Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 16, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | LA JOLLA PHARMACEUTICAL CO | ||
Entity Central Index Key | 920,465 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 512,864,000 | ||
Entity Common Stock, Shares Outstanding | 22,168,242 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 90,915 | $ 65,726 |
Restricted cash, current portion | 0 | 200 |
Prepaid expenses and other current assets | 3,147 | 1,505 |
Total current assets | 94,062 | 67,431 |
Property and equipment, net | 24,568 | 3,145 |
Restricted cash, less current portion | 909 | 0 |
Other assets | 0 | 219 |
Total assets | 119,539 | 70,795 |
Current liabilities: | ||
Accounts payable | 11,484 | 6,652 |
Accrued clinical and other expenses | 703 | 905 |
Accrued payroll and related expenses | 4,995 | 2,077 |
Deferred rent, current portion | 1,370 | 124 |
Total current liabilities | 18,552 | 9,758 |
Deferred rent, less current portion | 12,785 | 0 |
Total liabilities | 31,337 | 9,758 |
Commitments and contingencies (Note 9) | ||
Shareholders’ equity: | ||
Common Stock, $0.0001 par value; 100,000,000 shares authorized, 22,167,529 and 18,261,557 shares issued and outstanding at December 31, 2017 and December 31, 2016, respectively | 2 | 2 |
Additional paid-in capital | 803,071 | 661,103 |
Accumulated deficit | (721,514) | (606,711) |
Total shareholders’ equity | 88,202 | 61,037 |
Total liabilities and shareholders’ equity | 119,539 | 70,795 |
Series C-1 Convertible Preferred Stock [Member] | ||
Shareholders’ equity: | ||
Convertible preferred stock, value | 3,906 | 3,906 |
Series F Convertible Preferred Stock [Member] | ||
Shareholders’ equity: | ||
Convertible preferred stock, value | $ 2,737 | $ 2,737 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 22,167,529 | 18,261,557 |
Common stock, shares outstanding (in shares) | 22,167,529 | 18,261,557 |
Preferred stock, par value (usd per share) | $ 0.0001 | |
Preferred stock, shares authorized (in shares) | 8,000,000 | |
Series C-1 Convertible Preferred Stock [Member] | ||
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 11,000 | 11,000 |
Preferred stock, shares issued (in shares) | 3,906 | 3,906 |
Preferred stock, shares outstanding (in shares) | 3,906 | 3,906 |
Liquidation preference | $ 3,906 | $ 3,906 |
Series F Convertible Preferred Stock [Member] | ||
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000 | 10,000 |
Preferred stock, shares issued (in shares) | 2,737 | 2,737 |
Preferred stock, shares outstanding (in shares) | 2,737 | 2,737 |
Liquidation preference | $ 2,737 | $ 2,737 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue | |||
Contract revenue - related party | $ 0 | $ 616,000 | $ 1,057,000 |
Total revenue | 0 | 616,000 | 1,057,000 |
Operating expenses | |||
Research and development | 84,575,000 | 62,288,000 | 29,092,000 |
General and administrative | 30,852,000 | 16,700,000 | 13,934,000 |
Total operating expenses | 115,427,000 | 78,988,000 | 43,026,000 |
Loss from operations | (115,427,000) | (78,372,000) | (41,969,000) |
Other income, net | 624,000 | 187,000 | 57,000 |
Net loss | (114,803,000) | (78,185,000) | (41,912,000) |
Net loss attributable to common shareholders | $ (114,803,000) | $ (78,185,000) | $ (41,912,000) |
Basic and diluted net loss per share (usd per share) | $ (5.41) | $ (4.54) | $ (2.68) |
Weighted-average common shares outstanding - basic and diluted (in shares) | 21,215 | 17,228 | 15,651 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Conversion of Series F Preferred Stock into Common Stock [Member] | Conversion Of Series C-1 And D-1 Preferred Stock Into Common Stock [Member] | Preferred Stock [Member]Series C-1 Convertible Preferred Stock [Member] | Preferred Stock [Member]Series C-1 Convertible Preferred Stock [Member]Conversion Of Series C-1 And D-1 Preferred Stock Into Common Stock [Member] | Preferred Stock [Member]Series F Convertible Preferred Stock [Member] | Preferred Stock [Member]Series F Convertible Preferred Stock [Member]Conversion of Series F Preferred Stock into Common Stock [Member] | Common Stock [Member] | Common Stock [Member]Conversion of Series F Preferred Stock into Common Stock [Member] | Common Stock [Member]Conversion Of Series C-1 And D-1 Preferred Stock Into Common Stock [Member] | Common Stock [Member]Series C-1 Convertible Preferred Stock [Member] | Common Stock [Member]Series F Convertible Preferred Stock [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member]Conversion of Series F Preferred Stock into Common Stock [Member] | Additional Paid-in Capital [Member]Conversion Of Series C-1 And D-1 Preferred Stock Into Common Stock [Member] | Retained Earnings [Member] |
Beginning Balance (in shares) at Dec. 31, 2014 | 4,000 | 3,000 | 15,226,000 | |||||||||||||
Beginning Balance at Dec. 31, 2014 | $ 48,456 | $ 3,917 | $ 2,798 | $ 2 | $ 528,353 | $ (486,614) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Stock issued during period (in shares) | 2,933,000 | 19,134 | 17,360 | |||||||||||||
Stock issued during period, value | 104,596 | 104,596 | ||||||||||||||
Conversion of Convertible Preferred Stock into common stock | $ 0 | $ 0 | $ (11) | $ (61) | $ 61 | $ 11 | ||||||||||
Conversion of Convertible Preferred Stock into common stock (in shares) | 17,000 | 19,000 | ||||||||||||||
Share-based compensation expense | 11,551 | 11,551 | ||||||||||||||
Third party share-based compensation expense | $ 1,521 | 1,521 | ||||||||||||||
Exercise of stock options for common stock (in shares) | 51,814 | 45,000 | ||||||||||||||
Exercise of stock options for common stock | $ 315 | 315 | ||||||||||||||
Issuance of restricted stock awards (in shares) | 4,000 | |||||||||||||||
Issuance of restricted stock awards | 0 | |||||||||||||||
Net loss | (41,912) | (41,912) | ||||||||||||||
Ending Balance (in shares) at Dec. 31, 2015 | 4,000 | 3,000 | 18,244,000 | |||||||||||||
Ending Balance at Dec. 31, 2015 | 124,527 | $ 3,906 | $ 2,737 | $ 2 | 646,408 | (528,526) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Share-based compensation expense | 14,349 | 14,349 | ||||||||||||||
Third party share-based compensation expense | $ 197 | 197 | ||||||||||||||
Exercise of stock options for common stock (in shares) | 17,548 | 17,000 | ||||||||||||||
Exercise of stock options for common stock | $ 149 | 149 | ||||||||||||||
Net loss | (78,185) | (78,185) | ||||||||||||||
Ending Balance (in shares) at Dec. 31, 2016 | 4,000 | 3,000 | 18,261,000 | |||||||||||||
Ending Balance at Dec. 31, 2016 | 61,037 | $ 3,906 | $ 2,737 | $ 2 | 661,103 | (606,711) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Stock issued during period (in shares) | 3,731,000 | |||||||||||||||
Stock issued during period, value | 117,480 | 117,480 | ||||||||||||||
Share-based compensation expense | 20,776 | 20,776 | ||||||||||||||
Third party share-based compensation expense | $ 1,019 | 1,019 | ||||||||||||||
Exercise of stock options for common stock (in shares) | 174,628 | 175,000 | ||||||||||||||
Exercise of stock options for common stock | $ 2,693 | 2,693 | ||||||||||||||
Net loss | (114,803) | (114,803) | ||||||||||||||
Ending Balance (in shares) at Dec. 31, 2017 | 4,000 | 3,000 | 22,167,000 | |||||||||||||
Ending Balance at Dec. 31, 2017 | $ 88,202 | $ 3,906 | $ 2,737 | $ 2 | $ 803,071 | $ (721,514) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating activities | |||
Net loss | $ (114,803) | $ (78,185) | $ (41,912) |
Adjustments to reconcile net loss to net cash used for operating activities: | |||
Share-based compensation expense | 20,776 | 14,349 | 11,551 |
Third party share-based compensation expense | 1,019 | 197 | 1,521 |
Depreciation expense | 1,268 | 730 | 347 |
Loss on disposal of property and equipment | 199 | 75 | 16 |
Changes in operating assets and liabilities: | |||
Restricted cash, current portion | 200 | 37 | (200) |
Prepaid expenses and other current assets | (1,642) | (664) | 824 |
Other assets | 219 | (149) | (70) |
Accounts payable | 4,832 | 3,600 | 2,322 |
Accrued clinical and other expenses | (202) | 227 | (248) |
Accrued payroll and related expenses | 2,918 | 987 | 666 |
Deferred rent | 335 | 124 | 0 |
Net cash used for operating activities | (84,881) | (58,672) | (25,183) |
Investing activities | |||
Purchase of property and equipment | (9,194) | (2,218) | (1,816) |
Net cash used for investing activities | (9,194) | (2,218) | (1,816) |
Financing activities | |||
Net proceeds from the issuance of common stock | 117,480 | 0 | 104,596 |
Net proceeds from the exercise of stock options for common stock | 2,693 | 149 | 315 |
Restricted cash, long term | (909) | 0 | 0 |
Net cash provided by financing activities | 119,264 | 149 | 104,911 |
Net increase (decrease) in cash and cash equivalents | 25,189 | (60,741) | 77,912 |
Cash and cash equivalents at beginning of period | 65,726 | 126,467 | 48,555 |
Cash, cash equivalents at end of period | 90,915 | 65,726 | 126,467 |
Non-cash investing and financing activity: | |||
Capitalized landlord funded tenant improvements | 13,696 | 0 | 0 |
Series C-1 Convertible Preferred Stock [Member] | |||
Non-cash investing and financing activity: | |||
Conversion of temporary equity into common stock | 0 | 0 | 11 |
Series F Convertible Preferred Stock [Member] | |||
Non-cash investing and financing activity: | |||
Conversion of temporary equity into common stock | $ 0 | $ 0 | $ 61 |
Business
Business | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business | Business La Jolla Pharmaceutical Company (collectively with its subsidiaries, the Company) is a biopharmaceutical company focused on the discovery, development and commercialization of innovative therapies intended to significantly improve outcomes in patients suffering from life-threatening diseases. The Company was incorporated in 1989 as a Delaware corporation and reincorporated in California in 2012. GIAPREZA TM (angiotensin II), formerly known as LJPC-501, was approved by the U.S. Food and Drug Administration (FDA) on December 21, 2017 as a vasoconstrictor to increase blood pressure in adults with septic or other distributive shock. GIAPREZA is the Company’s first commercial product. LJPC-401, a clinical stage investigational product, is our proprietary formulation of synthetic human hepcidin. LJPC-401 is being developed for the potential treatment of conditions characterized by iron overload, such as hereditary hemochromatosis, beta thalassemia, sickle cell disease and myelodysplastic syndrome. As of December 31, 2017 , the Company had $90.9 million in cash and cash equivalents, compared to $65.7 million in cash and cash equivalents at December 31, 2016 . The Company has a history of incurring significant operating losses and negative cash flows from operations. As of December 31, 2017, the Company does not have sufficient capital to fund its planned operations during the twelve-month period subsequent to the issuance of these financial statements. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date this Annual Report on Form 10-K is filed with the U.S. Securities and Exchange Commission (SEC). The accompanying consolidated financial statements do not include any adjustments relating to the recoverability of assets and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company anticipates that it will need to raise additional capital in order to fund these future operations. The Company will seek to fund its operations through equity, debt or royalty-based financings or other sources, such as potential collaboration agreements. The Company cannot be certain that additional funding will be available to us on acceptable terms, or at all. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The preparation of financial statements requires that management make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures. Actual results could differ materially from those estimates. Certain amounts previously reported in the financial statements have been reclassified to conform to the current year presentation. Such reclassifications did not affect net loss, shareholders’ equity or cash flows. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity from the date of purchase of less than three months to be cash equivalents. The carrying value of the Company’s money market funds is included in cash equivalents and approximates the fair value. Restricted Cash Cash is classified as restricted cash when certain funds are reserved for a specific purpose and are not available for immediate or general business use. Under the terms of the Company’s building lease, the Company has provided a standby letter of credit of $0.9 million in lieu of a security deposit during the term of such lease, subject to periodic decreases during the first 5 years of the lease. There is a requirement to maintain a $0.9 million collateral cash account pledged as security for such letter of credit. Previously under the terms of the Company’s credit card arrangements, there was a requirement to maintain a $0.2 million collateral cash account pledged as security for such credit cards. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash equivalents. The Company invests excess cash in money market accounts. This investment strategy is consistent with the Company’s policy to ensure safety of principal and maintain liquidity. Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range from two to seven years. Amortization of leasehold improvements is recorded over the shorter of the lease term or the estimated useful life of the related assets. Maintenance and repairs are charged to operating expense as incurred. When assets are sold, or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any gain or loss is included in operating expense. Lease incentives are amortized on a straight-line basis over the lease term as a reduction to rent expense. Leasehold improvements are capitalized and amortized over the shorter of the lease term or expected useful lives. Revenue Recognition The Company recognizes revenue when all of the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed or determinable; and (4) collectibility is reasonably assured. The Company has recognized revenue from payments received under a services agreement with a related party. Under the terms of this services agreement, the Company receives payments from this related party for research and development services that the Company provides at a negotiated, arms-length rate. Research and Development Expense Research and development expense includes salaries and benefits, facilities and other overhead costs, research-related manufacturing costs, contract service and clinical and preclinical-related service costs performed by clinical research organizations, research institutions and other outside service providers. Research and development expense is expensed as incurred when these expenditures relate to the Company’s research and development efforts and have no alternative future uses. In accordance with certain research and development agreements, the Company is obligated to make certain upfront payments upon execution of the agreement. Advance payments, including nonrefundable amounts, for materials or services that will be used or rendered for future research and development activities are deferred and capitalized. Such amounts are recognized as an expense as the related goods are delivered or the related services are performed. Acquisition or milestone payments that the Company makes in connection with in-licensed technology are expensed as incurred when there is uncertainty in receiving future economic benefits from the licensed technology. The Company considers the future economic benefits from the licensed technology to be uncertain until such licensed technology is incorporated into products that are approved for marketing by the FDA or when other significant risk factors are abated. For accounting purposes, management has viewed future economic benefits for all of the Company’s licensed technology to be uncertain. Clinical Trial Expenses Payments in connection with the Company’s clinical trials are often made under contracts with multiple contract research organizations that conduct and manage clinical trials on the Company’s behalf. The financial terms of these contracts are subject to negotiation, vary from contract to contract and may result in uneven payment flows. Generally, these contracts set forth the scope of work to be performed at a fixed fee, unit price or on a time and materials basis. Payments under these contracts depend on factors such as the successful enrollment or treatment of patients or the completion of other clinical trial milestones. The Company amortizes prepaid clinical trial costs to expense based on estimates regarding work performed, including actual level of patient enrollment, completion of patient studies and progress of the clinical trials. Expenses related to clinical trials are accrued based on estimates regarding work performed, including actual level of patient enrollment, completion of patient studies and progress of the clinical trials. Other incidental costs related to patient enrollment or treatment are accrued when reasonably certain. If the contracted amounts are modified, the accruals are modified accordingly on a prospective basis. Revisions in the scope of a contract are charged to research and development expense in the period in which the facts that give rise to the revision occur. Patent Costs Legal costs in connection with approved patents and patent applications are expensed as incurred, as recoverability of such expenditures is uncertain. These costs are recorded in general and administrative expense in the consolidated statements of operations. Share-based Compensation The Company accounts for share-based payment arrangements in accordance with Accounting Standards Codification (ASC) 718, Compensation - Stock Compensation and ASC 505-50, Equity - Equity Based Payments to Non-Employees , which requires the recognition of compensation expense, using a fair-value based method, for all costs related to share-based payments, including stock options and restricted stock awards. These standards require companies to estimate the fair value of share-based payment awards on the date of the grant using an option-pricing model. The Company has elected to account for forfeitures as they occur. Income Taxes The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amounts and the income tax basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates applicable to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is applied against any deferred tax asset if, based on available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. For uncertain tax positions that meet a “more likely than not” threshold, the Company recognizes the benefit of uncertain tax positions in the consolidated financial statements. The Company’s practice is to recognize interest and penalties, if any, related to uncertain tax positions in income tax expense in the consolidated statements of operations. Net Loss Per Share Basic net loss per share is calculated based on the weighted-average number of common shares outstanding, excluding unvested restricted stock awards. Diluted net loss per share is calculated using the weighted-average number of common shares outstanding plus common stock equivalents. Convertible preferred stock, stock options, warrants and unvested restricted stock awards are considered common stock equivalents and are included in the calculation of diluted net loss per share using the treasury stock method when their effect is dilutive. Common stock equivalents are excluded from the calculation of diluted net loss per share when their effect is anti-dilutive. As of December 31, 2017 , 2016 and 2015 , there were common stock equivalents of 13.6 million shares, 10.7 million shares and 10.0 million shares, respectively, which were excluded from the calculation of diluted net loss per share because their effect was anti-dilutive. Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources. There have been no items qualifying as other comprehensive loss, and, therefore, comprehensive loss for the periods reported was comprised solely of the Company’s net loss. Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. Management views its operations and manages its business in one operating segment. Fair Value Measurements The Company follows the provisions of ASC 820-10, Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value in GAAP and requires certain disclosures about fair value measurements. Broadly, the ASC 820-10 framework clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, ASC 820-10 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1) observable inputs such as quoted prices in active markets; Level 2) inputs other than the quoted prices in active markets that are observable either directly or indirectly; and Level 3) unobservable inputs in which there is little or no market data, which require us to develop our own assumptions. The hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Cash equivalents consist of money market accounts with maturities of 90 days or less. Due to the high ratings and short-term nature of these funds, the Company considers the inputs to the value of all cash and cash equivalents as Level 1. The Company’s consolidated financial instruments include cash and cash equivalents, prepaid expenses, accounts payable and accrued expenses. The carrying amounts reported in the balance sheets for cash equivalents, prepaid expenses, accounts payable and accrued expenses approximate fair values because of the short-term nature of these instruments. Recent Accounting Pronouncements In May 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2017-09, Compensation - Stock Compensation (Topic 718), Scope of Modification Accounting. The new standard clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. ASU 2017-09 will be effective for the Company in the first quarter of 2018. Early adoption is permitted, including adoption in an interim period for which financial statements have not yet been issued. The Company plans to adopt the ASU in the first quarter of 2018 and expects the standard to have no material impact on the Company’s financial position or results of operations. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The new standard update clarifies the presentation of restricted cash and cash equivalents, and requires companies to include restricted cash and cash equivalents in the beginning and ending cash and cash equivalents on the statement of cash flows. Additional disclosures will be required to describe the amount and detail of the restriction by balance sheet line item. ASU 2016-18 will be effective for the Company in the first quarter of 2018. The Company plans to adopt the ASU in the first quarter of 2018, which will require inclusion of the Company’s restricted cash balances in cash and cash equivalents on the statement of cash flows with retrospective application of each prior period presented. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The new standard requires lessees to recognize most leases on their balance sheets as lease liabilities with corresponding right-of-use assets and eliminates certain real estate-specific provisions. ASU 2016-02 will be effective for the Company in the first quarter of 2019 and will be adopted with modified retrospective application for the Company's new 10-year lease agreement for its corporate headquarters, which commenced October 30, 2017. This lease will be recognized on the balance sheet as a lease liability with a corresponding right-of-use asset, which will require modified retrospective application back to the fourth quarter of 2017 and for all of 2018. By 2019, all of the Company’s prior existing leases will have ended. Those leases will not require modified retrospective disclosures applied within the consolidated financial statements upon adoption in 2019. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The new standard is based on the principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Since its initial release, the FASB has issued several amendments to the standard, which include clarification of accounting guidance related to identification of performance obligations and principal versus agent considerations. Topic 606 will be effective for the Company in the first quarter of 2018 and allows for a full retrospective or a modified retrospective adoption approach. The Company currently does not have, and has never had any, contracts that are within the scope of Topic 606 or its predecessor guidance, ASC 605 Revenue Recognition. Accordingly, there will not be any retrospective impact to the financial statements upon the adoption of Topic 606, which the Company will implement when it has contracts within its scope. The Company anticipates that initial sales subject to Topic 606 will begin in the first quarter of 2018, and that such sales will be to a limited number of customers, which are pharmaceutical specialty distributors. The Contract Revenue - Related Party reported in our results of operations for 2015 and 2016, which represents expense reimbursements from a related party, will not be impacted by the adoption of the new guidance. |
