~~99 Erie St., Cambridge,~~65 Hayden Avenue, 2nd Floor, Lexington, MA ~~02139~~02421

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~November 7, 2019,~~August 6, 2020, the registrant had ~~22,924,337~~23,642,009 shares of common stock, $0.0001 par value per share, outstanding.

This Quarterly Report on Form 10-Q contains forward-looking statements. All statements other than statements of historical fact are “forward-looking statements” for purposes of this Quarterly Report on Form 10-Q. In some cases, you can identify ~~these~~forward-looking statements by ~~forward-looking words~~terminology such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “could,” “would,” “project,” “plan,” “expect,” or similar expressions, or the negative or plural of these words or expressions. These forward-looking statements include statements concerning the following:

These statements are only current predictions and are subject to known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from those anticipated by the forward-looking statements. We discuss many of these risks in greater detail under Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, ~~2018~~2019 filed with the Securities and Exchange Commission on ~~April 1, 2019,~~March 16, 2020 and under Part II, Item 1A. Risk Factors in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020 filed with the Securities and Exchange Commission on May 11, 2020, each as may be amended or updated in our Quarterly Reports on Form 10-Q. ~~You~~In particular, the impact of the ongoing COVID-19 pandemic on our ability to progress with our research, development, manufacturing and regulatory efforts, including our plans to initiate, advance and complete our SUNRISE Phase 1/2 clinical trial for LB-001 in MMA, and the value of and market for our common stock, will depend on future developments that are highly uncertain and cannot be predicted with confidence at this time, such as the ultimate duration of the pandemic, travel restrictions, quarantines, social distancing and business closure requirements in the United States and in other countries, and the effectiveness of actions taken globally to contain and treat the disease. Any forward-looking statement in this Quarterly Report on Form 10-Q reflects our current view with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, industry and future growth. Given these uncertainties, you should not rely ~~upon~~on these forward-looking statements as predictions of future events. ~~Although we believe that the expectations reflected in the forward-looking statements are reasonable, we~~We cannot guarantee future results, levels of activity, performance or achievements. Except as required by law, we ~~are under~~assume no ~~duty~~obligation to update or revise ~~any~~these forward-looking statements ~~whether as a result of~~for any reason, even if new information ~~future events or otherwise, after~~becomes available in the date of this Quarterly Report on Form 10-Q, and you should not rely on statements contained herein as representing our views as of any date subsequent to the date of this Quarterly Report on Form 10-Q.future.

Unless the context otherwise requires, the terms “LogicBio,” “LogicBio Therapeutics, Inc.,” the “Company,” “we,” “us,” “our” and similar references in this Quarterly Report on Form 10-Q refer to LogicBio Therapeutics, Inc. and its subsidiaries.

	September 30, 2019			December 31, 2018			June 30, 2020			December 31, 2019
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	38,680		$	80,906		$	36,697		$	33,107
Short-term investments		24,481			—			—			17,540
Prepaid expenses and other current assets		1,622			1,268			1,949			2,045
Restricted cash		146			—			—			146
Total current assets		64,929			82,174			38,646			52,838
Property and equipment, net		1,489			590			1,788			1,696
Restricted cash		—			146			622			622
Operating lease right-of-use asset		669			—			6,287			504
TOTAL ASSETS	$	67,087		$	82,910		$	47,343		$	55,660
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	1,954		$	1,168		$	564		$	624
Accrued expenses and other current liabilities		2,176			1,517			2,214			2,435
Operating lease liabilities								1,147			504
Deferred revenue								101			—
Total current liabilities		4,130			2,685			4,026			3,563
Long-term debt, net of issuance costs and discount		9,759			—			9,641			9,810
TOTAL LIABILITIES		13,889			2,685
Operating lease liabilities, net of current portion								5,520			—
Total liabilities								19,187			13,373
COMMITMENTS AND CONTINGENCIES (Note 14)
STOCKHOLDERS’ EQUITY:
Common stock, par value of $0.0001 per share; 175,000,000 shares authorized; 22,765,930 and 22,188,393 shares issued and outstanding as of September 30, 2019 and December 31, 2018, respectively		3			3
Preferred stock, par value of $0.0001 per share; 25,000,000 shares authorized; 0 shares issued and outstanding as of June 30, 2020 and December 31, 2019.								—			—
Common stock, par value of $0.0001 per share; 175,000,000 shares authorized; 23,504,843 and 23,036,943 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively								3			3
Additional paid-in capital		109,081			107,473			113,205			109,640
Accumulated other comprehensive income (loss)		19			(9	)
Accumulated other comprehensive income								—			14
Accumulated deficit		(55,905	)		(27,242	)		(85,052	)		(67,370	)
Total stockholders’ equity		53,198			80,225			28,156			42,287
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	67,087		$	82,910		$	47,343		$	55,660

	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018			2020			2019			2020			2019
OPERATING EXPENSES:
REVENUE
Service revenue													$	965		$	—		$	1,986		$	—
Total revenue														965			—			1,986			—
OPERATING EXPENSES
Research and development	$	8,858		$	2,432		$	22,278		$	6,113			5,895			7,934			13,068		$	13,420
General and administrative		2,175			2,119			7,331			4,453			3,029			2,524			6,221			5,156
Total operating expenses		11,033			4,551			29,609			10,566			8,924			10,458			19,289			18,576
LOSS FROM OPERATIONS		(11,033	)		(4,551	)		(29,609	)		(10,566	)		(7,959	)		(10,458	)		(17,303	)		(18,576	)
OTHER INCOME (EXPENSE), NET:
Interest income		389			75			1,243			204			10			411			177			854
Interest expense		(271	)		(1	)		(271	)		(2	)		(273	)		—			(545	)		—
Other expense, net		(3	)		(154	)		(4	)		(158	)		(5	)		(1	)		(11	)		(1	)
Total other income (expense), net		115			(80	)		968			44
Total other (expense) income, net														(268	)		410			(379	)		853
Loss before income taxes		(10,918	)		(4,631	)		(28,641	)		(10,522	)		(8,227	)		(10,048	)		(17,682	)		(17,723	)
Income tax provision		—			(38	)		(22	)		(38	)		—			—			—			(22	)
Net loss	$	(10,918	)	$	(4,669	)	$	(28,663	)	$	(10,560	)	$	(8,227	)	$	(10,048	)	$	(17,682	)	$	(17,745	)
Net loss attributable to common stockholders—basic and diluted (Note 10)	$	(10,918	)	$	(8,621	)	$	(28,663	)	$	(14,512	)
Net loss per share attributable to common stockholders —basic and diluted	$	(0.48	)	$	(4.03	)	$	(1.27	)	$	(7.39	)
Net loss per share—basic and diluted													$	(0.35	)	$	(0.45	)	$	(0.76	)	$	(0.79	)
Weighted-average common stock outstanding—basic and diluted		22,677,205			2,138,160			22,491,282			1,963,976			23,326,018			22,479,511			23,250,910			22,396,780

	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018			2020			2019			2020			2019
Net loss	$	(10,918	)	$	(4,669	)	$	(28,663	)	$	(10,560	)	$	(8,227	)	$	(10,048	)	$	(17,682	)	$	(17,745	)
Other comprehensive income:
Unrealized (loss) gain on investments		(16	)		—			20			—
Unrealized gain on investments														—			27			—			36
Foreign currency translation adjustment		2			5			8			13			—			3			—			6
Comprehensive loss	$	(10,932	)	$	(4,664	)	$	(28,635	)	$	(10,547	)	$	(8,227	)	$	(10,018	)	$	(17,682	)	$	(17,703	)

Condensed Consolidated Statements of ~~Convertible Preferred Stock and~~ Stockholders’ Equity ~~(Deficit)~~

	Convertible Preferred Stock
	Convertible Preferred Stock $0.0001 Par Value Series A				Convertible Preferred Stock $0.0001 Par Value Series B				Common Stock $0.0001 Par Value				Additional Paid-in		Accumulated Other Comprehensive			Accumulated			Total Stockholders’ (Deficit)			Common Stock $0.0001 Par Value				Additional Paid-in		Accumulated Other Comprehensive			Accumulated			Total Stockholders’
	Shares		Amount		Shares		Amount		Shares		Amount		Capital		(Loss) Income			Deficit			Equity
BALANCE, January 1, 2018		2,976,190	$	4,359		19,541,465	$	28,703		1,606,360	$	1	$	1,035	$	(14	)	$	(9,621	)	$	(8,599	)
Vesting of restricted stock		—		—		—		—		173,717		—		—		—			—			—
Foreign currency translation adjustment		—		—		—		—		—		—		—		7			—			7
Stock-based compensation expense		—		—		—		—		—		—		88		—			—			88
Net loss		—		—		—		—		—		—		—		—			(2,304	)		(2,304	)
BALANCE, March 31, 2018		2,976,190		4,359		19,541,465		28,703		1,780,077		1		1,123		(7	)		(11,925	)		(10,808	)
Vesting of restricted stock		—		—		—		—		162,569		—		—		—			—			—
Foreign currency translation adjustment		—		—		—		—		—		—		—		1			—			1
Stock-based compensation expense		—		—		—		—		—		—		145		—			—			145
Net loss		—		—		—		—		—		—		—		—			(3,587	)		(3,587	)
BALANCE, June 30, 2018		2,976,190		4,359		19,541,465		28,703		1,942,646		1		1,268		(6	)		(15,512	)		(14,249	)
Vesting of restricted stock		—		—		—		—		160,329		—		—		—			—			—
Exercise of options		—		—		—		—		17,003		—		11		—			—			11
Issuance of common stock		—		—		—		—		56,097		—		—		—			—			—
Foreign currency translation adjustment		—		—		—		—		—		—		—		5			—			5
Stock-based compensation expense		—		—		—		—		—		—		287		—			—			287
Net loss		—		—		—		—		—		—		—		—			(4,669	)		(4,669	)
BALANCE, September 30, 2018		2,976,190	$	4,359		19,541,465	$	28,703		2,176,075	$	1	$	1,566	$	(1	)	$	(20,181	)	$	(18,615	)
																								Shares		Amount		Capital		(Loss) Income			Deficit			Equity
BALANCE, January 1, 2019		—	$	—		—	$	—		22,188,393	$	3	$	107,473	$	(9	)	$	(27,242	)	$	80,225			22,188,393	$	3	$	107,473	$	(9	)	$	(27,242	)	$	80,225
Vesting of restricted stock		—		—		—		—		160,337		—		—		—			—			—			160,337		—		—		—			—			—
Unrealized gain on investments		—		—		—		—		—		—		—		9			—			9			—		—		—		9			—			9
Foreign currency translation adjustment		—		—		—		—		—		—		—		3			—			3			—		—		—		3			—			3
Stock-based compensation expense		—		—		—		—		—		—		276		—			—			276			—		—		276		—			—			276
Net loss		—		—		—		—		—		—		—		—			(7,697	)		(7,697	)		—		—		—		—			(7,697	)		(7,697	)
BALANCE, March 31, 2019		—		—		—		—		22,348,730		3		107,749		3			(34,939	)		72,816			22,348,730		3		107,749		3			(34,939	)		72,816
Vesting of restricted stock		—		—		—		—		160,332		—		—		—			—			—			160,332		—		—		—			—			—
Exercise of options		—		—		—		—		13,454		—		82		—			—			82			13,454		—		82		—			—			82
Unrealized gain on investments		—		—		—		—		—		—		—		27			—			27			—		—		—		27			—			27
Foreign currency translation adjustment		—		—		—		—		—		—		—		3			—			3			—		—		—		3			—			3
Stock-based compensation expense		—		—		—		—		—		—		531		—			—			531			—		—		531		—			—			531
Net loss		—		—		—		—		—		—		—		—			(10,048	)		(10,048	)		—		—		—		—			(10,048	)		(10,048	)
BALANCE, June 30, 2019		—		—		—		—		22,522,516		3		108,362		33			(44,987	)		63,411			22,522,516	$	3	$	108,362	$	33		$	(44,987	)	$	63,411

BALANCE, January 1, 2020																									23,036,943	$	3	$	109,640	$	14		$	(67,370	)	$	42,287
Vesting of restricted stock		—		—		—		—		160,332		—		—		—			—			—			160,340		—		—		—			—			—
Exercise of options		—		—		—		—		83,082		—		61		—			—			61			19,378		—		84		—			—			84
Issuance of warrants related to loan and security agreement		—		—		—		—		—		—		136		—			—			136
Unrealized loss on investments		—		—		—		—		—		—		—		(16	)		—			(16	)
Foreign currency translation adjustment		—		—		—		—		—		—		—		2			—			2
Realized gain on investments																									—		—		—		(14	)		—			(14	)
Stock-based compensation expense		—		—		—		—		—		—		522		—			—			522			—		—		805		—			—			805
Net loss		—		—		—		—		—		—		—		—			(10,918	)		(10,918	)		—		—		—		—			(9,455	)		(9,455	)
BALANCE, September 30, 2019		—	$	—		—	$	—		22,765,930	$	3	$	109,081	$	19		$	(55,905	)	$	53,198
BALANCE, March 31, 2020																									23,216,661		3		110,529		—			(76,825	)		33,707
Vesting of restricted stock																									18,642		—		—		—			—			—
Issuance of common stock, net of issuance costs of $33																									269,540		—		1,907		—			—			1,907
Stock-based compensation expense																									—		—		769		—			—			769
Net loss																									—		—		—		—			(8,227	)		(8,227	)
BALANCE, June 30, 2020																									23,504,843	$	3	$	113,205	$	—		$	(85,052	)	$	28,156

