Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 24, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-40646 | |
Entity Registrant Name | ABSCI CORP | |
Entity Incorporation, State | DE | |
Entity Tax Identification Number | 85-3383487 | |
Entity Address, Street | 18105 SE Mill Plain Blvd | |
Entity Address, City | Vancouver | |
Entity Address, State | WA | |
Entity Address, Postal Zip Code | 98683 | |
City Area Code | 360 | |
Local Phone Number | 949-1041 | |
Title of each class | Common Stock. $0.0001 par value | |
Trading Symbol(s) | ABSI | |
Name of each exchange on which registered | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 92,503,336 | |
Amendment Flag | false | |
Current Fiscal Year End | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001672688 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 11,409 | $ 59,955 |
Restricted cash | 15,027 | 15,023 |
Short-term investments | 132,849 | 104,476 |
Receivables under development arrangements, net | 1,326 | 1,550 |
Prepaid expenses and other current assets | 4,706 | 5,859 |
Total current assets | 165,317 | 186,863 |
Operating lease right-of-use assets | 5,106 | 5,319 |
Property and equipment, net | 50,166 | 52,723 |
Intangibles, net | 50,780 | 51,622 |
Goodwill | 21,335 | 21,335 |
Restricted cash, long-term | 1,882 | 1,864 |
Other long-term assets | 1,222 | 1,282 |
TOTAL ASSETS | 295,808 | 321,008 |
Current liabilities: | ||
Accounts payable | 1,933 | 2,412 |
Accrued expenses | 18,089 | 20,481 |
Long-term debt | 3,078 | 2,946 |
Operating lease obligations | 1,712 | 1,690 |
Financing lease obligations | 2,030 | 2,296 |
Deferred revenue | 359 | 445 |
Total current liabilities | 27,201 | 30,270 |
Long-term debt - net of current portion | 7,190 | 7,984 |
Operating lease obligations - net of current portion | 6,881 | 7,317 |
Finance lease obligations - net of current portion | 347 | 750 |
Deferred tax, net | 224 | 238 |
Other long-term liabilities | 0 | 35 |
TOTAL LIABILITIES | 41,843 | 46,594 |
Commitments (See Note 8) | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized as of March 31, 2023 and December 31, 2022; 0 shares issued and outstanding as of March 31, 2023 and December 31, 2022 | 0 | 0 |
Common stock, $0.0001 par value; 500,000,000 shares authorized as of March 31, 2023 and December 31, 2022; 92,481,972 and 92,411,103 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively | 9 | 9 |
Additional paid-in capital | 573,335 | 570,454 |
Accumulated deficit | (319,284) | (295,929) |
Accumulated other comprehensive loss | (95) | (120) |
TOTAL STOCKHOLDERS' EQUITY | 253,965 | 274,414 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 295,808 | $ 321,008 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares, issued (in shares) | 92,481,972 | 92,411,103 |
Common stock, shares, outstanding (in shares) | 92,481,972 | 92,411,103 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenues | ||
Technology development revenue | $ 1,269 | $ 454 |
Collaboration revenue | 0 | 365 |
Total revenues | 1,269 | 819 |
Operating expenses | ||
Research and development | 12,657 | 15,827 |
Selling, general and administrative | 9,593 | 10,889 |
Depreciation and amortization | 3,504 | 2,906 |
Total operating expenses | 25,754 | 29,622 |
Operating loss | (24,485) | (28,803) |
Other income (expense) | ||
Interest expense | (321) | (195) |
Other income, net | 1,458 | 125 |
Total other income (expense), net | 1,137 | (70) |
Loss before income taxes | (23,348) | (28,873) |
Income tax expense | (7) | (621) |
Net loss | $ (23,355) | $ (29,494) |
Net loss per share attributable to common stockholders: basic (in usd per share) | $ (0.26) | $ (0.33) |
Net loss per share attributable to common stockholders: diluted (in usd per share) | $ (0.26) | $ (0.33) |
Weighted-average common shares outstanding: basic (in shares) | 91,479,452 | 90,272,205 |
Weighted-average common shares outstanding: diluted (in shares) | 91,479,452 | 90,272,205 |
Comprehensive loss: | ||
Net loss | $ (23,355) | $ (29,494) |
Foreign currency translation adjustments | (14) | (10) |
Unrealized gain on investments | 39 | 0 |
Comprehensive loss | $ (23,330) | $ (29,504) |
UNAUDITED STATEMENTS OF CHANGES
UNAUDITED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Beginning balance (in shares) at Dec. 31, 2021 | 92,648,036 | ||||
Beginning balance at Dec. 31, 2021 | $ 366,107 | $ 9 | $ 557,136 | $ (191,025) | $ (13) |
Increase (Decrease) in Stockholders' Equity | |||||
Issuance of shares under stock plans, net of shares withheld for tax payments (in shares) | 187,151 | ||||
Issuance of shares under stock plans, net of shares withheld for tax payments | 213 | 213 | |||
Stock-based compensation | 3,680 | 3,680 | |||
Foreign currency translation adjustments | (10) | (10) | |||
Unrealized gain on investments | 0 | ||||
Net loss | (29,494) | (29,494) | |||
Ending balance (in shares) at Mar. 31, 2022 | 92,835,187 | ||||
Ending balance at Mar. 31, 2022 | $ 340,496 | $ 9 | 561,029 | (220,519) | (23) |
Beginning balance (in shares) at Dec. 31, 2022 | 92,411,103 | 92,411,103 | |||
Beginning balance at Dec. 31, 2022 | $ 274,414 | $ 9 | 570,454 | (295,929) | (120) |
Increase (Decrease) in Stockholders' Equity | |||||
Issuance of shares under stock plans, net of shares withheld for tax payments (in shares) | 171,899 | ||||
Issuance of shares under stock plans, net of shares withheld for tax payments | 229 | 229 | |||
Stock-based compensation | 2,652 | 2,652 | |||
Repurchase and forfeiture of common stock (in shares) | (101,030) | ||||
Foreign currency translation adjustments | (14) | (14) | |||
Unrealized gain on investments | 39 | 39 | |||
Net loss | $ (23,355) | (23,355) | |||
Ending balance (in shares) at Mar. 31, 2023 | 92,481,972 | 92,481,972 | |||
Ending balance at Mar. 31, 2023 | $ 253,965 | $ 9 | $ 573,335 | $ (319,284) | $ (95) |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash Flows From Operating Activities | ||
Net loss | $ (23,355) | $ (29,494) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,504 | 2,906 |
Deferred income taxes | (14) | 616 |
Stock-based compensation | 2,652 | 3,740 |
Change in fair value of contingent consideration | 0 | 750 |