Balance Sheet Account Details
Balance Sheet Account Details | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Account Details | Balance Sheet Account Details Property and Equipment Property and equipment, net consists of the following (in thousands): December 31, 2017 2016 Lab equipment $ 7,812 $ 2,610 Furniture and fixtures 2,282 389 Computer hardware 1,238 457 Software 619 309 Leasehold improvements 14,852 464 Total property and equipment, gross 26,803 4,229 Accumulated depreciation and amortization (2,235 ) (1,084 ) Total property and equipment, net $ 24,568 $ 3,145 Accrued Clinical and Other Expenses Accrued clinical and other expenses consist of the following (in thousands): December 31, 2017 2016 Accrued clinical trials $ 577 $ 828 Accrued other 126 77 Total accrued clinical and other expenses $ 703 $ 905 |
Licensed Technology
Licensed Technology | 12 Months Ended |
Dec. 31, 2017 | |
Research and Development [Abstract] | |
Licensed Technology | Licensed Technology The George Washington University In December 2014, the Company entered into a patent license agreement with the George Washington University (GW), which the parties amended and restated on March 1, 2016. Pursuant to this license agreement, GW exclusively licensed to the Company certain intellectual property rights relating to GIAPREZA, including the exclusive rights to certain issued patents and patent applications covering GIAPREZA. Under this license agreement, the Company is obligated to use commercially reasonable efforts to develop, commercialize, market and sell GIAPREZA. The Company has paid a one -time license initiation fee, annual maintenance fees, an amendment fee and additional payments following the achievement of certain development and regulatory milestones including FDA approval. The Company may be obligated to make additional milestone payments of up to $0.5 million in the aggregate. Following the commencement of commercial sales of GIAPREZA, the Company is obligated to pay tiered royalties in the low- to mid- single digits on products covered by the licensed rights. The patents and patent applications covered by the GW license agreement expire between 2029 and 2038, and the obligation to pay royalties under this agreement extend through the last-to-expire patent covering GIAPREZA. Inserm Transfert SA In February 2014, the Company entered into a license agreement with Inserm Transfert SA (Inserm). Pursuant to this license agreement, Inserm exclusively licensed to the Company certain intellectual property rights relating to LJPC-401. Under this license agreement, the Company has paid a one-time license initiation fee, annual maintenance fees and additional payments following the achievement of certain development milestones. The Company may be obligated to make additional payments of up to $4.1 million upon the achievement of certain development milestones and regulatory approval on products covered by the licensed patent rights. Following the commencement of commercial sales of a product covered by the licensed intellectual property, the Company will be obligated to pay tiered royalties in the low- to mid- single digits on products covered by the licensed rights. The patents and patent applications covered by the Inserm license agreement expire between 2022 and 2038, and the obligation to pay royalties under this agreement extend through the last-to-expire patent covering a licensed product. Other In-Licensed Technology The Company continues to seek additional technology for potential new development programs and, as a result, has entered into various licensing agreements for intellectual property rights. In 2015, the Company formed foreign subsidiaries to acquire and in-license various early-stage technology from Indiana University Research and Technology Corporation, Vanderbilt University and the Board of Trustees of the Leland Stanford Junior University. The Company has incurred licensing and milestone fees of $1.6 million , $0.5 million and $0.8 million recorded in research and development expense in connection with its licensing agreements for the years ended December 31, 2017 , 2016 and 2015 , respectively. See Note 9 for future minimum licensing payment commitments. |
Contract Revenue - Related Part
Contract Revenue - Related Party (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Contract Revenue - Related Party | Contract Revenue - Related Party During the year ended December 31, 2015, the Company entered into a services agreement with a related party. Pursuant to the services agreement, the Company provides certain services to this related party, including, but not limited to, research and development and clinical study design and management for projects undertaken. In exchange for providing such services, the Company receives payments at a negotiated, arms-length rate. As a result, the consideration received by the Company for its services is considered to be no less favorable to the Company than comparable terms that the Company could obtain from an unaffiliated third party in an arms-length transaction. The services agreement may be canceled by either party upon 60 -days’ written notice to the other party. The Company had no contract revenue during the year ended December 31, 2017. During the years ended December 31, 2016 and 2015, the Company recognized approximately $0.6 million and $1.1 million of contract revenue for services and costs provided under the services agreement, respectively. In addition, the Company has a non-voting profit interest in the related party, which provides the Company with the potential to receive a portion of the future distributions of profits, if any. Investment funds affiliated with the Chairman of the Company’s board of directors have a controlling interest in, and the Company’s Chief Executive Officer (CEO) has a non-voting profit interest in, the related party. |
Shareholders_ Equity
Shareholders’ Equity | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Shareholders’ Equity | Shareholders’ Equity Common Stock 2015 Common Stock Offering In September 2015, the Company offered and sold an aggregate of 2,932,500 shares of common stock in an underwritten offering at a public offering price of $38.00 per share, with gross proceeds of approximately $111.4 million . The Company received net proceeds of approximately $104.6 million , net of approximately $6.8 million in underwriting commissions, discounts and other issuance costs. 2017 Common Stock Offering In March 2017, the Company offered and sold an aggregate of 3,731,344 shares of common stock in an underwritten public offering at a price of $33.50 per share, with gross proceeds of approximately $125.0 million . The Company received net proceeds of approximately $117.5 million , net of approximately $7.5 million in underwriting commissions, discounts and other issuance costs. Preferred Stock As of December 31, 2017 , the Company is authorized to issue 8,000,000 shares of preferred stock, with a par value of $0.0001 per share, in one or more series, of which 11,000 are designated as Series C-1 2 Convertible Preferred Stock (Series C-1 2 Preferred) and 10,000 are designated as Series F Convertible Preferred Stock (Series F Preferred). During the year ended December 31, 2015, the Company issued 19,134 and 17,360 shares of common stock upon the conversion of Series C-1 2 Preferred and Series F Preferred, respectively. The Series C-1 2 Preferred is convertible into common stock at a rate of approximately 1,724 shares of common stock for each share of Series C-1 2 Preferred, and the Series F Preferred is convertible into common stock at a rate of approximately 286 shares of common stock for each share of Series F Preferred. As of December 31, 2017 and 2016 , there were 3,906 shares of Series C-1 2 Preferred and 2,737 shares of Series F Preferred issued and outstanding. As such, as of December 31, 2017 and 2016 , the issued and outstanding Series C-1 2 Preferred and Series F Preferred were convertible into 6,735,378 and 782,032 shares of common stock, respectively. The holders of preferred stock do not have voting rights, other than for general protective rights required by the California General Corporation Law. The Series C-1 2 Preferred and the Series F Preferred do not have dividends. The Series C-1 2 Preferred and the Series F Preferred have a liquidation preference in an amount equal to $1,000 per share. As of December 31, 2017 and 2016 , the aggregate liquidation preference was approximately $3.9 million and $2.7 million on the Series C-1 2 Preferred and Series F Preferred, respectively. Share-based Compensation Expense Stock Options 2013 Equity Incentive Plan In September 2013, the Company adopted an equity compensation plan entitled the 2013 Equity Incentive Plan (2013 Equity Plan). The 2013 Equity Plan is an omnibus equity compensation plan that permits the issuance of various types of equity-based compensation awards, including stock options, restricted stock awards, stock appreciation rights and restricted stock units, as well as cash awards, to employees, directors and eligible consultants of the Company. The 2013 Equity Plan has a ten -year term and permits the issuance of incentive stock options under Section 422 of the Internal Revenue Code of 1986, as amended (IRC). The administrator under the plan has broad discretion to establish the terms of awards, including the size, term, exercise price and vesting conditions. Generally, grants to employees vest over four years, with 25% vesting on the one -year anniversary and the remainder vesting either quarterly or monthly thereafter; grants to non-employee directors generally vest over one year on the one -year anniversary. At the 2015, 2016 and 2017 annual meetings of shareholders, the Company’s shareholders approved and adopted an amendment to the 2013 Equity Plan to increase the number of shares of common stock authorized for issuance up to a total of 3,100,000 , 4,600,000 and 8,100,000 shares, respectively. As of December 31, 2017 , there were 1,875,732 shares available for future grants under the 2013 Equity Plan. Stock Option Activity The Company’s 2013 Equity Plan stock option activity for the years ended December 31, 2017 , 2016 and 2015 was comprised of the following: Outstanding Stock Options and 2013 Equity Plans Shares Underlying Stock Options Weighted- Average Exercise Price per Share Weighted- Average Remaining Contractual Term Aggregate Outstanding at December 31, 2014 618,900 $ 9.54 Granted 1,769,785 $ 25.89 Exercised (51,814 ) $ 10.81 Forfeited (18,186 ) $ 7.80 Outstanding at December 31, 2015 2,318,685 $ 22.01 Granted 483,200 $ 17.83 Exercised (17,548 ) $ 8.52 Forfeited (156,875 ) $ 26.35 Outstanding at December 31, 2016 2,627,462 $ 21.07 Granted 3,704,725 $ 25.94 Exercised (174,628 ) $ 15.42 Forfeited (120,257 ) $ 22.82 Outstanding at December 31, 2017 6,037,302 $ 24.19 8.76 years $ 49,399,882 Vested and expected to vest at December 31, 2017 6,037,302 $ 24.19 8.76 years $ 49,399,882 Exercisable at December 31, 2017 1,536,369 $ 20.94 7.36 years $ 17,799,721 In April 2015, the Company made a stock option grant to the Company’s Chief Financial Officer upon his hiring to purchase 60,000 shares of common stock at an exercise price equal to the fair market value of the Company’s common stock on the grant date. This grant was awarded as an Inducement Grant outside of the 2013 Equity Plan and is included in the table above. The stock option vests and becomes exercisable with respect to 25% of the underlying shares on the first anniversary of the grant date, and then with respect to the remaining shares, on a quarterly basis over the next three years , subject to continued service during that time. As of December 31, 2017 , the Company has reserved 7,853,034 shares of common stock for future issuance upon exercise of all outstanding stock options granted or to be granted