Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2022 | Jul. 28, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-38501 | |
Entity Registrant Name | BLACK DIAMOND THERAPEUTICS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-4254660 | |
Entity Address, Address Line One | One Main Street, 14th Floor | |
Entity Address, City or Town | Cambridge | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02142 | |
City Area Code | (617) | |
Local Phone Number | 252-0848 | |
Title of 12(b) Security | Common stock, par value $0.0001 | |
Trading Symbol | BDTX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 36,339,466 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Entity Central Index Key | 0001701541 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 55,877 | $ 65,799 |
Investments | 105,013 | 143,987 |
Prepaid expenses and other current assets | 7,668 | 5,917 |
Total current assets | 168,558 | 215,703 |
Property and equipment, net | 2,873 | 3,035 |
Restricted cash | 1,168 | 1,223 |
Right-of-use assets | 26,225 | 27,705 |
Other non-current assets | 10 | 16 |
Total assets | 198,834 | 247,682 |
Current liabilities: | ||
Accounts payable | 2,222 | 4,107 |
Accrued expenses and other current liabilities | 17,484 | 19,535 |
Total current liabilities | 19,706 | 23,642 |
Non-current operating lease liabilities | 26,757 | 28,140 |
Total liabilities | 46,463 | 51,782 |
Commitments and contingencies (Note 10) | 0 | 0 |
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized at June 30, 2022 and December 31, 2021; no shares issued or outstanding at June 30, 2022 and December 31, 2021 | 0 | 0 |
Common stock; $0.0001 par value; 500,000,000 shares authorized at June 30, 2022 and December 31, 2021; 36,315,737 shares issued and outstanding at June 30, 2022 and 36,234,624 shares issued and outstanding at December 31, 2021 | 5 | 5 |
Additional paid-in capital | 446,909 | 440,129 |
Accumulated other comprehensive loss | (2,286) | (414) |
Accumulated deficit | (292,257) | (243,820) |
Total stockholders' equity | 152,371 | 195,900 |
Total liabilities and stockholders' equity | $ 198,834 | $ 247,682 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 36,315,737 | 36,234,624 |
Common stock, shares outstanding (in shares) | 36,315,737 | 36,234,624 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Operating expenses: | ||||
Research and development | $ 16,195 | $ 26,719 | $ 33,981 | $ 49,539 |
General and administrative | 6,978 | 7,996 | 14,871 | 15,889 |
Total operating expenses | 23,173 | 34,715 | 48,852 | 65,428 |
Loss from operations | (23,173) | (34,715) | (48,852) | (65,428) |
Other income (expense): | ||||
Interest income | 386 | 948 | 792 | 2,100 |
Other (expense) income | (143) | (584) | (377) | (1,324) |
Total other income (expense), net | 243 | 364 | 415 | 776 |
Net loss | $ (22,930) | $ (34,351) | $ (48,437) | $ (64,652) |
Net loss per share, basic (in dollars per share) | $ (0.63) | $ (0.95) | $ (1.33) | $ (1.79) |
Net loss per share, diluted (in dollars per share) | $ (0.63) | $ (0.95) | $ (1.33) | $ (1.79) |
Weighted average common shares outstanding, basic (in shares) | 36,293,856 | 36,182,541 | 36,282,636 | 36,152,942 |
Weighted average common shares outstanding, diluted (in shares) | 36,293,856 | 36,182,541 | 36,282,636 | 36,152,942 |
Comprehensive loss: | ||||
Net loss | $ (22,930) | $ (34,351) | $ (48,437) | $ (64,652) |
Other comprehensive income: | ||||
Change in unrealized loss on investments | (511) | (124) | (1,872) | (403) |
Comprehensive loss | $ (23,441) | $ (34,475) | $ (50,309) | $ (65,055) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (48,437) | $ (64,652) |
Adjustment to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 6,627 | 7,652 |
Depreciation expense | 253 | 39 |
Amortization of premium on investments | 365 | 1,326 |
Noncash rent expense | 1,371 | 748 |
Other non-cash items | 0 | (14) |
Loss on disposal of property and equipment | 3 | 0 |
Changes in current assets and liabilities: | ||
Prepaid expenses and other current assets | (1,751) | (2,956) |
Other non-current assets | 6 | 8 |
Accounts payable | (1,885) | 1,635 |
Accrued expenses and other current liabilities | (1,836) | 7,355 |
Non-current operating lease liabilities | (1,383) | (761) |
Net cash used in operating activities | (46,667) | (49,620) |
Cash flows from investing activities: | ||
Purchases of equipment | (200) | (888) |
Proceeds from sales and maturities of investments | 57,241 | 95,138 |
Purchases of investments | (20,504) | (42,576) |
Net cash provided by investing activities | 36,537 | 51,674 |
Cash flows from financing activities: | ||
Proceeds from exercise of common stock options and ESPP | 153 | 665 |
Net cash provided by financing activities | 153 | 665 |
Net (decrease) increase in cash and cash equivalents | (9,977) | 2,719 |
Cash, cash equivalents and restricted cash, beginning of period | 67,022 | 35,828 |
Cash, cash equivalents and restricted cash, end of period | 57,045 | 38,547 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | ||
