Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 07, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | FSTX | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Security Exchange Name | NASDAQ | |
Entity Registrant Name | F-star Therapeutics, Inc. | |
Entity Central Index Key | 0001566373 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-37718 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 52-2386345 | |
Entity Address, Address Line One | B920 Babraham Research Campus | |
Entity Address, City or Town | Cambridge | |
Entity Address, Postal Zip Code | CB22 3AT | |
Entity Address, Country | GB | |
City Area Code | 44 | |
Local Phone Number | 1223-497400 | |
Entity Common Stock, Shares Outstanding | 20,620,021 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 81,648 | $ 18,526 |
Other receivables | 72 | 0 |
Prepaid expenses and other current assets | 3,439 | 3,976 |
Tax incentive receivable Current | 160 | 3,563 |
Total current assets | 85,319 | 26,065 |
Property and equipment, net | 1,157 | 789 |
Right of use asset | 3,758 | 2,782 |
Goodwill | 15,009 | 14,926 |
In-process research and development | 19,249 | 18,986 |
Other long-term assets | 482 | 61 |
Total | 124,974 | 63,609 |
Current liabilities: | ||
Accounts payable | 2,427 | 4,597 |
Accrued expenses and other current liabilities | 6,300 | 9,461 |
Contingent value rights | 314 | 2,080 |
Lease obligations, current | 912 | 539 |
Deferred revenue | 300 | |
Total current liabilities | 9,953 | 16,977 |
Long term Liabilities: | ||
Lease obligations | 3,197 | 2,622 |
Term debt | 9,466 | 0 |
Contingent value rights | 2,789 | 440 |
Deferred tax liability | 576 | 576 |
Total liabilities | 25,981 | 20,615 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; authorized, 10,000,000 shares at June 30, 2021 and December 31, 2020; no shares issued or outstanding at June 30, 2021 and December 31, 2020 | 0 | 0 |
Common Stock, $0.0001 par value; authorized 200,000,000 shares at June 30, 2021 and December 31, 2020; 20,586,562 and 9,100,117 shares issued and outstanding at June 30, 2021 and December 31, 2020 | 2 | 1 |
Additional paid-in capital | 172,895 | 91,238 |
Accumulated other comprehensive loss | (1,218) | (1,077) |
Accumulated deficit | (72,686) | (47,168) |
Total stockholders' equity | 98,993 | 42,994 |
Total | $ 124,974 | $ 63,609 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 20,586,562 | 9,100,117 |
Common stock, shares outstanding | 20,586,562 | 9,100,117 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
License revenue | $ 0 | $ 543 | $ 2,917 | $ 1,898 |
Operating expenses: | ||||
Research and development | 8,437 | 2,093 | 15,704 | 5,493 |
General and administrative | 6,501 | 3,236 | 12,930 | 6,425 |
Total operating expenses | 14,938 | 5,329 | 28,634 | 11,918 |
Loss from operations | (14,938) | (4,786) | (25,717) | (10,020) |
Other non-operating (expense) income: | ||||
Other income (expense) | (46) | (143) | 972 | (1,670) |
Change in fair-value of convertible debt | 0 | (1,498) | 0 | (1,884) |
Change in fair value of contingent value rights | (583) | 0 | (583) | 0 |
Loss before income taxes | (15,567) | (6,427) | (25,328) | (13,574) |
Income tax expense | (82) | (35) | (190) | (47) |
Net loss | (15,649) | (6,462) | (25,518) | (13,621) |
Net loss attributable to common stockholders | $ (15,649) | $ (6,462) | $ (25,518) | $ (13,621) |
Basic and diluted adjusted net loss per common shares | $ (0.92) | $ (3.53) | $ (1.95) | $ (7.44) |
Weighted-average number of shares outstanding, basic and diluted | 17,022,417 | 1,830,075 | 13,083,230 | 1,829,993 |
Other comprehensive (loss) gain: | ||||
Net loss | $ (15,649) | $ (6,462) | $ (25,518) | $ (13,621) |
Foreign currency translation | 324 | 387 | (141) | 410 |
Total comprehensive loss | $ (15,325) | $ (6,075) | $ (25,659) | $ (13,211) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (25,518) | $ (13,621) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share based compensation expense | 4,039 | 1,005 |
Foreign currency (gain) loss | (570) | 1,478 |
Loss (gain) on disposal of tangible fixed assets | (9) | 6 |
Depreciation | 297 | 334 |
Non-cash interest | 82 | 532 |
Amortization of debt issuance costs | 15 | 0 |
Fair value adjustments | 583 | 1,884 |
Operating right of use asset | 494 | 337 |
Changes in operating assets and liabilities: | ||
Other receivables | (72) | 0 |
Prepaid expenses and other current assets | 593 | 905 |
Tax incentive receivable | 3,493 | 5,909 |
Accounts payable | (2,231) | 1,210 |
Accrued expenses and other current liabilities | (3,278) | (2,126) |
Deferred revenue | (308) | (5) |
Operating lease liability | (520) | (330) |
Other long-term asset | (423) | 0 |
Net cash used in operating activities | (23,333) | (2,482) |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (658) | (62) |
Proceeds from sale of property, plant and equipment | 15 | 0 |
Net cash used in investing activities | (643) | (62) |
Cash flows from financing activities: | ||
Proceeds from issuance of convertible notes | 0 | 500 |
Net proceeds from issuance of common stock | 77,293 | 0 |
Net proceeds from term debt | 9,845 | 0 |
Payment of debt issuance costs | (92) | 0 |
Net cash provided by financing activities | 87,046 | 500 |
Net increase (decrease) in cash and cash equivalents | 63,070 | (2,044) |
Effect of exchange rate changes on cash | 52 | (201) |
Cash and cash equivalents at beginning of period | 18,526 | 4,901 |
Cash and cash equivalents at end of period | 81,648 | 2,656 |
Supplemental disclosure of cash flow information | ||
Cash paid for income taxes | 36 | 14 |
Purchases of property and equipment included in accounts payable and accrued expenses | 182 | 0 |
Cash paid for interest | 115 | 0 |
Non-cash investing and financing activities: | ||
Additions to ROU assets obtained from new operating lease liabilities | 1,468 | 0 |
Issuance of warrants | $ 326 | $ 0 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Shares | Capital in Excess of par Value | Accumulated Other Comprehensive Loss | Accumulated deficit | Seed Preferred Shares [member]Preferred Stock | Series A Preferred Stock [member]Preferred Stock |
Balance at Dec. 31, 2019 | $ 8,536 | $ 1 | $ 31,718 | $ (1,634) | $ (21,549) | ||
Balance, shares at Dec. 31, 2019 | 4,128,441 | 103,611 | 1,441,418 | ||||
Issuance of common stock for services rendered, shares | 10,972 | ||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs, shares | 172,724 | ||||||
Equity adjustment from foreign currency translation | 410 | 410 | |||||
Share-based compensation | 1,005 | 1,005 | |||||
Net loss | (13,621) | (13,621) | |||||
Balance at Jun. 30, 2020 | (3,670) | $ 1 | 32,723 | (1,224) | (35,170) | ||
Balance, shares at Jun. 30, 2020 | 4,312,137 | 103,611 | 1,441,418 | ||||
Balance at Mar. 31, 2020 | 1,934 | $ 1 | 32,252 | (1,611) | (28,708) | ||
Balance, shares at Mar. 31, 2020 | 4,145,611 | 103,611 | 1,441,418 | ||||
Issuance of common stock for services rendered, shares | 4,252 | ||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs, shares | 162,274 | ||||||
Equity adjustment from foreign currency translation | 387 | 387 | |||||
Share-based compensation | 471 | 471 | |||||
Net loss | (6,462) | (6,462) | |||||
Balance at Jun. 30, 2020 | (3,670) | $ 1 | 32,723 | (1,224) | (35,170) | ||
Balance, shares at Jun. 30, 2020 | 4,312,137 | 103,611 | 1,441,418 | ||||
Balance at Dec. 31, 2020 | 42,994 | $ 1 | 91,238 | (1,077) | (47,168) | ||
Balance, shares at Dec. 31, 2020 | 9,100,117 | ||||||
Issuance of warrants in connection with term loan | 326 | 326 | |||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs | 9,115 | 9,115 | |||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs, shares | 979,843 | ||||||
Issuance of common stock in connection with public offering, net of issuance costs , share | 10,439,347 | ||||||
Issuance of common stock in connection with public offering, net of issuance costs | 68,178 | $ 1 | 68,177 | ||||
Equity adjustment from foreign currency translation | (141) | (141) | |||||
Stock option exercises, Shares | 67,255 | ||||||
Share-based compensation | 4,039 | 4,039 | |||||
Net loss | (25,518) | (25,518) | |||||
Balance at Jun. 30, 2021 | 98,993 | $ 2 | 172,895 | (1,218) | (72,686) | ||
Balance, shares at Jun. 30, 2021 | 20,586,562 | ||||||
Balance at Mar. 31, 2021 | 34,840 | $ 1 | 93,418 | (1,542) | (57,037) | ||
Balance, shares at Mar. 31, 2021 | 9,100,320 | ||||||
Issuance of warrants in connection with term loan | 326 | 326 | |||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs | 9,115 | 9,115 | |||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs, shares | 979,843 | ||||||
Issuance of common stock in connection with public offering, net of issuance costs , share | 10,439,347 | ||||||
Issuance of common stock in connection with public offering, net of issuance costs | 68,178 | $ 1 | 68,177 | ||||
Equity adjustment from foreign currency translation | 324 | 324 | |||||
Stock option exercises, Shares | 67,052 | ||||||
Share-based compensation | 1,859 | 1,859 | |||||
Net loss | (15,649) | (15,649) | |||||
Balance at Jun. 30, 2021 | $ 98,993 | $ 2 | $ 172,895 | $ (1,218) | $ (72,686) | ||
Balance, shares at Jun. 30, 2021 | 20,586,562 |
Nature of Business and Summary
Nature of Business and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Nature of Business and Summary of Significant Accounting Policies | 1. Nature of Business and Summary of Significant Accounting Policies Nature of Business F-star “F-star” F-star’s ™ F-star’s F-star e e F-star’s proof-of-concept PD-1/PD-L1 2 PD-L1 LAG-3, F-star’s 2 F-star’s PD-L1 2 PD-L1 co-expressed . F-star Share Exchange Agreement On November 20, 2020, F-star F-star (“F-star F-star F-star F-star F-star F-star non-assessable 1-for-4 F-star F-star, Under the terms of the Exchange Agreement, at the Closing, Spring Bank issued an aggregate of 4,620,618 shares of its common stock to F-star F-star F-star Pursuant to the Exchange Agreement, immediately prior to the Closing, certain investors in F-star F-star “Pre-Closing F-star Pursuant to the Exchange Agreement, all outstanding options to purchase Spring Bank common stock were accelerated immediately prior to the Closing, and each outstanding option with an exercise price greater than the closing price of Spring Bank common stock on the date of the Closing (the “Closing Date”) was exercised in full, and all other outstanding options to purchase Company common stock were cancelled effective as of the Closing Date. Immediately following the Reverse Stock Split and the Closing, there were approximately 4,449,559 shares of Spring Bank common stock outstanding. Following the Closing, the F-star F-star F-star lock-up 180-day F-star Pre-Closing In addition, at the Closing, Spring Bank, F-star the pre-Reverse pre-Reverse The CVR payment obligation expires on the later of 18 months following the Closing or the one-year At the Closing, Spring Bank, F-star The CVR payment obligations expire on the seventh anniversary of the Closing (the “STING Antagonist CVR Expiration Date”). The STING Antagonist CVRs are not transferable, except in certain limited circumstances, are not certificated or evidenced by any instrument, do not accrue interest, and are not registered with the SEC or listed for trading on any exchange. Until the STING Antagonist CVR Expiration Date, subject to certain exceptions, the Company is required to use commercially reasonable efforts to (a) consummate the Approved Development Agreement, (b) to perform the terms of the Approved Development Agreement and (c) pursue CVR Transactions. The STING Antagonist CVR Agreement became effective upon the Closing and, unless terminated earlier in accordance with its terms, will continue in effect until the STING Antagonist CVR Expiration Date or all CVR payment amounts are paid pursuant to their terms. On July 8, 2021, the Company entered into a License Agreement with AstraZeneca plc (“AstraZeneca”) under which AstraZeneca will receive global rights to research, develop and commercialize next generation Stimulator of Interferon Genes (STING) inhibitor compounds. Under the terms of the agreement, AstraZeneca is granted exclusive access to and will be responsible for all future research, development and commercialization of the STING inhibitor compounds. F-star F-star F-star F-star F-star The acquisition-date fair value of the CVR liability represents the future payments that are contingent upon the achievement of sale or licensing for the product candidates. The fair value of the contingent consideration acquired of $2.5 million as of December 31, 2020, and $3.1 million as of June 30, 2021, is based on the Company’s probability-weighted discounted cash flow assessment that considers probability and timing of future payments. The fair value measurement is based on significant Level 3 unobservable inputs such as the probability of achieving a sale or licensing agreement, anticipated timelines, and discount rate. Changes in the fair value of the liability will be recognized in the consolidated statement of operations and comprehensive loss until settlement. For the three months ended June 30, 2021, the estimated fair value increased to $3.1 million which resulted in a $0.6 million charge on the Consolidated Statements of Operations and Comprehensive Loss. All issued and outstanding F-star F-star’s F-star F-star n The Company’s common stock, which is The Transaction was accounted for as a business combination using the acquisition method of accounting under the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), Topic 805, Business Combinations n F-star F-star F-star (1) F-star (2) F-star (3) F-star F-star Liquidity On March 30, 2021, the Company entered into a Sales Agreement (the “2021 Sales Agreement”) with SVB Leerink LLC (“SVB Leerink”) with respect to an “at-the-market” On May 6, 2021, the Company entered into an underwriting agreement with SVB Leerink, as representative of the underwriters, relating to an underwritten public offering (the “Underwritten Public Offering”) of 10.4 million shares of the Company’s common stock, par value $0.0001 per share. The underwritten public offering resulted in gross proceeds of $73.1 million. The Company incurred $4.4 million in issuance costs and $0.5 million of professional fees associated with the underwritten public offering, resulting in net proceeds to the Company of $68.2 million. On April 1, 2021, the Company, as borrower, entered into a Venture Loan and Security Agreement (the “Loan and Security Agreement”) with Horizon Technology Finance Corporation (“Horizon”), as lender and collateral agent for itself. The Loan and Security Agreement provides for four separate and independent $2.5 million term loans (“Loan A”, “Loan B”, “Loan C”, and “Loan D”) (with each of Loan A, Loan B, Loan C and Loan D, individually a “Term Loan” and, collectively, the “Term Loans”), whereby, upon the satisfaction of all the conditions to the funding of the Term Loans, each Term Loan will be delivered by Horizon to the Company in the following manner: (i) Loan A was delivered by Horizon to the Company by April 1, 2021, (ii) Loan B was delivered by Horizon to the Company by April 1, 2021, (iii) Loan C was delivered by Horizon to the Company by June 30, 2021, and (iv) Loan D was delivered by Horizon to the Company by June 30, 2021. The Company may only use the proceeds of the Term Loans for working capital or general corporate purposes as contemplated by the Loan and Security Agreement. On April 1, 2021, the Company drew down $5 million. On June 22, 2021, the Company drew down another $5 million under this facility. The Company has incurred significant losses and has an accumulated deficit of $72.7 million as of June 30, 2021. F-star expects to incur substantial losses in the foreseeable future as it conducts and expands its research and development activities and clinical trial activities. As of August 13, 2021, the date of issuance of the consolidated financial statements, the Company’s cash and cash equivalents will be sufficient to fund its current operating plan and planned capital expenditures for at least the next 12 months. The Company may continue to seek additional funding through public equity, private equity, debt financing, collaboration partnerships, or other sources. There are no assurances, however, that the Company will be successful in raising additional working capital, or if it is able to raise additional working capital, it may be unable to do so on commercially favorable terms. The Company’s failure to raise future capital or enter into other such arrangements if and when needed would have a negative impact on its business, results of operations and financial condition and its ability to develop its product candidates. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”). The accompanying interim financial statements as of June 30, 2021, and for the six and three months ended June 30, 2021 and 2020, and related interim information contained within the notes to the financial statements, are unaudited. In management’s opinion, the unaudited interim consolidated financial statements have been prepared on the same basis as the Company’s audited financial statements and include all adjustments (including normal recurring adjustments) necessary for the fair presentation of the Company’s financial position as of June 30, 2021, results of operations for the three and six months ended June 30, 2021 and 2020, statement of stockholders’ equity for the three and six months ended June 30, 2021 and 2020 and its cash flows for the six months ended June 30, 2021 and 2020. These interim financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes contained in the Company’s Annual Report on Form 10-K Principles of Consolidation The Company’s financial statements have been prepared in conformity with U.S. GAAP. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the ASC and Accounting Standards Updates (“ASU”) of the FASB. The accompanying consolidated financial statements include the accounts of F-star Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of expenses during the reporting years. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the fair value of the assets and liabilities acquired in the transaction between Spring Bank and F-star Concentrations of credit risk and of significant suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains its cash and cash equivalents in financial institutions in amounts that could exceed government-insured limits. The Company does not believe it is subject to additional credit risks beyond those normally associated with commercial banking relationships. The Company is dependent on contract research organizations to provide its clinical trials and third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply its requirements for supplies and raw materials related to these programs. These programs could be adversely affected by a significant interruption in these manufacturing services or the availability of raw materials. Property, plant and equipment Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation expense is recognized using the straight-line method over the estimated useful lives of the respective assets as follows: Estimated Useful Economic Life Leasehold property improvements, right of use assets Lesser of lease term or useful life Laboratory equipment 5 years Furniture and office equipment 3 years Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in right-of-use ROU assets represent the Company’s right to us e Impairment of Long-Lived Assets Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. When such events occur, the Company compares the carrying amounts of the assets to their undiscounted expected future cash flows. If the undiscounted cash flows are insufficient to recover the carrying value, an impairment loss is recorded for the difference between the carrying value and fair value of the asset. As of June 30, 2021, no such impairment has been recorded. License and collaboration arrangements and revenue recognition The Company’s revenues are generated primarily through license and collaboration agreements with pharmaceutical and biotechnology companies. The terms of these arrangements may include (i) the grant of intellectual property rights (IP licenses) to therapeutic drug candidates against specified targets, developed using the Company’s proprietary mAb 2 The terms of these arrangements typically include payment to the Company of one or more of the following: non-refundable, The Company has adopted FASB ASC Topic 606, Revenue from Contracts with Customers Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In determining the appropriate amount of revenue to be recognized under ASC 606, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination as to whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. As part of the accounting for these arrangements, the Company must make significant judgments, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each performance obligation. Once a contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within the contract and determines those that are performance obligations. Arrangements that include rights to additional goods or services that are exercisable at a customer’s discretion are generally considered options. The Company assesses if these options provide a material right to the customer and if so, they are considered performance obligations. Performance obligations are promised goods or services in a contract to transfer a distinct good or service to the customer. The promised goods or services in the Company’s contracts with customers primarily consist of license rights to the Company’s intellectual property for research and development, research and development services, options to acquire additional research and development services, and options to obtain additional licenses, such as a commercialization license for a potential product candidate. Promised goods or services are considered distinct when: (i) the customer can benefit from the good or service on its own or together with other readily available resources; and (ii) the promised good or service is separately identifiable from other promises in the contract. In assessing whether promised goods or services are distinct, the Company considers factors such as the stage of development of the underlying intellectual property, the capabilities of the customer to develop the intellectual property on their own and whether the required expertise is readily available. In addition, the Company considers whether the collaboration partner can benefit from a promise for its intended purpose without the receipt of the remaining promises, whether the value of the promise is dependent on the unsatisfied promises, whether there are other vendors that could provide the remaining promises, and whether it is separately identifiable from the remaining promises. The Company estimates the transaction price based on the amount of consideration the Company expects to receive for transferring the promised goods or services in the contract. The consideration may include both fixed consideration and variable consideration. At the inception of each arrangement that includes variable consideration, the Company evaluates the amount of the potential payments and the likelihood that the payments will be received. The Company utilizes either the most likely amount method or expected value method to estimate variable consideration to include in the transaction price based on which method better predicts the amount of consideration expected to be received. The amount included in the transaction price is constrained to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. At the end of each subsequent reporting period, the Company re-evaluates catch-up After the transaction price is determined, it is allocated to the identified performance obligations based on the estimated standalone selling price. The Company must develop assumptions that require judgment to determine the standalone selling price for each performance obligation identified in the contract. The Company utilizes key assumptions to determine the standalone selling price, which may include other comparable transactions, pricing considered in negotiating the transaction, probabilities of technical and regulatory success and the estimated costs. Certain variable consideration is allocated specifically to one or more performance obligations in a contract when the terms of the variable consideration relate to the satisfaction of the performance obligation and the resulting amounts allocated to each performance obligation are consistent with the amounts the Company would expect to receive for each performance obligation. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) each performance obligation is satisfied at a point in time or over time, and if over time based on the use of an input method. The Company accounts for contract modifications as a separate contract if both of the following conditions are met: (i) the scope of the contract increases because of the addition of promised goods or services that are distinct; and (ii) the price of the contract increases by an amount of consideration that reflects standalone selling prices of the additional promised goods or services and any appropriate adjustments to that price to reflect the circumstances of the particular contract. If a contract modification is deemed to not be a separate contract, then the transaction price is updated and allocated to the remaining performance obligations (both from the existing contract and the modification). Previously recognized revenue for goods and services that are not distinct from the modified goods or services is adjusted based upon an updated measure of progress for the partially satisfied performance obligations. If a contract modification is deemed to be a separate contract, any revenue recognized under the original contract is not retrospectively adjusted and any performance obligations remaining under the original contract continue to be recognized under the terms of that contract. The Company’s collaboration revenue arrangements include the following: Up-front up-front non-refundable, up-front Milestone payments: The Company’s collaboration agreements may include development and regulatory milestones. The Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price using the most likely amount method. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be overcome to achieve the particular milestone in making this assessment. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company’s control or the licensee’s control, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. At the end of each reporting period, the Company re-evaluates n catch-up Customer Options: The Company evaluates the customer options to obtain additional items (i.e., additional license rights) for material rights, or options to acquire additional goods or services for free or at a discount. Optional future services that reflect their standalone selling prices do not provide the customer with a material right and, therefore, are not considered performance obligations and are accounted for as separate contracts. If optional future services include a material right, they are accounted for as performance obligations. The Company determines an estimated standalone selling price of any material rights for the purpose of allocating the transaction price. The Company considers factors such as the identified discount and the probability that the customer will exercise the option. Amounts allocated to a material right are not recognized as revenue until, at the earliest, the option is exercised or expires. Royalties: For arrangements that include sales-based royalties, including milestone payments based on a level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company will recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any revenue related to sales-based royalties or milestone payments based on the level of sales. Research and Development Services: The promises under the Company’s collaboration agreements may include research and development services to be performed by the Company on behalf of the partner. Payments or reimbursements resulting from the Company’s research and development efforts are recognized as the services are performed and presented on a gross basis because the Company is the principal for such efforts. Research and development costs Research and development costs are expensed as incurred. Research and development expenses are comprised of costs incurred in performing research and development activities, including compensation expense, share-based compensation and benefits, facilities costs and laboratory supplies, depreciation, amortization and impairment expense, manufacturing expenses and external costs of outside vendors engaged to conduct preclinical development activities and clinical trials as well as the cost of licensing technology. Typically, upfront payments and milestone payments made for the licensing of technology are expensed as research and development in the period in which they are incurred, except for payments relating for intellectual property rights with future alternative use which will be expensed when the intellectual property is in use. Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. The prepaid amounts are expensed as the related goods are delivered or the services are performed. Warrants The Company accounts for warrants within stockholders equity or as liabilities based on the characteristics and provisions of each instrument. The Company evaluates outstanding warrants in accordance with ASC 480, Distinguishing Liabilities from Equity Derivatives and Hedging Stock-Based Compensation The Company accounts for share-based compensation in accordance with ASC 718, “Compensation – Stock Compensation”(“ASC 718”). ASC 718 requires companies to estimate the fair value of equity-based payment awards on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service period in the Company’s consolidated statements of operations and comprehensive loss. The Company records the expense for option awards using a graded vesting method. The Company accounts for forfeitures as they occur. For share-based awards granted to non-employee non-employee The Company reviews stock award modifications when there is an exchange of original award for a new award. The Company calculates for the incremental fair value based on the difference between the fair value of the modified award and the fair value of the original award immediately before it was modified. The Company immediately recognizes the incremental value as compensation cost for vested awards and recognizes, on a prospective basis over the remaining requisite service period, the sum of the incremental compensation cost and any remaining unrecognized compensation cost for the original award on the modification date. The fair value of stock options (“options”) on the grant date is estimated using the Black-Scholes option-pricing model using the single-option approach. The Black-Scholes option pricing model requires the use of highly subjective and complex assumptions, including the option’s expected term and the price volatility of the underlying stock, to determine the fair value of the award. Historically, given the absence of an active market for the ordinary shares of F-star F-star F-star F-star F-star The Company uses the remaining contractual term for the expected life of non-employee The Company classifies share-based compensation expense in its consolidated statements of operations and comprehensive loss in the same manner in which the award recipient’s payroll costs are classified or in which the award recipient’s service payments are classified. Fair value measurements of financial instruments The Company’s financial instruments consist of cash, accounts payable, CVRs and liability classified warrants. The carrying amounts of cash and accounts payable approximate their fair value due to the short-term nature of those financial instruments. The fair value of CVRs and the liability classified warrants are remeasured to fair value each reporting period. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC Topic 820, Fair Value Measurement ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes between the following: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3 — Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts reflected in the consolidated balance sheets for cash and cash equivalents, and other current assets, research and development incentives receivable, accounts payable and accrued liabilities and other current liabilities approximate their fair values, due to their short-term nature. Net loss per share The Company computes net loss per share in accordance with ASC Topic 260, Earnings Per Share two-class Diluted net (loss) income per share is the same as basic net (loss) income per share for the periods in which the Company had a net loss because the inclusion of outstanding common stock equivalents would be anti-dilutive. Income taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined on the basis of the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty the consolidated financial statements by applying a two-step more-likely-than-not Research and development tax credits received in the United Kingdom are recorded as a reduction to research and development expenses. The U.K. research and development tax credit is payable to the Company after surrendering tax losses and is not dependent on current or future taxable income. As a result, it is not reflected as part of the income tax provision If, in the future, any UK research and development tax credits generated are utilized to offset a corporate income tax liability in the United Kingdom, that portion would be recorded as a benefit within the income tax provision and any refundable portion not dependent on taxable income would continue to be recorded as a reduction to research and development expenses. Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties, and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential loss range is probable and reasonably estimable under the provisions of the authoritative guidelines that address accounting for contingencies. The Company expenses costs as incurred in relation to such legal proceedings as general and administrative expense within the consolidated statements of operations and comprehensive loss. Segment Information Operating segments are identified as components of an enterprise about which separate and discrete financial information is available for evaluation by the chief operating decision maker, the Company’s chief executive officer, in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment and does not track expenses on a program-by-program Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments 2016-13”). 2016-13 held-to-maturity 2019-10, Financial Instruments — Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates 2016-13, No. 2016-13. 2016-13 |
Business Combination
Business Combination | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combination | 2. Business Combination As described in Note 1, on November 20, 2020, F-star in-the-money The purchase price is allocated to the fair value of assets and liabilities acquired as follows in the table below (in thousands, except shares of common stock and fair value per share): Purchase Price Allocation Number of full 4,449,559 Multiplied by fair value per share of common stock $ 4.84 Purchase price $ 21,536 Cash and cash equivalents $ 9,779 Marketable securities 5,000 Prepaid expenses and other assets 935 Operating lease right of use asset 2,784 Intangible assets 4,720 Goodwill 10,451 Accounts payable, accrued expenses and other liabilities (5,453 ) Contingent value rights (2,520 ) Liability and equity based warrants (422 ) Deferred tax liability (576 ) Operating lease liability (3,162 ) Fair value of net assets acquired $ 21,536 |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 3. Net Loss Per Share The following table summarizes the computation of basic and diluted net loss per share of the Company for such periods (in thousands, except share and per share data): Net Loss Per Share For the Three Months Ended For the Six Months Ended 2021 2020 2021 2020 Net loss $ (15,649 ) $ (6,462 ) $ (25,518 ) $ (13,621 ) Weighted average number shares outstanding, basic and diluted 17,022,417 1,830,075 13,083,230 1,829,993 Net loss income per common, basic and diluted $ (0.92 ) $ (3.53 ) $ (1.95 ) $ (7.44 ) Diluted net loss per share of common stock is the same as basic net loss per share of common stock for all periods presented. The following table provides the potentially dilutive securities outstanding, prior to the use of the treasury stock method or if-converted Potential Dilutive Shares For the Three and Six Months 2021 2020 Convertible debt shares — 182,758 Common stock warrants 128,479 — Stock options and RSUs 1,313,522 257,259 |
Property, plant and equipment,
Property, plant and equipment, net | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment, net | 4 Property, plant and equipment, net consisted of the following (in thousands): Property, Plant and Equipment, net June 30, December 31 2021 2020 Leasehold improvements $ 209 $ 15 Laboratory equipment 2,252 1,788 Furniture and office equipment 166 169 2,627 1,972 Less: Accumulated depreciation 1,470 1,183 $ 1,157 $ 789 Depreciation expense for the six months ended June 30, 2021 and 2020 was $0.3 million and $0.3 million, respectively. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5 The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): Fair Value Measurements as of June 30 2021 Using: Level 1 Level 2 Level 3 Total Liabilities: Contingent value rights $ — $ — $ 3,103 $ 3,103 Warrants — — 11 11 $ — $ — $ 3,114 $ 3,114 Fair Value Measurements as of December 31, 2020 Using: Level 1 Level 2 Level 3 Total Liabilities: Contingent value rights $ — $ — $ 2,520 $ 2,520 Warrants — — 37 37 $ — $ — $ 2,557 $ 2,557 The following table reflect s e Change in Level 3 Liabilities November 2016 Private Contingent Value Balance at December 31, 2020 $ 37 $ 2,520 Warrants exercised (26 ) — Change in fair value of CVR — 583 Balance at June 30, 2021 $ 11 $ 3,103 |
Accrued Expenses and other Curr
Accrued Expenses and other Current Liabilities | 6 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and other Current Liabilities | 6. Accrued Expenses and other Current Liabilities Accrued expenses as of June 30, 2021 and December 31, 2020, consisted of the following (in thousands): June 30, December 31 2021 2020 Clinical Trial Costs $ 2,304 $ 3,394 Severance 887 1,953 Compensation and B 1,277 1,361 Professional F 1,518 1,593 Other 314 1,160 $ 6,300 $ 9,461 |
Term Debt
Term Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Term Debt | 7. Term Debt On April 1, 2021, the Company, as borrower, entered into the Loan and Security Agreement with Horizon, as lender and collateral agent for itself. The Loan and Security Agreement provides for four separate and independent $2.5 million term loans (Loan A, Loan B, Loan C, and Loan D), whereby, upon the satisfaction of all the conditions to the funding of the Term Loans, each Term Loan will be delivered by Horizon to the Company in the following manner: (i) Loan A was delivered by Horizon to the Company by April 1, 2021, (ii) Loan B was delivered by Horizon to the Company by April 1, 2021, (iii) Loan C was delivered by Horizon to the Company by June 30, 2021, and (iv) Loan D was delivered by Horizon to the Company by June 30, 2021. The Company may only use the proceeds of the Term Loans for working capital or general corporate purposes as contemplated by the Loan and Security Agreement. On April 1, 2021, the Company drew down $5 million. On June 22, 2021, the Company drew down another $5 million under this facility. The Company incurred $0.3 million of debt issuance costs and issued $0.3 million of warrants. The term note matures on the 48-month The Company may, at its option upon at least five business days’ written notice to Horizon, prepay all or any portion of the outstanding Term Loan by simultaneously paying to Horizon an amount equal to (i) any accrued and unpaid interest on the outstanding principal balance of the Term Loan so prepaid; plus (ii) an amount equal to (A) if such Term Loan is prepaid on or before the Loan Amortization Date (as defined in the Loan and Security Agreement) applicable to such Term Loan, three percent of the then outstanding principal balance of such Term Loan, (B) if such Term Loan is prepaid after the Loan Amortization Date applicable to such Term Loan, but on or before the date that is 12 months after such Loan Amortization Date, two percent of the then outstanding principal balance of such Term Loan, or (C) if such Term Loan is prepaid more than 12) months after the Loan Amortization Date applicable to such Term Loan, one percent of the then outstanding principal balance of such Term Loan; plus (iii) the outstanding principal balance of such Term Loan; plus (iv) all other sums, if any, that had become due and payable under the Loan and Security Agreement. The Company’s debt obligation consisted of the following (in thousands) Term Debt June 30, December 31, 2021 2020 Term Loan A and B due April 2025 $ 5,000 $ — Term Loan C and D due June 2025 5,000 — Term debt 10,000 — Less: Unamortized deferred issuance costs (231 ) — Less: Warrant discount and interest (303 ) — Total debt obligations- long term $ 9,466 $ — |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | 8 Common Stock On March 30, 2021, the Company entered into the 2021 Sales Agreement with SVB Leerink with respect to an ”at-the-market” Upon delivery of a placement notice in April 2021, and subject to the terms and conditions of the 2021 Sales Agreement, SVB Leerink began to sell the Placement Shares. Under the 2021 Sales Agreement, the Company agreed to pay SVB Leerink a commission equal to three percent of the gross sales proceeds of any Placement Shares, and also provided SVB Leerink with customary indemnification and contribution rights. For the three months ended June 30, 2021, the Company issued and sold 979,843 shares, for gross proceeds of $9.5 million, resulting in net proceeds of $9.2 million after deducting sales commissions. On May 6, 2021, the Company terminated the 2021 Sales Agreement. On May 6, 2021, the Company entered into an underwriting agreement with SVB Leerink, as representative of the underwriters, relating to an underwritten public offering of 10.4 million shares of the Company’s common stock, par value $0.0001 per share. The underwritten public offering resulted in gross proceeds of $73.1 million. The Company incurred $4.4 million in issuance costs and $0.5 million of professional fees associated with the underwritten public offering, resulting in net proceeds to the Company of $68.2 million. Warrants In connection with Spring Bank’s initial public offering (“IPO”) in 2016, there was an issuance of warrants to the sole book-running manager to purchase 7,087 shares of common stock. The warrants were exercisable at an exercise price of $60.00 per share and expired on May 5, 2021. During 2016, Spring Bank entered into a definitive agreement with respect to the private placement of 411,184 shares of common stock and warrants to purchase 408,444 shares of common stock (the “November 2016 Private Placement Warrants”) to a group of accredited investors. The November 2016 Private Placement Warrants are exercisable at an exercise price of $43.16 per share and expire on November 23, 2021. The Company evaluated the terms of these warrants and concluded that they are liability-classified. The Company must recognize any change in the value of the warrant liability each reporting period in the statement of operations and comprehensive loss. As of June 30, 2021, the fair value of the November 2016 Private Placement Warrants was approximately $11,000 and 388,451 warrants have been exercised to date. At June 30, 2021, there were 19,993 warrants outstanding. During 2019, Spring Bank entered into a loan agreement with Pontifax Medison Finance (Israel) L.P. and Pontifax Medison Finance (Cayman) L.P., as lenders, and Pontifax Medison Finance GP, L.P., pursuant to which Spring Bank issued to the lenders warrants to purchase 62,500 shares of common stock (the “Pontifax Warrants”). The Pontifax Warrants are exercisable at $8.32 per share and expire on September 19, 2025. The Company evaluated the terms of the warrants and concluded that they should be equity-classified. At June 30, 2021, there were 62,500 warrants outstanding. During 2019, Spring Bank issued warrants to a service provider to purchase 3,750 shares of common stock (the “September 2019 Warrants”). The September 2019 Warrants are exercisable at an exercise price of $16.84 per share and expire on September 19, 2021. The Company evaluated the terms of the warrants and concluded that they should be equity-classified. At June 30, 2021, there were 3,750 warrants outstanding. In connection with the entry into the Loan and Security Agreement, (see Note 7), the Company has issued to Horizon warrants to purchase an aggregate number of shares of the Company’s common stock in an amount equal to $100,000 divided by the exercise w w w per-share 10-day w A summary of the warrant activity for the six months ended June 30, 2021, is as follows: Warrants Outstanding at December 31, 2020 144,384 Exercises (51,054 ) Issued 42,236 Expired (7,087 ) Outstanding at June 30, 2021 128,479 |
