Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | May 13, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Entity Registrant Name | Checkmate Pharmaceuticals, Inc. | |
Entity Central Index Key | 0001651431 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, State or Province | DE | |
Entity Address, Country | MA | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | CMPI | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 21,625,891 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 39,127 | $ 43,055 |
Restricted cash | 20 | 20 |
Short-term investments | 46,684 | 51,831 |
Prepaid expenses and other current assets | 8,229 | 7,195 |
Total current assets | 94,060 | 102,101 |
Investments, non-current | 25,647 | 30,973 |
Total assets | 119,707 | 133,074 |
Current Liabilities: | ||
Accounts payable | 2,086 | 2,297 |
Accrued expenses | 5,225 | 5,578 |
Total current liabilities | 7,311 | 7,875 |
Total liabilities | 7,311 | 7,875 |
Commitments and Contingencies (Note 9) | ||
Stockholders' Equity (Deficit): | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized as of March 31, 2021 and December 31, 2020; no shares outstanding as of March 31, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.0001 par value; 300,000,000 authorized as of March 31, 2021 and December 31, 2020; 21,619,623 and 21,560,398 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 2 | 2 |
Additional paid-in capital | 266,676 | 265,342 |
Accumulated other comprehensive gain (loss) | (83) | (74) |
Accumulated deficit | (154,199) | (140,071) |
Total stockholders' equity | 112,396 | 125,199 |
Total liabilities and stockholders' equity | $ 119,707 | $ 133,074 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Common stock par value per share | $ 0.0001 | $ 0.0001 |
Common stock number of shares authorised | 300,000,000 | 300,000,000 |
Common stock number of shares issued | 21,619,623 | 21,560,398 |
Common stock number of shares outstanding | 21,619,623 | 21,560,398 |
Preferred stock par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock number of shares authorised | 10,000,000 | 10,000,000 |
Preferred stock number of shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations And Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating expenses: | ||
Research and development | $ 10,378 | $ 6,313 |
General and administrative | 3,803 | 1,510 |
Total operating expenses | 14,181 | 7,823 |
Loss from operations | (14,181) | (7,823) |
Other income: | ||
Interest income | 53 | 22 |
Total other income | 53 | 22 |
Net loss | (14,128) | (7,801) |
Net loss | (14,128) | (7,801) |
Accretion of issuance costs on redeemable convertible preferred stock | (27) | |
Accrued dividends on redeemable convertible preferred stock | (1,770) | |
Net loss attributable to common stockholders | $ (14,128) | $ (9,598) |
Weighted-average common shares outstanding—basic and diluted | 21,582,143 | 1,488,489 |
Net loss per share attributable to common stockholders—basic and diluted | $ (0.65) | $ (6.45) |
Comprehensive loss: | ||
Net loss | $ (14,128) | $ (7,801) |
Unrealized loss on available-for-sale investments | (9) | |
Comprehensive loss | $ (14,137) | $ (7,801) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock And Stockholders' (Deficit) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Gain/(Loss) [Member] | Series A Redeemable Convertible Preferred Stock [Member]Preferred Stock [Member] | Series B Redeemable Convertible Preferred Stock [Member]Preferred Stock [Member] |
Beginning balance at Dec. 31, 2019 | $ 32,482 | $ 64,446 | |||||
Beginning balance, shares at Dec. 31, 2019 | 25,000,000 | 26,283,386 | |||||
Beginning balance at Dec. 31, 2019 | $ (97,436) | $ 1 | $ (97,437) | ||||
Beginning balance, shares at Dec. 31, 2019 | 1,488,489 | ||||||
Issuance of series redeemable convertible preferred, shares | 3,688,898 | ||||||
Issuance of series redeemable convertible preferred | $ 7,973 | ||||||
Accretion of issuance costs related to redeemable convertible preferred stock | (27) | (27) | 27 | ||||
Exercise of series B preferred stock tranche right | 300 | 300 | |||||
Stock-based compensation expense | 101 | $ 101 | |||||
Accrued dividends on redeemable convertible preferred stock | (1,770) | (101) | (1,669) | $ 498 | 1,272 | ||
Net loss | (7,801) | (7,801) | |||||
Ending balance at Mar. 31, 2020 | $ 32,980 | $ 74,018 | |||||
Ending balance, shares at Mar. 31, 2020 | 25,000,000 | 29,972,284 | |||||
Ending balance at Mar. 31, 2020 | (106,933) | $ 1 | (106,934) | ||||
Ending balance, shares at Mar. 31, 2020 | 1,488,489 | ||||||
Beginning balance at Dec. 31, 2020 | 125,199 | $ 2 | 265,342 | (140,071) | $ (74) | ||
Beginning balance, shares at Dec. 31, 2020 | 21,560,398 | ||||||
Exercise of stock options | 118 | 118 | |||||
Exercise of stock options, shares | 59,225 | ||||||
Stock-based compensation expense | 1,216 | 1,216 | |||||
