Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 22, 2020 | |
Cover [Abstract] | ||
Entity Registrant Name | GERON CORP | |
Entity Central Index Key | 0000886744 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
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 | 203,317,236 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | GERN | |
Entity File Number | 0-20859 | |
Entity Tax Identification Number | 75-2287752 | |
Entity Shell Company | false | |
Entity Address, Address Line One | 919 EAST HILLSDALE BOULEVARD | |
Entity Address, Address Line Two | SUITE 250 | |
Entity Address, City or Town | FOSTER CITY | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94404 | |
City Area Code | 650 | |
Local Phone Number | 473-7700 | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Security Exchange Name | NASDAQ | |
Entity Incorporation, State or Country Code | DE | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 20,294 | $ 13,644 |
Restricted cash | 270 | 270 |
Marketable securities | 111,822 | 125,681 |
Interest and other receivables | 701 | 802 |
Prepaid and other current assets | 1,068 | 1,211 |
Total current assets | 134,155 | 141,608 |
Noncurrent marketable securities | 1,029 | 19,651 |
Property and equipment, net | 749 | 408 |
Operating leases, right-of-use assets | 5,827 | 2,497 |
Deposits and other assets | 1,129 | 1,353 |
Total assets | 142,889 | 165,517 |
Current liabilities: | ||
Accounts payable | 3,376 | 1,181 |
Accrued compensation and benefits | 2,674 | 4,830 |
Amount due to Janssen Biotech, Inc. | 1 | 14,269 |
Operating lease liabilities | 828 | 354 |
Accrued liabilities | 10,037 | 7,528 |
Total current liabilities | 16,916 | 28,162 |
Noncurrent operating lease liabilities | 5,159 | 2,200 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock | 200 | 200 |
Additional paid-in capital | 1,217,105 | 1,214,835 |
Accumulated deficit | (1,096,367) | (1,080,012) |
Accumulated other comprehensive (loss) gain | (124) | 132 |
Total stockholders' equity | 120,814 | 135,155 |
Total liabilities and stockholders' equity | $ 142,889 | $ 165,517 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues: | ||
License fees and royalties | $ 52 | $ 57 |
Operating expenses: | ||
Research and development | 10,802 | 5,906 |
General and administrative | 6,120 | 5,452 |
Total operating expenses | 16,922 | 11,358 |
Loss from operations | (16,870) | (11,301) |
Interest and other income | 754 | 1,162 |
Change in fair value of equity investment | (195) | 98 |
Other expense | (44) | (18) |
Net loss | $ (16,355) | $ (10,059) |
Basic and diluted net loss per share | $ (0.08) | $ (0.05) |
Shares used in computing basic and diluted net loss per share | 200,222,092 | 186,393,128 |
CONDENSED STATEMENTS OF COMPREH
CONDENSED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (16,355) | $ (10,059) |
Net unrealized (loss) gain on marketable securities | (256) | 282 |
Comprehensive loss | $ (16,611) | $ (9,777) |
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, 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 (loss) income | 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 | ||||
Balances at Dec. 31, 2019 | 135,155 | $ 200 | 1,214,835 | (1,080,012) | 132 |
Balances (in shares) at Dec. 31, 2019 | 199,814,581 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (16,355) | (16,355) | |||
Other comprehensive (loss) income | (256) | (256) | |||
Issuance of common stock in connection with at market offering, net of issuance costs | 686 | 686 | |||
Issuance of common stock in connection with at market offering, net of issuance costs (in shares) | 530,228 | ||||
Stock-based compensation related to issuance of common stock and options in exchange for services | 16 | 16 | |||
Stock-based compensation related to issuance of common stock and options in exchange for services (in shares) | 6,039 | ||||
Stock-based compensation for equity- based awards to employees and directors | 1,568 | 1,568 | |||
Balances at Mar. 31, 2020 | $ 120,814 | $ 200 | $ 1,217,105 | $ (1,096,367) | $ (124) |
Balances (in shares) at Mar. 31, 2020 | 200,350,848 |
CONDENSED STATEMENTS OF STOCK_2
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Statement Of Stockholders Equity [Abstract] | |
Issuance costs | $ 76 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (16,355) | $ (10,059) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 27 | 15 |
Accretion and amortization on investments, net | (124) | (482) |
Change in fair value of equity investment, including foreign currency translation | 220 | (103) |
Stock-based compensation for services by non-employees | 16 | 22 |
Stock-based compensation for employees and directors | 1,568 | 1,426 |
Amortization related to 401(k) contributions | 9 | |
Amortization of right-of-use assets | 244 | |
Changes in assets and liabilities: | ||
Current and noncurrent assets | 249 | (1,532) |
Current and noncurrent liabilities | (12,039) | (2,034) |
Net cash used in operating activities | (26,194) | (12,738) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (191) | (45) |
Purchases of marketable securities | (6,913) | (44,092) |
Proceeds from maturities of marketable securities | 39,262 | 53,101 |
Net cash provided by investing activities | 32,158 | 8,964 |
Cash flows from financing activities: | ||
Proceeds from issuances of common stock from financings | 686 | |
Net cash provided by financing activities | 686 | |
Net increase (decrease) in cash, cash equivalents and restricted cash | 6,650 | (3,774) |
Cash, cash equivalents and restricted cash at the beginning of the period | 13,914 | 10,844 |
Cash, cash equivalents and restricted cash at the end of the period | $ 20,564 | $ 7,070 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2020 | |
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, or GAAP, 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, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020 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, 2019, included in the Company’s Annual Report on Form 10-K. The accompanying condensed balance sheet as of December 31, 2019 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, 2020 and 2019, the diluted net loss per share calculation excludes potential dilutive securities of 43,005,837 and 32,714,257, 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 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, 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 government-sponsored enterprise securities, 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, 2020 and 2019. 