Collaboration Agreements (Tables)
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3 Months Ended |
Mar. 31, 2018 |
Revenue Recognition and Deferred Revenue [Abstract] |
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Schedule of Milestone-Based Payments Associated With 2016 Agreement |
We are eligible to receive the following milestone-based payments associated with the 2016 Agreement: | | | | | | Program | | Milestone | | Amount | 65/35 program in IO field | | Specified clinical development event | | $25.0 million | 65/35 program in IO field | | Specified regulatory milestone events | | Up to $183.8 million | 50/50 program in IO field | | Specified clinical development event | | $20.0 million | 50/50 program in IO field | | Specified regulatory milestone events | | Up to $148.8 million | I&I field | | Specified clinical development event | | $25.0 million | I&I field | | Specified regulatory milestone events | | Up to $236.3 million | I&I field | | Specified commercial milestone events | | Up to $125.0 million |
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Schedule of Satisfied and Unsatisfied Performance Obligations |
The satisfied and unsatisfied performance obligations at the time of the ASC 606 adoption, each of which are considered by us to be distinct within the context of the contract, their SSP, the method of recognizing the allocated consideration, and the period through which they are expected to be recognized are as follows: | | | | | | | | | | Performance Obligations | | SSP | | No. of Performance Obligation(s) | | Recognition Method | Fully satisfied at time of adoption | Licenses (1) | | $ | 86.7 | million | | 4 | | Fully satisfied; recognized upon adoption of ASC 606 | Research and development services (2) (3) | | $ | 350.7 | million | | 10 | | Fully satisfied; recognized upon adoption of ASC 606 | Partially satisfied at time of adoption | Research and development services (2) (3) | | $ | 266.6 | million | | 6 | | Proportionally as services are delivered over the performance period, expected to be through September 2022 (4) |
| | (1) | The SSP was developed by probability weighting multiple cash flow scenarios using the income approach. Our management estimates within the models include the expected, probability-weighted net profits from estimated future sales, an estimate of the direct cost incurred to generate future cash flows, a discount rate and other business forecast factors. There are significant judgments and estimates inherent in the determination of the SSP of these units of accounting. These judgments and estimates include assumptions regarding future operating performance, the timelines of the clinical trials and regulatory approvals, and other factors. If different reasonable assumptions are utilized, the SSP and revenue recognized would vary. |
| | (2) | The SSP was developed using our management’s best estimate of the cost of obtaining these services at arm’s length from a third-party provider. |
| | (3) | The SSP was developed using internal full time equivalent costs to support the development services. |
| | (4) | We determined that recognizing revenue on a proportional basis using the ratio of effort incurred to date compared to the total estimated effort required to complete the performance obligation best depicts the satisfaction of our obligations under the Collaboration Agreements. |
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Schedule of Impact of New Accounting Pronouncements |
the impact of the cumulative effect of the accounting changes upon the adoption of the standard (in thousands) is as follows: | | | | | | | | | | | | | | December 31, 2017 | | Cumulative Effect | | January 1, 2018 | Deferred revenue – related party, current and net of current portions | $ | 163,640 |
| | $ | (39,456 | ) | | $ | 124,184 |
| Accumulated deficit | (798,061 | ) | | 39,456 |
| | (758,605 | ) |
The following tables summarize the effects of adopting ASC 606 on our unaudited condensed consolidated financial statements for the three months ended March 31, 2018 (in thousands, except per share data): Condensed Consolidated Balance Sheets | | | | | | | | | | | | | | March 31, 2018 | | Under Topic 606 | | Under Topic 605 | | Effect of Change | Deferred revenue – related party | $ | 39,212 |
| | $ | 35,396 |
| | $ | 3,816 |
| Deferred revenue, net of current portion – related party | 81,831 |
| | 122,060 |
| | (40,229 | ) | Accumulated deficit | (849,430 | ) | | (885,843 | ) | | 36,413 |
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Condensed Consolidated Statements of Operations | | | | | | | | | | | | | | Three Months Ended March 31, 2018 | | Under Topic 606 | | Under Topic 605 | | Effect of Change | Collaboration revenue – related party | $ | 7,345 |
| | $ | 9,977 |
| | $ | (2,632 | ) | Research and development expense | 78,224 |