Accretion of discount on short-term investments | (832) | 0 |
Other | (338) | 0 |
Changes in operating assets and liabilities: | ||
Receivables under development arrangements | 247 | 1,074 |
Prepaid expenses and other current assets | 1,153 | 1,801 |
Operating lease right-of-use assets and liabilities | (201) | (86) |
Other long-term assets | 60 | 0 |
Accounts payable | (482) | 637 |
Accrued expenses and other liabilities | (2,427) | (4,531) |
Deferred revenue | (86) | 1,438 |
Net cash used in operating activities | (20,119) | (21,149) |
Cash Flows From Investing Activities | ||
Purchases of property and equipment | (280) | (6,857) |
Investment in short-term investments | (69,073) | 0 |
Proceeds from maturities of short-term investments | 42,000 | 0 |
Proceeds from sales of property and equipment | 52 | 0 |
Net cash used in investing activities | (27,301) | (6,857) |
Cash Flows From Financing Activities | ||
Principal payments on long-term debt | (662) | (600) |
Principal payments on finance lease obligations | (671) | (671) |
Proceeds from issuance of common stock, net of issuance costs | 229 | 213 |
Net cash used in financing activities | (1,104) | (1,058) |
Net decrease in cash, cash equivalents, and restricted cash | (48,524) | (29,064) |
Cash, cash equivalents and restricted cash - Beginning of year | 76,842 | 279,926 |
Cash, cash equivalents, and restricted cash - End of period | 28,318 | 250,862 |
Supplemental Disclosure of Non-Cash Investing and Financing Activities | ||
Cash paid for amounts included in the measurement of operating lease liabilities | 596 | 565 |
Property and equipment purchases included in accounts payable | $ 126 | $ 3,282 |
Organization and nature of oper
Organization and nature of operations | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and nature of operations | Organization and nature of operations Absci Corporation (the “Company”) is a generative AI drug creation company harnessing deep learning and synthetic biology to expand the therapeutic potential of proteins. Absci leverages its integrated drug creation platform (the “Integrated Drug Creation Platform”) to identify novel drug targets and create promising biotherapeutic candidates. The Company was organized in the State of Oregon in August 2011 as a limited liability company and converted to a limited liability company (“LLC”) in Delaware in April 2016. In October 2020, the Company converted from a Delaware LLC to a Delaware corporation. The Company’s headquarters are located in Vancouver, Washington. Unaudited Interim Financial Information We prepared our interim condensed consolidated financial statements that accompany these notes in conformity with U.S. GAAP, consistent in all material respects with those applied in our Annual Report on Form 10-K for the year ended December 31, 2022. We have made estimates and judgments affecting the amounts reported in our condensed consolidated financial statements and the accompanying notes. The actual results that we experience may differ materially from our estimates. The interim financial information is unaudited and reflects all normal adjustments that are, in our opinion, necessary to provide a fair statement of results for the interim periods presented. This report should be read in conjunction with the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2022 where we include additional information about our critical accounting estimates. |
Summary of significant accounti
Summary of significant accounting policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | Summary of significant accounting policies Basis of presentation The condensed consolidated financial statements are prepared in accordance with U.S. GAAP as defined by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements include the Company’s wholly-owned subsidiaries and entities under its control. The Company has eliminated all intercompany transactions and accounts. There have been no material changes in the accounting policies from those disclosed in the audited consolidated financial statements and the related notes included in the Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on March 30, 2022. |
Revenue recognition
Revenue recognition | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognition | Revenue recognition Contract balances Contract assets are generated when contractual billing schedules differ from revenue recognition timing and the Company records a contract asset when it has an unconditional right to consideration. As of March 31, 2023 and December 31, 2022, contract assets were $1.3 million and $1.1 million, respectively. Contract liabilities are recorded in deferred revenue when cash payments are received or due in advance of the satisfaction of performance obligations. As of March 31, 2023 and December 31, 2022, contract liabilities were $0.4 million and $0.4 million, respectively. During the three months ended March 31, 2023 and 2022, the Company recognized $0.1 million and $0.4 million, respectively, as revenue that had been included in deferred revenue at the beginning of the period. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Investments | InvestmentsCash equivalents, marketable securities and deposits are classified as available-for-sale and are, therefore, recorded at fair value on the condensed consolidated balance sheet, with any unrealized gains and losses reported in accumulated other comprehensive income (loss), which is reflected as a separate component of stockholders’ equity in the Company’s condensed consolidated balance sheet, until realized. The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The amortized cost and fair value of investments are as follows (in thousands): March 31, 2023 Amortized cost Gross unrealized gains Gross unrealized losses Fair market value Assets Money market funds $ 5,497 $ — $ — $ 5,497 Certificates of deposit 58,169 — — 58,169 U.S. treasury bills 74,682 7 (9) 74,680 Total $ 138,348 $ 7 $ (9) $ 138,346 Classified as: Cash equivalents $ 5,497 Short-term investments 132,849 Long-term investments — Total $ 138,346 December 31, 2022 Amortized cost Gross unrealized gains Gross