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. We have also elected not to recognize on our condensed balance sheets leases with terms of one year or less. Revenue Recognition 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 previously entered into several license agreements with various oncology, diagnostics, research tools and biologics production companies, whereby we granted certain rights to our non-imetelstat related technologies. As of March 31, 2020, all license agreements related to our human telomerase reverse transcriptase, or hTERT, technology have been terminated or expired due to patent expirations on such technology. The remaining active license agreement is a license related to our specialized oligonucleotide backbone chemistry, as well as patent rights covering the synthesis of monomers, the building blocks of oligonucleotides. Economic terms of this agreement include non-refundable annual license maintenance payments, milestone payments upon achievement of certain research, development and regulatory milestones, and royalties on potential future product sales. Also, in connection with the divestiture of Geron’s human embryonic stem cell assets, including intellectual property and proprietary technology, to Lineage Cell Therapeutics, Inc. (formerly BioTime, Inc. which acquired Asterias Biotherapeutics, Inc.), we are entitled to receive royalties on future product sales. Non-refundable upfront fees and annual license maintenance fees are considered fixed consideration, while milestone payments and royalties are identified as variable consideration. Licenses of Intellectual Property. If we determine that the license to intellectual property is distinct from the other performance obligations identified in an 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 date, 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. For example, 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 date, 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 during the reporting period 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 collaboration 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 collaboration agreements, if any. 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 collaborative partners and research-related overhead. Research and development costs are expensed as incurred, including costs incurred under our collaboration and/or license agreements. On November 13, 2014, we entered into a Collaboration and License Agreement, or the Collaboration Agreement, with Janssen Biotech, Inc., or Janssen, pursuant to which we granted Janssen the exclusive rights to develop and commercialize imetelstat worldwide for all indications in oncology, including hematologic myeloid malignancies, and all other human therapeutic uses. Janssen terminated the Collaboration Agreement effective September 28, 2018. Under the termination provisions of the Collaboration Agreement, during transition of the program to us, Janssen was required to provide certain operational support for the imetelstat program through September 28, 2019. Operational support from Janssen included clinical development activities, such as continuing monitoring and treatment of patients in ongoing imetelstat clinical trials. We reimbursed Janssen 100% for the costs of such operational support. As of September 30, 2019, the transition of the imetelstat program to us from Janssen has been completed. Our current imetelstat clinical trials are being supported by third-party contract research organizations, or CROs, and other vendors. We accrue expenses for clinical trial activities performed by CROs based upon the estimated amount of work completed for each trial. For clinical trial expenses and related expenses associated with the conduct of clinical trials, the significant factors used in estimating accruals include the number of patients enrolled, the number of active clinical sites, and the duration for which the patients have been enrolled in the trial. We monitor patient enrollment levels and related activities to the extent possible through internal reviews, review of contractual terms and correspondence with CROs. We base our estimates on the best information available at the time. However, additional information may become available to us which will allow us to make a more accurate estimate in future periods. In that 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 the 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, 2020 and 2019, which was allocated as follows: Three Months Ended March 31, (In thousands) 2020 2019 Research and development $ 501 $ 240 General and administrative 1,067 1,186 Stock-based compensation expense included in operating expenses $ 1,568 $ 1,426 As stock-based compensation expense recognized in our condensed statements of operations for the three months ended March 31, 2020 and 2019 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, 2020 and 2019, as achievement of the 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, 2020 and 2019 has been estimated at the date of grant using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2020 2019 Dividend yield 0% 0% Expected volatility range 0.781 0.925 to 0.980 Risk-free interest rate range 1.42% to 1.62% 2.24% to 2.56% Expected term range 5.25 yrs 5.25 yrs to 6.44 yrs Employee Stock Purchase Plan The fair value of employees’ purchase rights during the three months ended March 31, 2020 and 2019 has been estimated using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2020 2019 Dividend yield 0% 0% Expected volatility range 0.478 to 0.564 1.333 to 1.653 Risk-free interest rate range 1.56% to 1.57% 2.56% to 2.63% 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 With the adoption of ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting 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 August 2018, the Financial Accounting Standards Board, or FASB, issued ASU 2018-13, Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement, As of January 1, 2020, we also adopted ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction Between Topic 808 and Topic 606 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 Financial Instruments – Credit Losses (Topic 326): Targeted Transition Relief Codification Improvements to Topic 326, Financial Instruments – Credit Losses Other recent accounting pronouncements issued by the FASB did not or are not believed by management to have a material impact on our condensed financial statements. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2020 | |