Stock Option Plans
Stock Option Plans | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock Option Plans | 9 Incentive Plans On June 14, 2019, as part of a group restructuring, the F-star F-star F-star F-star F-star F-star F-star Awards granted under the 2019 Plan generally vest over a four-year service period with 28% of the award vesting on the first anniversary of the commencement date and the balance vesting monthly over the remaining three years. Awards generally expire 10 years from the date of the grant. For certain senior members of management and directors, the board of directors approved an alternative vesting schedule. As result of the Transaction, the share reserve automatically increased on January 1 st the an were added to Plan effective January 1, 2021 In conjunction with the Transaction, all issued and outstanding F-star F-star F-star F-star Amended and Restated 2015 Stock Incentive Plan In March 2018, the Spring Bank board of directors approved Spring Bank’s Amended and Restated 2015 Stock Incentive Plan (the “Amended and Restated 2015 Plan” and, together with the Spring Bank’s 2014 Stock Incentive Plan (the “2014 Plan ” ), the “Stock Incentive Plans”). Upon receipt of stockholder approval at Spring Bank’s 2018 annual meeting in June 2018, Spring Bank’s 2015 Stock Incentive Plan was amended and restated in its entirety, increasing the authorized number of shares of common stock reserved for issuance by 800,000 shares. Pursuant to the Amended and Restated 2015 Plan, there are 1,666,863 shares authorized for issuance. In addition, to the extent any outstanding awards under the 2014 Plan expire, terminate, or are otherwise surrendered, cancelled or forfeited after the closing of Spring Bank’s IPO, those shares are added to the authorized shares under the Amended and Restated 2015 Plan. The total number of shares authorized for issuance under both the 2014 Plan and the Amended and Restated 2015 Plan is 2,300,000. Pursuant to the Exchange Agreement, all outstanding option s Stock option valuation The fair value of stock option grants is estimated using the Black-Scholes option-pricing model with the following assumptions: Black-Scholes Option-Pricing June 30, December 31 Risk-free interest rate 0.78% 0.17% – 0.42% Expected volatility 90.4% 82.8%-98.3% Expected dividend yield 0% 0% Expected life (in years) 5.1 5.1 Expected Term Volatility F-star F-star Risk-Free Interest Rate zero-coupon Dividend Rate Fair Value of Common Stock F-star Stock Option Activity Number of Weighted Average Weighted Average Aggregate Intrinsic (in years) (in thousands) Outstanding as of December 31, 2020 533,559 $ 3.33 9.30 $ 8,494 Granted 617,886 7.77 9.66 994 Exercised (3,670 ) 0.12 8.16 101 Forfeited and expired (19,212 ) 2.27 9.15 257 Outstanding as of June 30, 2021 1,128,563 5.79 9.11 6,323 Options exercisable at June 30, 2021 150,671 8.35 7.37 1,739 The weighted average grant date fair value of options granted during the six months ended June 30, 2021, and the year ended December 31, 2020, was $6.16 and $14.45 per share, respectively. The total fair value of options vested during the six months ended June 30, 2021, and the year ended December 31, 2020, was $3.0 million and $2.0 million, respectively. Restricted Stock Units Time-Based Restricted Stock Units (RSU) In February 2021, the Company issued 310,385 time-based RSUs to employees and directors under the Amended and Restated 2015 Plan. The weighted average grant date fair value of the time-based RSUs was $8.57 for the six months ended June 30, 2021. The vesting for the time-based RSUs occurs either immediately, after one year or after four years. For the three and six months ended June 30, 2021, the Company recognized approximately $0.5 million and $1.4 million in expenses related to the time-based RSUs. The following table is a rollforward of all RSU activity under the Stock Incentive Plans for the six months ended June 30, 2021: RSU Activity Restricted Weighted- Total nonvested units at December 31, 2020 69,749 $ 11.73 Granted 310,385 8.57 Vested (63,545 ) 8.57 Total nonvested units at June 30, 2021 316,589 $ 9.31 Share-based compensation The Company recorded share-based compensation expense in the following expense categories for the six months ended June 30, 2021, and 2020 of its consolidated statements of operations and comprehensive loss (in thousands): Share-Based Compensation For the Three Months Ended June 30, For the Six Months ended June 30, 2021 2020 2021 2020 Research and development expenses $ 531 $ 169 $ 944 $ 380 General and administrative expenses 1,328 302 3,095 625 $ 1,859 $ 471 $ 4,039 $ 1,005 At June 30, 2021, there was $7.5 million of unrecognized stock-based compensation expense relating to stock options granted pursuant to the Stock Incentive Plans, which will be recognized over th e At June 30, 2021, there was $1.9 million of unrecognized stock-based compensation expense relating to the time-based RSUs granted pursuant to the Stock Incentive Plans, which will be recognized over the weighted-average remaining vesting period of 3.4 years. |
Significant Agreements
Significant Agreements | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Significant Agreements | 10 License and Collaboration agreements For the six months ended June 30, 2021 and 2020, the Company had License and Collaboration agreements (“LCAs”) with Denali and Ares. The following table summarizes the revenue recognized in the Company’s consolidated statements of operations and comprehensive loss from these arrangements, (in thousands): Revenue by Collaboration Partner For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Ares $ — 359 2,800 1,254 Denali — 184 117 644 Total $ — $ 543 $ 2,917 $ 1,898 License and collaboration agreement with Denali Therapeutics, Inc. Summary In August 2016, Biotechnology, F-star (“F-star non-native F-star F-star buy-out-option, F-star pre-negotiated On May 30, 2018, Denali exercised this buy-out F-star F-star As a result of the Acquisition, F-star F-star’s F-star “F-star F-star F-star F-star F-star pre-defined Under the terms of the Denali LCA, Denali was granted the right to nominate up to three Fcab targets for approval (“Accepted Fcab Targets”), within the first three years of the date of the agreement. Upon entering into the Denali LCA, Denali had selected transferring receptor as the first Accepted Fcab Target and paid an upfront fee of $5.5 million to F-star one-time F-star Under the terms of the Denali LCA, F-star Revenue recognition The Company has considered the performance obligations identified in the contracts and concluded that the grant of intellectual property rights is not distinct from the provision of R&D services, as the R&D services are expected to significantly modify the early-stage intellectual property. As a result, the grant of intellectual property rights and the provision of R&D services has been combined into a single performance obligation for this contract. The initial transaction price for first Accepted Fcab Target was deemed to be $7.1 million consisting of $5.0 million for the grant of intellectual property rights and $2.1 million for R&D services, and $5.1 million for the second Accepted Fcab Target consisting of $3.0 million for the grant of intellectual property rights and $2.1 million for R&D services. During the year ended December 31, 2019, the transaction price for the first Accepted Fcab was increased to $6.6 million due to achievement of a $1.5 million milestone that on initial recognition of the Denali LCA was not included in the transaction price, as it was not deemed probable that a reversal would not occur in a future reporting period. All performance obligations in respect of the first Accepted Fcab Target identified in the contract were deemed to have been fully satisfied during the year ended December 31, 2019. All performance obligations in respect of the second Accepted Fcab Target identified in the Denali LCA were deemed to have been fully satisfied in February 2021 and as a result, no revenue was recognized in regard to this target for the three months ended June 30, 2021. In respect of the second Accepted Fcab Target, for the six months ended June 30, 2021 and 2020, the Company recognized $0.1 million and $0.6 million, respectively, and for the three months ended June 20, 2020, the Company recognized $0.2 million. 2019 License and collaboration agreement with Ares Trading S.A. In June 2017, F-star On May 14, 2019, the Ares LCA agreement with Ares was amended and restated to convert the existing purchase option over the entire share capital of Delta to an intellectual property licensing arrangement that included the exclusive grant of development and exploitation rights to one tetravalent bispecific antibody directed against immuno-oncology targets and the option to acquire the exclusive right to an additional antibody. As part of the amended Ares LCA, Delta gained exclusive rights to FS118, now F-star’s proof-of-concept For the exclusive rights granted in relation to the first molecule, an option fee of $11.1 million was paid by Ares to Delta. Following receipt of the option fee, Ares becomes responsible for the development of the molecule and development, regulatory and sales-based royalties become payable to Company upon achievement of specified events. Delta is eligible to receive $71.6 million in development milestones and $83.9 million in regulatory milestones. For the second antibody included within the amended and restated agreement, Delta is obliged to perform research activities under plans agreed by both parties. Ares will pay for all R&D costs half-yearly in advance until the company delivers the data package specified in the research plan. Ares can then elect to pay a fee of $14.0 million to exercise their option to take an exclusive intellectual property license, which allows them to control the development and exploitation of the molecule. Following receipt of the option fee, Ares is responsible for the development of the molecule and development, regulatory and sales-based royalties become payable t o Development milestone payments are triggered upon achievement by each product candidate of a defined stage of clinical development and regulatory milestone payments are triggered upon approval to market a product candidate by the U.S. Food and Drug Administration or other global regulatory authorities. Sales-based milestones are payable based upon aggregate annual worldwide net sales in all indications of all licensed products. Delta is eligible to receive $168.0 million in sales-based milestones. In addition, to the extent that any product candidates covered by the exclusive licenses granted to Ares are commercialized, Delta will be entitled to receive a single digit royalty base d country-by-country On July 15, 2020, a deed of amendment (the “2020 Amendment”) was enacted in respect of the May 13, 2019, amendment to the Ares LCA. The 2020 Amendment had two main purposes (i) to grant additional options to acquire intellectual property rights for a further two molecules; and (ii) to allow Ares to exercise its option early to acquire intellectual property rights to the second molecule included in the agreement as well as to terminate the R&D services. Revenue recognition Management has considered the performance obligations identified in the Ares LCA cost-to-cost cost-to-cost All performance obligations in the original Ares LCA were deemed to have been fully satisfied on termination of the Ares LCA on May 13, 2019, and no further revenue is expected to be recognized. The total transaction price for the Ares LCA, as amended, was initially determined to be $15.4 million, consisting of the upfront payment and research and development funding for the research term. Variable consideration to be paid to the company upon reaching certain milestones had been excluded from the calculation, as at the inception of the contract, it was not probable that a significant reversal of revenue recognized would not occur in a subsequent reporting period. There were two components identified in the 2020 Amendment, each of which was accounted for as a separate performance obligation. The grant of the additional options to acquire intellectual property rights was deemed to be distinct, as the customer can benefit from it on its own, and it is independent of the delivery of other performance obligations in the Ares LCA. Additionally, as the amount of consideration reflects a standalone selling price, the Company determined that the second component is accounted for as a separate contract. For the three and The second component that allows the customer to exercise its option to acquire intellectual property rights early is considered to be a modification of the Ares LCA, as the option is not independent of the R&D services provided under the Ares LCA, and therefore the goods and services are not distinct. The Company updated the transaction price and measure of progress for the performance obligation relating to this molecule. As a result of the 2020 Amendment, the maximum amount payable by Ares on the achievement of certain development and regulatory milestones in the aggregate was increased to $479.3 million, and the maximum amount payable on the achievement of certain commercial milestones was increased to $295.7 million. During During the s ended Summary of Contract Assets and Liabilities Up-front The following table presents changes in the balances of the Company’s contract liabilities (in thousands): Deferred revenue Additions Revenue Impact of exchange Deferred revenue Deferred revenue Ares collaboration $ 37 $ — $ (37 ) $ — $ — Denali collaboration 263 — (117 ) (146 ) — Total deferred revenue $ 300 $ — $ (154 ) $ (146 ) $ — During the six months ended June 30, 2021, all revenue recognized by the Company as a result of changes in the contract liability balances in the respective periods was based on proportional performance. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 1 1 Lease Obligations On January 27, 2021, the Company signed an operating lease for three years for its corporate headquarters in Cambridge, United Kingdom. The Company also has leases for the former Spring Bank headquarters and laboratory space in Hopkinton, Massachusetts, which are being subleased. The Company’s leases have remaining lease terms of approximately 7.3 years for its former principal office and laboratory space, which includes an option to extend the lease for up to five years. The Company’s former locations are being subleased through the remainder of the lease term. Operating lease costs under the leases for the six months ended June 30, 2021, were approximately $0.6 million. Total operating lease costs for the three months ended June 30, 2021, were offset by an immaterial amount for sublease income. The following table summarizes the Company’s maturities of operating lease liabilities as of June 30, 2021 (in thousands): Maturities of Operating Lease Liabilities Periods For the period July 1, 2021 to December 31, 2021 $ 417 2022 843 2023 854 2024 474 2025 486 Thereafter 1,444 Total lease payments $ 4,518 Sublease The Company subleasesthe former Spring Bank offices in Hopkinton, Massachusetts. Operating sublease income under operating lease agreements for the six months ended June 30, 2021, was an immaterial amount. This sublease has a remaining lease terms of 7.3 years. Future expected cash receipts from our sublease as of June 30, 2021, Future Expected Cash Receipts From Sublease Period For the period July 1, 2021 to December 31, 2021 $ 56 2022 462 2023 474 2024 486 2025 498 Thereafter 1,481 Total sublease receipts $ 3,457 Service Agreements As of June 30, 2021, the Company had contractual commitments of $1.9 million with a contract manufacturing organization (“CMO”) for activities that are ongoing or are scheduled to start between three and nine months of the date of the statement of financial position. Under the terms of the agreement with the CMO, the Company is committed to pay for some activities if those activities are cancelled up to three, six or nine months prior to the commencement date. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 1 2 On July 8, 2021, the Company entered into a License Agreement with AstraZeneca under which AstraZeneca will receive global rights to research, develop and commercialize next generation STING inhibitor compounds. Under the terms of the agreement, AstraZeneca is granted exclusive access to and will be responsible for all future research, development and commercialization of the STING inhibitor compounds. F-star F-star F-star F-star F-star See Note 1 for a further description of this CVR. |
Nature of Business and Summar_2
Nature of Business and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”). The accompanying interim financial statements as of June 30, 2021, and for the six and three months ended June 30, 2021 and 2020, and related interim information contained within the notes to the financial statements, are unaudited. In management’s opinion, the unaudited interim consolidated financial statements have been prepared on the same basis as the Company’s audited financial statements and include all adjustments (including normal recurring adjustments) necessary for the fair presentation of the Company’s financial position as of June 30, 2021, results of operations for the three and six months ended June 30, 2021 and 2020, statement of stockholders’ equity for the three and six months ended June 30, 2021 and 2020 and its cash flows for the six months ended June 30, 2021 and 2020. These interim financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes contained in the Company’s Annual Report on Form 10-K |
Principles of Consolidation | Principles of Consolidation The Company’s financial statements have been prepared in conformity with U.S. GAAP. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the ASC and Accounting Standards Updates (“ASU”) of the FASB. The accompanying consolidated financial statements include the accounts of F-star |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of expenses during the reporting years. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the fair value of the assets and liabilities acquired in the transaction between Spring Bank and F-star |
Concentrations of credit risk and of significant suppliers | Concentrations of credit risk and of significant suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains its cash and cash equivalents in financial institutions in amounts that could exceed government-insured limits. The Company does not believe it is subject to additional credit risks beyond those normally associated with commercial banking relationships. The Company is dependent on contract research organizations to provide its clinical trials and third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply its requirements for supplies and raw materials related to these programs. These programs could be adversely affected by a significant interruption in these manufacturing services or the availability of raw materials. |
Property, plant and equipment | Property, plant and equipment Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation expense is recognized using the straight-line method over the estimated useful lives of the respective assets as follows: Estimated Useful Economic Life Leasehold property improvements, right of use assets Lesser of lease term or useful life Laboratory equipment 5 years Furniture and office equipment 3 years |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in right-of-use ROU assets represent the Company’s right to us e |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. When such events occur, the Company compares the carrying amounts of the assets to their undiscounted expected future cash flows. If the undiscounted cash flows are insufficient to recover the carrying value, an impairment loss is recorded for the difference between the carrying value and fair value of the asset. As of June 30, 2021, no such impairment has been recorded. |
License and collaboration arrangements and revenue recognition | License and collaboration arrangements and revenue recognition The Company’s revenues are generated primarily through license and collaboration agreements with pharmaceutical and biotechnology companies. The terms of these arrangements may include (i) the grant of intellectual property rights (IP licenses) to therapeutic drug candidates against specified targets, developed using the Company’s proprietary mAb 2 The terms of these arrangements typically include payment to the Company of one or more of the following: non-refundable, The Company has adopted FASB ASC Topic 606, Revenue from Contracts with Customers Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In determining the appropriate amount of revenue to be recognized under ASC 606, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination as to whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. As part of the accounting for these arrangements, the Company must make significant judgments, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each performance obligation. Once a contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within the contract and determines those that are performance obligations. Arrangements that include rights to additional goods or services that are exercisable at a customer’s discretion are generally considered options. The Company assesses if these options provide a material right to the customer and if so, they are considered performance obligations. Performance obligations are promised goods or services in a contract to transfer a distinct good or service to the customer. The promised goods or services in the Company’s contracts with customers primarily consist of license rights to the Company’s intellectual property for research and development, research and development services, options to acquire additional research and development services, and options to obtain additional licenses, such as a commercialization license for a potential product candidate. Promised goods or services are considered distinct when: (i) the customer can benefit from the good or service on its own or together with other readily available resources; and (ii) the promised good or service is separately identifiable from other promises in the contract. In assessing whether promised goods or services are distinct, the Company considers factors such as the stage of development of the underlying intellectual property, the capabilities of the customer to develop the intellectual property on their own and whether the required expertise is readily available. In addition, the Company considers whether the collaboration partner can benefit from a promise for its intended purpose without the receipt of the remaining promises, whether the value of the promise is dependent on the unsatisfied promises, whether there are other vendors that could provide the remaining promises, and whether it is separately identifiable from the remaining promises. The Company estimates the transaction price based on the amount of consideration the Company expects to receive for transferring the promised goods or services in the contract. The consideration may include both fixed consideration and variable consideration. At the inception of each arrangement that includes variable consideration, the Company evaluates the amount of the potential payments and the likelihood that the payments will be received. The Company utilizes either the most likely amount method or expected value method to estimate variable consideration to include in the transaction price based on which method better predicts the amount of consideration expected to be received. The amount included in the transaction price is constrained to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. At the end of each subsequent reporting period, the Company re-evaluates catch-up After the transaction price is determined, it is allocated to the identified performance obligations based on the estimated standalone selling price. The Company must develop assumptions that require judgment to determine the standalone selling price for each performance obligation identified in the contract. The Company utilizes key assumptions to determine the standalone selling price, which may include other comparable transactions, pricing considered in negotiating the transaction, probabilities of technical and regulatory success and the estimated costs. Certain variable consideration is allocated specifically to one or more performance obligations in a contract when the terms of the variable consideration relate to the satisfaction of the performance obligation and the resulting amounts allocated to each performance obligation are consistent with the amounts the Company would expect to receive for each performance obligation. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) each performance obligation is satisfied at a point in time or over time, and if over time based on the use of an input method. The Company accounts for contract modifications as a separate contract if both of the following conditions are met: (i) the scope of the contract increases because of the addition of promised goods or services that are distinct; and (ii) the price of the contract increases by an amount of consideration that reflects standalone selling prices of the additional promised goods or services and any appropriate adjustments to that price to reflect the circumstances of the particular contract. If a contract modification is deemed to not be a separate contract, then the transaction price is updated and allocated to the remaining performance obligations (both from the existing contract and the modification). Previously recognized revenue for goods and services that are not distinct from the modified goods or services is adjusted based upon an updated measure of progress for the partially satisfied performance obligations. If a contract modification is deemed to be a separate contract, any revenue recognized under the original contract is not retrospectively adjusted and any performance obligations remaining under the original contract continue to be recognized under the terms of that contract. The Company’s collaboration revenue arrangements include the following: Up-front up-front non-refundable, up-front Milestone payments: The Company’s collaboration agreements may include development and regulatory milestones. The Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price using the most likely amount method. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be overcome to achieve the particular milestone in making this assessment. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company’s control or the licensee’s control, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. At the end of each reporting period, the Company re-evaluates n catch-up Customer Options: The Company evaluates the customer options to obtain additional items (i.e., additional license rights) for material rights, or options to acquire additional goods or services for free or at a discount. Optional future services that reflect their standalone selling prices do not provide the customer with a material right and, therefore, are not considered performance obligations and are accounted for as separate contracts. If optional future services include a material right, they are accounted for as performance obligations. The Company determines an estimated standalone selling price of any material rights for the purpose of allocating the transaction price. The Company considers factors such as the identified discount and the probability that the customer will exercise the option. Amounts allocated to a material right are not recognized as revenue until, at the earliest, the option is exercised or expires. Royalties: For arrangements that include sales-based royalties, including milestone payments based on a level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company will recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any revenue related to sales-based royalties or milestone payments based on the level of sales. Research and Development Services: The promises under the Company’s collaboration agreements may include research and development services to be performed by the Company on behalf of the partner. Payments or reimbursements resulting from the Company’s research and development efforts are recognized as the services are performed and presented on a gross basis because the Company is the principal for such efforts. |