unrealized losses Fair market value Assets Money market funds $ 5,050 $ — $ — $ 5,050 Certificates of deposit 27,740 — — 27,740 U.S. treasury bills 76,777 2 (43) 76,736 Total $ 109,567 $ 2 $ (43) $ 109,526 Classified as: Cash equivalents $ 5,050 Short-term investments 104,476 Long-term investments — Total $ 109,526 Investments held as of March 31, 2023 consist of cash equivalents with contractual maturities of three months or less and U.S. treasury bills with original maturities between four and six months. Proceeds from maturities of U.S. treasury bills were $42.0 million for the three months ended March 31, 2023. There were no realized gains and losses on securities for the three months ended March 31, 2023. Unrealized gains and losses on securities were primarily due to changes in interest rates. The fair values of investments in an unrealized loss position are as follows (in thousands): March 31, 2023 Less than 12 Months 12 Months or Greater Fair value Unrealized loss Fair value Unrealized loss U.S. treasury bills $ 54,009 $ (9) — — Total $ 54,009 $ (9) $ — $ — December 31, 2022 Less than 12 Months 12 Months or Greater Fair value Unrealized loss Fair value Unrealized loss U.S. treasury bills $ 61,845 $ (43) — — Total $ 61,845 $ (43) $ — $ — The Company does not intend to sell securities that are in an unrealized loss position and believes that it is not more likely than not that it will be required to sell these securities before recovery of amortized cost. The Company held no investments as of March 31, 2022. |
Property and equipment, net
Property and equipment, net | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Property and equipment, net Property and equipment consist of the following (in thousands): March 31, December 31, 2023 2022 Construction in progress $ 39 $ 293 Lab Equipment 34,400 34,168 Software 298 298 Furniture, Fixtures and Other 6,308 6,307 Leasehold Improvements 26,921 26,860 Total Cost 67,966 67,926 Less accumulated depreciation and amortization (17,800) (15,203) Property and equipment, net $ 50,166 $ 52,723 Depreciation expense was $2.7 million and $2.1 million for the three months ended March 31, 2023 and 2022, respectively. |
Intangibles, net
Intangibles, net | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangibles, net | Intangibles, net Intangible assets are as follows (in thousands): March 31, 2023 December 31, 2022 Gross Assets Accumulated Amortization Net Gross Assets Accumulated Amortization Net Denovium Engine 2,507 (1,101) 1,406 2,507 (975) 1,532 Monoclonal antibody library 46,300 (4,218) 42,082 46,300 (3,640) 42,660 Developed software platform and the related methods patents 8,300 (1,008) 7,292 8,300 (870) 7,430 Intangible assets, net $ 57,107 $ (6,327) $ 50,780 $ 57,107 $ (5,485) $ 51,622 Amortization expense related to intangible assets was $0.8 million and $0.8 million for the three months ended March 31, 2023 and 2022, respectively, and is reflected within depreciation and amortization expense on the condensed consolidated statement of operations and comprehensive loss. Future amortization expense for the Company’s intangible assets as of March 31, 2023 are estimated as follows (in thousands): Years Ending December 31: 2023 (nine months remaining) $ 2,528 2024 3,370 2025 3,370 2026 2,897 2027 2,868 |
Long-term debt and other borrow
Long-term debt and other borrowings | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-term debt and other borrowings | Long-term debt and other borrowings Equipment Financing In 2022, the Company received a total of $12.0 million of proceeds from equipment financing arrangements. Terms of the agreements require monthly payments over 42-48 month maturities with imputed interest rates ranging 8%-10%. All outstanding principal and accrued and unpaid interest are due and payable at maturity. These loans are secured by certain tangible assets of the Company, include certain financial covenants, and contain subjective acceleration clauses that allow for outstanding amounts under the agreement to become immediately due in the event of a material adverse change in the Company's business condition or change in control. The Company was in compliance with all applicable financial covenants as of March 31, 2023. The carrying amount of the long-term debt approximates fair value. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingenciesAs of March 31, 2023, future lease payments are secured by irrevocable standby letters of credit totaling $1.9 million. The irrevocable standby letters of credit are expected to be pledged for the full lease terms which extend through 2024 and 2028 for each of the Company’s facility leases.The Company is not currently party to any material claims or legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss or a potential range of loss is both probable and reasonably estimable. |
Stock-based compensation
Stock-based compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation | Stock-based compensationThe Company grants stock options, restricted stock units, and stock appreciation rights (“SARs”) under the 2021 Stock Option and Incentive Plan (“2021 Plan”) as awards to incentivize employee service. On January 1, 2023, the number of shares of common stock reserved for future issuance under the 2021 Plan was increased by 4,620,555 shares pursuant to an automatic annual increase. As of March 31, 2023, 7,356,956 shares were available for issuance under the 2021 Plan. Total stock-based compensation expense related to all of the Company’s stock-based awards was recorded in the condensed consolidated statements of operations and comprehensive loss as follows (in thousands): For the Three Months Ended March 31, 2023 2022 Research and development $ 1,193 $ 1,423 Selling, general and administrative 1,473 2,357 Total stock-based compensation expense $ 2,666 $ 3,780 Stock Options Stock options generally vest 25% after one year from the date of the grant with the remainder vesting monthly over the following three-year period. Certain options have alternative vesting schedules including ratably over 1-4 years and immediate vesting. The Company recognizes forfeitures as they occur