Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 29, 2019 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | GERON CORP | |
Entity Central Index Key | 0000886744 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 186,516,047 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | GERN |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 6,800 | $ 10,575 |
Restricted cash | 270 | 269 |
Marketable securities | 145,180 | 152,714 |
Interest and other receivables | 976 | 1,168 |
Prepaid assets | 2,723 | 1,332 |
Total current assets | 155,949 | 166,058 |
Noncurrent marketable securities | 17,871 | 18,582 |
Property and equipment, net | 89 | 59 |
Operating lease, right-of-use asset | 571 | |
Other assets | 1,186 | 585 |
Total assets | 175,666 | 185,284 |
Current liabilities: | ||
Accounts payable | 913 | 982 |
Accrued compensation and benefits | 1,661 | 2,642 |
Amount due to Janssen Biotech, Inc. | 2,071 | 2,610 |
Operating lease liability | 571 | |
Accrued liabilities | 1,037 | 1,317 |
Total current liabilities | 6,253 | 7,551 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock | 186 | 186 |
Additional paid-in capital | 1,190,651 | 1,189,194 |
Accumulated deficit | (1,021,523) | (1,011,464) |
Accumulated other comprehensive gain (loss) | 99 | (183) |
Total stockholders' equity | 169,413 | 177,733 |
Total liabilities and stockholders' equity | $ 175,666 | $ 185,284 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues: | ||
License fees and royalties | $ 57 | $ 318 |
Operating expenses: | ||
Research and development | 5,906 | 2,440 |
General and administrative | 5,452 | 5,315 |
Total operating expenses | 11,358 | 7,755 |
Loss from operations | (11,301) | (7,437) |
Interest and other income | 1,162 | 394 |
Change in fair value of equity investment | 98 | (125) |
Other expense | (18) | (18) |
Net loss | $ (10,059) | $ (7,186) |
Basic and diluted net loss per share | $ (0.05) | $ (0.04) |
Shares used in computing basic and diluted net loss per share | 186,393,128 | 160,525,947 |
CONDENSED STATEMENTS OF COMPREH
CONDENSED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (10,059) | $ (7,186) |
Net unrealized gain (loss) on marketable securities | 282 | (124) |
Comprehensive loss | $ (9,777) | $ (7,310) |
CONDENSED STATEMENTS OF STOCKHO
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Gain (Loss) |
Balances at Dec. 31, 2017 | $ 103,797 | $ 160 | $ 1,089,684 | $ (985,840) | $ (207) |
Balances (in shares) at Dec. 31, 2017 | 159,877,239 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Cumulative effect of accounting principle change | 1,393 | 1,393 | |||
Net loss | (7,186) | (7,186) | |||
Other comprehensive income (loss) | (124) | (124) | |||
Issuance of common stock in connection with at market offering, net of issuance costs | 1,553 | $ 1 | 1,552 | ||
Issuance of common stock in connection with at market offering, net of issuance costs (in shares) | 776,788 | ||||
Stock-based compensation related to issuance of common stock and options in exchange for services | 71 | 71 | |||
Stock-based compensation related to issuance of common stock and options in exchange for services (in shares) | 8,308 | ||||
Stock-based compensation for equity-based awards to employees and directors | 1,614 | 1,614 | |||
401(k) contribution | 10 | 10 | |||
Balances at Mar. 31, 2018 | 101,128 | $ 161 | 1,092,931 | (991,633) | (331) |
Balances (in shares) at Mar. 31, 2018 | 160,662,335 | ||||
Balances at Dec. 31, 2018 | 177,733 | $ 186 | 1,189,194 | (1,011,464) | (183) |
Balances (in shares) at Dec. 31, 2018 | 186,392,682 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (10,059) | (10,059) | |||
Other comprehensive income (loss) | 282 | 282 | |||
Stock-based compensation related to issuance of common stock and options in exchange for services | 22 | 22 | |||
Stock-based compensation related to issuance of common stock and options in exchange for services (in shares) | 13,365 | ||||
Stock-based compensation for equity-based awards to employees and directors | 1,426 | 1,426 | |||
401(k) contribution | 9 | 9 | |||
Balances at Mar. 31, 2019 | $ 169,413 | $ 186 | $ 1,190,651 | $ (1,021,523) | $ 99 |
Balances (in shares) at Mar. 31, 2019 | 186,406,047 |
CONDENSED STATEMENTS OF STOCK_2
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Statement Of Stockholders Equity [Abstract] | |
Issuance costs | $ 48 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities: | ||
Net loss | $ (10,059) | $ (7,186) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 15 | 16 |
Accretion and amortization on investments, net | (482) | 24 |
Change in fair value of equity investment, including foreign currency translation | (103) | 125 |
Stock-based compensation for services by non-employees | 22 | 71 |
Stock-based compensation for employees and directors | 1,426 | 1,614 |
Amortization related to 401(k) contributions | 9 | 10 |
Changes in assets and liabilities: | ||
Current and noncurrent assets | (1,532) | 89 |
Current liabilities | (2,034) | (2,131) |
Net cash used in operating activities | (12,738) | (7,368) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (45) | |
Purchases of marketable securities | (44,092) | (19,768) |
Proceeds from maturities of marketable securities | 53,101 | 17,160 |
Net cash provided by (used in) investing activities | 8,964 | (2,608) |
Cash flows from financing activities: | ||
Proceeds from issuances of common stock, net of issuance costs | 1,553 | |
Net cash provided by financing activities | 1,553 | |
Net decrease in cash, cash equivalents and restricted cash | (3,774) | (8,423) |
Cash, cash equivalents and restricted cash at the beginning of the period | 10,844 | 16,603 |
Cash, cash equivalents and restricted cash at the end of the period | $ 7,070 | $ 8,180 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The terms “Geron”, the “Company”, “we” and “us” as used in this report refer to Geron Corporation. The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 or any other period. These financial statements and notes should be read in conjunction with the financial statements for each of the three years ended December 31, 2018, included in the Company’s Annual Report on Form 10-K. The accompanying condensed balance sheet as of December 31, 2018 has been derived from audited financial statements at that date. Net Loss Per Share Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the periods presented, without consideration for potential common shares. Diluted net income per share would be calculated by adjusting the weighted-average number of shares of common stock outstanding for the dilutive effect of potential common shares outstanding for the periods presented, as determined using the treasury-stock method. Potential dilutive securities consist of outstanding stock options and a warrant to purchase our common stock. Diluted net loss per share excludes potential dilutive securities outstanding for all periods presented as their effect would be anti-dilutive. Accordingly, basic and diluted net loss per share is the same for all periods presented in the accompanying condensed statements of operations. Since we incurred a net loss for the three months ended March 31, 2019 and 2018, the diluted net loss per share calculation excludes potential dilutive securities of 32,714,257 and 26,245,422, respectively, related to outstanding stock options and warrant as their effect would have been anti-dilutive. Use of Estimates The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to accrued liabilities, revenue recognition, fair value of marketable securities and equity investments, income taxes, and stock-based compensation. We base our estimates on historical experience and on various other market specific and relevant assumptions that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. Fair Value of Financial Instruments Cash Equivalents and Marketable Securities We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. We are subject to credit risk related to our cash equivalents and marketable securities. Our marketable debt securities include commercial paper and corporate notes. We classify our marketable debt securities as available-for-sale. We record available-for-sale securities at fair value with unrealized gains and losses reported in accumulated other comprehensive income (loss) in stockholders’ equity. Realized gains and losses are included in interest and other income and are derived using the specific identification method for determining the cost of securities sold and have been insignificant to date. Dividend and interest income are recognized when earned and included in interest and other income in our condensed statements of operations. We recognize a charge when the declines in the fair values below the amortized cost bases of our available-for-sale securities are judged to be other-than-temporary. We consider various factors in determining whether to recognize an other-than-temporary charge, including whether we intend to sell the security or whether it is more likely than not that we would be required to sell the security before recovery of the amortized cost basis. Declines in market value judged as other-than-temporary result in a charge to interest and other income. We have not recorded any other-than-temporary impairment charges on our available-for-sale securities for the three months ended March 31, 2019 and 2018. See Note 2 on Fair Value Measurements. Equity Investments With the adoption of ASU No. 2016-01, Financial Instruments - Overall: Recognition and Measurement of Financial Assets and Financial Liabilities Leases At the inception of an arrangement, we determine whether the arrangement is or contains a lease based on the unique facts and circumstances present. Operating leases are included in operating lease, right-of-use assets and lease liabilities in our condensed balance sheets. Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of remaining lease payments over the expected lease term. The interest rate implicit in lease contracts is typically not readily determinable. As such, to calculate the net present value of lease payments, we apply our incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment as of the lease commencement date. We may adjust the right-of-use assets for certain adjustments, such as initial direct costs paid or incentives received. In addition, we include any options to extend or terminate the lease in the expected lease term when it is reasonably certain that we will exercise any such option. Lease expense is recognized on a straight-line basis over the expected lease term. For lease agreements entered into after January 1, 2019 that include lease and non-lease components, such components are generally accounted for separately. For our office space lease, as a result of us having elected to adopt the package of practical expedients under accounting transition guidance, we account for the lease and non-lease components, such as common area maintenance, as a single lease component. We have also elected not to recognize on our condensed balance sheets leases with terms of one year or less. See “New Accounting Pronouncements – Recently Adopted” in this Note 1 on Summary of Significant Accounting Policies for additional information on the adoption of the new accounting standard for leases. Revenue Recognition Beginning January 1, 2018, we recognize revenue in accordance with the provisions of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers A performance obligation is a promise in an agreement to transfer a distinct good or service to the customer and is the unit of account in Topic 606. Significant management judgment is required to determine the level of effort required and the period over which completion of the performance obligations is expected under an agreement. If reasonable estimates regarding when performance obligations are either complete or substantially complete cannot be made, then revenue recognition is deferred until a reasonable estimate can be made. Revenue is then recognized over the remaining estimated period of performance using the cumulative catch-up method. We allocate the total transaction price to each performance obligation based on the estimated relative stand-alone selling prices of the promised goods or services underlying each performance obligation. Estimated selling prices for license rights are calculated using an income approach model and include the following key assumptions, judgments and estimates: the development timeline, revenue forecast, commercialization expenses, discount rate and probabilities of technical and regulatory success. Following is a description of the principal activities from which we generate revenue. License fees and royalty revenue primarily represent amounts earned under agreements that out-license our technology to various companies. License and/or Collaboration Agreements We have entered into several license agreements with various oncology, diagnostics, research tools and biologics production companies. Economic terms in these agreements may include non-refundable upfront license payments in cash or equity securities, annual license maintenance fees, cost sharing arrangements, milestone payments, royalties on future sales of products, or any combination of these items. Non-refundable upfront fees, annual license maintenance fees and funding of research and development activities are considered fixed, while milestone payments and royalties are identified as variable consideration. Licenses of Intellectual Property. If we determine the license to intellectual property is distinct from the other performance obligations identified in the agreement and the licensee can use and benefit from the license, we recognize revenue from non-refundable upfront fees allocated to the license upon the completion of the transfer of the license to the licensee. For such licenses, we recognize revenue from annual license maintenance fees upon the start of the new license period. For licenses that are bundled with other performance obligations, we assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable upfront fees or annual license maintenance fees. At each reporting period, we reassess the progress and, if necessary, adjust the measure of performance and related revenue recognition. Milestone Payments . At the inception of each agreement that includes 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. If it is probable that a significant revenue reversal would not occur, the value of the associated milestone is included in the transaction price. For milestones that we do not deem to be probable of being achieved, the associated milestone payments are fully constrained and the value of the milestone is excluded from the transaction price with no revenue being recognized. Milestone payments that are not within our control, such as regulatory-related accomplishments, are not considered probable of being achieved until those accomplishments have been communicated by the relevant regulatory authority. Once the assessment of probability of achievement becomes probable, we recognize revenue for the milestone payment. At each reporting period, we assess the probability of achievement of each milestone under our current agreements. Royalties . For agreements with sales-based royalties, including milestone payments based on the level of sales, where the license is deemed to be the predominant item to which the royalties relate, we recognize revenue at the later of (a) when the related sales occur, or (b) when the performance obligation, to which some or all of the royalty has been allocated, has been satisfied (or partially satisfied). At each reporting period, we estimate the sales incurred by each licensee based on historical experience and accrue the associated royalty amount. Cost Sharing Arrangements . Research and development and other expenses being shared by both parties under an agreement are recorded as earned or owed based on the performance obligations by both parties under the respective agreement. For arrangements in which we and our collaboration partner in the agreement are exposed to significant risks and rewards that depend on the commercial success of the activity, we recognize payments between the parties on a net basis and record such amounts as a reduction or addition to research and development expense. For arrangements in which we have agreed to perform certain research and development services for our collaboration partner and are not exposed to significant risks and rewards that depend on the commercial success of the activity, we recognize the respective cost reimbursements as revenue under the collaborative agreement over time in a manner proportionate to the costs we incurred to perform the services using the input method. Restricted Cash Restricted cash consists of funds maintained in a separate certificate of deposit account for credit card purchases. Research and Development Expenses Research and development expenses consist of expenses incurred in identifying, developing and testing product candidates resulting from our independent efforts as well as efforts associated with collaborations. These expenses include, but are not limited to, in-process research and development acquired in an asset acquisition and deemed to have no alternative future use, payroll and personnel expense, lab supplies, non-clinical studies, clinical trials, including support for investigator-sponsored clinical trials, raw materials to manufacture clinical trial drugs, manufacturing costs for research and clinical trial materials, sponsored research at other labs, consulting, costs to maintain technology licenses, our proportionate share of research and development costs under cost sharing arrangements with collaboration partners and research-related overhead. Research and development costs are expensed as incurred, including costs incurred under our collaboration and/or license agreements. Until the sponsorship responsibilities for imetelstat transfer from Janssen to us, including the U.S. Investigational New Drug, or IND, application and all foreign regulatory applications, Janssen will continue conducting ongoing clinical trials of imetelstat during the transition of the program to us. For the clinical development activities being conducted by Janssen under the collaboration and license agreement, or Collaboration Agreement, which was terminated effective September 28, 2018, we monitor patient enrollment levels and related activities to the extent possible through discussions with Janssen personnel and base our estimates of clinical trial costs on the best information available at the time. However, additional information may become available to us which would allow us to make a more accurate estimate in future periods. In this event, we may be required to record adjustments to research and development expenses in future periods when the actual level of activity becomes more certain. Depreciation and Amortization We record property and equipment at cost and calculate depreciation using the straight-line method over the estimated useful lives of the assets, generally four years. Leasehold improvements are amortized over the shorter of the estimated useful life or remaining term of the lease. Stock-Based Compensation We recognize stock-based compensation expense based on grant-date fair values of service-based instruments on a straight-line basis over the requisite service period, which is generally the vesting period. For performance-based stock options with vesting based on the achievement of certain strategic milestones, stock-based compensation expense is recognized over the period from the date the performance condition is determined to be probable of occurring through the date the applicable condition is expected to be met and is reduced for estimated forfeitures, as applicable. If