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, 2020 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 $ 18,370 $ — $ — $ 18,370 Restricted cash: Certificate of deposit $ 270 $ — $ — $ 270 Marketable securities: Government-sponsored enterprise securities (due in less than one year) $ 11,504 $ 16 $ — $ 11,520 Commercial paper (due in less than one year) 29,028 37 — 29,065 Corporate notes (due in less than one year) 71,422 44 (229 ) 71,237 Corporate notes (due in one to two years) 1,021 8 — 1,029 $ 112,975 $ 105 $ (229 ) $ 112,851 Cash equivalents, restricted cash and marketable securities by security type at December 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 $ 6,671 $ — $ — $ 6,671 Commercial paper 3,990 — — 3,990 $ 10,661 $ — $ — $ 10,661 Restricted cash: Certificate of deposit $ 270 $ — $ — $ 270 Marketable securities: Government-sponsored enterprise securities (due in less than one year) $ 6,506 $ 6 $ — $ 6,512 Government-sponsored enterprise securities (due in one to two years) 6,999 1 — 7,000 Commercial paper (due in less than one year) 40,110 33 (3 ) 40,140 Corporate notes (due in less than one year) 78,926 116 (13 ) 79,029 Corporate notes (due in one to two years) 12,659 1 (9 ) 12,651 $ 145,200 $ 157 $ (25 ) $ 145,332 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, 2020 and December 31, 2019 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, 2020: Corporate notes (due in less than one year) $ 49,835 $ (229 ) $ — $ — $ 49,835 $ (229 ) As of December 31, 2019: Commercial paper (due in less than one year) $ 8,571 $ (3 ) $ — $ — $ 8,571 $ (3 ) Corporate notes (due in less than one year) 26,082 (13 ) — — 26,082 (13 ) Corporate notes (due in one to two years) 11,624 (9 ) — — 11,624 (9 ) $ 46,277 $ (25 ) $ — $ — $ 46,277 $ (25 ) The gross unrealized losses related to government-sponsored enterprise securities, commercial paper and corporate notes as of March 31, 2020 and December 31, 2019 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, 2020 and December 31, 2019 were temporary in nature. Our exposure to unrealized losses may increase in the future due to the economic pressures or uncertainties associated with local or global economic recessions as a result of the current COVID-19 pandemic. 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, government-sponsored enterprise securities, 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, 2020 and December 31, 2019 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, 2020: Money market funds (1) $ 18,370 $ — $ — $ 18,370 Government-sponsored enterprise securities (2) — 11,520 — 11,520 Commercial paper (2) — 29,065 — 29,065 Corporate notes (2)(3) — 72,266 — 72,266 Equity investment (4) — 169 — 169 Total $ 18,370 $ 113,020 $ — $ 131,390 As of December 31, 2019: Money market funds (1) $ 6,671 $ — $ — $ 6,671 Government-sponsored enterprise securities (2)(3) — 13,512 — 13,512 Commercial paper (1)(2) — 44,130 — 44,130 Corporate notes (2)(3) — 91,680 — 91,680 Equity investment (4) — 389 — 389 Total $ 6,671 $ 149,711 $ — $ 156,382 (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 deposits and other assets on our condensed balance sheets. See “Equity Investment” in this Note 2 for further discussion of this equity investment. Equity Investment In December 2007, we received 13,842,625 ordinary shares in Sienna Cancer Diagnostics Limited, or Sienna, in connection with a license we granted to Sienna for our human telomerase reverse transcriptase, or hTERT, technology for use in human diagnostics. The shares, which represented less than 20% ownership, were recorded at a zero cost basis under the cost method of accounting, upon receipt. With the adoption of ASU 2016-01 on January 1, 2018, we reassess the fair value of our equity investment in Sienna at each reporting date and any resulting change in fair value is recognized on our condensed statements of operations. As of March 31, 2020, the fair value of our shares in Sienna was $169,000. For the three months ended March 31, 2020 and 2019, we recognized a decrease in fair value of equity investment of $195,000 and an increase in fair value of $98,000, respectively, related to observable price changes on our condensed statements of operations. For the three months ended March 31, 2020 and 2019, we also recognized a loss of $25,000 and a gain of $5,000, respectively, related to foreign currency translation, which have been included in other expense on our condensed statements of operations. |
FORMER COLLABORATION AGREEMENT
FORMER COLLABORATION AGREEMENT | 3 Months Ended |
Mar. 31, 2020 | |
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 initiated two clinical trials of imetelstat: IMbark and IMerge. Under the terms of the Collaboration Agreement, prior to its termination, development costs for IMbark and IMerge were shared between us and Janssen on a 50/50 basis, including costs related to patents licensed to Janssen. 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 are continuing development of imetelstat on our own. As a result of the termination of the Collaboration Agreement, we will not receive any milestone payments or royalties from Janssen for the development or commercialization of imetelstat, including any clinical development or sales milestones, and Janssen has no obligations to us or any third parties, such as clinical sites or vendors, to fund any potential future imetelstat clinical trials. Since September 28, 2018, our responsibility for imetelstat development costs incurred by Janssen, including continuing support of ongoing clinical trials of imetelstat, increased from 50% to 100%. As of March 31, 2020, the amount due to Janssen of $1,000 on our condensed balance sheet represents final costs incurred by Janssen for the three months ended March 31, 2020 for operational support of the imetelstat program. On June 14, 2019, we entered into a Clinical Supply Agreement, or Supply Agreement, with Janssen to purchase certain inventories of drug product, drug substance and raw materials for imetelstat manufacturing. As of December 31, 2019, activities under the Supply Agreement were fully complete, resulting in an aggregate amount due to Janssen of $14,269,000, which we have paid in full as of March 31, 2020. |
CONTINGENCIES AND UNCERTAINTIES
CONTINGENCIES AND UNCERTAINTIES | 3 Months Ended |
Mar. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
CONTINGENCIES AND UNCERTAINTIES | 4. CONTINGENCIES AND UNCERTAINTIES Purported Securities Lawsuits On January 23 and February 14, 2020, two putative securities class action lawsuits were commenced in the United States District Court, or the Court, for the Northern District of California, or the Northern District, On March 19, 2020, the New Jersey lawsuit was voluntarily dismissed without prejudice. The remaining putative securities class action On May 14, 2020, the Court consolidated the remaining putative securities class action lawsuits, appointed a lead plaintiff, and invited applications for lead counsel. On April 23, 2020, a shareholder derivative lawsuit, or the Derivative Lawsuit, was filed in the Northern District, naming as defendants certain Geron Board members. The plaintiff in the Derivative Lawsuit alleges breach of fiduciary duty, unjust enrichment, and violations of the Exchange Act of 1934 in connection with allegedly false and misleading statements made by the Company regarding IMbark. The plaintiff seeks damages, corporate governance reforms, equitable relief, restitution, and an award of reasonable costs, including attorneys’ fees. On May 13, 2020, the Derivative Lawsuit was determined to be related to the putative securities class action lawsuits described above. On May 19, 2020, the Court deferred further litigation of the Derivative Lawsuit until after the Court rules on any motion to dismiss to be filed on the putative securities class action lawsuits. The pending lawsuits and any other related lawsuits are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors. The outcome of the pending lawsuits and any other related lawsuits is necessarily uncertain. We could be forced to expend