and uses the straight-line expense recognition method. Activity for stock options is shown below: Number of Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in Outstanding at December 31, 2022 11,429,399 $ 4.49 8.4 $ 2,949 Granted 6,744,860 2.05 Exercised (54,774) 1.10 36 Canceled/Forfeited (545,645) 3.72 Expired (60,273) 7.25 Outstanding at March 31, 2023 17,513,567 3.58 8.9 1,861 Exercisable at March 31, 2023 3,697,451 $ 3.81 7.1 $ 1,376 Vested and expected to vest as of March 31, 2023 17,513,567 $ 3.58 8.9 $ 1,861 The aggregate intrinsic value of outstanding stock options as of March 31, 2023 was calculated based on the fair value of common stock of $1.75 per share. The weighted-average grant date fair value of stock options granted during the three months ended March 31, 2023 and 2022 was $1.46 and $4.49, respectively. The grant date fair value of options vested during the three months ended March 31, 2023 and 2022 was $3.5 million and $0.8 million, respectively. As of March 31, 2023, total unrecognized stock-based compensation related to stock options was $31.2 million, which the Company expects to recognize over a remaining weighted average period of 3.0 years. Determination of Fair Value The estimated grant-date fair value of all the Company’s stock options was calculated using the Black-Scholes option pricing model, based on the following assumptions: For the Three Months Ended March 31, 2023 2022 Expected term (in years) 5.3-6.1 5.7-7.0 Volatility 79%-80% 63%-67% Risk-free interest rate 3.4%-4.2% 0.8%-2.2% Dividend Yield —% —% Restricted Stock Activity for the shares of restricted stock is shown below: Number of shares Unvested as of December 31, 2022 1,013,308 Forfeitures (101,030) Vested (120,751) Unvested as of March 31, 2023 791,527 As of March 31, 2023, there was $1.8 million of unrecognized compensation expense related to the outstanding shares of restricted stock expected to be recognized over a remaining weighted-average period of 1.8 years. Stock Appreciation Rights In January 2021, the Company issued SARs that are contingent upon a liquidity event that is not probable of occurrence; accordingly, no compensation expense has been recognized for these awards. The aggregate intrinsic value of the 394,736 SARs outstanding as of March 31, 2023 is $0.7 million based on the Company’s closing stock price of $1.75 per share as reported on the Nasdaq Global Select Market on such date. Under the Company’s 2020 Stock Option and Grant Plan and 2021 Plan, the Company has also granted a limited quantity of cash-settled SARs to certain employees and consultants based outside the United States. As of March 31, 2023, 202,570 of these SARs were outstanding with a weighted average exercise price of $4.34 per share. The fair value is remeasured at the end of each reporting period based on the Company’s stock price, with remeasurements reflected as an adjustment to compensation expense in the condensed consolidated statements of operations and comprehensive loss for such period. As of March 31, 2023 and December 31, 2022, the Company had recognized no liability for SARs classified within other long-term liabilities on the condensed consolidated balance sheets. Employee Stock Purchase Plan In July 2021, the Company’s Board of Directors adopted the 2021 Employee Stock Purchase Plan (“2021 ESPP”), which was subsequently approved by the Company’s stockholders and became effective in connection with the Company’s initial public offering. The ESPP allows eligible employees to purchase shares of the Company’s common stock through payroll deductions of up to 15% of their regular compensation at a discount of 85% of the fair market value of the Company’s common stock on the first day or last day, whichever is less, of the applicable offering period, subject to any plan limitations. A total of 903,750 shares of common stock were reserved for issuance under the 2021 ESPP. On January 1, 2023, the number of shares of common stock reserved for issuance under the 2021 ESPP was increased by 924,111 shares pursuant to an automatic annual increase. As of March 31, 2023, 1,713,090 shares were available for issuance under the 2021 ESPP. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Financial Accounting Standards Board (“FASB”) has defined fair value to establish a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. When quoted market prices are available in active markets, the fair value of assets and liabilities is estimated within Level 1 of the valuation hierarchy. If quoted prices are not available, then fair values are estimated by using pricing models, quoted prices of assets and liabilities with similar characteristics, or discounted cash flows, within Level 2 of the valuation hierarchy. In cases where Level 1 or Level 2 inputs are not available, the fair values are estimated by using inputs within Level 3 of the hierarchy. The following tables summarize the Company’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022 (in thousands): March 31, 2023 Level 1 Level 2 Level 3 Total Assets: Debt Securities: Money market funds $ 5,497 $ — $ — $ 5,497 Certificates of deposit 58,169 — — 58,169 U.S. treasury bills 74,680 — — 74,680 Total assets $ 138,346 $ — $ — $ 138,346 Liabilities: Contingent consideration $ — $ — $ 12,750 $ 12,750 Total liabilities $ — $ — $ 12,750 $ 12,750 December 31, 2022 Level 1 Level 2 Level 3 Total Assets Debt Securities: Money market funds $ 5,050 $ — $ — $ 5,050 Certificates of deposit 27,740 — — 27,740 U.S. treasury bills 76,736 — — 76,736 Total assets $ 109,526 $ — $ — $ 109,526 Liabilities: Contingent consideration $ — $ — $ 12,750 $ 12,750 Total liabilities $ — $ — $ 12,750 $ 12,750 The following table provides reconciliation for all liabilities measured at fair value using significant unobservable inputs (Level 3) for the three months ended March 31, 2023 (in thousands): Contingent consideration Total liabilities Balance at December 31, 2022 $ 12,750 $ 12,750 Change in fair value during 2023 — — Balance at March 31, 2023 $ 12,750 $ 12,750 We review trading activity and pricing for our available-for-sale securities as of the measurement date. The