Unrealized loss on available-for-sale investments | (9) | (9) | |||||
Net loss | (14,128) | (14,128) | |||||
Ending balance at Mar. 31, 2021 | $ 112,396 | $ 2 | $ 266,676 | $ (154,199) | $ (83) | ||
Ending balance, shares at Mar. 31, 2021 | 21,619,623 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock And Stockholders' (Deficit) (Parenthetical) - Series B Redeemable Convertible Preferred Stock [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($)$ / shares | |
Shares Issued, Price Per Share | $ / shares | $ 2.1687 |
Cash paid for redeemable convertible preferred stock issuance | $ | $ 27 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (14,128) | $ (7,801) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock based compensation | 1,216 | 101 |
Amortization/accretion of investments | 202 | |
Change in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (1,033) | (180) |
Accounts payable | (210) | 10 |
Accrued expenses | (354) | (380) |
Net cash used in operating activities | (14,307) | (8,250) |
Cash flows from investing activities | ||
Purchases of investments | (10,239) | |
Maturities of investments | 20,500 | |
Net cash provided by investing activities | 10,261 | |
Cash flows from financing activities | ||
Proceeds from stock option exercises | 118 | |
Proceeds from issuance of convertible preferred stock, net | 7,973 | |
Net cash provided by financing activities | 118 | 7,973 |
Net decrease in cash, cash equivalents and restricted cash | (3,928) | (277) |
Cash, cash equivalents and restricted cash at beginning of period | 43,075 | 4,205 |
Cash, cash equivalents and restricted cash at end of period | $ 39,147 | 3,928 |
Supplemental disclosure of non-cash financing activities: | ||
Accretion of issuance costs related to redeemable convertible preferred stock | 27 | |
Exercise of Series B preferred stock tranche right | 300 | |
Accrued dividends on redeemable convertible preferred stock | $ 1,770 |
Nature of Business
Nature of Business | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | 1 – N ATURE OF USINESS Nature of Business Checkmate Pharmaceuticals, Inc. (“Checkmate” or the “Company”), headquartered in Cambridge, Massachusetts, is a clinical stage biotechnology company incorporated under the laws of the State of Delaware in July 2015 that is focused on developing and commercializing its proprietary technology to harness the power of the immune system to combat cancer. Since its inception, the Company has devoted substantially all of its efforts to the research and development activities, including recruiting management and technical staff, raising capital, producing materials for non-clinical Initial Public Offering On August 11, 2020, the Company closed its initial public offering (“IPO”), at which time the Company issued and sold 5,000,000 shares of its common stock, at a price to the public of $15.00 per share. On September 3, 2020, the underwriters of the IPO exercised a portion of their overallotment option by purchasing an additional 109,861 shares from the Company at the IPO price. The Company received approximately $67.7 million in net proceeds, inclusive of the over-allotment exercise and after deducting underwriting discounts and commissions and other offering expenses payable by the Company. In connection with the closing of the IPO, all outstanding shares of the Company’s preferred stock were converted into 14,948,241 shares of the Company’s common stock. On July 31, 2020, the Company effected a one-for-7.4771 All shares, stock options, warrants, redeemable convertible preferred stock conversion prices, ratios and per share information presented in the condensed consolidated financial statements have been adjusted to reflect the reverse stock split on a retroactive basis for all periods presented. The par value per share and the authorized number of shares of common stock were not adjusted as a result of the reverse stock split. Risks and Uncertainties The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, the outcome of clinical trials, development by competitors of new therapeutics and technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, ability to secure additional capital to fund operations, and risks associated with the ongoing COVID-19 The Company may seek additional funding through private or public equity financings, debt financings, collaborations, strategic alliances and marketing, distribution or licensing agreements. If the Company is unable to obtain additional funding, the Company may be forced to delay, reduce or eliminate some or all of its research and development programs, product portfolio expansion or commercialization efforts, which could adversely affect its business prospects, or the Company may be unable to continue operations. Although management continues to pursue these plans, there is no assurance that