significant resources in the defense of the pending lawsuits and any additional lawsuits, and we may not prevail. In addition, we may incur substantial legal fees and costs in connection with such lawsuits. We currently are not able to estimate the possible cost to us from these matters, as the pending lawsuits are currently at an early stage, and we cannot be certain how long it may take to resolve the pending lawsuits or the possible amount of any damages that we may be required to pay. Such amounts could be material to our financial statements if we do not prevail in the defense against the pending lawsuits and any other related lawsuits, or even if we do prevail. We have not established any reserve for any potential liability relating to the pending lawsuits and any other related lawsuits. It is possible that we could, in the future, incur judgments or enter into settlements of claims for monetary damages. Risks and Uncertainties We are subject to risks and uncertainties as a result of the COVID-19 pandemic. As of the date of this filing, the extent of the impact of the COVID-19 pandemic on our business is highly uncertain and difficult to predict, as information continues to evolve rapidly. Due to the evolving effects of the COVID-19 pandemic, we have had and expect to continue to have disruptions and/or delays in our imetelstat development program, including with respect to our ability to initiate trial sites, enroll and assess patients, maintain patient enrollment, ensure patient clinical and lab collection visits, conduct monitoring visits, supply study drug, report trial results, or interact with regulators or other important agencies due to limitations in employee resources or otherwise. Restrictions on travel, availability of site personnel, and diversion of hospital staff and resources to COVID-19 patients, have disrupted our trial operations, as well as patient recruitment in many areas, resulting in a slowdown in patient enrollment and/or deviations from or disruptions in key clinical trial activities, such as clinical trial site initiation and monitoring. If the COVID-19 pandemic continues and persists for an extended period of time, we could experience significant disruptions to our clinical development timelines, continued delays in enrollment and clinical trial site initiation in the Phase 3 portion of IMerge, delays in opening the Phase 3 clinical trial in refractory MF for screening and enrollment and other disruptions that could severely impact our business and the imetelstat development program. In response to the spread of COVID-19 and “shelter in place” and similar orders issued by state and local governments, we have temporarily restricted access to our offices in California and New Jersey. Many of our employees are conducting their work remotely, and our employees otherwise have minimal presence in our offices for essential activities. The effects of the “shelter in place” and similar orders, as well as our own policies, may negatively impact productivity, disrupt our business and continue to delay our imetelstat development program and clinical trial timelines, the magnitude of which will depend, in part, on the length and severity of the restrictions and other limitations on our ability to conduct our business in the ordinary course. In addition, our increased reliance on personnel working remotely could increase our cybersecurity risk, create data accessibility concerns and make us more susceptible to communication disruptions, any of which could adversely impact our business operations. These and similar, and perhaps more severe, disruptions in our operations could continue to negatively impact our business and business prospects, our financial condition and the future of imetelstat. The effects of the COVID-19 pandemic have increased market volatility and could result in a significant long-term disruption of global financial markets, reducing or eliminating our ability to raise additional capital, which could negatively affect our liquidity, our ability to conduct and complete our planned Phase 3 clinical trial in refractory myelofibrosis, or MF, and to commence, conduct and complete any other potential future clinical trials of imetelstat. In addition, the global economic slowdown caused by the COVID-19 pandemic could materially and adversely affect our business and the value of our common stock. The extent to which the COVID-19 pandemic impacts our business, will depend on future developments that are highly uncertain and cannot be predicted with confidence at this time, Accordingly, we do not yet know the full extent of potential delays or impacts on our business, or the global economy as a whole. However, these effects could materially and adversely affect . |
OPERATING LEASES
OPERATING LEASES | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
OPERATING LEASES | 5. OPERATING LEASES Menlo Park Office Space Lease We have an operating lease for our office space at 149 Commonwealth Drive, Menlo Park, California, or the Menlo Park Lease, that commenced in February 2018 and was due to expire in January 2020. The amendments to the Menlo Park Lease are treated as modifications to the existing lease agreement, and t he right-of-use asset and corresponding operating lease liability have been remeasured based on the present value of remaining lease payments over the remaining extended lease term as of each amendment, using the same discount rate of 5% applied as of the adoption date. For the March 2020 extension, the right-of-use asset and corresponding operating lease liability was approximately $149,000, assuming the “shelter in place” orders cease at the end of May 2020. Under the Menlo Park Lease, we are also obligated to pay certain variable expenses separately from the base rent, including taxes and common area maintenance. Such costs are considered non-lease components and have been excluded from the calculation of the right-of-use asset and corresponding operating lease liability and are being expensed in the period they are incurred. New Jersey Office Space Lease In April 2019, we entered into an operating lease agreement for office space located at 3 Sylvan Way, Parsippany, New Jersey, or the New Jersey Lease. The initial term of the New Jersey Lease is 11 years with an option to extend for an additional five years and a one-time option to terminate the New Jersey Lease without cause as of the 103 rd are considered non-lease components and have been excluded from the calculation of the right-of-use asset and corresponding operating lease liability and Foster City Office Space Lease In October 2019, we entered into an operating lease agreement for office space located at 919 East Hillsdale Boulevard, Foster City, California, or the Foster City Lease. The purpose of the Foster City Lease is to replace our current leased premises at 149 Commonwealth Drive, Menlo Park, California (see above). The initial term of the Foster City Lease is 87 months with an option to extend for an additional five years. The Foster City Lease commenced on March 