit of account that is within the scope of ASC 808 relating to collaborative research and development services, pursuant to the QED-Helsinn License and Collaboration Agreement, we have recognized Helsinn’s share of research and development expenses of $ 2.9 million and $ 38.4 million as reduction of research and development expenses during the years ended December 31, 2022 and 2021, respectively, which represents 60 % reimbursement of research and development expenses incurred. In accordance with the Amended QED-Helsinn License and Collaboration Agreement, we have recognized $ 18.6 million as reduction of research and development expenses for the year ended December 31, 2022, which represents 100 % reimbursement of research and development costs incurred during the transitional period relating to infigratinib in the licensed indications. Following the FDA approval of TRUSELTIQ in May 2021, we were the principal selling party of this product in the United States and recognized product sales in the consolidated statement of operations. Commencing in January 2022, we sold the remaining transitional supply of TRUSELTIQ to Helsinn, and Helsinn became the principal selling party. Accordingly, beginning in 2022, we no longer recognized product sales associated with TRUSELTIQ, although we continued to share losses on a 50 :50 basis through February 28, 2022 in accordance with the QED-Helsinn License and Collaboration Agreement. Pursuant to the QED-Helsinn License and Collaboration Agreement, we accounted for Helsinn’s share of the co-commercialization loss of $ 1.3 million and $ 8.9 million as reduction to selling, general and administrative expenses during the years ended December 31, 2022 and 2021, respectively. In accordance with the Amended QED-Helsinn License and Collaboration Agreement, we have recognized $ 0.2 million as a reduction to selling, general and administrative expenses during the year ended December 31, 2022, which represents 100 % reimbursement of commercial activity costs incurred during the transitional period relating to infigratinib in the licensed indications in the United States. License Agreements with LianBio Navire In August 2020, Navire entered into an exclusive license agreement with LianBio, or the Navire-LianBio License Agreement. Pursuant to the Navire-LianBio License Agreement, Navire granted to LianBio an exclusive, sublicensable license under the licensed patent rights and know-how to develop, manufacture and commercialize SHP2 inhibitor BBP-398, or BBP-398, for tumors driven by RAS and receptor tyrosine kinase mutations. Under the terms of the Navire-LianBio License Agreement, LianBio will receive commercial rights in China and selected Asian markets and participate in clinical development activities for BBP-398. In consideration for the rights granted to LianBio, we received a nonrefundable $ 8.0 million upfront payment, which we recognized as license revenue in 2020. We will also have the right to receive future development and sales milestone payments of up to $ 382.1 million, and tiered royalty payments from single-digit to low-teens on net sales of the product in licensed territories. We accounted for the Navire-LianBio License Agreement under ASC 606 and identified the exclusive license as a distinct performance obligation since LianBio can benefit from the license on its own by developing and commercializing the underlying product using its own resources. In addition, we will enter into clinical and commercial supply agreements for the licensed territory. We determined that the optional right to future products under these supply agreements does not represent a material right. In July 2022, Navire and LianBio entered into a clinical supply agreement for the manufacture and supply of clinical quantities of the licensed product. During the year ended December 31, 2022, Navire has billed insignificant amounts to LianBio as part of the clinical supply agreement and recognized such amounts as license revenue. In the second quarter of 2021, a development milestone became probable. Since the uncertainty of the variable consideration related to the development milestone was resolved, we updated the transaction price to include this consideration, and accordingly, we increased our transaction price by $ 8.5 million and recognized the entire amount as license revenue during the year ended December 31, 2021. We consider the future potential development milestone as well as the sales-based royalties to be variable consideration. The future potential milestone payments were not included in the transaction price as they were all determined to be fully constrained under ASC 606. We determined that the achievements of such development milestones are contingent upon success in future clinical trials and regulatory approvals, which are not within our control and are uncertain at this stage. We expect that the royalty arrangements and sales-based milestones will be recognized when the sales occur or the milestones are achieved pursuant to the sales-based royalty exception under ASC 606 because the license is the predominant item to which the royalties or sales-based milestones relate. We will re-evaluate the transaction price at each reporting period and as uncertain events are resolved or other changes in circumstances occur. QED In October 2019, QED entered into an exclusive license agreement with LianBio (the "QED-LianBio License Agreement"). Pursuant to the QED-LianBio License Agreement, QED granted to LianBio an exclusive, sublicensable license under the licensed patent rights and know-how to develop, manufacture and commercialize infigratinib for any and all human prophylactic and therapeutic uses in all cancer indications (including in combination with other therapies) in certain territories outside the United States. Under the QED-LianBio License Agreement, QED received a nonrefundable upfront payment of $ 10.0 million and is entitled to receive development and sales milestones payments of up to $ 132.5 million and tiered royalties on net sales ranging from the low to mid-teens. In addition, QED also received warrants which entitled QED to purchase 10 % of the then-fully diluted shares of one of the subsidiaries of LianBio upon achievement of certain contingent development milestones (see Note 7). We accounted for the QED-LianBio License Agreement and the LianBio Exclusivity Agreement as a single transaction under ASC 606 and identified the exclusive license as a distinct performance obligation since LianBio can benefit from the license on its own by developing and commercializing the underlying product using its own resources. In addition, we will enter into clinical and commercial supply agreements for the licensed territory. We determined that the LianBio’s optional right to future products under these supply agreements is not considered to represent a material right. A clinical supply agreement was entered into in the fourth quarter of 2021. QED has supplied insignificant amounts to LianBio as part of the clinical supply agreement and recognized such amounts as license revenue during the year ended December 31, 2021. No such clinical supply was provided to LianBio during the year ended December 31, 2022. We consider the future potential development milestone as well as the sales-based royalties to be variable consideration. The future potential milestone payments were not included in the transaction price as they were all determined to be fully constrained under ASC 606. We determined that the achievements of such development milestones are contingent upon success in future clinical trials and regulatory approvals, which are not within our control and are uncertain at this stage. We expect that the royalty arrangements and sales-based milestones will be recognized when the sales occur, or the milestones are achieved pursuant to the sales-based royalty exception under ASC 606 because the license is the predominant item to which the royalties or sales-based milestones relate. We will re-evaluate the transaction price at each reporting period and as uncertain events are resolved or other changes in circumstances occur. License Agreement with Alexion In September 2019, Eidos, entered into an exclusive license agreement with Alexion Pharma International Operations Unlimited Company, a subsidiary of Alexion Pharmaceuticals, Inc., or together Alexion, to develop, manufacture, and commercialize in Japan the compound known as acoramidis (previously known as AG10) and any of its various chemical forms and any pharmaceutical products containing acoramidis, or the Eidos-Alexion License Agreement. Under the agreement, Eidos received an upfront nonrefundable payment of $ 25.0 million. Eidos also entered into a stock purchase agreement with Alexion, under which Eidos sold to Alexion 556,173 shares of Eidos common stock at a price per share of $ 44.95 , for an aggregate purchase price of approximately $ 25.0 million. The excess of the purchase price over the value of the Eidos shares, determined based on the closing price of a share of Eidos’ common stock of $ 41.91 as reported on Nasdaq as of the date of execution, was $ 1.7 million and recognized in revenue as part of the upfront payment as discussed below. Eidos is also eligible to receive $ 30.0 million in regulatory milestone payments subject to the achievement of regulatory milestones. Eidos will also receive royalty payments in the low-teens based on net sales of acoramidis in Japan. The royalty rate is subject to reduction if Alexion is required to obtain intellectual property rights from third parties to develop, manufacture or commercialize acoramidis in Japan, or upon the introduction of generic competition into market. Eidos accounted for the license agreement under ASC 606 and identified the exclusive license as a distinct performance obligation since Alexion can benefit from the license on its own by developing and commercializing the underlying product using its own resources. In addition, Eidos entered into a clinical supply agreement and will enter into a commercial supply agreement for the licensed territory. Eidos determined that the optional right to future products under these supply agreements is not considered to represent a material right. Eidos recognized the $ 25.0 million upfront fee and $ 1.7 million premium paid for Eidos’ stock for a total upfront payment of $ 26.7 million in license revenue upon the effective date of the license agreement in September 2019. Eidos determined that the license was a right to use its intellectual property and as of the effective date, it had provided all necessary information to Alexion to benefit from the license and the license term had begun. Eidos considers the future potential regulatory milestones of up to approximately $ 30.0 million and the sales-based royalties to be variable consideration. Eidos excluded the regulatory milestones from the transaction price because it determined such payments to be fully constrained under ASC 606 due to the inherent uncertainty in the achievement of such milestone payments and are highly susceptible to factors outside of Eidos’ control. As the sales-based royalties are all related to the license of the intellectual property rights, Eidos will recognize revenue in the period when subsequent sales are made pursuant to the sales-based royalty exception under ASC 606. Eidos will re-evaluate the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur. Eidos finalized the clinical supply agreement with Alexion in July 2020, which was determined to be a separate performance obligation from the license. Eidos has shipped insignificant amounts to Alexion as part of the clinical supply agreement and recognized such amounts as license revenue. |
Sale of Nonfinancial Assets
Sale of Nonfinancial Assets | 12 Months Ended |
Dec. 31, 2022 | |
Sale of Nonfinancial Assets [Abstract] | |
Sale of Nonfinancial Assets | 12. Sale of Nonfinancial Assets Sale of Priority Review Voucher In May 2022, we announced that we entered into a definitive agreement to sell our PRV for $ 110.0 million. We received the PRV in February 2021 under an FDA program intended to encourage the development of treatments for rare pediatric diseases. We were awarded the PRV when our subsidiary, Origin received approval of NULIBRY TM . The PRV sale was subject to customary closing conditions and was completed in June 2022 following the expiration of applicable U.S. antitrust clearance requirements. We accounted for this transaction under ASC 610-20, Gains and Losses from the Derecognition of Nonfinancial Assets . We received the gross proceeds of $ 110.0 million during the year ended December 31, 2022 and recognized a gain of $ 107.9 million, net of transaction costs, for the year ended December 31, 2022. Asset Purchase Agreement with Sentynl On March 4, 2022, Origin and Sentynl entered into the Origin-Sentynl APA, pursuant to which Sentynl acquired global rights to NULIBRY, as well as certain specified assets of Origin, and will be responsible for the ongoing development and commercialization of NULIBRY in the United States and developing, manufacturing and commercializing fosdenopterin globally. The transaction closed on March 31, 2022, or the Closing Date. Under terms of the Origin-Sentynl APA, Origin received an upfront payment of $ 10.0 million upon the Closing Date and is eligible to receive sales milestone payments, as well as tiered royalties in the low single-digits as a percentage of adjusted net sales of products related to the acquired assets. Origin will continue to be responsible for the payment of up to $ 4.5 million in aggregate payments upon achievement of regulatory-based milestones, including the first pricing approval in an EMA country or EMA major market country, under the Origin-Alexion APA (see Note 8) and under a separate agreement with a third party. As of December 31, 2022 , we paid $ 3.5 million of the regulatory-based milestone payment as the milestone criteria was met. We accounted for this transaction under ASC 610-20. Upon the Closing Date, we recognized a loss on sale of $ 6.3 million within “Other income (expense), net” in our consolidated statement of operations for the year ended December 31, 2022. The loss on sale was determined as the difference in the aforementioned upfront payment and the carrying value of the assets purchased by Sentynl of approximately $ 16.3 million, which comprised mainly of intellectual property rights and related intangible assets and existing inventories as of the Closing Date. Origin’s sale of the assets covered in the Origin-Sentynl APA was not subject to the limitation on our ability to dispose of assets under the terms of the Loan Agreement (see Note 10). |
In-licensing Agreements
In-licensing Agreements | 12 Months Ended |
Dec. 31, 2022 | |
In Licensing Agreements [Abstract] | |
In-licensing Agreements | 13. In-licensing Agreements Stanford License Agreement In April 2016, Eidos entered into a license agreement with the Board of Trustees of the Leland Stanford Junior University Stanford University, or Stanford University, relating to Eidos’ drug discovery and development initiatives. Under this agreement, Eidos has been granted certain worldwide exclusive licenses to make, use, and sell products that are covered by licensed patent rights. In March 2017, Eidos paid a license fee of $ 10,000 , which was recorded as research and development expense during the year ended December 31, 2017, as the acquired assets did not have any alternative future use. Eidos may also be required to make future payments of up to approximately $ 1.0 million to Stanford University upon achievement of specific intellectual property, clinical and regulatory milestone events, and pay royalties of up to low single-digit percentages on future net sales, if any. In addition, Eidos is obligated to pay Stanford University a percentage of non-royalty revenue received by Eidos from its sublicensees, with the amount owed decreasing annually for three years based on when the applicable sublicense agreement is executed. Additionally, under the license agreement with Stanford University, we will pay Stanford University a portion of all nonroyalty sublicensing consideration attributable to the sublicense of the licensed compounds. The license agreement states that if this event occurred in the third year, 10 % is payable to Stanford University. For the years ended December 31, 2022, 2021 and 2020, the cost of license revenue was not material. Leidos Biomedical Research License and Cooperative Research and Development Agreements In March 2017, TheRas entered into a cooperative research and development agreement, or Leidos CRADA, with Leidos Biomedical Research, Inc., or Leidos. In December 2018, TheRas and Leidos entered into a license agreement, or Initial Leidos License, under which TheRas was granted certain worldwide exclusive licenses to use the licensed compounds. The Leidos Agreements are related to TheRas’ drug discovery and development initiatives. The Initial Leidos License was terminated in 2021. TheRas and Leidos entered into two subsequent license agreements, or Additional Leidos Licenses, in August 2022; the two Additional Leidos Licenses related to (i) KRAS G12C inhibitor and (ii) P13Ka breaker compounds. The Leidos CRADA, Initial Leidos License, and Additional Leidos Licenses are also referred to herein as the Leidos Agreements. For the years ended December 31, 2022, 2021, and 2020, TheRas recognized research and development expenses of $ 3.2 million, $ 2.8 million, and $ 2.3 million, respectively, in connection with the Leidos Agreements. Diagnostics Agreement with Foundation Medicine As discussed in Note 8, QED and FMI entered into a diagnostics agreement relating to QED's drug discovery and development initiatives. For the years ended December 31, 2022, 2021 and 2020 , QED recognized research and development expenses of $ 2.6 mill ion, $ 4.2 million, and $ 4.8 million, respectively, in connection with this agreement. Other License and Collaboration Agreements In addition to the agreements described above, we have also entered into other license and collaboration agreements with various institutions and business entities on terms similar to those described above, none of which are material individually or in the aggregate. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | 14. Leases We have operating leases for our corporate headquarters, office spaces and laboratory facilities. One of our office space leases has a finance lease component representing lessor provided furniture and office equipment. Our finance lease, which is presented as part of “Property and equipment, net” in our consolidated balance sheets, is not material. Certain leases include renewal options at our election, and we include the renewal options when we are reasonably certain that the renewal option will be exercised. The lease liabilities were measured using a weighted-average discount rate based on the most recent borrowing rate as of the calculation of the respective lease liability, adjusted for the remaining lease term and aggregate amount of the lease. The components of lease cost are as follows: Year Ended December 31, 2022 2021 2020 (in thousands) Straight line operating lease costs $ 5,172 $ 5,611 $ 3,786 Finance lease costs 443 402 9 Variable lease costs 6,142 4,243 832 Total lease costs $ 11,757 $ 10,256 $ 4,627 Supplemental cash flow information related to leases are as follows: December 31, 2022 2021 2020 (in thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 6,245 $ 6,122 $ 4,169 Operating cash flows for finance lease 423 272 34 Right-of-use assets obtained in exchange of lease obligations Operating leases 240 6,380 19,595 Finance lease — — 1,726 Supplemental information related to the remaining lease term and discount rate are as follows: December 31, 2022 2021 Weighted-average remaining lease term (in years) Operating leases 5.3 5.6 Finance lease 3.1 4.1 Weighted-average discount rate Operating leases 5.96 % 5.58 % Finance lease 6.62 % 6.62 % As of December 31, 2022, future minimum lease payments for our noncancelable operating leases are as follows. Future minimum lease payments under our finance lease are not material. Amount (in thousands) Year ending December 31: 2023 $ 4,495 2024 3,971 2025 3,938 2026 1,869 2027 850 Thereafter 3,355 Total future minimum lease payments 18,478 Imputed interest ( 2,529 ) Total $ 15,949 Reported as of December 31, 2022 Operating lease liabilities, current portion $ 3,675 Operating lease liabilities, net of current portion 12,274 Total operating lease liabilities $ 15,949 We recognized an impairment loss for certain asset groups estimated using discounted cash flow model (income approach) of $ 3.3 million included in “Selling, general and administrative” expenses in our consolidated statement of operations for the year ended December 31, 2021. The impairment loss for the year ended December 31, 2021 includes $ 2.6 million related to operating lease right-of-use assets and $ 0.7 million related to property and equipment, namely leasehold improvements, office furniture, and equipment that we no longer use. The impairment loss related to operating lease right-of-use assets for the year ended December 31, 2022 is not material. Manufacturing Agreement In December 2019, we entered into a manufacturing agreement with a vendor to secure clinical and commercial scale manufacturing capacity for the manufacture of batches of active pharmaceutical ingredients for product candidates of certain subsidiaries of BridgeBio. Unless terminated as allowed within the manufacturing agreement, the agreement would have expired five years from when qualified operations begin. Under the terms of the agreement, we were assigned a dedicated manufacturing suite for certain months in each calendar year for a one-time fee of $ 10.0 million, which would be applied to the buildout, commissioning, qualification, validation, equipping and exclusive use of the dedicated manufacturing suite. We recorded a construction-in-progress asset of $ 10.0 million for the payments directly associated with the dedicated manufacturing suite as these payments are deemed to represent a non-lease component. In 2020, we entered into a supplemental agreement with the vendor for certain upgrades on the dedicated manufacturing suite and for additional equipment of approximately $ 0.2 million. As of December 31, 2021, the readiness determination phase of the dedicated manufacturing suite was expected to be completed in 2022. In March 2022, we mutually agreed with the vendor to terminate the manufacturing agreement. The termination agreement was formalized effective May 2022. In accordance with the termination agreement, we paid the $ 2.0 million remaining payable related to the dedicated manufacturing suite and a termination fee of $ 1.8 million. For the year ended December 31, 2022 , we recorded an impairment loss of $ 10.2 million for the carrying value of the construction-in-progress asset that was no longer recoverable as our rights to the dedicated manufacturing suite ceased pursuant to the termination agreement. The aforementioned impairment loss and the termination fee are included as part of “Restructuring, impairment and related charges” in our consolidated statement of operations for the year ended December 31, 2022 (see Note 17). |
Share Repurchase Program and Sh
Share Repurchase Program and Shelf Registration | 12 Months Ended |
Dec. 31, 2022 | |
Reorganizations [Abstract] | |