Cash and cash equivalents | 55,877 | 37,324 |
Restricted cash | 1,168 | 1,223 |
Cash, cash equivalents and restricted cash, end of period | 57,045 | 38,547 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Purchases of equipment included in accounts payable and accrued expenses | 0 | 1,199 |
Right-of-use assets obtained in exchange for operating lease obligation | 109 | 5,717 |
Right-of-use asset derecognized upon early lease termination | $ 0 | $ 476 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common stock | Additional paid-in capital | Accumulated other comprehensive income (loss) | Accumulated deficit |
Beginning balance (in shares) at Dec. 31, 2020 | 36,078,383 | ||||
Beginning balance at Dec. 31, 2020 | $ 307,758 | $ 5 | $ 425,363 | $ 614 | $ (118,224) |
Common stock | |||||
Exercise of common stock options (in shares) | 62,607 | ||||
Exercise of common stock options | 481 | 481 | |||
Vesting of restricted stock units (in shares) | 4,998 | ||||
Stock-based compensation (in shares) | 1,224 | ||||
Stock-based compensation | 3,094 | 3,094 | |||
Unrealized gain (loss) on investments | (279) | (279) | |||
Net loss | (30,301) | (30,301) | |||
Ending balance (in shares) at Mar. 31, 2021 | 36,147,212 | ||||
Ending balance at Mar. 31, 2021 | 280,753 | $ 5 | 428,938 | 335 | (148,525) |
Beginning balance (in shares) at Dec. 31, 2020 | 36,078,383 | ||||
Beginning balance at Dec. 31, 2020 | 307,758 | $ 5 | 425,363 | 614 | (118,224) |
Common stock | |||||
Unrealized gain (loss) on investments | (403) | ||||
Net loss | (64,652) | ||||
Ending balance (in shares) at Jun. 30, 2021 | 36,205,826 | ||||
Ending balance at Jun. 30, 2021 | 251,020 | $ 5 | 433,680 | 211 | (182,876) |
Beginning balance (in shares) at Mar. 31, 2021 | 36,147,212 | ||||
Beginning balance at Mar. 31, 2021 | 280,753 | $ 5 | 428,938 | 335 | (148,525) |
Common stock | |||||
Exercise of common stock options (in shares) | 48,014 | ||||
Exercise of common stock options | 184 | 184 | |||
Vesting of restricted stock units (in shares) | 8,331 | ||||
Stock-based compensation (in shares) | 2,269 | ||||
Stock-based compensation | 4,558 | 4,558 | |||
Unrealized gain (loss) on investments | (124) | (124) | |||
Net loss | (34,351) | (34,351) | |||
Ending balance (in shares) at Jun. 30, 2021 | 36,205,826 | ||||
Ending balance at Jun. 30, 2021 | $ 251,020 | $ 5 | 433,680 | 211 | (182,876) |
Beginning balance (in shares) at Dec. 31, 2021 | 36,234,624 | 36,234,624 | |||
Beginning balance at Dec. 31, 2021 | $ 195,900 | $ 5 | 440,129 | (414) | (243,820) |
Common stock | |||||
Exercise of common stock options (in shares) | 3,565 | ||||
Exercise of common stock options | 11 | 11 | |||
Vesting of restricted stock units (in shares) | 5,000 | ||||
Issuance of common stock related to ESPP (in shares) | 31,341 | ||||
Issuance of common stock related to ESPP | 142 | 142 | |||
Stock-based compensation (in shares) | 13,038 | ||||
Stock-based compensation | 3,375 | 3,375 | |||
Unrealized gain (loss) on investments | (1,361) | (1,361) | |||
Net loss | (25,507) | (25,507) | |||
Ending balance (in shares) at Mar. 31, 2022 | 36,287,568 | ||||
Ending balance at Mar. 31, 2022 | $ 172,560 | $ 5 | 443,657 | (1,775) | (269,327) |
Beginning balance (in shares) at Dec. 31, 2021 | 36,234,624 | 36,234,624 | |||
Beginning balance at Dec. 31, 2021 | $ 195,900 | $ 5 | 440,129 | (414) | (243,820) |
Common stock | |||||
Exercise of common stock options (in shares) | 3,565 | ||||
Unrealized gain (loss) on investments | $ (1,872) | ||||
Net loss | $ (48,437) | ||||
Ending balance (in shares) at Jun. 30, 2022 | 36,315,737 | ||||
Ending balance at Jun. 30, 2022 | $ 152,371 | $ 5 | 446,909 | (2,286) | (292,257) |
Beginning balance (in shares) at Mar. 31, 2022 | 36,287,568 | ||||
Beginning balance at Mar. 31, 2022 | 172,560 | $ 5 | 443,657 | (1,775) | (269,327) |
Common stock | |||||
Vesting of restricted stock units (in shares) | 3,333 | ||||
Stock-based compensation (in shares) | 24,836 | ||||
Stock-based compensation | 3,252 | 3,252 | |||
Unrealized gain (loss) on investments | (511) | (511) | |||
Net loss | $ (22,930) | (22,930) | |||
Ending balance (in shares) at Jun. 30, 2022 | 36,315,737 | ||||
Ending balance at Jun. 30, 2022 | $ 152,371 | $ 5 | $ 446,909 | $ (2,286) | $ (292,257) |
NATURE OF BUSINESS AND BASIS OF