contingent consideration liability is related to the acquisition of Totient, Inc. and is included in accrued expenses on the condensed consolidated balance sheet as of March 31, 2023. The fair value estimate is based on a probability-weighted approach. Changes in fair value of the contingent consideration liability are included within research and development expense on the condensed consolidated statement of operations. The contingent consideration of $15.0 million held in escrow shall be paid upon the achievement of specific milestones and is included in restricted cash on the condensed consolidated balance sheet as of March 31, 2023. There are significant judgments, assumptions and estimates inherent in the determination of the fair value of each of the instruments described above. In the future, depending on the valuation approaches used and the expected timing and weighting of each, the inputs described above, or other inputs, may have a greater or lesser impact on the Company’s estimates of fair value. |
Net loss per share
Net loss per share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net loss per share | Net loss per shareBasic net loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts): For the Three Months Ended March 31, 2023 2022 Numerator: Net loss $ (23,355) $ (29,494) Denominator: Weighted-average common shares outstanding 91,479,452 90,272,205 Net loss per share, basic and diluted $ (0.26) $ (0.33) The common stock issuable upon the conversion or exercise of the following dilutive securities has been excluded from the diluted net loss per share calculation because their effect would have been anti-dilutive. Diluted net loss per share, therefore, does not differ from basic net loss per share for the periods presented. Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): For the Three Months Ended March 31, 2023 2022 Stock options 13,770,552 9,485,792 Restricted stock units 34,546 28,785 Unvested restricted stock 876,859 2,481,050 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income taxes The Company's effective income tax rate from continuing operations was 0.0% and 2.2% for the three months ended March 31, 2023 and 2022, respectively. The difference between the effective rate and the statutory rate is primarily attributed to the change in the valuation allowance against net deferred tax assets. The Company estimates an annual effective income tax rate based on projected results for the year and applies this rate to income before taxes to calculate income tax expense. When applicable, the income tax provision also includes adjustments for discrete tax items. Any refinements made due to subsequent information that affects the estimated annual effective income tax rate are reflected as adjustments in the current period. The Company recognizes the effect of income tax positions only if those positions are “more likely than not” of being sustained. As of March 31, 2023, the Company has $1.5 million of unrecognized tax benefits. Interest and penalties accrued on unrecognized tax benefits are recorded as tax expense within the condensed consolidated financial statements. The Company does not expect a significant increase or decrease to the total amounts of unrecognized tax benefits within the next twelve months. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The condensed consolidated financial statements are prepared in accordance with U.S. GAAP as defined by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements include the Company’s wholly-owned subsidiaries and entities under its control. The Company has eliminated all intercompany transactions and accounts. There have been no material changes in the accounting policies from those disclosed in the audited consolidated financial statements and the related notes included in the Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on March 30, 2022. |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Amortized and Fair Value of our Investments | The amortized cost and fair value of investments are as follows (in thousands): March 31, 2023 Amortized cost Gross unrealized gains Gross unrealized losses Fair market value Assets Money market funds $ 5,497 $ — $ — $ 5,497 Certificates of deposit 58,169 — — 58,169 U.S. treasury bills 74,682 7 (9) 74,680 Total $ 138,348 $ 7 $ (9) $ 138,346 Classified as: Cash equivalents $ 5,497 Short-term investments 132,849 Long-term investments — Total $ 138,346 December 31, 2022 Amortized cost Gross unrealized gains Gross unrealized losses Fair market value Assets Money market funds $ 5,050 $ — $ — $ 5,050 Certificates of deposit 27,740 — — 27,740 U.S. treasury bills 76,777 2 (43) 76,736 Total $ 109,567 $ 2 $ (43) $ 109,526 Classified as: Cash equivalents $ 5,050 Short-term investments 104,476 Long-term investments — Total $ 109,526 |
Schedule of Fair Values of Investments in an Unrealized Loss Position | The fair values of investments in an unrealized loss position are as follows (in thousands): March 31, 2023 Less than 12 Months 12 Months or Greater Fair value Unrealized loss Fair value Unrealized loss U.S. treasury bills $ 54,009 $ (9) — — Total $ 54,009 $ (9) $ — $ — December 31, 2022 Less than 12 Months 12 Months or Greater Fair value Unrealized loss Fair value Unrealized loss U.S. treasury bills $ 61,845 $ (43) — — Total $ 61,845 $ (43) $ — $ — |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Components of Property and Equipment | Property and equipment consist of the following (in thousands): March 31, December 31, 2023 2022 Construction in progress $ 39 $ 293 Lab Equipment 34,400 34,168 Software 298 298 Furniture, Fixtures and Other 6,308 6,307 Leasehold Improvements 26,921 26,860 Total Cost 67,966 67,926 Less accumulated depreciation and amortization (17,800) (15,203) Property and equipment, net $ 50,166 $ 52,723 |
Intangibles, net (Tables)