Share Repurchase Program and Shelf Registration | 15. Share Repurchase Program and Shelf Registration 2021 Share Repurchase Program In May 2021, our Board of Directors authorized and approved a stock repurchase program pursuant to which we may purchase up to $ 150.0 million of BridgeBio’s outstanding common stock. Stock repurchases under the program may be made from time to time, in the open market, in privately negotiated transactions and otherwise, at the discretion of our management and in accordance with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act, of 1934, as amended, and other applicable legal requirements. The timing, pricing, and amounts of these repurchases will depend on a number of factors, including the market price of our common stock and general market and economic conditions. The stock repurchase program does not obligate us to repurchase any dollar amount or number of share s, and the program may be suspended or discontinued at any time. We repurchased 3,017,087 shares in the open market at an average price of $ 49.72 per share for a total of approximately $ 150.0 million in 2021. The repurchased shares are held in treasury as treasury stock as of December 31, 2022 and 2021. 2020 Shelf Registration On July 7, 2020, we filed a shelf registration statement on Form S-3, or the 2020 Shelf, with the SEC in relation to the registration of common stock, preferred stock, debt securities, warrants and units or any combination thereof. We also simultaneously entered into an Open Market Sale Agreement with Jefferies LLC and SVB Leerink LLC, or collectively, the Sales Agents, to provide for the offering, issuance and sale by us of up to an aggregate of $ 350.0 million of our common stock from time to time in “at-the-market” offerings under the 2020 Shelf and subject to the limitations thereof, or the 2020 Sales Agreement. We will pay to the applicable Sales Agents cash commissions of up to 3.0 % of the gross proceeds of sales of common stock under the 2020 Sales Agreement. During the year ended December 31, 2022 , the Company sold 455,800 shares through this offering at an average price of $ 10.90 per share, resulting in net proceeds of $ 4.9 million. As of December 31, 2022 , the Company is still eligible to sell up to $ 345.0 million of our common stock pursuant to the 2020 Sales Agreement under the 2020 Shelf. We did not issue any shares or receive any proceeds from this offering for the years ended December 31, 2021 and 2020. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 16. Stock-Based Compensation Under each of the legal entity’s equity plans, we recorded stock-based compensation in the following expense categories in our consolidated statements of operations for employees and non-employees: Year Ended December 31, 2022 BridgeBio Other Total (in thousands) Research and development $ 37,700 $ 287 $ 37,987 Selling, general and administrative 54,669 — 54,669 Restructuring, impairment and related charges 1,172 — 1,172 Total stock-based compensation $ 93,541 $ 287 $ 93,828 Year Ended December 31, 2021 BridgeBio Other Total (in thousands) Research and development $ 53,829 $ 2,366 $ 56,195 Selling, general and administrative 46,357 3,022 49,379 Total stock-based compensation $ 100,186 $ 5,388 $ 105,574 Year Ended December 31, 2020 BridgeBio Eidos Other Total (in thousands) Research and development $ 16,316 $ 5,743 $ 626 $ 22,685 Selling, general and administrative 30,285 5,159 330 35,774 Total stock-based compensation $ 46,601 $ 10,902 $ 956 $ 58,459 We have recorded $ 2.2 million, $ 6.0 million, and $ 3.0 million of stock-based compensation expense for the years ended December 31, 2022, 2021, and 2020, respectively, for performance-based milestone awards that were achieved during the period and were settled in cash. Equity-Based Awards of BridgeBio On June 22, 2019, we adopted the 2019 Stock Option and Incentive Plan, or the 2019 Plan, which became effective on June 25, 2019. The 2019 Plan provides for the grant of stock-based incentive awards, including common stock options and other stock-based awards. We were authorized to issue 11,500,000 shares of common stock for issuance of awards under the 2019 Plan, which may be allocated among stock options, awards of restricted common stock, restricted common units and other stock-based awards. On June 2, 2020, our stockholders approved an amendment and restatement of the 2019 Plan, or the A&R 2019 Plan, to, among other things, increase the number of shares of common stock reserved for issuance thereunder by 2,500,000 shares. The A&R 2019 Plan was further amended on December 15, 2021, or as amended, the “2021 A&R Plan. The 2019 Plan provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2020, by 5 % of the issued and outstanding number of shares of common stock on the immediately preceding December 31, or such lesser number of shares as determined by the Compensation Committee of the Board of Directors. On November 13, 2019, we adopted the 2019 Inducement Equity Plan, or the 2019 Inducement Plan. The 2019 Inducement Plan provides for the grant of stock-based awards to induce highly qualified prospective officers and employees who are not currently employed by BridgeBio or its Subsidiaries to accept employment and to provide them with a proprietary interest in BridgeBio, including common stock options and other stock-based awards. We were authorized to issue 1,000,000 shares of common stock for inducement awards under the 2019 Inducement Plan, which may be allocated among stock options, awards of restricted common stock, restricted common units and other stock-based awards. As of December 31, 2022 , 7,926,630 shares and 305,588 shares were reserved for future issuances under the 2021 A&R Plan and 2019 Inducement Plan, respectively. Pursuant to the Merger Transactions, we also reserved 2,802,644 shares specifically under the Eidos Award Exchange, or the Eidos Award Exchange Plan, all of which were issued upon execution of the Eidos Award Exchange as discussed below. The 2021 A&R Plan and the 2019 Inducement Plan and the Eidos Award Exchange Plan are collectively referred herein as the “Plans.” 2020 Stock and Equity Award Exchange Program (Exchange Program) On April 22, 2020, we completed our 2020 Stock and Equity Award Exchange Program, or the Exchange Program, for certain subsidiaries, which was an opportunity for eligible controlled entities’ employees and consultants to exchange their subsidiary equity (including common stock, vested and unvested stock options and restricted stock awards, or RSAs) for BridgeBio equity (including common stock, vested and unvested stock options and RSAs) and/or performance-based milestone awards tied to the achievement of certain development and regulatory milestones. The Exchange Program aligns our incentive compensation structure for employees and consultants across the BridgeBio group of companies to be consistent with the achievement of our overall corporate goals. In connection with the Exchange Program, we issued awards of BridgeBio equity under the 2019 A&R Plan to 149 grantees covering 554,064 shares of common stock, 1,268,110 stock options to purchase common stock, 50,145 shares of RSAs and 22,611 shares of performance-based RSAs. The exchange also included performance-based milestone awards of up to $ 183.4 million to be settled in fully-vested RSAs in the future upon achievement of the milestones, or, collectively, the New Awards. In consideration for all the subsidiaries’ shares tendered, BridgeBio increased its ownership in controlled entities included in the Exchange Program and the corresponding noncontrolling interest decreased. On November 18, 2020, we completed a stock and equity award under our Exchange Program for a subsidiary. We issued awards of BridgeBio equity under the 2019 A&R Plan to 16 grantees covering 24,924 shares of common stock, 70,436 stock options to purchase common stock, and 10,772 shares of performance-based stock options to purchase common stock. The exchange also included performance-based milestone awards of up to $ 11.7 million to be settled in fully-vested RSAs in the future upon achievement of the milestones. We evaluated the exchange of the controlled entities’ outstanding common stock and equity awards for BridgeBio awards as a modification under ASC 718, Share Based Payments . Under ASC 718, a modification is a change in the terms or conditions of a stock-based compensation award. In assessing the accounting treatment, we consider the fair value, vesting conditions and classification as an equity or liability award of the controlled entity equity before the exchange, compared to the BridgeBio equity received as part of the exchange to determine whether modification accounting must be applied. When applying modification accounting, we considered the type of modification to determine the appropriate stock-based compensation cost to be recognized on April 22 and November 18, 2020, (each the “Modification Date”) , and subsequent to the Modification Date. We considered the total shares of common stock and equity awards, whether vested or unvested, held by each participant in each controlled entity as the unit of account. The controlled entity’s common stock and equity awards in each unit of account was exchanged for a combination of BridgeBio’s common stock, time-based vesting equity awards and/or performance-based milestone awards. Other than the exchange of the controlled entity equity awards for performance-based milestone awards, all other exchanged BridgeBio equity awards retained the original vesting conditions. As a result, there was no incremental stock-based compensation expense resulting from the exchange of time-based equity awards. At the completion of the Exchange Program, we determined $ 17.4 million of the performance-based milestone awards were probable of achievement and represented the incremental stock-based compensation cost resulting from the modification of time-based equity awards to performance-based milestone awards. These performance-based milestone awards were to be recognized over a period ranging from 0.7 year to 1.7 years. There was no incremental stock-based compensation cost arising from the completion of the Exchange Program on November 18, 2020. Under ASC 718, we account for such performance-based milestone awards as a liability in “Accrued compensation and benefits” and in “Other long-term liabilities” in the consolidated balance sheets due to the fixed milestone amount that will be converted into a variable number of shares of BridgeBio common stock to be granted upon the achievement date. For the years ended December 31, 2022, 2021, and 2020 , we recognized $ 0.7 million, $ 26.7 million and $ 9.6 million, respectively, of stock-based compensation cost associated with performance-based milestone awards whereby the milestones were determined to be probable of achievement as of each of the reporting date. Refer to Note 9 for contingent compensation accrued associated with performance-based milestones that are determined to be probable as of December 31, 2022. Performance-based Milestone Awards Apart from the Exchange Program discussed above, we have performance-based milestone compensation arrangements with certain employees and consultants whose vesting is contingent upon meeting various regulatory and development milestones, with fixed monetary amounts known at inception that can be settled in the form of cash or equity at our sole discretion, upon achievement of each contingent milestone. Upon achievement of a contingent milestone and if such performance-based milestone awards are settled in the form of equity, these are satisfied in the form of fully-vested RSAs. We recognize such contingent stock-based compensation expense when the milestone is probable of achievement. For the years ended December 31, 2022 and 2021 we recognized $ 1.9 million and $ 7.9 million, respectively, of stock-based compensation expense associated with performance-based milestone awards that were determined to be probable of achievement as of each reporting date. Refer to Note 9 for contingent compensation accrued associated with performance-based milestones awards that are determined to be probable as of December 31, 2022. Stock Option Grants of BridgeBio The following table summarizes BridgeBio’s stock option activity under the Plans for the year ended December 31, 2022: Options Weighted- Weighted- Aggregate Outstanding as of December 31, 2021 12,141,756 Regular equity program 9,493,258 $ 31.85 8.5 $ — Eidos Awards Exchange 2,107,626 $ 16.14 6.9 $ 10,147 Exchange Program 540,872 $ 2.46 7.0 $ 7,956 Granted 1,468,894 Regular equity program 1,468,894 $ 8.45 Exercised ( 289,165 ) Eidos Awards Exchange ( 155,635 ) $ 2.64 Exchange Program ( 133,530 ) $ 1.89 Cancelled ( 1,683,624 ) Regular equity program ( 1,150,216 ) $ 34.80 Eidos Awards Exchange ( 506,106 ) $ 23.66 Exchange Program ( 27,302 ) $ 6.67 Outstanding as of December 31, 2022 11,637,861 Regular equity program 9,811,936 $ 28.00 7.7 $ — Eidos Awards Exchange 1,445,885 $ 14.96 5.9 $ 1,427 Exchange Program 380,040 $ 2.35 6.2 $ 2,246 Exercisable as of December 31, 2022 7,091,695 Regular equity program 5,500,728 $ 27.74 7.0 $ — Eidos Awards Exchange 1,220,199 $ 13.50 5.7 $ 1,418 Exchange Program 370,768 $ 2.24 6.2 $ 2,211 The options granted to employees and non-employees are exercisable at the price of BridgeBio’s common stock at the respective grant dates. The options granted have a service condition and generally vest over a period of four years . The weighted-average grant date fair value of options granted during the year ended December 31, 2022 was $ 5.24 . The aggregate intrinsic value of options outstanding and exercisable as of December 31, 2022, in the table above are calculated based on the difference between the exercise price and the current fair value of BridgeBio common stock. The total intrinsic value of options exercised during the year ended December 31, 2022 , was $ 2.2 million. For the years ended December 31, 2022, 2021, and 2020 , we recognized stock-based compensation expense of $ 39.7 million, $ 31.1 million and $ 15.6 million, respectively, related to stock options under the Plans. As of December 31, 2022 , there was $ 53.2 million of total unrecognized compensation cost related to stock options under the Plans that is expected to be recognized over a weighted-average period of 2.0 years. Restricted Stock Units (RSUs) of BridgeBio The following table summarizes BridgeBio’s RSU activity under the Plans for the year ended December 31, 2022: Unvested Weighted- Balance as of December 31, 2021 3,537,719 $ 45.36 Granted 4,700,333 $ 8.56 Vested ( 1,953,772 ) $ 22.42 Cancelled ( 2,175,638 ) $ 31.32 Balance as of December 31, 2022 4,108,642 $ 21.60 The RSUs have a service condition and generally vest over a period of two to four years. For the years ended December 31, 2022, 2021, and 2020 , we recognized stock-based compensation expense of $ 43.1 million, $ 25.0 million, and $ 7.4 million, respectively, related to shares of RSUs under the Plans. As of December 31, 2022 , there was $ 82.1 million of total unrecognized compensation cost related to RSUs under the Plans that is expected to be recognized over a weighted-average period of 2.2 years. Restricted Stock Awards (RSAs) of BridgeBio In 2019, all unvested outstanding management incentive units and common units of BBP LLC which existed prior to the reorganization and IPO were cancelled and converted into shares of BridgeBio’s RSAs. The following table summarizes our RSA activity under the Plans for the year ended December 31, 2022: Unvested Weighted- Balance as of December 31, 2021 1,789,943 $ 5.50 Granted — Exchange Program 407,786 $ 7.94 Vested — Exchange Program ( 407,786 ) $ 7.94 Vested — Regular equity program ( 1,091,320 ) $ 4.39 Cancelled — Regular equity program ( 46,565 ) $ 6.22 Balance as of December 31, 2022 652,058 $ 7.29 For the years ended December 31, 2022, 2021 and 2020, we recognized stock-based compensation expense related to RSAs under the Plans as follows: Year Ended December 31, 2022 2021 2020 (in thousands) Exchange Program $ 3,238 $ 24,065 $ 2,292 Other RSAs 5,326 6,240 8,384 Total stock-based compensation $ 8,564 $ 30,305 $ 10,676 As of December 31, 2022 , there was $ 4.7 million of total unrecognized compensation cost related to RSAs under the Plans that is expected to be recognized over a weighted-average period of 1.1 year. The respective balances of unvested RSAs as of December 31, 2022 and 2021 are included as outstanding shares disclosed in the consolidated balance sheets as the shares were actually issued but are subject to forfeiture per the terms of the awards. 2019 Employee Stock Purchase Plan (ESPP) of BridgeBio On June 22, 2019, we adopted the 2019 ESPP, which became effective on June 25, 2019 and was amended and restated effective as of December 12, 2019. The ESPP initially reserves and authorizes the issuance of up to a total of 2,000,000 shares of common stock to participating employees. The ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2020, by the lower of: i) 1 % of the outstanding number of shares of common stock on the immediately preceding December 31, ii) 2,000,000 shares or iii) such lesser number of shares as determined by the Compensation Committee. Under the ESPP, eligible employees may purchase shares of BridgeBio common stock through payroll deductions at a price equal to 85 % of the lower of the fair market values of the stock as of the beginning or the end of six-month offering periods. An employee’s payroll deductions under the ESPP are limited to 15 % of the employee’s compensation and employees may not purchase more than 3,500 of shares of BridgeBio common stock during any offering period. For the year ended December 31, 2022 , we recognized $ 2.6 million of stock-based compensation expense related to our ESPP while the stock-based compensation expense for the years ended December 31, 2021 and 2020 was not material. As of December 31, 2022 , 3,895,891 shares were reserved for future issuance under the ESPP. Valuation Assumptions We used the Black-Scholes model to estimate the fair value of stock options and stock purchase rights under ESPP. We used the following weighted-average assumptions in the Black-Scholes calculations: Year Ended December 31, 2022 2021 2020 Stock Options ESPP Stock Options ESPP Stock Options ESPP Expected term (in years) 6.00 0.50 5.50 - 6.08 0.50 5.00 - 6.08 0.40 - 0.65 Expected volatility 65.9 % 52.0 % - 191.7 % 49.0 %- 52.0 % 47.6 %- 52.0 % 36.3 %- 46.4 % 32.5 %- 47.6 % Risk-free interest rate 3.2 % 0.1 % - 3.1 % 0.6 %- 1.3 % 0.1 %- 0.1 % 0.3 %- 1.5 % 0.1 %- 1.6 % Dividend yield — — — — — — Weighted-average fair value of stock-based awards granted $ 5.24 $ 6.29 $ 23.09 $ 18.31 $ 11.29 $ 10.48 Equity Awards of Eidos Prior to the Merger Transactions, Eidos issued its own equity-based awards under the Eidos 2016 Equity Incentive Plan and the Eidos 2018 Stock Option and Incentive Plan, or collectively, the Eidos Plans. Upon closing of the Merger Transactions, we issued 2,776,672 stock options to purchase common stock of BridgeBio and 25,972 shares of BridgeBio RSUs to 88 employees of Eidos under the Eidos Award Exchange in exchange for their then outstanding common stock options and RSUs under the Eidos Plans, or the Replaced Awards. The awards issued in the Eidos Award Exchange have the same vesting terms and conditions as the Replaced Awards. We evaluated the exchange of the awards as a modification under ASC 718 and recognized no incremental compensation cost from such modification. Stock-based compensation under the Eidos Plans from January 1, 2021 until the closing of the Merger Transactions was not material. For the year ended December 31, 2020, Eidos recognized stock-based compensation expense of $ 10.9 million which comprised mainly of expenses related to stock options under the Eidos Plans. For the year ended December 31, 2020, the fair value of Eidos stock option awards was estimated at the date of grant using a Black-Scholes model with the following assumptions: Year Ended December 31, 2020 Expected term (in years) 6.06 Expected volatility 72.1 % Risk-free interest rate 0.52 % Dividend yield — Eidos likewise issued RSUs under the Eidos Plans and had ESPP program under its 2018 Employee Stock Purchase Plan. For the year ended December 31, 2020 stock-based compensation expense under these equity awards was not material. |
Restructuring, Impairment and R
Restructuring, Impairment and Related Charges | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring, Impairment and Related Charges | 17. Restructuring, Impairment and Related Charges In January 2022, we committed to a restructuring initiative designed to drive operational changes in our business processes, efficiencies and cost savings to advance our corporate strategy and development programs. The restructuring initiative included, among other components, consolidation and rationalization of our facilities, reprioritization of development programs and the reduction in our workforce. During the fiscal year ended December 31, 2022, restructuring, impairment and related charges amounted to $ 43.8 million consisting primarily of winding down costs, exit and other related costs, impairments and write-offs of long-lived assets, and severance and employee-related costs. We are continuing to evaluate our restructuring initiatives for fiscal year 2023 and we estimate to incur total charges in the range of approximately $ 6.0 million to $ 9.0 million. Our estimate of the range of costs is subject to certain assumptions and actual results may differ from those estimates or assumptions. We may also incur additional costs that are not currently foreseeable as we continue to evaluate our restructuring alternatives to drive operational changes in business processes, efficiencies and cost savings. There were no restructuring initiatives in prior years. Restructuring, impairment and related charges included in our consolidated statement of operations for the year ended December 31, 2022 consisted of the following: Year ended December 31, 2022 (in thousands) Winding down, exit and other related costs $ 20,739 Long-lived assets impairments and write-offs 12,720 Severance and employee-related costs 10,306 Total $ 43,765 The following table summarizes the activity related to the restructuring liabilities associated with our restructuring initiatives for the year ended December 31, 2022: Year ended December 31, 2022 (in thousands) Balance as of December 31, 2021 $ — Reclassification of final payment obligation related to a manufacturing 2,185 Restructuring, impairment and related charges 43,765 Cash payments ( 25,232 ) Noncash activities ( 13,892 ) Balance as of December 31, 2022 $ 6,826 Reported as of December 31, 2022 (in thousands) Accounts payable $ 896 Accrued compensation and benefits 41 Accrued research and development liabilities 5,889 Total $ 6,826 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 18. Income Taxes The following table presents the components of net loss before income taxes: Year ended December 31, 2022 2021 2020 (in thousands) Domestic $ 485,079 $ 586,478 $ 505,488 Foreign ( 427 ) ( 24 ) — Total loss before income taxes $ 484,652 $ 586,454 $ 505,488 There was no current or deferred income tax expense or benefit (domestic and foreign) for the years ended December 31, 2022, 2 0 21 , and 2 0 20 . The following table presents a reconciliation of the statutory federal rate and our effective tax rate: Year ended December 31, 2022 2021 2020 Tax at statutory federal rate 21.0 % 21.0 % 21.0 % Change in valuation allowance ( 21.7 ) ( 25.6 ) ( 25.0 ) Research and development credits 3.2 3.9 3.3 Stock-based compensation ( 1.8 ) 1.2 1 Other ( 0.7 ) ( 0.5 ) ( 0.3 ) Effective income tax rate — % — % — % Significant components of our deferred tax assets and liabilities are as follows: December 31, 2022 2021 (in thousands) Deferred tax assets: Net operating loss carry-forwards $ 325,830 $ 331,537 Amortization 9,172 9,570 Accruals and reserves 5,261 8,833 Stock-based compensation 16,134 10,233 Tax credits 86,012 67,724 Operating lease liabilities 3,075 3,821 Deferred income from asset sale 2,391 — Capitalized research and experimental expenditures 77,190 — Deferred interest expense 13,154 — Property and equipment 600 — Other 268 448 Gross deferred tax assets 539,087 432,166 Less valuation allowance ( 533,929 ) ( 423,909 ) Deferred tax assets, net of valuation allowance 5,158 8,257 Deferred tax liabilities: Property and equipment — ( 339 ) Operating lease right-of-use assets ( 2,001 ) ( 2,844 ) Unrealized gains and losses ( 3,157 ) ( 5,074 ) Deferred tax liabilities ( 5,158 ) ( 8,257 ) Net deferred tax assets (liabilities) $ — $ — As of December 31, 2022, we have net operating loss carryforwards available to reduce future taxable income, if any, for federal and state income tax purposes of approximate ly $ 1.4 billion and $ 255.4 million, respectively. The federal net operating losses generated prior to 2018 amounting to $ 37.5 million will begin to expire in 2035 , losses generated after 2018 amounting to $ 1.4 billion will carry over indefinitely and would be subject to an 80 % taxable income limitation in the year utilized. State net operating losses will generally begin to expire in 2038 . As of December 31, 2022 , we had federal research and development and orphan drug credit carryforwards of $ 92.7 million, which will expire beginning in 2036 if not utilized. As of December 31, 2022, we have California and other state research and development tax credit carryforwards of $ 17.2 million . The state research and development tax credits will expire at various dates while the California research and development tax credits will carry over indefinitely. Beginning in 2022, the 2017 Tax Cuts and Jobs Act amended Section 174 to eliminate current-year deductibility of research and experimentation (R&E) expenditures and software development costs (collectively, R&E expenditures) and instead require taxpayers to charge their R&E expenditures to a capital account amortized over five years ( 15 years for expenditures attributable to R&E activity performed outside the United States). The Company generates a deferred tax asset for capitalized R&E expenditures for the year ended December 31, 2022 which is fully offset with a valuation allowance. A valuation allowance is provided for deferred tax assets where the recoverability of the assets is uncertain. The determination to provide a valuation allowance is dependent upon the assessment of whether it is more likely than not that sufficient future taxable income will be generated to utilize the deferred tax assets. Based on the weight of the available evidence, which includes our historical operating losses and forecast of future losses, we provided a valuation allowance against the US Federal and state deferred tax assets resulting from the tax loss and credits carried forward. As a result of the issuance of our 2027 Notes in 2020, it was determined that our existing deferred tax assets do not fully offset the deferred tax liabilities when reviewing the reversals of temporary differences. This resulted in a deferred tax liability of $ 1.1 million that was recognized for the year ended December 31, 2020. We have derecognized the deferred tax liability on January 1, 2021 upon early adoption of ASU 2020-06, with no impact on the provision for income tax. The valuation allowance increased by $ 110.0 million , $ 199.5 million, and $ 95.5 million for the years ended December 31, 2022, 2021, and 2020, respectively. Utilization of the net operating loss and credit carryforwards may be subject to a substantial annual limitation due to an ownership change limitation as provided by section 382 of the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. In the event that we had a change of ownership, utilization of the net operating loss and tax credit carryforwards may be restricted. As of December 31, 2022, we had an immaterial amount of undistributed earnings of our non-U.S. subsidiaries for which we have not provided for non-U.S. withholding taxes and state taxes because such earnings are intended to be reinvested indefinitely in international operations. The amount of applicable taxes due if such earnings were distributed would be immaterial. Accordingly, we have not provisioned U.S. state taxes and foreign withholding taxes on non-U.S. subsidiaries for which the earnings are permanently reinvested. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: December 31, 2022 2021 (in thousands) Balance at the beginning of the year $ 21,254 $ 12,524 Additions of prior year positions 724 4,037 Reductions of prior year positions — ( 354 ) Additions based on tax positions related to 5,035 5,047 Balance at the end of the year $ 27,013 $ 21,254 As of December 31, 2022 and 2021 , we have no t recorded interest and penalties associated with our unrecognized tax benefits. Our policy is to recognize interest and penalties related to income tax matters in income tax expense. Our unrecognized gross tax benefits would not reduce the annual effective tax rate if recognized because we have recorded a valuation allowance on our deferred tax assets. We file federal and various income tax returns. We currently have no federal or state tax examinations in progress. All years are open for examination by federal and state authorities. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act, or the CARES Act, was signed into law. The CARES Act includes income tax provisions relating to net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The CARES Act also allowed for the deferral of employer payroll taxes, which we have done, and the liability is accounted for in our consolidated financial statement. The provisions of the CARES Act did not have a material impact on our consolidated financial statements. On August 16, 2022, President Biden signed the Inflation Reduction Act of 2022, or the Inflation Act, into law. The Inflation Act contains certain tax measures, including a corporate alternative minimum tax of 15 % on some large corporations and an excise tax of 1 % on corporate stock buy-backs. The various provisions of the Inflation Act do not have a material impact on the Company’s financial statements. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders of BridgeBio | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders of BridgeBio | 19. Net Loss Per Share Attributable to Common Stockholders of BridgeBio Basic net loss per share attributable to common stockholders of BridgeBio is computed by dividing net loss attributable to common stockholders of BridgeBio by the weighted-average number of shares of common stock outstanding. Diluted net loss per share attributable to common stockholders of BridgeBio is computed by dividing net loss by the weighted-average number of shares of common stock outstanding, plus all additional common shares that would have been outstanding, assuming dilutive potential common shares had been issued for other dilutive securities. For the years ended December 31, 2022, 2021, and 2020, diluted and basic net loss per share attributable to common stockholders of BridgeBio was identical since potential common shares were excluded from the calculation, as their effect was anti-dilutive. The following common stock equivalents were excluded from the computation of diluted net loss per share attributable to common stockholders of BridgeBio, because including them would have been antidilutive: As of December 31, 2022 2021 2020 Unvested RSAs 652,058 1,789,943 3,364,366 Unvested RSUs 4,108,642 3,537,719 1,053,838 Unvested market-based RSUs — — 2,380 Unvested performance-based RSUs 7,875 69,340 73,304 Unvested performance-based RSAs — — 22,611 Common stock options issued and outstanding 11,637,861 12,141,756 7,632,961 Estimated shares issuable under performance-based milestone 19,201,212 13,959,588 4,161,970 Estimated shares issuable under the ESPP 217,660 172,927 50,584 Assumed conversion of 2027 Notes 12,878,305 12,878,305 12,878,305 Assumed conversion of 2029 Notes 7,702,988 7,702,988 — 56,406,601 52,252,566 29,240,319 Our 2029 Notes and 2027 Notes are convertible, based on the applicable conversion rate, into cash, shares of our common stock or a combination thereof, at our election. As discussed in Notes 9 and 16, we have performance-based milestone compensation arrangements, whose vesting is contingent upon meeting various regulatory and development milestones, with fixed monetary amounts known at inception that can be settled in the form of cash or equity at our sole election, upon achievement of each contingent milestone. The common stock equivalents of such arrangements were estimated as if the contingent milestones were achieved as of the reporting date and the arrangements were all settled in equity. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
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 BridgeBio Pharma, Inc., its wholly-owned subsidiaries and controlled entities, substantially all of which are denominated in U.S. dollars. All intercompany balances and transactions have been eliminated in consolidation. For consolidated entities where we own or are exposed to less than 100% of the economics, we record "Net loss attributable to redeemable convertible noncontrolling interests and noncontrolling interests" in our consolidated statements of operations equal to the percentage of the economic or ownership interests retained in such entities by the respective noncontrolling parties. In determining whether an entity is considered a controlled entity, we applied the VIE and Voting Interest Entity, or VOE models. We assess whether we are the primary beneficiary of a VIE based on our power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and our obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. Entities that do not qualify as a VIE are assessed for consolidation under the VOE model. Under the VOE model, BridgeBio consolidates the entity if it determines that it has a controlling financial interest in the entity through its ownership of greater than 50 % of the outstanding voting shares of the entity and that other equity holders do not have substantive voting, participating or liquidation rights. We assess whether we are the primary beneficiary of a VIE or whether we have a majority voting interest for entities consolidated under the VOE model at the inception of the arrangement and at each reporting date. The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States, or U.S. GAAP and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of our financial position, our results of operations and comprehensive loss, and our cash flows for the periods presented. The results of operations for the years ended December 31, 2022, 2021 and 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period. |
Reclassifications | Reclassifications Certain reclassifications have been made to the consolidated statements of cash flows for the year ended December 31, 2020 to conform to the current year’s presentation. These reclassifications had no net effect on cash flows from operating, investing and financing activities as previously reported. |
Variable Interest Entities and Voting Interest Entities | Variable Interest Entities and Voting Interest Entities BridgeBio consolidates those entities in which it has a direct or indirect controlling financial interest based on either the VIE model or the VOE model. VIEs are entities that, by design, either (i) lack sufficient equity to permit the entity to finance its activities without additional subordinated financial support from other parties; or (ii) have equity investors that do not have the ability to make significant decisions relating to the entity’s operations through voting rights, or do not have the obligation to absorb the expected losses, or do not have the right to receive the residual returns of the entity. The primary beneficiary of a VIE is required to consolidate the assets and liabilities of the VIE. The primary beneficiary is the party that has both (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (ii) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE through its interest in the VIE. To assess whether BridgeBio has the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, BridgeBio considers all the facts and circumstances, including its role in establishing the VIE and its ongoing rights and responsibilities. This assessment includes identifying the activities that most significantly impact the VIE’s economic performance and identifying which party, if any, has power over those activities. In general, the parties that make the most significant decisions affecting the VIE (management and representation on the Board of Directors) and have the right to unilaterally remove those decision-makers are deemed to have the power to direct the activities of a VIE. To assess whether BridgeBio has the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, BridgeBio considers all of its economic interests, which primarily include equity investments in preferred and common stock and issuance of notes that are convertible into preferred stock, that are deemed to be variable interests in the VIE. This assessment requires BridgeBio to apply judgment in determining whether these interests, in the aggregate, are considered potentially significant to the VIE. Factors considered in assessing the significance include: the design of the VIE, including its capitalization structure, subordination of interests, payment priority, relative share of interests held across various classes within the VIE’s capital structure, and the reasons why the interests are held by BridgeBio. At the VIE’s inception, BridgeBio determines whether it is the primary beneficiary and if the VIE should be consolidated based on the facts and circumstances. We have determined that the consolidated VIEs, in which BridgeBio is the primary beneficiary, individually meet the definition of a business. There are no significant restrictions on the assets and liabilities of BridgeBio’s consolidated VIEs. BridgeBio then performs ongoing reassessments of the VIE based on reconsideration events and reevaluates whether a change to the consolidation and disclosure conclusions are required each reporting period. Entities that do not qualify as a VIE are assessed for consolidation under the VOE model. Under the VOE model, BridgeBio consolidates the entity if it determines that it, directly or indirectly, has greater than 50 % of the voting shares and that other equity holders do not have substantive voting, participating, or liquidation rights. Refer to Note 5. |
Equity Method and Other Equity Investments | Equity Method and Other Equity Investments We utilize the equity method to account for investments when we possess the ability to exercise significant influence, but not control, over the operating and financial decisions of the investee. Generally, the ability to exercise significant influence is presumed when the investor possesses more than 20 % of the voting interests of the investee. This presumption may be overcome based on specific facts and circumstances that demonstrate that the ability to exercise significant influence is restricted. We apply the equity method to investments in common stock and to other investments in entities that have risk and reward characteristics that are substantially similar to an investment in the investee’s common stock. In applying the equity method, we record the investment at cost unless the initial recognition is the result of the deconsolidation of a subsidiary, in which case it is recorded at fair value. We subsequently increase or decrease the carrying amount of the investment by our proportionate share of the net earnings or losses and other comprehensive income of the investee based on our percentage of common stock ownership during the respective reporting period. Payments to investees such as additional investments, loans, and expenses incurred on behalf of investees, as well as payments from investees such as dividends, distributions, and repayments of loans are recorded as adjustments to the carrying value of the investment. In the event that net losses of the investee reduce the carrying amount to zero, additional net losses may be recorded if we have other investment in the investee not accounted for under the equity method, have guaranteed obligations of the investee, or we are otherwise committed to provide further financial support for the investee. We account for investments at fair value when we do not have significant influence over the investee. In the absence of readily determinable fair value, we measure the investment at cost less impairment plus or minus observable price changes, if any. We recognize income for any dividends declared from the distribution of the investee’s earnings. As of December 31, 2020, we had an equity method and equity security investments in PellePharm. The equity security investments in PellePharm were without a readily determinable fair value and were carried at cost less impairment plus or minus observable price changes. PellePharm became a consolidated VIE in April 2021. As of December 31, 2020, we had an equity method investment in LianBio representing ordinary shares held by BridgeBio Pharma, LLC (" BBP LLC"). In November 2021, we no longer held significant influence over LianBio and therefore began accounting for the investment in LianBio under ASC 321, Investments — Equity Securities . Refer to Note 7 for further discussion on the PellePharm and LianBio investments, both of which were no longer accounted for as equity method investments as of December 31, 2021. We no longer have any equity method investments as of December 31, 2022 and 2021. Under the equity method of accounting, our investments are reviewed for indicators of impairment at each reporting period and are written down to fair value if there is evidence of a loss in value that is other-than-temporary. Factors that may be indicative of an impairment include a series of operating losses of an investee, the absence of an ability to recover the carrying amount of the investment, the inability of the investee to sustain an earnings capacity and a current fair value of an investment that is less than its carrying amount. Indicators that a decline in value may be other-than-temporary include the length of time and the extent to which the estimated fair value or market value has been below the carrying value, the financial condition and the near-term prospects of the investee, the intent and our ability to retain our investment in the investee for a period of time sufficient to allow for any anticipated recovery in market value and general market conditions. The estimation of fair value and whether an other-than-temporary impairment has occurred requires the application of significant judgment and future results may vary from current assumptions. No impairment charge was recognized for the years ended December 31, 2021 and 2020 related to our equity method investments. |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that subject us to significant concentrations of credit risk consist primarily of cash, cash equivalents and restricted cash. Substantially all of our cash, cash equivalents and restricted cash are held in financial institutions in the United States. Amounts on deposit may at times exceed federally insured limits. Management believes that the financial institutions are financially sound and, accordingly, minimal credit risk exists with respect to the financial institutions. We are subject to certain risks and uncertainties and we believe that changes in any of the following areas could have a material adverse effect on future financial position or results of operations: ability to obtain future financing, regulatory approval and market acceptance of, and reimbursement for, product candidates, performance of third-party contract research organizations and manufacturers upon which we rely, development of sales channels, protection of our intellectual property, litigation or claims against us based on intellectual property, patent, product, regulatory, clinical or other factors, and our ability to attract and retain employees necessary to support our growth. We are dependent on third-party manufacturers to supply products for research and development activities in our programs. In particular, we rely and expects to continue to rely on a small number of manufacturers to supply us with our requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. These programs could be adversely affected by a significant interruption in the supply of active pharmaceutical ingredients and formulated drugs. In March 2020, the World Health Organization declared the outbreak of SARS-CoV-2, the novel strain of coronavirus that causes Coronavirus disease 19, or COVID-19, a global pandemic. Since then, healthcare providers and hospitals have focused significant amounts of resources on fighting the virus and its variants, and we have experienced delays in or temporary suspension of the enrollment of patients in our subsidiaries’ ongoing clinical trials. Additionally, we may experience delays in certain ongoing key program activities, including commencement of planned clinical trials, as well as non-clinical experiments and Investigational New Drug Application-enabling good laboratory practice toxicology studies. The exact timing of delays and their overall impact on our business are currently unknown and we are monitoring the ongoing COVID-19 pandemic as it continues to evolve. While certain measures have been relaxed in certain parts of the world as increasing numbers of people have received COVID-19 vaccines, others have remained in place with some areas continuing to experience renewed outbreaks and surges in infection rates. The extent to which such measures are removed or new measures are put in place will depend upon how the pandemic evolves, as well as the distribution of available vaccines, the rates at which they are administered and the emergence of new variants of the virus. We are continuing to actively monitor the situation and may take further precautionary and preemptive actions as may be required by federal, state, or local authorities or that we determine are in the best interests of public health and safety and that of our patient community, employees, partners, suppliers, and stockholders. We cannot predict the effects that such actions, or the impact of COVID-19 on global business operations and economic conditions, may have on our business or strategy, including the effects on our ongoing and planned clinical development activities and prospects or on our financial and operating results. |
Use Of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and disclosure of contingent liabilities at the date of the consolidated financial statements, and the reported amounts of expenses during the reporting period. Significant estimates and assumptions made in the accompanying consolidated financial statements include, but are not limited to: • accruals for research and development activities and contingent clinical, development, regulatory, and sales-based milestone payments in our in-licensing agreements and asset acquisitions, • accruals for performance-based milestone compensation arrangements, • determining and allocating the transaction price to performance obligations for transactions accounted for under ASC 606, Revenue from Contracts with Customers , • the expected recoverability and estimated useful lives of our long-lived assets, and • additional charges as a result of, or that are associated with, any restructuring initiative as well as impairment and related charges. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable. Actual results may differ from those estimates or assumptions. |
Cash, Cash Equivalents and Marketable Securities | Cash, Cash Equivalents and Marketable Securities We consider all highly liquid investments purchased with original maturities of 90 days or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market instruments, such as money market funds and repurchase agreements collateralized with securities issued by the U.S. government or its agencies. Our marketable securities consist of high investment grade fixed income securities that are primarily invested in commercial paper, corporate bonds, and U.S. government securities. We classify our marketable securities as available-for-sale securities and report them at fair value in cash equivalents or marketable securities on the consolidated balance sheets with related unrealized gains and losses included as a component of stockholders’ deficit. We classify our marketable securities as either short-term or long-term based on each instrument’s underlying contractual maturity date. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity which is included in interest income on the consolidated statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on available-for-sale securities are included in "Other income (expense), net". The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in interest income. Our cash, cash equivalents and marketable securities are exposed to credit risk in the event of default by the third parties that hold or issue such assets. Our cash, cash equivalents and marketable securities are held by financial institutions that management believes are of high credit quality. Our investment policy limits investments to fixed income securities denominated and payable in U.S. dollars such as corporate bonds, corporate commercial paper, U.S. government obligations, and money market funds, and places restrictions on maturities and concentrations by type and issuer. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statements of cash flows: December 31, 2022 2021 2020 (in thousands) Cash and cash equivalents $ 376,689 $ 393,772 $ 356,082 Restricted cash 37,930 177 139 Restricted cash, non-current — included in “Other assets” 2,265 2,416 2,458 Total cash, cash equivalents and restricted cash $ 416,884 $ 396,365 $ 358,679 |
Restricted Cash | Restricted Cash Restricted cash primarily represents funds in a controlled account that was established in connection with the Second Amendment of the Company’s Loan and Security Agreement that is described in Note 10. The use of such non-interest-bearing cash is restricted per the terms of the underlying amended loan agreement and is to be used solely for certain research and development expenses directly attributable to the performance of obligations associated with the Navire-BMS License Agreement, which is further described in Note 11. As of December 31, 2022 , restricted cash related to this agreement was $ 37.8 million, which is presented as part of “Restricted cash” on the consolidated balance sheets. Additionally, under certain lease agreements and letters of credit, we have pledged cash and cash equivalents as collateral. As of December 31, 2022 , restricted cash related to such agreements was $ 0.1 million and $ 2.3 million, which is presented as part of “Restricted cash” and “ Other assets ”, respectively, on the consolidated balance sheets. As of December 31, 2021 , restricted cash related to such agreements was $ 0.2 million and $ 2.4 million, which is presented as part of “Restricted Cash” and “Other Assets”, respectively, on the consolidated balance sheets. |
Investment in Equity Securities | Investment in Equity Securities We have investment in equity securities of public companies starting in 2021. We measure the fair value of our investment in equity securities at each reporting period in accordance with ASC 321, Investments - Equity Securities . Changes in fair value resulting from observable price changes are included in “Other income (expense), net” in our consolidated statements of operations. Upon sale of an equity security, any realized gain or loss is recognized in our consolidated statements of operations. We generally classify our investment in equity securities as a noncurrent asset. We classify our investment in equity securities as a current asset if we intend to liquidate these shares to fund current operations, should the need arise. |
Fair Value Measurements | Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1 — Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2 — Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and 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. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment we exercise in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts reflected in the accompanying consolidated balance sheets for cash and cash equivalents, restricted cash, receivable from licensing and collaboration agreements, prepaid expenses and other current assets, accounts payable, and accrued expenses approximate their fair values, due to their short-term nature. |
Property and Equipment, net | Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization of property and equipment are calculated using the straight-line method over the estimated useful lives of the respective assets. Maintenance and repairs that do not improve or extend the life of the assets are expensed when incurred. Upon sale or retirement of assets, the cost and accumulated depreciation and amortization are removed from the consolidated balance sheet and any resulting gain or loss is reflected in the consolidated statement of operations in the period realized. The estimated useful lives of our property and equipment are as follows: Furniture and office equipment 3 - 5 years Laboratory and machinery equipment 5 - 15 years Leasehold improvements Shorter of remaining lease term or estimated useful life of the related asset Depreciation and amortization expense of property and equipment was $ 4.1 million and $ 3.3 million for the years ended December 31, 2022 and 2021, respectively. Depreciation and amortization expense was not material for the year ended December 31, 2020 . |