the performance condition is not considered probable of being achieved, no stock-based compensation expense is recognized until such time as the performance condition is considered probable of being met, if at all. If that assessment of probability of the performance condition changes, the impact of the change in estimate would be recognized in the period of the change. The following table summarizes the stock-based compensation expense included in operating expenses on our condensed statements of operations related to stock options and employee stock purchases for the three months ended March 31, 2019 and 2018 which was allocated as follows: Three Months Ended March 31, (In thousands) 2019 2018 Research and development $ 240 $ 155 General and administrative 1,186 1,459 Stock-based compensation expense included in operating expenses $ 1,426 $ 1,614 As stock-based compensation expense recognized in our condensed statements of operations for the three months ended March 31, 2019 and 2018 is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures, but at a minimum, reflects the grant-date fair value of those awards that actually vested in the period. Forfeitures have been estimated at the time of grant based on historical data and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. We have not recognized any stock-based compensation expense for performance-based stock options in our condensed statements of operations for the three months ended March 31, 2019 and 2018, as the achievement of specified strategic milestones was not considered probable at that time. Stock Options We grant service-based and performance-based options under our equity plans to employees, non-employee directors and consultants. The service-based vesting period for employee options is generally four years from the date of the option grant. Performance-based options vest upon the achievement of specified strategic milestones. The fair value of service-based and performance-based options granted during the three months ended March 31, 2019 and 2018 has been estimated at the date of grant using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2019 2018 Dividend yield 0% 0% Expected volatility range 0.925 to 0.980 0.821 Risk-free interest rate range 2.24% to 2.56% 2.55% Expected term range 5.25 yrs to 6.44 yrs 5.25 yrs Employee Stock Purchase Plan The fair value of employees’ purchase rights during the three months ended March 31, 2019 and 2018 has been estimated using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2019 2018 Dividend yield 0% 0% Expected volatility range 1.333 to 1.653 0.437 to 0.475 Risk-free interest rate range 2.56% to 2.63% 1.53% to 1.76% Expected term range 6 mos to 12 mos 6 mos to 12 mos Dividend yield is based on historical cash dividend payments. The expected volatility is based on historical volatilities of our stock since traded options on our common stock do not correspond to option terms and the trading volume of options is limited. The risk-free interest rate range is based on the U.S. Zero Coupon Treasury Strip Yields for the expected term in effect on the date of grant for an award. The expected term of options is derived from actual historical exercise and post-vesting cancellation data and represents the period of time that options granted are expected to be outstanding. The expected term of employees’ purchase rights is equal to the purchase period. Non-Employee Stock-Based Awards For our non-employee stock-based awards, the measurement date on which the fair value of the stock-based award is calculated is equal to the earlier of: (i) the date at which a commitment for performance by the counterparty to earn the equity instrument is reached or (ii) the date at which the counterparty’s performance is complete. We recognize stock-based compensation expense for the fair value of the vested portion of non-employee stock-based awards in our condensed statements of operations. Segment Information Our executive management team represents our chief decision maker. We view our operations as a single segment, the development of therapeutic products for oncology. As a result, the financial information disclosed herein materially represents all of the financial information related to our principal operating segment. Recent Accounting Pronouncements New Accounting Pronouncements – Recently Adopted In February 2016, the Financial Accounting Standards Board, or FASB, issued ASU 2016-02, Leases (Topic 842) Leases (Topic 842): Targeted Improvements We adopted Topic 842 on January 1, 2019 using the modified retrospective approach as allowed under ASU 2018-11, and we elected to utilize the available practical expedients. Financial results for the reporting periods beginning after January 1, 2019 are presented under Topic 842, while prior period amounts have not been adjusted and continue to be reported in accordance with our historical accounting under Accounting Standards Codification Topic 840, Leases , or Topic 840 In connection with the adoption of Topic 842 as of January 1, 2019, we recorded an operating lease, right-of-use asset and a corresponding operating lease liability of approximately $736,000 for the net present value of remaining lease payments of our current operating lease for our office space. The adoption of Topic 842 did not have a material impact on our condensed statements of operations. See Note 4 on Operating Lease for further discussion of our operating lease obligation. As of January 1, 2019 we also adopted ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting In August 2018, the Securities and Exchange Commission issued Release No. 33-10532 that amends and clarifies certain financial reporting requirements. The principal change to our financial reporting is the inclusion of the annual disclosure requirement of changes in stockholders’ equity in Rule 3-04 of Regulation S-X to interim periods. With the adoption of this new rule on January 1, 2019, condensed statements of stockholders’ equity for the current reporting period and the corresponding prior period are presented. New Accounting Pronouncements – Issued But Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326, Financial Instruments - Credit Losses In August 2018, the FASB issued ASU 2018-13, Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement, In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction Between Topic 808 and Topic 606 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 2. FAIR VALUE MEASUREMENTS Cash Equivalents and Marketable Securities Cash equivalents, restricted cash and marketable securities by security type at March 31, 2019 were as follows: Gross Gross Amortized Unrealized Unrealized Estimated (In thousands) Cost Gains Losses Fair Value Included in cash and cash equivalents: Money market funds $ 4,750 $ — $ — $ 4,750 Restricted cash: Certificate of deposit $ 270 $ — $ — $ 270 Marketable securities: Commercial paper (due in less than one year) $ 56,474 $ 45 $ (19 ) $ 56,500 Corporate notes (due in less than one year) 88,648 45 (13 ) 88,680 Corporate notes (due in one to two years) 17,830 46 (5 ) 17,871 $ 162,952 $ 136 $ (37 ) $ 163,051 Cash equivalents, restricted cash and marketable securities by security type at December 31, 2018 were as follows: Gross Gross Amortized Unrealized Unrealized Estimated (In thousands) Cost Gains Losses Fair Value Included in cash and cash equivalents: Money market funds $ 7,003 $ — $ — $ 7,003 Restricted cash: Certificate of deposit $ 269 $ — $ — $ 269 Marketable securities: Commercial paper (due in less than one year) $ 57,594 $ 22 $ (29 ) $ 57,587 Corporate notes (due in less than one year) 95,238 7 (118 ) 95,127 Corporate notes (due in one to two years) 18,647 — (65 ) 18,582 $ 171,479 $ 29 $ (212 ) $ 171,296 Cash equivalents and marketable securities with unrealized losses that have been in a continuous unrealized loss position for less than 12 months and 12 months or longer at March 31, 2019 and December 31, 2018 were as follows: Less Than 12 Months 12 Months or Longer Total Gross Gross Gross Estimated Unrealized Estimated Unrealized Estimated Unrealized (In thousands) Fair Value Losses Fair Value Losses Fair Value Losses As of March 31, 2019: Commercial paper (due in less than one year) $ 15,792 $ (19 ) $ — $ — $ 15,792 $ (19 ) Corporate notes (due in less than one year) 27,115 (5 ) 13,226 (8 ) 40,341 (13 ) Corporate notes (due in one to two years) 1,999 (5 ) — — 1,999 (5 ) $ 44,906 $ (29 ) $ 13,226 $ (8 ) $ 58,132 $ (37 ) As of December 31, 2018: Commercial paper (due in less than one year) $ 22,628 $ (29 ) $ — $ — $ 22,628 (29 ) Corporate notes (due in less than one year) 66,557 (82 ) 14,221 (36 ) 80,778 (118 ) Corporate notes (due in one to two years) 18,582 (65 ) — — 18,582 (65 ) $ 107,767 $ (176 ) $ 14,221 $ (36 ) $ 121,988 $ (212 ) The gross unrealized losses related to commercial paper and corporate notes as of March 31, 2019 and December 31, 2018 were due to changes in interest rates and not credit risk. We determined that the gross unrealized losses on our marketable securities as of March 31, 2019 and December 31, 2018 were temporary in nature. We review our investments quarterly to identify and evaluate whether any investments have indications of possible other-than-temporary impairment. Factors considered in determining whether a loss is temporary include the length of time and extent to which the fair value has been less than the amortized cost basis and whether we intend to sell the security or whether it is more likely than not that we would be required to sell the security before recovery of the amortized cost basis. We currently do not intend to sell these securities before recovery of their amortized cost bases. Fair Value on a Recurring Basis We categorize financial instruments recorded at fair value on our condensed balance sheets based upon the level of judgment associated with inputs used to measure their fair value. The categories are as follows: Level 1 — Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 — Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life. Level 3 — Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Below is a description of the valuation methodologies used for financial instruments measured at fair value on our condensed balance sheets, including the category for such financial instruments. Money market funds are categorized as Level 1 within the fair value hierarchy as their fair values are based on quoted prices available in active markets. Commercial paper, corporate notes and equity investments are categorized as Level 2 within the fair value hierarchy as their fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of March 31, 2019 and December 31, 2018 and indicates the fair value category assigned. Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs (In thousands) Level 1 Level 2 Level 3 Total As of March 31, 2019: Money market funds (1) $ 4,750 $ — $ — $ 4,750 Commercial paper (2) — 56,500 — 56,500 Corporate notes (2)(3) — 106,551 — 106,551 Equity investment (4) — 688 — 688 Total $ 4,750 $ 163,739 $ — $ 168,489 As of December 31, 2018: Money market funds (1) $ 7,003 $ — $ — $ 7,003 Commercial paper (2) — 57,587 — 57,587 Corporate notes (2)(3) — 113,709 — 113,709 Equity investment (4) — 585 — 585 Total $ 7,003 $ 171,881 $ — $ 178,884 (1) Included in cash and cash equivalents on our condensed balance sheets. (2) Included in current portion of marketable securities on our condensed balance sheets. (3) Included in noncurrent portion of marketable securities on our condensed balance sheets. (4) Included in other assets on our condensed balance sheets. See further discussion below of this equity investment. Equity Investment In December 2007, we received 13,842,625 ordinary shares in Sienna in connection with a license we granted to them for our human telomerase reverse transcriptase, or hTERT, technology for use in human diagnostics. Upon receipt, the shares were recorded at a zero cost basis under the cost method of accounting. With the adoption of ASU 2016-01 on January 1, 2018, our equity investment in Sienna must be reported at fair value at each reporting date and any resulting change in fair value is recognized in our condensed statements of operations. As of March 31, 2019, the fair value of our shares in Sienna was $688,000. For the three months ended March 31, 2019 and 2018, we recognized an increase in fair value of equity investment of $98,000 and a decrease in fair value of $108,000, respectively, related to observable price changes. For the three months ended March 31, 2019 and 2018, we also recognized a gain of $5,000 and a loss of $17,000, respectively, related to foreign currency translation, which are included in other expense in our condensed statements of operations. |
FORMER COLLABORATION AGREEMENT
FORMER COLLABORATION AGREEMENT | 3 Months Ended |
Mar. 31, 2019 | |
Former Collaborative Arrangement Disclosure [Abstract] | |
FORMER COLLABORATION AGREEMENT | 3. FORMER COLLABORATION AGREEMENT On November 13, 2014, we and Janssen entered into the Collaboration Agreement under which we granted to Janssen exclusive worldwide rights to develop and commercialize imetelstat for all human therapeutic uses, including hematologic myeloid malignancies. Under the Collaboration Agreement, Janssen has been conducting two clinical trials of imetelstat: a Phase 2 trial in myelofibrosis, referred to as IMbark, and a Phase 2/3 trial in myelodysplastic syndromes, referred to as IMerge. Development costs for IMbark and IMerge were shared between us and Janssen on a 50/50 basis. Additionally, under the terms of the Collaboration Agreement, we remained responsible for prosecuting, at Janssen’s direction, the patents licensed to Janssen at the time we entered into the Collaboration Agreement, with costs shared between us and Janssen on a 50/50 basis. Janssen terminated the Collaboration Agreement effective September 28, 2018. Upon the effective date of termination, we regained the global rights to the imetelstat program and plan to continue development of imetelstat on our own. As a result of the termination of the Collaboration Agreement, we will not receive any further milestone payments or royalties from Janssen for the development or commercialization of imetelstat, including any clinical development or sales milestones, and Janssen has no further obligations to us or any third parties, such as clinical sites or vendors, to fund any potential future imetelstat clinical trials. Under the termination provisions of the Collaboration Agreement, Janssen is required to provide certain operational support for the imetelstat program during transition of the program to us. The transition process is expected to occur through September 2019 to enable the orderly transfer of all ongoing clinical, regulatory, medical affairs and non-clinical activities to us, including the transfer of the sponsorship of ongoing imetelstat clinical trials from Janssen to us. Each company is responsible for its own costs incurred related to transition activities unless otherwise specified in the Collaboration Agreement. In addition, we expect Janssen will be able to supply imetelstat to us until September 2020 while we establish our own manufacturing supply chain, and such supply will be charged to us at Janssen’s cost plus a premium. Until the sponsorship responsibilities for imetelstat transfer from Janssen to us, including the U.S. Investigational New Drug, or IND, application and all foreign regulatory applications, Janssen will continue conducting ongoing clinical trials of imetelstat. Since September 28, 2018, our responsibility for imetelstat development costs incurred by Janssen, including continuing conduct of ongoing clinical trials of imetelstat, and costs for the prosecution of patents that were licensed to Janssen under the Collaboration Agreement increased from 50% to 100%. As of March 31, 2019, the amount due to Janssen of $2,071,000 on our condensed balance sheet primarily represents the amount owed to Janssen for operational support of the imetelstat program for the three months ended March 31, 2019. |
OPERATING LEASE
OPERATING LEASE | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
OPERATING LEASE | 4. OPERATING LEASE As described in Note 1 on Summary of Significant Accounting Policies – New Accounting Pronouncements Recently Adopted, we adopted Topic 842 as of January 1, 2019. Prior period amounts have not been adjusted and continue to be reported in accordance with historical accounting under Topic 840. We have an operating lease for our office space at 149 Commonwealth Drive, Menlo Park, California, that commenced in February 2018 and expires in January 2020. We have an option to extend the lease for one additional period of two years, which we did not include in determining the right-of-use asset or lease liability as we did not consider it reasonably certain that we would exercise such option. Since the operating lease is a net lease, as the non-lease components (i.e., common area maintenance) are paid separately from rent based on actual costs incurred, such non-lease components were not included in the right-of-use asset and liability and are reflected as an expense in the period incurred. The components of lease costs included in operating expenses in our condensed statements of operations were as follows: Three Months Ended March 31, (In thousands) 2019 2018 Operating lease costs $ 173 $ 168 Variable lease costs (1) 2 24 Total lease costs $ 175 $ 192 (1) Variable lease costs represent non-lease components, such as common area maintenance charges. The operating lease liability on the condensed balance sheet reflects the present value of the remaining lease payments over the remaining lease term. In determining the present value of lease payments, we applied our incremental borrowing rate based on the information available as of the January 1, 2019 adoption date. As of March 31, 2019, future minimum payments under the operating lease were as follows (in thousands): 2019 $ 525 2020 58 Total lease payments 583 Less: imputed interest (12 ) Total $ 571 As of March 31, 2019 , the weighted average remaining lease term is 10 months and the weighted average discount rate used to determine the operating lease liability was 5%. We have performed an evaluation of our other contracts with vendors in accordance with Topic 842 and have determined that, except for the operating lease described above and a nominal financing lease for office equipment, none of our contracts contain a lease. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2019 | |