NATURE OF BUSINESS AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS AND BASIS OF PRESENTATION | NATURE OF BUSINESS AND BASIS OF PRESENTATION Black Diamond Therapeutics, Inc. (the “Company”) is a precision oncology medicine company pioneering the discovery and development of MasterKey therapies. The Company was originally organized as a limited liability company in December 2014 under the name ASET Therapeutics LLC. In September 2016, the Company was converted to a corporation under the laws of the State of Delaware under the name ASET Therapeutics, Inc. The Company changed its name to Black Diamond Therapeutics, Inc. in January 2018. Since its inception, the Company has devoted substantially all of its efforts to raising capital, obtaining financing, and incurring research and development costs related to the development of its mutation, allostery, and pharmacology computational and drug discovery engine. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s technology will be obtained, that any products developed will obtain necessary government regulatory approval or that any products, if approved, will be commercially viable. The Company operates in an environment of rapid technological innovation and substantial competition from pharmaceutical and biotechnological companies. In addition, the Company is dependent upon the services of its employees, consultants and service providers. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. On February 1, 2021, the Company filed a shelf registration statement on Form S-3 ASR (the “Shelf”), with the Securities and Exchange Commission (the “SEC”), which covers the offering, issuance and sale of the Company’s common stock, preferred stock, debt securities, warrants and/or units of any combination thereof. The Company simultaneously entered into an Open Market Sale Agreement SM with Jefferies LLC, as sales agent, to provide for the issuance and sale by the Company of up to $150 million of its common stock from time to time through Jefferies as its sales agent (the “ATM Program”). The Shelf became automatically effective upon filing on February 1, 2021. As of June 30, 2022, no sales have been made pursuant to the ATM Program. The accompanying condensed consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets, and the satisfaction of liabilities and commitments in the ordinary course of business. Historically, the Company has funded its operations primarily with proceeds from the sale of preferred and common stock. The Company expects to continue to generate operating losses for the foreseeable future. As of August 9, 2022, the issuance date of the condensed consolidated financial statements, the Company expects that its cash, cash equivalents and investments will be sufficient to fund its currently planned operations for at least the next 12 months from the filing date of these unaudited interim condensed consolidated financial statements. The Company may seek additional funding through private or public equity financings, debt financings, collaborations, strategic alliances and marketing, distribution or licensing arrangements. The Company may not be able to obtain financing on acceptable terms, or at all, and the Company may not be able to enter into collaborations or other arrangements. The terms of any financing may adversely affect the holdings or the rights of the Company's stockholders. If the Company is unable to obtain funding, the Company could 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. 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 ongoing COVID-19 pandemic is evolving, and to date has led to the implementation of various responses, including government-imposed quarantines, travel restrictions, and other public health safety measures. The Company has been closely monitoring the impact of the ongoing COVID-19 pandemic on all aspects of the Company’s business, including how it has impacted and may continue to impact the Company’s operations and the operations of its suppliers, vendors and business partners, and may take further precautionary and preemptive actions as may be required by federal, state or local authorities. In addition, the Company has taken steps to minimize the current environment’s impact on its business and strategy, including devising contingency plans and securing additional resources from third party service providers. Furthermore, for the safety of the Company’s employees and families, the Company has introduced enhanced safety measures for scientists to be present in its labs and increased the use of third party service providers for the conduct of certain experiments and studies for research programs. Certain of the Company’s third party service providers have also experienced shutdowns or other business disruptions. The extent to which COVID-19 ultimately impacts the Company’s business, results of operations or financial condition will depend on future developments, which, despite progress in vaccination efforts, remain highly uncertain and cannot be predicted with confidence, such as the duration of the COVID-19 pandemic, new strains of the virus, including any future variants that may emerge, which may impact rates of infection and vaccination efforts, developments or perceptions regarding the safety of vaccines, new information that may emerge concerning the severity of COVID-19, and any additional preventative and protective actions taken to contain the pandemic or treat its impact, among others. The Company does not yet know the full extent of potential delays or impacts on the Company’s business, clinical trials, research programs, healthcare systems or the global economy and cannot presently predict the scope and severity of any potential business shutdowns or disruptions but if the Company or any of the third parties with whom it engages were to experience prolonged business shutdowns or other disruptions, the Company’s ability to conduct its business in the manner and on the timelines presently planned could be materially and negatively affected, which could have a material adverse impact on the Company’s business, results of operations and financial condition. The estimates of the impact on the Company’s business may change based on new information that may emerge concerning COVID-19 and the actions to contain it or treat its impact and the economic impact on local, regional, national and international markets. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The following is a summary of significant accounting policies followed in the preparation of these condensed consolidated financial statements. Principles of consolidation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and include the accounts of the Company and its wholly owned subsidiaries, Black Diamond Therapeutics (Canada), Inc. and Black Diamond Therapeutics Security Corporation, after elimination of all significant intercompany accounts and transactions. Unaudited interim financial information The condensed consolidated financial statements of the Company included herein have been prepared, without audit, pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted from this Quarterly Report, as is permitted by such rules and regulations. Accordingly, these condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report. In the opinion of the Company’s management, all adjustments (consisting of normal and recurring adjustments) considered necessary for a fair statement of the results for the interim periods presented have been included. 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 stock-based awards. The Company bases its estimates on historical experience, 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. The full extent to which the ongoing COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial condition, including expenses, research and development costs and employee-related amounts, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international markets. The Company has considered the impact of COVID-19 on estimates within its financial statements and there may be changes to those estimates in future periods. As of the date of issuance of these condensed consolidated financial statements, the Company has not experienced material business disruptions or incurred impairment losses in the carrying value of its assets as a result of the pandemic and is not aware of any specific related event or circumstance that would require it to update its estimates. Recently issued accounting pronouncements The Company believes that no recently issued accounting standards will have a material impact on its condensed consolidated financial statements, or apply to its operations. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy used to determine such fair values: Fair value measurements at June 30, 2022 using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 53,761 $ — $ — $ 53,761 Investments: Commercial paper — 14,542 — 14,542 Corporate bonds — 51,487 — 51,487 U.S. Government agencies — 38,984 — 38,984 Total $ 53,761 $ 105,013 $ — $ 158,774 Fair value measurements at December 31, 2021 using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 63,730 $ — $ — $ 63,730 Investments: Corporate bonds — 104,066 — 104,066 U.S. Government agencies — 39,921 — 39,921 Total $ 63,730 $ 143,987 $ — $ 207,717 When developing fair value estimates, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. When available, the Company uses quoted market prices to measure fair value. The valuation technique used to measure fair value for the Company's Level 1 and Level 2 assets is a market approach, using prices and other relevant information generated by market transactions involving identical or comparable assets. If market prices are not available, the fair value measurement is based on models that use primarily market-based parameters including yield curves, volatilities, credit ratings and currency rates. In certain cases where market rate assumptions are not available, the Company is required to make judgments about assumptions market participants would use to estimate the fair value of a financial instrument. There were no transfers in or out of Level 3 categories in the periods presented. |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | INVESTMENTS As of June 30, 2022, investments were comprised of the following: Amortized Cost Unrealized Gains Unrealized Losses Fair Value Commercial paper $ 14,547 $ — $ (5) $ 14,542 Corporate bonds 52,620 — (1,133) 51,487 U.S. Government agencies 40,132 — (1,148) 38,984 Total $ 107,299 $ — $ (2,286) $ 105,013 As of December 31, 2021, investments were comprised of the following: Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate bonds $ 104,261 $ 47 $ (242) $ 104,066 U.S. Government agencies 40,140 — (219) 39,921 Total $ 144,401 $ 47 $ (461) $ 143,987 As of June 30, 2022, all marketable securities held by the Company had remaining contractual maturities of one year or less, except for U.S. government agencies, corporate bonds and commercial paper with a fair value of $47,880 that had maturities of one to three years. As of December 31, 2021, all marketable securities held by the Company had remaining contractual maturities of one year or less, except for U.S. government agencies and corporate bonds with a fair value of $86,187 that had maturities of one to three years. As of June 30, 2022, the marketable securities in a loss position had a maturity of less than one year, except for U.S. government agencies, corporate bonds and commercial paper with a fair value of $47,880, that had maturities of one to three years. As of December 31, 2021, the marketable securities in a loss position had a maturity of less than one year, except for U.S. government agencies and corporate bonds, with a fair value of $86,187, that had maturities of one to three years. As of June 30, 2022, the Company reviewed its investment portfolio to assess whether the unrealized losses on its available-for-sale investments were temporary. In determining whether the decline in fair value of these securities was temporary, the Company evaluated whether it intended to sell the security and whether it was more likely than not that the Company would be required to sell the security before recovering its amortized cost basis. There have been no impairments of the Company’s assets measured and carried at fair value during the six months ended June 30, 2022 and the year ended December 31, 2021. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment, net consisted of the following: June 30, December 31, Laboratory equipment $ 807 $ 682 Furniture and fixtures 17 17 Computer and office equipment 120 120 Leasehold improvements 2,512 2,437 Construction in process — 148 Property and equipment 3,456 3,404 Less: accumulated depreciation (583) (369) Total Property and Equipment, net $ 2,873 $ 3,035 Depreciation expense for the six months ended June 30, 2022 and 2021 was $253 and $39, respectively. |
ACCRUED EXPENSES AND OTHER CURR
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following: June 30, December 31, Contracted research services $ 11,072 $ 12,192 Payroll and related expenses 3,352 5,088 Professional and consulting fees 971 1,935 Current portion of operating lease liability 2,089 320 Total accrued expenses and other current liabilities $ 17,484 $ 19,535 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION 2020 Stock Option and Incentive Plan The 2020 Stock Option and Incentive Plan (the “2020 Plan”) was approved by the Company’s board of directors on December 5, 2019, and the Company’s stockholders on January 14, 2020 and became effective on the date immediately prior to the date on which the registration statement for the Company’s initial public offering (“IPO”) was declared effective. The 2020 Plan provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards, cash-based awards and dividend equivalent rights to the Company’s officers, employees, directors and consultants. The 2020 Plan provides for an annual increase, to be added on the first day of each fiscal year, by up to 4% of the Company’s outstanding shares of common stock as of the last day of the prior year. On January 1, 2022, 1,449,384 shares of common stock, representing 4% of the Company’s outstanding shares of common stock as of December 31, 2021, were added to the 2020 Plan. 2020 Employee Stock Purchase Plan The 2020 Employee Stock Purchase Plan (the “2020 ESPP”) was approved by the Company’s board of directors on December 5, 2019, and the Company’s stockholders on January 14, 2020, and became effective on the date immediately prior to the date on which the registration statement for the Company’s IPO was declared effective. The 2020 ESPP provides for an annual increase, to be added on the first day of each fiscal year, by up to 1% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31. The number of authorized shares reserved for issuance under the 2020 ESPP was increased by 326,364 shares effective as of January 1, 2022. Stock-based compensation expense The Company recorded stock-based compensation expense in the following award type categories included within the condensed consolidated statements of operations and comprehensive loss: Three Months Ended Six Months Ended 2022 2021 2022 2021 Stock options $ 3,000 $ 4,216 $ 6,193 $ 7,010 Restricted stock units 189 290 310 560 Employee Stock Purchase Plan and Other 63 52 124 82 $ 3,252 $ 4,558 $ 6,627 $ 7,652 For the six months ended June 30, 2022, the Company issued 37,874 shares of common stock out of its 2020 Plan under its policy where non-employee directors may elect to receive their compensation in the form of common stock in lieu of cash. The Company recorded stock-based compensation expense