	Nine Months Ended September 30,						Six Months Ended June 30,
	2019			2018			2020			2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(28,663	)	$	(10,560	)	$	(17,682	)	$	(17,745	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense		189			49			226			104
Loss on disposal of property and equipment		—			142
Net amortization of premiums and discounts on investments		(371	)		—			26			(337	)
Stock-based compensation expense		1,329			520			1,574			807
Non-cash interest expense		50			—			103			—
Non-cash lease expense		865			—			1,025			567
Changes in operating assets and liabilities:
Prepaid expenses and other current assets		(354	)		(608	)		96			(683	)
Other assets		—			225
Accounts payable		779			(570	)		(113	)		448
Accrued expenses and other current liabilities		(872	)		175			(1,201	)		(123	)
Deferred revenue								101			—
Net cash used in operating activities		(27,048	)		(10,627	)		(15,845	)		(16,962	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of investments		(58,490	)		—			—			(48,028	)
Maturities of investments		34,400			—			17,500			10,200
Purchase of property and equipment		(1,084	)		(362	)		(202	)		(749	)
Disposal of property and equipment		—			35
Net cash used in investing activities		(25,174	)		(327	)
Net cash provided by (used in) investing activities								17,298			(38,577	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings under loan and security agreement, net of issuance costs		9,845			—
Proceeds from exercise of stock options		143			11			84			82
Payment of deferred initial public offering costs		—			(775	)
Net cash provided by (used in) financing activities		9,988			(764	)
Net proceeds from stock issuances								1,907			—
Net cash provided by financing activities								1,991			82
Effect on foreign exchange rates on cash and cash equivalents		8			20			—			7
NET DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH		(42,226	)		(11,698	)
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH								3,444			(55,450	)
Cash, cash equivalents and restricted cash at beginning of year		81,052			24,575			33,875			81,052
Cash, cash equivalents and restricted cash at end of period	$	38,826		$	12,877		$	37,319		$	25,602
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH
Cash and cash equivalents	$	38,680		$	12,877		$	36,697		$	25,456
Restricted cash		146			—
Short-term restricted cash								—			146
Long-term restricted cash								622			—
Total cash, cash equivalents and restricted cash	$	38,826		$	12,877		$	37,319		$	25,602
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for taxes	$	6		$	100
Cash paid for interest							$	442		$	—
Cash paid for income taxes							$	—		$	4
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES:
Right-of-use assets obtained in exchange for operating lease obligation	$	1,323		$	—		$	6,428		$	1,323
Property and equipment purchases in accounts payable	$	24		$	126
Deferred initial offering costs in accounts payable and accrued expenses	$	—		$	1,107
Property and equipment purchases in accounts payable and accrued expenses							$	116		$	56
Deferred financing costs in accounts payable and accrued expenses							$	—		$	39

LogicBio Therapeutics, Inc. (“LogicBio” or the “Company”) was incorporated in 2014 as a Delaware corporation. Its principal offices are in ~~Cambridge,~~Lexington, Massachusetts. LogicBio is a company dedicated to extending the reach of genetic medicine with pioneering targeted delivery platforms. The Company’s proprietary genome editing technology platform, GeneRide, enables the site-specific integration of a therapeutic transgene without nucleases or exogenous promoters by harnessing the native process of homologous recombination. LogicBio is developing LB-001, a wholly owned genome editing program leveraging GeneRide for the treatment of methylmalonic acidemia (“MMA”). In addition, the Company has a research collaboration with Takeda to develop LB-301, an investigational therapy leveraging GeneRide for the treatment of the rare pediatric disease Crigler-Najjar syndrome (“CN”).

LogicBio is also developing a Next Generation Capsid platform for use in gene editing and gene therapy. Data presented have shown that the capsids deliver highly efficient functional transduction of human hepatocytes with improved manufacturability with low levels of pre-existing neutralizing antibodies in human samples. Top-tier capsid candidates from this effort demonstrated significant improvements over benchmark AAVs currently in clinical development. The Company is developing these highly potent vectors for internal development candidates and potentially for business development collaborations.

Based on the Company’s GeneRide technology, LogicBio is developing its lead product candidate, LB-001, to treat MMA. In August 2020, the Company announced the clearance of an investigational new drug application, or IND, to support the initiation of a ~~genome editing company focused~~Phase 1/2 clinical trial on ~~developing medicines to durably treat rare diseases~~LB-001 in pediatric patients with ~~significant unmet medical need, using GeneRide~~^™,MMA. LogicBio expects to enroll the first patient in early 2021.

LogicBio believes that achieving clinical proof of concept in an inherited liver disease such as MMA will validate the Company’s platform technology, including its ~~proprietary technology platform. GeneRide technology is designed~~potential application to ~~precisely~~other organs and ~~stably integrate corrective genes into a patient’s genome~~diseases. In addition to ~~provide a durable therapeutic effect. The Company~~MMA and CN, LogicBio has demonstrated proof of concept of its ~~therapeutic~~ platform in hemophilia B and alpha-1-antitrypsin deficiency (“A1ATD”) animal ~~models for~~disease models. The Company expects to select future product candidates from these and other genetic diseases addressed by targeting the liver initially, and later by targeting the central nervous system, or CNS, and muscle.

Since its inception, the Company has devoted the majority of its efforts to business planning, research and development, developing markets, raising capital, and recruiting management and technical staff. The Company is subject to a number of ~~diseases~~risks similar to those of other companies conducting high-risk, early-stage research and ~~is focusing~~development of product candidates. Principal among these risks are a dependency on ~~its lead product candidate, LB-001, for~~key individuals and intellectual property, competition from other products and companies, and the ~~treatment of methylmalonic acidemia, a life-threatening disease that presents at birth.~~

~~On October 23, 2018,~~technical risks associated with the ~~Company completed an initial public offering (“IPO”) in which the Company issued~~successful research, development and ~~sold 8,050,000 shares~~clinical manufacturing of its common stock, including 1,050,000 shares pursuant to the full exercise of the underwriters’ option to purchase additional shares, at a public offering price of $10.00 per share, for aggregate gross proceeds of $80,500.product candidates. The ~~Company received approximately $72,300 in net proceeds after deducting underwriting discounts and commissions and offering costs.~~

Upon the closing of the IPO, all outstanding shares of convertible preferred stock automatically converted into 11,789,775 shares of common stock at the applicable conversion ratio then in effect. Subsequent to the closing of the IPO, there were no shares of convertible preferred stock outstanding.

~~Management believes that the~~ Company’s existing cash, cash equivalents and investments at September 30, 2019 are sufficient to fund the Company’s planned operations into 2021. In the absence of a significant source of recurring revenue, the continued viability of the Company beyond that pointsuccess is dependent onupon its ability to continue to raise additional capital in order to fund ongoing research and development, meet its obligations and, ultimately, obtain regulatory approval of its products, successfully commercialize its products, generate revenue and attain profitable operations.

The Company is closely monitoring the COVID-19 pandemic in order to ensure the safety of its personnel and to continue advancing its research and development activities. Since mid-March, the Company has ceased all business travel and most of its non-laboratory employees have been working remotely. After being limited to working in shifts on-premises through early July, the Company’s laboratory employees have returned to normal working schedules on-premises to conduct in-house research and development activities with social distancing and other protective measures. The Company plans to maintain these or similar restrictions until it believes employees can fully resume such activities in accordance with federal, state and local requirements and guidelines.

The COVID-19 pandemic did not have a material impact on the Company’s results of operations, cash flow and financial position as of and for the three and six months ended June 30, 2020. However, the full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial position will depend on future developments that are uncertain and cannot be accurately predicted.

The Company has had recurring losses and incurred a loss of $17,682 during the six months ended June 30, 2020. Net cash used in operations for the six months ended June 30, 2020 was $15,845. The Company expects to continue to generate operating losses and

use cash in operations for the foreseeable future. As of June 30, 2020, the Company had cash and cash equivalents of $36,697 which management believes will be sufficient to fund its operating expenses and capital expenditure requirements into the third quarter of 2021. However, based on the Company’s operating losses since inception, the expectation of continued operating losses for the foreseeable future, and the need to raise additional capital to finance its ~~operations.~~future operations, it has been deemed there is substantial doubt about the Company’s ability to continue as a going concern within one year from the date these condensed consolidated financial statements are issued.

The Company will require substantial additional capital to fund its research and development and ongoing operating expenses. Management’s plans to mitigate this risk include raising additional capital through equity or debt financings, or through strategic transactions. These plans may also include the possible deferral of certain operating expenses unless and until additional capital is received. There can be no assurance that the Company will be successful in raising additional capital or that such capital, if available, will be on terms that are acceptable to the Company, or that the Company will be successful in deferring certain operating expenses. While there can be no assurance the Company will be able to ~~obtain sufficient~~successfully reduce operating expenses or raise additional capital, ~~to cover~~management believes its ~~costs on acceptable terms, if at all.~~historical success in managing cash flows and obtaining capital will continue in the foreseeable future.

The accompanying ~~unaudited~~ condensed consolidated financial statements ashave been prepared on a going concern basis, which contemplates the realization of ~~September 30, 2019~~assets and ~~for~~satisfaction of liabilities in the ~~three~~ordinary course of business. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and ~~nine months ended September 30, 2019~~classification of recorded asset amounts or the amounts and ~~2018~~classification of liabilities that might result from the outcome of this uncertainty.

The accompanying condensed consolidated financial statements have been prepared by the Company in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2018,~~2019, filed with the SEC on ~~April 1, 2019.~~March 16, 2020.

The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements contain all adjustments which are necessary for a fair statement of the Company’s financial position as of ~~September~~June 30, ~~2019,~~2020 , consolidated results of operations for the three and ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019 and cash flows for the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018.~~2019. Such adjustments are of a normal and recurring nature. The results of operations for the three and ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, ~~2019.~~2020.

The Company’s significant accounting policies are disclosed in the audited consolidated financial statements and the notes thereto, which are included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2018,~~2019, filed with the SEC on ~~April 1, 2019.~~March 16, 2020. Since the date of those financial statements, there have been no material changes to its significant accounting policies other than the Company’s ~~adoption of ASC 842 (defined below) and the Company’s~~ significant accounting policy over ~~investments, both of~~revenue recognition under ASC 606 (defined below) which ~~are~~is discussed in this note.

~~Effective~~To date the Company’s only revenue has consisted of service revenue, all of which is attributable to research cost reimbursement under the Company’s January ~~1, 2019,~~2020 research agreement with Takeda Pharmaceutical Company Limited (“Takeda”) for the development of product candidate LB-301 to treat Crigler-Najjar Syndrome (the “Takeda Agreement”). The Company ~~adopted ASC Topic 842,~~ ~~Leases~~ ~~(“ASC 842”), using~~has not generated any revenue from product sales and does not expect to generate any revenue from product sales for the ~~modified retrospective method and utilized the effective date as its date of initial application, with prior periods presented~~foreseeable future.

The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). ASC 606 applies to all contracts with customers, except for contracts that are within the ~~previous guidance under~~scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. Under ASC ~~840,~~ ~~Leases~~ ~~(“ASC 840”).~~606, the

AtCompany recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the ~~inception of an arrangement,~~consideration the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps:

If a contract is determined to be within the scope of ASC 606 at inception, the Company assesses the goods or services promised within such contract, determines which of those goods and services are performance obligations, and assesses whether each promised good or service is distinct. The Company may provide options to additional items in such arrangements, which are accounted for as separate contracts when the ~~arrangement is or contains~~customer elects to exercise such options, unless the option provides a ~~lease~~material right to the customer. The Company determines transaction price based on the ~~unique facts and circumstances present~~amount of consideration the Company expects to receive for transferring the promised goods or services in the ~~arrangement. Most leases with~~contract. Consideration may be fixed, variable, or a ~~term greater than one year are recognized on the balance sheet as a right-of-use asset and a current and non-current lease liability, as applicable.~~ combination of both. The Company ~~elected not~~then allocates the transaction price to recognize on the balance sheet leases with terms of one year or less. The Company typically only includes an initial lease term in its assessment of a leasing arrangement. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew the lease. The Company remeasures and reallocates the consideration in a contract when there is a modification of a lease that is not accounted for as a separate contract. A lease modification that results in a separate contract, including when the modification grants the lessee an additional right of use that is not included in the original lease, is accounted for in the same manner as a new lease. The Company monitors its material leases on a quarterly basis.