Intangibles, net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets are as follows (in thousands): March 31, 2023 December 31, 2022 Gross Assets Accumulated Amortization Net Gross Assets Accumulated Amortization Net Denovium Engine 2,507 (1,101) 1,406 2,507 (975) 1,532 Monoclonal antibody library 46,300 (4,218) 42,082 46,300 (3,640) 42,660 Developed software platform and the related methods patents 8,300 (1,008) 7,292 8,300 (870) 7,430 Intangible assets, net $ 57,107 $ (6,327) $ 50,780 $ 57,107 $ (5,485) $ 51,622 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future amortization expense for the Company’s intangible assets as of March 31, 2023 are estimated as follows (in thousands): Years Ending December 31: 2023 (nine months remaining) $ 2,528 2024 3,370 2025 3,370 2026 2,897 2027 2,868 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Allocation of Share based Compensation | Total stock-based compensation expense related to all of the Company’s stock-based awards was recorded in the condensed consolidated statements of operations and comprehensive loss as follows (in thousands): For the Three Months Ended March 31, 2023 2022 Research and development $ 1,193 $ 1,423 Selling, general and administrative 1,473 2,357 Total stock-based compensation expense $ 2,666 $ 3,780 |
Schedule of Stock Option Activity | Activity for stock options is shown below: Number of Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in Outstanding at December 31, 2022 11,429,399 $ 4.49 8.4 $ 2,949 Granted 6,744,860 2.05 Exercised (54,774) 1.10 36 Canceled/Forfeited (545,645) 3.72 Expired (60,273) 7.25 Outstanding at March 31, 2023 17,513,567 3.58 8.9 1,861 Exercisable at March 31, 2023 3,697,451 $ 3.81 7.1 $ 1,376 Vested and expected to vest as of March 31, 2023 17,513,567 $ 3.58 8.9 $ 1,861 |
Schedule of Determination of Fair Value | The estimated grant-date fair value of all the Company’s stock options was calculated using the Black-Scholes option pricing model, based on the following assumptions: For the Three Months Ended March 31, 2023 2022 Expected term (in years) 5.3-6.1 5.7-7.0 Volatility 79%-80% 63%-67% Risk-free interest rate 3.4%-4.2% 0.8%-2.2% Dividend Yield —% —% |
Schedule of Nonvested Share Activity | Activity for the shares of restricted stock is shown below: Number of shares Unvested as of December 31, 2022 1,013,308 Forfeitures (101,030) Vested (120,751) Unvested as of March 31, 2023 791,527 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables summarize the Company’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022 (in thousands): March 31, 2023 Level 1 Level 2 Level 3 Total Assets: Debt Securities: Money market funds $ 5,497 $ — $ — $ 5,497 Certificates of deposit 58,169 — — 58,169 U.S. treasury bills 74,680 — — 74,680 Total assets $ 138,346 $ — $ — $ 138,346 Liabilities: Contingent consideration $ — $ — $ 12,750 $ 12,750 Total liabilities $ — $ — $ 12,750 $ 12,750 December 31, 2022 Level 1 Level 2 Level 3 Total Assets Debt Securities: Money market funds $ 5,050 $ — $ — $ 5,050 Certificates of deposit 27,740 — — 27,740 U.S. treasury bills 76,736 — — 76,736 Total assets $ 109,526 $ — $ — $ 109,526 Liabilities: Contingent consideration $ — $ — $ 12,750 $ 12,750 Total liabilities $ — $ — $ 12,750 $ 12,750 |
Schedule of Fair Value Using Significant Unobservable Inputs (Level 3) | The following table provides reconciliation for all liabilities measured at fair value using significant unobservable inputs (Level 3) for the three months ended March 31, 2023 (in thousands): Contingent consideration Total liabilities Balance at December 31, 2022 $ 12,750 $ 12,750 Change in fair value during 2023 — — Balance at March 31, 2023 $ 12,750 $ 12,750 |
Net loss per share (Tables)
Net loss per share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Company’s Basic and Diluted Net Loss Per Share Attributable to Common Unitholders and Stockholders | The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts): For the Three Months Ended March 31, 2023 2022 Numerator: Net loss $ (23,355) $ (29,494) Denominator: Weighted-average common shares outstanding 91,479,452 90,272,205 Net loss per share, basic and diluted $ (0.26) $ (0.33) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): For the Three Months Ended March 31, 2023 2022 Stock options 13,770,552 9,485,792 Restricted stock units 34,546 28,785 Unvested restricted stock 876,859 2,481,050 |
Revenue recognition (Details)
Revenue recognition (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |||
Contract assets | $ 1.3 | $ 1.1 | |
Contract liabilities | 0.4 | $ 0.4 | |
Revenue recognized from customer contract liability | $ 0.1 | $ 0.4 |
Investments -Amortized and Fair
Investments -Amortized and Fair Value of our Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Amortized cost | $ 138,348 | $ 109,567 |
Gross unrealized gains | 7 | 2 |
Gross unrealized losses | (9) | (43) |
Fair market value | 138,346 | 109,526 |
Cash equivalents | ||
Assets | ||
Fair market value | 5,497 | 5,050 |
Short-term investments | ||
Assets | ||
Fair market value | 132,849 | 104,476 |
Long-term investments | ||
Assets | ||
Fair market value | 0 | 0 |
Money market funds | ||
Assets | ||
Amortized cost | 5,497 | 5,050 |
Gross unrealized gains | 0 | 0 |
Gross unrealized losses | 0 | 0 |
Fair market value | 5,497 | 5,050 |
Certificates of deposit | ||
Assets | ||
Amortized cost | 58,169 | 27,740 |
Gross unrealized gains | 0 | 0 |
Gross unrealized losses | 0 | 0 |
Fair market value | 58,169 | 27,740 |
U.S. treasury bills | ||
Assets | ||
Amortized cost | 74,682 | 76,777 |
Gross unrealized gains | 7 | 2 |
Gross unrealized losses | (9) | (43) |
Fair market value | $ 74,680 | $ 76,736 |
Investments- Narratives (Detail
Investments- Narratives (Details) - U.S. treasury bills $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Assets | |
Proceeds from maturities, prepayments and calls of debt securities | $ 42 |
Realized gain (loss) | $ 0 |
Investments- Fair Values of Inv
Investments- Fair Values of Investments in an Unrealized Loss Position (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-Sale, Unrealized Loss Position | ||
Fair value, less than 12 months | $ 54,009 | $ 61,845 |
Unrealized loss, less than 12 months | (9) | (43) |
Fair value, 12 months or greater | 0 | 0 |
Unrealized loss, 12 months or greater | 0 | 0 |
U.S. treasury bills | ||
Debt Securities, Available-for-Sale, Unrealized Loss Position | ||
Fair value, less than 12 months | 54,009 | 61,845 |