Leases | Leases Our lease portfolio includes leases for our corporate headquarters, office spaces, and laboratory facilities. We determine if an arrangement is a lease at the inception of the contract. The asset component of our operating leases is recorded as “Operating lease right-of-use assets”, and the liability component is recorded as “Operating lease liabilities, current portion” and “Operating lease liabilities, net of current portion” in our consolidated balance sheets. The asset component of our finance leases is included in “Property and equipment, net”, and current and noncurrent finance lease liabilities are presented as part of “Other accrued liabilities” and “Other long-term liabilities”, respectively, in our consolidated balance sheets. Assets under finance leases are depreciated in a manner similar to other property and equipment. Right-of-use assets and lease liabilities are recognized based on the present value of lease payments over the lease term at the lease commencement date. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use an incremental borrowing rate based on the information available at lease commencement date in determining the present value of lease payments. Right-of-use assets are adjusted for lease incentive amounts expected to be received. On the lease commencement date, we estimate and include in our lease payments any lease incentive amounts based on future events when (1) the events are within our control and (2) the event triggering the right to receive the incentive is deemed reasonably certain to occur. If the lease incentive received is greater or less than the amount recognized at lease commencement, we recognize the difference as an adjustment to right-of-use asset and/or lease liability, as applicable. Right-of-use assets and lease liabilities are remeasured upon certain modifications to leases using the present value of remaining lease payments and estimated incremental borrowing rate upon lease modification. Operating lease cost is recognized on a straight-line basis over the lease term, and includes amounts related to short-term leases. For finance leases, we record interest expense on the lease liability in addition to amortizing the right-of-use asset, which is generally straight-line, over the shorter of the lease term or the useful life of the right-of-use asset. We recognize variable lease payments as operating expenses in the period in which the obligation for those payments is incurred. Variable lease payments primarily include common area maintenance, utilities, real estate taxes, insurance, and other operating costs that are passed on from the lessor in proportion to the space we lease. |
Asset Acquisitions | Asset Acquisitions We measure and recognize asset acquisitions that are not deemed to be business combinations based on the cost to acquire the assets, which includes transaction costs. Goodwill is not recognized in asset acquisitions. In an asset acquisition, the cost allocated to acquire in-process research and development, or IPR&D, with no alternative future use is charged to research and development expense at the acquisition date. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparison of the carrying amount of an asset group to the future net undiscounted cash flows that the assets are expected to generate. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset group exceeds the fair value of the asset group. Refer to Note 14 for impairment of certain long-lived assets recognized for the year ended December 31, 2022. |
Segments | Segments We are a single operating and reportable segment, which is in the business of identifying and advancing transformative medicines to treat patients. We operate in one segment because our business offerings have similar economics and other characteristics, including the nature of products and manufacturing processes, types of customers, distribution methods, and regulatory environment. We are comprehensively managed as one business segment by the Chief Operating Decision Maker, which is our Chief Executive Officer. Total revenues, which are mainly from license and collaborative arrangements are attributed to regions based on the headquarters of the partner. • For the year ended December 31, 2022 , approximately 98.2 % of our total revenue is from Bristol-Myers Squibb Company, or BMS with headquarters located in New York, United States . • For the year ended December 31, 2021 , approximately 80 % and 13 % of our total revenue is from Helsinn Healthcare S.A., or HHC, with headquarters located in Switzerland and from LianBio with headquarters located in Shanghai, China, respectively. • For the year ended December 31, 2020 , approximately 97 % of our total revenue is from LianBio with headquarters located in Shanghai, China. As of December 31, 2022, and 2021 our capitalized property and equipment located in the United States and Canada is approximately 73 % and 27 %, and 85 % and 15 %, respectively. |
Capped Call Transactions | Capped Call Transactions In January 2021 and March 2020, in connection with the issuance of the 2029 Notes and the 2027 Notes, respectively, (see Note 10), BridgeBio entered into certain capped call transactions, or the Capped Call Transactions. The Capped Call Transactions are generally expected to reduce the potential dilution to the holders of BridgeBio’s common stock upon any conversion of the Notes and/or offset any cash payments BridgeBio is required to make in excess of the principal amount of converted Notes, with such reduction and/or offset subject to a cap based on the cap price (see Note 10). The capped calls meet the conditions outlined in ASC 815-40, Derivatives and Hedging , to be classified in stockholders’ equity as a reduction to additional paid-in capital and are not subsequently remeasured as long as the conditions for equity classification continue to be met. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs are amortized to interest expense over the estimated life of the related debt based on the effective interest method. In accordance with ASC 835, Interest , we present debt issuance costs on the consolidated balance sheets as a direct deduction from the associated debt. |
Treasury Stock | Treasury Stock Repurchased treasury stock is recorded at cost, including any commissions and fees. |
Collaborative Agreements | Collaborative Agreements We enter into collaboration arrangements with partners, under which we may grant licenses to further develop, manufacture and commercialize our drug compounds and/or product candidates. We may also perform research, development, manufacturing, commercialization, and supply activities under our collaboration agreements. Consideration under these arrangements may include, upfront payments, development and regulatory milestones, expense reimbursements, royalties based on net sales of commercial products, and commercial sales milestone payments. When we enter into collaboration agreements, we assess whether the arrangements fall within the scope of ASC 808, Collaborative Arrangements, based on whether the arrangements involve joint operating activities and whether both parties have active participation in the arrangement and are exposed to significant risks and rewards. To the extent that the arrangement falls within the scope of ASC 808, we assess whether the payments between us and our partner fall within the scope of other accounting literature. If we conclude that payments from the partner to us represent consideration from a customer, such as license fees, contract manufacturing, and research and development activities, we account for those payments within the scope of ASC 606. However, if we conclude that our partner is not a customer for certain activities and associated payments, such as for certain collaborative research, development, manufacturing, and commercial activities, we record such payments as a reduction of research and development expense or selling, general and administrative expense, based on where we present the underlying expense. Additionally, if we reimburse our collaboration partners for these activities, we record such reimbursements as research and development expense or selling, general and administrative expense, depending upon the nature of the underlying expense. If our collaborative arrangement provides for the sharing of profits and losses with our partner for commercialization activities, the treatment of our share in the profit-sharing structure depends on who the selling party is. If we are the selling party and the deemed principal, we record our collaboration partner’s share of profits as an addition to selling, general and administrative expenses and our collaboration partner’s share of loss as a reduction in selling, general and administrative expenses. If our partner is the selling party and the deemed principal, we record our share of profits as collaboration revenue and our share of losses as an addition to selling, general and administrative expenses. |
Revenue Recognition | Revenue Recognition For elements or transactions that we determine should be accounted for under ASC 606, we perform the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) we satisfy our performance obligation. We apply the five-step model to contracts when it is probable that we will collect the consideration to which we are entitled in exchange for the goods or services we transfer to the customer. At inception of the arrangement, we assess the promised goods or services to identify the performance obligations within the contract. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation, on a relative standalone selling price basis, when (or as) the performance obligation is satisfied, either at a point in time or over time. If the performance obligation is satisfied over time, we recognize revenue based on the use of an input method. As part of the accounting for these arrangements, we develop assumptions that require judgment to determine the standalone selling price for each performance obligation identified in the contract. These key assumptions may include forecasted revenue or costs, development timelines, discount rates and probabilities of clinical and regulatory success. License Fees : For arrangements that include a grant of a license to our intellectual property, we consider whether the license grant is distinct from the other performance obligations included in the arrangement. Generally, we would conclude that the license is distinct if the customer is able to benefit from the license with the resources available to it. For licenses that are distinct, we recognize revenues from nonrefundable, upfront license fees and other consideration allocated to the license when the license term has begun and we have provided all necessary information regarding the underlying intellectual property to the customer, which generally occurs at or near the inception of the arrangement. For licenses that are bundled with other promises, we determine whether the combined performance obligation is satisfied over time or at a point in time. If the combined performance obligation is satisfied over time, we use judgment in determining the appropriate method of measuring progress for purposes of recognizing revenue from the up-front license fees. We evaluate the measure of progress each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. Development and Regulatory Milestone Payments : At the inception of each arrangement that includes development and regulatory milestone payments, we evaluate whether the milestones are considered probable of being achieved and estimate the amount to be included in the transaction price using the most likely amount method. We generally include these milestone payments when they are achieved because there is considerable uncertainty in the research and development processes that trigger these payments under our agreements. Similarly, we include approval milestone payments in the transaction price once the product is approved by the applicable regulatory agency. At the end of each subsequent reporting period, we re-evaluate the probability of achieving such development and regulatory milestones and any related constraint, and if necessary, adjust our estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis. Sales-based Milestone Payments and Royalties : For arrangements that include sales-based royalties, including milestone payments based on the volume of sales, we will determine whether the license is deemed to be the predominant item to which the royalties or sales-based milestones relate and if such is the case, we will recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Product supply services : Arrangements that include a promise for the future supply of drug product for either clinical development or commercial supply at the licensee’s discretion are generally considered as options. We will assess if these options provide a material right to the licensee and if so, they are accounted for as separate performance obligations and recognized when the future goods or services related to the option are provided or the option expires. Research and Development Services : For arrangements that include research and development services, we will recognize revenue over time using an input method, representing the transfer of goods or services as we perform activities over the term of the agreement. R |
Receivables from Licensing and Collaboration Agreements | R eceivables from Licensing and Collaboration Agreements Receivables from licensing and collaboration agreements represent valid claims against our partners, customers, biopharmaceutical companies including unbilled receivables and royalty payments due from third parties for licensing the Company’s technologies. Unbilled receivables include balances due from our biopharmaceutical customers related to development services and transition-related receivables that are recognized upon incurrence of the costs for the partnered programs but prior to the achievement of contractual billing rights. As of December 31, 2022 , and 2021, the Company had unbilled receivables of $ 16.8 million and $ 6.3 million, respectively. As of December 31, 2022 and 2021, respectively, 97.5 % and 94.3 % of total unbilled receivables related to one partner. Total receivables from licensing and collaboration agreements as of December 31, 2022 and 2021, respectively, are presented as "Receivable from licensing and collaboration agreements" in our consolidated balance sheets. The Company evaluates the collectability of its receivable from licensing and collaboration agreements based on historical collection trends, the financial condition of payment partners, customers, and biopharmaceutical companies, and external market factors and provides for an allowance for potential credit losses based on management’s best estimate of the amount of probable credit losses. As of December 31, 2022 and 2021, the Company did no t have an allowance for credit losses. |
Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses consist of salaries, benefits and other personnel related costs including stock-based compensation expense, laboratory supplies, preclinical studies, clinical trials and related clinical manufacturing costs, costs related to manufacturing preparations, fees paid to other entities to conduct certain research and development activities on our behalf, and allocated facility and other related costs. Non-refundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized as prepaid expenses until the related goods are delivered or services are performed. |
Accrued Research and Development Liabilities | Accrued Research and Development Liabilities We record accruals for estimated costs of research and development activities conducted by third-party service providers, which include the conduct of preclinical studies, clinical trials, and contract manufacturing activities. We record the estimated costs of research and development activities based upon the estimated amount of services provided but not yet invoiced, and include these costs in accrued research and development liabilities in the consolidated balance sheets and within research and development expense in the consolidated statements of operations. These costs are a significant component of our research and development expenses. Examples of estimated research and development expenses that we accrue include: • fees paid to CROs in connection with preclinical and toxicology studies and clinical trials; • fees paid to investigative sites in connection with clinical trials; • fees paid to CMOs in connection with the production of product and clinical trial materials; and • professional service fees for consulting and related services. We base our expense accruals related to clinical trials on our estimates of the services received and efforts expended pursuant to contracts with multiple research institutions and CROs that conduct and manage clinical trials on our behalf. The financial terms of these agreements vary from contract to contract and may result in uneven payment flows. Payments under some of these contracts depend on factors, such as the successful enrollment of patients and the completion of clinical trial milestones. Our service providers generally invoice us monthly in arrears for services performed. In accruing service fees, we estimate the time period over which services will be performed and the level of effort to be expended in each period. If we do not identify costs that we have begun to incur or if we underestimate or overestimate the level of services performed or the costs of these services, our actual expenses could differ from our estimates. We record advance payments to service providers as prepaid assets. We record accruals for the estimated costs of our contract manufacturing activities performed by third parties. The financial terms of these agreements are subject to negotiation, vary from contract to contract, and may result in uneven payment flows to our vendors. Payments under the contracts include upfront payments and milestone payments, which depend on factors such as the achievement of the completion of certain stages of the manufacturing process. For purposes of recognizing expense, we assess whether we consider the production process sufficiently defined to be considered the delivery of a good or the delivery of a service, where processes and yields are developing and less certain. If we consider the process to be the delivery of a good, we recognize expense when the drug product is delivered, or we otherwise bear risk of loss. If we consider the process to be the delivery of a service, we recognize expense based on our best estimates of the contract manufacturer’s progress towards completion of the stages in the contract. We base our estimates on the best information available at the time. However, additional information may become available to us which may allow us to make a more accurate estimate in future periods. In this event, we may be required to record adjustments to research and development expenses in future periods when the actual level of activity becomes more certain. Any increases or decreases in cost are generally considered to be changes in estimates and will be reflected in research and development expenses in the period identified. |
Milestone and Royalty Payments Under Asset Acquisitions, In-licensing and Other Agreements | Milestone and Royalty Payments Under Asset Acquisitions, In-licensing and Other Agreements Under our asset acquisitions, in-licensing, and other agreements, we could be required to pay development, regulatory, and sales-based milestone payments if certain substantive milestones are met. We generally expense development milestones as incurred. For regulatory or sales-based milestones that are associated with an approved asset, we capitalize the milestone payments related to the asset purchase as a finite-lived intangible asset provided that the milestone payment is recoverable based on our estimated projected cash flows and if the asset has alternative future use. Such intangible asset is amortized over its estimated useful life on a straight-line basis, beginning on the date the asset is acquired, which would generally be the regulatory approval date. We assess the carrying value of our finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value may not be fully recoverable. Recoverability of finite-lived intangible assets is measured by comparison of the carrying value of the asset to the future undiscounted cash flows the asset is expected to generate. We could also be required to pay royalties based on actual net sales under in-licensing agreements and asset acquisitions. Such royalties are expensed in the period of sale of the product. |
Sales of Nonfinancial Assets | Sales of Nonfinancial Assets We generally account for sales of nonfinancial assets that are outside the scope of our ordinary activities under ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets . Pursuant to ASC 610-20, we apply the guidance in ASC 606 to determine if a contract exists, identify the distinct nonfinancial assets, and determine when control transfers and, therefore, when to derecognize the nonfinancial asset. Additionally, we apply the measurement principles of ASC 606 to determine the amount of consideration, if any, to include in the calculation of the gain or loss for the sale of the nonfinancial asset. |
Restructuring, Impairment and Related Charges | Restructuring, Impairment and Related Charges Long-lived assets are reviewed for impairment annually or whenever events or changes in circumstances, including restructuring and exit activities, indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparison of the carrying amount of an asset group to the future net undiscounted cash flows that the assets are expected to generate. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset group exceeds the fair value of the asset group. Costs related to contracts without future benefit or contract termination costs are recognized at the earlier of the contract termination or the cease-use dates. Employee severance costs are generally recognized when payments are probable and amounts are reasonably estimable. Other winding down and exit-related costs are recognized as incurred. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation arrangements include stock option grants, restricted stock awards, or RSA, and restricted stock units, or RSU awards under our equity incentive plans, as well as shares issued under our Employee Stock Purchase Plan, or ESPP, through which employees may purchase our common stock at a discount to the market price. We use the Black‑Scholes option pricing model to estimate the fair value of options granted under our equity incentive plans and rights to acquire shares granted under our ESPP. The Black‑Scholes option valuation model requires the use of assumptions, including the expected term of the award and the expected share price volatility. We use the “simplified” method to estimate the expected option term. Stock-based compensation is measured at the grant date for all stock-based awards made to employees and non-employees based on the fair value of the awards. Compensation expense for purchases under the ESPP is recognized based on the fair value of the award on the date of offering. Stock-based compensation is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period. The estimated fair value of equity awards that contain performance conditions is expensed using an accelerated method over the term of the award once we have determined that it is probable that performance milestones will be achieved. Compensation expense for equity-classified awards that contain performance conditions is measured based on the grant date fair value of the award. Compensation expense for liability-classified awards that contain performance conditions is initially measured based on the grant date fair value of the award and is remeasured at fair value at each reporting date until the date of settlement. Compensation expense is recorded over the requisite service period based on management’s best estimate as to whether it is probable that the shares awarded are expected to vest. We assess the probability of the performance milestones being met on a continuous basis. We have elected to recognize the actual forfeitures by reducing the stock-based compensation in the same period as the forfeitures occur. Stock-based compensation is generally recorded in research and development expense, and selling, general and administrative expense based on the function of the applicable employee and non-employee. |