~~Operating lease liabilities and their corresponding right-of-use assets are recorded~~each performance obligation based on the ~~present value of lease payments over the expected remaining lease term. Certain adjustments to the right-of-use asset may be required for items such~~relative standalone selling price and recognizes as incentives received. The interest rate implicit in lease contracts is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate, which reflects the fixed rate at which the Company could borrow on a collateralized basisrevenue the amount of the ~~lease payments~~transaction price that is allocated to the respective performance obligation when (or as) control is transferred to the customer and the performance obligation is satisfied.

Amounts received prior to satisfying the revenue recognition criteria are recorded as deferred revenue in the same currency, for a similar term, in a similar economic environment. In transition to ASC 842, the Company utilized the remaining lease term of its leases in determining the appropriate incremental borrowing rates.

In accordance with ASC 842, components of a lease should be split into three categories: lease components (e.g., land, building, etc.), non-lease components (e.g., common area maintenance, consumables, etc.) and non-components (e.g., property taxes, insurance, etc.). The fixed and in-substance fixed contract consideration, including any consideration related to non-components, must be allocated based on the respective relative fair values to the lease components and non-lease components.

Although separation of lease and non-lease components is required, certain practical expedients are available. Entities may elect the practical expedient not to separate lease and non-lease components. Rather, entities would account for each lease component andCompany’s condensed consolidated balance sheets. If the related non-lease component together as a single component. For new and amended leases beginning in 2019 and after, the Company has elected to account for the lease and non-lease components for leases for classes of all underlying assets together and allocate all of the contract consideration to the lease component only.

The Company determines the appropriate classification of its investments in debt securities at the time of purchase. All of the Company’s securities are classified as available-for-sale and are reported in short-term investments or long-term investments based on maturity dates and whether such assets are reasonablyperformance obligation is expected to be ~~realized~~satisfied within the next twelve months this will be classified in ~~cash or sold or consumed during the normal cycle of business. Available-for-sale investments~~current liabilities. Amounts recognized as revenue prior to receipt are recorded ~~at fair value,~~as contract assets in the Company's balance sheets. If the Company expects to have an unconditional right to receive the consideration in the next twelve months, this will be classified in current assets. A net contract asset or liability is presented for each contract with unrealized gains or losses included in accumulated other comprehensive income (loss) on the Company’s Condensed Consolidated Balance Sheets, exclusive of other-than-temporary impairment losses, if any. Investments may be composed of corporate debt securities, commercial paper, U.S. government and agency securities and certificates of deposit.a customer.

~~In February 2016,~~On January 1, 2020, the Company adopted Financial Accounting Standards Board (“FASB”) ~~issued~~ Accounting Standards Update (“ASU”) ~~No. 2016-02, “Leases (Topic 842)~~2016-13,~~” which~~ Measurement of Credit Losses on Financial Instruments. This ASU requires that credit losses be reported using an ~~entity~~expected losses model rather than the incurred losses model that was previously used, and establishes additional disclosures related to recognize assets and liabilities arising from a lease for both financing and operating leases on their balance sheet date. ASU No. 2016-02 is effective for fiscal years beginning after December 15, 2018. In July 2018, an amendment was made that allows companiescredit risks. For available-for-sale debt securities with unrealized losses, the ~~option~~standard requires allowances to be recorded instead of ~~using~~reducing the ~~effective date~~amortized cost of the new standard as the initial application date (at the beginning of the period in which the new standard is adopted, rather than at the beginning of the earliest comparative period). This update includes a short-term lease exception for leases with a term of 12 months or less, in which a lessee can make an accounting policy election not to recognize the associated lease assets and lease liabilities on its balance sheet. Additionally, in March 2019, the FASB issued ASU 2019-01, ~~Leases~~ (Topic 842): Codification Improvements (“ASU No. 2019-01”). ASU No. 2019-01 clarifies the transition guidance related to interim disclosures provided in the year of adoption. Lessees will continue to differentiate between finance leases (previously referred to as capital leases) and operating leases, using classification criteria that are substantially similar to the previous guidance. For lessees, the recognition, measurement, and presentation of expenses and cash flows arising from a lease did not significantly change from previous U.S. GAAP. The modified retrospective method includes several optional practical expedients that entities may elect to apply, as well as transition guidance specific to nonstandard leasing transactions. The Company adopted Topic 842 on January 1, 2019 using a cumulative-effect adjustment on the effective date of the standard, for which comparative periods are presented in accordance with the previous guidance under ASC 840.

In adopting Topic 842, the Company elected to utilize the available package of practical expedients permitted under the transition guidance within the new standard, which does not require the reassessment of the following: (i) whether existing or expired arrangements are or contain a lease, (ii) the lease classification of existing or expired leases, and (iii) whether previous initial direct costs would qualify for capitalization under the new lease standard. Additionally, the Company made an accounting policy election to keep leases with a term of 12 months or less off its balance sheet.

~~Adoption of this standard resulted in the recording of $210 each of operating lease liabilities and a right-of-use asset on the Company’s condensed consolidated balance sheet on the effective date.~~investment. The adoption of ~~the~~this standard did not have a material ~~effect~~impact on the Company’s condensed consolidated financial statements ~~of operations, comprehensive loss, cash flows or convertible preferred stock~~ and ~~stockholders’ equity (deficit). Refer to Note 11 for right-of-use asset and liabilities recorded during the nine months ended September 30, 2019.~~related disclosures.

From time to time, new accounting pronouncements are issued by the FASB or ~~changes to accounting pronouncements during~~other standard setting bodies that are adopted by the ~~nine months ended September 30, 2019,~~Company as ~~compared to the recent accounting pronouncements described in Note 2~~ of the specified effective date. The Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s ~~Annual Report~~consolidated financial statements upon adoption.

In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on ~~Form 10-K~~Financial Reporting (Topic 848). This ASU provides optional expedients and exceptions for applying U.S. GAAP to transactions affected by reference rate (e.g., LIBOR) reform if certain criteria are met, for a limited period of time to ease the ~~year ended~~potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The ASU is effective as of March 12, 2020 through December 31, ~~2018,~~2022. The Company will evaluate transactions or contract modifications, including any related to its July 2019 loan and security agreement which ~~could be~~uses LIBOR as a reference rate, occurring as a result of reference rate reform and determine whether to apply the optional guidance on an ongoing basis. The ASU is currently not expected to ~~materially~~have a material impact on the Company’s ~~unaudited~~ condensed consolidated financial ~~statements.~~statements and related disclosures.

The following tables present information about the Company’s financial assets measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values:

Description	September 30, 2019		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Observable Inputs (Level 3)		June 30, 2020		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Observable Inputs (Level 3)
Assets
Money market funds and cash equivalents	$	38,680	$	38,680	$	—	$	—
U.S. Treasury securities		24,481		24,481		—		—
Money market funds and other cash equivalents									$	36,697	$	36,697	$	—	$	—
Total financial assets	$	63,161	$	63,161	$	—	$	—	$	36,697	$	36,697	$	—	$	—

Description	December 31, 2018		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Observable Inputs (Level 3)		December 31, 2019		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Observable Inputs (Level 3)
Assets
Money market funds and cash equivalents	$	80,043	$	80,043	$	—	$	—
Overnight repurchase agreements									$	30,001	$	—	$	30,001	$	—
U.S. Treasury securities										17,540		17,540		—		—
Money market funds and other cash equivalents										1,093		1,093		—		—
Total financial assets	$	80,043	$	80,043	$	—	$	—	$	48,634	$	18,633	$	30,001	$	—

When developing fair value estimates, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. When available, the Company uses quoted market prices to measure fair value. The valuation technique used to measure fair value for the Company's Level 1 and Level 2 assets is a market approach, using prices and other relevant information generated by market transactions involving identical or comparable assets. If market prices are not available, the fair value measurement is based on models that use primarily market-based parameters including yield curves, volatilities, credit ratings and currency rates. In certain cases where market rate assumptions are not available, the Company is required to make judgments about assumptions market participants would use to estimate the fair value of a financial instrument.

The Company ~~classifies its money market funds and U.S. Treasury securities as~~did not have any transfers of assets between Level 1 ~~assets under~~and Level 2 of the fair value measurement hierarchy ~~as these assets have been valued using quoted market prices in active markets without any valuation adjustment.~~during the six months ended June 30, 2020.

~~The following table summarizes~~As of June 30, 2020, the ~~Company’s~~Company did 0t hold any short-term or long-term investments.

As of December 31, 2019, the Company held available-for-sale investments which ~~are considered available-for-sale and~~ were included in short-term investments on the condensed consolidated balance sheet ~~as of September 30, 2019:~~and summarized in the table below:

	September 30, 2019								December 31, 2019
	Cost Basis		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Cost Basis		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. Treasury securities	$	24,461	$	20	$	—	$	24,481	$	17,526	$	14	$	—	$	17,540
Total	$	24,461	$	20	$	—	$	24,481	$	17,526	$	14	$	—	$	17,540

Certain short-term debt securities with original maturities of less than 90 days are included in cash and cash equivalents on the condensed consolidated balance sheet and are not included in the table above. As of ~~September 30,~~December 31, 2019, all investments ~~have~~had a contractual ~~maturities~~maturity within one year. ~~The Company had no investments as of December 31, 2018.~~

Accrued expenses and other current liabilities at ~~September~~June 30, ~~2019~~2020 and December 31, ~~2018~~2019 consisted of the following:

	September 30, 2019		December 31, 2018		June 30, 2020		December 31, 2019
Accrued compensation and benefits	$	736	$	709	$	458	$	1,155
Accrued professional services		506		585		1,310		1,004
Lease liabilities		669		—
Other		265		223		446		276
Total accrued expenses and other current liabilities	$	2,176	$	1,517	$	2,214	$	2,435

Accrued compensation and benefits consists primarily of accrued bonuses. Accrued professional services consists primarily of consulting services, legal services and services provided by contract research organizations (“CRO”) and contract manufacturing organizations (“CMO”). Other primarily consists of the short-term portion of the Company’s loan and security agreement.

On July 2, 2019 (the “Closing Date”), the Company entered into a loan and security agreement (the “Loan Agreement”), for term loans with Oxford Finance LLC (“Oxford”) and Horizon Technology Finance Corporation (“Horizon,” and, together with Oxford, the “Lenders”). The Loan Agreement allows the Company to borrow up to $20,000 issuable in two equal tranches (the “Term Loans”). On the Closing Date, the first tranche of $10,000 was drawn down by the Company (the “Term A Loan”). The second tranche of $10,000 will be available to the Company through September 30, 2020, subject to certain clinical milestones (the “Term B Loan”).

The outstanding loan balance will accrue interest at the greater of (i) the rate of the one-month U.S. LIBOR rate plus 6.25% and (ii) 8.75%. The Loan Agreement provides for an interest only period until July 1, 2021, followed by ~~thirty-six~~NaN equal monthly payments of principal and interest continuing through June 1, 2024 (the “Maturity Date”). The Company has the option to prepay the outstanding balance prior to maturity, subject to a prepayment fee of 1.0% to 3.0% depending upon when the prepayment occurs. Upon repayment of the Term Loans, the Company is required to make a final payment to the Lenders equal to 4.5% of the original principal amount of the Term Loans funded which will be accrued by charges to interest expense over the term of the loans using the effective interest method.

In conjunction with the Loan Agreement, the Company issued 15,686 of common stock warrants (“Warrants”) to the Lenders at a per share exercise price of $12.75, a maximum contractual term of 10 years and exercisable immediately. The fair value of the Warrants was accounted for as a debt discount and calculated to be approximately $136 using the Black-Scholes method. The Company determined the Warrants met the criteria for equity classification, and, as such, the fair value of the Warrants is recorded as additional paid-in capital on the condensed consolidated balance sheets. Finally, the Company incurred issuance costs of approximately $150. Both the debt discount and issuance costs will be accreted to Notes payable by charges to interest expense over the term of the Term A Loan using the effective interest method.

The Loan Agreement contains customary representations, warranties and covenants and also includes customary events of default. Events of default include, among other things, the Company’s failure to pay amounts due, a breach of certain covenants, a material adverse change event, misrepresentations and ~~judgements.~~judgments. Upon the occurrence of an event of default, a default interest rate of an additional 5.00% per annum may be applied to the outstanding loan balances, and the Lenders may declare all outstanding obligations immediately due and payable. Borrowings under the Loan Agreement are collateralized by substantially all the Company’s assets, other than its intellectual ~~property.~~property, which include maintaining certain cash balances in controlled accounts.