Research and development costs | Research and development costs Research and development costs are expensed as incurred. Research and development expenses are comprised of costs incurred in performing research and development activities, including compensation expense, share-based compensation and benefits, facilities costs and laboratory supplies, depreciation, amortization and impairment expense, manufacturing expenses and external costs of outside vendors engaged to conduct preclinical development activities and clinical trials as well as the cost of licensing technology. Typically, upfront payments and milestone payments made for the licensing of technology are expensed as research and development in the period in which they are incurred, except for payments relating for intellectual property rights with future alternative use which will be expensed when the intellectual property is in use. Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. The prepaid amounts are expensed as the related goods are delivered or the services are performed. |
Warrants | Warrants The Company accounts for warrants within stockholders equity or as liabilities based on the characteristics and provisions of each instrument. The Company evaluates outstanding warrants in accordance with ASC 480, Distinguishing Liabilities from Equity Derivatives and Hedging |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for share-based compensation in accordance with ASC 718, “Compensation – Stock Compensation”(“ASC 718”). ASC 718 requires companies to estimate the fair value of equity-based payment awards on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service period in the Company’s consolidated statements of operations and comprehensive loss. The Company records the expense for option awards using a graded vesting method. The Company accounts for forfeitures as they occur. For share-based awards granted to non-employee non-employee The Company reviews stock award modifications when there is an exchange of original award for a new award. The Company calculates for the incremental fair value based on the difference between the fair value of the modified award and the fair value of the original award immediately before it was modified. The Company immediately recognizes the incremental value as compensation cost for vested awards and recognizes, on a prospective basis over the remaining requisite service period, the sum of the incremental compensation cost and any remaining unrecognized compensation cost for the original award on the modification date. The fair value of stock options (“options”) on the grant date is estimated using the Black-Scholes option-pricing model using the single-option approach. The Black-Scholes option pricing model requires the use of highly subjective and complex assumptions, including the option’s expected term and the price volatility of the underlying stock, to determine the fair value of the award. Historically, given the absence of an active market for the ordinary shares of F-star F-star F-star F-star F-star The Company uses the remaining contractual term for the expected life of non-employee The Company classifies share-based compensation expense in its consolidated statements of operations and comprehensive loss in the same manner in which the award recipient’s payroll costs are classified or in which the award recipient’s service payments are classified. |
Fair value measurements of financial instruments | Fair value measurements of financial instruments The Company’s financial instruments consist of cash, accounts payable, CVRs and liability classified warrants. The carrying amounts of cash and accounts payable approximate their fair value due to the short-term nature of those financial instruments. The fair value of CVRs and the liability classified warrants are remeasured to fair value each reporting period. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC Topic 820, Fair Value Measurement ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes between the following: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3 — Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts reflected in the consolidated balance sheets for cash and cash equivalents, and other current assets, research and development incentives receivable, accounts payable and accrued liabilities and other current liabilities approximate their fair values, due to their short-term nature. |
Net loss per share | Net loss per share The Company computes net loss per share in accordance with ASC Topic 260, Earnings Per Share two-class Diluted net (loss) income per share is the same as basic net (loss) income per share for the periods in which the Company had a net loss because the inclusion of outstanding common stock equivalents would be anti-dilutive. |
Income taxes | Income taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined on the basis of the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty the consolidated financial statements by applying a two-step more-likely-than-not Research and development tax credits received in the United Kingdom are recorded as a reduction to research and development expenses. The U.K. research and development tax credit is payable to the Company after surrendering tax losses and is not dependent on current or future taxable income. As a result, it is not reflected as part of the income tax provision If, in the future, any UK research and development tax credits generated are utilized to offset a corporate income tax liability in the United Kingdom, that portion would be recorded as a benefit within the income tax provision and any refundable portion not dependent on taxable income would continue to be recorded as a reduction to research and development expenses. |
Contingencies | Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties, and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential loss range is probable and reasonably estimable under the provisions of the authoritative guidelines that address accounting for contingencies. The Company expenses costs as incurred in relation to such legal proceedings as general and administrative expense within the consolidated statements of operations and comprehensive loss. |
Segment Information | Segment Information Operating segments are identified as components of an enterprise about which separate and discrete financial information is available for evaluation by the chief operating decision maker, the Company’s chief executive officer, in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment and does not track expenses on a program-by-program |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments 2016-13”). 2016-13 held-to-maturity 2019-10, Financial Instruments — Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates 2016-13, No. 2016-13. 2016-13 |
Nature of Business and Summar_3
Nature of Business and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Property Plant and Equipment Useful lives | Depreciation expense is recognized using the straight-line method over the estimated useful lives of the respective assets as follows: Estimated Useful Economic Life Leasehold property improvements, right of use assets Lesser of lease term or useful life Laboratory equipment 5 years Furniture and office equipment 3 years |
Business Combination (Tables)
Business Combination (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract] | |
Summary of Purchase Price is Allocated to the Fair Value of Assets and Liabilities Acquired | The purchase price is allocated to the fair value of assets and liabilities acquired as follows in the table below (in thousands, except shares of common stock and fair value per share): Purchase Price Allocation Number of full 4,449,559 Multiplied by fair value per share of common stock $ 4.84 Purchase price $ 21,536 Cash and cash equivalents $ 9,779 Marketable securities 5,000 Prepaid expenses and other assets 935 Operating lease right of use asset 2,784 Intangible assets 4,720 Goodwill 10,451 Accounts payable, accrued expenses and other liabilities (5,453 ) Contingent value rights (2,520 ) Liability and equity based warrants (422 ) Deferred tax liability (576 ) Operating lease liability (3,162 ) Fair value of net assets acquired $ 21,536 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Computation of Basic and Diluted Net Loss Per Share | The following table summarizes the computation of basic and diluted net loss per share of the Company for such periods (in thousands, except share and per share data): Net Loss Per Share For the Three Months Ended For the Six Months Ended 2021 2020 2021 2020 Net loss $ (15,649 ) $ (6,462 ) $ (25,518 ) $ (13,621 ) Weighted average number shares outstanding, basic and diluted 17,022,417 1,830,075 13,083,230 1,829,993 Net loss income per common, basic and diluted $ (0.92 ) $ (3.53 ) $ (1.95 ) $ (7.44 ) |
Summary of Potentially Dilutive Securities Outstanding Excluded from Computation of Diluted Weighted-Average Shares Outstanding | The following table provides the potentially dilutive securities outstanding, prior to the use of the treasury stock method or if-converted Potential Dilutive Shares For the Three and Six Months 2021 2020 Convertible debt shares — 182,758 Common stock warrants 128,479 — Stock options and RSUs 1,313,522 257,259 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property, plant and equipment, net consisted of the following (in thousands): Property, Plant and Equipment, net June 30, December 31 2021 2020 Leasehold improvements $ 209 $ 15 Laboratory equipment 2,252 1,788 Furniture and office equipment 166 169 2,627 1,972 Less: Accumulated depreciation 1,470 1,183 $ 1,157 $ 789 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Measured at Fair Value | The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): Fair Value Measurements as of June 30 2021 Using: Level 1 Level 2 Level 3 Total Liabilities: Contingent value rights $ — $ — $ 3,103 $ 3,103 Warrants — — 11 11 $ — $ — $ 3,114 $ 3,114 Fair Value Measurements as of December 31, 2020 Using: Level 1 Level 2 Level 3 Total Liabilities: Contingent value rights $ — $ — $ 2,520 $ 2,520 Warrants — — 37 37 $ — $ — $ 2,557 $ 2,557 |
Summary of Change in Company's Level 3 Liabilities, Warrants Issued in a Private Placement | The following table reflect s e Change in Level 3 Liabilities November 2016 Private Contingent Value Balance at December 31, 2020 $ 37 $ 2,520 Warrants exercised (26 ) — Change in fair value of CVR — 583 Balance at June 30, 2021 $ 11 $ 3,103 |
Accrued Expenses and other Cu_2
Accrued Expenses and other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses as of June 30, 2021 and December 31, 2020, consisted of the following (in thousands): June 30, December 31 2021 2020 Clinical Trial Costs $ 2,304 $ 3,394 Severance 887 1,953 Compensation and B 1,277 1,361 Professional F 1,518 1,593 Other 314 1,160 $ 6,300 $ 9,461 |
Term Debt (Tables)
Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The Company’s debt obligation consisted of the following (in thousands) Term Debt June 30, December 31, 2021 2020 Term Loan A and B due April 2025 $ 5,000 $ — Term Loan C and D due June 2025 5,000 — Term debt 10,000 — Less: Unamortized deferred issuance costs (231 ) — Less: Warrant discount and interest (303 ) — Total debt obligations- long term $ 9,466 $ — |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Summary of Warrant Activity | A summary of the warrant activity for the six months ended June 30, 2021, is as follows: Warrants Outstanding at December 31, 2020 144,384 Exercises (51,054 ) Issued 42,236 Expired (7,087 ) Outstanding at June 30, 2021 128,479 |
Stock Option Plans (Tables)
Stock Option Plans (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Valuation | The fair value of stock option grants is estimated using the Black-Scholes option-pricing model with the following assumptions: Black-Scholes Option-Pricing June 30, December 31 Risk-free interest rate 0.78% 0.17% – 0.42% Expected volatility 90.4% 82.8%-98.3% Expected dividend yield 0% 0% Expected life (in years) 5.1 5.1 |
Summary of Option Activity | Stock Option Activity Number of Weighted Average Weighted Average Aggregate Intrinsic (in years) (in thousands) Outstanding as of December 31, 2020 533,559 $ 3.33 9.30 $ 8,494 Granted 617,886 7.77 9.66 994 Exercised (3,670 ) 0.12 8.16 101 Forfeited and expired (19,212 ) 2.27 9.15 257 Outstanding as of June 30, 2021 1,128,563 5.79 9.11 6,323 Options exercisable at June 30, 2021 150,671 8.35 7.37 1,739 |
Summary of RSU Activity | The following table is a rollforward of all RSU activity under the Stock Incentive Plans for the six months ended June 30, 2021: RSU Activity Restricted Weighted- Total nonvested units at December 31, 2020 69,749 $ 11.73 Granted 310,385 8.57 Vested (63,545 ) 8.57 Total nonvested units at June 30, 2021 316,589 $ 9.31 |
Summary of Stock-Based Compensation Expense | The Company recorded share-based compensation expense in the following expense categories for the six months ended June 30, 2021, and 2020 of its consolidated statements of operations and comprehensive loss (in thousands): Share-Based Compensation For the Three Months Ended June 30, For the Six Months ended June 30, 2021 2020 2021 2020 Research and development expenses $ 531 $ 169 $ 944 $ 380 General and administrative expenses 1,328 302 3,095 625 $ 1,859 $ 471 $ 4,039 $ 1,005 |
Significant Agreements (Tables)
Significant Agreements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of License and Collaboration Agreements | For the six months ended June 30, 2021 and 2020, the Company had License and Collaboration agreements (“LCAs”) with Denali and Ares. The following table summarizes the revenue recognized in the Company’s consolidated statements of operations and comprehensive loss from these arrangements, (in thousands): Revenue by Collaboration Partner For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Ares $ — 359 2,800 1,254 Denali — 184 117 644 Total $ — $ 543 $ 2,917 $ 1,898 |
Summary of Contract Assets and Liabilities | The following table presents changes in the balances of the Company’s contract liabilities (in thousands): Deferred revenue Additions Revenue Impact of exchange Deferred revenue Deferred revenue Ares collaboration $ 37 $ — $ (37 ) $ — $ — Denali collaboration 263 — (117 ) (146 ) — Total deferred revenue $ 300 $ — $ (154 ) $ (146 ) $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Maturities of Operating Lease Liabilities | The following table summarizes the Company’s maturities of operating lease liabilities as of June 30, 2021 (in thousands): Maturities of Operating Lease Liabilities Periods For the period July 1, 2021 to December 31, 2021 $ 417 2022 843 2023 854 2024 474 2025 486 Thereafter 1,444 Total lease payments $ 4,518 |
Summary of Future expected cash receipts from subleases | Future expected cash receipts from our sublease as of June 30, 2021, Future Expected Cash Receipts From Sublease Period For the period July 1, 2021 to December 31, 2021 $ 56 2022 462 2023 474 2024 486 2025 498 Thereafter 1,481 Total sublease receipts $ 3,457 |
Nature of Business and Summar_4
Nature of Business and Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Property and Equipment (Detail) | 6 Months Ended |
Jun. 30, 2021 | |
Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | Lesser of lease term or useful life |
Nature of Business and Summar_5