10, 2020, upon the substantial completion of all tenant improvements. As of the lease commencement date, the right-of-use asset and corresponding operating lease liability was approximately $3,426,000, which represented the present value of remaining lease payments using an incremental borrowing rate of 7% over the initial lease term of 87 months, net of a three-month rent abatement period. Under the Foster City Lease, we are also obligated to pay certain variable expenses separately from the base rent, including taxes and common area maintenance. Such costs are considered non-lease components and have been excluded from the calculation of the right-of-use asset and corresponding operating lease liability and The future non-cancellable lease payments under the Menlo Park Lease, the New Jersey Lease and the Foster City Lease as of March 31, 2020 were as follows (in thousands): Remainder of 2020 $ 637 2021 913 2022 937 2023 962 2024 987 Thereafter 3,821 Total lease payments 8,257 Less: imputed interest (2,270 ) Total $ 5,987 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2020 | |
Stockholders Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | 6. STOCKHOLDERS’ EQUITY At Market Issuance Sales Agreement On May 18, 2018, we entered into an At Market Issuance Sales Agreement, or the 2018 Sales Agreement, with B. Riley FBR, Inc., or B. Riley FBR, pursuant to which we may elect to issue and sell shares of our common stock having an aggregate offering price of up to $100,000,000 in such quantities and on such minimum price terms as we set from time to time through B. Riley FBR as our sales agent. We pay B. Riley FBR 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 B. Riley FBR under the 2018 Sales Agreement. For the three months ended March 31, 2020, we sold an aggregate of 530,228 shares of our common stock pursuant to the 2018 Sales Agreement, resulting in net cash proceeds to us of approximately $686,000, after deducting sales commissions and other offering expenses payable by us. The 2018 Sales Agreement will expire upon the earlier of: (a) the sale of all common stock subject to the 2018 Sales Agreement, or (b) May 18, 2021. See also Note 7 on Subsequent Events. 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 Geron 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 and February 2020, our Compensation Committee approved amendments to increase the reserve of shares of our common stock under the 2018 Inducement Award Plan by 5,000,000 and 1,300,000 shares, respectively. 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. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 7. SUBSEQUENT EVENTS At Market Issuance Sales Agreement On July 10, 2018, we filed a prospectus supplement, or the ATM Prospectus Supplement, pursuant to which we may offer and sell, from time to time, shares of our common stock having an aggregate offering price of up to $62,821,700 under the 2018 Sales Agreement. In the second quarter of 2020, we sold an aggregate of 2,966,388 shares of our common stock pursuant to the 2018 Sales Agreement, resulting in net cash proceeds to us of approximately $3,391,000 after deducting sales commissions and estimated offering expenses payable by us. In connection with the public offering in May 2020 described below, we have terminated the ATM Prospectus Supplement, but the 2018 Sales Agreement remains in full force and effect. We cannot make any sales of common stock under the 2018 Sales Agreement for 90 days after completion of our public offering and unless and until we file an updated prospectus supplement. For further discussion of the 2018 Sales Agreement, see Note 6 on Stockholders’ Equity. Public Offering On May 27, 2020, we completed an underwritten public offering of 107,049,375 shares of our common stock and pre-funded warrants to purchase 8,335,239 shares of our common stock, also known as the pre-funded warrants, together with accompanying warrants to purchase 57,692,307 shares of our common stock, also known as the stock purchase warrants. The combined public offering price to the public of common stock and accompanying stock purchase warrants is $ 1.30 140,200,000 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
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, or GAAP, 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, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020 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, 2019, included in the Company’s Annual Report on Form 10-K. The accompanying condensed balance sheet as of December 31, 2019 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, 2020 and 2019, the diluted net loss per share calculation excludes potential dilutive securities of 43,005,837 and 32,714,257, 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 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, 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 government-sponsored enterprise securities, 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, 2020 and 2019. 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. We have also elected not to recognize on our condensed balance sheets leases with terms of one year or less. |
Revenue Recognition | Revenue Recognition 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 previously entered into several license agreements with various oncology, diagnostics, research tools and biologics production companies, whereby we granted certain rights to our non-imetelstat related technologies. As of March 31, 2020, all license agreements related to our human telomerase reverse transcriptase, or hTERT, technology have been terminated or expired due to patent expirations on such technology. The remaining active license agreement is a license related to our specialized oligonucleotide backbone chemistry, as well as patent rights covering the synthesis of monomers, the building blocks of oligonucleotides. Economic terms of this agreement include non-refundable annual license maintenance payments, milestone payments upon achievement of certain research, development and regulatory milestones, and royalties on potential future product sales. Also, in connection with the divestiture of Geron’s human embryonic stem cell assets, including intellectual property and proprietary technology, to Lineage Cell Therapeutics, Inc. (formerly BioTime, Inc. which acquired Asterias Biotherapeutics, Inc.), we are entitled to receive royalties on future product sales. Non-refundable upfront fees and annual license maintenance fees are considered fixed consideration, while milestone payments and royalties are identified as variable consideration. Licenses of Intellectual Property. If we determine that the license to intellectual property is distinct from the other performance obligations identified in an 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 date, 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. For example, 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 date, 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 during the reporting period 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 collaboration 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 collaboration agreements, if any. 