in the following expense categories of its condensed consolidated statements of operations and comprehensive loss: Three Months Ended Six Months Ended 2022 2021 2022 2021 Research and development $ 1,526 $ 2,234 $ 3,054 $ 3,854 General and administrative 1,726 2,324 3,573 3,798 $ 3,252 $ 4,558 $ 6,627 $ 7,652 Options The following table summarizes the stock option activity under the Company’s equity awards plans: Options Weighted Average Exercise Price Weighted Average Remaining Life (in Years) Intrinsic Value (in thousands) Outstanding December 31, 2021 4,903,839 $ 17.38 7.6 $ 847 Granted 1,816,650 $ 3.33 Exercised (3,565) $ 3.20 Cancelled or forfeited (691,330) $ 16.50 Outstanding June 30, 2022 6,025,594 $ 13.25 8.0 $ 289 Options vested or expected to vest at June 30, 2022 6,025,594 $ 13.25 8.0 $ 289 Options exercisable at June 30, 2022 2,478,157 $ 16.05 6.9 $ 45 For the six months ended June 30, 2022, total unrecognized compensation cost related to the unvested stock-options was $23,832, which is expected to be recognized over a weighted average period of 2.2 years. Restricted stock units The fair values of restricted stock units are based on the market value of the Company’s stock on the date of the grant. Under terms of the time-based restricted stock agreements covering the common stock, shares of restricted common stock are subject to a vesting schedule. The following table summarizes time-based restricted stock activity since January 1, 2022: Number of shares Weighted average grant date fair value Unvested restricted common stock as of December 31, 2021 30,667 $ 29.53 Granted 185,795 $ 2.32 Vested (8,333) $ 29.24 Unvested restricted common stock as of June 30, 2022 208,129 $ 5.25 The total fair value of time-based restricted stock units vested during the six months ended June 30, 2022 was $244. For the six months ended June 30, 2022, total unrecognized compensation cost related to the time-based unvested restricted stock units was $757, which is expected to be recognized over a weighted average period of 1.3 years. For the three months ended June 30, 2022, the Company granted to its employees 55,125 performance restricted stock units related to the achievement of certain clinical development and/or financing milestones. As of June 30, 2022, the Company had 267,125 performance restricted stock units outstanding. Recognition of stock-based compensation expense associated with performance restricted stock units commences when the performance conditions are considered probable of achievement, using management’s best estimates, which consider the inherent risk and uncertainty regarding the future outcomes of the milestones. As of June 30, 2022, for performance-based restricted stock units that were outstanding, the achievement of the milestones that had not been met was considered not probable, and therefore no expense has been recognized related to these awards in the six months ended June 30, 2022. Employee stock purchase plan The 2020 ESPP enables eligible employees to purchase shares of the Company's common stock at the end of each six-month offering period at a price equal to 85% of the fair market value of the shares on the first business day or the last business day of the offering period, whichever is lower. Eligible employees generally included all employees. Offering periods begin on the first trading day of January and July of each year and end on the last trading day in June and December of each year, except for the first offering period which began on the first trading day in March and ended on the last trading day in June. Share purchases are funded through payroll deductions of up to 10% of an employee’s eligible compensation for each payroll period, up to $25 each calendar year. During the six months ended June 30, 2022 and 2021, there were 31,341 and no shares, respectively, issued under the 2020 ESPP. |
NET LOSS PER SHARE
NET LOSS PER SHARE | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE | NET LOSS PER SHARE Net loss per share The following table summarizes the computation of basic and diluted net loss per share of the Company (in thousands, except share and per share amounts): Three Months Ended Six Months Ended 2022 2021 2022 2021 Net loss $ (22,930) $ (34,351) $ (48,437) $ (64,652) Weighted average common shares outstanding, basic and diluted 36,293,856 36,182,541 36,282,636 36,152,942 Net loss per share, basic and diluted $ (0.63) $ (0.95) $ (1.33) $ (1.79) The Company’s potentially dilutive securities, which include options, unvested restricted stock and warrants to purchase common stock, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Six Months Ended 2022 2021 Options to purchase common stock 6,025,594 5,209,744 Unvested restricted stock 208,129 51,007 Shares issuable under employee stock purchase plan 27,572 2,940 Warrants to purchase common stock 10,757 10,757 6,272,052 5,274,448 |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