under the 2013 Equity Plan, which excludes the 60,000 shares underlying the stock option discussed above that was issued in April 2015. The weighted-average grant date fair values of the stock options granted was $23.80 , $15.33 and $22.56 per underlying share for the years ended December 31, 2017 , 2016 and 2015 , respectively. As of December 31, 2017 , $96.0 million of total unrecognized share-based compensation expense related to non-vested stock options remains and is expected to be recognized over a weighted-average period of approximately 3.3 years . During the year ended December 31, 2017, stock options to purchase 174,628 shares of common stock were exercised with an intrinsic value of $3.3 million . During the year ended December 31, 2016, stock options to purchase 17,548 shares of common stock were exercised with an intrinsic value of $0.1 million . During the year ended December 31, 2015, stock options to purchase 51,814 shares of common stock were exercised with an intrinsic value of $0.9 million . Restricted Stock Award Activity Restricted stock awards (RSAs) are grants that entitle the holder to acquire shares of common stock for no cash consideration or at a fixed price, which is typically nominal. The Company accounts for RSAs as issued and outstanding common stock, even though: (a) shares covered by an RSA cannot be sold, pledged or otherwise disposed of until the award vests; and (b) any unvested shares may be reacquired by the Company for the original purchase price following the awardee’s termination of service. The valuation of RSAs is based on the fair market value of the underlying shares on the grant date. In September 2013, the Company issued RSAs consisting of 1,327,048 shares to the Company’s CEO, 79,622 shares to a director and an aggregate of 336,185 shares to three non-officer employees. The RSA grants to the CEO, director and one of the employees were for the replacement of canceled stock options and restricted stock units granted in April 2012, which was done in order to complete the capital restructuring that took place in September 2013. These RSAs were granted outside of the 2013 Equity Plan, but are governed in all respects by the 2013 Equity Plan. These RSAs were granted with a combination of performance-based and time-based vesting components. As of December 31, 2017 , all performance-based and time-based vesting conditions had been satisfied. In July 2015, the vesting conditions for 1,042,680 shares of unvested and outstanding RSAs awarded to the CEO were amended to provide that vesting and delivery of the shares were deferred until March 15, 2017, subject to the CEO’s continued service with the Company through such date. In December 2016, vesting and delivery was accelerated for 500,000 shares of the RSAs that had been deferred until March 15, 2017. As of December 31, 2017 , the remaining 542,680 shares of the RSAs had vested and been delivered. In August 2015, the Company issued a fully vested RSA representing the right to acquire 4,000 shares of common stock with a grant date fair value of approximately $0.1 million . The Company’s RSA activity for the years ended December 31, 2017 , 2016 and 2015 was comprised of the following: Number of Shares Weighted- Average Grant Date Fair Market Value Unvested at December 31, 2014 1,279,007 $ 12.86 Granted 4,000 $ 23.12 Vested (210,108 ) $ 12.41 Unvested at December 31, 2015 1,072,899 $ 13.00 Vested (530,219 ) $ 12.78 Unvested at December 31, 2016 542,680 $ 13.22 Vested (542,680 ) $ 13.22 Unvested at December 31, 2017 — — Stock Option Valuation The fair value of each stock option award is estimated on the grant date using a Black-Scholes option pricing model (Black-Scholes model), which uses the assumptions noted in the following table. Expected volatility is based on historical volatility of the Company’s common stock. In determining the expected life of employee stock options, the Company uses the “simplified” method. The expected life assumptions for non-employees’ options are based upon the contractual term of the stock options. The risk-free interest rate is based on the U.S. Treasury yield for a period consistent with the expected term of the stock options in effect at the time of the grants. The dividend yield assumption is based on the expectation of no future dividend payments by the Company. The Company estimated the fair value of each stock option grant on the grant date using the Black-Scholes model with the following weighted-average assumptions: Year Ended December 31, 2017 2016 2015 Volatility 139 % 143 % 149 % Expected life (years) 6.12 5.80 5.28 Risk-free interest rate 2.1 % 1.4 % 1.5 % Dividend yield — — — Share-Based Compensation Expense Total share-based compensation expense related to all share-based awards for the years ended December 31, 2017 , 2016 and 2015 was comprised of the following (in thousands): Year Ended December 31, 2017 2016 2015 Research and development: Stock options $ 11,904 $ 5,599 $ 2,428 Restricted stock — 30 1,600 Warrants 76 28 56 Research and development share-based compensation expense 11,980 5,657 4,084 General and administrative: Stock options 8,837 6,539 3,693 Restricted stock 409 2,161 4,265 Warrants 569 189 1,030 General and administrative share-based compensation expense 9,815 8,889 8,988 Total share-based compensation expense included in expenses $ 21,795 $ 14,546 $ 13,072 Share-based compensation expense recognized for the years ended December 31, 2017 , 2016 and 2015 is reduced by actual forfeitures in the period that the forfeiture occurs. Third Party Share-based Compensation Expense The Company initially estimates the fair value of stock options and warrants issued to non-employees, other than non-employee directors, on the grant date using the Black-Scholes model. Thereafter, the Company re-measures the fair value using the Black-Scholes model as of each balance sheet date as the stock options and warrants vest. In December 2014, the Company granted warrants to purchase 51,000 shares of common stock to two outside third parties at an exercise price equal to the fair market value of the stock on the grant dates. One grant vests 25% on each anniversary date over four years . The other grant vested 100% on the one-year anniversary of the grant. In January 2016, the Company granted a warrant to purchase 17,000 shares of common stock to an outside third party at an exercise price equal to the fair market value of the stock on the date of each grant. The grant vested 100% on the one-year anniversary of the grant. In January 2017, the Company granted a warrant to purchase 25,013 shares of common stock to an outside third party at an exercise price equal to the fair market value of the stock on the date of each grant. The grant vests 100% on the one-year anniversary of the grant. The Company recognized compensation expense for these warrant grants of approximately $0.6 million , $0.2 million and $1.1 million for the years ended December 31, 2017, 2016 and 2015, respectively. In February 2015, the Company granted a stock option to purchase 60,000 shares of common stock to a consultant at an exercise price equal to the fair market value of the Company’s common stock on the grant date. This grant was made from the 2013 Equity Plan. The stock option vested with respect to 25% of the underlying shares on the grant date with the remainder to vest quarterly over three years . The Company recognized third-party compensation expense for this stock option grant of approximately $0.4 million for the year ended December 31, 2015. In July 2015, this consultant became an employee of the Company. In August and November 2015, the Company granted stock options to purchase 50,000 shares of common stock to two consultants at exercise prices equal to the fair market value of the Company’s common stock on the grant dates. These grants were made from the 2013 Equity Plan. The vesting of these stock options was contingent on the achievement of a performance milestone by the end of 2016, at which time any unvested shares underlying the options would be canceled. The milestone was achieved in the fourth quarter of 2016 at a 75% achievement level, with 25% of the options canceling. The Company recognized compensation (benefit) expense for these stock option grants of approximately $(0.1) million and $0.1 million for the years ended December 31, 2016 and 2015, respectively. In September 2016, the Company granted a stock option to purchase 35,000 shares of common stock to a consultant at an exercise price equal to the fair market value of the Company’s common stock on the grant date. This grant was made from the 2013 Equity Plan. The stock option will vest with respect to 25% of the underlying shares on the one -year anniversary of the grant, with the remainder to vest monthly over the next three years , subject to continued service during that time. In January 2017, this consultant became an employee of the Company. In February 2017, the Company granted stock options to purchase 42,000 shares of common stock to three consultants at exercise prices equal to the fair market value of the Company’s common stock on the grant dates. These grants were made from the 2013 Equity Plan. Two of the stock options will vest with respect to 25% of the underlying shares on the one -year anniversary of the grant, with the remainder to vest monthly over the next three years , subject to continued service during that time. The other stock option will vest with respect to 25% of the underlying shares on the one -year anniversary of the grant, with the remainder to vest monthly over the next two years , subject to continued service during that time. In addition, an employee converted to a consultant during April 2017. Two of his options were modified and are continuing to vest over the next two years . The Company recognized third-party compensation expense for these stock option grants of approximately $0.4 million for the year ended December 31, 2017. |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Defined Contribution Plan | Defined Contribution Plan The Company has a defined contribution plan (401k Plan) covering substantially all of the Company’s employees. The 401k Plan was established to provide retirement benefits for employees and is employee funded up to the elective annual deferral limits. Effective January 1, 2015, the 401k Plan was amended. As a result, all employees are eligible to participate with no minimum service requirement, and the Company made matching contributions of $0.7 million , $0.4 million and $0.2 million for the years December 31, 2017 , 2016 and 2015, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company did not record a provision for income taxes for the years ended December 2017, 2016 and 2015 due to a full valuation allowance against its deferred tax assets. On December 22, 2017, the Tax Cuts and Jobs Act (2017 Tax Act) was enacted. The 2017 Tax Act includes a number of changes to existing U.S. tax laws that impact the Company, most notably a reduction of the U.S. corporate tax rate from 34% to 21%, for tax years beginning after December 31, 2017. The 2017 Tax Act also provides for the implementation of a territorial tax system, a one-time transition tax on certain foreign earnings, the acceleration of depreciation for certain assets placed into service after September 27, 2017 and other prospective changes beginning in 2018, including repeal of the domestic manufacturing deduction, acceleration of tax revenue recognition, capitalization of research and development expenditures, additional limitations on executive compensation and limitations on the deductibility of interest. Pursuant to the SEC Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act, the Company has not finalized its accounting for the income tax effects of the 2017 Tax Act. This includes a provisional amount related to the re-measurement of deferred tax assets based on the rates at which they are expected to reverse in the future, which is generally 21% plus the applicable state tax rate, with a corresponding change to the valuation allowance as of December 31, 2017. The impact of the 2017 Tax Act may differ from this estimate during the one-year measurement period due to, among other things, further refinement of the Company’s calculation, changes in interpretations and assumptions the Company has made, additional