Accrued Milestone Compensation Arrangements | Accrued Milestone Compensation Arrangements We have performance-based milestone compensation arrangements with certain employees and consultants, whose vesting is contingent upon meeting various regulatory and development milestones, with fixed monetary amounts known at inception that can be settled in the form of (1) cash, (2) equity of BridgeBio, or (3) cash or equity of BridgeBio at our sole election, upon achievement of each contingent milestone. For arrangements that involve settlement by cash or equity of BridgeBio at our sole election, we will classify the milestone compensation arrangements as liability-classified awards when it is probable of achievement because of the possible fixed monetary amounts settlement outcomes. The arrangements would also result in settlement with a variable number of shares based on the then-current stock price at achievement date of each contingent milestone should we elect to settle in equity. We record accruals for the compensation expense arising from each development milestone when the specific contingent development milestone is probable of achievement and such accruals are measured at each reporting period. We estimate the probability of achieving such milestones based on the progression and expected outcome of the related clinical programs. We base our estimates on the best available information at that time. However, additional information may become available to us which may allow us to make a more accurate estimate in future periods. In this event, we may be required to record adjustments to milestone compensation expenses in future periods. Any increases or decreases in such expenses are generally considered to be changes in estimates and will be reflected in the period identified. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax base and net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are determined based upon the difference between the consolidated financial statement carrying amounts and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to be reversed. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax asset will not be realized. For U.S. federal income tax purposes, we are required to file a consolidated U.S. federal income tax return for the consolidated entities which meet the requirements as prescribed by the consolidated regulations. Those entities that do not meet the threshold to be included in the consolidated filing continue to file separate U.S. federal income tax returns. We are required to assess stand-alone valuation allowances separately in each entity even though we consolidate their financial results in the consolidated financial statements. We continue to file combined state tax returns in most jurisdictions. As a result, we continue to assess the state portion of valuation allowance for those jurisdictions on a consolidated basis. The Company also operates in various foreign jurisdictions and assesses stand-alone valuation allowances separately in each entity operating overseas. We evaluate our deferred tax assets regularly to determine whether adjustments to the valuation allowance are appropriate due to changes in facts or circumstances, such as changes in expected future pre-tax earnings, tax law, interactions with taxing authorities and developments in case law. In making this evaluation, we rely on our recent history of pre-tax earnings. Our material assumptions are our forecasts of future pre-tax earnings and the nature and timing of future deductions and income represented by the deferred tax assets and liabilities, all of which involve the exercise of significant judgment. Although we believe our estimates are reasonable, we are required to use significant judgment in determining the appropriate amount of valuation allowance recorded against deferred tax assets. We recognize uncertain income tax positions at the largest amount that is more likely than not to be sustained upon audit by the relevant taxing authority. Changes in recognition or measurement are reflected in the period in which judgment occurs. Our policy is to recognize interest and penalties related to the underpayment of income taxes as a component of the provision for income taxes. To date, there have been no interest or penalties recorded in relation to unrecognized tax benefits. |
LEO Call Option Liability | LEO Call Option Liability We accounted for the LEO Call Option as a current liability as we had the obligation to sell our PellePharm shares to LEO at a pre-determined price if the option is exercised. The LEO Call Option liability was recorded at fair value upon execution of the LEO Agreement. The LEO Call Option liability was subject to remeasurement to fair value at each balance sheet date until the LEO Call Option was either exercised, terminated or it expired as it did not qualify for equity classification. Any change in the fair value of the LEO Call Option liability was recognized as a component of “Other income (expense), net” in the consolidated statements of operations. The LEO Call Option was terminated by LEO in 2021 and, therefore, no longer outstanding as of December 31, 2022. Refer to Notes 3 and 7 for further discussion. |
Net Loss per Share Attributable to Common Stockholders of BridgeBio | Net Loss per Share Attributable to Common Stockholders of BridgeBio Basic net loss per share attributable to common stockholders of BridgeBio is calculated by dividing the net loss attributable to common stockholders of BridgeBio by the weighted-average number of shares of BridgeBio’s common stock outstanding for the period, without consideration for potential dilutive shares of common stock, such as stock options, unvested restricted stock units and awards and performance-based milestone compensation awards, shares issuable under the employee stock purchase plan and assumed conversion of our 2029 and 2027 Notes. The common stock equivalents of performance-based milestone compensation arrangements are included as potentially dilutive shares only if the performance condition has been met as of the end of the reporting period. Shares of common stock subject to repurchase are excluded from the weighted-average shares. Since we were in a loss position for all periods presented, basic net loss per share attributable to common stockholders of BridgeBio is the same as diluted net loss per share attributable to common stockholders of BridgeBio since the effects of potentially dilutive securities are antidilutive. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements There have been no significant changes in recently adopted or issued accounting pronouncements from those disclosed in the section titled “Financial Statements and Supplementary Data” included in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the SEC. We have reviewed all recently issued accounting pronouncements and have determined that such standards that are not yet effective will not have a material impact on our financial statements or do not otherwise apply to our operations. |
Stock-Based Compensation | We evaluated the exchange of the controlled entities’ outstanding common stock and equity awards for BridgeBio awards as a modification under ASC 718, Share Based Payments . Under ASC 718, a modification is a change in the terms or conditions of a stock-based compensation award. In assessing the accounting treatment, we consider the fair value, vesting conditions and classification as an equity or liability award of the controlled entity equity before the exchange, compared to the BridgeBio equity received as part of the exchange to determine whether modification accounting must be applied. When applying modification accounting, we considered the type of modification to determine the appropriate stock-based compensation cost to be recognized on April 22 and November 18, 2020, (each the “Modification Date”) , and subsequent to the Modification Date. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statements of cash flows: December 31, 2022 2021 2020 (in thousands) Cash and cash equivalents $ 376,689 $ 393,772 $ 356,082 Restricted cash 37,930 177 139 Restricted cash, non-current — included in “Other assets” 2,265 2,416 2,458 Total cash, cash equivalents and restricted cash $ 416,884 $ 396,365 $ 358,679 |
Summary of Estimated Useful Lives of our Property and Equipment | The estimated useful lives of our property and equipment are as follows: Furniture and office equipment 3 - 5 years Laboratory and machinery equipment 5 - 15 years Leasehold improvements Shorter of remaining lease term or estimated useful life of the related asset |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation: December 31, 2022 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash equivalents: Money market funds $ 202,250 $ 202,250 $ — $ — Commercial paper 159,758 — 159,758 — Total cash equivalents 362,008 202,250 159,758 — Marketable securities: Commercial paper 51,580 — 51,580 — Total marketable securities 51,580 — 51,580 — Investment in equity securities 43,653 43,653 — — LianBio Warrant 570 570 — — Total financial assets $ 457,811 $ 246,473 $ 211,338 $ — Liability Embedded derivative $ 1,201 $ — $ — $ 1,201 December 31, 2021 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash equivalents: Money market funds $ 176,115 $ 176,115 $ — $ — Commercial paper 56,986 — 56,986 — Total cash equivalents 233,101 176,115 56,986 — Marketable securities: U.S. treasury notes 76,472 — 76,472 — Commercial paper 167,737 — 167,737 — Corporate debt securities 122,490 — 122,490 — Supranational debt securities 27,044 — 27,044 — Total marketable securities 393,743 — 393,743 — Investment in equity securities 49,148 49,148 — — LianBio Warrant 2,141 2,141 — — Total financial assets $ 678,133 $ 227,404 $ 450,729 $ — Liability Embedded derivative $ 1,171 $ — $ — $ 1,171 |
Summary of Total Realized and Unrealized Gains and Losses Associated with Investment in Equity Securities | Total realized and unrealized gains and losses associated with investment in equity securities for the periods presented consisted of the following: Year Ended December 31, 2022 2021 (in thousands) Gain on conversion from equity method investment to investment in equity securities $ — $ 68,538 Net realized gains recognized on investment in equity securities sold 3,731 2,206 Net unrealized losses recognized on investment in equity securities held as of the end of the period ( 11,953 ) ( 40,830 ) Total net (losses) gains included in “Other income (expense), net” $ ( 8,222 ) $ 29,914 |
Cash Equivalents and Marketab_2
Cash Equivalents and Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Cash Equivalents And Marketable Securities [Abstract] | |
Schedule of Cash Equivalent and Marketable Securities Classified as Available-for-Sale | Cash equivalents and marketable securities classified as available-for-sale consisted of the following: December 31, 2022 Amortized Unrealized Unrealized Estimated (in thousands) Cash equivalents: Money market funds $ 202,250 $ — $ — $ 202,250 Commercial paper 159,812 — ( 54 ) 159,758 Total cash equivalents 362,062 — ( 54 ) 362,008 Marketable securities: Commercial paper 51,854 — ( 274 ) 51,580 Total marketable securities 51,854 — ( 274 ) 51,580 Total cash equivalents and $ 413,916 $ — $ ( 328 ) $ 413,588 December 31, 2021 Amortized Unrealized Unrealized Fair Value (in thousands) Cash equivalents: Money market funds $ 176,115 $ — $ — $ 176,115 Commercial paper 56,988 ( 2 ) 56,986 Total cash equivalents 233,103 0 ( 2 ) 233,101 Marketable securities: U.S. treasury notes 76,518 — ( 46 ) 76,472 Commercial paper 167,761 2 ( 26 ) 167,737 Corporate debt securities 122,548 — ( 58 ) 122,490 Supranational debt securities 27,046 — ( 2 ) 27,044 Total marketable securities 393,873 2 ( 132 ) 393,743 Total cash equivalents and $ 626,976 $ 2 $ ( 134 ) $ 626,844 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Recognized Intangible Assets | The following table summarizes our recognized intangible assets for the year ended December 31, 2022 and 2021 as a result of the arrangements described in the following sections: December 31, 2022 December 31, 2021 Weighted-average Amount Weighted-average Amount (in thousands) (in thousands) Gross amount 12.0 years $ 32,500 12.8 years $ 47,500 Less: accumulated amortization ( 3,788 ) ( 2,566 ) Total $ 28,712 $ 44,934 We had no intangible assets as of December 31, 2020. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Potential Milestone Amounts and Accruals | The table below shows our commitment for the potential milestone amounts and the accruals for milestones deemed probable of achievement as of December 31, 2022. Potential Fixed Monetary Accrued (1) Settlement Type (in thousands) Cash $ 10,142 $ 831 Stock (2) 60,558 9,716 Cash or stock at our sole discretion 103,072 2,080 Total $ 173,772 $ 12,627 (1) Amount recorded for performance-based milestone awards that are probable of achievement. (2) Includes the performance-based milestone awards that were granted as part of the Exchange Program further discussed in Note 16. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Loan Agreement | |
Debt Instrument [Line Items] | |
Schedule of Loans Balances | The following table summarizes our term loans: December 31, 2022 December 31, 2021 (in thousands) Principal value of term loans $ 429,916 $ 450,000 PIK added to principal 15,324 — Debt discount, issuance costs and exit fees accretion ( 14,247 ) ( 19,248 ) Term loan, net $ 430,993 $ 430,752 |
Schedule of Future Minimum Payments | Future minimum payments under the Loan Agreement as of December 31, 2022, are as follows: Amount (in thousands) Year Ending December 31: 2023 $ 37,051 2024 40,628 2025 40,628 2026 499,698 Total future payments 618,005 Less amounts representing interest ( 164,167 ) Less exit fee ( 8,598 ) Total principal amount of term loan payments $ 445,240 |
2027 and 2029 Notes | |
Debt Instrument [Line Items] | |
Schedule of Loans Balances | The outstanding Notes’ balances consisted of the following: December 31, 2022 December 31, 2021 2029 Notes 2027 Notes 2029 Notes 2027 Notes (in thousands) (in thousands) Principal $ 747,500 $ 550,000 $ 747,500 $ 550,000 Unamortized debt discount and issuance costs ( 12,512 ) ( 8,366 ) ( 14,381 ) ( 10,066 ) Net carrying amount $ 734,988 $ 541,634 $ 733,119 $ 539,934 |
Schedule of Total Interest Expense Recognized and Effective Interest Related to Notes | The following table sets forth the total interest expense recognized and effective interest rates related to the Notes: Year ended December 31, 2022 Year ended December 31, 2021 Year ended December 31, 2020 2029 Notes 2027 Notes Total 2029 Notes 2027 Notes Total 2027 Notes (in thousands) Contractual interest expense $ 16,819 $ 13,750 $ 30,569 $ 15,557 $ 13,750 $ 29,307 $ 11,153 Amortization of debt 1,869 1,699 3,568 1,682 1,654 3,336 15,649 Total interest and $ 18,688 $ 15,449 $ 34,137 $ 17,239 $ 15,404 $ 32,643 $ 26,802 Effective interest rate 2.6 % 2.8 % 2.6 % 2.8 % 8.8 % |
Schedule of Future Minimum Payments | Future minimum payments under the Notes as of December 31, 2022, are as follows: 2029 Notes 2027 Notes Total (in thousands) Year ending December 31: 2023 $ 16,819 $ 13,750 $ 30,569 2024 16,819 13,750 30,569 2025 16,819 13,750 30,569 2026 16,819 13,750 30,569 2027 16,819 556,875 573,694 Thereafter 772,728 — 772,728 Total future payments 856,823 611,875 1,468,698 Less amounts representing interest ( 109,323 ) ( 61,875 ) ( 171,198 ) Total principal amount $ 747,500 $ 550,000 $ 1,297,500 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Components of Lease Cost | The components of lease cost are as follows: Year Ended December 31, 2022 2021 2020 (in thousands) Straight line operating lease costs $ 5,172 $ 5,611 $ 3,786 Finance lease costs 443 402 9 Variable lease costs 6,142 4,243 832 Total lease costs $ 11,757 $ 10,256 $ 4,627 |
Schedule of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases are as follows: December 31, 2022 2021 2020 (in thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 6,245 $ 6,122 $ 4,169 Operating cash flows for finance lease 423 272 34 Right-of-use assets obtained in exchange of lease obligations Operating leases 240 6,380 19,595 Finance lease — — 1,726 |
Schedule of Supplemental Information Related to Remaining Lease Term and Discount Rate | Supplemental information related to the remaining lease term and discount rate are as follows: December 31, 2022 2021 Weighted-average remaining lease term (in years) Operating leases 5.3 5.6 Finance lease 3.1 4.1 Weighted-average discount rate Operating leases 5.96 % 5.58 % Finance lease 6.62 % 6.62 % |
Schedule of Future Minimum Lease Payments for Noncancelable Leases | As of December 31, 2022, future minimum lease payments for our noncancelable operating leases are as follows. Future minimum lease payments under our finance lease are not material. Amount (in thousands) Year ending December 31: 2023 $ 4,495 2024 3,971 2025 3,938 2026 1,869 2027 850 Thereafter 3,355 Total future minimum lease payments 18,478 Imputed interest ( 2,529 ) Total $ 15,949 Reported as of December 31, 2022 Operating lease liabilities, current portion $ 3,675 Operating lease liabilities, net of current portion 12,274 Total operating lease liabilities $ 15,949 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Stock Based Compensation for Employees and Non Employees | Under each of the legal entity’s equity plans, we recorded stock-based compensation in the following expense categories in our consolidated statements of operations for employees and non-employees: Year Ended December 31, 2022 BridgeBio Other Total (in thousands) Research and development $ 37,700 $ 287 $ 37,987 Selling, general and administrative 54,669 — 54,669 Restructuring, impairment and related charges 1,172 — 1,172 Total stock-based compensation $ 93,541 $ 287 $ 93,828 Year Ended December 31, 2021 BridgeBio Other Total (in thousands) Research and development $ 53,829 $ 2,366 $ 56,195 Selling, general and administrative 46,357 3,022 49,379 Total stock-based compensation $ 100,186 $ 5,388 $ 105,574 Year Ended December 31, 2020 BridgeBio Eidos Other Total (in thousands) Research and development $ 16,316 $ 5,743 $ 626 $ 22,685 Selling, general and administrative 30,285 5,159 330 35,774 Total stock-based compensation $ 46,601 $ 10,902 $ 956 $ 58,459 |
Summary of Stock Option Activity | The following table summarizes BridgeBio’s stock option activity under the Plans for the year ended December 31, 2022: Options Weighted- Weighted- Aggregate Outstanding as of December 31, 2021 12,141,756 Regular equity program 9,493,258 $ 31.85 8.5 $ — Eidos Awards Exchange 2,107,626 $ 16.14 6.9 $ 10,147 Exchange Program 540,872 $ 2.46 7.0 $ 7,956 Granted 1,468,894 Regular equity program 1,468,894 $ 8.45 Exercised ( 289,165 ) Eidos Awards Exchange ( 155,635 ) $ 2.64 Exchange Program ( 133,530 ) $ 1.89 Cancelled ( 1,683,624 ) Regular equity program ( 1,150,216 ) $ 34.80 Eidos Awards Exchange ( 506,106 ) $ 23.66 Exchange Program ( 27,302 ) $ 6.67 Outstanding as of December 31, 2022 11,637,861 Regular equity program 9,811,936 $ 28.00 7.7 $ — Eidos Awards Exchange 1,445,885 $ 14.96 5.9 $ 1,427 Exchange Program 380,040 $ 2.35 6.2 $ 2,246 Exercisable as of December 31, 2022 7,091,695 Regular equity program 5,500,728 $ 27.74 7.0 $ — Eidos Awards Exchange 1,220,199 $ 13.50 5.7 $ 1,418 Exchange Program 370,768 $ 2.24 6.2 $ 2,211 |
Summary of Restricted Stock Units Activity | The following table summarizes BridgeBio’s RSU activity under the Plans for the year ended December 31, 2022: Unvested Weighted- Balance as of December 31, 2021 3,537,719 $ 45.36 Granted 4,700,333 $ 8.56 Vested ( 1,953,772 ) $ 22.42 Cancelled ( 2,175,638 ) $ 31.32 Balance as of December 31, 2022 4,108,642 $ 21.60 |
Summary of Restricted Stock Award Activity | The following table summarizes our RSA activity under the Plans for the year ended December 31, 2022: Unvested Weighted- Balance as of December 31, 2021 1,789,943 $ 5.50 Granted — Exchange Program 407,786 $ 7.94 Vested — Exchange Program ( 407,786 ) $ 7.94 Vested — Regular equity program ( 1,091,320 ) $ 4.39 Cancelled — Regular equity program ( 46,565 ) $ 6.22 Balance as of December 31, 2022 652,058 $ 7.29 |
Eidos | Employee Stock Options Valuation | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Assumptions Used to Determine Fair Value of Stock Option Granted | For the year ended December 31, 2020, the fair value of Eidos stock option awards was estimated at the date of grant using a Black-Scholes model with the following assumptions: Year Ended December 31, 2020 Expected term (in years) 6.06 Expected volatility 72.1 % Risk-free interest rate 0.52 % Dividend yield — |
2019 Employee Stock Purchase Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Assumptions Used to Determine Fair Value of Stock Option Granted | We used the Black-Scholes model to estimate the fair value of stock options and stock purchase rights under ESPP. We used the following weighted-average assumptions in the Black-Scholes calculations: Year Ended December 31, 2022 2021 2020 Stock Options ESPP Stock Options ESPP Stock Options ESPP Expected term (in years) 6.00 0.50 5.50 - 6.08 0.50 5.00 - 6.08 0.40 - 0.65 Expected volatility 65.9 % 52.0 % - 191.7 % 49.0 %- 52.0 % 47.6 %- 52.0 % 36.3 %- 46.4 % 32.5 %- 47.6 % Risk-free interest rate 3.2 % 0.1 % - 3.1 % 0.6 %- 1.3 % 0.1 %- 0.1 % 0.3 %- 1.5 % 0.1 %- 1.6 % Dividend yield — — — — — — Weighted-average fair value of stock-based awards granted $ 5.24 $ 6.29 $ 23.09 $ 18.31 $ 11.29 $ 10.48 |
Restricted Stock Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Stock Based Compensation for Employees and Non Employees | For the years ended December 31, 2022, 2021 and 2020, we recognized stock-based compensation expense related to RSAs under the Plans as follows: Year Ended December 31, 2022 2021 2020 (in thousands) Exchange Program $ 3,238 $ 24,065 $ 2,292 Other RSAs 5,326 6,240 8,384 Total stock-based compensation $ 8,564 $ 30,305 $ 10,676 |
Restructuring, Impairment and_2
Restructuring, Impairment and Related Charges (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring, Impairment and Related Charges | Restructuring, impairment and related charges included in our consolidated statement of operations for the year ended December 31, 2022 consisted of the following: Year ended December 31, 2022 (in thousands) Winding down, exit and other related costs $ 20,739 Long-lived assets impairments and write-offs 12,720 Severance and employee-related costs 10,306 Total $ 43,765 |
Schedule of Activity Related to Restructuring Liabilities Associated to Restructuring Initiatives | The following table summarizes the activity related to the restructuring liabilities associated with our restructuring initiatives for the year ended December 31, 2022: Year ended December 31, 2022 (in thousands) Balance as of December 31, 2021 $ — Reclassification of final payment obligation related to a manufacturing 2,185 Restructuring, impairment and related charges 43,765 Cash payments ( 25,232 ) Noncash activities ( 13,892 ) Balance as of December 31, 2022 $ 6,826 Reported as of December 31, 2022 (in thousands) Accounts payable $ 896 Accrued compensation and benefits 41 Accrued research and development liabilities 5,889 Total $ 6,826 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Components of Net Loss Before Income Taxes | The following table presents the components of net loss before income taxes: Year ended December 31, 2022 2021 2020 (in thousands) Domestic $ 485,079 $ 586,478 $ 505,488 Foreign ( 427 ) ( 24 ) — Total loss before income taxes $ 484,652 $ 586,454 $ 505,488 |
Reconciliation of Statutory Federal Rate and Effective Tax Rate | The following table presents a reconciliation of the statutory federal rate and our effective tax rate: Year ended December 31, 2022 2021 2020 Tax at statutory federal rate 21.0 % 21.0 % 21.0 % Change in valuation allowance ( 21.7 ) ( 25.6 ) ( 25.0 ) Research and development credits 3.2 3.9 3.3 Stock-based compensation ( 1.8 ) 1.2 1 Other ( 0.7 ) ( 0.5 ) ( 0.3 ) Effective income tax rate — % — % — % |
Components of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets and liabilities are as follows: December 31, 2022 2021 (in thousands) Deferred tax assets: Net operating loss carry-forwards $ 325,830 $ 331,537 Amortization 9,172 9,570 Accruals and reserves 5,261 8,833 Stock-based compensation 16,134 10,233 Tax credits 86,012 67,724 Operating lease liabilities 3,075 3,821 Deferred income from asset sale 2,391 — Capitalized research and experimental expenditures 77,190 — Deferred interest expense 13,154 — Property and equipment 600 — Other 268 448 Gross deferred tax assets 539,087 432,166 Less valuation allowance ( 533,929 ) ( 423,909 ) Deferred tax assets, net of valuation allowance 5,158 8,257 Deferred tax liabilities: Property and equipment — ( 339 ) Operating lease right-of-use assets ( 2,001 ) ( 2,844 ) Unrealized gains and losses ( 3,157 ) ( 5,074 ) Deferred tax liabilities ( 5,158 ) ( 8,257 ) Net deferred tax assets (liabilities) $ — $ — |
Reconciliation of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: December 31, 2022 2021 (in thousands) Balance at the beginning of the year $ 21,254 $ 12,524 Additions of prior year positions 724 4,037 Reductions of prior year positions — ( 354 ) Additions based on tax positions related to 5,035 5,047 Balance at the end of the year $ 27,013 $ 21,254 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders of BridgeBio (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Common Stock Equivalents were Excluded from Computation of Diluted Net Loss per Share | The following common stock equivalents were excluded from the computation of diluted net loss per share attributable to common stockholders of BridgeBio, because including them would have been antidilutive: As of December 31, 2022 2021 2020 Unvested RSAs 652,058 1,789,943 3,364,366 Unvested RSUs 4,108,642 3,537,719 1,053,838 Unvested market-based RSUs — — 2,380 Unvested performance-based RSUs 7,875 69,340 73,304 Unvested performance-based RSAs — — 22,611 Common stock options issued and outstanding 11,637,861 12,141,756 7,632,961 Estimated shares issuable under performance-based milestone 19,201,212 13,959,588 4,161,970 Estimated shares issuable under the ESPP 217,660 172,927 50,584 Assumed conversion of 2027 Notes 12,878,305 12,878,305 12,878,305 Assumed conversion of 2029 Notes 7,702,988 7,702,988 — 56,406,601 52,252,566 29,240,319 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||||