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 collaborative partners and research-related overhead. Research and development costs are expensed as incurred, including costs incurred under our collaboration and/or license agreements. On November 13, 2014, we entered into a Collaboration and License Agreement, or the Collaboration Agreement, with Janssen Biotech, Inc., or Janssen, pursuant to which we granted Janssen the exclusive rights to develop and commercialize imetelstat worldwide for all indications in oncology, including hematologic myeloid malignancies, and all other human therapeutic uses. Janssen terminated the Collaboration Agreement effective September 28, 2018. Under the termination provisions of the Collaboration Agreement, during transition of the program to us, Janssen was required to provide certain operational support for the imetelstat program through September 28, 2019. Operational support from Janssen included clinical development activities, such as continuing monitoring and treatment of patients in ongoing imetelstat clinical trials. We reimbursed Janssen 100% for the costs of such operational support. As of September 30, 2019, the transition of the imetelstat program to us from Janssen has been completed. Our current imetelstat clinical trials are being supported by third-party contract research organizations, or CROs, and other vendors. We accrue expenses for clinical trial activities performed by CROs based upon the estimated amount of work completed for each trial. For clinical trial expenses and related expenses associated with the conduct of clinical trials, the significant factors used in estimating accruals include the number of patients enrolled, the number of active clinical sites, and the duration for which the patients have been enrolled in the trial. We monitor patient enrollment levels and related activities to the extent possible through internal reviews, review of contractual terms and correspondence with CROs. We base our estimates on the best information available at the time. However, additional information may become available to us which will allow us to make a more accurate estimate in future periods. In that 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 the 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, 2020 and 2019, which was allocated as follows: Three Months Ended March 31, (In thousands) 2020 2019 Research and development $ 501 $ 240 General and administrative 1,067 1,186 Stock-based compensation expense included in operating expenses $ 1,568 $ 1,426 As stock-based compensation expense recognized in our condensed statements of operations for the three months ended March 31, 2020 and 2019 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, 2020 and 2019, as achievement of the 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, 2020 and 2019 has been estimated at the date of grant using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2020 2019 Dividend yield 0% 0% Expected volatility range 0.781 0.925 to 0.980 Risk-free interest rate range 1.42% to 1.62% 2.24% to 2.56% Expected term range 5.25 yrs 5.25 yrs to 6.44 yrs Employee Stock Purchase Plan The fair value of employees’ purchase rights during the three months ended March 31, 2020 and 2019 has been estimated using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2020 2019 Dividend yield 0% 0% Expected volatility range 0.478 to 0.564 1.333 to 1.653 Risk-free interest rate range 1.56% to 1.57% 2.56% to 2.63% 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 With the adoption of ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting |
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 August 2018, the Financial Accounting Standards Board, or FASB, issued ASU 2018-13, Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement, As of January 1, 2020, we also adopted ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction Between Topic 808 and Topic 606 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 Financial Instruments – Credit Losses (Topic 326): Targeted Transition Relief Codification Improvements to Topic 326, Financial Instruments – Credit Losses Other recent accounting pronouncements issued by the FASB did not or are not believed by management to have a material impact on our condensed financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
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, 2020 and 2019, which was allocated as follows: Three Months Ended March 31, (In thousands) 2020 2019 Research and development $ 501 $ 240 General and administrative 1,067 1,186 Stock-based compensation expense included in operating expenses $ 1,568 $ 1,426 |
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, 2020 and 2019 has been estimated at the date of grant using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2020 2019 Dividend yield 0% 0% Expected volatility range 0.781 0.925 to 0.980 Risk-free interest rate range 1.42% to 1.62% 2.24% to 2.56% Expected term range 5.25 yrs 5.25 yrs to 6.44 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, 2020 and 2019 has been estimated using the Black Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2020 2019 Dividend yield 0% 0% Expected volatility range 0.478 to 0.564 1.333 to 1.653 Risk-free interest rate range 1.56% to 1.57% 2.56% to 2.63% 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, 2020 | |
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, 2020 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 $ 18,370 $ — $ — $ 18,370 Restricted cash: Certificate of deposit $ 270 $ — $ — $ 270 Marketable securities: Government-sponsored enterprise securities (due in less than one year) $ 11,504 $ 16 $ — $ 11,520 Commercial paper (due in less than one year) 29,028 37 — 29,065 Corporate notes (due in less than one year) 71,422 44 (229 ) 71,237 Corporate notes (due in one to two years) 1,021 8 — 1,029 $ 112,975 $ 105 $ (229 ) $ 112,851 Cash equivalents, restricted cash and marketable securities by security type at December 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 $ 6,671 $ — $ — $ 6,671 Commercial paper 3,990 — — 3,990 $ 10,661 $ — $ — $ 10,661 Restricted cash: Certificate of deposit $ 270 $ — $ — $ 270 Marketable securities: Government-sponsored enterprise securities (due in less than one year) $ 6,506 $ 6 $ — $ 6,512 Government-sponsored enterprise securities (due in one to two years) 6,999 1 — 7,000 Commercial paper (due in less than one year) 40,110 33 (3 ) 40,140 Corporate notes (due in less than one year) 78,926 116 (13 ) 79,029 Corporate notes (due in one to two years) 12,659 1 (9 ) 12,651 $ 145,200 $ 157 $ (25 ) $ 145,332 |
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, 2020 and December 31, 2019 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, 2020: Corporate notes (due in less than one year) $ 49,835 $ (229 ) $ — $ — $ 49,835 $ (229 ) As of December 31, 2019: Commercial paper (due in less than one year) $ 8,571 $ (3 ) $ — $ — $ 8,571 $ (3 ) Corporate notes (due in less than one year) 26,082 (13 ) — — 26,082 (13 ) Corporate notes (due in one to two years) 11,624 (9 ) — — 11,624 (9 ) $ 46,277 $ (25 ) $ — $ — $ 46,277 $ (25 ) |