Stockholders Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | 5. STOCKHOLDERS’ EQUITY At Market Issuance Sales Agreement On August 28, 2015, we entered into an At Market Issuance Sales Agreement, or the 2015 Sales Agreement, with MLV & Co. LLC, or MLV, under which we could elect to issue and sell shares of our common stock having an aggregate offering price of up to $50,000,000. Pursuant to the 2015 Sales Agreement, common stock was sold at market prices prevailing at the time of sale through MLV as our sales agent. We paid MLV an aggregate commission rate equal to up to 3.0% of the gross proceeds of the sales price per share for common stock sold through MLV under the 2015 Sales Agreement. For the three months ended March 31, 2018, we issued an aggregate of 776,788 shares of our common stock under the 2015 Sales Agreement, resulting in net cash proceeds to us of approximately $1,553,000, after deducting sales commissions and offering expenses payable by us. We completed use of the 2015 Sales Agreement in April 2018 and no further shares of common stock may be sold under the 2015 Sales Agreement. 2018 Inducement Award Plan In December 2018, our board of directors approved the adoption of the 2018 Inducement Award Plan, or the Inducement Plan, pursuant to which we reserved 3,000,000 shares of our common stock (subject to customary adjustments in the event of a change in capital structure) to be used exclusively for grants of inducement awards to individuals who were not previously Geron employees or directors, other than following a bona fide period of non-employment. In January 2019, our Compensation Committee approved an amendment to increase the reserve of shares of our common stock under the 2018 Inducement Award Plan from 3,000,000 to 8,000,000 shares of common stock. The Inducement Plan provides for the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock units and other stock awards, and all awards under the Inducement Plan are intended to meet the standards under Rule 5635(c)(4) of the Nasdaq Listing Rules. The terms and conditions of the Inducement Plan and the inducement awards to be granted thereunder are substantially similar to our stockholder-approved 2018 Equity Incentive Plan. As of , we have granted nonstatutory stock options covering an aggregate of 1,978,400 shares of our common stock at an average exercise price of $1.07 per share under the Inducement Plan. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 3 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | 6. SUBSEQUENT EVENT In April 2019, we entered into an operating lease agreement for office space located at 3 Sylvan Way, Parsippany, New Jersey. The initial term of the lease is 11 years with an option to extend for an additional five years and a one-time option to terminate the lease without cause as of the 103 rd |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The terms “Geron”, the “Company”, “we” and “us” as used in this report refer to Geron Corporation. The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 or any other period. These financial statements and notes should be read in conjunction with the financial statements for each of the three years ended December 31, 2018, included in the Company’s Annual Report on Form 10-K. The accompanying condensed balance sheet as of December 31, 2018 has been derived from audited financial statements at that date. |
Net Loss Per Share | Net Loss Per Share Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the periods presented, without consideration for potential common shares. Diluted net income per share would be calculated by adjusting the weighted-average number of shares of common stock outstanding for the dilutive effect of potential common shares outstanding for the periods presented, as determined using the treasury-stock method. Potential dilutive securities consist of outstanding stock options and a warrant to purchase our common stock. Diluted net loss per share excludes potential dilutive securities outstanding for all periods presented as their effect would be anti-dilutive. Accordingly, basic and diluted net loss per share is the same for all periods presented in the accompanying condensed statements of operations. Since we incurred a net loss for the three months ended March 31, 2019 and 2018, the diluted net loss per share calculation excludes potential dilutive securities of 32,714,257 and 26,245,422, respectively, related to outstanding stock options and warrant as their effect would have been anti-dilutive. |
Use of Estimates | Use of Estimates The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to accrued liabilities, revenue recognition, fair value of marketable securities and equity investments, income taxes, and stock-based compensation. We base our estimates on historical experience and on various other market specific and relevant assumptions that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Cash Equivalents and Marketable Securities We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. We are subject to credit risk related to our cash equivalents and marketable securities. Our marketable debt securities include commercial paper and corporate notes. We classify our marketable debt securities as available-for-sale. We record available-for-sale securities at fair value with unrealized gains and losses reported in accumulated other comprehensive income (loss) in stockholders’ equity. Realized gains and losses are included in interest and other income and are derived using the specific identification method for determining the cost of securities sold and have been insignificant to date. Dividend and interest income are recognized when earned and included in interest and other income in our condensed statements of operations. We recognize a charge when the declines in the fair values below the amortized cost bases of our available-for-sale securities are judged to be other-than-temporary. We consider various factors in determining whether to recognize an other-than-temporary charge, including whether we intend to sell the security or whether it is more likely than not that we would be required to sell the security before recovery of the amortized cost basis. Declines in market value judged as other-than-temporary result in a charge to interest and other income. We have not recorded any other-than-temporary impairment charges on our available-for-sale securities for the three months ended March 31, 2019 and 2018. See Note 2 on Fair Value Measurements. Equity Investments With the adoption of ASU No. 2016-01, Financial Instruments - Overall: Recognition and Measurement of Financial Assets and Financial Liabilities |
Leases | Leases At the inception of an arrangement, we determine whether the arrangement is or contains a lease based on the unique facts and circumstances present. Operating leases are included in operating lease, right-of-use assets and lease liabilities in our condensed balance sheets. Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of remaining lease payments over the expected lease term. The interest rate implicit in lease contracts is typically not readily determinable. As such, to calculate the net present value of lease payments, we apply our incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment as of the lease commencement date. We may adjust the right-of-use assets for certain adjustments, such as initial direct costs paid or incentives received. In addition, we include any options to extend or terminate the lease in the expected lease term when it is reasonably certain that we will exercise any such option. Lease expense is recognized on a straight-line basis over the expected lease term. For lease agreements entered into after January 1, 2019 that include lease and non-lease components, such components are generally accounted for separately. For our office space lease, as a result of us having elected to adopt the package of practical expedients under accounting transition guidance, we account for the lease and non-lease components, such as common area maintenance, as a single lease component. We have also elected not to recognize on our condensed balance sheets leases with terms of one year or less. See “New Accounting Pronouncements – Recently Adopted” in this Note 1 on Summary of Significant Accounting Policies for additional information on the adoption of the new accounting standard for leases. |
Revenue Recognition | Revenue Recognition Beginning January 1, 2018, we recognize revenue in accordance with the provisions of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers A performance obligation is a promise in an agreement to transfer a distinct good or service to the customer and is the unit of account in Topic 606. Significant management judgment is required to determine the level of effort required and the period over which completion of the performance obligations is expected under an agreement. If reasonable estimates regarding when performance obligations are either complete or substantially complete cannot be made, then revenue recognition is deferred until a reasonable estimate can be made. Revenue is then recognized over the remaining estimated period of performance using the cumulative catch-up method. We allocate the total transaction price to each performance obligation based on the estimated relative stand-alone selling prices of the promised goods or services underlying each performance obligation. Estimated selling prices for license rights are calculated using an income approach model and include the following key assumptions, judgments and estimates: the development timeline, revenue forecast, commercialization expenses, discount rate and probabilities of technical and regulatory success. Following is a description of the principal activities from which we generate revenue. License fees and royalty revenue primarily represent amounts earned under agreements that out-license our technology to various companies. License and/or Collaboration Agreements We have entered into several license agreements with various oncology, diagnostics, research tools and biologics production companies. Economic terms in these agreements may include non-refundable upfront license payments in cash or equity securities, annual license maintenance fees, cost sharing arrangements, milestone payments, royalties on future sales of products, or any combination of these items. Non-refundable upfront fees, annual license maintenance fees and funding of research and development activities are considered fixed, while milestone payments and royalties are identified as variable consideration. Licenses of Intellectual Property. If we determine the license to intellectual property is distinct from the other performance obligations identified in the agreement and the licensee can use and benefit from the license, we recognize revenue from non-refundable upfront fees allocated to the license upon the completion of the transfer of the license to the licensee. For such licenses, we recognize revenue from annual license maintenance fees upon the start of the new license period. For licenses that are bundled with other performance obligations, we assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable upfront fees or annual license maintenance fees. At each reporting period, we reassess the progress and, if necessary, adjust the measure of performance and related revenue recognition. Milestone Payments . At the inception of each agreement that includes 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. If it is probable that a significant revenue reversal would not occur, the value of the associated milestone is included in the transaction price. For milestones that we do not deem to be probable of being achieved, the associated milestone payments are fully constrained and the value of the milestone is excluded from the transaction price with no revenue being recognized. Milestone payments that are not within our control, such as regulatory-related accomplishments, are not considered probable of being achieved until those accomplishments have been communicated by the relevant regulatory authority. Once the assessment of probability of achievement becomes probable, we recognize revenue for the milestone payment. At each reporting period, we assess the probability of achievement of each milestone under our current agreements. Royalties . For agreements with sales-based royalties, including milestone payments based on the level of sales, where the license is deemed to be the predominant item to which the royalties relate, we recognize revenue at the later of (a) when the related sales occur, or (b) when the performance obligation, to which some or all of the royalty has been allocated, has been satisfied (or partially satisfied). At each reporting period, we estimate the sales incurred by each licensee based on historical experience and accrue the associated royalty amount. Cost Sharing Arrangements . Research and development and other expenses being shared by both parties under an agreement are recorded as earned or owed based on the performance obligations by both parties under the respective agreement. For arrangements in which we and our collaboration partner in the agreement are exposed to significant risks and rewards that depend on the commercial success of the activity, we recognize payments between the parties on a net basis and record such amounts as a reduction or addition to research and development expense. For arrangements in which we have agreed to perform certain research and development services for our collaboration partner and are not exposed to significant risks and rewards that depend on the commercial success of the activity, we recognize the respective cost reimbursements as revenue under the collaborative agreement over time in a manner proportionate to the costs we incurred to perform the services using the input method. |
Restricted Cash | Restricted Cash Restricted cash consists of funds maintained in a separate certificate of deposit account for credit card purchases. |
Research and Development Expenses | Research and Development Expenses Research and development expenses consist of expenses incurred in identifying, developing and testing product candidates resulting from our independent efforts as well as efforts associated with collaborations. These expenses include, but are not limited to, in-process research and development acquired in an asset acquisition and deemed to have no alternative future use, payroll and personnel expense, lab supplies, non-clinical studies, clinical trials, including support for investigator-sponsored clinical trials, raw materials to manufacture clinical trial drugs, manufacturing costs for research and clinical trial materials, sponsored research at other labs, consulting, costs to maintain technology licenses, our proportionate share of research and development costs under cost sharing arrangements with collaboration partners and research-related overhead. Research and development costs are expensed as incurred, including costs incurred under our collaboration and/or license agreements. Until the sponsorship responsibilities for imetelstat transfer from Janssen to us, including the U.S. Investigational New Drug, or IND, application and all foreign regulatory applications, Janssen will continue conducting ongoing clinical trials of imetelstat during the transition of the program to us. For the clinical development activities being conducted by Janssen under the collaboration and license agreement, or Collaboration Agreement, which was terminated effective September 28, 2018, we monitor patient enrollment levels and related activities to the extent possible through discussions with Janssen personnel and base our estimates of clinical trial costs on the best information available at the time. However, additional information may become available to us which would allow us to make a more accurate estimate in future periods. In this event, we may be required to record adjustments to research and development expenses in future periods when the actual level of activity becomes more certain. |
Depreciation and Amortization | Depreciation and Amortization We record property and equipment at cost and calculate depreciation using the straight-line method over the estimated useful lives of the assets, generally four years. Leasehold improvements are amortized over the shorter of the estimated useful life or remaining term of the lease. |
Stock-Based Compensation | Stock-Based Compensation We recognize stock-based compensation expense based on grant-date fair values of service-based instruments on a straight-line basis over the requisite service period, which is generally the vesting period. For performance-based stock options with vesting based on the achievement of certain strategic milestones, stock-based compensation expense is recognized over the period from the date the performance condition is determined to be probable of occurring through the date the applicable condition is expected to be met and is reduced for estimated forfeitures, as applicable. If the performance condition is not considered probable of being achieved, no stock-based compensation expense is recognized until such time as the performance condition is considered probable of being met, if at all. If that assessment of probability of the performance condition changes, the impact of the change in estimate would be recognized in the period of the change. The following table summarizes the stock-based compensation expense included in operating expenses on our condensed statements of operations related to stock options and employee stock purchases for the three months ended March 31, 2019 and 2018 which was allocated as follows: Three Months Ended March 31, (In thousands) 2019 2018 Research and development $ 240 $ 155 General and administrative 1,186 1,459 Stock-based compensation expense included in operating expenses $ 1,426 $ 1,614 As stock-based compensation expense recognized in our condensed statements of operations for the three months ended March 31, 2019 and 2018 is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures, but at a minimum, reflects the grant-date fair value of those awards that actually vested in the period. Forfeitures have been estimated at the time of grant based on historical data and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. We have not recognized any stock-based compensation expense for performance-based stock options in our condensed statements of operations for the three months ended March 31, 2019 and 2018, as the achievement of specified strategic milestones was not considered probable at that time. Stock Options We grant service-based and performance-based options under our equity plans to employees, non-employee directors and consultants. The service-based vesting period for employee options is generally four years from the date of the option grant. Performance-based options vest upon the achievement of specified strategic milestones. The fair value of service-based and performance-based options granted during the three months ended March 31, 2019 and 2018 has been estimated at the date of grant using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2019 2018 Dividend yield 0% 0% Expected volatility range 0.925 to 0.980 0.821 Risk-free interest rate range 2.24% to 2.56% 2.55% Expected term range 5.25 yrs to 6.44 yrs 5.25 yrs Employee Stock Purchase Plan The fair value of employees’ purchase rights during the three months ended March 31, 2019 and 2018 has been estimated using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2019 2018 Dividend yield 0% 0% Expected volatility range 1.333 to 1.653 0.437 to 0.475 Risk-free interest rate range 2.56% to 2.63% 1.53% to 1.76% Expected term range 6 mos to 12 mos 6 mos to 12 mos Dividend yield is based on historical cash dividend payments. The expected volatility is based on historical volatilities of our stock since traded options on our common stock do not correspond to option terms and the trading volume of options is limited. The risk-free interest rate range is based on the U.S. Zero Coupon Treasury Strip Yields for the expected term in effect on the date of grant for an award. The expected term of options is derived from actual historical exercise and post-vesting cancellation data and represents the period of time that options granted are expected to be outstanding. The expected term of employees’ purchase rights is equal to the purchase period. Non-Employee Stock-Based Awards For our non-employee stock-based awards, the measurement date on which the fair value of the stock-based award is calculated is equal to the earlier of: (i) the date at which a commitment for performance by the counterparty to earn the equity instrument is reached or (ii) the date at which the counterparty’s performance is complete. We recognize stock-based compensation expense for the fair value of the vested portion of non-employee stock-based awards in our condensed statements of operations. |