the Company will be successful in obtaining sufficient funding on terms acceptable to the Company to fund continuing operations, if at all. The Company expects that its cash, cash equivalents and available-for-sale million as of March 31, 2021 will be sufficient to fund its operating expenses and capital requirements for at least 12 months beyond the date of issuance of these condensed consolidated financial statements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2 – S UMMARY OF IGNIFICANT CCOUNTING OLICIES The Company’s significant accounting policies are described in Note 2, Summary of Significant Accounting Policies 10-K. Basis of Presentation The accompanying condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and include the accounts of the Company and its wholly owned subsidiary Checkmate Pharmaceuticals Security Corporation. Any reference in these notes to applicable guidance is meant to refer to the authoritative accounting principles generally accepted in the United States as found in the Accounting Standard Codification (ASC) and Accounting Standards Update (ASU) of the Financial Accounting Standards Board (FASB). Unaudited interim financial information The accompanying interim condensed consolidated financial statements and related disclosures are unaudited and have been prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q S-X 10-K. Use of estimates The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses and the valuation of common stock in connection with issuance of stock-based awards before known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions. Recently issued accounting pronouncement In June 2016, the FASB issued ASU 2016-13, 2016-13 No. 2019-05, No. 2019-11 No. 2016-13, |
Investments And Fair Value Meas
Investments And Fair Value Measurement | 3 Months Ended |
Mar. 31, 2021 | |
Investments, Fair Value Disclosure [Abstract] | |
Investments And Fair Value Measurement | 3 – I NVESTMENTS AND AIR ALUE EASUREMENT The following tables summarizes the amortized cost and estimated fair value of the Company’s investments, which are considered to be available-for-sale As of March 31, 2021 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Short-term Investments, non-current (in thousands) Commercial Paper $ 31,476 $ 2 $ (3 ) $ 31,475 $ 31,475 $ — Corporate debt securities 40,938 1 (83 ) 40,856 15,209 25,647 Total $ 72,414 $ 3 $ (86 ) $ 72,331 $ 46,684 $ 25,647 As of December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Short-term Investments, non-current (in thousands) Commercial Paper $ 42,709 $ 8 $ (16 ) $ 42,701 $ 42,701 $ — Corporate debt securities 41,169 — (66 ) 41,103 10,130 30,973 Total $ 83,878 $ 8 $ (82 ) $ 83,804 $ 52,831 $ 30,973 The amortized cost and estimated fair value of investments by contractual maturity at March 31, 2021 are as follows: Amortized Cost Estimated Fair Value (in thousands) Due in one year or less $ 46,703 $ 46,684 Due after one year through two years 25,711 25,647 $72,414 $72,331 At March 31, 2021 there were no available-for-sale available-for-sale The following tables set forth the fair value of the Company’s financial assets and liabilities by level within the fair value hierarchy that are measured at fair value on a recurring basis: March 31, 2021 Level 1 Level 2 Level 3 Total (in thousands) Assets: Money markets funds (included in cash equivalents) $ 26,881 $ — $ — $ 26,881 Commercial paper — 31,475 — 31,475 Corporate debt securities — 40,856 — 40,856 Total assets $ 26,881 $ 72,331 $ — $ 99,212 December 31, 2020 Level 1 Level 2 Level 3 Total (in thousands) Assets: Money markets funds (included in cash equivalents) $ 7,839 $ — $ — $ 7,839 Commercial paper — 42,701 — 42,701 Corporate debt securities — 41,103 — 41,103 Total assets $ 7,839 $ 83,804 $ — $ 91,643 Investments classified as Level 2 within the valuation hierarchy consist of commercial paper and corporate debt securities. The Company estimates the fair values of these marketable securities by taking into consideration valuations obtained from third-party pricing sources. |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 4 – A CCRUED XPENSES Accrued expenses consist of the following: March 31, December 31, 2021 2020 (in thousands) Payroll and employee related expenses $ 1,107 $ 1,555 External research and development 3,762 3,633 Other accrued expenses 356 390 Total accrued expenses $ 5,225 $ 5,578 |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock | 5 – R EDEEMABLE ONVERTIBLE REFERRED TOCK As of December 31, 2019, the Company had issued Series A redeemable convertible preferred stock and Series B convertible preferred stock (the “Series B Preferred Stock”). In January 2020, the Company issued 3,688,898 additional shares of Series B Preferred Stock at a price of $2.16867 per share, resulting in net proceeds received of $8.0 million. The rights and preferences of the Series B Preferred Stock issued in January 2020 were are identical to Series B Preferred Stock issued in prior periods. As a result of the issuance, the fair value of the associated outstanding Series B tranche right liability of $0.3 million was reclassified to Series B Preferred Stock. On August 11, 2020, in connection with the closing of the IPO, all outstanding shares of the Company’s preferred stock were converted into 14,948,241 shares of common stock. As a result of the conversion, the Company reclassified the carrying value of its preferred stock, which included all cumulative but unpaid dividends, to common stock and additional paid-in-capital |