Nature of Business and Summary of Significant Accounting Policies - Additional Information (Detail) | Jul. 08, 2021USD ($) | Jun. 22, 2021USD ($) | May 06, 2021USD ($)$ / sharesshares | Apr. 01, 2021USD ($)Loan | Nov. 20, 2020USD ($)$ / sharesshares | Jun. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2020USD ($) | Mar. 30, 2021USD ($)$ / shares | Dec. 31, 2020USD ($)$ / sharesshares |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Stockholders' Equity, Reverse Stock Split | 1-for-4 | |||||||||
Proceeds from Issuance of Common Stock | $ 77,293,000 | $ 0 | ||||||||
Stock Issued During Period, Shares, Reverse Stock Splits | shares | 4,449,559 | |||||||||
Contingent Consideration Liability | $ 3,100,000 | $ 3,100,000 | $ 2,500,000 | |||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Common stock, shares issued | shares | 20,586,562 | 20,586,562 | 9,100,117 | |||||||
Gross proceeds from issuance of common stock | $ 9,115,000 | $ 9,115,000 | ||||||||
Net proceeds from issuance of common stock | 77,293,000 | $ 0 | ||||||||
Accumulated deficit | 72,686,000 | 72,686,000 | $ 47,168,000 | |||||||
Impairment of long-lived assets | $ 0 | |||||||||
significant conditions or events | F-star expects to incur substantial losses in the foreseeable future as it conducts and expands its research and development activities and clinical trial activities. As of August 13, 2021, the date of issuance of the consolidated financial statements, the Company’s cash and cash equivalents will be sufficient to fund its current operating plan and planned capital expenditures for at least the next 12 months. | |||||||||
Change in amount of contingent consideration, liability | 600,000 | |||||||||
Contingent Consideration [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Fair value change of contingent consideration | 3,100,000 | |||||||||
Term Loan [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Number of loans | Loan | 4 | |||||||||
Long-term line of credit | $ 2,500,000 | |||||||||
Proceeds from lines of credit | $ 5,000,000 | $ 5,000,000 | ||||||||
Contingent Value Rights Agreement [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Percentage Of Net Proceeds | 25.00% | |||||||||
Product Price | $ / shares | $ 1 | |||||||||
Target Payment Amount | $ 18,000,000 | |||||||||
SBPH Sales Agreement [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Proceeds from Issuance of Common Stock | $ 9,100,000 | $ 9,200,000 | ||||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||
Aggregate offering price | $ 50,000,000 | |||||||||
Common stock, shares issued | shares | 979,843 | 979,843 | 979,843 | |||||||
Gross proceeds from issuance of common stock | $ 9,500,000 | $ 9,500,000 | ||||||||
Net proceeds from issuance of common stock | 9,100,000 | $ 9,200,000 | ||||||||
Proceeds from initial public offer | 10,400,000 | |||||||||
License Agreement with AstraZeneca plc [Member] | Subsequent Event [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Upfront fee amount and near term payments amount | $ 12,000,000 | |||||||||
License Agreement with AstraZeneca plc [Member] | Development and sales milestone [Member] | Subsequent Event [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Milestone payments | $ 300,000,000 | |||||||||
License Agreement with AstraZeneca plc [Member] | Contingent Value Rights Agreement [Member] | Subsequent Event [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Percnetage of payments received subject to a agreement will be payable to stockholders | 80.00% | |||||||||
Pre Closing Financing [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Proceeds from Issuance of Common Stock | 15,000,000 | |||||||||
Net proceeds from issuance of common stock | $ 15,000,000 | |||||||||
IPO [Member] | SBPH Sales Agreement [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Proceeds from Issuance of Common Stock | 68,200,000 | |||||||||
Gross proceeds from issuance of common stock | 73,100,000 | |||||||||
Net proceeds from issuance of common stock | 68,200,000 | |||||||||
Issuance cost | 4,400,000 | |||||||||
Professional fees | $ 500,000 | $ 500,000 | ||||||||
Spring Bank [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Stock issued during period, shares, acquisitions | shares | 4,620,618 | |||||||||
Share Exchange Price Per Share | $ / shares | $ 0.1125 | |||||||||
Ownership Percentage by parent | 53.70% | |||||||||
Minority Interest Ownership Percentage | 46.30% | |||||||||
Share Transfer Lock In Period | 180 days |
Business Combination - Summary
Business Combination - Summary of Purchase Price is Allocated to the Fair Value of Assets and Liabilities Acquired (Detail) - USD ($) $ / shares in Units, $ in Thousands | Nov. 20, 2020 | Dec. 31, 2020 | Jun. 30, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 14,926 | $ 15,009 | |
Contingent value rights | $ (440) | $ (2,789) | |
Spring Bank [Member] | |||
Business Acquisition [Line Items] | |||
Number of full common shares | 4,449,559 | ||
Multiplied by fair value per share of common stock | $ 4.84 | ||
Purchase price | $ 21,500 | $ 21,536 | |
Cash and cash equivalents | 9,779 | ||
Marketable securities | 5,000 | ||
Prepaid expenses and other assets | 935 | ||
Operating lease right of use asset | 2,784 | ||
Intangible assets | 4,720 | ||
Goodwill | 10,451 | ||
Accounts payable, accrued expenses and other liabilities | (5,453) | ||
Contingent value rights | (2,520) | ||
Liability and equity based warrants | (422) | ||
Deferred tax liability | (576) | ||
Operating lease liability | (3,162) | ||
Fair value of net assets acquired | $ 21,536 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 20, 2020 | Dec. 31, 2020 |
Spring Bank [member] | ||
Business Acquisition [Line Items] | ||
Consideration | $ 21,500 | $ 21,536 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Computation of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Earnings Per Share, Basic and Diluted [Abstract] | ||||
Net loss | $ (15,649) | $ (6,462) | $ (25,518) | $ (13,621) |
Weighted average number shares outstanding, basic and diluted | 17,022,417 | 1,830,075 | 13,083,230 | 1,829,993 |
Net loss income per common, basic and diluted | $ (0.92) | $ (3.53) | $ (1.95) | $ (7.44) |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Potentially Dilutive Securities Outstanding Excluded from Computation of Diluted Weighted-Average Shares Outstanding (Detail) - shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Convertible Debt Shares [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities outstanding excluded from the computation of diluted weighted-average shares outstanding | 182,758 | |
Common Stock Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities outstanding excluded from the computation of diluted weighted-average shares outstanding | 128,479 | |
Stock Options and RSU [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities outstanding excluded from the computation of diluted weighted-average shares outstanding | 1,313,522 | 257,259 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 2,627 | $ 1,972 |
Less: Accumulated depreciation | 1,470 | 1,183 |
Property and equipment, net | 1,157 | 789 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 209 | 15 |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,252 | 1,788 |
Furniture and Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 166 | $ 169 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 297 | $ 334 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Assets and Liabilities Measured at Fair Value (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Total | $ 3,114 | $ 2,557 |
Contingent Value Rights [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Total | 3,103 | 2,520 |
Warrant Liabilities [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Total | 11 | 37 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Total | 3,114 | 2,557 |
Level 3 | Contingent Value Rights [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Total | 3,103 | 2,520 |
Level 3 | Warrant Liabilities [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities, Total | $ 11 | $ 37 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of change in the Company's Level 3 liabilities, liability based warrants outstanding (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Change in fair value of CVR | $ (583) | $ 0 | $ (583) | $ 0 |
Level 3 | Contingent Value Right [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Balance at December 31, 2020 | 2,520 | |||
Change in fair value of CVR | 583 | |||
Balance at June 30, 2021 | 3,103 | 3,103 | ||
Level 3 | Private Placement [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Balance at December 31, 2020 | 37 | |||
Warrants exercised | (26) | |||
Balance at June 30, 2021 | $ 11 | $ 11 |
Accrued Expenses and other Cu_3
Accrued Expenses and other Current Liabilities - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Accrued Liabilities and Other Liabilities [Abstract] | ||
Clinical Trial Costs | $ 2,304 | $ 3,394 |
Severance | 887 | 1,953 |
Compensation and Benefits | 1,277 | 1,361 |
Professional Fees | 1,518 | 1,593 |
Other | 314 | 1,160 |
Total Accrued expenses and other current liabilities | $ 6,300 | $ 9,461 |
Term Debt - Additional Informat
Term Debt - Additional Information (Detail) $ in Thousands | Jun. 22, 2021USD ($) | Apr. 01, 2021USD ($)Loan | Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) |
Debt Disclosure [Line Items] | |||||
Maturity period | 48 months | ||||
Line of credit facility, interest rate at period end | 6.25% | 6.25% | |||
Line of credit facility, interest rate during period | 3.25% | ||||
Line of credit facility, commitment fee percentage | 3.25% | ||||
Line of credit facility, frequency of payment and payment terms | The Company may, at its option upon at least five business days’ written notice to Horizon, prepay all or any portion of the outstanding Term Loan by simultaneously paying to Horizon an amount equal to (i) any accrued and unpaid interest on the outstanding principal balance of the Term Loan so prepaid; plus (ii) an amount equal to (A) if such Term Loan is prepaid on or before the Loan Amortization Date (as defined in the Loan and Security Agreement) applicable to such Term Loan, three percent of the then outstanding principal balance of such Term Loan, (B) if such Term Loan is prepaid after the Loan Amortization Date applicable to such Term Loan, but on or before the date that is 12 months after such Loan Amortization Date, two percent of the then outstanding principal balance of such Term Loan, or (C) if such Term Loan is prepaid more than 12) months after the Loan Amortization Date applicable to such Term Loan, one percent of the then outstanding principal balance of such Term Loan; plus (iii) the outstanding principal balance of such Term Loan; plus (iv) all other sums, if any, that had become due and payable under the Loan and Security Agreement. | ||||
Debt issuance costs incurred | $ 300 | ||||
Proceeds from issuance of warrants | 326 | $ 0 | |||
Due on April 1 2025 [Member] | |||||
Debt Disclosure [Line Items] | |||||
Long-term line of credit | $ 5,000 | 5,000 | |||
Due on June-22-2025 [Member] | |||||
Debt Disclosure [Line Items] | |||||
Long-term line of credit | $ 5,000 | $ 5,000 | |||
Term Loan [Member] | |||||
Debt Disclosure [Line Items] | |||||
Number of loans | Loan | 4 | ||||
Long-term line of credit | $ 2,500 | ||||
Proceeds from lines of credit | $ 5,000 | $ 5,000 |
Term Debt - Summary of Debt (De
Term Debt - Summary of Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Term debt | $ 10,000 | $ 0 |
Less: Unamortized deferred issuance costs | (231) | 0 |
Less: Warrant discount and interest | (303) | 0 |
Term loan, long-term | 9,466 | 0 |
Term Loan A and B due April 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Term debt | 5,000 | 0 |
Term Loan C and D due June 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Term debt | $ 5,000 | $ 0 |
Term Debt - Summary of Debt (Pa
Term Debt - Summary of Debt (Parenthetical) (Detail) | 6 Months Ended |
Jun. 30, 2021 | |
Term Loan A and B due April 2025 [Member] | |
Debt Instrument [Line Items] | |
Long-term Debt, Maturity month year | 2025-04 |
Term Loan C and D due June 2025 [Member] | |
Debt Instrument [Line Items] | |
Long-term Debt, Maturity month year | 2025-06 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) | May 06, 2021USD ($)$ / sharesshares | Jan. 15, 2021Day$ / sharesshares | Sep. 30, 2019$ / sharesshares | Nov. 30, 2016$ / sharesshares | Jun. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2020USD ($) | Mar. 30, 2021USD ($)$ / shares | Dec. 31, 2020$ / sharesshares |
Class of Stock [Line Items] | |||||||||
Exercise price | $ / shares | $ 9.47 | ||||||||
Shares Exercised During the period | 42,236 | ||||||||
Warrants outstanding | 42,236 | 42,236 | |||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||
Common stock, shares issued | 20,586,562 | 20,586,562 | 9,100,117 | ||||||
Gross proceeds from issuance of common stock | $ | $ 9,115,000 | $ 9,115,000 | |||||||
Debt Conversion, Warrants issued to purchase of common shares | $ | 100,000 | ||||||||
Debt instrument, convertible, threshold trading days | Day | 10 | ||||||||
Proceeds from issuance of common stock, net of issuance costs | $ | $ 77,293,000 | $ 0 | |||||||
September 2019 Warrants [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Exercise price | $ / shares | $ 16.84 | ||||||||
Warrants expiration date | Sep. 19, 2021 | ||||||||
Warrants issued to purchase shares of common stock | 3,750 | ||||||||
Warrants outstanding | 3,750 | ||||||||
IPO Warrants [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Exercise price | $ / shares | $ 60 | $ 60 | |||||||
Warrants expiration date | May 5, 2021 | ||||||||
Warrants issued to purchase shares of common stock | 7,087 | 7,087 | |||||||
Private Placement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Fair value of equity | $ | $ 11,000 | $ 11,000 | |||||||
Exercise price | $ / shares | $ 43.16 | ||||||||
Warrants expiration date | Nov. 23, 2021 | ||||||||
Warrants issued to purchase shares of common stock | 408,444 | ||||||||
Shares Exercised During the period | 388,451 | ||||||||
Warrants outstanding | 19,993 | 19,993 | |||||||
Issuance of common stock | 411,184 | ||||||||
Common Stock Warrants [Member] | Affiliated Entity [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Exercise price | $ / shares | $ 8.32 | ||||||||
Warrants expiration date | Sep. 19, 2025 | ||||||||
Warrants issued to purchase shares of common stock | 62,500 | ||||||||
Warrants outstanding | 62,500 | ||||||||
SBPH Sales Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | |||||||
Common stock, shares issued | 979,843 | 979,843 | 979,843 | ||||||
Gross proceeds from issuance of common stock | $ | $ 9,500,000 | $ 9,500,000 | |||||||
Proceeds from initial public offer | $ | 10,400,000 | ||||||||
Aggregate offering price | $ | $ 50,000,000 | ||||||||
Proceeds from issuance of common stock, net of issuance costs | $ | 9,100,000 | $ 9,200,000 | |||||||