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, 2020 and December 31, 2019 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, 2020: Money market funds (1) $ 18,370 $ — $ — $ 18,370 Government-sponsored enterprise securities (2) — 11,520 — 11,520 Commercial paper (2) — 29,065 — 29,065 Corporate notes (2)(3) — 72,266 — 72,266 Equity investment (4) — 169 — 169 Total $ 18,370 $ 113,020 $ — $ 131,390 As of December 31, 2019: Money market funds (1) $ 6,671 $ — $ — $ 6,671 Government-sponsored enterprise securities (2)(3) — 13,512 — 13,512 Commercial paper (1)(2) — 44,130 — 44,130 Corporate notes (2)(3) — 91,680 — 91,680 Equity investment (4) — 389 — 389 Total $ 6,671 $ 149,711 $ — $ 156,382 (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 deposits and other assets on our condensed balance sheets. See “Equity Investment” in this Note 2 for further discussion of this equity investment. |
OPERATING LEASES (Tables)
OPERATING LEASES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Future non-cancellable lease payments | The future non-cancellable lease payments under the Menlo Park Lease, the New Jersey Lease and the Foster City Lease as of March 31, 2020 were as follows (in thousands): Remainder of 2020 $ 637 2021 913 2022 937 2023 962 2024 987 Thereafter 3,821 Total lease payments 8,257 Less: imputed interest (2,270 ) Total $ 5,987 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - ANTI-DILUTIVE SHARES (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
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) | 43,005,837 | 32,714,257 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - RESEARCH AND DEVELOPMENT (Details) | 3 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Percentage of costs to be paid by Geron after termination of Collaboration Agreement | 100.00% |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - USEFUL LIVES OF ASSETS (Details) | 3 Months Ended |
Mar. 31, 2020 | |
Depreciation [Abstract] | |
Estimated useful lives of assets | 4 years |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - STOCK BASED COMPENSATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Stock-Based Compensation Expense | ||
Stock-based compensation expense included in operating expenses | $ 1,568 | $ 1,426 |
Research and development | ||
Stock-Based Compensation Expense | ||
Stock-based compensation expense included in operating expenses | 501 | 240 |
General and administrative | ||
Stock-Based Compensation Expense | ||
Stock-based compensation expense included in operating expenses | $ 1,067 | $ 1,186 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - STOCK OPTIONS AND EMPLOYEE STOCK PURCHASE PLAN (Details) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
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 | 78.10% | |
Expected volatility range, minimum (as a percent) | 92.50% | |
Expected volatility range, maximum (as a percent) | 98.00% | |
Risk-free interest rate range, minimum (as a percent) | 1.42% | 2.24% |
Risk-free interest rate range, maximum (as a percent) | 1.62% | 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) | 47.80% | 133.30% |
Expected volatility range, maximum (as a percent) | 56.40% | 165.30% |
Risk-free interest rate range, minimum (as a percent) | 1.56% | 2.56% |
Risk-free interest rate range, maximum (as a percent) | 1.57% | 2.63% |
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 |
FAIR VALUE MEASUREMENTS - SECUR
FAIR VALUE MEASUREMENTS - SECURITY TYPE (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Included in cash and cash equivalents: | ||
Amortized Cost | $ 10,661 | |
Estimated Fair Value | 10,661 | |
Restricted cash: | ||
Amortized Cost | $ 270 | 270 |
Marketable securities: | ||
Amortized Cost | 112,975 | 145,200 |
Gross Unrealized Gains | 105 | 157 |
Gross Unrealized Losses | (229) | (25) |
Estimated Fair Value | 112,851 | 145,332 |
Money market funds | ||
Included in cash and cash equivalents: | ||
Amortized Cost | 18,370 | 6,671 |
Estimated Fair Value | 18,370 | 6,671 |
Commercial paper | ||
Included in cash and cash equivalents: | ||
Amortized Cost | 3,990 | |
Estimated Fair Value | 3,990 | |
Certificate of deposit | ||
Restricted cash: | ||
Amortized Cost | 270 | 270 |
Estimated Fair Value | 270 | 270 |
Government-sponsored enterprise securities (due in less than one year) | ||
Marketable securities: | ||
Amortized Cost | 11,504 | 6,506 |
Gross Unrealized Gains | 16 | 6 |
Estimated Fair Value | 11,520 | 6,512 |
Government-sponsored enterprise securities (due in one to two years) | ||
Marketable securities: | ||
Amortized Cost | 6,999 | |
Gross Unrealized Gains | 1 | |
Estimated Fair Value | 7,000 | |
Commercial paper (due in less than one year) | ||
Marketable securities: | ||
Amortized Cost | 29,028 | 40,110 |
Gross Unrealized Gains | 37 | 33 |
Gross Unrealized Losses | (3) | |
Estimated Fair Value | 29,065 | 40,140 |
Corporate notes (due in less than one year) | ||
Marketable securities: | ||
Amortized Cost | 71,422 | 78,926 |
Gross Unrealized Gains | 44 | 116 |
Gross Unrealized Losses | (229) | (13) |
Estimated Fair Value | 71,237 | 79,029 |
Corporate notes (due in one to two years) | ||
Marketable securities: | ||
Amortized Cost | 1,021 | 12,659 |
Gross Unrealized Gains | 8 | 1 |
Gross Unrealized Losses | (9) | |
Estimated Fair Value | $ 1,029 | $ 12,651 |
FAIR VALUE MEASUREMENTS - SEC_2
FAIR VALUE MEASUREMENTS - SECURITIES WITH UNREALIZED LOSSES (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Schedule Of Available For Sale Securities [Line Items] | ||
Less Than 12 Months - Estimated Fair Value | $ 46,277 | |
Less Than 12 Months - Gross Unrealized Losses | (25) | |
Total - Estimated Fair Value | 46,277 | |
Total - Gross Unrealized Losses | (25) | |
Commercial paper (due in less than one year) | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Less Than 12 Months - Estimated Fair Value | 8,571 | |
Less Than 12 Months - Gross Unrealized Losses | (3) | |
Total - Estimated Fair Value | 8,571 | |
Total - Gross Unrealized Losses | (3) | |
Corporate notes (due in less than one year) | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Less Than 12 Months - Estimated Fair Value | $ 49,835 | 26,082 |
Less Than 12 Months - Gross Unrealized Losses | (229) | (13) |
Total - Estimated Fair Value | 49,835 | 26,082 |
Total - Gross Unrealized Losses | $ (229) | (13) |
Corporate notes (due in one to two years) | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Less Than 12 Months - Estimated Fair Value | 11,624 | |
Less Than 12 Months - Gross Unrealized Losses | (9) | |
Total - Estimated Fair Value | 11,624 | |
Total - Gross Unrealized Losses | $ (9) |
FAIR VALUE MEASUREMENTS - RECUR
FAIR VALUE MEASUREMENTS - RECURRING BASIS (Details) - Recurring basis - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Fair Value on a Recurring Basis | ||