Equity
Equity | 3 Months Ended |
Mar. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Equity | 6 – E QUITY The holders of the common stock are entitled to one vote for each share of common stock held at all meetings of stockholders. Common stockholders are entitled to receive dividends declared out of funds legally available, subject to the payment in full of all preferential dividends to which the holders of preferred stock are entitled. On August 11, 2020, the Company filed a restated certificate of incorporation in the State of Delaware, which, among other things, restated the number of shares of all classes of stock that the Company has authority to issue up to 310,000,000 shares, consisting of (i) 300,000,000 shares of common stock, $0.0001 par value per share, and (ii) 10,000,000 shares of preferred stock, $0.0001 par value per share. The shares of preferred stock are currently undesignated and no shares are outstanding. Also on August 11, 2020, the Company completed its IPO, pursuant to which it issued and sold 5,109,861 shares of common stock, inclusive of 109,861 shares sold by the Company pursuant to the full exercise of the underwriters’ option to purchase additional shares. The aggregate net proceeds received by the Company from the IPO were $67.7 million, after deducting underwriting discounts and commissions and other offering costs. Upon the closing of the IPO, all of the shares of the Company’s outstanding redeemable convertible preferred stock then outstanding automatically converted into 14,948,241 shares of common stock. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 7 – S TOCK BASED OMPENSATION Total stock-based compensation expense was classified in the accompanying condensed consolidated statements of operations and comprehensive loss as follows: Three Months Ended March 31, 2021 2020 (in thousands) Research and development $ 486 $ 40 General and administrative 730 61 Total stock-based compensation expense $ 1,216 $ 101 During the three months ended March 31, 2021, the Company granted options with service-based vesting conditions for the purchase of 728,500 shares of common stock with a weighted average exercise price of $13.85 per share and a weighted average grant-date fair value of $9.64 per share. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 8 – N ET OSS ER HARE Net Loss Per Share Attributable To Common Stockholders Because the Company reports a net loss attributable to common stockholders, basic and diluted net loss per share attributable to common stockholders are the same for both years presented. All preferred stock, unvested restricted stock, and stock options have been excluded from the computation of diluted weighted-average shares outstanding because such securities would have an antidilutive impact. The following common stock equivalents outstanding at March 31, 2021 and 2020 have been excluded from the calculation of diluted net loss per share because their inclusion would have been antidilutive: March 31, 2021 2020 Options to purchase common stock 3,178,556 1,073,044 Redeemable convertible preferred stock — 7,843,366 |
Commitments And Contingencies
Commitments And Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | 9 – C OMMITMENTS ND ONTINGENCIES Operating Lease The Company has a month-to-month Clinical Trial Collaboration and Supply Agreements On December 7, 2020, the Company entered into the Master Clinical Trial Collaboration Agreement (“MCTCA”) with Bristol-Myers Squibb Company (“BMS”). The MCTCA dictates the general terms that govern specific collaborative studies between the companies, including the Company’s Phase 2 refractory melanoma study and Phase 2 front-line melanoma study (collectively, the “collaborative studies”). Pursuant to the MCTCA, BMS agreed to provide nivolumab, a drug to be used in combination with vidutolimod in the collaborative studies, at its own expense. As part of the MCTCA, the parties granted each other non-exclusive On August 22, 2018, the Company entered into the Clinical Trial Collaboration and Supply Agreement (“CTCSA”) with an affiliate of Merck KGaA (“Merck”) and Pfizer Inc. (“Pfizer”) (Merck and Pfizer together