Dec. 31, 2022 USD ($) Segment | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Jan. 28, 2021 | Mar. 09, 2020 | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of voting interest of investee | 20% | ||||
Restricted cash | $ 37,930,000 | $ 177,000 | $ 139,000 | ||
Restricted cash, non-current - included in "Other assets" | $ 2,265,000 | $ 2,416,000 | $ 2,458,000 | ||
Restricted Cash, Noncurrent, Asset, Statement of Financial Position [Extensible List] | Other Assets, Noncurrent | Other Assets, Noncurrent | Other Assets, Noncurrent | ||
Cash, cash equivalents and restricted cash maturity period | 90 days | ||||
Depreciation and amortization expense of property and equipment | $ 4,100,000 | $ 3,300,000 | |||
Number of operating segments | Segment | 1 | ||||
Number of business segments | Segment | 1 | ||||
Allowance for credit losses | $ 0 | 0 | |||
Total receivables | 17,079,000 | 19,749,000 | |||
Loan and Security Agreement | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Restricted cash | 37,800,000 | ||||
Lease Agreements and Letters of Credit | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Restricted cash | 100,000 | 200,000 | |||
Restricted cash, non-current - included in "Other assets" | $ 2,300,000 | $ 2,400,000 | |||
Restricted Cash, Noncurrent, Asset, Statement of Financial Position [Extensible List] | Other Assets, Noncurrent | Other Assets, Noncurrent | |||
License and Collaboration Agreement | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Unbilled receivables | $ 16,800,000 | $ 6,300,000 | |||
Percentage of total unbilled receivables | 97.50% | 94.30% | |||
United States | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of capitalized property and equipment | 73% | 85% | |||
Canada | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of capitalized property and equipment | 27% | 15% | |||
Revenue Benchmark | Geographical Risk | Switzerland | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of concentration risk | 80% | ||||
Revenue Benchmark | Geographical Risk | Shanghai, China | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of concentration risk | 13% | 97% | |||
Revenue Benchmark | Geographical Risk | United States | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of concentration risk | 98.20% | ||||
2027 Notes | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Stated interest rate | 2.50% | ||||
2029 Notes | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Stated interest rate | 2.25% | ||||
Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of voting shares | 50% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Cash And Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | $ 376,689 | $ 393,772 | $ 356,082 | |
Restricted cash | 37,930 | 177 | 139 | |
Restricted cash, non-current - included in "Other assets" | $ 2,265 | $ 2,416 | $ 2,458 | |
Restricted Cash, Noncurrent, Asset, Statement of Financial Position [Extensible List] | Other Assets, Noncurrent | Other Assets, Noncurrent | Other Assets, Noncurrent | |
Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows | $ 416,884 | $ 396,365 | $ 358,679 | $ 364,197 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of our Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Furniture and office equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated Useful Life | 3 years |
Furniture and office equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Laboratory And Machinery Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Laboratory And Machinery Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated Useful Life | 15 years |
Leasehold Improvements | |
Property Plant And Equipment [Line Items] | |
Estimated Useful Life | Shorter of remaining lease term or estimated useful life of the related asset |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Cash equivalents: | |||
Total cash equivalents | $ 362,008,000 | $ 233,101,000 | |
Marketable securities: | |||
Investment in equity securities | 43,653,000 | 49,148,000 | |
Level 1 | |||
Marketable securities: | |||
Investment in equity securities | 35,500,000 | 18,300,000 | $ 0 |
Commercial Paper | |||
Cash equivalents: | |||
Total cash equivalents | 159,758,000 | 56,986,000 | |
Recurring | |||
Cash equivalents: | |||
Total cash equivalents | 362,008,000 | 233,101,000 | |
Marketable securities: | |||
Total marketable securities | 51,580,000 | 393,743,000 | |
Investment in equity securities | 43,653,000 | 49,148,000 | |
LianBio Warrant | 570,000 | 2,141,000 | |
Total financial assets | 457,811,000 | 678,133,000 | |
Liability | |||
Embedded derivative | 1,201,000 | 1,171,000 | |
Recurring | Level 1 | |||
Cash equivalents: | |||
Total cash equivalents | 202,250,000 | 176,115,000 | |
Marketable securities: | |||
Total marketable securities | 0 | 0 | |
Investment in equity securities | 43,653,000 | 49,148,000 | |
LianBio Warrant | 570,000 | 2,141,000 | |
Total financial assets | 246,473,000 | 227,404,000 | |
Liability | |||
Embedded derivative | 0 | 0 | |
Recurring | Level 2 | |||
Cash equivalents: | |||
Total cash equivalents | 159,758,000 | 56,986,000 | |
Marketable securities: | |||
Total marketable securities | 51,580,000 | 393,743,000 | |
Investment in equity securities | 0 | 0 | |
LianBio Warrant | 0 | 0 | |
Total financial assets | 211,338,000 | 450,729,000 | |
Liability | |||
Embedded derivative | 0 | 0 | |
Recurring | Level 3 | |||
Cash equivalents: | |||
Total cash equivalents | 0 | 0 | |
Marketable securities: | |||
Total marketable securities | 0 | 0 | |
Investment in equity securities | 0 | 0 | |
LianBio Warrant | 0 | 0 | |
Total financial assets | 0 | 0 | |
Liability | |||
Embedded derivative | 1,201,000 | 1,171,000 | |
Recurring | Money Market Funds | |||
Cash equivalents: | |||
Total cash equivalents | 202,250,000 | 176,115,000 | |
Recurring | Money Market Funds | Level 1 | |||
Cash equivalents: | |||
Total cash equivalents | 202,250,000 | 176,115,000 | |
Recurring | Money Market Funds | Level 2 | |||
Cash equivalents: | |||
Total cash equivalents | 0 | 0 | |
Recurring | Money Market Funds | Level 3 | |||
Cash equivalents: | |||
Total cash equivalents | 0 | 0 | |
Recurring | U.S. Treasury Notes | |||
Marketable securities: | |||
Total marketable securities | 76,472,000 | ||
Recurring | U.S. Treasury Notes | Level 1 | |||
Marketable securities: | |||
Total marketable securities | 0 | ||
Recurring | U.S. Treasury Notes | Level 2 | |||
Marketable securities: | |||
Total marketable securities | 76,472,000 | ||
Recurring | U.S. Treasury Notes | Level 3 | |||
Marketable securities: | |||
Total marketable securities | 0 | ||
Recurring | Commercial Paper | |||
Cash equivalents: | |||
Total cash equivalents | 159,758,000 | 56,986,000 | |
Marketable securities: | |||
Total marketable securities | 51,580,000 | 167,737,000 | |
Recurring | Commercial Paper | Level 1 | |||
Cash equivalents: | |||
Total cash equivalents | 0 | 0 | |
Marketable securities: | |||
Total marketable securities | 0 | 0 | |
Recurring | Commercial Paper | Level 2 | |||
Cash equivalents: | |||
Total cash equivalents | 159,758,000 | 56,986,000 | |
Marketable securities: | |||
Total marketable securities | 51,580,000 | 167,737,000 | |
Recurring | Commercial Paper | Level 3 | |||
Cash equivalents: | |||
Total cash equivalents | 0 | 0 | |
Marketable securities: | |||
Total marketable securities | $ 0 | 0 | |
Recurring | Corporate Debt Securities | |||
Marketable securities: | |||
Total marketable securities | 122,490,000 | ||
Recurring | Corporate Debt Securities | Level 1 | |||
Marketable securities: | |||
Total marketable securities | 0 | ||
Recurring | Corporate Debt Securities | Level 2 | |||
Marketable securities: | |||
Total marketable securities | 122,490,000 | ||
Recurring | Corporate Debt Securities | Level 3 | |||
Marketable securities: | |||
Total marketable securities | 0 | ||
Recurring | Supranational Debt Securities | |||
Marketable securities: | |||
Total marketable securities | 27,044,000 | ||
Recurring | Supranational Debt Securities | Level 1 | |||
Marketable securities: | |||
Total marketable securities | 0 | ||
Recurring | Supranational Debt Securities | Level 2 | |||
Marketable securities: | |||
Total marketable securities | 27,044,000 | ||
Recurring | Supranational Debt Securities | Level 3 | |||
Marketable securities: | |||
Total marketable securities | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 12 Months Ended | ||||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | Feb. 02, 2021 | Jan. 28, 2021 | Mar. 09, 2020 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||
Fair value assets, transfers between Level 1, Level 2 or Level 3 | $ 0 | $ 0 | |||||
Fair value liabilities, transfers between Level 1, Level 2 or Level 3 | 0 | 0 | |||||
LEO call option liability | $ 0 | ||||||
Gain on remeasurement of LEO call option liability | 0 | (5,550,000) | $ 1,472,000 | ||||
Equity security investment | 43,653,000 | 49,148,000 | |||||
Estimated fair value of outstanding term loan | 377,200,000 | ||||||
LianBio | |||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||
Equity security investment | 8,200,000 | 30,800,000 | |||||
Level 1 | |||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||
Equity security investment | 35,500,000 | 18,300,000 | $ 0 | ||||
2029 Notes | |||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||
Debt Instrument face amount | 747,500,000 | $ 747,500,000 | $ 717,500,000 | ||||
Estimated fair value of notes payable | 314,000,000 | 444,800,000 | |||||
2027 Notes | |||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||
Debt Instrument face amount | 550,000,000 | $ 550,000,000 | |||||
Estimated fair value of notes payable | $ 218,600,000 | $ 407,100,000 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Total Realized and Unrealized Gains and Losses Associated with Investment in Equity Securities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | ||
Gain on conversion from equity method investment to investment in equity securities | $ 0 | $ 68,538 |
Net realized gains recognized on investment in equity securities sold | 3,731 | 2,206 |
Net unrealized losses recognized on investment in equity securities held as of the end of the period | (11,953) | (40,830) |
Total net (losses) gains included in "Other income (expense), net" | $ (8,222) | $ 29,914 |
Cash Equivalents and Marketab_3
Cash Equivalents and Marketable Securities - Schedule of Cash Equivalent and Marketable Securities Classified as Available-for-Sale (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis Cash Equivalents | $ 362,062 | $ 233,103 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (54) | (2) |
Cash Equivalents, Estimated Fair Value | 362,008 | 233,101 |
Amortized Cost Basis | 413,916 | 626,976 |
Unrealized Gains | 0 | 2 |
Unrealized Losses | (328) | (134) |
Estimated Fair Value | 413,588 | 626,844 |
Commercial Paper | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis Cash Equivalents | 159,812 | 56,988 |
Unrealized Gains | 0 | |
Unrealized Losses | (54) | (2) |
Cash Equivalents, Estimated Fair Value | 159,758 | 56,986 |
Money Market Funds | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis Cash Equivalents | 202,250 | 176,115 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Cash Equivalents, Estimated Fair Value | 202,250 | 176,115 |
Short-term Marketable Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 51,854 | 393,873 |
Unrealized Gains | 0 | 2 |
Unrealized Losses | (274) | (132) |
Estimated Fair Value | 51,580 | 393,743 |
Short-term Marketable Securities | U.S. Treasury Notes | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 76,518 | |
Unrealized Gains | 0 | |
Unrealized Losses | (46) | |
Estimated Fair Value | 76,472 | |
Short-term Marketable Securities | Commercial Paper | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 51,854 | 167,761 |
Unrealized Gains | 0 | 2 |
Unrealized Losses | (274) | (26) |
Estimated Fair Value | $ 51,580 | 167,737 |
Short-term Marketable Securities | Corporate Debt Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 122,548 | |
Unrealized Gains | 0 | |
Unrealized Losses | (58) | |
Estimated Fair Value | 122,490 | |
Short-term Marketable Securities | Supranational Debt Securities | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost Basis | 27,046 | |
Unrealized Gains | 0 | |
Unrealized Losses | (2) | |
Estimated Fair Value | $ 27,044 |
Cash Equivalents and Marketab_4
Cash Equivalents and Marketable Securities - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash and Cash Equivalents [Abstract] | ||
Realized gains or losses on available-for-sale securities | $ 0 | |
Short-term marketable securities contractual maturities | 6 months | 6 months |
Eidos Therapeutics, Inc, or E_2
Eidos Therapeutics, Inc, or Eidos - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Jan. 26, 2021 | Jan. 19, 2021 | Oct. 05, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 22, 2018 | |
Variable Interest Entity [Line Items] | ||||||
Difference recognized in equity | $ 91,997 | |||||
Additional Paid-in Capital | ||||||
Variable Interest Entity [Line Items] | ||||||
Difference recognized in equity | 53,856 | |||||
Eidos | ||||||
Variable Interest Entity [Line Items] | ||||||
Merger transactions proposal date | Jan. 19, 2021 | |||||
Merger transactions completion date | Jan. 26, 2021 | |||||
Aggregate consideration | $ 1,651,600 | |||||
Cash consideration paid | $ 21,300 | |||||
Number of shares issued in exchange of subsidiary equity | 26,156,446 | |||||
Total fair value | $ 1,630,300 | |||||
Eidos | Merger Agreement | ||||||
Variable Interest Entity [Line Items] | ||||||
Merger agreement date | Oct. 05, 2020 | |||||
Right to receive of common stock | 1.85 | |||||
Cash per share in transaction | $ 73.26 | |||||
Eidos | Maximum | Merger Agreement | ||||||
Variable Interest Entity [Line Items] | ||||||
Cash consideration | $ 175,000 | |||||
Eidos | Minimum | Merger Agreement | ||||||
Variable Interest Entity [Line Items] | ||||||
Cash consideration | $ 0 | |||||
Eidos | Additional Paid-in Capital | ||||||
Variable Interest Entity [Line Items] | ||||||
Difference recognized in equity | (1,613,400) | |||||
Transaction costs incurred | $ 70,700 | |||||
Variable Interest Entity, Primary Beneficiary | Eidos | ||||||
Variable Interest Entity [Line Items] | ||||||
Investment maturity date | Jun. 22, 2018 | |||||
Voting shares | 50% |
Noncontrolling Interests - Addi
Noncontrolling Interests - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Noncontrolling Interest [Abstract] | |||
Adjustments of carrying value of noncontrolling interest additional paid-in capital | $ (3.5) | $ (2.1) | $ 12 |
Equity Method and Other Equit_2
Equity Method and Other Equity Investments - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Nov. 01, 2021 USD ($) | Oct. 31, 2021 shares | Oct. 31, 2019 USD ($) Director | Mar. 31, 2021 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | Mar. 31, 2019 USD ($) | |
Schedule Of Equity Method Investments [Line Items] | |||||||||
Gain on conversion from equity method investment to investment in equity securities | $ 0 | $ 68,538,000 | |||||||
Unrealized loss on ongoing mark-to-market adjustments of investment in equity security | 11,953,000 | 40,830,000 | |||||||
Other income (expense) | 1,571,000 | 1,197,000 | $ (3,338,000) | ||||||
Fair value of warrants | 600,000 | 2,100,000 | |||||||
Equity security investment | 43,653,000 | 49,148,000 | |||||||
LianBio | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Other income (expense) | $ 3,300,000 | ||||||||
Equity security investment | 8,200,000 | 30,800,000 | |||||||
LianBio | Equity Method Investee's IPO | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 4.70% | ||||||||
Unrealized loss on ongoing mark-to-market adjustments of investment in equity security | $ 22,600,000 | $ 37,700,000 | |||||||
LianBio | Equity Method Investee's IPO | Other Income (Expense) | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Gain on conversion from equity method investment to investment in equity securities | $ 68,500,000 | ||||||||
LianBio | Common Stock | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 6% | ||||||||
Bridge Bio Pharma Limited Liability Company | Entities Affiliated With Perceptive Life Sciences Master Fund Ltd | LianBio | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 10% | 10% | |||||||
Number of directors appoint or removal | Director | 1 | ||||||||
Ownership interest, value | $ 3,800,000 | $ 0 | |||||||
Impairments related investment | 0 | ||||||||
Warrant to purchase percentage | 10% | ||||||||
Warrants to purchase common stock | shares | 347,569 | ||||||||
PellePharm, Inc | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest, value | $ 0 | $ 0 | |||||||
Impairments related investment | $ 0 | ||||||||
Preferred stock ownership percentage | 61.90% | ||||||||
Equity security investment | $ 0 |
Intangible Assets - Summary of
Intangible Assets - Summary of Recognized Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average Estimated Useful Lives | 12 years | 12 years 9 months 18 days |
Gross amount | $ 32,500 | $ 47,500 |
Less: accumulated amortization | (3,788) | (2,566) |
Total | $ 28,712 | $ 44,934 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||
Nov. 30, 2018 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2018 | Mar. 04, 2022 | May 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||||||||
Amortization expenses | $ 2,400,000 | $ 2,600,000 | ||||||
Amortization expenses, 2023 | 2,400,000 | |||||||
Amortization expenses, 2024 | 2,400,000 | |||||||
Amortization expenses, 2025 | 2,400,000 | |||||||
Amortization expenses, 2026 | 2,400,000 | |||||||
Amortization expenses, thereafter | 19,100,000 | |||||||
Capitalization of finite-lived intangible asset | 32,500,000 | 47,500,000 | ||||||
Other accrued liabilities | 25,190,000 | 30,282,000 | ||||||
Other long-term liabilities | 26,643,000 | 22,069,000 | ||||||
Intangible assets, net | 28,712,000 | 44,934,000 | $ 0 | |||||
Foundation Medicine Diagnostics Agreement | Foundation Medicine, Inc | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Capitalization of finite-lived intangible asset | $ 12,500,000 | |||||||
Payment Following FDA Approval of Truseltiq | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Capitalization of finite-lived intangible asset | $ 20,000,000 | |||||||
QED Therapeutics, Inc | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Other accrued liabilities | 2,500,000 | 1,500,000 | ||||||
Other long-term liabilities | 8,500,000 | 11,000,000 | ||||||
QED Therapeutics, Inc | Foundation Medicine Diagnostics Agreement | Foundation Medicine, Inc | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Potential regulatory milestone payments | $ 12,500,000 | |||||||
Regulatory milestone payments term | 4 years | |||||||
QED Therapeutics, Inc | Maximum | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Potential regulatory milestone payments | $ 60,000,000 | |||||||
Potential sales milestone payments | 35,000,000 | |||||||
Origin Biosciences, Inc. | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Capitalization of finite-lived intangible asset | $ 15,000,000 | |||||||
Origin Biosciences, Inc. | Maximum | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Potential sales milestone payments | 17,000,000 | |||||||
Assets acquisition required milestone payments | $ 18,800,000 | |||||||
Origin-Sentynl APA | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Assets acquisition required milestone payments | $ 1,000,000 | |||||||
Derecognition of capitalized intangible asset net | $ 13,500,000 | |||||||
Intangible assets, net | $ 16,300,000 | |||||||
Origin-Sentynl APA | Maximum | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Potential sales milestone payments | $ 4,500,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Commitments And Contingencies [Line Items] | ||
Accrued termination charges | $ 0 | |
Accrued Research and Development Liabilities | ||
Commitments And Contingencies [Line Items] | ||
Accrued exit fees | $ 3,300,000 | |
Performance-Based Milestone Awards | ||
Commitments And Contingencies [Line Items] | ||
Accrual for milestones not probable | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Potential Milestone Amounts and Accruals (Detail) $ in Thousands | Dec. 31, 2022 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||
Potential Fixed Monetary Amount Settlement in Cash | $ 10,142 | |
Potential Fixed Monetary Amount Settlement in Stock | 60,558 | [1] |
Potential Fixed Monetary Amount Settlement in Cash or stock at our sole discretion | 103,072 | |
Total Potential Fixed Monetary Settlement Amount | 173,772 | |
Accrued Amount Settlement in Cash | 831 | [2] |
Accrued Amount Settlement in Stock | 9,716 | [1],[2] |
Accrued Amount Settlement in Cash or stock at our sole discretion | 2,080 | [2] |
Total Accrued Settlement Amount | $ 12,627 | [2] |
[1] Includes the performance-based milestone awards that were granted as part of the Exchange Program further discussed in Note 16. Amount recorded for performance-based milestone awards that are probable of achievement. |
Debt - Additional Information (
Debt - Additional Information (Details) | 1 Months Ended | 12 Months Ended | |||||||||||||||
Jan. 28, 2021 USD ($) TradingDay shares $ / shares | Jan. 25, 2021 USD ($) $ / shares shares | Mar. 09, 2020 USD ($) shares TradingDay $ / shares | Mar. 04, 2020 USD ($) $ / shares shares | Nov. 30, 2019 USD ($) | Jun. 30, 2022 USD ($) | Nov. 30, 2021 USD ($) | Apr. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Nov. 30, 2022 USD ($) | May 31, 2022 USD ($) | Feb. 02, 2021 USD ($) | May 31, 2019 USD ($) | Dec. 31, 2018 USD ($) | Jun. 30, 2018 USD ($) | |
Debt Instrument [Line Items] | |||||||||||||||||
Purchase of capped calls | $ 0 | $ 61,295,000 | $ 49,280,000 | ||||||||||||||
Repurchase of common stock | 0 | 200,000,000 | 75,000,000 | ||||||||||||||
Loss on early extinguishment of debt | 0 | (3,337,000) | 0 | ||||||||||||||
Interest expense | 34,137,000 | 32,643,000 | |||||||||||||||
Amortization of debt discount and issuance costs | 3,568,000 | 3,336,000 | |||||||||||||||
Debt instrument prepaid includes final payment charge and prepayment fee | 20,486,000 | 124,119,000 | 0 | ||||||||||||||
Navire Bms Member | License Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Amount paid to lenders | $ 20,500,000 | ||||||||||||||||
Principle amount paid to lenders | 20,100,000 | ||||||||||||||||
Exit fee | $ 400,000 | ||||||||||||||||
Loan Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 450,000,000 | ||||||||||||||||
Stated interest rate | 9% | ||||||||||||||||
Debt instrument payment amortization date | Jan. 02, 2025 | ||||||||||||||||
Debt instrument potential payment extended amortization date | Jan. 02, 2026 | ||||||||||||||||
Debt instrument, frequency of interest payment | quarterly | ||||||||||||||||
Maturity date | Nov. 17, 2026 | ||||||||||||||||
Debt issuance costs including initial purchasers discounts, legal and other professional fees | 1,100,000 | ||||||||||||||||
Interest expense | 46,100,000 | 5,500,000 | |||||||||||||||
Amortization of debt discount and issuance costs | 5,000,000 | 600,000 | |||||||||||||||
Interest payable | 6,400,000 | 5,000,000 | |||||||||||||||
Loan Agreement | Payment in Kind | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Stated interest rate | 3% | ||||||||||||||||
Accrued interest convertible into principal | 15,300,000 | ||||||||||||||||
Hercules Capital, Inc | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Interest expense | 8,100,000 | 7,900,000 | |||||||||||||||
Amortization of debt discount and issuance costs | 1,700,000 | 1,300,000 | |||||||||||||||
Hercules Capital, Inc | Other Income (Expense) | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Loss on early extinguishment of debt | $ 2,600,000 | ||||||||||||||||
Maximum | Loan Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 750,000,000 | ||||||||||||||||
Debt instrument prepayment premium percentage | 3% | ||||||||||||||||
Debt instrument mandatory prepayments percentage of net cash proceeds from prepayment event transaction | 75% | ||||||||||||||||
Minimum | Loan Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument prepayment premium percentage | 1% | ||||||||||||||||
Debt instrument mandatory prepayments percentage of net cash proceeds from prepayment event transaction | 50% | ||||||||||||||||
2029 Notes | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 717,500,000 | $ 747,500,000 | $ 747,500,000 | ||||||||||||||
Proceeds from exercise of option to purchase additional notes | 67,500,000 | ||||||||||||||||
Debt instrument option to purchase additional notes | 97,500,000 | ||||||||||||||||
Proceeds from exercise of remaining portion of option to purchase additional notes | $ 30,000,000 | ||||||||||||||||
Debt instrument issuance date | Jan. 28, 2021 | ||||||||||||||||
Stated interest rate | 2.25% | ||||||||||||||||
Maturity year | 2029 | ||||||||||||||||
Debt instrument, frequency of interest payment | semiannually | ||||||||||||||||
Interest payable beginning date | Aug. 01, 2021 | ||||||||||||||||
Maturity date | Feb. 01, 2029 | ||||||||||||||||
Description of payment terms of notes | The 2029 Notes are senior, unsecured obligations of BridgeBio and will accrue interest payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2021, at a rate of 2.25% per year. The 2029 Notes will mature on February 1, 2029, unless earlier converted, redeemed or repurchased. | ||||||||||||||||