Total | $ 131,390 | $ 156,382 |
Money market funds | ||
Fair Value on a Recurring Basis | ||
Total | 18,370 | 6,671 |
Government-sponsored enterprise securities | ||
Fair Value on a Recurring Basis | ||
Total | 11,520 | 13,512 |
Commercial paper | ||
Fair Value on a Recurring Basis | ||
Total | 29,065 | 44,130 |
Corporate notes | ||
Fair Value on a Recurring Basis | ||
Total | 72,266 | 91,680 |
Equity Investment | ||
Fair Value on a Recurring Basis | ||
Total | 169 | 389 |
Level 1 | ||
Fair Value on a Recurring Basis | ||
Total | 18,370 | 6,671 |
Level 1 | Money market funds | ||
Fair Value on a Recurring Basis | ||
Total | 18,370 | 6,671 |
Level 2 | ||
Fair Value on a Recurring Basis | ||
Total | 113,020 | 149,711 |
Level 2 | Government-sponsored enterprise securities | ||
Fair Value on a Recurring Basis | ||
Total | 11,520 | 13,512 |
Level 2 | Commercial paper | ||
Fair Value on a Recurring Basis | ||
Total | 29,065 | 44,130 |
Level 2 | Corporate notes | ||
Fair Value on a Recurring Basis | ||
Total | 72,266 | 91,680 |
Level 2 | Equity Investment | ||
Fair Value on a Recurring Basis | ||
Total | $ 169 | $ 389 |
FAIR VALUE MEASUREMENTS - EQUIT
FAIR VALUE MEASUREMENTS - EQUITY INVESTMENT (Details) - Equity Investment - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | 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 | $ 169,000 | ||
Increase (decrease) in fair value of equity investment | (195,000) | $ 98,000 | |
Gain (loss) related to foreign currency translation | $ (25,000) | $ 5,000 | |
Maximum | |||
Equity Investments [Line Item] | |||
Cost method investments Ownership | 20.00% |
FORMER COLLABORATION AGREEMENT
FORMER COLLABORATION AGREEMENT (Details) | Sep. 28, 2018 | Sep. 27, 2018 | Dec. 15, 2014item | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Former Collaborative Arrangement [Line Items] | |||||
Percentage of costs to be paid by Geron after termination of Collaboration Agreement | 100.00% | ||||
Amount due to Janssen Biotech, Inc. | $ 1,000 | $ 14,269,000 | |||
Former Collaboration Agreement | Janssen Biotech | |||||
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. | 1,000 | ||||
Clinical Supply Agreement | Janssen Biotech | |||||
Former Collaborative Arrangement [Line Items] | |||||
Amount due to Janssen Biotech, Inc. | $ 0 | $ 14,269,000 |
OPERATING LEASES (Details)
OPERATING LEASES (Details) - USD ($) | Mar. 10, 2020 | Oct. 01, 2019 | Sep. 10, 2019 | Mar. 31, 2020 | Dec. 31, 2019 | Oct. 31, 2019 | Apr. 30, 2019 |
Lessee Lease Description [Line Items] | |||||||
Operating lease, right-of-use assets | $ 5,827,000 | $ 2,497,000 | |||||
Operating lease liability | $ 5,987,000 | ||||||
Menlo Park Office Space Lease | |||||||
Lessee Lease Description [Line Items] | |||||||
Operating lease term, additional period extension | 2 months | ||||||
Operating lease, percentage of discount rate | 5.00% | ||||||
Operating lease, right-of-use assets | $ 149,000 | ||||||
Operating lease liability | $ 149,000 | ||||||
New Jersey Office Space Lease | |||||||
Lessee Lease Description [Line Items] | |||||||
Operating lease, percentage of discount rate | 8.00% | ||||||
Operating lease, right-of-use assets | $ 2,356,000 | ||||||
Operating lease liability | $ 2,356,000 | ||||||
Operating lease, initial term | 11 years | ||||||
Operating lease term, option to extend additional period | 5 years | ||||||
Operating lease, rent abatement period | 7 months | ||||||
Foster City Office Space Lease | |||||||
Lessee Lease Description [Line Items] | |||||||
Operating lease, percentage of discount rate | 7.00% | ||||||
Operating lease, right-of-use assets | $ 3,426,000 | ||||||
Operating lease liability | $ 3,426,000 | ||||||
Operating lease, initial term | 87 months | 87 months | |||||
Operating lease term, option to extend additional period | 5 years | ||||||
Operating lease, rent abatement period | 3 months |
OPERATING LEASES - FUTURE NON-C
OPERATING LEASES - FUTURE NON-CANCELLABLE LEASE PAYMENTS (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Operating Lease Liabilities, Payments Due | |
Remainder of 2020 | $ 637 |
2021 | 913 |
2022 | 937 |
2023 | 962 |
2024 | 987 |
Thereafter | 3,821 |
Total lease payments | 8,257 |
Less: imputed interest | (2,270) |
Total | $ 5,987 |
STOCKHOLDERS' EQUITY - AT MARKE
STOCKHOLDERS' EQUITY - AT MARKET ISSUANCE SALES AGREEMENT (Details) - USD ($) | Jul. 10, 2018 | May 18, 2018 | Mar. 31, 2020 |
At Market Issuance Sales Agreements [Line Items] | |||
Net cash proceeds from issuance of common stock after deducting sales commissions and other offering costs | $ 686,000 | ||
2018 Sales Agreement | |||
At Market Issuance Sales Agreements [Line Items] | |||
Aggregate offering price of common stock | $ 62,821,700 | $ 100,000,000 | |
Maximum commission rate (as a percent) | 3.00% | ||
Issuance of common stock in connection with at market offering (in shares) | 530,228 | ||
Net cash proceeds from issuance of common stock after deducting sales commissions and other offering costs | $ 686,000 |
STOCKHOLDERS' EQUITY - 2018 IND
STOCKHOLDERS' EQUITY - 2018 INDUCEMENT AWARD PLAN (Details) - shares | Feb. 29, 2020 | Jan. 31, 2019 | Dec. 31, 2018 |
2018 Inducement Award Plan | |||
Stock-Based Compensation | |||
Common stock, shares reserved for future issuance (in shares) | 1,300,000 | 5,000,000 | 3,000,000 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | May 27, 2020 | Jul. 10, 2018 | May 18, 2018 | Jun. 30, 2020 | Mar. 31, 2020 |
Subsequent Event [Line Items] | |||||
Issuance of common stock in connection with at market offering, net of issuance costs | $ 686,000 | ||||
Subsequent Event | Underwritten Public Offering | |||||
Subsequent Event [Line Items] | |||||
Issuance of common stock in connection with public offering (in shares) | 107,049,375 | ||||
Estimated net proceeds from public offering | $ 140,200,000 | ||||
Combined public offering price per share of common stock and accompanying stock purchase warrants | $ 1.30 | ||||
Pre-Funded Warrants | Subsequent Event | Underwritten Public Offering | |||||
Subsequent Event [Line Items] | |||||
Warrants to purchase common stock, shares | 8,335,239 | ||||
Combined public offering price per share of pre-funded warrants and accompanying stock purchase warrants | $ 1.299 | ||||
Stock Purchase Warrants | Subsequent Event | Underwritten Public Offering | |||||
Subsequent Event [Line Items] | |||||
Warrants to purchase common stock, shares | 57,692,307 | ||||
2018 Sales Agreement | |||||
Subsequent Event [Line Items] | |||||
Issuance of common stock in connection with at market offering, net of issuance costs (in shares) | 530,228 | ||||
Issuance of common stock in connection with at market offering, net of issuance costs | $ 686,000 | ||||
Aggregate offering price of common stock | $ 62,821,700 | $ 100,000,000 | |||
Forecast | 2018 Sales Agreement | |||||
Subsequent Event [Line Items] | |||||
Issuance of common stock in connection with at market offering, net of issuance costs (in shares) | 2,966,388 | ||||
Issuance of common stock in connection with at market offering, net of issuance costs | $ 3,391,000 |