are referred to herein as the “Alliance”). Pursuant to the CTCSA, the Company, and the Alliance will each provide compound drug product that will be dosed concurrently or in combination in a clinical trial sponsored by Pfizer. This agreement was amended on March 4, 2019. In addition to providing a compound drug product to be used in the clinical trial, the Company will reimburse Pfizer for each patient dosed in the study using the Company’s compound at a specified rate outlined in the CTCSA. In no event will the amount of costs due by the Company to Pfizer exceed $4.0 million over the term of the CTCSA. The costs of services performed, and material used in connection with the research and development activities of the CTCSA, including reimbursements due to Pfizer, are included in research and development costs and expensed as incurred. The Company incurred $1.0 million and $0.5 million of expense during the years ended December 31, 2020 and 2019, respectively. By mutual agreement of the Company and the Alliance, the clinical trial was discontinued in 2020, and the Company does not expect to incur any further costs in connection with the CTCSA. License Agreement In June 2015, the Company entered into an exclusive license agreement with Cytos Biotechnology LTD (now Kuros Biosciences AG or Kuros) as amended in August 2017 and as further amended in January 2018 (the Kuros License Agreement). Pursuant to the Kuros License Agreement, in return for payments made, the Company was granted an exclusive, royalty-bearing, sublicensable, worldwide license, under all of Kuro’s intellectual property rights, including any intellectual property rights arising during the term of the agreement, to commercially develop, manufacture, use, distribute, and sell certain therapeutic products, including vidutolimod, (the Licensed Products) for the diagnosis, treatment and prevention of all indications in humans and animals. Under the terms of the Kuros License Agreement, the Company is required to use commercially reasonable efforts to develop at least one Licensed Product. Under the Kuros License Agreement, the Company agreed to make payments to Kuros for each product that achieves certain development and regulatory milestones, including payments of up to $56.0 million for the Company’s current oncology programs. As of March 31, 2021, the Company has incurred license fees and milestone payments totaling $4.3 million pursuant to the Kuros License Agreement. These payments are comprised of: (i) a license fee of $1.0 million which was recognized in research and development expense in 2015, (ii) a $1.0 million milestone payment in connection with the dosing of the first patient in our first Phase 1 clinical trial, which was recognized in research and development expense in 2016, (iii) a $0.3 million license amendment fee in connection with the signing of the second amendment to the Kuros License Agreement, which was recognized in research and development expense in 2018, and (iv) a $2.0 million milestone payment in connection with the dosing of the first patient in the Phase 2 first-line melanoma trial for vidutolimod, which was recognized in the statement of operations for the three months ended March 2021 and paid in April 2021. In addition, the Company announced initiation of patient dosing in a Phase 2 anti-PD-1 The Company is also required to pay tiered royalties of high single-digit to low teens percentages on annual net sales of Licensed Products that are covered by a licensed patent, as well as royalties at 50% of the foregoing amounts with respect to sales of Licensed Products that are not covered by a licensed patent, but are covered by licensed know-how. The the last-to-expire royalty Other Contingencies During the ordinary course of its operations, the Company may become a party to contractual disputes, litigation, and potential claims. The Company does not believe that the resolution of any of these matters, if any, will have a material adverse effect on its financial position or results of operations. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 10 – S UBSEQUENT VENTS On May 4, 2021, the Company announced initiation of patient dosing in a Phase 2 trial intended to assess the efficacy and safety of vidutolimod in combination with nivolumab for the treatment of patients with anti-PD-1 On May 10, 2021, the Company entered into a Supply and Non-Exclusive anti-PD-1 anti-PD-1 and anti-PD-1 non-exclusive The Company does not expect any future consideration to be payable to Regeneron pursuant to the SNLA . |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and include the accounts of the Company and its wholly owned subsidiary Checkmate Pharmaceuticals Security Corporation. Any reference in these notes to applicable guidance is meant to refer to the authoritative accounting principles generally accepted in the United States as found in the Accounting Standard Codification (ASC) and Accounting Standards Update (ASU) of the Financial Accounting Standards Board (FASB). |