Interest expense was ~~$271~~$273 and $545 for the ~~third quarter of 2019.~~three and six months ended June 30, 2020, respectively. The effective rate on the Loan Agreement, including the amortization of the debt discount and issuance costs, and accretion of the final payment, was 9.7% at ~~September~~June 30, ~~2019.~~2020. The components of the long-term debt balance are as follows:

	September 30, 2019			June 30, 2020			December 31, 2019
Notes payable, gross	$	10,000		$	10,000		$	10,000
Less: Unamortized debt discount and issuance costs		(273	)		(216	)		(254	)
Accretion of final payment fee		32			129			64
Carrying value of notes payable		9,759			9,913			9,810
Less: Current portion of long-term debt		—			(272	)		—
Long-term debt, net of issuance costs and discount	$	9,759		$	9,641		$	9,810

As of ~~September~~June 30, ~~2019,~~2020, the estimated future principal payments due were as follows:

	As of September 30, 2019		As of June 30, 2020
2019 (three months ending December 31)	$	—
2020		—		—
2021		1,945		1,945
2022		3,333		3,333
2023		3,333		3,333
Thereafter		1,389
2024				1,389
Total principal payments	$	10,000	$	10,000

~~Series A convertible preferred stock and Series B convertible preferred stock is collectively referred to as “Preferred Stock.”~~

On October 23, 2018, upon the closing of the Company’s IPO, all outstanding shares of Preferred Stock converted into 11,789,775 shares of the Company’s common stock. As such, there were no outstanding shares of Preferred Stock as of September 30, 2019 and December 31, 2018.

~~Conversion~~: Each share of Preferred Stock was convertible, at the option of the holder, at any time, into shares of common stock on a one-for-1.90993 basis. The conversion ratio was determined by dividing the original issue price of $1.4933 by the conversion price of $0.78186. The Preferred Stock would automatically convert into shares of common stock at the closing a Qualified IPO (as defined in the Company’s amended and restated certificate of incorporation, as amended from time to time) or in a non-Qualified IPO, upon the approval of at least 60% of the preferred stockholders.

~~Liquidation Preference~~: Prior to the IPO, in the event of any liquidation or “Deemed Liquidation Event,” defined below, the preferred stockholders would have been entitled to the greater of (i) the original issue price of the Preferred Stock plus any accrued dividends not yet paid plus any other dividends declared and unpaid or (ii) the amount payable had all classes of shares been converted to common stock. In the event of a Deemed Liquidation Event, accrued dividends would not exceed 40% of the original issue price. After payments of all preferential amounts are made to the preferred stockholders, any remaining assets would be distributed to the common stockholders on a pro rata basis. A Deemed Liquidation Event was defined as a merger, consolidation, reorganization or similar transaction; the sale transfer, exclusive license of all or substantially all of the Company’s assets/intellectual property; or the sale or transfer of shares to any person (or group of related or affiliated persons), directly or indirectly, representing a greater than 50% of the voting power of the voting securities of the Company.

~~Dividends:~~ Preferred stockholders were entitled to receive, when and if declared by the board of directors (the “Board”) out of any funds legally available, dividends at the rate of 8% of the original issue price per share. No dividends were declared or paid through October 23, 2018, the date on which all of the Preferred Stock was converted to common stock upon the closing of the Company’s IPO.

~~Voting Rights:~~ ~~Preferred Stock and common stock voted together as one class on an as converted basis.~~

In December 2014, the Company adopted the LogicBio Therapeutics, Inc. 2014 Equity Incentive Plan, as amended (the “2014 Plan”), for the issuance of stock options and other stock-based awards. In October 2018, the Company’s 2018 Equity Incentive Plan (the “2018 Plan”) became effective and as a result, no further awards will be made under the 2014 Plan. The 2018 Plan was established to provide equity-based ownership opportunities for employees and directors, as well as outside consultants and advisors. ~~The 2018 Plan authorized up to 1,183,214 of shares of the Company’s common stock to be issued. In addition, any~~Any previously granted awards under the 2014 Plan will remain outstanding in accordance with their respective terms.

Under the 2018 Plan, there is an annual increase on January 1 of each year from 2019 until 2028, by the lesser of (i) 4% of the number of shares of common stock outstanding on December 31 of the prior year and (ii) an amount determined by the Board. On January 1, ~~2019,~~2020, the Company increased the number of shares available for future grant under the 2018 Plan by ~~887,535~~926,786 shares. At ~~September~~June 30, ~~2019,~~2020, there were ~~1,249,344~~1,308,921 shares available for future grant under the 2018 Plan.

The 2018 Plan is administered by the Board. The exercise prices, vesting and other restrictions are determined at the discretion of the Board, except that the exercise price per share of stock options may not be less than 100% of the fair market value of the common stock on the date of grant. Stock options awarded under the 2018 Plan expire 10 years after the grant date, unless the Board sets a shorter term. Vesting periods for awards under the 2018 Plan are determined at the discretion of the Board. Incentive stock options granted to employees and shares of restricted stock granted to employees, officers, members of the Board, advisors, and consultants of the Company typically vest over four years. Non-statutory options, ~~and~~ shares of restricted stock and restricted stock units (“RSU”) granted to employees, officers, members of the Board, advisors, and consultants of the Company typically vest over ~~three or~~one to four years.

During the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018,~~2019, the Company granted options to purchase ~~236,456~~785,203 and ~~596,394~~174,591 shares of common stock, respectively, with a weighted-average grant date fair value per share of ~~$6.70~~$4.76 and ~~$4.20,~~$6.34, respectively. The Company recorded stock-based compensation expense for options granted of ~~$1,130~~$1,382 and ~~$292~~$674 during the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018,~~2019, respectively. As of ~~September~~June 30, ~~2019,~~2020, there were ~~2,332,500~~2,815,612 outstanding options, ~~outstanding and $5,030~~of which 1,450,910 were unvested corresponding to $6,062 of unrecognized stock-based compensation expense related to unvested stock options to be recognized over a weighted-average period of ~~2.9~~2.8 years.

The Company has granted shares of restricted common stock with time-based and performance-based vesting conditions from time to time. ~~During the nine months ended September 30, 2019, the~~The Company did not grant any ~~shares of~~ restricted common ~~stock. During~~stock during the ~~nine~~six months ended ~~September~~June 30, ~~2018, the Company granted 107,054 shares of restricted common stock.~~2020 or 2019. The Company recorded stock-based compensation expense for restricted common stock granted of ~~$199~~$77 and ~~$228~~$133 during the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018,~~2019, respectively. As of ~~September~~June 30, ~~2019,~~2020, there were ~~403,695~~64,681 shares of unvested restricted common stock outstanding and ~~$327~~$183 of unrecognized stock-based compensation expense related to unvested restricted common stock to be recognized over a weighted-average period of ~~2.0~~1.5 years.

The Company has granted restricted stock units (“RSUs”) with time-based conditions from time to time. Each RSU represents the right to receive one share of the Company’s common stock upon vesting. The Company has issued RSUs that vest based on the passage of time assuming continued service with the Company. The fair value is calculated based upon the Company’s closing stock price on the date of grant, and the stock-based compensation expense is recognized over the vesting period. During the six months ended June 30, 2020, the Company granted 120,939 RSUs. There were 0 RSUs granted during the six months ended June 30, 2019. The Company recorded stock-based compensation for RSUs granted of $115 and $0 during the six months ended June 30, 2020 and 2019, respectively. As of June 30, 2020, there were 115,639 RSUs outstanding and $541 of unrecognized stock-based compensation expense related to unvested RSUs to be recognized over a weighted-average period of 0.7 years.

Total stock-based compensation expense recorded as research and development and general and administrative expenses, respectively, for employees, directors and non-employees for the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019 is as follows:

	Nine Months Ended September 30,				Six Months Ended June 30,
	2019		2018		2020		2019
Research and development	$	553	$	147	$	575	$	352
General and administrative		776		373		999		455
Total stock-based compensation expense	$	1,329	$	520	$	1,574	$	807

On November 15, 2019, the Company entered into an Open Market Sale Agreement (the “Open Market Sale Agreement”) with Jefferies LLC, as agent (“Jefferies”), pursuant to which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $50,000 (the “Open Market Shares”) from time to time through Jefferies (the “Open Market Offering”).

Under the Open Market Sale Agreement, Jefferies may sell the Open Market Shares by methods deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Exchange Act of 1934, as amended. The Company may sell the Open Market Shares in amounts and at times to be determined by the Company from time to time subject to the terms and conditions of the Open Market Sale Agreement, but it has no obligation to sell any of the Open Market Shares in the Open Market Offering.

The Company or Jefferies may suspend or terminate the offering of Open Market Shares upon notice to the other party and subject to other conditions. The Company has agreed to pay Jefferies commissions for its services in acting as agent in the sale of the Open Market Shares in the amount of up to 3.0% of gross proceeds from the sale of the Open Market Shares pursuant to the Open Market Sale Agreement. The Company has also agreed to provide Jefferies with customary indemnification and contribution rights.

During the six months ended June 30, 2020, the Company issued 269,540 shares of its common stock at a weighted-average price of $7.20 per share, resulting in net proceeds to the Company of $1,907. At June 30, 2020, the Company had $48,060 in aggregate gross offering amount available under the Open Market Sale Agreement. In July 2020, the Company issued 66,335 shares of its common stock at an average weighted price of $8.64 per share, resulting in net proceeds to the Company of $556.

In January 2020, the Company entered into a research agreement with Takeda for the development of product candidate LB-301 to treat Crigler-Najjar Syndrome. Under the terms of the Takeda Agreement, Takeda will fund all research and development activities related to the development of LB-301 under a pre-agreed upon research plan (the “Research Plan”). The Takeda Agreement also provides Takeda with an exclusive, non-binding option to enter into a license agreement to the LB-301 program upon the exercise of an option (the “License Option”).

The Company assessed the Takeda Agreement in accordance with ASC 606 and concluded that it represents a contract with a customer and is within the scope of ASC 606. The promised goods and services represent one combined performance obligation and the entire transaction price will be allocated to that single combined performance obligation. In addition, the Company concluded that the License Option does not provide any discounts or other rights. Terms related to an exclusive license negotiated after the exercise of the License Option will be part of a separate contract and reflect applicable standalone selling prices. As such, the Company concluded the License Option is not considered to be a material right.

Under the Takeda Agreement, Takeda is obligated to reimburse the Company for the costs incurred under the Research Plan. Costs incurred are billed by the Company to Takeda from time to time. The Company elected to recognize revenue under the "right to invoice" practical expedient based on the Company's right to invoice Takeda at an amount that approximates the value to the customer and the performance completed to date.The Company recognized $965 and $1,986 as service revenue under the Takeda Agreement during the three and six months ended June 30, 2020, respectively. Further, as of June 30, 2020, the Company recorded $101 as deferred revenue within current liabilities on the Company’s condensed consolidated balance sheets related to the Takeda Agreement.

For the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and the year ended December 31, ~~2018,~~2019, the Company maintained a full valuation allowance on federal and state deferred tax assets since management does not forecast the Company to be in a profitable position in the near future. The income tax provision within the condensed consolidated statements of operations for the six months ended June 30, 2019 related to tax expense of the wholly owned foreign subsidiary, LogicBio Therapeutics Research Ltd, which ceased operations in 2018 and was formally dissolved in November 2019.

Basic loss per share is computed by dividing net loss ~~attributable to common stockholders~~ by the weighted-average shares of common ~~shares~~stock outstanding, without consideration to common stock equivalents:

	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018			2020			2019			2020			2019
Numerator:
Net loss	$	(10,918	)	$	(4,669	)	$	(28,663	)	$	(10,560	)	$	(8,227	)	$	(10,048	)	$	(17,682	)	$	(17,745	)
Less: accruals of dividends of Preferred Stock		—			(3,952	)		—			(3,952	)
Net loss attributable to common stockholders — basic and diluted	$	(10,918	)	$	(8,621	)	$	(28,663	)	$	(14,512	)
Denominator:
Weighted-average common stock outstanding		22,677,205			2,138,160			22,491,282			1,963,976			23,326,018			22,479,511			23,250,910			22,396,780
Net loss per share attributable to common stockholders — basic and diluted	$	(0.48	)	$	(4.03	)	$	(1.27	)	$	(7.39	)
Net loss per share — basic and diluted													$	(0.35	)	$	(0.45	)	$	(0.76	)	$	(0.79	)

The Company’s potentially dilutive shares, which include any outstanding ~~Preferred Stock,~~ stock options, warrants and unvested restricted stock, are considered to be common stock equivalents and are only included in the calculation of diluted net loss when their effect is dilutive. ~~The common stock equivalent computation for Preferred Stock uses the applicable conversion rate then in effect for any outstanding shares of Preferred Stock.~~

The Company excluded the following potential common stock equivalents from the computation of diluted net loss per share attributable to common stockholders because including them would have had an anti-dilutive effect for the three and ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018.~~2019.