guidance that may be issued and actions the Company may take as a result of the 2017 Tax Act. Significant components of the Company’s deferred tax assets are as follows (in thousands): December 31, 2017 2016 2015 Deferred tax assets: Capitalized research and development and other $ 7,379 $ 9,380 $ 33,894 Valuation allowance (7,379 ) (9,380 ) (33,894 ) Net deferred tax assets $ — $ — $ — The difference between the provision for income taxes and income taxes computed using the effective U.S. federal statutory rate is as follows (in thousands): December 31, 2017 2016 2015 Income tax benefit at statutory federal rate $ (39,033 ) $ (26,583 ) $ (14,250 ) Research and development credits (2,691 ) (1,240 ) 1,128 Foreign rate differential 1,249 — — Expired tax attributes 2,228 (5 ) 31 Impact of the 2017 Tax Act 71,199 — — Stock-based compensation 2,253 — — Change in valuation allowance (35,246 ) 25,091 12,042 Other permanent differences 41 2,737 1,049 Provision for income taxes $ — $ — $ — The Company has established a valuation allowance against its federal and state deferred tax assets due to the uncertainty surrounding the realization of such assets. Management periodically evaluates the recoverability of the deferred tax assets. At such time as it is determined that it is more likely than not that deferred assets are realizable, the valuation allowance will be reduced accordingly and recorded as a tax benefit. Pursuant to Section 382 and 383 of the IRC, utilization of the Company’s federal net operating loss and research and development credit carryforwards may be subject to annual limitations in the event of any significant future changes in its ownership structure. These annual limitations may result in the expiration of net operating loss and research and development credit carryforwards prior to utilization. The Company has not completed an IRC Section 382 and 383 analysis regarding the limitation of net operating loss and research and development credit carryforwards. The Company does not presently plan to complete an IRC Section 382 and 383 analysis; and until this analysis has been completed, the Company has removed the deferred tax assets for net operating losses and research and development credits generated through 2017 from its deferred tax assets and has recorded a corresponding increase to its valuation allowance. As of December 31, 2017, the Company has estimated federal and California net operating loss carryforwards of approximately $537.1 million and $323.5 million , respectively. The difference between the federal and California tax net operating loss carryforwards is primarily attributable to the capitalization of research and development expenses for California income tax purposes. In addition, the Company has estimated federal and California research and development tax credit carryforwards of approximately $21.0 million and $13.4 million , respectively. The federal net operating loss carryforwards, federal research tax credit carryforwards and California net operating loss carryforwards will begin to expire in 2018, if not utilized. California research and development credit carryforwards will carry forward indefinitely until utilized. The Company believes that, in May 2010 and February 2009, it experienced ownership changes at times when its enterprise value was minimal. As a result of the ownership changes and low enterprise values at such times, the Company’s federal and California net operating loss carryforwards and federal research and development credit carryforwards as of December 31, 2017 will likely be subject to annual limitations under IRC Section 382 and 383 and, more likely than not, will expire unused. There were no unrecognized tax benefits as of the December 31, 2017 and 2016. The Company does not anticipate there will be a significant change in unrecognized tax benefits within the next 12 months. The Company had no accrual for interest or penalties on the Company’s consolidated balance sheets as of December 31, 2017 or December 31, 2016, and has not recognized interest and/or penalties in the consolidated statements of operations for the years ended December 31, 2017, 2016 and 2015. The Company is subject to taxation in the U.S. and various state jurisdictions. The Company’s tax returns since inception are subject to examination by the U.S. and various state tax authorities. The Company is not currently undergoing a tax audit in any federal or state jurisdiction. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases On December 29, 2016, the Company entered into an agreement with BMR-Axiom LP to lease office and laboratory space as the Company’s new corporate headquarters located at 4550 Towne Centre Court, San Diego, California (Lease) for a period of ten years commencing on October 30, 2017. The Lease provides an option to extend the Lease for an additional 5.0 years at the end of the initial term. The Company has provided a standby letter of credit for $0.9 million in lieu of a security deposit. This amount will decrease to $0.6 million after year two of the lease and decrease to $0.3 million after year 5 of the lease term. The Lease provided an allowance for tenant improvements of $13.7 million , which was classified as deferred rent on the Company’s balance sheet and will be amortized as an offset to rent expense with a corresponding charge to depreciation expense on a straight-line basis over the term of the lease. The annual rent under the Lease is subject to escalation during the term. In addition to rent, the Lease requires the Company to pay certain taxes, insurance and operating costs relating to the leased premises. The Lease contains customary default provisions, representations, warranties and covenants. Annual future minimum payments under operating leases as of December 31, 2017 are as follows (in thousands): 2018 $ 1,945 2019 3,951 2020 4,070 2021 4,192 2022 4,318 Thereafter 22,755 Total future minimum lease payments $ 41,231 Rent expense was $1.7 million , $1.1 million and $0.7 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Licensing Agreements In the normal course of business, the Company enters into licensing agreements under which the Company commits to certain annual maintenance payments. Annual future minimum licensing payments under the Company’s agreements as of December 31, 2017 are as follows (in thousands): 2018 $ 142 2019 147 2020 148 2021 147 2022 158 Thereafter 53 Total future minimum license payments $ 795 Supply Agreements In the normal course of business, the Company enters into agreements for the manufacturing and supply of its clinical and commercial products. In 2017, the Company entered into agreements arranging for the manufacture and supply of GIAPREZA through 2022. During this time, the Company will be obligated to make certain minimum purchases. Annual future minimum payments for manufacturing and supply agreements as of December 31, 2017 are as follows (in thousands): 2018 $ 1,092 2019 921 2020 921 2021 921 Total future minimum manufacturing and supply agreement payments $ 3,855 |
Quarterly Financial Information
Quarterly Financial Information (unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information (unaudited) | Quarterly Financial Information (unaudited) The following is a summary of the quarterly results of operations for the years ended December 31, 2017 and 2016 (in thousands, except per share amounts): First Quarter Second Quarter Third Quarter Fourth Quarter 2017 Total revenue $ — $ — $ — $ — Loss from operations $ (23,268 ) $ (26,830 ) $ (26,483 ) $ (38,846 ) Net loss $ (23,240 ) $ (26,729 ) $ (26,288 ) $ (38,546 ) Basic and diluted net loss per share $ (1.26 ) $ (1.21 ) $ (1.19 ) $ (1.74 ) Weighted-average common shares outstanding - basic and diluted 18,410 22,123 22,125 22,151 2016 Total revenue $ 234 $ 253 $ 44 $ 85 Loss from operations $ (16,534 ) $ (15,617 ) $ (21,297 ) $ (24,924 ) Net loss $ (16,481 ) $ (15,566 ) $ (21,251 ) $ (24,887 ) Basic and diluted net loss per share $ (0.96 ) $ (0.90 ) $ (1.23 ) $ (1.44 ) Weighted-average common shares outstanding - basic and diluted 17,210 17,211 17,211 17,280 |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation and Use of Estimates The consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) and include the accounts of the Company and its wholly owned subsidiaries. |
Principles of Consolidation | All intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | The preparation of financial statements requires that management make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures. Actual results could differ materially from those estimates. |
Reclassification | Certain amounts previously reported in the financial statements have been reclassified to conform to the current year presentation. Such reclassifications did not affect net loss, shareholders’ equity or cash flows. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity from the date of purchase of less than three months to be cash equivalents. The carrying value of the Company’s money market funds is included in cash equivalents and approximates the fair value. |
Concentration of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash equivalents. The Company invests excess cash in money market accounts. This investment strategy is consistent with the Company’s policy to ensure safety of principal and maintain liquidity. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range from two to seven years. Amortization of leasehold improvements is recorded over the shorter of the lease term or the estimated useful life of the related assets. Maintenance and repairs are charged to operating expense as incurred. When assets are sold, or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any gain or loss is included in operating expense. Lease incentives are amortized on a straight-line basis over the lease term as a reduction to rent expense. Leasehold improvements are capitalized and amortized over the shorter of the lease term or expected useful lives. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when all of the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed or determinable; and (4) collectibility is reasonably assured. The Company has recognized revenue from payments received under a services agreement with a related party. Under the terms of this services agreement, the Company receives payments from this related party for research and development services that the Company provides at a negotiated, arms-length rate. |
Research and Development Expenses | Research and Development Expense Research and development expense includes salaries and benefits, facilities and other overhead costs, research-related manufacturing costs, contract service and clinical and preclinical-related service costs performed by clinical research organizations, research institutions and other outside service providers. Research and development expense is expensed as incurred when these expenditures relate to the Company’s research and development efforts and have no alternative future uses. In accordance with certain research and development agreements, the Company is obligated to make certain upfront payments upon execution of the agreement. Advance payments, including nonrefundable amounts, for materials or services that will be used or rendered for future research and development activities are deferred and capitalized. Such amounts are recognized as an expense as the related goods are delivered or the related services are performed. Acquisition or milestone payments that the Company makes in connection with in-licensed technology are expensed as incurred when there is uncertainty in receiving future economic benefits from the licensed technology. The Company considers the future economic benefits from the licensed technology to be uncertain until such licensed technology is incorporated into products that are approved for marketing by the FDA or when other significant risk factors are abated. For accounting purposes, management has viewed future economic benefits for all of the Company’s licensed technology to be uncertain. |