Unrealized loss, less than 12 months | (9) | (43) |
Fair value, 12 months or greater | 0 | 0 |
Unrealized loss, 12 months or greater | $ 0 | $ 0 |
Property and equipment, net - S
Property and equipment, net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment | ||
Total Cost | $ 67,966 | $ 67,926 |
Less accumulated depreciation and amortization | (17,800) | (15,203) |
Property and equipment, net | 50,166 | 52,723 |
Construction in progress | ||
Property, Plant and Equipment | ||
Total Cost | 39 | 293 |
Lab Equipment | ||
Property, Plant and Equipment | ||
Total Cost | 34,400 | 34,168 |
Software | ||
Property, Plant and Equipment | ||
Total Cost | 298 | 298 |
Furniture, Fixtures and Other | ||
Property, Plant and Equipment | ||
Total Cost | 6,308 | 6,307 |
Leasehold Improvements | ||
Property, Plant and Equipment | ||
Total Cost | $ 26,921 | $ 26,860 |
Property and equipment, net - N
Property and equipment, net - Narratives (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 2.7 | $ 2.1 |
Intangibles, net - Schedule of
Intangibles, net - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Finite-Lived Intangible Assets, Net | ||
Gross Assets | $ 57,107 | $ 57,107 |
Accumulated Amortization | (6,327) | (5,485) |
Net | 50,780 | 51,622 |
Denovium Engine | ||
Finite-Lived Intangible Assets, Net | ||
Gross Assets | 2,507 | 2,507 |
Accumulated Amortization | (1,101) | (975) |
Net | 1,406 | 1,532 |
Monoclonal antibody library | ||
Finite-Lived Intangible Assets, Net | ||
Gross Assets | 46,300 | 46,300 |
Accumulated Amortization | (4,218) | (3,640) |
Net | 42,082 | 42,660 |
Developed software platform and the related methods patents | ||
Finite-Lived Intangible Assets, Net | ||
Gross Assets | 8,300 | 8,300 |
Accumulated Amortization | (1,008) | (870) |
Net | $ 7,292 | $ 7,430 |
Intangibles, net - Narrative (D
Intangibles, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense related to intangible assets | $ 0.8 | $ 0.8 |
Intangibles, net - Schedule o_2
Intangibles, net - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Years Ending December 31: | |
2023 (nine months remaining) | $ 2,528 |
2024 | 3,370 |
2025 | 3,370 |
2026 | 2,897 |
2027 | $ 2,868 |
Long-term debt and other borr_2
Long-term debt and other borrowings - Narrative (Details) - Equipment Financing - Secured Debt $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Debt Instrument | |
Proceeds from financing arrangements | $ 12 |
Minimum | |
Debt Instrument | |
Debt instrument term (in months) | 42 months |
Imputed interest rate (as a percent) | 8% |
Maximum | |
Debt Instrument | |
Debt instrument term (in months) | 48 months |
Imputed interest rate (as a percent) | 10% |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Mar. 31, 2023 USD ($) |
Standby Letters of Credit | |
Line of Credit Facility | |
Maximum borrowing capacity | $ 1,900,000 |
Stock-based compensation - Narr
Stock-based compensation - Narratives (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | |||
Jan. 01, 2023 | Jul. 31, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Issuance price (in usd per share) | $ 1.75 | ||||
Fair value of vested options | $ 3.5 | $ 0.8 | |||
Share-based compensation arrangement by share-based payment award, options, outstanding, number (in shares) | 17,513,567 | 11,429,399 | |||
Share-based compensation arrangement by share-based payment award, options, outstanding, weighted average exercise price (in usd per share) | $ 3.58 | $ 4.49 | |||
Deferred compensation expense | $ 0 | ||||
2021 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Additional shares authorized for issuance (in shares) | 4,620,555 | ||||
Shares available for grant (in shares) | 7,356,956 | ||||
2021 ESPP | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Share based compensation, maximum annual contributions per employee (as a percent) | 15% | ||||
Share based compensation, discount on fair market value (as a percent) | 85% | ||||
Shares authorized (in shares) | 924,111 | 903,750 | 1,713,090 | ||
Stock options | 2020 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Weighted average grant date fair value of shares granted (in usd per share) | $ 1.46 | $ 4.49 | |||
Share based compensation expense not yet recognized, options | $ 31.2 | ||||
Share based compensation expense not yet recognized, recognition period (in years) | 3 years | ||||
Stock options | 2020 Plan | Tranche One | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Vesting percentage (as a percent) | 25% | ||||
Certain Options | 2020 Plan | Tranche Two | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Vesting period (in years) | 1 year | ||||
Certain Options | 2020 Plan | Tranche Two | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Vesting period (in years) | 4 years | ||||
SARs | 2020 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Shares outstanding (in shares) | 394,736 | ||||
Intrinsic value, shares outstanding | $ 0.7 | ||||
SARs | 2020 And 2021 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Share-based compensation arrangement by share-based payment award, options, outstanding, number (in shares) | 202,570 | ||||
Share-based compensation arrangement by share-based payment award, options, outstanding, weighted average exercise price (in usd per share) | $ 4.34 | ||||
Unvested restricted stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Shares outstanding (in shares) | 791,527 | 1,013,308 | |||
Unvested restricted stock | 2020 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Share based compensation expense not yet recognized other than options | $ 1.8 | ||||
Share based compensation expense not yet recognized, recognition period (in years) | 1 year 9 months 18 days |
Stock-based compensation - Allo
Stock-based compensation - Allocated Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Payment Arrangement, Expensed | ||
Total stock-based compensation expense | $ 2,666 | $ 3,780 |
Research and development | ||
Share-based Payment Arrangement, Expensed | ||
Total stock-based compensation expense | 1,193 | 1,423 |
Selling, general and administrative | ||
Share-based Payment Arrangement, Expensed | ||