Unaudited interim financial information | Unaudited interim financial information The accompanying interim condensed consolidated financial statements and related disclosures are unaudited and have been prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q S-X 10-K. |
Use of Estimates | Use of estimates The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses and the valuation of common stock in connection with issuance of stock-based awards before known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions. |
Recently issued accounting pronouncement | Recently issued accounting pronouncement In June 2016, the FASB issued ASU 2016-13, 2016-13 No. 2019-05, No. 2019-11 No. 2016-13, |
Investments And Fair Value Me_2
Investments And Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Investments, Fair Value Disclosure [Abstract] | |
Summary of Amortized cost and estimated fair value of investments | The following tables summarizes the amortized cost and estimated fair value of the Company’s investments, which are considered to be available-for-sale As of March 31, 2021 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Short-term Investments, non-current (in thousands) Commercial Paper $ 31,476 $ 2 $ (3 ) $ 31,475 $ 31,475 $ — Corporate debt securities 40,938 1 (83 ) 40,856 15,209 25,647 Total $ 72,414 $ 3 $ (86 ) $ 72,331 $ 46,684 $ 25,647 As of December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Short-term Investments, non-current (in thousands) Commercial Paper $ 42,709 $ 8 $ (16 ) $ 42,701 $ 42,701 $ — Corporate debt securities 41,169 — (66 ) 41,103 10,130 30,973 Total $ 83,878 $ 8 $ (82 ) $ 83,804 $ 52,831 $ 30,973 |
Summary of Amortized cost and estimated fair value of investments by contractual maturity | The amortized cost and estimated fair value of investments by contractual maturity at March 31, 2021 are as follows: Amortized Cost Estimated Fair Value (in thousands) Due in one year or less $ 46,703 $ 46,684 Due after one year through two years 25,711 25,647 $72,414 $72,331 |
Schedule of Fair Value Assets And Liabilities Measured On Recurring Basis | The following tables set forth the fair value of the Company’s financial assets and liabilities by level within the fair value hierarchy that are measured at fair value on a recurring basis: March 31, 2021 Level 1 Level 2 Level 3 Total (in thousands) Assets: Money markets funds (included in cash equivalents) $ 26,881 $ — $ — $ 26,881 Commercial paper — 31,475 — 31,475 Corporate debt securities — 40,856 — 40,856 Total assets $ 26,881 $ 72,331 $ — $ 99,212 December 31, 2020 Level 1 Level 2 Level 3 Total (in thousands) Assets: Money markets funds (included in cash equivalents) $ 7,839 $ — $ — $ 7,839 Commercial paper — 42,701 — 42,701 Corporate debt securities — 41,103 — 41,103 Total assets $ 7,839 $ 83,804 $ — $ 91,643 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued expenses consist of the following: March 31, December 31, 2021 2020 (in thousands) Payroll and employee related expenses $ 1,107 $ 1,555 External research and development 3,762 3,633 Other accrued expenses 356 390 Total accrued expenses $ 5,225 $ 5,578 |
Stock-Based Compensation - (Ta
Stock-Based Compensation - (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Total Stock-Based Compensation Expense | Total stock-based compensation expense was classified in the accompanying condensed consolidated statements of operations and comprehensive loss as follows: Three Months Ended March 31, 2021 2020 (in thousands) Research and development $ 486 $ 40 General and administrative 730 61 Total stock-based compensation expense $ 1,216 $ 101 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Potentially Dilutive Shares Excluded From The Calculation of Diluted Net Loss | The following common stock equivalents outstanding at March 31, 2021 and 2020 have been excluded from the calculation of diluted net loss per share because their inclusion would have been antidilutive: March 31, 2021 2020 Options to purchase common stock 3,178,556 1,073,044 Redeemable convertible preferred stock — 7,843,366 |
Nature of Business - Additional
Nature of Business - Additional Information (Detail) $ / shares in Units, $ in Millions | Sep. 03, 2020shares | Aug. 11, 2020USD ($)$ / sharesshares | Jul. 31, 2020 | Mar. 31, 2021USD ($) |
Subsidiary, Sale of Stock [Line Items] | ||||
Proceeds from initial public offering of common stock, net of underwriting discounts, commissions and issuance costs | $ | $ 67.7 | |||
Cash and cash equivalrents and short term investments | $ | $ 111.5 | |||
Common Stock [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Reverse stock split, conversion ratio | 7.4771 | |||