Segment Information | Segment Information Our executive management team represents our chief decision maker. We view our operations as a single segment, the development of therapeutic products for oncology. As a result, the financial information disclosed herein materially represents all of the financial information related to our principal operating segment. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements New Accounting Pronouncements – Recently Adopted In February 2016, the Financial Accounting Standards Board, or FASB, issued ASU 2016-02, Leases (Topic 842) Leases (Topic 842): Targeted Improvements We adopted Topic 842 on January 1, 2019 using the modified retrospective approach as allowed under ASU 2018-11, and we elected to utilize the available practical expedients. Financial results for the reporting periods beginning after January 1, 2019 are presented under Topic 842, while prior period amounts have not been adjusted and continue to be reported in accordance with our historical accounting under Accounting Standards Codification Topic 840, Leases , or Topic 840 In connection with the adoption of Topic 842 as of January 1, 2019, we recorded an operating lease, right-of-use asset and a corresponding operating lease liability of approximately $736,000 for the net present value of remaining lease payments of our current operating lease for our office space. The adoption of Topic 842 did not have a material impact on our condensed statements of operations. See Note 4 on Operating Lease for further discussion of our operating lease obligation. As of January 1, 2019 we also adopted ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting In August 2018, the Securities and Exchange Commission issued Release No. 33-10532 that amends and clarifies certain financial reporting requirements. The principal change to our financial reporting is the inclusion of the annual disclosure requirement of changes in stockholders’ equity in Rule 3-04 of Regulation S-X to interim periods. With the adoption of this new rule on January 1, 2019, condensed statements of stockholders’ equity for the current reporting period and the corresponding prior period are presented. New Accounting Pronouncements – Issued But Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326, Financial Instruments - Credit Losses In August 2018, the FASB issued ASU 2018-13, Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement, In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction Between Topic 808 and Topic 606 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Summary of allocation of stock-based compensation expense included in operating expenses on condensed statements of operations related to share-based payment awards | The following table summarizes the stock-based compensation expense included in operating expenses on our condensed statements of operations related to stock options and employee stock purchases for the three months ended March 31, 2019 and 2018 which was allocated as follows: Three Months Ended March 31, (In thousands) 2019 2018 Research and development $ 240 $ 155 General and administrative 1,186 1,459 Stock-based compensation expense included in operating expenses $ 1,426 $ 1,614 |
Schedule of assumptions used to estimate the fair value of service-based and performance-based stock options granted | The fair value of service-based and performance-based options granted during the three months ended March 31, 2019 and 2018 has been estimated at the date of grant using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2019 2018 Dividend yield 0% 0% Expected volatility range 0.925 to 0.980 0.821 Risk-free interest rate range 2.24% to 2.56% 2.55% Expected term range 5.25 yrs to 6.44 yrs 5.25 yrs |
Schedule of assumptions used to estimate the fair value of employee stock purchases under the purchase plan | The fair value of employees’ purchase rights during the three months ended March 31, 2019 and 2018 has been estimated using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2019 2018 Dividend yield 0% 0% Expected volatility range 1.333 to 1.653 0.437 to 0.475 Risk-free interest rate range 2.56% to 2.63% 1.53% to 1.76% Expected term range 6 mos to 12 mos 6 mos to 12 mos |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of cash equivalents, restricted cash and marketable securities by security type | Cash equivalents, restricted cash and marketable securities by security type at March 31, 2019 were as follows: Gross Gross Amortized Unrealized Unrealized Estimated (In thousands) Cost Gains Losses Fair Value Included in cash and cash equivalents: Money market funds $ 4,750 $ — $ — $ 4,750 Restricted cash: Certificate of deposit $ 270 $ — $ — $ 270 Marketable securities: Commercial paper (due in less than one year) $ 56,474 $ 45 $ (19 ) $ 56,500 Corporate notes (due in less than one year) 88,648 45 (13 ) 88,680 Corporate notes (due in one to two years) 17,830 46 (5 ) 17,871 $ 162,952 $ 136 $ (37 ) $ 163,051 Cash equivalents, restricted cash and marketable securities by security type at December 31, 2018 were as follows: Gross Gross Amortized Unrealized Unrealized Estimated (In thousands) Cost Gains Losses Fair Value Included in cash and cash equivalents: Money market funds $ 7,003 $ — $ — $ 7,003 Restricted cash: Certificate of deposit $ 269 $ — $ — $ 269 Marketable securities: Commercial paper (due in less than one year) $ 57,594 $ 22 $ (29 ) $ 57,587 Corporate notes (due in less than one year) 95,238 7 (118 ) 95,127 Corporate notes (due in one to two years) 18,647 — (65 ) 18,582 $ 171,479 $ 29 $ (212 ) $ 171,296 |
Schedule of cash equivalents and marketable securities with unrealized losses | Cash equivalents and marketable securities with unrealized losses that have been in a continuous unrealized loss position for less than 12 months and 12 months or longer at March 31, 2019 and December 31, 2018 were as follows: Less Than 12 Months 12 Months or Longer Total Gross Gross Gross Estimated Unrealized Estimated Unrealized Estimated Unrealized (In thousands) Fair Value Losses Fair Value Losses Fair Value Losses As of March 31, 2019: Commercial paper (due in less than one year) $ 15,792 $ (19 ) $ — $ — $ 15,792 $ (19 ) Corporate notes (due in less than one year) 27,115 (5 ) 13,226 (8 ) 40,341 (13 ) Corporate notes (due in one to two years) 1,999 (5 ) — — 1,999 (5 ) $ 44,906 $ (29 ) $ 13,226 $ (8 ) $ 58,132 $ (37 ) As of December 31, 2018: Commercial paper (due in less than one year) $ 22,628 $ (29 ) $ — $ — $ 22,628 (29 ) Corporate notes (due in less than one year) 66,557 (82 ) 14,221 (36 ) 80,778 (118 ) Corporate notes (due in one to two years) 18,582 (65 ) — — 18,582 (65 ) $ 107,767 $ (176 ) $ 14,221 $ (36 ) $ 121,988 $ (212 ) |
Schedule of financial instruments measured at fair value on recurring basis | The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of March 31, 2019 and December 31, 2018 and indicates the fair value category assigned. Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs (In thousands) Level 1 Level 2 Level 3 Total As of March 31, 2019: Money market funds (1) $ 4,750 $ — $ — $ 4,750 Commercial paper (2) — 56,500 — 56,500 Corporate notes (2)(3) — 106,551 — 106,551 Equity investment (4) — 688 — 688 Total $ 4,750 $ 163,739 $ — $ 168,489 As of December 31, 2018: Money market funds (1) $ 7,003 $ — $ — $ 7,003 Commercial paper (2) — 57,587 — 57,587 Corporate notes (2)(3) — 113,709 — 113,709 Equity investment (4) — 585 — 585 Total $ 7,003 $ 171,881 $ — $ 178,884 (1) Included in cash and cash equivalents on our condensed balance sheets. (2) Included in current portion of marketable securities on our condensed balance sheets. (3) Included in noncurrent portion of marketable securities on our condensed balance sheets. (4) Included in other assets on our condensed balance sheets. See further discussion below of this equity investment. |
OPERATING LEASE (Tables)
OPERATING LEASE (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Components of lease costs | The components of lease costs included in operating expenses in our condensed statements of operations were as follows: Three Months Ended March 31, (In thousands) 2019 2018 Operating lease costs $ 173 $ 168 Variable lease costs (1) 2 24 Total lease costs $ 175 $ 192 (1) Variable lease costs represent non-lease components, such as common area maintenance charges. |
Future minimum payments under operating lease | As of March 31, 2019, future minimum payments under the operating lease were as follows (in thousands): 2019 $ 525 2020 58 Total lease payments 583 Less: imputed interest (12 ) Total $ 571 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - ANTI-DILUTIVE SHARES (Details) - shares | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Stock options and warrants excluded from diluted net loss per share calculation due to net loss position | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Potential dilutive securities excluded from diluted earnings (loss) per share calculation (in shares) | 32,714,257 | 26,245,422 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - USEFUL LIVES OF ASSETS (Details) | 3 Months Ended |
Mar. 31, 2019 | |
Depreciation [Abstract] | |
Estimated useful lives of assets | 4 years |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - STOCK BASED COMPENSATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Stock-Based Compensation Expense | ||
Stock-based compensation expense included in operating expenses | $ 1,426 | $ 1,614 |
Research and development | ||
Stock-Based Compensation Expense | ||
Stock-based compensation expense included in operating expenses | 240 | 155 |
General and administrative | ||
Stock-Based Compensation Expense | ||
Stock-based compensation expense included in operating expenses | $ 1,186 | $ 1,459 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - STOCK OPTIONS AND EMPLOYEE STOCK PURCHASE PLAN (Details) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Stock Options | ||
Stock-Based Compensation | ||
Vesting period of awards | 4 years | |