Proceeds from issuance of notes after deducting discount and offering expenses | $ 731,400,000 | ||||||||||||||||
Direct offering expense | 0 | ||||||||||||||||
Purchase of capped calls | 61,300,000 | ||||||||||||||||
Repurchase of common stock | 50,000,000 | ||||||||||||||||
Denomination of the principal amount of debt in consideration conversion of the notes | $ 1,000 | ||||||||||||||||
Debt instrument, convertible, threshold trading days | TradingDay | 20 | ||||||||||||||||
Debt instrument, convertible, threshold consecutive trading days | TradingDay | 30 | ||||||||||||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130% | ||||||||||||||||
Number of consecutive trading day period (Measurement period) for conversion of notes | 5 days | ||||||||||||||||
Number of business days in consideration of conversion of notes | 5 days | ||||||||||||||||
Threshold percentage of stock price trigger in measurement period | 98% | ||||||||||||||||
Conversion rate | 10.3050 | ||||||||||||||||
Initial conversion price per share | $ / shares | $ 97.04 | ||||||||||||||||
Debt instrument, conversion, equivalent shares of common stock | shares | 7,702,988 | ||||||||||||||||
Percentage of principal amount to be repurchased in fundamental change | 100% | ||||||||||||||||
Minimum threshold percentage of aggregate principal by trustee or holders | 25% | ||||||||||||||||
Debt issuance costs including initial purchasers discounts, legal and other professional fees | $ 16,100,000 | ||||||||||||||||
Expected life of notes | 8 years | ||||||||||||||||
Interest payable | $ 7,000,000 | 7,000,000 | |||||||||||||||
Interest expense | 18,688,000 | 17,239,000 | |||||||||||||||
Amortization of debt discount and issuance costs | 1,869,000 | 1,682,000 | |||||||||||||||
2029 Notes | Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, increase in conversion rate, number of shares issuable | shares | 11,361,851 | ||||||||||||||||
2027 Notes | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 550,000,000 | $ 550,000,000 | |||||||||||||||
Proceeds from exercise of option to purchase additional notes | $ 75,000,000 | ||||||||||||||||
Debt instrument issuance date | Mar. 09, 2020 | ||||||||||||||||
Stated interest rate | 2.50% | ||||||||||||||||
Maturity year | 2027 | ||||||||||||||||
Debt instrument, frequency of interest payment | semiannually | ||||||||||||||||
Interest payable beginning date | Sep. 15, 2020 | ||||||||||||||||
Maturity date | Mar. 15, 2027 | ||||||||||||||||
Description of payment terms of notes | The 2027 Notes will accrue interest payable semiannually in arrears on March 15 and September 15 of each year, beginning on September 15, 2020, at a rate of 2.50% per year. The 2027 Notes will mature on March 15, 2027, unless earlier converted or repurchased. | ||||||||||||||||
Proceeds from issuance of notes after deducting discount and offering expenses | $ 537,000,000 | ||||||||||||||||
Purchase of capped calls | 49,300,000 | ||||||||||||||||
Repurchase of common stock | 75,000,000 | ||||||||||||||||
Denomination of the principal amount of debt in consideration conversion of the notes | $ 1,000 | ||||||||||||||||
Debt instrument, convertible, threshold trading days | TradingDay | 20 | ||||||||||||||||
Debt instrument, convertible, threshold consecutive trading days | TradingDay | 30 | ||||||||||||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130% | ||||||||||||||||
Number of consecutive trading day period (Measurement period) for conversion of notes | 5 days | ||||||||||||||||
Number of business days in consideration of conversion of notes | 5 days | ||||||||||||||||
Threshold percentage of stock price trigger in measurement period | 98% | ||||||||||||||||
Conversion rate | 23.4151 | ||||||||||||||||
Initial conversion price per share | $ / shares | $ 42.71 | ||||||||||||||||
Debt instrument, conversion, equivalent shares of common stock | shares | 12,878,305 | ||||||||||||||||
Percentage of principal amount to be repurchased in fundamental change | 100% | ||||||||||||||||
Minimum threshold percentage of aggregate principal by trustee or holders | 25% | ||||||||||||||||
Debt issuance costs including initial purchasers discounts, legal and other professional fees | $ 13,000,000 | ||||||||||||||||
Debt issuance costs allocated to equity component | 4,100,000 | ||||||||||||||||
Debt issuance costs allocated to liability component | $ 8,900,000 | ||||||||||||||||
Expected life of notes | 7 years | ||||||||||||||||
Interest payable | $ 4,000,000 | 4,000,000 | |||||||||||||||
Interest expense | 15,449,000 | 15,404,000 | 26,802,000 | ||||||||||||||
Amortization of debt discount and issuance costs | 1,699,000 | 1,654,000 | 15,649,000 | ||||||||||||||
2027 Notes | Maximum | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, increase in conversion rate, number of shares issuable | shares | 17,707,635 | ||||||||||||||||
2021 Capped Call Transactions | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Purchase of capped calls | $ 61,300,000 | ||||||||||||||||
Initial conversion price per share | $ / shares | $ 97.04 | ||||||||||||||||
Capped call transaction, cap price per share | $ / shares | $ 131.58 | ||||||||||||||||
Number of shares covered by capped calls | shares | 7,702,988 | ||||||||||||||||
Adjustments to additional paid in capital related to premium payments | $ 61,300,000 | ||||||||||||||||
2021 Capped Call Transactions | Share Repurchase Transactions | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repurchase of common stock | $ 50,000,000 | ||||||||||||||||
Stock repurchased during period, shares | shares | 759,993 | ||||||||||||||||
Repurchase of common stock price per share | $ / shares | $ 65.79 | ||||||||||||||||
2020 Capped Call Transactions | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Purchase of capped calls | $ 49,300,000 | ||||||||||||||||
Initial conversion price per share | $ / shares | $ 42.71 | ||||||||||||||||
Capped call transaction, cap price per share | $ / shares | $ 62.12 | ||||||||||||||||
Premium over last reported sale price percentage | 100% | ||||||||||||||||
Number of shares covered by capped calls | shares | 12,878,305 | ||||||||||||||||
Adjustments to additional paid in capital related to premium payments | $ 49,300,000 | ||||||||||||||||
2020 Capped Call Transactions | Share Repurchase Transactions | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repurchase of common stock | $ 75,000,000 | ||||||||||||||||
Stock repurchased during period, shares | shares | 2,414,681 | ||||||||||||||||
Repurchase of common stock price per share | $ / shares | $ 31.06 | ||||||||||||||||
Tranche 1 Advance | Loan Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Proceeds from issuance of Term Loans after deducting debt discount and issuance costs | 431,300,000 | ||||||||||||||||
Proceeds from term loan, net of issuance costs | $ 18,700,000 | ||||||||||||||||
Tranche 1 Advance | Maximum | Loan Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 450,000,000 | ||||||||||||||||
Tranche 2 Advance | Maximum | Loan Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 300,000,000 | ||||||||||||||||
Debt instrument, amount available to be drawn | $ 100,000,000 | ||||||||||||||||
Tranche I | Hercules Capital, Inc | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 35,000,000 | ||||||||||||||||
Tranche II | Hercules Capital, Inc | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 20,000,000 | ||||||||||||||||
Tranche III | Hercules Capital, Inc | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 20,000,000 | ||||||||||||||||
Tranche IV | Hercules Capital, Inc | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 25,000,000 | ||||||||||||||||
Tranche A Loan | Silicon Valley Bank and Hercules Loan Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt Instrument face amount | $ 17,500,000 | ||||||||||||||||
Interest rate | 8.50% | ||||||||||||||||
Debt instrument prepaid includes final payment charge and prepayment fee | $ 18,100,000 | ||||||||||||||||
Tranche A Loan | Silicon Valley Bank and Hercules Loan Agreement | Eidos | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Stated interest rate | 8.50% | ||||||||||||||||
Maturity date | Oct. 02, 2023 | ||||||||||||||||
Tranche A Loan | Silicon Valley Bank and Hercules Loan Agreement | Prime Rate | Eidos | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Interest rate | 3.25% |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Notes Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
2029 Notes | ||
Debt Instrument [Line Items] | ||
Principal | $ 747,500 | $ 747,500 |
Unamortized debt discount and issuance costs | (12,512) | (14,381) |
Net carrying amount | 734,988 | 733,119 |
2027 Notes | ||
Debt Instrument [Line Items] | ||
Principal | 550,000 | 550,000 |
Unamortized debt discount and issuance costs | (8,366) | (10,066) |
Net carrying amount | $ 541,634 | $ 539,934 |
Debt - Schedule of Total Intere
Debt - Schedule of Total Interest Expense Recognized Related to Notes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||
Contractual interest expense | $ 30,569 | $ 29,307 | |
Amortization of debt discount and issuance costs | 3,568 | 3,336 | |
Total interest and amortization expense | 34,137 | 32,643 | |
2029 Notes | |||
Debt Instrument [Line Items] | |||
Contractual interest expense | 16,819 | 15,557 | |
Amortization of debt discount and issuance costs | 1,869 | 1,682 | |
Total interest and amortization expense | $ 18,688 | $ 17,239 | |
Effective interest rate | 2.60% | 2.60% | |
2027 Notes | |||
Debt Instrument [Line Items] | |||
Contractual interest expense | $ 13,750 | $ 13,750 | $ 11,153 |
Amortization of debt discount and issuance costs | 1,699 | 1,654 | 15,649 |
Total interest and amortization expense | $ 15,449 | $ 15,404 | $ 26,802 |
Effective interest rate | 2.80% | 2.80% | 8.80% |
Debt - Schedule of Future Minim
Debt - Schedule of Future Minimum Payments under Notes (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
2029 Notes and Interest on 2029 Notes | |
Debt Instrument [Line Items] | |
2023 | $ 16,819 |
2024 | 16,819 |
2025 | 16,819 |
2026 | 16,819 |
2027 | 16,819 |
Thereafter | 772,728 |
Total future payments | 856,823 |
Interest on 2029 Notes | |
Debt Instrument [Line Items] | |
Less amounts representing interest | (109,323) |
2029 Notes | |
Debt Instrument [Line Items] | |
Total future payments | 747,500 |
2027 Notes and Interest on 2027 Notes | |
Debt Instrument [Line Items] | |
2023 | 13,750 |
2024 | 13,750 |
2025 | 13,750 |
2026 | 13,750 |
2027 | 556,875 |
Thereafter | 0 |
Total future payments | 611,875 |
Interest on 2027 Notes | |
Debt Instrument [Line Items] | |
Less amounts representing interest | (61,875) |
2027 Notes | |
Debt Instrument [Line Items] | |
Total future payments | 550,000 |
2027 Notes and Interest on 2027 Notes and 2029 Notes and Interest on 2029 Notes | |
Debt Instrument [Line Items] | |
2023 | 30,569 |
2024 | 30,569 |
2025 | 30,569 |
2026 | 30,569 |
2027 | 573,694 |
Thereafter | 772,728 |
Total future payments | 1,468,698 |
Interest on 2027 and 2029 Notes | |
Debt Instrument [Line Items] | |
Less amounts representing interest | (171,198) |
2029 Notes and 2027 Notes | |
Debt Instrument [Line Items] | |
Total future payments | $ 1,297,500 |
Debt - Summary of Term Loans (D
Debt - Summary of Term Loans (Details) - Loan Agreement - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Principal value of term loans | $ 429,916 | $ 450,000 |
Debt discount, issuance costs and exit fees accretion | (14,247) | (19,248) |
Term loan, net | 430,993 | 430,752 |
Payment in Kind | ||
Debt Instrument [Line Items] | ||
Principal value of term loans | $ 15,324 | $ 0 |
Debt - Schedule of Future Min_2
Debt - Schedule of Future Minimum Payments Under Term Loan Agreement (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Term Loans, Interest on Term Loans and Exit Fee of Term Loan Agreement | |
Debt Instrument [Line Items] | |
2023 | $ 37,051 |
2024 | 40,628 |
2025 | 40,628 |
2026 | 499,698 |
Total future payments | 618,005 |
Term Loan Agreement | |
Debt Instrument [Line Items] | |
Total future payments | 445,240 |
Less amounts representing interest | (164,167) |
Less exit fee | $ (8,598) |
License and Collaboration Agr_2
License and Collaboration Agreement - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2022 | Mar. 29, 2021 | Feb. 28, 2023 | Dec. 31, 2022 | Aug. 31, 2020 | Oct. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2021 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 31, 2023 | Jun. 30, 2022 | Feb. 28, 2022 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Total revenue | $ 77,648,000 | $ 69,716,000 | $ 8,249,000 | ||||||||||||
Deferred revenue, current portion | $ 8,156,000 | $ 8,156,000 | $ 0 | 8,156,000 | 0 | ||||||||||
Receivable from licensing and collaboration agreements | 17,079,000 | 17,079,000 | 19,749,000 | 17,079,000 | 19,749,000 | ||||||||||
Research and development | $ 399,462,000 | $ 451,024,000 | $ 337,047,000 | ||||||||||||
Common Stock | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Shares issued | 455,800 | ||||||||||||||
ASC 808 | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Reimbursement percentage of research and development costs incurred | 60% | 60% | |||||||||||||
Research and development | $ 2,900,000 | $ 38,400,000 | |||||||||||||
License agreements share of co-commercialization loss as reduction to selling, general and administrative expenses | 1,300,000 | 8,900,000 | |||||||||||||
Helsinn Therapeutics | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Reimbursable Payment Received | 15,000,000 | ||||||||||||||
QED Therapeutics, Inc | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Close-out plan costs | 11,000,000 | ||||||||||||||
QED Therapeutics, Inc | Entities Affiliated With Perceptive Life Sciences Master Fund Ltd | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Warrant to purchase percentage | 10% | ||||||||||||||
Nonrefundable upfront payment receivable | $ 10,000,000 | ||||||||||||||
QED Therapeutics, Inc | Forecast [Member] | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Close-out plan costs | $ 11,000,000 | ||||||||||||||
QED Therapeutics, Inc | Maximum | Entities Affiliated With Perceptive Life Sciences Master Fund Ltd | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Future potential development and sales milestone payments yet to receive | $ 132,500,000 | ||||||||||||||
License and Collaboration Agreement | Helsinn Therapeutics | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Percentage share of global development costs | 60% | ||||||||||||||
License and Collaboration Agreement | Helsinn Therapeutics | License and Services Revenue | ASC 606 | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Total revenue | 56,000,000 | ||||||||||||||
License and Collaboration Agreement | BMS | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Upfront Payment Yet To Be Received | $ 90,000,000 | ||||||||||||||
Upfront, regulatory and launch milestone payments yet to be received | 815,000,000 | 815,000,000 | 815,000,000 | ||||||||||||
License and Collaboration Agreement | QED Therapeutics, Inc | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Upfront, regulatory and launch milestone payments yet to be received | $ 100,000,000 | ||||||||||||||
License agreement percentage share of profits and losses | 50% | ||||||||||||||
Percentage share of global development costs | 40% | ||||||||||||||
Regulatory and sales-based milestone payments yet to be received | $ 66,000,000 | ||||||||||||||
Reimbursable research and development | 18,800,000 | ||||||||||||||
Reimbursable commercial contracted activities | 12,500,000 | ||||||||||||||
License and Collaboration Agreement | QED Therapeutics, Inc | Maximum | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Milestone payments | $ 2,450,000,000 | ||||||||||||||
License and Collaboration Agreement | QED Therapeutics, Inc | Helsinn Therapeutics | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Initial transaction price for the license and collaboration agreement | 46,000,000 | 56,000,000 | 56,000,000 | ||||||||||||
Nonrefundable upfront license fee | 20,000,000 | ||||||||||||||
Sale of certain existing inventory | 1,000,000 | ||||||||||||||
Launch milestone payment | $ 25,000,000 | ||||||||||||||
Allocation of transaction price to licenses | 54,400,000 | ||||||||||||||
Increase in initial transaction price for license and collaboration agreement | $ 10,000,000 | ||||||||||||||
Allocation of transaction price to transfer of certain existing inventory | $ 1,600,000 | ||||||||||||||
Reimbursement percentage of research and development costs incurred | 100% | ||||||||||||||
Research and development | $ 18,600,000 | ||||||||||||||
License agreements share of co-commercialization loss as reduction to selling, general and administrative expenses | $ 200,000 | ||||||||||||||
Reimbursement percentage of commercial activity costs incurred | 100% | ||||||||||||||
License and Collaboration Agreement | Navire Pharma, Inc | BMS | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Milestone payments | 0 | 0 | $ 0 | ||||||||||||
Initial transaction price for the license and collaboration agreement | 90,000,000 | ||||||||||||||
Allocation of transaction price to licenses | 70,200,000 | ||||||||||||||
Allocation Of transaction price for research and development | 19,800,000 | ||||||||||||||
Total revenue | 74,700,000 | ||||||||||||||
Deferred revenue | 15,300,000 | 15,300,000 | 15,300,000 | ||||||||||||
Deferred revenue, current portion | 8,200,000 | 8,200,000 | 8,200,000 | ||||||||||||
Deferred revenue, noncurrent | 7,100,000 | 7,100,000 | 7,100,000 | ||||||||||||
License and Collaboration Agreement | Navire Pharma, Inc | Research and Development Expense | BMS | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Total revenue | 4,500,000 | ||||||||||||||
Foundation Medicine Diagnostics Agreement | QED Therapeutics, Inc | Foundation Medicine, Inc | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Receivable from licensing and collaboration agreements | 16,300,000 | 16,300,000 | 16,300,000 | ||||||||||||
Foundation Medicine Diagnostics Agreement | QED Therapeutics, Inc | Foundation Medicine, Inc | Subsequent Event [Member] | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Receivable from licensing and collaboration agreements | $ 5,300,000 | ||||||||||||||
Foundation Medicine Diagnostics Agreement | QED Therapeutics, Inc | Foundation Medicine, Inc | Forecast [Member] | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Reimbursable remaining commencing installments | $ 11,000,000 | ||||||||||||||
License Agreement | LianBio | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Nonrefundable upfront payment receivable | $ 8,000,000 | ||||||||||||||
License Agreement | LianBio | License and Services Revenue | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Total revenue | $ 8,500,000 | ||||||||||||||
License Agreement | LianBio | Maximum | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Future potential development and sales milestone payments yet to receive | $ 382,100,000 | ||||||||||||||
License Agreement | QED Therapeutics, Inc | LianBio | License and Services Revenue | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Total revenue | 0 | ||||||||||||||
Alexion License Agreements | Eidos | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Upfront nonrefundable payment received | $ 25,000,000 | ||||||||||||||
Regulatory milestone payment receivable subject to achievement of regulator milestones | 30,000,000 | 30,000,000 | 30,000,000 | ||||||||||||
Alexion License Agreements | Maximum | Eidos | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Future potential regulatory milestones | $ 30,000,000 | $ 30,000,000 | $ 30,000,000 | ||||||||||||
Alexion Agreements | Eidos | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Total revenue | 26,700,000 | ||||||||||||||
Upfront nonrefundable payment received | $ 25,000,000 | ||||||||||||||
Alexion Agreements | Eidos | Common Stock | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Shares issued | 556,173 | ||||||||||||||
Shares issued, price per share | $ 44.95 | ||||||||||||||
Aggregate purchase price | $ 25,000,000 | ||||||||||||||
Excess of purchase price over the value of common stock shares | $ 1,700,000 | ||||||||||||||
Alexion Agreements | Eidos | Common Stock | The Nasdaq Global Select Market | |||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||
Shares issued, price per share | $ 41.91 | ||||||||||||||
Excess of purchase price over the value of common stock shares | $ 1,700,000 |
Sale of Nonfinancial Assets - A
Sale of Nonfinancial Assets - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | May 31, 2022 | Mar. 04, 2022 | |
Asset Acquisition [Line Items] | ||||||
Loss on sale of certain assets | $ 6,261 | $ 0 | $ 0 | |||
Intangible assets, net | 28,712 | $ 44,934 | $ 0 | |||
Priority Review Voucher | ||||||
Asset Acquisition [Line Items] | ||||||
Definitive agreement to sell | $ 110,000 | |||||
Gross proceeds from sale of priority review voucher | 110,000 | |||||
Gain recognized, net of transactions costs | $ 107,900 | |||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | |||||
Origin-Sentynl APA | ||||||
Asset Acquisition [Line Items] | ||||||
Upfront payment received | $ 10,000 | |||||
Intangible assets, net | $ 16,300 | |||||
Accrued regulatory-based milestone payment | 3,500 | |||||
Origin-Sentynl APA | Other income (expense), net | ||||||
Asset Acquisition [Line Items] | ||||||
Loss on sale of certain assets | $ 6,300 | |||||
Origin-Sentynl APA | Maximum [Member] | ||||||
Asset Acquisition [Line Items] | ||||||
Potential sales milestone payments | $ 4,500 |
In-licensing Agreements - Addit
In-licensing Agreements - Additional Information (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Aug. 31, 2022 License | Mar. 31, 2017 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Aug. 31, 2016 USD ($) | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Research and development expense | $ 399,462 | $ 451,024 | $ 337,047 | |||
Eidos Therapeutics, Inc | Stanford License Agreement | Leland Stanford Junior University | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
License fees | $ 10,000 | |||||
Milestone payments | $ 1,000 | |||||
License agreement of percentage | 10% | |||||
TheRas, Inc | Leidos Biomedical Research License and Cooperative Research and Development Agreements | Leidos Biomedical Research, Inc | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Research and development expense | $ 3,200 | 2,800 | 2,300 | |||
Number of license agreements | License | 2 | |||||
QED Therapeutics, Inc | Foundation Medicine Diagnostics Agreement | Foundation Medicine, Inc | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Research and development expense | $ 2,600 | $ 4,200 | $ 4,800 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Lessee Lease Description [Line Items] | ||||
Impairment loss | $ 12,720 | $ 0 | $ 0 | |
Impairment loss related to operating lease right-of-use assets | 2,600 | |||
One time fees asset non-current | $ 10,000 | |||
Construction-in-Progress | ||||
Lessee Lease Description [Line Items] | ||||
Impairment loss | (10,200) | |||
Construction-in-progress asset | 10,000 | |||
Manufacturing Agreement | ||||
Lessee Lease Description [Line Items] | ||||
Lease agreement expiration | 5 years | |||
Supplemental Agreement | ||||
Lessee Lease Description [Line Items] | ||||
Cost related to manufacturing suite and additional equipment | $ 200 | |||
Termination Agreement | ||||
Lessee Lease Description [Line Items] | ||||
Remaining payable related to dedicated manufacturing suite | 2,000 | |||
Payable related to termination fees for other existing services | $ 1,800 | |||
Property and Equipment | ||||
Lessee Lease Description [Line Items] | ||||
Impairment loss | 700 | |||
Selling General And Administrative Expenses [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Impairment loss for certain asset groups | $ 3,300 |
Leases - Components of Lease Co
Leases - Components of Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Straight line operating lease costs | $ 5,172 | $ 5,611 | $ 3,786 |
Finance lease costs | 443 | 402 | 9 |
Variable lease costs | 6,142 | 4,243 | 832 |
Total lease costs | $ 11,757 | $ 10,256 | $ 4,627 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities | |||
Operating cash flows for operating leases | $ 6,245 | $ 6,122 | $ 4,169 |
Operating cash flows for finance lease | 423 | 272 | 34 |
Right-of-use assets obtained in exchange of lease obligations | |||
Operating leases | 240 | 6,380 | 19,595 |
Finance lease | $ 0 | $ 0 | $ 1,726 |
Leases - Schedule of Suppleme_2
Leases - Schedule of Supplemental Information Related to Remaining Lease Term and Discount Rate (Details) | Dec. 31, 2022 | Dec. 31, 2021 |
Weighted-average remaining lease term (in years) | ||
Operating leases | 5 years 3 months 18 days | 5 years 7 months 6 days |
Finance lease | 3 years 1 month 6 days | 4 years 1 month 6 days |
Weighted-average discount rate | ||
Operating leases | 5.96% | 5.58% |
Finance lease | 6.62% | 6.62% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments for Noncancelable Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Operating leases, 2023 | $ 4,495 | |
Operating leases, 2024 | 3,971 | |
Operating leases, 2025 | 3,938 | |
Operating leases, 2026 | 1,869 | |
Operating leases, 2027 | 850 | |
Operating leases, Thereafter | 3,355 | |
Operating leases, Total future minimum lease payments | 18,478 | |
Operating leases, Imputed interest | (2,529) | |
Total operating lease liabilities | 15,949 | |
Operating lease liabilities, current portion | 3,675 | $ 4,938 |