	September 30, 2019		September 30, 2018		June 30, 2020		June 30, 2019
Preferred Stock		—		11,789,775
Unvested restricted stock		403,695		1,045,050
Unvested restricted common stock						64,681		564,027
Unvested restricted stock units						115,639		—
Options to purchase common stock		2,332,500		2,009,671		2,815,612		2,509,572
Term A Loan warrants		15,686		—		15,686		—

The Company has historically entered into lease arrangements for its facilities and certain equipment. As of ~~September~~June 30, ~~2019,~~2020, the Company had ~~three~~2 operating leases with required future minimum payments. In applying the ~~transition~~ guidance under ASC Topic 842Leases (“ASC 842”), the Company determined the classification of these leases to be operating leases and recorded a right-of-use asset and lease ~~liabilities~~liability as of the ~~effective date.~~commencement date of each lease. The Company’s leases generally do not include termination or purchase options. From time to time, leases may include options to renew the lease after the expiration of the initial lease term. A renewal period is included in the lease term only when it reasonably certain that the Company will exercise such renewal options. As of ~~September~~June 30, ~~2019,~~2020, no renewal options existed that the Company felt were reasonably certain of being exercised.

In ~~December 2018,~~November 2019, the Company entered into ~~an operating~~a lease agreement for office, laboratory and ~~office~~vivarium space inlocated at 65 Hayden Avenue Lexington, Massachusetts (“65 Hayden Ave Lease”) to replace the Company’s prior headquarters located at 99 Erie Street Cambridge, ~~Massachusetts for a 14-month term, ending in March 2020. As required under~~Massachusetts. Under the terms of the ~~lease agreement as collateral for the facility lease,~~65 Hayden Ave Lease, the Company ~~had restricted cash~~leases approximately 23,901 square feet of ~~$146~~space and pays an initial annual base rent of approximately $1,494, which is subject to scheduled annual increases, plus certain operating expenses and taxes. The Company took possession of the space on April 1, 2020 (“Lease Commencement Date”) and the lease will continue through July 1, 2025 (“Lease Termination Date”). The Company has an option to extend the lease for a single additional term of 5 years. Upon execution of the 65 Hayden Ave Lease, the Company executed a $622 cash-collateralized letter of credit. Lease payments are anticipated to begin three months after the Lease Commencement Date and will continue in monthly installments through the ~~form~~Lease Termination Date.

At the Lease Commencement Date, the Company performed a lease assessment under the guidance prescribed in ASC 842 and concluded that the 65 Hayden Ave Lease was an operating lease. As such, the Company recorded an operating lease right-of-use asset and corresponding operating lease liability on the consolidated balance sheets of ~~a certificate deposit as~~$6,428 which reflected the net present value of ~~September 30, 2019 and December 31, 2018.~~future payments under the lease. The discount rate used to calculate the net present value of future payments was the Company’s incremental borrowing rate at the Lease Commencement Date, which was 7.6%.

The following table contains a summary of the lease costs recognized under ~~Topic~~ASC 842 and other information pertaining to the Company’s operating leases for the three and ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and 2019:

The following table contains a summary of the lease liabilities recognized on the Company’s condensed consolidated balance sheets as of ~~September~~June 30, 2020 and December 31, 2019:

The variable lease costs for the three and ~~nine~~six months ended ~~September~~June 30, 2020 and 2019 include common area maintenance and other operating charges. As the Company’s leases do not provide an implicit rate, the Company utilized its incremental borrowing rate based on what it would normally pay to borrow on a collateralized basis over a similar term for an amount equal to the lease payments at the commencement date in determining the present value of lease payments. ~~As of September 30, 2019, the Company classified its short-term operating lease liabilities within accrued expenses and other current liabilities.~~

Future minimum lease payments under the Company’s operating leases as of ~~September~~June 30, ~~2019~~2020 and December 31, ~~2018,~~2019, were as follows:

	As of September 30, 2019			As of December 31, 2018		As of June 30, 2020			As of December 31, 2019
Maturity of lease liabilities
2019	$	312		$	1,028
2020		377			223	$	864		$	523
2021							1,516			—
2022							1,562			—
2023							1,609			—
2024							1,657			—
Thereafter		—			—		841			—
Total lease payments	$	689		$	1,251	$	8,049		$	523
Less: imputed interest		(20	)				(1,382	)		(19	)
Total operating lease liabilities	$	669				$	6,667		$	504

From time to time, the Company is or has been party to consulting service agreements with each of its ~~three founders.~~3 co-founders. Under the terms of each agreement, the Company pays an annual fee of $68 for research and development consulting services. For the three and six months ended ~~September~~June 30, 2020, the Company recorded research and development expense of $17 and $34, respectively, related to consulting services received from Mark Kay, who is one of the co-founders and a member of the Board. For the three and six months ended June 30, 2019, ~~and 2018,~~ the Company ~~charged~~recorded $34 and ~~$0,~~$84, respectively, to research and development expenses under ~~these~~ consulting service ~~agreements. For~~agreements with its three co-founders.

On March 18, 2020, a purported shareholder class action, John R. Afinowicz v. LogicBio Therapeutics, Inc., et al., No. 2:20-cv-03009, was filed in the ~~nine months ended September 30, 2019 and 2018,~~United States District Court for the District of New Jersey, naming the Company ~~charged $118~~ and ~~$68~~certain of its officers as defendants. The lawsuit alleges that the Company made material misrepresentations and/or omissions of material fact relating to ~~research~~its Investigational New Drug submission for LB-001 in its public disclosures, in violation of Sections 10(b) and development expenses, respectively, under these consulting service agreements. In addition, beginning in 2018, each founder receives $5 annually for their participation on the Scientific Advisory Board. Each founder has also received stock options for their services as either a board member or member20(a) of the ~~Scientific Advisory Board.~~

~~In March 2017,~~Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder. The complaint seeks certification of a class of purchasers of the Company’s common stock during the period from December 3, 2018 through February 10, 2020. The plaintiff seeks unspecified monetary damages on behalf of the putative class and an award of costs and expenses, including attorney’s fees. On May 13, 2020, the defendants moved to transfer the action from the District of New Jersey to the District of Massachusetts, and on May 18, 2020, shareholder John R. Afinowicz moved for appointment as lead plaintiff. The Court granted Defendants’ motion to transfer on June 2, 2020, and the case was transferred to the District of Massachusetts (No. 1:20-cv-11158) on June 18, 2020. The motion for appointment as lead plaintiff remains outstanding. The Company ~~subleased~~believes that this action is without merit and intends to ~~an affiliate certain space in Tel Aviv, Israel, through June 2018. For~~defend it vigorously. At this time, no assessment can be made as to the ~~three and nine months ended September 30, 2018,~~likely outcome of this lawsuit or whether the ~~Company recognized income of $0 and $21, respectively, in other income related~~outcome will be material to ~~this arrangement.~~the Company.

Effective November 8, 2019, Dean Falb, Ph.D., the Company’s Chief Scientific Officer and a Named Executive Officer in fiscal 2018, has separated from the Company. Dr. Falb’s separation was without cause and, subject to the entry into an acceptable separation agreement, he will be entitled to receive severance pursuant to his amended and restated employment agreement with the Company dated as of October 23, 2018. The Company has begun the process of identifying qualified candidates.

In November 2019, the Company entered into a lease agreement for office, laboratory and vivarium space located at 65 Hayden Avenue in Lexington, Massachusetts (“65 Hayden Ave Lease”) to replace the Company’s current headquarters located at 99 Erie Street in Cambridge, Massachusetts. Under the terms of the 65 Hayden Ave Lease, the Company will lease approximately 23,901 square feet of space and pay an initial annual base rent of approximately $1,494, which is subject to scheduled annual increases, plus certain operating expenses and taxes. The Company anticipates it will take possession of the space on April 1, 2020 (“Lease Commencement Date”) and continue through July 1, 2025 (“Lease Termination Date”). The Company has one option to extend the lease for a term of 5 years. Upon execution of the lease, the Company executed a $622 cash-collateralized letter of credit. Lease payments are anticipated to begin three months after the Lease Commencement Date and will continue in monthly installments through the Lease Termination Date.

~~The Company will assess the lease classification of the 65 Hayden Ave Lease and commence recognition of the associated rent expense upon the Lease Commencement Date.~~

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial ~~information~~statements and the accompanying notes ~~thereto~~ included in this Quarterly Report on Form 10-Q and the audited consolidated financial information and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, ~~2018,~~2019, which was filed with the Securities and Exchange Commission, or SEC, on ~~April 1, 2019.~~March 16, 2020.

This discussion contains certain forward-looking statements that involve risks and uncertainties. Forward-looking statements are identified by words such as “believe,” “will,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “predict,” “could,” “potentially” or the negative of these terms or similar expressions. You should read these statements carefully because they discuss future expectations, contain projections of future results of operations or financial condition, or state other “forward-looking” information. These statements relate to our future plans, objectives, expectations, intentions and financial performance and the assumptions that underlie these statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, those discussed in the “Risk Factors” section ~~in this~~of our Annual Report on Form 10-K and our Quarterly Report on Form ~~10-Q.~~10-Q for the quarterly period ended March 31, 2020. Forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. These statements, like all statements in this Quarterly Report on Form 10-Q, speak only as of their date, and except as required by law, we undertake no obligation to update or revise these statements in light of future developments. We caution investors that our business and financial performance are subject to substantial risks and uncertainties.

We are a company dedicated to extending the reach of genetic medicine with pioneering targeted delivery platforms. Our proprietary genome editing ~~company focused on~~technology platform, GeneRide, enables the site-specific integration of a therapeutic transgene without nucleases or exogenous promoters by harnessing the native process of homologous recombination. We are developing ~~medicines to durably treat rare diseases in pediatric patients with significant unmet medical need using~~LB-001, a wholly owned genome editing program leveraging GeneRide our proprietary technology platform. Our GeneRide technology is designed to precisely integrate corrective genes into a patient’s genome to provide a stable therapeutic effect. Because GeneRide is designed to have this durable therapeutic effect, we are initially targeting rare liver disorders in pediatric patients where it is critical to provide treatment early in a patient’s life before irreversible disease pathology can occur. We have demonstrated proof of concept of our therapeutic platform in animal models for a number of diseases and are focusing on development of our lead product candidate, LB-001, for the treatment of ~~Methylmalonic Acidemia,~~methylmalonic acidemia, or ~~MMA,~~MMA. In addition, we have a ~~life-threatening~~research collaboration with Takeda to develop LB-301, an investigational therapy leveraging GeneRide for the treatment of the rare pediatric disease Crigler-Najjar syndrome, or CN.

We are also developing a Next Generation Capsid platform for use in gene editing and gene therapy. Data presented have shown that ~~presents at birth.~~the capsids deliver highly efficient functional transduction of human hepatocytes with improved manufacturability with low levels of pre-existing neutralizing antibodies in human samples. Top-tier capsid candidates from this effort demonstrated significant improvements over benchmark AAVs currently in clinical development. We are developing these highly potent vectors for internal development candidates and potentially for business development collaborations.

Based on our GeneRide technology, we are developing our lead product candidate, LB-001, to treat MMA. ~~We plan~~In August 2020, we announced the clearance of an investigational new drug application, or IND, to ~~advance LB-001 to an IND filing in~~support the ~~fourth quarter~~initiation of ~~2019 and into~~ a Phase 1/2 clinical trial in pediatric patients with MMA. The SUNRISE trial is a multi-center, open-label, Phase 1/2 clinical trial designed to assess the safety and tolerability of a single intravenous infusion of LB-001 in pediatric patients with MMA ~~patients~~characterized by methylmalonyl-CoA mutase gene (MMUT) mutations. Six leading centers in the United States are expected to participate in the SUNRISE Phase 1/2 trial. The trial is expected to enroll eight pediatric patients with ages ranging from 6 months to 12 years, initially starting with 3 to 12 year-old patients and then adding patients aged 6 months to 2 years. The SUNRISE Phase 1/2 trial will evaluate two doses of LB-001. Patients will participate in a pre-dosing observational period and will be administered a prophylactic steroid regimen. The primary endpoint of the SUNRISE trial is to assess the safety and tolerability of LB-001 at 52 weeks after a single infusion. Additional endpoints include changes in disease-related biomarkers, including serum methylmalonic acid, clinical outcomes such as growth and healthcare utilization, and the pharmacodynamic marker albumin-2A. The company expects to enroll the first ~~half of 2020.~~ patient in early 2021.

We believe that achieving clinical proof of concept in an inherited liver disease such as MMA will validate our platform technology, including its potential application to other organs and diseases. In addition to MMA and CN, we have demonstrated proof of concept of our platform in hemophilia B and alpha-1-antitrypsin deficiency, or A1ATD, ~~and Crigler-Najjar syndrome~~ animal disease models. ~~We plan to nominate a second indication by the end of 2019.~~ We expect to select future product candidates from these and other genetic diseases ~~or others~~ addressed by targeting the liver initially, and later by targeting the central nervous system, or CNS, and muscle.