Description of the reverse stock split arrangement | On July 31, 2020, the Company effected a one-for-7.4771 reverse stock split of its common stock. All shares, stock options, warrants, redeemable convertible preferred stock conversion prices, ratios and per share information presented in the condensed consolidated financial statements have been adjusted to reflect the reverse stock split on a retroactive basis for all periods presented. The par value per share and the authorized number of shares of common stock were not adjusted as a result of the reverse stock split. | |||
Convertible Preferred Stock, Shares Issued upon Conversion | 14,948,241 | |||
IPO [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares Issued During Period | 5,109,861 | |||
Proceeds from initial public offering of common stock, net of underwriting discounts, commissions and issuance costs | $ | $ 67.7 | |||
Convertible Preferred Stock, Shares Issued upon Conversion | 14,948,241 | |||
IPO [Member] | Common Stock [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares Issued During Period | 5,000,000 | |||
Shares Issued, Price Per Share | $ / shares | $ 15 | |||
Over-Allotment Option [Member] | Common Stock [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares Issued During Period | 109,861 |
Investments And Fair Value Me_3
Investments And Fair Value Measurement - Summary Of Amortized Cost And Estimated Fair Value Of Investment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost | $ 72,414 | $ 83,878 |
Debt Securities, Available-for-sale, Unrealized Gain | 3 | 8 |
Debt Securities, Available-for-sale, Unrealized Loss | (86) | (82) |
Debt Securities, Available-for-sale, Fair Value | 72,331 | 83,804 |
Debt Securities, Available-for-sale, Short-term Investments | 46,684 | 51,831 |
Debt Securities, Available-for-sale, Investments, non-current | 25,647 | 30,973 |
Commercial Paper [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost | 31,476 | 42,709 |
Debt Securities, Available-for-sale, Unrealized Gain | 2 | 8 |
Debt Securities, Available-for-sale, Unrealized Loss | (3) | (16) |
Debt Securities, Available-for-sale, Fair Value | 31,475 | 42,701 |
Debt Securities, Available-for-sale, Short-term Investments | 31,475 | 42,701 |
Corporate Debt Securities [Member] | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost | 40,938 | 41,169 |
Debt Securities, Available-for-sale, Unrealized Gain | 1 | |
Debt Securities, Available-for-sale, Unrealized Loss | (83) | (66) |
Debt Securities, Available-for-sale, Fair Value | 40,856 | 41,103 |
Debt Securities, Available-for-sale, Short-term Investments | 15,209 | 10,130 |
Debt Securities, Available-for-sale, Investments, non-current | $ 25,647 | $ 30,973 |
Investments And Fair Value Me_4
Investments And Fair Value Measurement - Summary Of Amortized Cost And Estimated Fair Value Of Investments By Contractual Maturity (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 72,414 | $ 83,878 |
Estimated Fair Value | 72,331 | $ 83,804 |
Due in one year or less | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 46,703 | |
Estimated Fair Value | 46,684 | |
Due after one year through two years | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 25,711 | |
Estimated Fair Value | $ 25,647 |
Investments And Fair Value Me_5
Investments And Fair Value Measurement - Schedule of Fair Value Assets And Liabilities Measured On Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets: | ||
Assets, Fair Value Disclosure | $ 99,212 | $ 91,643 |
Money Markets Funds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 26,881 | 7,839 |
Commercial Paper [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 31,475 | 42,701 |
Corporate Debt Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 40,856 | 41,103 |
Fair Value, Inputs, Level 1 [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 26,881 | 7,839 |
Fair Value, Inputs, Level 1 [Member] | Money Markets Funds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 26,881 | 7,839 |
Fair Value, Inputs, Level 2 [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 72,331 | 83,804 |
Fair Value, Inputs, Level 2 [Member] | Commercial Paper [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 31,475 | 42,701 |
Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | $ 40,856 | $ 41,103 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Payroll and employee related expenses | $ 1,107 | $ 1,555 |
External research and development | 3,762 | 3,633 |
Other accrued expenses | 356 | 390 |
Total accrued expenses | $ 5,225 | $ 5,578 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | May 31, 2021 | Aug. 11, 2020 | Jan. 31, 2020 | |
Temporary Equity [Line Items] | ||||
Convertible Preferred Stock | $ 0 | $ 0 | ||
Common Stock [Member] | ||||
Temporary Equity [Line Items] | ||||
Convertible Preferred Stock, Shares Issued upon Conversion | 14,948,241 | |||