Operating lease liabilities, net of current portion | $ 12,274 | $ 17,428 |
Share Repurchase Program and _2
Share Repurchase Program and Shelf Registration - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Jul. 07, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | May 31, 2021 | |
Reorganization And Initial Public Offering [Line Items] | |||||
Net proceeds issued from offerings | $ 4,852 | $ 0 | $ 0 | ||
2021 Share Repurchase Program | |||||
Reorganization And Initial Public Offering [Line Items] | |||||
Stock repurchased during period, shares | 3,017,087 | ||||
Stock repurchased, average price per share | $ 49.72 | ||||
Stock repurchased, value | $ 150,000 | ||||
Common Stock | |||||
Reorganization And Initial Public Offering [Line Items] | |||||
Net proceeds issued from offerings | 4,900 | ||||
Maximum amount of stock remaining eligible to be sold | $ 345,000 | ||||
Sale of stock, number of shares issued and sold | 455,800 | ||||
Sale of stock, public offering price per share | $ 10.90 | ||||
Common Stock | 2021 Share Repurchase Program | Maximum | |||||
Reorganization And Initial Public Offering [Line Items] | |||||
Share repurchase program, authorized amount | $ 150,000 | ||||
At-the-Market Offerings | Common Stock | Maximum | |||||
Reorganization And Initial Public Offering [Line Items] | |||||
Aggregate offering, issuance and sale price of common stock to be issued | $ 350,000 | ||||
Percentage of cash commission | 3% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Based Compensation for Employees and Non Employees (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | $ 93,828 | $ 105,574 | $ 58,459 |
BridgeBio Equity Plan | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 93,541 | 100,186 | 46,601 |
Eidos | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 10,902 | ||
Other Subsidiaries Equity Plan | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 287 | 5,388 | 956 |
Research and Development Expense | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 37,987 | 56,195 | 22,685 |
Research and Development Expense | BridgeBio Equity Plan | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 37,700 | 53,829 | 16,316 |
Research and Development Expense | Eidos | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 5,743 | ||
Research and Development Expense | Other Subsidiaries Equity Plan | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 287 | 2,366 | 626 |
Selling, General and Administrative Expenses | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 54,669 | 49,379 | 35,774 |
Selling, General and Administrative Expenses | BridgeBio Equity Plan | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 54,669 | 46,357 | 30,285 |
Selling, General and Administrative Expenses | Eidos | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 5,159 | ||
Selling, General and Administrative Expenses | Other Subsidiaries Equity Plan | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 0 | $ 3,022 | $ 330 |
Restructuring, Impairment and Related Charges | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 1,172 | ||
Restructuring, Impairment and Related Charges | BridgeBio Equity Plan | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | 1,172 | ||
Restructuring, Impairment and Related Charges | Other Subsidiaries Equity Plan | |||
Employee And Non Employee Service Share Based Compensation [Line Items] | |||
Total stock-based compensation | $ 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) | 12 Months Ended | ||||||||
Nov. 18, 2020 USD ($) Grantee shares | Jun. 02, 2020 shares | Apr. 22, 2020 USD ($) Grantee shares | Jun. 25, 2019 shares | Jun. 22, 2019 shares | Dec. 31, 2022 USD ($) Employee $ / shares shares | Dec. 31, 2021 USD ($) $ / shares | Dec. 31, 2020 USD ($) $ / shares | Nov. 13, 2019 shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock-based compensation | $ 93,828,000 | $ 105,574,000 | $ 58,459,000 | ||||||
BridgeBio Equity Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Performance-based milestone awards compensation expense | 2,200,000 | 6,000,000 | 3,000,000 | ||||||
Stock-based compensation | $ 93,541,000 | $ 100,186,000 | 46,601,000 | ||||||
Eidos | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock-based compensation | $ 10,902,000 | ||||||||
Employee Stock Purchase Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Weighted-average grand date fair value of options granted | $ / shares | $ 6.29 | $ 18.31 | $ 10.48 | ||||||
2020 Stock and Equity Award Exchange Program | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Maximum potential milestone performance-based awards to be settled in fully-vested RSA | $ 11,700,000 | $ 183,400,000 | |||||||
Performance-based milestone awards | $ 0 | $ 17,400,000 | |||||||
Stock-based compensation cost associated with milestone awards | $ 700,000 | $ 26,700,000 | $ 9,600,000 | ||||||
2020 Stock and Equity Award Exchange Program | Minimum | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Performance-based milestone awards period for recognition | 8 months 12 days | ||||||||
2020 Stock and Equity Award Exchange Program | Maximum | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Performance-based milestone awards period for recognition | 1 year 8 months 12 days | ||||||||
Employee Stock Options | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Weighted-average grand date fair value of options granted | $ / shares | $ 5.24 | $ 23.09 | $ 11.29 | ||||||
Employee Stock Options | 2020 Stock and Equity Award Exchange Program | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of options issued in exchange of subsidiary equity | shares | 70,436 | 1,268,110 | |||||||
Restricted Stock Awards | 2020 Stock and Equity Award Exchange Program | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of RSAs issued in exchange of subsidiary equity | shares | 50,145 | ||||||||
Performance based milestone awards compensation expense settled with equity | $ 1,900,000 | $ 7,900,000 | |||||||
Performance-Based RSAs | 2020 Stock and Equity Award Exchange Program | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of Performance-Based RSAs issued in exchange of subsidiary equity | shares | 22,611 | ||||||||
Performance-Based Stock Options | 2020 Stock and Equity Award Exchange Program | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of Performance-Based stock options issued in exchange of subsidiary equity | shares | 10,772 | ||||||||
A&R 2019 Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Increase in common stock reserved for issuance | shares | 2,500,000 | ||||||||
Percentage of automatic annual increase in number of shares reserved for future issuance | 5% | ||||||||
A&R 2019 Plan | 2020 Stock and Equity Award Exchange Program | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of grantees | Grantee | 16 | 149 | |||||||
Number of shares issued in exchange of subsidiary equity | shares | 24,924 | 554,064 | |||||||
A&R 2019 Plan and 2019 Inducement Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Total intrinsic value of options exercised | $ 2,200,000 | ||||||||
Weighted-average grand date fair value of options granted | $ / shares | $ 5.24 | ||||||||
A&R 2019 Plan and 2019 Inducement Plan | 2020 Stock and Equity Award Exchange Program | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock-based compensation | $ 3,238,000 | 24,065,000 | $ 2,292,000 | ||||||
A&R 2019 Plan and 2019 Inducement Plan | Employee Stock Options | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Vesting period | 4 years | ||||||||
Stock-based compensation | $ 39,700,000 | 31,100,000 | 15,600,000 | ||||||
Unrecognized compensation cost | $ 53,200,000 | ||||||||
Unrecognized compensation cost, period for recognition | 2 years | ||||||||
A&R 2019 Plan and 2019 Inducement Plan | Restricted Stock Awards | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock-based compensation | $ 8,564,000 | 30,305,000 | 10,676,000 | ||||||
Unrecognized compensation cost, period for recognition | 1 year 1 month 6 days | ||||||||
Unrecognized compensation cost | $ 4,700,000 | ||||||||
A&R 2019 Plan and 2019 Inducement Plan | Restricted Stock Units (RSUs) | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock-based compensation | $ 43,100,000 | $ 25,000,000 | 7,400,000 | ||||||
Unrecognized compensation cost, period for recognition | 2 years 2 months 12 days | ||||||||
Unrecognized compensation cost | $ 82,100,000 | ||||||||
2019 Employee Stock Purchase Plan | BridgeBio Equity Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of common shares authorized to issue for issuance of awards | shares | 2,000,000 | ||||||||
Common shares reserved for future issuance | shares | 3,895,891 | ||||||||
Stock-based compensation | $ 2,600,000 | ||||||||
Percentage of automatic annual increase in number of shares reserved for future issuance | 1% | ||||||||
Purchase price as percentage of lower of fair market value as of beginning or end of offering period | 85% | ||||||||
Maximum percentage of employee payroll deduction for stock purchase | 15% | ||||||||
Maximum number of shares eligible to purchase during offering period | shares | 3,500 | ||||||||
2019 Employee Stock Purchase Plan | Employee Stock Purchase Plan | BridgeBio Equity Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of common shares authorized to issue for issuance of awards | shares | 2,000,000 | ||||||||
Eidos 2016 and 2018 Plans | Eidos | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of options issued in exchange of subsidiary equity | shares | 2,776,672 | ||||||||
Number of RSUs issued in exchange of subsidiary equity | shares | 25,972 | ||||||||
Stock-based compensation | $ 10,900,000 | ||||||||
Number of employees for replacement awards | Employee | 88 | ||||||||
Incremental compensation cost for awards modification | $ 0 | ||||||||
Common Stock | A&R 2019 Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of common shares authorized to issue for issuance of awards | shares | 11,500,000 | 1,000,000 | |||||||
Common Stock | 2019 Inducement Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Common shares reserved for future issuance | shares | 305,588 | ||||||||
Common Stock | Eidos Award Exchange Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Common shares reserved for future issuance | shares | 2,802,644 | ||||||||
Common Stock | 2021 A&R Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Common shares reserved for future issuance | shares | 7,926,630 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Option Activity under Plans (Details) - A&R 2019 Plan and 2019 Inducement Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Options Outstanding, Outstanding, Beginning balance | 12,141,756 | |
Options Outstanding, Granted | 1,468,894 | |
Options Outstanding, Exercised | (289,165) | |
Options Outstanding, Cancelled | (1,683,624) | |
Options Outstanding, Outstanding, Ending balance | 11,637,861 | 12,141,756 |
Options Outstanding, Exercisable | 7,091,695 | |
Eidos | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Options Outstanding, Outstanding, Beginning balance | 2,107,626 | |
Options Outstanding, Exercised | (155,635) | |
Options Outstanding, Cancelled | (506,106) | |
Options Outstanding, Outstanding, Ending balance | 1,445,885 | 2,107,626 |
Options Outstanding, Exercisable | 1,220,199 | |
Weighted-Average Exercise Price per Option, Outstanding, Beginning balance | $ 16.14 | |
Weighted-Average Exercise Price per Option, Exercised | 2.64 | |
Weighted-Average Exercise Price per Option, Cancelled | 23.66 | |
Weighted-Average Exercise Price per Option, Outstanding, Ending balance | 14.96 | $ 16.14 |
Weighted-Average Exercise Price per Option, Exercisable | $ 13.50 | |
Weighted-Average Remaining Contractual Life (years), Outstanding, Ending balance | 5 years 10 months 24 days | 6 years 10 months 24 days |
Weighted-Average Remaining Contractual Life (years), Exercisable | 5 years 8 months 12 days | |
Aggregate Intrinsic Value, Outstanding, Ending balance | $ 1,427 | $ 10,147 |
Aggregate Intrinsic Value, Exercisable | $ 1,418 | |
Regular Equity Program | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Options Outstanding, Outstanding, Beginning balance | 9,493,258 | |
Options Outstanding, Granted | 1,468,894 | |
Options Outstanding, Cancelled | (1,150,216) | |
Options Outstanding, Outstanding, Ending balance | 9,811,936 | 9,493,258 |
Options Outstanding, Exercisable | 5,500,728 | |
Weighted-Average Exercise Price per Option, Outstanding, Beginning balance | $ 31.85 | |
Weighted-Average Exercise Price per Option, Granted | 8.45 | |
Weighted-Average Exercise Price per Option, Cancelled | 34.80 | |
Weighted-Average Exercise Price per Option, Outstanding, Ending balance | 28 | $ 31.85 |
Weighted-Average Exercise Price per Option, Exercisable | $ 27.74 | |
Weighted-Average Remaining Contractual Life (years), Outstanding, Ending balance | 7 years 8 months 12 days | 8 years 6 months |
Weighted-Average Remaining Contractual Life (years), Exercisable | 7 years | |
Aggregate Intrinsic Value, Outstanding, Ending balance | $ 0 | $ 0 |
Aggregate Intrinsic Value, Exercisable | $ 0 | |
2020 Stock and Equity Award Exchange Program | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Options Outstanding, Outstanding, Beginning balance | 540,872 | |
Options Outstanding, Exercised | (133,530) | |
Options Outstanding, Cancelled | (27,302) | |
Options Outstanding, Outstanding, Ending balance | 380,040 | 540,872 |
Options Outstanding, Exercisable | 370,768 | |
Weighted-Average Exercise Price per Option, Outstanding, Beginning balance | $ 2.46 | |
Weighted-Average Exercise Price per Option, Exercised | 1.89 | |
Weighted-Average Exercise Price per Option, Cancelled | 6.67 | |
Weighted-Average Exercise Price per Option, Outstanding, Ending balance | 2.35 | $ 2.46 |
Weighted-Average Exercise Price per Option, Exercisable | $ 2.24 | |
Weighted-Average Remaining Contractual Life (years), Outstanding, Ending balance | 6 years 2 months 12 days | 7 years |
Weighted-Average Remaining Contractual Life (years), Exercisable | 6 years 2 months 12 days | |
Aggregate Intrinsic Value, Outstanding, Ending balance | $ 2,246 | $ 7,956 |
Aggregate Intrinsic Value, Exercisable | $ 2,211 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Restricted Stock Units Activity (Details) - A&R 2019 Plan and 2019 Inducement Plan - Restricted Stock Units (RSUs) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Beginning balance | shares | 3,537,719 |
Unvested Shares of Restricted Stock Outstanding, Granted | shares | 4,700,333 |
Unvested Shares of Restricted Stock Outstanding, Vested | shares | (1,953,772) |
Unvested Shares of Restricted Stock Outstanding, Cancelled | shares | (2,175,638) |
Unvested Shares of Restricted Stock Outstanding, Ending balance | shares | 4,108,642 |
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares | $ 45.36 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 8.56 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 22.42 |
Weighted-Average Grant Date Fair Value, Cancelled | $ / shares | 31.32 |
Weighted-Average Grant Date Fair Value, Ending balance | $ / shares | $ 21.60 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Restricted Stock Award Activity under Plans (Details) - Restricted Stock Awards - A&R 2019 Plan and 2019 Inducement Plan | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Beginning balance | shares | 1,789,943 |
Unvested Shares of Restricted Stock Outstanding, Ending balance | shares | 652,058 |
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares | $ 5.50 |
Weighted-Average Grant Date Fair Value, Ending balance | $ / shares | $ 7.29 |
2020 Stock and Equity Award Exchange Program | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Granted | shares | 407,786 |
Unvested Shares of Restricted Stock Outstanding, Vested | shares | (407,786) |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | $ 7.94 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | $ 7.94 |
Regular Equity Program | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested Shares of Restricted Stock Outstanding, Vested | shares | (1,091,320) |
Unvested Shares of Restricted Stock Outstanding, Cancelled | shares | (46,565) |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | $ 4.39 |
Weighted-Average Grant Date Fair Value, Cancelled | $ / shares | $ 6.22 |
Stock-Based Compensation - Su_5
Stock-Based Compensation - Summary of Recognized Stock-based Compensation Expense Related to Restricted Stock Award Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation | $ 93,828 | $ 105,574 | $ 58,459 |
A&R 2019 Plan and 2019 Inducement Plan | 2020 Stock and Equity Award Exchange Program | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation | 3,238 | 24,065 | 2,292 |
A&R 2019 Plan and 2019 Inducement Plan | Other RSAs | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation | 5,326 | 6,240 | 8,384 |
A&R 2019 Plan and 2019 Inducement Plan | Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation | $ 8,564 | $ 30,305 | $ 10,676 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Assumptions Used to Determine Fair Value of Stock Options and Stock Purchase Rights under ESPP (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Employee Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 6 years | ||
Expected volatility | 65.90% | ||
Expected volatility, Minimum | 49% | 36.30% | |
Expected volatility, Maximum | 52% | 46.40% | |
Risk-free interest rate | 3.20% | ||
Risk-free interest rate, Minimum | 0.60% | 0.30% | |
Risk-free interest rate, Maximum | 1.30% | 1.50% | |
Dividend yield | 0% | 0% | 0% |
Weighted-average fair value of stock-based awards granted | $ 5.24 | $ 23.09 | $ 11.29 |
Minimum | Employee Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 5 years 6 months | 5 years | |
Maximum | Employee Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 6 years 29 days | 6 years 29 days | |
Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 6 months | 6 months | |
Expected volatility, Minimum | 52% | 47.60% | 32.50% |
Expected volatility, Maximum | 191.70% | 52% | 47.60% |
Risk-free interest rate, Minimum | 0.10% | 0.10% | 0.10% |
Risk-free interest rate, Maximum | 3.10% | 0.10% | 1.60% |
Dividend yield | 0% | 0% | 0% |
Weighted-average fair value of stock-based awards granted | $ 6.29 | $ 18.31 | $ 10.48 |
Employee Stock Purchase Plan | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 4 months 24 days | ||
Employee Stock Purchase Plan | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 7 months 24 days |
Stock-Based Compensation - Su_6
Stock-Based Compensation - Summary of Fair Value of Employee Eidos Stock Options Granted (Details) - Eidos - Employee Stock Options Valuation | 12 Months Ended |
Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 6 years 21 days |
Expected volatility | 72.10% |
Risk-free interest rate | 0.52% |
Dividend yield | 0% |
Restructuring, Impairment and_3
Restructuring, Impairment and Related Charges - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring, impairment and related charges | $ 43,765 |
Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Estimated charges to be incurred | 6,000 |
Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Estimated charges to be incurred | $ 9,000 |
Restructuring, Impairment and_4
Restructuring, Impairment and Related Charges - Summary of Restructuring, Impairment and Related Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |||
Winding down, exit and other related costs | $ 20,739 | ||
Long-lived assets impairments and write-offs | 12,720 | $ 0 | $ 0 |
Severance and employee-related costs | 10,306 | ||
Total | $ 43,765 |
Restructuring, Impairment and_5
Restructuring, Impairment and Related Charges - Schedule of Activity Related to Restructuring Liabilities Associated to Restructuring Initiatives (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring liabilities, balance | $ 0 |
Reclassification of final payment obligation related to a manufacturing agreement that was recognized in the prior period (see Note 14) | 2,185 |
Restructuring, impairment and related charges | 43,765 |
Cash payments | (25,232) |
Noncash activities | (13,892) |
Restructuring liabilities, balance | 6,826 |
Accounts Payable | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring liabilities, balance | 896 |
Accrued Compensation and Benefits | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring liabilities, balance | 41 |
Accrued Research and Development Liabilities | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring liabilities, balance | $ 5,889 |
Income Taxes - Components of Ne
Income Taxes - Components of Net Loss Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 485,079 | $ 586,478 | $ 505,488 |
Foreign | (427) | (24) | 0 |
Total loss before income taxes | $ 484,652 | $ 586,454 | $ 505,488 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
Aug. 16, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2017 | |
Operating Loss Carryforwards [Line Items] | |||||
Income tax expense, domestic | $ 0 | $ 0 | $ 0 | ||
Income tax expense, foreign | 0 | 0 | 0 | ||
Deferred tax expense, domestic | 0 | 0 | 0 | ||
Deferred tax expense, foreign | $ 0 | 0 | 0 | ||
Net operating loss carryforwards, expiration year | 2038 | ||||
Federal net operating losses | $ 1,400,000,000 | $ 37,500,000 | |||
Percentage of taxable income limitation in utilization of operating loss carry forward | 80% | ||||
Federal net operating losses, expiration year | 2035 | ||||
R&E expenditures captial account amortized period | 5 years | ||||
Increase in valuation allowance | $ 110,000,000 | 199,500,000 | 95,500,000 | ||
Unrecognized tax benefits, income tax penalties and interest expense | $ 0 | $ 0 | |||
Percentage of corporate alternative minimum tax rate | 15% | ||||
Percentage of excise tax on corporate stock buy-back | 1% | ||||
Other liabilities | |||||
Operating Loss Carryforwards [Line Items] | |||||
Deferred tax liability, net | $ 1,100,000 | ||||
Non US | |||||
Operating Loss Carryforwards [Line Items] | |||||
R&E expenditures captial account amortized period | 15 years | ||||
Federal | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | $ 1,400,000,000 | ||||
Federal | Research and Development and Orphan Drug | |||||
Operating Loss Carryforwards [Line Items] | |||||
Tax credit carryforwards | $ 92,700,000 | ||||
Tax credit carryforward, expiration year | 2036 | ||||
State | Research and Development | |||||
Operating Loss Carryforwards [Line Items] | |||||
Tax credit carryforwards | $ 17,200,000 | ||||
State | CA | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | $ 255,400,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Rate and Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Tax at statutory federal rate | 21% | 21% | 21% |
Change in valuation allowance | (21.70%) | (25.60%) | (25.00%) |
Research and development credits | 3.20% | 3.90% | 3.30% |
Stock-based compensation | (1.80%) | 1.20% | 1% |
Other | (0.70%) | (0.50%) | (0.30%) |
Effective income tax rate | 0% | 0% | 0% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | ||
Net operating loss carry-forwards | $ 325,830 | $ 331,537 |
Amortization | 9,172 | 9,570 |
Accruals and reserves | 5,261 | 8,833 |
Stock-based compensation | 16,134 | 10,233 |
Tax credits | 86,012 | 67,724 |
Operating lease liabilities | 3,075 | 3,821 |
Deferred income from asset sale | 2,391 | 0 |
Capitalized research and experimental expenditures | 77,190 | 0 |
Deferred interest expense | 13,154 | 0 |
Property and equipment | 600 | 0 |
Other | 268 | 448 |
Gross deferred tax assets | 539,087 | 432,166 |
Less valuation allowance | (533,929) | (423,909) |
Deferred tax assets, net of valuation allowance | 5,158 | 8,257 |
Deferred tax liabilities: | ||
Property and equipment | 0 | (339) |
Operating lease right-of-use assets | (2,001) | (2,844) |
Unrealized gains and losses | (3,157) | (5,074) |
Deferred tax liabilities | (5,158) | (8,257) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Balance at the beginning of the year | $ 21,254 | $ 12,524 |
Additions of prior year positions | 724 | 4,037 |
Reductions of prior year positions | 0 | (354) |
Additions based on tax positions related to current year | 5,035 | 5,047 |
Balance at the end of the year | $ 27,013 | $ 21,254 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders of BridgeBio - Schedule of Common Stock Equivalents were Excluded from Computation of Diluted Net Loss per Share (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 52,252,566 | 56,406,601 | 29,240,319 |
Unvested RSAs | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 1,789,943 | 652,058 | 3,364,366 |
Unvested RSUs | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 3,537,719 | 4,108,642 | 1,053,838 |
Unvested Market-Based RSUs | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 0 | 0 | 2,380 |
Unvested Performance-Based RSUs | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 69,340 | 7,875 | 73,304 |
Unvested Performance-Based RSAs | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 0 | 0 | 22,611 |
Common Stock Options Issued and Outstanding | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 12,141,756 | 11,637,861 | 7,632,961 |
Estimated Shares Issuable Under Performance-Based Milestone Compensation Arrangements | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 13,959,588 | 19,201,212 | 4,161,970 |
Estimated Shares Issuable Under the ESPP | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 172,927 | 217,660 | 50,584 |
Assumed Conversion of 2027 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 12,878,305 | 12,878,305 | 12,878,305 |
Assumed Conversion of 2029 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of diluted net loss per share | 7,702,988 | 7,702,988 | 0 |