Clinical Trial Expenses | Clinical Trial Expenses Payments in connection with the Company’s clinical trials are often made under contracts with multiple contract research organizations that conduct and manage clinical trials on the Company’s behalf. The financial terms of these contracts are subject to negotiation, vary from contract to contract and may result in uneven payment flows. Generally, these contracts set forth the scope of work to be performed at a fixed fee, unit price or on a time and materials basis. Payments under these contracts depend on factors such as the successful enrollment or treatment of patients or the completion of other clinical trial milestones. The Company amortizes prepaid clinical trial costs to expense based on estimates regarding work performed, including actual level of patient enrollment, completion of patient studies and progress of the clinical trials. Expenses related to clinical trials are accrued based on estimates regarding work performed, including actual level of patient enrollment, completion of patient studies and progress of the clinical trials. Other incidental costs related to patient enrollment or treatment are accrued when reasonably certain. If the contracted amounts are modified, the accruals are modified accordingly on a prospective basis. Revisions in the scope of a contract are charged to research and development expense in the period in which the facts that give rise to the revision occur. |
Patent Costs | Patent Costs Legal costs in connection with approved patents and patent applications are expensed as incurred, as recoverability of such expenditures is uncertain. These costs are recorded in general and administrative expense in the consolidated statements of operations. |
Share-based Compensation | Share-based Compensation The Company accounts for share-based payment arrangements in accordance with Accounting Standards Codification (ASC) 718, Compensation - Stock Compensation and ASC 505-50, Equity - Equity Based Payments to Non-Employees , which requires the recognition of compensation expense, using a fair-value based method, for all costs related to share-based payments, including stock options and restricted stock awards. These standards require companies to estimate the fair value of share-based payment awards on the date of the grant using an option-pricing model. The Company has elected to account for forfeitures as they occur. |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amounts and the income tax basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates applicable to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is applied against any deferred tax asset if, based on available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. For uncertain tax positions that meet a “more likely than not” threshold, the Company recognizes the benefit of uncertain tax positions in the consolidated financial statements. The Company’s practice is to recognize interest and penalties, if any, related to uncertain tax positions in income tax expense in the consolidated statements of operations. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated based on the weighted-average number of common shares outstanding, excluding unvested restricted stock awards. Diluted net loss per share is calculated using the weighted-average number of common shares outstanding plus common stock equivalents. Convertible preferred stock, stock options, warrants and unvested restricted stock awards are considered common stock equivalents and are included in the calculation of diluted net loss per share using the treasury stock method when their effect is dilutive. Common stock equivalents are excluded from the calculation of diluted net loss per share when their effect is anti-dilutive. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources. |
Segment Reporting | Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. Management views its operations and manages its business in one operating segment. |
Fair Value Measurement | Fair Value Measurements The Company follows the provisions of ASC 820-10, Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value in GAAP and requires certain disclosures about fair value measurements. Broadly, the ASC 820-10 framework clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, ASC 820-10 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1) observable inputs such as quoted prices in active markets; Level 2) inputs other than the quoted prices in active markets that are observable either directly or indirectly; and Level 3) unobservable inputs in which there is little or no market data, which require us to develop our own assumptions. The hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Cash equivalents consist of money market accounts with maturities of 90 days or less. Due to the high ratings and short-term nature of these funds, the Company considers the inputs to the value of all cash and cash equivalents as Level 1. The Company’s consolidated financial instruments include cash and cash equivalents, prepaid expenses, accounts payable and accrued expenses. The carrying amounts reported in the balance sheets for cash equivalents, prepaid expenses, accounts payable and accrued expenses approximate fair values because of the short-term nature of these instruments. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2017-09, Compensation - Stock Compensation (Topic 718), Scope of Modification Accounting. The new standard clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. ASU 2017-09 will be effective for the Company in the first quarter of 2018. Early adoption is permitted, including adoption in an interim period for which financial statements have not yet been issued. The Company plans to adopt the ASU in the first quarter of 2018 and expects the standard to have no material impact on the Company’s financial position or results of operations. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The new standard update clarifies the presentation of restricted cash and cash equivalents, and requires companies to include restricted cash and cash equivalents in the beginning and ending cash and cash equivalents on the statement of cash flows. Additional disclosures will be required to describe the amount and detail of the restriction by balance sheet line item. ASU 2016-18 will be effective for the Company in the first quarter of 2018. The Company plans to adopt the ASU in the first quarter of 2018, which will require inclusion of the Company’s restricted cash balances in cash and cash equivalents on the statement of cash flows with retrospective application of each prior period presented. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The new standard requires lessees to recognize most leases on their balance sheets as lease liabilities with corresponding right-of-use assets and eliminates certain real estate-specific provisions. ASU 2016-02 will be effective for the Company in the first quarter of 2019 and will be adopted with modified retrospective application for the Company's new 10-year lease agreement for its corporate headquarters, which commenced October 30, 2017. This lease will be recognized on the balance sheet as a lease liability with a corresponding right-of-use asset, which will require modified retrospective application back to the fourth quarter of 2017 and for all of 2018. By 2019, all of the Company’s prior existing leases will have ended. Those leases will not require modified retrospective disclosures applied within the consolidated financial statements upon adoption in 2019. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The new standard is based on the principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Since its initial release, the FASB has issued several amendments to the standard, which include clarification of accounting guidance related to identification of performance obligations and principal versus agent considerations. Topic 606 will be effective for the Company in the first quarter of 2018 and allows for a full retrospective or a modified retrospective adoption approach. The Company currently does not have, and has never had any, contracts that are within the scope of Topic 606 or its predecessor guidance, ASC 605 Revenue Recognition. Accordingly, there will not be any retrospective impact to the financial statements upon the adoption of Topic 606, which the Company will implement when it has contracts within its scope. The Company anticipates that initial sales subject to Topic 606 will begin in the first quarter of 2018, and that such sales will be to a limited number of customers, which are pharmaceutical specialty distributors. The Contract Revenue - Related Party reported in our results of operations for 2015 and 2016, which represents expense reimbursements from a related party, will not be impacted by the adoption of the new guidance. |
Balance Sheet Account Details (
Balance Sheet Account Details (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Property and Equipment | Property and equipment, net consists of the following (in thousands): December 31, 2017 2016 Lab equipment $ 7,812 $ 2,610 Furniture and fixtures 2,282 389 Computer hardware 1,238 457 Software 619 309 Leasehold improvements 14,852 464 Total property and equipment, gross 26,803 4,229 Accumulated depreciation and amortization (2,235 ) (1,084 ) Total property and equipment, net $ 24,568 $ 3,145 |
Accrued Expenses | Accrued clinical and other expenses consist of the following (in thousands): December 31, 2017 2016 Accrued clinical trials $ 577 $ 828 Accrued other 126 77 Total accrued clinical and other expenses $ 703 $ 905 |
Shareholders_ Equity (Tables)
Shareholders’ Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity and Related Data | The Company’s 2013 Equity Plan stock option activity for the years ended December 31, 2017 , 2016 and 2015 was comprised of the following: Outstanding Stock Options and 2013 Equity Plans Shares Underlying Stock Options Weighted- Average Exercise Price per Share Weighted- Average Remaining Contractual Term Aggregate Outstanding at December 31, 2014 618,900 $ 9.54 Granted 1,769,785 $ 25.89 Exercised (51,814 ) $ 10.81 Forfeited (18,186 ) $ 7.80 Outstanding at December 31, 2015 2,318,685 $ 22.01 Granted 483,200 $ 17.83 Exercised (17,548 ) $ 8.52 Forfeited (156,875 ) $ 26.35 Outstanding at December 31, 2016 2,627,462 $ 21.07 Granted 3,704,725 $ 25.94 Exercised (174,628 ) $ 15.42 Forfeited (120,257 ) $ 22.82 Outstanding at December 31, 2017 6,037,302 $ 24.19 8.76 years $ 49,399,882 Vested and expected to vest at December 31, 2017 6,037,302 $ 24.19 8.76 years $ 49,399,882 Exercisable at December 31, 2017 1,536,369 $ 20.94 7.36 years $ 17,799,721 |
Summary of restricted stock activity | The Company’s RSA activity for the years ended December 31, 2017 , 2016 and 2015 was comprised of the following: Number of Shares Weighted- Average Grant Date Fair Market Value Unvested at December 31, 2014 1,279,007 $ 12.86 Granted 4,000 $ 23.12 Vested (210,108 ) $ 12.41 Unvested at December 31, 2015 1,072,899 $ 13.00 Vested (530,219 ) $ 12.78 Unvested at December 31, 2016 542,680 $ 13.22 Vested (542,680 ) $ 13.22 Unvested at December 31, 2017 — — |
Stock Options, Valuation Assumptions | The Company estimated the fair value of each stock option grant on the grant date using the Black-Scholes model with the following weighted-average assumptions: Year Ended December 31, 2017 2016 2015 Volatility 139 % 143 % 149 % Expected life (years) 6.12 5.80 5.28 Risk-free interest rate 2.1 % 1.4 % 1.5 % Dividend yield — — — |
Summary of Share-based Compensation Expense | Total share-based compensation expense related to all share-based awards for the years ended December 31, 2017 , 2016 and 2015 was comprised of the following (in thousands): Year Ended December 31, 2017 2016 2015 Research and development: Stock options $ 11,904 $ 5,599 $ 2,428 Restricted stock — 30 1,600 Warrants 76 28 56 Research and development share-based compensation expense 11,980 5,657 4,084 General and administrative: Stock options 8,837 6,539 3,693 Restricted stock 409 2,161 4,265 Warrants 569 189 1,030 General and administrative share-based compensation expense 9,815 8,889 8,988 Total share-based compensation expense included in expenses $ 21,795 $ 14,546 $ 13,072 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Significant components deferred tax assets | Significant components of the Company’s deferred tax assets are as follows (in thousands): December 31, 2017 2016 2015 Deferred tax assets: Capitalized research and development and other $ 7,379 $ 9,380 $ 33,894 Valuation allowance (7,379 ) (9,380 ) (33,894 ) Net deferred tax assets $ — $ — $ — |