Since our inception in 2014, we have devoted the majority of our efforts to business planning, research and development, developing and protecting our intellectual property, raising capital and recruiting management and technical staff. We do not have any products approved for sale and ~~have not generated any revenue.~~our only revenue has consisted of service revenue related to research cost reimbursement received under the Takeda agreement. As of ~~September~~June 30, ~~2019,~~2020, we have raised approximately $9.8 million in net proceeds through the loan and security agreement in July 2019, approximately $72.3 million in net proceeds through our initial public offering, or IPO, in October 2018, ~~and~~ approximately $33.1 million in net proceeds from the sale of our convertible preferred stock in 2016 and ~~2017.~~2017 and $1.9 million in net

proceeds through at-the-market sales of our common stock. We have incurred significant operating losses since our inception. Our ability to generate product revenue sufficient to achieve profitability will depend on the successful development and commercialization of our product candidate and any future product candidates. Our net loss was ~~$10.9 million and $28.7~~$17.7 million for the ~~three and nine~~six months ended ~~September~~June 30, ~~2019, respectively,~~2020 and our accumulated deficit was ~~$55.9~~$85.1 million as of ~~September~~June 30, ~~2019.~~2020. We expect to continue to incur significant expenses and ~~increasing~~ operating losses for the foreseeable future in connection with our ongoing activities. ~~Furthermore, we expect~~

We have been actively monitoring the COVID-19 pandemic and its impact globally. Our objectives have remained the same throughout the pandemic: to ~~incur additional costs associated~~support the safety of our team members and their families and to continue our research and development activities to develop genetic medicines that have the potential to durably treat rare diseases in patients with ~~operating as a public company that we did not previously incur or had previously incurred at lower rates as a private company, including~~ significant ~~legal, accounting, investor relations~~unmet medical need.

Since mid-March 2020, our non-laboratory employees have been working remotely in order to comply with social distancing and other ~~expenses.~~applicable orders and guidelines from federal, state and local government agencies. After being limited to working in shifts on-premises through early July, laboratory employees, whose work must be performed on premises, have returned to normal working schedules on-premises. We have also ceased all business travel for our employees. We plan to maintain these or similar restrictions on our business activities until we believe our employees can fully resume such business activities in accordance with federal, state and local requirements and guidelines.

Our research, development and manufacturing activities are dependent on our ability to continue our work on premises at our laboratory. We also rely on third parties located in countries that are affected by the COVID-19 pandemic, including the United States, for certain research, development and manufacturing activities. Similar to how we have restricted business activities at our premises, many of these third parties have also limited their staff from working on premises as part of their response to COVID-19. While we believe we and our third party vendors, suppliers and collaborators have largely been able to continue or resume essential business activities to a certain degree, we cannot predict the impact of the progression of the COVID-19 pandemic on future results due to a variety of factors, including the health of our and their employees, our ability to maintain operations, the ability of our third party vendors, suppliers and collaborators to continue operations, any further government and/or public actions taken in response to the pandemic and ultimately the length of the pandemic.

In April 2020, as part of our effort to preserve capital, our leadership team volunteered to accept salary cuts ranging from 15% to 20%. We have also adopted certain other cost-cutting measures aimed at enhancing our capital position. During the three months ended June 30, 2020, we entered into “at-the-market” sales of our common stock resulting in net proceeds of approximately $1.9 million. While we intend to continue to evaluate ways to enhance our liquidity and capital position, our efforts will largely depend on future developments that are highly uncertain and cannot be predicted with confidence at this time.

We plan to continue to closely monitor the COVID-19 pandemic in order to ensure the safety of our personnel and to continue advancing our research and development activities.

~~Since inception through September 30, 2019, we~~To date, our only revenue has consisted of research cost reimbursements recognized as service revenue, all of which is attributable to the January 2020 research agreement with Takeda to develop LB-301 in CN. We have not generated any ~~revenue. We~~revenue from product sales and do not expect to generate any revenue from the sale of products in the near future. If our development efforts for LB-001, or other product candidates that we may develop in the future, are successful and result in regulatory approval or collaboration or license agreements with third parties, we may generate revenue in the future from a combination of product sales ~~or payments from collaboration or license agreements.~~for the foreseeable future.

Research and development expenses consist primarily of costs incurred for our research activities, including our discovery efforts and the development of our product candidates, and include:

We expense research and development costs as incurred. Costs for external development activities are recognized based on an evaluation of the progress to completion of specific ~~tasks using information provided to us by our vendors.~~tasks. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and are reflected in our financial statements as prepaid or accrued research and development expenses.

Research and development activities are central to our business model. We expect that our research and development expenses will continue to increase for the foreseeable future as we plan and initiate clinical trials for our product candidate LB-001 and continue to discover and develop additional product candidates. If any of our product candidates enter into later stages of clinical development, they will generally have higher development costs than those in earlier stages of clinical development, primarily due to the increased size and duration of later-stage clinical trials.

General and administrative expenses consist primarily of salaries and other related costs, including stock-based compensation, for personnel in our executive, finance, corporate and business development and administrative functions. General and administrative expenses also include professional fees for legal, patent, accounting, auditing, tax and consulting services, travel expenses, and facility-related expenses, which include direct depreciation costs and allocated expenses for rent and maintenance of facilities and other operating ~~costs.~~

We expect that our general and administrative expenses will increase in the future as we increase our general and administrative headcount to support our continued research and development and potential commercialization of our product candidates. We also expect to continue to incur increased expenses associated with being a public company, including costs of accounting, audit, legal, regulatory and tax compliance services, director and officer insurance costs, and investor and public relations costs.

Interest income consists primarily of interest on our cash and cash equivalents and investments. Interest expense consists of interest expense related to the aggregate $10.0 million principal amount of the Term A Loan borrowing under the loan and security agreement in July 2019. A portion of the interest expense on the Term A Loan is non-cash expense relating to the accretion of the debt discount and amortization of issuance costs. InDuring the ~~third quarter of 2019,~~three and six months ended June 30, 2020, we recorded $0.3 million and $0.5 million, respectively, in interest expense, of which $0.2 million ~~relates~~and $0.4 million, respectively, related to cash interest paid and the remainder to the accretion of the debt discount and amortization of issuance costs. Other expense, net consists primarily of foreign exchange losses.

Comparison of the Three Months Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019

The following table summarizes our results of operations for the three months ended ~~September~~June 30, ~~2019~~2020 and ~~2018:~~2019:

	Three Months Ended September 30,						Three Months Ended June 30,
	2019			2018			2020			2019
	(in thousands)						(in thousands)
Operating expenses:
REVENUE
Service revenue							$	965		$	—
Total revenue								965			—
OPERATING EXPENSES
Research and development	$	8,858		$	2,432			5,895			7,934
General and administrative		2,175			2,119			3,029			2,524
Total operating expenses		11,033			4,551			8,924			10,458
Loss from operations		(11,033	)		(4,551	)		(7,959	)		(10,458	)
Other income (expense):
Other income (expense), net		115			(80	)
Other (expense) income:
Other (expense) income, net								(268	)		410
Loss before income taxes		(10,918	)		(4,631	)		(8,227	)		(10,048	)
Income tax provision		—			(38	)		—			—
Net loss	$	(10,918	)	$	(4,669	)	$	(8,227	)	$	(10,048	)

Our revenue for the three months ended June 30, 2020 consisted solely of the $1.0 million in research cost reimbursements recognized as service revenue under the January 2020 research agreement with Takeda.

The following table summarizes our research and development expenses for the three months ended ~~September~~June 30, ~~2019~~2020 and ~~2018:~~2019:

	Three Months Ended September 30,						Three Months Ended June 30,
	2019		2018		Increase		2020		2019		(Decrease) / Increase
	(in thousands)						(in thousands)
LB-001 external development and manufacturing costs	$	5,546	$	714	$	4,832	$	2,393	$	4,676	$	(2,283	)
Personnel-related costs		1,534		720		814		1,398		1,498		(100	)
Other research and development costs		1,778		998		780		2,104		1,760		344
Total research and development expenses	$	8,858	$	2,432	$	6,426	$	5,895	$	7,934	$	(2,039	)

Research and development expenses for the three months ended ~~September~~June 30, ~~2019~~2020 were ~~$8.9~~$5.9 million, compared to ~~$2.4~~$7.9 million for the three months ended ~~September~~June 30, ~~2018.~~2019. The decrease of approximately $2.0 million was primarily due to decreases of approximately $2.3 million in external development and manufacturing expenses for our lead product candidate, LB-001 and $0.1 million in personnel-related costs as our increased headcount has been offset by salary cuts related to the COVID-19 pandemic. These decreases were partially offset by an increase of $0.3 million in other research and development expenses as we increased our overall research and development activities related to general platform development. While there may be fluctuations on a quarterly basis, we expect that our research and development costs will decrease during 2020, as compared to 2019, as we have already incurred a significant proportion of the LB-001 external development and manufacturing costs needed to bring LB-001 into clinical development.

General and administrative expenses were $3.0 million for the three months ended June 30, 2020, compared to $2.5 million for the three months ended June 30, 2019. The increase of approximately ~~$6.4~~$0.5 million was primarily due to an increase of $0.2 million in corporate legal expense, an increase of $0.1 million related to D&O insurance premiums and an increase of $0.1 million related to non-capitalizable facilities expense. We expect that our general and administrative expenses will remain relatively consistent during 2020 as compared to 2019, although there may be fluctuations on a quarterly basis.

Other expense, net was $0.3 million for the three months ended June 30, 2020, compared to other income, net of $0.4 million for the three months ended June 30, 2019. The net decrease was primarily related to a decrease in interest income due to lower interest rates and lower capital resource balances as well as interest expense related to the loan and security agreement.

The following table summarizes our results of operations for the six months ended June 30, 2020 and 2019:

Our revenue for the six months ended June 30, 2020 consisted solely of the $2.0 million in research cost reimbursements recognized as service revenue under the January 2020 research agreement with Takeda.

The following table summarizes our research and development expenses for the six months ended June 30, 2020 and 2019:

Research and development expenses for the six months ended June 30, 2020 were $13.1 million, compared to $13.4 million for the six months ended June 30, 2019. The decrease of approximately ~~$4.8~~$0.4 million was primarily due to a decrease of approximately $1.5 million related to external development and manufacturing expenses for our lead product candidate, ~~LB-001, $0.8~~LB-001. This was partially offset by an increase of $0.7 million in other research and development expenses as we increased our overall research and development activities related to general platform development and ~~internal efforts for LB-001 and $0.8~~$0.5 million in personnel-related costs ~~related~~due to ~~an increase~~increases in research and development headcount. Personnel-related costs for the ~~three~~six months ended ~~September~~June 30, ~~2019~~2020 included stock-based compensation expense of ~~$0.2~~$0.6 million, compared to ~~$0.1~~$0.4 million for the ~~three~~six months ended ~~September~~June 30, ~~2018.~~2019.

General and administrative expenses for the six months ended June 30, 2020 were ~~$2.2~~$6.2 million, compared to $5.2 million for the ~~three~~six months ended ~~September~~June 30, ~~2019, compared to $2.1 million for the three months ended September 30, 2018.~~2019. The increase of approximately ~~$0.1~~$1.0 million ~~was primarily due to an~~reflects a $0.5 million increase in personnel-related costs ~~including salaries,~~which was mainly the result of a $0.5 million increase in stock-based compensation expense, a $0.3 million increase in corporate and ~~bonuses~~IP legal expenses and an increase of $0.3 million related to an increase in headcount and offset by a decrease in professional fees of $0.2 million related to non-recurring consulting expenses incurred as part of our October 2018 initial public offering. Stock-based compensation expense included in general and administrative expenses was $0.3 million and $0.2 million for the three months ended September 30, 2019 and 2018, respectively.

Other income (expense), net was $0.1 million for the three months ended September 30, 2019, compared to other income (expense), net of $(0.1) million for the three months ended September 30, 2018. The change was primarily related to the increase in interest income from cash equivalents and investments which was mostly offset by interest expense related to the loan and security agreement and a prior year loss of $0.2 million related to the disposal of Property and Equipment.D&O insurance premiums.

~~Comparison of the Nine Months Ended September 30, 2019 and 2018~~Other (Expense) Income, Net

~~The following table summarizes our results of operations for the nine months ended September 30, 2019 and 2018:~~

~~The following table summarizes our research and development expenses for the nine months ended September 30, 2019 and 2018:~~

Research and development expenses for the nine months ended September 30, 2019 were $22.3 million, compared to $6.1 million for the nine months ended September 30, 2018. The increase of approximately $16.2 millionOther expense, net was primarily due to an increase of approximately $11.0 million related to external development and manufacturing expenses for our lead product candidate, LB-001, $2.7 million in other research and development expenses as we increased our overall research and development activities related to general platform development and internal efforts for LB-001 and $2.5 million in personnel-related costs related to an increase in headcount. Personnel-related costs for the nine months ended September 30, 2019 included stock-based compensation expense of $0.6 million, compared to $0.1 million for the nine months ended September 30, 2018.