Total stock-based compensation expense | $ 1,473 | $ 2,357 |
Stock-based compensation - Stoc
Stock-based compensation - Stock Option Rollforward (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Number of Options | ||
Beginning balance (in shares) | 11,429,399 | |
Granted (in shares) | 6,744,860 | |
Exercised (in shares) | (54,774) | |
Canceled/Forfeited (in shares) | (545,645) | |
Expired (in shares) | (60,273) | |
Ending balance (in shares) | 17,513,567 | 11,429,399 |
Exercisable (in shares) | 3,697,451 | |
Vested and expected to vest (in shares) | 17,513,567 | |
Weighted Average Exercise Price per Share | ||
Beginning balance (in usd per share) | $ 4.49 | |
Granted (usd per share) | 2.05 | |
Exercised (usd per share) | 1.10 | |
Canceled/Forfeited (usd per share) | 3.72 | |
Expired (usd per share) | 7.25 | |
Ending balance (in usd per share) | 3.58 | $ 4.49 |
Exercisable, weighted average price (in usd per share) | 3.81 | |
Vested and expected to vest weighted average price (in usd per share) | $ 3.58 | |
Weighted Average Remaining Contractual Term (in years) | 8 years 10 months 24 days | 8 years 4 months 24 days |
Exercisable, weighted average remaining contractual term (in years) | 7 years 1 month 6 days | |
Vested and expected to vest, contractual term (in years) | 8 years 10 months 24 days | |
Intrinsic value, shares outstanding | $ 1,861 | $ 2,949 |
Cancelled, intrinsic value | 36 | |
Exercisable, aggregate intrinsic value | 1,376 | |
Vested and expected to vest, aggregate intrinsic value | $ 1,861 |
Stock-based compensation - Dete
Stock-based compensation - Determination of Fair Value (Details) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Fair Value Assumptions and Methodology | ||
Risk-free interest rate, minimum | 3.40% | 0.80% |
Risk-free interest rate, maximum | 4.20% | 2.20% |
Dividend Yield | 0% | 0% |
Minimum | ||
Fair Value Assumptions and Methodology | ||
Expected term (in years) | 5 years 3 months 18 days | 5 years 8 months 12 days |
Volatility | 79% | 63% |
Maximum | ||
Fair Value Assumptions and Methodology | ||
Expected term (in years) | 6 years 1 month 6 days | 7 years |
Volatility | 80% | 67% |
Stock-based compensation - Unve
Stock-based compensation - Unvested Rollforward (Details) - Restricted Stock | 3 Months Ended |
Mar. 31, 2023 shares | |
Nonvested, Number of Shares | |
Beginning balance, unvested (in shares) | 1,013,308 |
Repurchased (in shares) | (101,030) |
Vested (in shares) | (120,751) |
Ending balance, unvested (in shares) | 791,527 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Assets: | ||
Debt Securities: | $ 138,346 | $ 109,526 |
Money market funds | ||
Assets: | ||
Debt Securities: | 5,497 | 5,050 |
Certificates of deposit | ||
Assets: | ||
Debt Securities: | 58,169 | 27,740 |
U.S. treasury bills | ||
Assets: | ||
Debt Securities: | 74,680 | 76,736 |
Fair Value, Recurring | ||
Assets: | ||
Total assets | 138,346 | 109,526 |
Liabilities: | ||
Contingent consideration | 12,750 | 12,750 |
Total liabilities | 12,750 | 12,750 |
Fair Value, Recurring | Money market funds | ||
Assets: | ||
Debt Securities: | 5,497 | 5,050 |
Fair Value, Recurring | Certificates of deposit | ||
Assets: | ||
Debt Securities: | 58,169 | 27,740 |
Fair Value, Recurring | U.S. treasury bills | ||
Assets: | ||
Debt Securities: | 74,680 | 76,736 |
Level 1 | Fair Value, Recurring | ||
Assets: | ||
Total assets | 138,346 | 109,526 |
Liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 1 | Fair Value, Recurring | Money market funds | ||
Assets: | ||
Debt Securities: | 5,497 | 5,050 |
Level 1 | Fair Value, Recurring | Certificates of deposit | ||
Assets: | ||
Debt Securities: | 58,169 | 27,740 |
Level 1 | Fair Value, Recurring | U.S. treasury bills | ||
Assets: | ||
Debt Securities: | 74,680 | 76,736 |
Level 2 | Fair Value, Recurring | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 | Fair Value, Recurring | Money market funds | ||
Assets: | ||
Debt Securities: | 0 | 0 |
Level 2 | Fair Value, Recurring | Certificates of deposit | ||
Assets: | ||
Debt Securities: | 0 | 0 |
Level 2 | Fair Value, Recurring | U.S. treasury bills | ||
Assets: | ||
Debt Securities: | 0 | 0 |
Level 3 | Fair Value, Recurring | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration | 12,750 | 12,750 |
Total liabilities | 12,750 | 12,750 |
Level 3 | Fair Value, Recurring | Money market funds | ||
Assets: | ||
Debt Securities: | 0 | 0 |
Level 3 | Fair Value, Recurring | Certificates of deposit | ||
Assets: | ||
Debt Securities: | 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. treasury bills | ||
Assets: | ||
Debt Securities: | $ 0 | $ 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Using Significant Unobservable Inputs (Level 3) (Details) - Fair Value, Recurring $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | |
Beginning balance | $ 12,750 |
Change in the fair value | 0 |
Ending balance | 12,750 |
Contingent consideration | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | |
Beginning balance | 12,750 |
Change in the fair value | 0 |
Ending balance | $ 12,750 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Fair Value Disclosures [Abstract] | |
Escrow deposit | $ 15 |
Net loss per share - Company_s
Net loss per share - Company’s Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Numerator: | ||
Net loss, basic | $ (23,355) | $ (29,494) |
Net loss, diluted | $ (23,355) | $ (29,494) |
Denominator: | ||
Weighted-average common shares outstanding, basic (in shares) | 91,479,452 | 90,272,205 |
Weighted-average common shares outstanding, diluted (in shares) | 91,479,452 | 90,272,205 |
Net loss per share, basic (in usd per share) | $ (0.26) | $ (0.33) |
Net loss per share, diluted (in usd per share) | $ (0.26) | $ (0.33) |
Net loss per share - Anti-dilut
Net loss per share - Anti-dilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 13,770,552 | 9,485,792 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 34,546 | 28,785 |
Unvested restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 876,859 | 2,481,050 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate, continuing operations (as a percent) | (0.00%) | 2.20% |
Unrecognized tax benefits | $ 1.5 |