Provision for income taxes | The difference between the provision for income taxes and income taxes computed using the effective U.S. federal statutory rate is as follows (in thousands): December 31, 2017 2016 2015 Income tax benefit at statutory federal rate $ (39,033 ) $ (26,583 ) $ (14,250 ) Research and development credits (2,691 ) (1,240 ) 1,128 Foreign rate differential 1,249 — — Expired tax attributes 2,228 (5 ) 31 Impact of the 2017 Tax Act 71,199 — — Stock-based compensation 2,253 — — Change in valuation allowance (35,246 ) 25,091 12,042 Other permanent differences 41 2,737 1,049 Provision for income taxes $ — $ — $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum annual lease payments under lease agreements | Annual future minimum payments under operating leases as of December 31, 2017 are as follows (in thousands): 2018 $ 1,945 2019 3,951 2020 4,070 2021 4,192 2022 4,318 Thereafter 22,755 Total future minimum lease payments $ 41,231 |
Annual future minimum licensing payments | Annual future minimum licensing payments under the Company’s agreements as of December 31, 2017 are as follows (in thousands): 2018 $ 142 2019 147 2020 148 2021 147 2022 158 Thereafter 53 Total future minimum license payments $ 795 |
Annual future minimum payments for manufacturing and supply agreements | Annual future minimum payments for manufacturing and supply agreements as of December 31, 2017 are as follows (in thousands): 2018 $ 1,092 2019 921 2020 921 2021 921 Total future minimum manufacturing and supply agreement payments $ 3,855 |
Quarterly Financial Informati22
Quarterly Financial Information (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial information | The following is a summary of the quarterly results of operations for the years ended December 31, 2017 and 2016 (in thousands, except per share amounts): First Quarter Second Quarter Third Quarter Fourth Quarter 2017 Total revenue $ — $ — $ — $ — Loss from operations $ (23,268 ) $ (26,830 ) $ (26,483 ) $ (38,846 ) Net loss $ (23,240 ) $ (26,729 ) $ (26,288 ) $ (38,546 ) Basic and diluted net loss per share $ (1.26 ) $ (1.21 ) $ (1.19 ) $ (1.74 ) Weighted-average common shares outstanding - basic and diluted 18,410 22,123 22,125 22,151 2016 Total revenue $ 234 $ 253 $ 44 $ 85 Loss from operations $ (16,534 ) $ (15,617 ) $ (21,297 ) $ (24,924 ) Net loss $ (16,481 ) $ (15,566 ) $ (21,251 ) $ (24,887 ) Basic and diluted net loss per share $ (0.96 ) $ (0.90 ) $ (1.23 ) $ (1.44 ) Weighted-average common shares outstanding - basic and diluted 17,210 17,211 17,211 17,280 |
Business (Details)
Business (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 90,915 | $ 65,726 | $ 126,467 | $ 48,555 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Narrative) (Details) shares in Millions, $ in Millions | Dec. 29, 2016 | Dec. 31, 2017USD ($)segmentshares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015shares |
Property, Plant and Equipment [Line Items] | ||||
Potentially dilutive common shares related to the outstanding preferred stock, stock options, restricted stock units and warrants | shares | 13.6 | 10.7 | 10 | |
Number of operating segments (segment) | segment | 1 | |||
Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of the assets | 2 years | |||
Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of the assets | 7 years | |||
4550 Towne Centre Court, San Diego, California [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Term of lease agreement | 10 years | 5 years | ||
Financial Standby Letter of Credit [Member] | Letter of Credit [Member] | 4550 Towne Centre Court, San Diego, California [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Stand by letter of credit | $ 0.9 | |||
Cash collateral as security | $ 0.9 | $ 0.2 |
Balance Sheet Account Details25
Balance Sheet Account Details (Property and Equipment) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 26,803 | $ 4,229 |
Accumulated depreciation and amortization | (2,235) | (1,084) |
Total property and equipment, net | 24,568 | 3,145 |
Lab equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 7,812 | 2,610 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 2,282 | 389 |
Computer hardware | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 1,238 | 457 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 619 | 309 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 14,852 | $ 464 |
Balance Sheet Account Details26
Balance Sheet Account Details (Accrued Expenses) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued clinical trials | $ 577 | $ 828 |
Accrued other | 126 | 77 |
Total accrued clinical and other expenses | $ 703 | $ 905 |
Licensed Technology (Narrative)
Licensed Technology (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Licensing and milestone fees | $ 1.6 | $ 0.5 | $ 0.8 | |
Scenario, Forecast [Member] | GeorgeWashington [Member] | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Licensing and milestone fees | $ 0.5 | |||
Scenario, Forecast [Member] | Inserm [Member] [Member] | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Licensing and milestone fees | $ 4.1 |
Contract Revenue - Related Pa28
Contract Revenue - Related Party (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |||
Term of written notice for termination of agreement | 60 days | ||
Contract revenue - related party | $ 0 | $ 616,000 | $ 1,057,000 |
Shareholders_ Equity (Narrative
Shareholders’ Equity (Narrative) (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||||||||
Aug. 31, 2017shares | Mar. 31, 2017USD ($)$ / sharesshares | Feb. 28, 2017consultantshares | Jan. 31, 2017shares | Dec. 31, 2016USD ($)$ / sharesshares | Sep. 30, 2016shares | Jan. 31, 2016 | Sep. 30, 2015USD ($)$ / sharesshares | Aug. 31, 2015USD ($)shares | Apr. 30, 2015shares | Feb. 28, 2015shares | Dec. 31, 2014partyshares | Sep. 30, 2013employeeshares | Dec. 31, 2016USD ($)$ / sharesshares | Nov. 30, 2015consultantshares | Dec. 31, 2017USD ($)series$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Jul. 31, 2015shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Preferred stock, shares authorized (in shares) | 8,000,000 | ||||||||||||||||||
Preferred stock, par value (usd per share) | $ / shares | $ 0.0001 | ||||||||||||||||||
Weighted-average grant date fair values of stock options granted (in dollars per share) | $ / shares | $ 23.80 | $ 15.33 | $ 22.56 | ||||||||||||||||
Unamortized share-based compensation expense | $ | $ 96,000 | ||||||||||||||||||
Recognized weighted average period | 3 years 3 months 20 days | ||||||||||||||||||
Stock options exercised (in shares) | 174,628 | 17,548 | 51,814 | ||||||||||||||||
Intrinsic value of stock options exercised | $ | $ 3,300 | $ 100 | $ 900 | ||||||||||||||||
Warrants granted to purchase common stock (in shares) | 51,000 | ||||||||||||||||||
Warrants issued, number of third party recipients (party) | party | 2 | ||||||||||||||||||
Third party share-based compensation expense | $ | 600 | 200 | 1,100 | ||||||||||||||||
Share-based compensation expense | $ | 21,795 | $ 14,546 | 13,072 | ||||||||||||||||
Stock issued during period, value | $ | $ 117,480 | $ 104,596 | |||||||||||||||||
Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued (in shares) | 4,000 | ||||||||||||||||||
Number of shares of unvested stock awards (in shares) | 542,680 | 1,279,007 | 542,680 | 0 | 542,680 | 1,072,899 | |||||||||||||
Vested awards (in shares) | 542,680 | 530,219 | 210,108 | ||||||||||||||||
Stock issued during period, value | $ | $ 100 | ||||||||||||||||||
Grant One [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Warrant vesting period | 4 years | ||||||||||||||||||
Chief Executive Officer [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Number of shares of unvested stock awards (in shares) | 1,042,680 | ||||||||||||||||||
Accelerated shares (in shares) | 500,000 | ||||||||||||||||||
Vested awards (in shares) | 542,680 | ||||||||||||||||||
One-year Anniversary Date of Grant [Member] | Grant One [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Warrant vesting rights percentage | 25.00% | ||||||||||||||||||
One-year Anniversary Date of Grant [Member] | Grant Two [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Warrant vesting rights percentage | 100.00% | 100.00% | 100.00% | ||||||||||||||||
2013 Equity Plan [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Equity plan, term | 10 years | ||||||||||||||||||
Period of share-based payment awards | 4 years | ||||||||||||||||||
Shares of common stock authorized for issuance (in shares) | 4,600,000 | 4,600,000 | 8,100,000 | 4,600,000 | 3,100,000 | ||||||||||||||
Shares available for grant (in shares) | 1,875,732 | ||||||||||||||||||
Shares of common stock for future issuance (in shares) | 7,853,034 | ||||||||||||||||||
2013 Equity Plan [Member] | Director [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 1 year | ||||||||||||||||||
2013 Equity Plan [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 2 years | 1 year | 3 years | ||||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||||||
Stock options granted (in shares) | 42,000 | 60,000 | |||||||||||||||||
Share-based compensation expense | $ | $ 400 | $ 400 | |||||||||||||||||
Number of award recipients (consultant/employee) | consultant | 3 | ||||||||||||||||||
Number of stock options (option) | 2 | ||||||||||||||||||
Number of modified stock options (option) | 2 | ||||||||||||||||||
2013 Equity Plan [Member] | Consultant [Member] | Performance Shares [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Stock options granted (in shares) | 50,000 | ||||||||||||||||||
Share-based compensation expense | $ | $ (100) | $ 100 | |||||||||||||||||
Number of award recipients (consultant/employee) | consultant | 2 | ||||||||||||||||||
Performance achievement percent | 75.00% | ||||||||||||||||||
Percentage of options canceled | 25.00% | ||||||||||||||||||
2013 Equity Plan [Member] | Chief Financial Officer [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Stock options granted (in shares) | 60,000 | ||||||||||||||||||
2013 Equity Plan [Member] | One-year Anniversary Date of Grant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||||||
2013 Equity Plan [Member] | One-year Anniversary Date of Grant [Member] | Chief Financial Officer [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||||||
2013 Equity Plan [Member] | Share-based Compensation Award, Tranche One [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 3 years | ||||||||||||||||||
2013 Equity Plan [Member] | Share-based Compensation Award, Tranche One [Member] | Chief Financial Officer [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 3 years | ||||||||||||||||||
2013 Equity Plan [Member] | Share-based Compensation Award, Tranche Two [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 2 years | ||||||||||||||||||
2013 Equity Plan [Member] | Upon Grant [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued (in shares) | 3,731,000 | 2,933,000 | |||||||||||||||||
Stock options exercised (in shares) | 175,000 | 17,000 | 45,000 | ||||||||||||||||
Common Stock [Member] | Director [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued (in shares) | 79,622 | ||||||||||||||||||
Common Stock [Member] | Chief Executive Officer [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued (in shares) | 1,327,048 | ||||||||||||||||||
Common Stock [Member] | Employees [Member] | Restricted Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued (in shares) | 336,185 | ||||||||||||||||||
Number of award recipients (consultant/employee) | employee | 3 | ||||||||||||||||||
Series C-1 Convertible Preferred Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Preferred stock, shares authorized (in shares) | 11,000 | 11,000 | 11,000 | 11,000 | |||||||||||||||
Preferred stock, par value (usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||||
Shares issued upon conversion, per share (in shares) | 1,724 | ||||||||||||||||||
Preferred stock, shares issued (in shares) | 3,906 | 3,906 | 3,906 | 3,906 | |||||||||||||||
Preferred stock, shares outstanding (in shares) | 3,906 | 3,906 | 3,906 | 3,906 | |||||||||||||||
Shares reserved for future issuance (in shares) | 6,735,378 | 6,735,378 | 6,735,378 | 6,735,378 | |||||||||||||||
Liquidation preference per share (in dollars per share) | $ / shares | $ 1,000 | ||||||||||||||||||