General and administrative expenses were $7.3 million for the nine months ended September 30, 2019, compared to $4.5 million for the nine months ended September 30, 2018. The increase of approximately $2.9 million was primarily due to an increase of approximately $1.3 million in personnel-related costs, including salaries, stock-based compensation and bonuses due to an increase in headcount, $0.8 million in legal and professional fees due to the increase in legal, auditing and consulting services associated with being a public company and $0.7 million in other expenses primarily related to an increase in insurance premiums. Stock-based compensation expense included in general and administrative expenses was $0.8 million and $0.4 million for the ~~nine~~six months ended ~~September~~June 30, ~~2019 and 2018, respectively.~~

~~Other income, net was $1.0 million for the nine months ended September 30, 2019,~~2020, compared to other income, net of ~~$44,000~~$0.9 million for the ~~nine~~six months ended ~~September~~June 30, ~~2018.~~2019. The ~~change~~net decrease was primarily related to ~~the increase~~a decrease in interest income ~~from cash equivalents~~due to lower interest rates and ~~investments, partially offset by~~lower capital resource balances as well as interest expense related to the loan and security agreement.

Since our inception and through ~~September~~June 30, ~~2019,~~2020, we have not generated any sales revenue and have incurred significant losses and negative cash flows from our operations.

As a result of the uncertainties for our business caused by the COVID-19 pandemic, we have implemented certain measures as part of our effort to preserve capital as described further under the heading “Impact of COVID-19.” As of June 30, 2020, we had cash and cash equivalents of $36.7 million, which we believe will be able to fund our operating expenses and capital expenditure requirements into the third quarter of 2021. While we intend to continue to evaluate ways to enhance our liquidity and capital position, our efforts will largely depend on future developments that are highly uncertain and cannot be predicted with confidence at this time. As such, there is substantial doubt about our ability to continue as a going concern within one year of the date of this filing.

The following table summarizes our cash flows for the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 and ~~2018:~~2019:

During the ~~nine~~six months ended ~~September~~June 30, ~~2019,~~2020, net cash used in operating activities was approximately ~~$27.0~~$15.8 million, primarily related to our net loss adjusted for non-cash charges and changes in the components of working capital. The ~~$16.4~~$1.1 million ~~increase~~decrease in net cash used in operating activities during the ~~nine~~six months ended ~~September~~June 30, ~~2019~~2020 as compared to the ~~nine~~six months ended ~~September~~June 30, ~~2018,~~2019, was primarily driven by ~~an increase in our net loss due to an increase in both our research and development and general and administrative expenses.~~the three month rent abatement period received on the 65 Hayden Ave Lease as well as larger non-cash stock-based compensation expense.

During the ~~nine~~six months ended ~~September~~June 30, 2020, net cash provided by investing activities was $17.3 million as the proceeds from our short-term investments that matured during the period were not reinvested and were instead held as cash and cash equivalents. During the six months ended June 30, 2019, net cash used in investing activities ~~increased approximately $24.8~~was $38.6 million, primarily related to net short-term investments activity of ~~$24.1~~$37.8 million and ~~a $0.7 million increase in~~ the ~~purchases~~purchase of property and equipment ~~as compared to the nine months ended September 30, 2018.~~of $0.7 million.

During the ~~nine~~six months ended ~~September~~June 30, 2020, net cash provided by financing activities was $2.0 million primarily driven by approximately $1.9 million in net proceeds from sales of our common stock under the open market sales agreement with Jefferies LLC. During the six months ended June 30, 2019, net cash provided by financing activities ~~was $10.0 million primarily related to net proceeds~~consisted of ~~$9.8 million under the July 2019 loan and security agreement as well as~~approximately $0.1 million related to the exercise of stock options. ~~During the nine months ended September 30, 2018, net cash used in financing activities was $0.8 million, primarily for the payment of deferred IPO costs.~~

We expect ~~our~~to continue to incur a significant amount of expenses ~~to increase substantially~~ in connection with our ongoing activities ~~particularly as~~for the foreseeable future. In particular, we ~~advance~~will incur significant expenses related to the preclinical activities and clinical trials of our product ~~candidate~~candidates and any future product candidates.

~~Because~~because of the numerous risks and uncertainties associated with the development of LB-001 and any other product candidates and programs we may develop and because the extent to which we may enter into collaborations with third parties for development of LB-001 and any other product candidates we may develop is ~~unknown, we are unable to estimate the timing and amounts of increased capital outlays and operating expenses associated with completing the research and development of our product candidates.~~unknown. Our future funding requirements, both near and long-term, will depend on many factors, including:

A change in the outcome of any of these variables with respect to the development of a product candidate could mean a significant change in the costs and timing associated with the research and development of that product candidate. For example, if the FDA or another regulatory authority were to require us to conduct clinical trials beyond those that we anticipate will be required for the completion of clinical development of a product candidate, or if we experience significant trial delays due to patient enrollment or other reasons, we would be required to expend significant additional financial resources and time on the completion of clinical development. Any significant delays in our programs may also require us to reevaluate our corporate strategy, resulting in the expenditure of significant resources and time. We may never succeed in obtaining regulatory approval for our product ~~candidate~~candidates or any future product candidates.

Until such time, if ever, that we can generate product revenue sufficient to achieve profitability, we expect to finance our cash needs through offerings of securities, private equity financing, debt financings, collaborations, government contracts or other strategic transactions. The terms of financing may adversely affect the holdings or the rights of our stockholders. If we are unable to obtain funding, we may be required to delay, limit, reduce or terminate some or all of our research and product development, product portfolio expansion or future commercialization efforts.

In November 2019, we entered into an open market sale agreement with Jefferies LLC as ~~a public company that~~the sales agent. Under the terms of this sale agreement, we ~~did not previously incur or have previously incurred at lower rates, including increased fees payable to the non-employee members~~may sell shares of our ~~board~~common stock, from time to time, having an aggregate value of ~~directors, increased personnel costs, increased director~~up to $50 million through Jefferies LLC. We pay a 3% cash commission to Jefferies LLC on the proceeds from sales under the program. During the six months ended June 30, 2020, we issued 269,540 shares of our common stock at a weighted-average price of $7.20 per share, resulting in net proceeds to us of $1.9 million. At June 30, 2020, we had $48.1 million in aggregate gross offering amount available under this sales agreement. In July 2020, we issued 66,335 shares of our common stock at an average weighted price of $8.64 per share, resulting in net proceeds to us of $0.6 million.

Contractual Obligations and ~~officer insurance premiums, audit and legal fees, investor relations fees and expenses for compliance with public~~Commitments

We are a smaller reporting company, ~~reporting requirements~~as defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended, ~~or the Exchange Act,~~for this reporting period and ~~rules implemented by the SEC and the Nasdaq Global Market.~~

~~Our principal~~are not required to provide additional information on our contractual obligations ~~consist~~and commitments pursuant to Item 303 of our outstanding balance under the loan and security agreement, our operating lease agreements and service and research agreements with collaborators, CROs, CMOs and other third parties for preclinical research studies and testing, all of which are entered in the normal course of business.

With the exception of the $10.0 million borrowing under the loan and security agreement entered in July 2019 and described in Note 6 to the condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, there have been no significant changes to our future non-cancelable minimum payments under these commitments from those reported in our Annual Report on Form 10-K for the year ended December 31, 2018, other than normal period-to-period variations as of September 30, 2019.

We may incur potential contingent payments upon our achievement of clinical, regulatory or commercial milestones, as applicable, or royalty payments under license agreements we have entered with research institutions, including Stanford University, the University of Texas and the National Institutes of Health. The timing and likelihood of these contingent payments are not currently known and would be difficult to predict or estimate due to the uncertainty of the achievement and timing of the events requiring payments under these agreements.Regulation S-K.

Our condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States. The preparation of our condensed consolidated financial statements and related disclosures requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, costs and expenses, and the disclosure of contingent assets and liabilities in our condensed consolidated financial statements. We base our estimates on historical experience, known trends and events and various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. We evaluate our estimates and assumptions on an ongoing basis. Our actual results may differ from these estimates under different assumptions or conditions.

There have been no significant changes to our critical accounting policies from those described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” included in our Annual Report on Form 10-K for the year ended December 31, ~~2018,~~2019, filed with the SEC on ~~April 1, 2019.~~March 16, 2020, other than the significant accounting policy over revenue recognition under ASC 606, which is described further in Note 2 to the financial statements included in this Quarterly Report on Form 10-Q.

The Jumpstart Our Business Startups Act of 2012 permits an “emerging growth company” such as us to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies until those standards would otherwise apply to private companies. We have irrevocably elected to “opt out” of this provision and, as a result, we will comply with new or revised accounting standards when they are required to be adopted by public companies that are not emerging growth companies.

We have not entered into any off-balance sheet arrangements and do not have any holdings in variable interest entities.

Refer to Note 2 in the accompanying notes to our unaudited condensed consolidated financial statements appearing elsewhere in this Quarterly Report on Form 10-Q for a discussion of recent accounting pronouncements.

We are ~~exposed to market risks~~a smaller reporting company, as defined in ~~the ordinary course of our business. These risks primarily include interest rate sensitivities and foreign currency exchange rate sensitivities.~~

As of September 30, 2019, we had cash, cash equivalents and investments of $63.2 million. Our exposure to interest rate sensitivity is impacted by changes in the underlying U.S. bank interest rates. From time to time, our surplus cash has been invested in interest-bearing savings accounts and U.S. government and agency securities. We have not entered into investments for trading or speculative purposes. Due to the conservative nature of our investment portfolio, which is predicated on capital preservation of investments with short-term maturities, we do not believe an immediate one percentage point change in interest rates would have a material effect on the fair market value of our portfolio, and therefore we do not expect our operating results or cash flows to be significantly affected by changes in market interest rates.

We also have interest rate exposure as a result of borrowings outstanding under our loan and security agreement. As of September 30, 2019, the outstanding principal amount of our borrowings was $10.0 million. Our borrowingsRule 12b-2 under the ~~loan~~Securities Exchange Act of 1934, as amended, for this reporting period and ~~security agreement accrue interest at~~are not required to provide the greater of (i) the rate of the one-month U.S. LIBOR rate plus 6.25% and (ii) 8.75%. An immediate 10% change in the one-month U.S. LIBOR rate would not have a material impact on our operating results or cash flows.information required under this item.

The functional currency of our wholly owned foreign subsidiary, LogicBio Therapeutics Research Ltd, or LogicBio Research, is the Israeli new shekel. Assets and liabilities of LogicBio Research are translated into United States dollars at the exchange rate in effect on the consolidated balance sheet date. Income items and expenses are translated at the average exchange rate in effect during the period. Stockholders’ equity (deficit) amounts are translated based on historical exchange rates as of the date of each transaction. Unrealized translation gains and losses are recorded as a foreign currency translation adjustment, which is included in the Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) as a component of accumulated other comprehensive loss. Adjustments that arise from exchange rate changes on transactions denominated in a currency other than the local currency are included in other expense, net in the Condensed Consolidated Statements of Operations as incurred. All operations ceased for LogicBio Research as of September 30, 2018 and the entity was formally dissolved in November 2019.

We do not currently engage in currency hedging activities in order to reduce our currency exposure, but we may begin to do so in the future. Instruments that may be used to hedge future risks include foreign currency forward and swap contracts. These instruments may be used to selectively manage risks, but there can be no assurance that we will be fully protected against material foreign currency fluctuations.

Our management, with the participation of our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer), evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2020. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as ~~of September 30, 2019. Our disclosure~~amended (the “Exchange Act”), means controls and other procedures of a company that are designed to ensure that information ~~we are~~ required to ~~disclose~~be disclosed by a company in the reports ~~we file~~that it files or ~~submit~~submits under the Exchange Act ~~is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures, and~~ is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on ~~that~~the evaluation ~~our Chief Executive Officer and Chief Financial Officer concluded that~~of our disclosure controls and procedures as of ~~September~~June 30, ~~2019 were not effective due to the material weakness identified in fiscal year 2017 in~~2020, our ~~internal control over financial reporting process which included an ineffective control environment, including a lack~~Chief Executive Officer and our Chief Financial Officer concluded that, as of sufficient accounting personnel and personnel with financial reporting expertise, ineffective controls procedures, including those related to recognition in the appropriate period for certain transactions, ineffective risk assessment controls, including those policies and practices that would identify changes insuch date, our ~~business practices, which could significantly impact our consolidated financial statements and system of internal~~disclosure controls and ~~ineffective monitoring of controls related to~~procedures were effective at the ~~financial close and reporting process.~~

We are committed and are taking steps necessary to remediate the control deficiencies that constituted the above material weakness by implementing changes to our internal control over financial reporting. During 2018 and through September 30, 2019, we made the following enhancements to our control environment including the following:

~~Our remediation activities are continuing through the remainder of 2019. In addition to the above activities, we expect to engage in additional activities in the fourth quarter, including:~~

We continue to redesign and implement internal control activities. We continue to establish policies and procedures and enhance corporate oversight over process-level controls and structures to ensure that there is appropriate assignment of authority, responsibility, and accountability to enable remediating our material weakness.