SBPH Sales Agreement [Member] | IPO Warrants [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Gross proceeds from issuance of common stock | $ | 73,100,000 | ||||||||
Issuance cost | $ | 4,400,000 | ||||||||
professional fees | $ | 500,000 | $ 500,000 | |||||||
Proceeds from issuance of common stock, net of issuance costs | $ | $ 68,200,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Warrant Activity (Detail) - Common Stock Warrants [Member] | 6 Months Ended |
Jun. 30, 2021shares | |
Class of Warrant or Right [Line Items] | |
Outstanding, Beginning Balance | 144,384 |
Exercises | (51,054) |
Issued | 42,236 |
Expired | (7,087) |
Outstanding, Ending balance | 128,479 |
Stock Option Plans - Summary of
Stock Option Plans - Summary of Stock Option Valuation (Detail) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Risk-free interest rate | 0.78% | |
Risk free rate, Minimum | 0.17% | |
Risk free rate, Maximum | 0.42% | |
Expected volatility | 90.40% | |
Expected volatility, Minimum | 82.80% | |
Expected volatility, Maximum | 98.30% | |
Expected dividend yield | 0.00% | 0.00% |
Expected life (in years) | 5 years 1 month 6 days | 5 years 1 month 6 days |
Stock Option Plans - Summary _2
Stock Option Plans - Summary of Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jan. 15, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares, Exercised | (42,236) | ||
Two Thousand And Nineteen Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares, Beginning Balance | 533,559 | ||
Number of Shares, Granted | 617,886 | ||
Number of Shares, Exercised | (3,670) | ||
Number of Shares, Forfeited and expired | (19,212) | ||
Number of Shares, Ending balance | 1,128,563 | 533,559 | |
Number of Shares, Exercisable | 150,671 | ||
Weighted average exercise price, Options outstanding, Beginning Balance | $ 3.33 | ||
Weighted average exercise price, Granted | 7.77 | ||
Weighted average exercise price, Exercised | 0.12 | ||
Weighted average exercise price, Forfeited and expired | 2.27 | ||
Weighted average exercise price, Options outstanding, Ending Balance | 5.79 | $ 3.33 | |
Weighted average exercise price, Options exercisable | $ 8.35 | ||
Weighted average contractual term | 9 years 1 month 9 days | 9 years 3 months 18 days | |
Weighted average contractual term, Granted | 9 years 7 months 28 days | ||
Weighted average contractual term, Exercised | 8 years 1 month 28 days | ||
Weighted average contractual term, Forfeited and expired | 9 years 1 month 24 days | ||
Weighted average contractual term ,Exercisable | 7 years 4 months 13 days | ||
Intrinsic Value, Options outstanding | $ 6,323 | $ 8,494 | |
Intrinsic Value, Granted | 994 | ||
Intrinsic Value, Exercised | 101 | ||
Intrinsic Value, Forfeited and expired | 257 | ||
Intrinsic Value, Option exercisable | $ 1,739 |
Stock Option Plans - Summary _3
Stock Option Plans - Summary of RSU Activity (Detail) - Performance-Based Restricted Stock Units [Member] | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested units, Beginning Balance | shares | 69,749 |
Nonvested units, Granted | shares | 310,385 |
Nonvested units, Vested | shares | (63,545) |
Nonvested units, Ending Balance | shares | 316,589 |
Weighted-Average Grant Date Fair Value Nonvested units, Beginning Balance | $ / shares | $ 11.73 |
Weighted-Average Grant Date Fair Value Granted | $ / shares | 8.57 |
Weighted-Average Grant Date Fair Value Vested | $ / shares | 8.57 |
Weighted-Average Grant Date Fair Value Nonvested units, Ending Balance | $ / shares | $ 9.31 |
Stock Option Plans - Summary _4
Stock Option Plans - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1,859 | $ 471 | $ 4,039 | $ 1,005 |
2014 and 2015 Stock Incentive Plans [Member] | Stock Options [Member] | Research and Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 531 | 169 | 944 | 380 |
2014 and 2015 Stock Incentive Plans [Member] | Stock Options [Member] | General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1,328 | $ 302 | $ 3,095 | $ 625 |
Stock Option Plans - Additional
Stock Option Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 25 Months Ended | ||||
Feb. 28, 2021 | Mar. 31, 2018 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock-based compensation expense | $ 1,859 | $ 471 | $ 4,039 | $ 1,005 | |||||
Time Based Restricted Stock Units [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
RSUs issued | 310,385 | ||||||||
Weighted-Average Grant Date Fair Value Granted | $ 8.57 | ||||||||
Stock-based compensation expense | $ 500 | $ 1,400 | |||||||
2019 Equity Incentive Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of authorized shares of common stock to be issued | 2,327,736 | ||||||||
Vesting period | 4 years | ||||||||
Arrangement term | 10 years | ||||||||
Number of shares remain available for grant | 68,842 | 68,842 | 68,842 | ||||||
Unrecognized stock-based compensation expense | $ 7,500 | $ 7,500 | $ 7,500 | ||||||
Weighted-average remaining vesting period | 3 years | ||||||||
Increase in total number of shares outstanding, percentage | 4.00% | ||||||||
Additional shares issued during the period | 364,005 | ||||||||
2019 Equity Incentive Plan [Member] | Time Based Restricted Stock Units [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized stock-based compensation expense | $ 1,900 | $ 1,900 | $ 1,900 | ||||||
Weighted-average remaining vesting period | 3 years 4 months 24 days | ||||||||
2019 Equity Incentive Plan [Member] | Tranche One [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting percentage | 28.00% | ||||||||
2014 and 2015 Stock Incentive Plans [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of authorized shares of common stock to be issued | 2,300,000 | ||||||||
2015 Stock Incentive Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of authorized shares of common stock to be issued | 1,666,863 | ||||||||
Number of shares remain available for grant | 98,831 | 98,831 | 98,831 | ||||||
Number of shares common stock reserved for issuance, increase | 800,000 | ||||||||
Weighted-average fair value of all stock options granted | $ 6.16 | $ 14.45 | |||||||
Fair value of stock options vested | $ 3,000 | $ 2,000 | |||||||
New Ordinary Shares [Member] | 2019 Equity Incentive Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of authorized shares of common stock to be issued | 1,922,241 | ||||||||
Replacement For Grants Under Previous Scheme [Member] | 2019 Equity Incentive Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of authorized shares of common stock to be issued | 405,495 |
Significant Agreements - Summar
Significant Agreements - Summary of License and Collaboration Agreements (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total collaboration revenues | $ 0 | $ 543 | $ 2,917 | $ 1,898 |
Ares [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total collaboration revenues | 0 | 359 | 2,800 | 1,254 |
Denali [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total collaboration revenues | $ 0 | $ 184 | $ 117 | $ 644 |
Significant Agreements - Summ_2
Significant Agreements - Summary of Contract Assets and Liabilities (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Contract With Customer Asset And Liability [Line Items] | |
Deferred revenue balance at January 1, 2021 | $ 300 |
Additions | 0 |
Revenue recognized | (154) |
Impact of exchange rates | (146) |
Deferred revenue balance at June 30, 2021 | 0 |
Ares [Member] | |
Contract With Customer Asset And Liability [Line Items] | |
Deferred revenue balance at January 1, 2021 | 37 |
Additions | 0 |
Revenue recognized | (37) |
Impact of exchange rates | 0 |
Deferred revenue balance at June 30, 2021 | 0 |
Denali [Member] | |
Contract With Customer Asset And Liability [Line Items] | |
Deferred revenue balance at January 1, 2021 | 263 |
Additions | 0 |
Revenue recognized | (117) |
Impact of exchange rates | (146) |
Deferred revenue balance at June 30, 2021 | $ 0 |
Significant Agreements - Additi
Significant Agreements - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 7 Months Ended | 8 Months Ended | 12 Months Ended | |||||
Feb. 28, 2021 | Aug. 31, 2020 | May 31, 2018 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customers revenue recognised under cost method | $ 0 | $ 543 | $ 2,917 | $ 1,898 | |||||||
Phase One Clinical Trial [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customers revenue recognised under cost method | 400 | 1,300 | |||||||||
Denali Holding Limited [member] | License agreement [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Payment received pursuant to license agreement | $ 18,000 | ||||||||||
Business combination liabilities assumed | 200 | ||||||||||
Denali Holding Limited [member] | License agreement [member] | Transferin F Cab Target One [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Upfront Fee Received | $ 5,500 | ||||||||||
Transaction price allocated | $ 7,100 | ||||||||||
Increase in the transaction price | $ 6,600 | ||||||||||
Denali Holding Limited [member] | License agreement [member] | Transferin F Cab Target One [member] | Transferred at Point in Time [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Performance obligation revenue recognized | 1,500 | ||||||||||
Denali Holding Limited [member] | License agreement [member] | Transferin F Cab Target One [member] | For Grant Of Intellecutal Property Rights [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Transaction price allocated | 5,000 | ||||||||||
Denali Holding Limited [member] | License agreement [member] | Transferin F Cab Target One [member] | For Research And Development Services [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Transaction price allocated | 2,100 | ||||||||||
Denali Holding Limited [member] | License agreement [member] | Transferin F Cab Target Two [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Upfront Fee Received | $ 6,000 | ||||||||||
Transaction price allocated | 2,100 | ||||||||||
Performance obligation revenue recognized | $ 0 | $ 200 | 100 | $ 600 | |||||||
Denali Holding Limited [member] | License agreement [member] | Transferin F Cab Target Two [member] | For Grant Of Intellecutal Property Rights [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Transaction price allocated | 5,100 | ||||||||||
Denali Holding Limited [member] | License agreement [member] | Transferin F Cab Target Two [member] | For Research And Development Services [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Transaction price allocated | 3,000 | ||||||||||
Ares Trading [member] | License And Collaboration Agreement [member] | Delta [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Option Payment Received | $ 11,100 | 14,000 | |||||||||
Ares Trading [member] | License And Collaboration Agreement [member] | Development Milestone [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Milestone payment receivable | 71,600 | 71,600 | |||||||||
Ares Trading [member] | License And Collaboration Agreement [member] | Regulatory Milestone [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Milestone payment receivable | 83,900 | 83,900 | |||||||||
Ares Trading [member] | License And Collaboration Agreement [member] | Sales Based Milestone [member] | Delta [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Milestone payment receivable | 168,000 | 168,000 | |||||||||
Ares Trading [member] | License And Collaboration Agreement [member] | Phase Two Clinical Trial [member] | Development Milestone [member] | Delta [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Milestone payment receivable | 48,700 | 48,700 | |||||||||
Ares Trading [member] | License And Collaboration Agreement [member] | Phase Two Clinical Trial [member] | Regulatory Milestone [member] | Delta [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Milestone payment receivable | 61,600 | 61,600 | |||||||||
Ares Trading [member] | Amended And Restated License And Collaboration Agreement [member] | Delta [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Transaction price allocated | $ 15,400 | $ 15,400 | |||||||||
Ares Trading [member] | Amended And Restated License And Collaboration Agreement One [member] | Sales Based Milestone [member] | Delta [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Milestone payment receivable | 295,700 | ||||||||||
Ares Trading [member] | Amended And Restated License And Collaboration Agreement One [member] | Development And Regulatory Milestone [member] | Delta [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Milestone payment receivable | $ 479,300 | ||||||||||
Option fee receivable | $ 2,700 | $ 2,700 | |||||||||
F Star Gamma [member] | Denali Holding Limited [member] | License agreement [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Receivable in respect of license agreeement | 4,000 | ||||||||||
Maximum [member] | F Star Gamma [member] | Denali Holding Limited [member] | License agreement [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Business combination contingent consideration asset | 91,400 | ||||||||||
Maximum [member] | F Star Gamma And Shareholders [member] | Denali Holding Limited [member] | License agreement [member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Business combination contingent consideration asset | $ 437,000 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Maturities of Operating Lease Liabilities (Detail) $ in Thousands | Jun. 30, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
For the period July 1, 2021 to December 31, 2021 | $ 417 |
2022 | 843 |
2023 | 854 |
2024 | 474 |
2025 | 486 |
Thereafter | 1,444 |
Total lease payments | $ 4,518 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Future Expected Cash Receipts From Subleases (Detail) $ in Thousands | Jun. 30, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
For the period July 1, 2021 to December 31, 2021 | $ 56 |
2022 | 462 |
2023 | 474 |
2024 | 486 |
2025 | 498 |
Thereafter | 1,481 |
Total sublease receipts | $ 3,457 |
Commitments and Contingencies_3
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Operating Lease, existence of option to extend | true |
Operating lease costs | $ 0.6 |
Contractual Obligation | $ 1.9 |
Maximum [member] | |
Sublease term | 7 years 3 months 18 days |
Principal Office And Laboratory Space [Member] | |
Operating leases, weighted average remaining lease term | 7 years 3 months 18 days |
Operating leases, extendable lease term | 5 years |
Operating leases, option to extend lease | an option to extend the lease for up to five years |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] - License Agreement with AstraZeneca plc [Member] $ in Millions | Jul. 08, 2021USD ($) |
Subsequent Event [Line Items] | |
Upfront fee amount and near term payments amount | $ 12 |
Development and Sales Milestone [Member] | |
Subsequent Event [Line Items] | |
Milestone payments | $ 300 |
Contingent Value Rights Agreement [Member] | |
Subsequent Event [Line Items] | |
Percnetage of payments received subject to a agreement will be payable to stockholders | 80.00% |