Liquidation preference | $ | $ 3,906 | $ 3,906 | $ 3,906 | $ 3,906 | |||||||||||||||
Series C-1 Convertible Preferred Stock [Member] | Common Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued (in shares) | 19,134 | ||||||||||||||||||
Series F Preferred Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Preferred stock, shares authorized (in shares) | 10,000 | 10,000 | 10,000 | 10,000 | |||||||||||||||
Preferred stock, par value (usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||||
Shares issued upon conversion, per share (in shares) | 286 | ||||||||||||||||||
Preferred stock, shares issued (in shares) | 2,737 | 2,737 | 2,737 | 2,737 | |||||||||||||||
Preferred stock, shares outstanding (in shares) | 2,737 | 2,737 | 2,737 | 2,737 | |||||||||||||||
Shares reserved for future issuance (in shares) | 782,032 | 782,032 | 782,032 | 782,032 | |||||||||||||||
Liquidation preference per share (in dollars per share) | $ / shares | $ 1,000 | ||||||||||||||||||
Liquidation preference | $ | $ 2,737 | $ 2,737 | $ 2,737 | $ 2,737 | |||||||||||||||
Series F Preferred Stock [Member] | Common Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock issued (in shares) | 17,360 | ||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Warrant granted to purchase common stock (in shares) | 25,013 | 17,000 | 17,000 | 17,000 | |||||||||||||||
Common Stock [Member] | 2013 Equity Plan [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||||||
Stock options granted (in shares) | 35,000 | ||||||||||||||||||
Common Stock [Member] | 2013 Equity Plan [Member] | Share-based Compensation Award, Tranche One [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 1 year | ||||||||||||||||||
Common Stock [Member] | 2013 Equity Plan [Member] | Share-based Compensation Award, Tranche Two [Member] | Consultant [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Period of share-based payment awards | 3 years | ||||||||||||||||||
Minimum [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Number of series (series) | series | 1 | ||||||||||||||||||
Underwriting Agreement [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Shares of common stock to be issued and sold in underwriting agreement (in shares) | 3,731,344 | 2,932,500 | |||||||||||||||||
Price per share of shares sold (usd per share) | $ / shares | $ 33.50 | ||||||||||||||||||
Proceeds from the underwriting agreement, including additional shares sold, gross | $ | $ 125,000 | $ 111,400 | |||||||||||||||||
Proceeds from the underwriting agreement, including additional shares sold, net of cost | $ | 117,500 | 104,600 | |||||||||||||||||
Issuance costs | $ | $ 7,500 | $ 6,800 | |||||||||||||||||
IPO [Member] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||
Price per share of shares sold (usd per share) | $ / shares | $ 38 |
Shareholders_ Equity (Stock Opt
Shareholders’ Equity (Stock Option and Restricted Stock Award Activity) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Shares Underlying Stock Options | |||
Outstanding beginning balance, Shares underlying stock options and restricted stock awards (in shares) | 2,627,462 | 2,318,685 | 618,900 |
Granted, Shares underlying stock options and restricted stock awards (in shares) | 3,704,725 | 483,200 | 1,769,785 |
Exercised, Shares underlying stock options and restricted stock awards (in shares) | (174,628) | (17,548) | (51,814) |
Forfeited, Shares underlying stock options and restricted stock awards (in shares) | (120,257) | (156,875) | (18,186) |
Outstanding ending balance, Shares underlying stock options and restricted stock awards (in shares) | 6,037,302 | 2,627,462 | 2,318,685 |
Vested and expected to vest ending balance, Shares underlying stock options (in shares) | 6,037,302 | ||
Exercisable ending balance, Shares underlying stock options (in shares) | 1,536,369 | ||
Weighted- Average Exercise Price per Share | |||
Outstanding beginning balance, Weighted - average exercise price (in dollars per share) | $ 21.07 | $ 22.01 | $ 9.54 |
Granted, Weighted - average exercise price (in dollars per share) | 25.94 | 17.83 | 25.89 |
Exercised, Weighted - average exercise price (in dollars per share) | 15.42 | 8.52 | 10.81 |
Forfeited, Weighted - average exercise price (in dollars per share) | 22.82 | 26.35 | 7.80 |
Outstanding ending balance, Weighted - average exercise price (in dollars per share) | 24.19 | $ 21.07 | $ 22.01 |
Vested and expected to vest ending balance, Weighted - average exercise price (in dollars per share) | 24.19 | ||
Exercisable ending balance, Weighted - average exercise price (in dollars per share) | $ 20.94 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Outstanding ending balance, Weighted - average remaining contractual term (yrs) | 8 years 9 months 5 days | ||
Outstanding ending balance, Aggregate intrinsic value | $ 49,399,882 | ||
Vested and expected to vest ending balance, Weighted - average remaining contractual term (yrs) | 8 years 9 months 5 days | ||
Vested and expected to vest ending balance, Aggregate intrinsic value | $ 49,399,882 | ||
Exercisable ending balance, Weighted - average remaining contractual term (yrs) | 7 years 4 months 10 days | ||
Exercisable ending balance, Aggregate intrinsic value | $ 17,799,721 |
Shareholders_ Equity (Summary o
Shareholders’ Equity (Summary of Restricted Stock Awards) (Details) - Restricted Stock [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning balance (in shares) | 542,680 | 1,072,899 | 1,279,007 |
Granted (in shares) | 4,000 | ||
Vested (in shares) | (542,680) | (530,219) | (210,108) |
Ending balance in shares (in shares) | 0 | 542,680 | 1,072,899 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Beginning balance (in usd per share) | $ 13.22 | $ 13 | $ 12.86 |
Granted (in usd per share) | 23.12 | ||
Vested (in usd per share) | 13.22 | 12.78 | 12.41 |
Ending balance (in usd per share) | $ 0 | $ 13.22 | $ 13 |
Shareholders_ Equity (Stock O32
Shareholders’ Equity (Stock Options, Valuation Assumptions) (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Volatility | 139.00% | 143.00% | 149.00% |
Expected life (years) | 6 years 1 month 15 days | 5 years 9 months 18 days | 5 years 3 months 10 days |
Risk-free interest rate | 2.10% | 1.40% | 1.50% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Shareholders_ Equity (Share-bas
Shareholders’ Equity (Share-based Compensation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $ 21,795 | $ 14,546 | $ 13,072 |
Research and development [Member] | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 11,980 | 5,657 | 4,084 |
General and administrative [Member] | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 9,815 | 8,889 | 8,988 |
Stock Option [Member] | Research and development [Member] | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 11,904 | 5,599 | 2,428 |
Stock Option [Member] | General and administrative [Member] | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 8,837 | 6,539 | 3,693 |
Restricted Stock [Member] | Research and development [Member] | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 0 | 30 | 1,600 |
Restricted Stock [Member] | General and administrative [Member] | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 409 | 2,161 | 4,265 |
Warrant [Member] | Research and development [Member] | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 76 | 28 | 56 |
Warrant [Member] | General and administrative [Member] | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $ 569 | $ 189 | $ 1,030 |
Defined Contribution Plan (Narr
Defined Contribution Plan (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Retirement Benefits [Abstract] | |||
Matching contributions made | $ 0.7 | $ 0.4 | $ 0.2 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Line Items] | |||
Unrecognized tax benefits | $ 0 | $ 0 | |
Accrual for interest or penalties | 0 | 0 | |
Recognized interest and penalties | 0 | $ 0 | $ 0 |
Domestic Tax Authority [Member] | |||
Income Tax Disclosure [Line Items] | |||
Income tax net operating loss carryforwards | 537,100,000 | ||
Domestic Tax Authority [Member] | Research Tax Credit Carryforward [Member] | |||
Income Tax Disclosure [Line Items] | |||
California research and development tax credit carryforwards | 21,000,000 | ||
State and Local Jurisdiction [Member] | |||
Income Tax Disclosure [Line Items] | |||
Income tax net operating loss carryforwards | 323,500,000 | ||
State and Local Jurisdiction [Member] | Research Tax Credit Carryforward [Member] | |||
Income Tax Disclosure [Line Items] | |||
California research and development tax credit carryforwards | $ 13,400,000 |
Income Taxes (Significant Compo
Income Taxes (Significant Components of Deferred Tax Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Income Tax Disclosure [Abstract] | |||
Capitalized research and development and other | $ 7,379 | $ 9,380 | $ 33,894 |
Valuation allowance | (7,379) | (9,380) | (33,894) |
Net deferred tax assets | $ 0 | $ 0 | $ 0 |
Income Taxes (Provision for Inc
Income Taxes (Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit at statutory federal rate | $ (39,033) | $ (26,583) | $ (14,250) |
Research and development credits | (2,691) | (1,240) | 1,128 |
Foreign rate differential | 1,249 | 0 | 0 |
Expired tax attributes | 2,228 | (5) | 31 |
Impact of the 2017 Tax Act | 71,199 | 0 | 0 |
Stock-based compensation | 2,253 | 0 | 0 |
Change in valuation allowance | (35,246) | 25,091 | 12,042 |
Other permanent differences | 41 | 2,737 | 1,049 |
Provision for income taxes | $ 0 | $ 0 | $ 0 |
Commitments and Contingencies38
Commitments and Contingencies (Narrative) (Details) - USD ($) | Dec. 29, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2018 | Dec. 31, 2021 |
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Deferred rent | $ 13,700,000 | |||||
Rent expense | $ 1,700,000 | $ 1,100,000 | $ 700,000 | |||
4550 Towne Centre Court, San Diego, California [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Term of lease agreement | 10 years | 5 years | ||||
Term for option to extend lease agreement | 5 years | |||||
4550 Towne Centre Court, San Diego, California [Member] | Letter of Credit [Member] | Scenario, Forecast [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Security deposit | $ 606,000 | $ 303,000 | ||||
Past term of contract | 2 years | 5 years | ||||
Financial Standby Letter of Credit [Member] | 4550 Towne Centre Court, San Diego, California [Member] | Letter of Credit [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Stand by letter of credit | $ 900,000 |
Commitments and Contingencies39
Commitments and Contingencies (Annual Future Minimum Payments Under Operating Leases) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 1,945 |
2,019 | 3,951 |
2,020 | 4,070 |
2,021 | 4,192 |
2,022 | 4,318 |
Thereafter | 22,755 |
Total future minimum lease payments | $ 41,231 |
Commitments and Contingencies40
Commitments and Contingencies (Annual Future Minimum Licensing Payments) (Details) - Licensing Agreements [Member] $ in Thousands | Dec. 31, 2017USD ($) |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
2,018 | $ 142 |
2,019 | 147 |
2,020 | 148 |
2,021 | 147 |
2,022 | 158 |
Thereafter | 53 |
Total future minimum license payments | $ 795 |
Commitments and Contingencies41
Commitments and Contingencies (Annual Future Minimum Payments for Manufacturing and Supply Agreements) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 1,092 |
2,019 | 921 |
2,020 | 921 |
2,021 | 921 |
Total future minimum manufacturing and supply agreement payments | $ 3,855 |
Quarterly Financial Informati42
Quarterly Financial Information (unaudited) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Jun. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenue | $ 0 | $ 0 | $ 0 | $ 0 | $ 85 | $ 234 | $ 253 | $ 44 | $ 0 | $ 616 | $ 1,057 |
Loss from operations | (38,846) | (26,483) | (26,830) | (23,268) | (24,924) | (16,534) | (15,617) | (21,297) | (115,427) | (78,372) | (41,969) |
Net loss | $ (38,546) | $ (26,288) | $ (26,729) | $ (23,240) | $ (24,887) | $ (16,481) | $ (15,566) | $ (21,251) | $ (114,803) | $ (78,185) | $ (41,912) |
Basic and diluted net loss per share (usd per share) | $ (1.74) | $ (1.19) | $ (1.21) | $ (1.26) | $ (1.44) | $ (0.96) | $ (0.90) | $ (1.23) | $ (5.41) | $ (4.54) | $ (2.68) |
Weighted-average common shares outstanding - basic and diluted (in shares) | 22,151 | 22,125 | 22,123 | 18,410 | 17,280 | 17,210 | 17,211 | 17,211 | 21,215 | 17,228 | 15,651 |