| | 77,813 |
| | 411 |
| Total operating expenses | 102,774 |
| | 102,363 |
| | 411 |
| Loss from operations | (94,012 | ) | | (90,969 | ) | | (3,043 | ) | Net loss | (90,825 | ) | | (87,782 | ) | | (3,043 | ) | Net loss per share – basic and diluted | (1.63 | ) | | (1.58 | ) | | (0.05 | ) |
Condensed Consolidated Statements of Comprehensive Loss | | | | | | | | | | | | | | Three Months Ended March 31, 2018 | | Under Topic 606 | | Under Topic 605 | | Effect of Change | Net loss | $ | (90,825 | ) | | $ | (87,782 | ) | | $ | (3,043 | ) | Comprehensive loss | (92,079 | ) | | (89,036 | ) | | (3,043 | ) |
Condensed Consolidated Statements of Cash Flows | | | | | | | | | | | | | | Three Months Ended March 31, 2018 | | Under Topic 606 | | Under Topic 605 | | Effect of Change | Net loss | $ | (90,825 | ) | | $ | (87,782 | ) | | $ | (3,043 | ) | Adjustments to reconcile net loss to net cash used in operating activities: | | | | | | Deferred revenue – related party | (3,141 | ) | | (6,184 | ) | | 3,043 |
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During the three months ended March 31, 2018, we recognized the following as collaboration revenue (in thousands): | | | | | | | | | | | | | | Three Months Ended March 31, 2018 | Performance Obligation | Under Topic 606 | | Under Topic 605 | | Effect of Change | Collaboration revenue - related party | | | | | | Research and development services | $ | 6,364 |
| | $ | 8,953 |
| | $ | (2,589 | ) | Committee participations | — |
| | 43 |
| | (43 | ) | Reduction of research and development expenses | | | | | | Development services | — |
| | 411 |
| | (411 | ) |
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Summary of Multiple-deliverable Arrangements Revenue |
For the three months ended March 31, 2018 and 2017, we recognized the following collaboration revenue and reduction of research and development expenses related to such expenses (in thousands): | | | | | | | | | | Three Months Ended March 31, | | 2018 | | 2017 | Collaboration revenue - related party | | | | Commercialization activities | $ | 981 |
| | $ | 79 |
| Reduction of research and development expenses | | | | Research and development activities | — |
| | 14 |
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During the three months ended March 31, 2017, we recognized as collaboration revenue the following non-contingent consideration allocated to each undelivered element (in thousands): | | | | | Undelivered Element | Revenue Recognized | On-going research and development services | $ | 10,387 |
| Committee participations | 42 |
| Total collaboration revenue - related party | $ | 10,429 |
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For the three months ended March 31, 2018 and 2017, we recognized the following totals of collaboration revenue and reduction of research and development expenses (in thousands): | | | | | | | | | | Three Months Ended March 31, | | 2018 | | 2017 | Collaboration revenue - related party | $ | 7,345 |
| | $ | 10,508 |
| Reduction of research and development expenses | — |
| | 2,776 |
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Contract with Customer, Asset and Liability |
During the three months ended March 31, 2018, we recognized the following as revenue due to changes in the contract asset and the contract liability balances (in thousands): | | | | | Amounts included in the contract liability at the beginning of the period | $ | 5,984 |
| Performance obligations satisfied in previous periods | 323 |
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The following table presents changes in our contract assets and liabilities during the three months ended March 31, 2018 (in thousands): | | | | | | | | | | | | | | | | | | December 31, 2017 | | Additions | | Deductions | | March 31, 2018 | Contract assets (1) | | | | | | | | Collaboration receivable – related party | $ | 2,448 |
| | $ | 3,512 |
| | $ | (2,448 | ) | | $ | 3,512 |
| Royalty receivable – related party | 1,222 |
| | 1,417 |
| | (1,222 | ) | | 1,417 |
| Contract liabilities (2) | | | | | | | | Deferred revenue – related party, current and net of current portions | 163,640 |
| | 4,204 |
| | (46,801 | ) | | 121,043 |
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| | (1) | Additions to contract assets relate to amounts billed to Celgene for reimbursable costs incurred by us during the reporting period. Deductions to contract assets relate to collection of receivables during the reporting period. |
| | (2) | Additions to contract liabilities relate to consideration from Celgene during the reporting period. Deductions to contract liabilities relate to deferred revenue recognized as revenue during the reporting period and cumulative catch-up adjustment recognized upon adoption of ASC 606 on January 1, 2018. |
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