We believe that our remediation plan will be sufficient to remediate the identified material weakness and strengthen our internal control over financial reporting. As we continue to evaluate, and work to improve, our internal control over financial reporting, management may determine that additional measures to address control deficiencies or modifications to the remediation plan are necessary. We cannot assure you, however, when we will remediate such weaknesses, nor can it be certain whether additional actions will be required or the costs of any such actions. Moreover, we cannot assure you that additional material weaknesses will not arise in the future.level.

~~Except for the remediation efforts of the previously identified material weakness as described above, there~~There were no changes in our internal control over financial reporting ~~that occurred~~ during the ~~three months~~quarter ended ~~September~~June 30, ~~2019~~2020 that have materially affected, or ~~were~~are reasonably likely to materially affect, our internal control over financial reporting. As a result of the COVID-19 pandemic, certain employees began working remotely in March. Notwithstanding these changes to the working environment, we have not identified any material changes in our internal control over financial reporting. We are continually monitoring and assessing the COVID-19 situation to determine any potential impact on the design and operating effectiveness of our internal controls over financial reporting.

~~From time to time, we may become involved in legal proceedings and claims arising~~On March 18, 2020, a purported shareholder class action, John R. Afinowicz v. LogicBio Therapeutics, Inc., et al.,No. 2:20-cv-03009, was filed in the ~~ordinary course~~United States District Court for the District of New Jersey, naming us and certain of our ~~business. Although the results~~officers as defendants. The lawsuit alleges that we made material misrepresentations and/or omissions of ~~litigation~~material fact relating to our Investigational New Drug submission for LB-001 in our public disclosures, in violation of Sections 10(b) and ~~claims cannot be predicted with certainty, as~~20(a) of the ~~end~~Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder. The complaint seeks certification of a class of purchasers of our common stock during the period from December 3, 2018 through February 10, 2020. The plaintiff seeks unspecified monetary damages on behalf of the ~~period covered by~~putative class and an award of costs and expenses, including attorney’s fees. On May 13, 2020, the defendants moved to transfer the action from the District of New Jersey to the District of Massachusetts, and on May 18, 2020, shareholder John R. Afinowicz moved for appointment as lead plaintiff. The Court granted Defendants’ motion to transfer on June 2, 2020, and the case was transferred to the District of Massachusetts (No. 1:20-cv-11158) on June 18, 2020. The motion for appointment as lead plaintiff remains outstanding.We believe that this ~~Quarterly Report on Form 10-Q, we did not believe we were party~~action is without merit and intend to ~~any claim~~defend it vigorously. At this time, no assessment can be made as to the likely outcome of this lawsuit or ~~litigation,~~whether the outcome ~~of which, if determined adversely~~will be material to us, would individually or in the aggregate be reasonably expected to have a material adverse effect on our business. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.us.

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019 and in Part II, “Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K and our Quarterly Report on Form 10-Q for the quarterly period ended March 31,2020 may not be the only risks facing the Company. For example, our investigational new drug application, or IND, for LB-001 was recently placed on clinical hold by the FDA in order to evaluate certain clinical and preclinical aspects of our submission. While our IND clinical hold for LB-001 was lifted in August 2020, there can be no assurance that the FDA will not place this IND, or any IND relating to any other of our product candidates that we may file in the future, on clinical hold, requiring us to address any issues raised by the FDA in order to continue the applicable clinical trial. Additional risks and uncertainties not currently known to the Company or that the Company currently deems to be immaterial also may materially adversely affect the Company’s business, financial condition and/or operating results.

There have been no material changes from the risk factors previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2018,~~2019, filed with the SEC on ~~April 1, 2019, except as set forth below.~~

~~The terms of our Loan and Security Agreement place restrictions on our operating and financial flexibility.~~

In July 2019, we entered into a Loan and Security Agreement with Oxford Finance LLC and Horizon Technology Finance Corporation (the “Loan Agreement”), which is secured by substantially all of our assets other than our intellectual property, which is subject to a negative pledge. We borrowed $10.0 million upon execution of the Loan Agreement under an initial term A loan. Oxford Finance LLC and Horizon Technology Finance Corporation (each, a “Lender” and, collectively, the “Lenders”) will make an additional term B loan in an aggregate principal amount up to $10.0 million upon the occurrence of the Milestone Event (as defined in the Loan Agreement).

~~The Loan Agreement contains representations and warranties, affirmative and negative covenants applicable to us~~March 16, 2020, and our ~~subsidiaries and events of default, in each case subject to grace periods, thresholds and materiality qualifiers, as more fully described in~~Quarterly Report on Form 10-Q for the Loan Agreement. The affirmative covenants include, among others, covenants requiring us and our subsidiaries to maintain our legal existence and material governmental approvals, deliver certain financial reports, maintain insurance coverage and maintain certain cash balances in controlled accounts. The negative covenants include, among others, restrictions on dispositions, changes in business, management, ownership or business locations, mergers or acquisitions, indebtedness, encumbrances, maintenance of collateral accounts, distributions, investments, transactions with affiliates and subordinated debt.

~~The Loan Agreement also includes events of default, the occurrence and continuation of which provide Oxford Finance LLC, as collateral agent,~~quarterly period ended March 31, 2020, filed with the right to exercise remedies against us and the collateral securing the loans under the Loan Agreement, including foreclosure against our properties securing the Loan Agreement, including our cash, potentially requiring us to renegotiate our agreementSEC on terms less favorable to us or to immediately cease operations. These events of default include, among other things, the nonpayment of principal or interest, violations of covenants, material adverse changes, attachment, levy, restraint on business, cross-defaults on material indebtedness, bankruptcy, material judgments, misrepresentations, subordinated debt, governmental approvals, lien priority and delisting.May 11, 2020.

Further, if we are liquidated, the Lenders’ right to repayment would be senior to the rights of the holders of our common stock to receive any proceeds from the liquidation. The Lenders could declare a default upon the occurrence of any event that they interpret as a material adverse change as defined under the Loan Agreement, thereby requiring us to repay the loan immediately or to attempt to reverse the declaration of default through negotiation or litigation. Any declaration by the Lenders of an event of default could significantly harm our business and prospects and could cause the price of our common stock to decline.

On October 23, 2018, we closed our IPO, in which we issued and sold 8,050,000 shares of our common stock, including 1,050,000 shares sold pursuant to the full exercise of the underwriters’ option to purchase additional shares, at a public offering price of $10.00 per share for gross proceeds of $80.5 million, before deducting underwriting discounts and commissions and offering expenses payable by us. All of the shares issued and sold in the IPO were registered under the Securities Act pursuant to a Registration Statement on Form S-1 (File No. 333-227523), which was declared effective by the SEC on October 18, 2018. Jefferies LLC, Barclays Capital Inc. and William Blair & Company, L.L.C. acted as joint book-running managers of the offering and as representatives of the underwriters. Chardan Capital Markets, LLC acted as the lead manager for the offering. The offering commenced on October 18, 2018 and did not terminate until the sale of all of the shares offered.

The net offering proceeds to us, after deducting underwriting discounts and offering costs payable by us of an aggregate of approximately $8.2 million, were approximately $72.3 million. No material offering expenses were paid directly or indirectly to any of our directors or officers (or their associates) or persons owning 10.0% or more of any class of our equity securities or to any other affiliates.

There has been no material change in our planned use of the net offering proceeds from our IPO as described in our final prospectus filed with the SEC pursuant to Rule 424(b)(4) on October ~~18,~~22, 2018. We have been using and plan to continue to use the net proceeds from the IPO primarily to fund the development of LB-001 in MMA and for discovery and preclinical development of additional product candidates, and for working capital and general corporate purposes.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		LOGC		Nasdaq Global Market

Large accelerated filer	☐	Accelerated filer☒	☐
Non-accelerated filer	☒☐	Smaller reporting company ☒	☒
Emerging growth company	☒


		Page
PART I.	FINANCIAL INFORMATION	4
Item 1.	Financial Statements (Unaudited)	4
	Condensed Consolidated Balance Sheets as of ~~September~~June 30, ~~2019~~2020 and December 31, ~~2018~~2019	4
	Condensed Consolidated Statements of Operations for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019	5
	Condensed Consolidated Statements of Comprehensive Loss for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019	6
	Condensed Consolidated Statements of ~~Convertible Preferred Stock and~~ Stockholders’ Equity ~~(Deficit)~~ for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019	7
	Condensed Consolidated Statements of Cash Flows for the ~~Nine~~Six Months Ended ~~September~~June 30, ~~2019~~2020 and ~~2018~~2019	8
	Notes to Unaudited Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1819
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	2527
Item 4.	Controls and Procedures	2527

PART II.	OTHER INFORMATION	2728
Item 1.	Legal Proceedings	2728
Item 1A.	Risk Factors	2728
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2728
Item 6.	Exhibits	2829
Signatures		2930

	Three Months Ended June 30,				Six Months Ended June 30,
	2020		2019		2020		2019
Operating leases
Lease cost
Operating lease cost	$	464	$	315	$	789	$	589
Variable lease cost		186		92		284		134
Total lease cost	$	650	$	407	$	1,073	$	723
Other year-to-date lease information
Operating cash flows used for operating leases					$	496	$	521
Operating lease liabilities arising from obtaining right-of-use assets					$	6,428	$	1,323

	Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019
Operating leases
Lease cost
Operating lease cost	$	312	$	901
Variable lease cost		100		234
Total lease cost	$	412	$	1,135
Other year-to-date lease information
Operating cash flows used for operating leases			$	836
Operating lease liabilities arising from obtaining right-of-use assets			$	1,323

	As of September 30, 2019
Other operating lease information
Operating lease liabilities — short term	$	669
Operating lease liabilities — long term	$	—
Weighted average remaining lease term	0.6 years
Weighted average discount rate		7.04	%

EXHIBIT 3.1	—	Fourth Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, File No. 001-38707, filed on October 29, 2018).

EXHIBIT 3.2	—	Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, File No. 001-38707, filed on October 29, 2018).

EXHIBIT ~~4.1~~10.1*+	—	~~Form of Warrant~~Amendment No 4 to Purchase Common Stock of LogicBio Therapeutics Inc., dated as of July 2, 2019 (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, File No. 001-38707, filed on July 2, 2019).

~~EXHIBIT 10.1~~	—	~~Loan~~Amendment and ~~Security~~Restated (Equity) Agreement, dated as of ~~July 2, 2019, among Oxford Finance LLC,~~April 29, 2020, between The Board of Trustees of the ~~Lenders listed on Schedule 1.1 thereto and Horizon Technology Finance Corporation~~Leland Stanford University and LogicBio Therapeutics, ~~Inc. and LogicBio Australia Pty Limited (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 001-38707, filed on July 2, 2019).~~

~~EXHIBIT 10.2~~	—	~~Amended and Restated Executive Employment Agreement, by and between LogicBio Therapeutics, Inc. and Dean Falb.~~Inc

EXHIBIT 31.1	—	Rule 13a—14(a) / 15d—14(a) Certifications — Chief Executive Officer.

EXHIBIT 31.2	—	Rule 13a—14(a) / 15d—14(a) Certifications — Chief Financial Officer.

EXHIBIT 32.1	—	Section 1350 Certifications.

EXHIBIT 101.INS	—	Inline XBRL Instance Document. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

EXHIBIT 101.SCH	—	Inline XBRL Taxonomy Extension Schema Document.

EXHIBIT 101.CAL	—	Inline XBRL Taxonomy Extension Calculation Linkbase Document.

EXHIBIT 101.DEF	—	Inline XBRL Taxonomy Extension Definition Linkbase Document.

EXHIBIT 101.LAB	—	Inline XBRL Taxonomy Extension Label Linkbase Document.

EXHIBIT 101.PRE	—	Inline XBRL Taxonomy Extension Presentation Linkbase Document.

EXHIBIT 104	—	Cover Page Interactive Data File (embedded within the Inline XBRL document)

	LogicBio Therapeutics, Inc.

Dated: ~~November 12, 2019~~August 10, 2020	By:	/s/ Frederic Chereau
		Frederic Chereau
		President and Chief Executive Officer

Dated: ~~November 12, 2019~~August 10, 2020	By:	/s/ Matthias Jaffé
		Matthias Jaffé
		Chief Financial Officer