Series B Redeemable Convertible Preferred Stock [Member] | ||||
Temporary Equity [Line Items] | ||||
Temporary equity issue price per share | $ 2.16867 | |||
Net proceeds from temporary equity | 8,000,000 | |||
Preferred stock tranche right liability current | $ 300,000 | |||
Temporary equity shares issued during the period | 3,688,898 |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Aug. 11, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | |||
Common stock shares authorized | 300,000,000 | 300,000,000 | |
Common stock par value per share | $ 0.0001 | $ 0.0001 | |
Preferred stock shares authorized | 10,000,000 | 10,000,000 | |
Preferred stock par value per share | $ 0.0001 | $ 0.0001 | |
Proceeds from issuance of initial public offering | $ 67.7 | ||
IPO [Member] | |||
Class of Stock [Line Items] | |||
Stock issued during the period, new issues | 5,109,861 | ||
Sale of Stock to underwritters option to purchase additional shares | 109,861 | ||
Proceeds from issuance of initial public offering | $ 67.7 | ||
Convesrion of preferred stock to common stock, shares issued | 14,948,241 | ||
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Common stock shares authorized | 300,000,000 | ||
Common stock par value per share | $ 0.0001 | ||
Convesrion of preferred stock to common stock, shares issued | 14,948,241 | ||
Common Stock [Member] | IPO [Member] | |||
Class of Stock [Line Items] | |||
Stock issued during the period, new issues | 5,000,000 | ||
Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Preferred stock shares authorized | 10,000,000 | ||
Preferred stock par value per share | $ 0.0001 | ||
Maximum [Member] | |||
Class of Stock [Line Items] | |||
Common stock shares authorized | 310,000,000 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Total Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 1,216 | $ 101 |
Research and Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 486 | 40 |
General and Administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 730 | $ 61 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock options granted | shares | 728,500 |
Weighted average exercise price, granted | $ 13.85 |
Weighted average grant date fair value of stock options granted, Per share | $ 9.64 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Potentially Dilutive Shares Excluded From The Calculation of Diluted Net Loss (Detail) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Options to purchase common stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,178,556 | 1,073,044 |
Redeemable convertible preferred stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 7,843,366 |
Commitments And Contingencies -
Commitments And Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 04, 2019 | Jun. 30, 2015 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Long-term Purchase Commitment [Line Items] | ||||||
Research and development expenses recognised | $ 10,378 | $ 6,313 | ||||
Operating lease rental expenses | $ 100 | $ 100 | ||||
No of days that agreement to be terminated by both parties | 60 days | |||||
No of days that agreement to be Voluntary terminated by company | 90 days | |||||
CTSA Agreement [Member] | Research and Development Arrangement [Member] | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Long-term Agreement commitment amount | $ 4,000 | |||||
Research and development costs and expenses Incurred | $ 1,000 | $ 500 | ||||
Kuros License Agreement [Member] | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Long-term Agreement commitment amount | $ 56,000 | $ 4,000 | ||||
Milestone Payments Paid | $ 4,300 | |||||
Percentage of royalities on licensed knowhow | 50.00% | |||||
Kuros License Agreement [Member] | Research And Development Expense Two Thousand Fifteen [Member] | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Research and development expenses recognised | $ 1,000 | |||||
Kuros License Agreement [Member] | Research And Development Expense Two Thousand Sixteen [Member] | Phase one Trail [Member] | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Research and development expenses recognised | 1,000 | |||||
Kuros License Agreement [Member] | Research And Development Expense Two Thousand Twenty One [Member] | Phase Two Trial [member] | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Research and development expenses recognised | 2,000 | |||||
Kuros License Second Amendment Agreement [Member] | Research And Development Expense Two Thousand Eighteen [Member] | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Research and development expenses recognised | $ 300 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) $ in Millions | May 04, 2021USD ($) |
Subsequent Event [Member] | Master Clinical Trial Collaboration Agreement [Member] | Phase Two Trial [member] | |
Milestone Payment Payable to Kuros | $ 4 |