Assumptions used to estimate fair value of awards | ||
Dividend yield (as a percent) | 0.00% | 0.00% |
Expected volatility range, (as a percent) | 82.10% | |
Expected volatility range, minimum (as a percent) | 92.50% | |
Expected volatility range, maximum (as a percent) | 98.00% | |
Risk-free interest rate range, (as a percent) | 2.55% | |
Risk-free interest rate range, minimum (as a percent) | 2.24% | |
Risk-free interest rate range, maximum (as a percent) | 2.56% | |
Expected term range | 5 years 3 months | |
Stock Options | Minimum | ||
Assumptions used to estimate fair value of awards | ||
Expected term range | 5 years 3 months | |
Stock Options | Maximum | ||
Assumptions used to estimate fair value of awards | ||
Expected term range | 6 years 5 months 8 days | |
Employee Stock Purchase Plan | ||
Assumptions used to estimate fair value of awards | ||
Dividend yield (as a percent) | 0.00% | 0.00% |
Expected volatility range, minimum (as a percent) | 133.30% | 43.70% |
Expected volatility range, maximum (as a percent) | 165.30% | 47.50% |
Risk-free interest rate range, minimum (as a percent) | 2.56% | 1.53% |
Risk-free interest rate range, maximum (as a percent) | 2.63% | 1.76% |
Employee Stock Purchase Plan | Minimum | ||
Assumptions used to estimate fair value of awards | ||
Expected term range | 6 months | 6 months |
Employee Stock Purchase Plan | Maximum | ||
Assumptions used to estimate fair value of awards | ||
Expected term range | 12 months | 12 months |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - NEW ACCOUNTING PRONOUNCEMENTS RECENTLY ADOPTED (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Operating lease, right-of-use asset | $ 571 | |
ASU 2016-02 | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Operating lease, right-of-use asset | $ 736 | |
Operating lease liability | $ 736 |
FAIR VALUE MEASUREMENTS - SECUR
FAIR VALUE MEASUREMENTS - SECURITY TYPE (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Restricted cash: | ||
Amortized Cost | $ 270 | $ 269 |
Marketable securities: | ||
Amortized Cost | 162,952 | 171,479 |
Gross Unrealized Gains | 136 | 29 |
Gross Unrealized Losses | (37) | (212) |
Estimated Fair Value | 163,051 | 171,296 |
Money market funds | ||
Included in cash and cash equivalents: | ||
Amortized Cost | 4,750 | 7,003 |
Estimated Fair Value | 4,750 | 7,003 |
Certificate of deposit | ||
Restricted cash: | ||
Amortized Cost | 270 | 269 |
Estimated Fair Value | 270 | 269 |
Commercial paper (due in less than one year) | ||
Marketable securities: | ||
Amortized Cost | 56,474 | 57,594 |
Gross Unrealized Gains | 45 | 22 |
Gross Unrealized Losses | (19) | (29) |
Estimated Fair Value | 56,500 | 57,587 |
Corporate notes (due in less than one year) | ||
Marketable securities: | ||
Amortized Cost | 88,648 | 95,238 |
Gross Unrealized Gains | 45 | 7 |
Gross Unrealized Losses | (13) | (118) |
Estimated Fair Value | 88,680 | 95,127 |
Corporate notes (due in one to two years) | ||
Marketable securities: | ||
Amortized Cost | 17,830 | 18,647 |
Gross Unrealized Gains | 46 | |
Gross Unrealized Losses | (5) | (65) |
Estimated Fair Value | $ 17,871 | $ 18,582 |
FAIR VALUE MEASUREMENTS - SEC_2
FAIR VALUE MEASUREMENTS - SECURITIES WITH UNREALIZED LOSSES (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Available for sale securities with unrealized losses | ||
Less Than 12 Months - Estimated Fair Value | $ 44,906 | $ 107,767 |
Less Than 12 Months - Gross Unrealized Losses | (29) | (176) |
12 Months or Longer - Estimated Fair Value | 13,226 | 14,221 |
12 Months or Longer - Gross Unrealized Losses | (8) | (36) |
Total - Estimated Fair Value | 58,132 | 121,988 |
Total - Gross Unrealized Losses | (37) | (212) |
Commercial paper (due in less than one year) | ||
Available for sale securities with unrealized losses | ||
Less Than 12 Months - Estimated Fair Value | 15,792 | 22,628 |
Less Than 12 Months - Gross Unrealized Losses | (19) | (29) |
Total - Estimated Fair Value | 15,792 | 22,628 |
Total - Gross Unrealized Losses | (19) | (29) |
Corporate notes (due in less than one year) | ||
Available for sale securities with unrealized losses | ||
Less Than 12 Months - Estimated Fair Value | 27,115 | 66,557 |
Less Than 12 Months - Gross Unrealized Losses | (5) | (82) |
12 Months or Longer - Estimated Fair Value | 13,226 | 14,221 |
12 Months or Longer - Gross Unrealized Losses | (8) | (36) |
Total - Estimated Fair Value | 40,341 | 80,778 |
Total - Gross Unrealized Losses | (13) | (118) |
Corporate notes (due in one to two years) | ||
Available for sale securities with unrealized losses | ||
Less Than 12 Months - Estimated Fair Value | 1,999 | 18,582 |
Less Than 12 Months - Gross Unrealized Losses | (5) | (65) |
Total - Estimated Fair Value | 1,999 | 18,582 |
Total - Gross Unrealized Losses | $ (5) | $ (65) |
FAIR VALUE MEASUREMENTS - RECUR
FAIR VALUE MEASUREMENTS - RECURRING BASIS (Details) - Recurring basis - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Fair Value on a Recurring Basis | ||
Total | $ 168,489 | $ 178,884 |
Money market funds | ||
Fair Value on a Recurring Basis | ||
Total | 4,750 | 7,003 |
Commercial paper | ||
Fair Value on a Recurring Basis | ||
Total | 56,500 | 57,587 |
Corporate notes | ||
Fair Value on a Recurring Basis | ||
Total | 106,551 | 113,709 |
Equity Investment | ||
Fair Value on a Recurring Basis | ||
Total | 688 | 585 |
Level 1 | ||
Fair Value on a Recurring Basis | ||
Total | 4,750 | 7,003 |
Level 1 | Money market funds | ||
Fair Value on a Recurring Basis | ||
Total | 4,750 | 7,003 |
Level 2 | ||
Fair Value on a Recurring Basis | ||
Total | 163,739 | 171,881 |
Level 2 | Commercial paper | ||
Fair Value on a Recurring Basis | ||
Total | 56,500 | 57,587 |
Level 2 | Corporate notes | ||
Fair Value on a Recurring Basis | ||
Total | 106,551 | 113,709 |
Level 2 | Equity Investment | ||
Fair Value on a Recurring Basis | ||
Total | $ 688 | $ 585 |
FAIR VALUE MEASUREMENTS - EQUIT
FAIR VALUE MEASUREMENTS - EQUITY INVESTMENT (Details) - Equity Investment - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2007 | |
Equity Investments [Line Item] | |||
Number of shares owned | 13,842,625 | ||
Cost method investments cost basis | $ 0 | ||
Fair value of equity investment | $ 688,000 | ||
Increase (decrease) in fair value of equity investment | 98,000 | $ (108,000) | |
Gain (loss) related to foreign currency translation | $ 5,000 | $ (17,000) |
FORMER COLLABORATION AGREEMENT
FORMER COLLABORATION AGREEMENT (Details) | Sep. 28, 2018 | Sep. 27, 2018 | Dec. 15, 2014item | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Former Collaborative Arrangement [Line Items] | |||||
Amount due to Janssen Biotech, Inc. | $ 2,071,000 | $ 2,610,000 | |||
Former Collaboration Agreement | |||||
Former Collaborative Arrangement [Line Items] | |||||
Number of agreed upon studies | item | 2 | ||||
Percentage of costs to be paid by Geron | 50.00% | ||||
Percentage of costs to be paid by Janssen | 50.00% | ||||
Percentage of costs to be paid by Geron before termination of Collaboration Agreement | 50.00% | ||||
Percentage of costs to be paid by Geron after termination of Collaboration Agreement | 100.00% | ||||
Amount due to Janssen Biotech, Inc. | $ 2,071,000 | ||||
Former Collaborative Arrangement IP Exclusively Licensed | |||||
Former Collaborative Arrangement [Line Items] | |||||
Percentage of costs to be paid by Geron | 50.00% | ||||
Percentage of costs to be paid by Janssen | 50.00% |
OPERATING LEASE (Details)
OPERATING LEASE (Details) | Mar. 31, 2019 |
Leases [Abstract] | |
Operating lease term, option to extend additional period | 2 years |
Operating lease, weighted average remaining lease term | 10 months |
Operating lease, weighted average discount rate | 5.00% |
OPERATING LEASE - COMPONENTS OF
OPERATING LEASE - COMPONENTS OF LEASE COSTS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Lease Cost | ||
Operating lease costs | $ 173 | $ 168 |
Variable lease costs | 2 | 24 |
Total lease costs | $ 175 | $ 192 |
OPERATING LEASE - FUTURE MINIMU
OPERATING LEASE - FUTURE MINIMUM PAYMENTS UNDER OPERATING LEASE (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Operating Lease Liabilities, Payments Due | |
2019 | $ 525 |
2020 | 58 |
Total lease payments | 583 |
Less: imputed interest | (12) |
Total | $ 571 |
STOCKHOLDERS' EQUITY - AT MARKE
STOCKHOLDERS' EQUITY - AT MARKET ISSUANCE SALES AGREEMENT (Details) - USD ($) | Aug. 28, 2015 | Mar. 31, 2018 |
At Market Issuance Sales Agreements [Line Items] | ||
Net cash proceeds from issuance of common stock after deducting sales commissions and offering costs | $ 1,553,000 | |
2015 Sales Agreement | ||
At Market Issuance Sales Agreements [Line Items] | ||
Aggregate offering price of common stock | $ 50,000,000 | |
Maximum commission rate (as a percent) | 3.00% | |
Issuance of common stock in connection with at market offering (in shares) | 776,788 | |
Net cash proceeds from issuance of common stock after deducting sales commissions and offering costs | $ 1,553,000 |
STOCKHOLDERS' EQUITY - EQUITY P
STOCKHOLDERS' EQUITY - EQUITY PLANS (Details) - 2018 Inducement Award Plan - $ / shares | 3 Months Ended | ||
Mar. 31, 2019 | Jan. 31, 2019 | Dec. 31, 2018 | |
STOCKHOLDERS' EQUITY | |||
Common stock, shares newly reserved for future issuance | 8,000,000 | 3,000,000 | |
Nonstatutory stock options granted | 1,978,400 | ||
Average exercise price | $ 1.07 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - USD ($) | 1 Months Ended | |
Apr. 30, 2019 | Mar. 31, 2019 | |
Subsequent Event [Line Items] | ||
Operating lease term, option to extend additional period | 2 years | |
Operating lease initial term, aggregate minimum future lease payments | $ 583,000 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Operating lease, initial term | 11 years | |
Operating lease term, option to extend additional period | 5 years | |
Operating lease initial term, aggregate minimum future lease payments | $ 3,700,000 | |
Operating lease, rent abatement period | 7 months |