LEASES | LEASES The Company has historically entered into lease arrangements for its facilities. As of June 30, 2022, the Company had two operating leases with required future minimum payments. The Company determined the classification of these leases to be operating leases and recorded right-of-use assets and lease liabilities as of the effective dates. The Company’s leases generally do not include termination or purchase options. Operating leases In July 2020, the Company entered into a seven-year agreement with an option to extend for five The Company previously leased an office space in Cambridge, MA under a lease that commenced in February 2019 for approximately 2,357 square feet of office space, which was set to expire on April 30, 2022, subject to an option to extend the lease for three In December 2020, the Company entered into an eleven-year agreement to lease approximately 18,120 square feet of office and laboratory space in New York, NY. The Company has an option to extend the lease for five The following table contains a summary of the lease costs recognized under ASC 842 and other information pertaining to the Company’s operating lease for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Lease Cost Operating lease cost $ 1,057 $ 613 $ 2,116 $ 1,075 Short-term lease cost 21 288 40 575 Variable lease cost 219 43 476 76 Total lease cost $ 1,297 $ 944 $ 2,632 $ 1,726 Other Operating Lease Information June 30, 2022 June 30, 2021 Cash paid for amounts included in the measurement of lease liability $ 1,290 $ 732 Weighted-average remaining lease term 8.3 7.1 Weighted-average discount rate 5.3 % 5.3 % The variable lease costs for the three and six months ended June 30, 2022 and 2021 include common area maintenance and other operating charges. As the Company’s leases do not provide an implicit rate, the Company utilized its incremental borrowing rate to discount lease payments, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term, in a similar economic environment. Future minimum lease payments under the Company’s operating leases as of June 30, 2022 were as follows: As of June 30, 2022 2022 (excluding the six months ended June 30, 2022) $ 1,460 2023 4,244 2024 4,359 2025 4,477 2026 4,599 Thereafter 16,973 Total lease payments 36,112 Less: interest (7,266) Total lease liability $ 28,846 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Company enters into contracts in the normal course of business with contract research organizations ("CROs"), contract manufacturing organizations ("CMOs") and other third parties for preclinical research studies, clinical trials and testing and manufacturing services. These contracts do not contain minimum purchase commitments and are cancelable upon prior written notice. Payments due upon cancellation consist only of payments for services provided or expenses incurred, including noncancelable obligations of service providers, up to the date of cancellation. License agreements The Company is a party to license agreements, which include contingent payments. These payments will become payable if and when certain development, regulatory and commercial milestones are achieved. As of June 30, 2022, the satisfaction and timing of the contingent payments is uncertain and not reasonably estimable. Indemnification agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not aware of any indemnification arrangements that could have a material effect on its financial position, results of operations or cash flows, and it has not accrued any liabilities related to such obligations in its consolidated financial statements as of June 30, 2022 or December 31, 2021. Legal proceedings The Company is not currently party to and is not aware of any material legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to such legal proceedings. |
BENEFIT PLANS
BENEFIT PLANS | 6 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
BENEFIT PLANS | BENEFIT PLANSThe Company has a tax-qualified 401(k) and Profit Sharing defined contribution plan (the “401(k) Plan”). Under the 401(k) Plan, the Company provides an employer safe harbor matching contribution equal to 100% of a participant’s eligible contributions of up to 6% of eligible compensation, subject to limits established by the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the “Code”). All matching contributions are fully vested when made. During the three and six months ended June 30, 2022 and 2021, the Company contributed $199, $757, $220 and $565, respectively, to the 401(k) Plan. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Principles of consolidation and unaudited interim financial information | Black Diamond Therapeutics, Inc. (the “Company”) is a precision oncology medicine company pioneering the discovery and development of MasterKey therapies. The Company was originally organized as a limited liability company in December 2014 under the name ASET Therapeutics LLC. In September 2016, the Company was converted to a corporation under the laws of the State of Delaware under the name ASET Therapeutics, Inc. The Company changed its name to Black Diamond Therapeutics, Inc. in January 2018. Since its inception, the Company has devoted substantially all of its efforts to raising capital, obtaining financing, and incurring research and development costs related to the development of its mutation, allostery, and pharmacology computational and drug discovery engine. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s technology will be obtained, that any products developed will obtain necessary government regulatory approval or that any products, if approved, will be commercially viable. The Company operates in an environment of rapid technological innovation and substantial competition from pharmaceutical and biotechnological companies. In addition, the Company is dependent upon the services of its employees, consultants and service providers. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. Principles of consolidation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and include the accounts of the Company and its wholly owned subsidiaries, Black Diamond Therapeutics (Canada), Inc. and Black Diamond Therapeutics Security Corporation, after elimination of all significant intercompany accounts and transactions. Unaudited interim financial information The condensed consolidated financial statements of the Company included herein have been prepared, without audit, pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted from this Quarterly Report, as is permitted by such rules and regulations. Accordingly, these condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report. In the opinion of the Company’s management, all adjustments (consisting of normal and recurring adjustments) considered necessary for a fair statement of the results for the interim periods presented have been included. |
Principles of consolidation | Principles of consolidation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and include the accounts of the Company and its wholly owned subsidiaries, Black Diamond Therapeutics (Canada), Inc. and Black Diamond Therapeutics Security Corporation, after elimination of all significant intercompany accounts and transactions. |
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 stock-based awards. The Company bases its estimates on historical experience, 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 pronouncements | Recently issued accounting pronouncements The Company believes that no recently issued accounting standards will have a material impact on its condensed consolidated financial statements, or apply to its operations. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy used to determine such fair values: Fair value measurements at June 30, 2022 using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 53,761 $ — $ — $ 53,761 Investments: Commercial paper — 14,542 — 14,542 Corporate bonds — 51,487 — 51,487 U.S. Government agencies — 38,984 — 38,984 Total $ 53,761 $ 105,013 $ — $ 158,774 Fair value measurements at December 31, 2021 using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 63,730 $ — $ — $ 63,730 Investments: Corporate bonds — 104,066 — 104,066 U.S. Government agencies — 39,921 — 39,921 Total $ 63,730 $ 143,987 $ — $ 207,717 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Marketable Securities | As of June 30, 2022, investments were comprised of the following: Amortized Cost Unrealized Gains Unrealized Losses Fair Value Commercial paper $ 14,547 $ — $ (5) $ 14,542 Corporate bonds 52,620 — (1,133) 51,487 U.S. Government agencies 40,132 — (1,148) 38,984 Total $ 107,299 $ — $ (2,286) $ 105,013 As of December 31, 2021, investments were comprised of the following: Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate bonds $ 104,261 $ 47 $ (242) $ 104,066 U.S. Government agencies 40,140 — (219) 39,921 Total $ 144,401 $ 47 $ (461) $ 143,987 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property and equipment, net consisted of the following: June 30, December 31, Laboratory equipment $ 807 $ 682 Furniture and fixtures 17 17 Computer and office equipment 120 120 Leasehold improvements 2,512 2,437 Construction in process — 148 Property and equipment 3,456 3,404 Less: accumulated depreciation (583) (369) Total Property and Equipment, net $ 2,873 $ 3,035 |
ACCRUED EXPENSES AND OTHER CU_2
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses and other current liabilities consisted of the following: June 30, December 31, Contracted research services $ 11,072 $ 12,192 Payroll and related expenses 3,352 5,088 Professional and consulting fees 971 1,935 Current portion of operating lease liability 2,089 320 Total accrued expenses and other current liabilities $ 17,484 $ 19,535 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation | The Company recorded stock-based compensation expense in the following award type categories included within the condensed consolidated statements of operations and comprehensive loss: Three Months Ended Six Months Ended 2022 2021 2022 2021 Stock options $ 3,000 $ 4,216 $ 6,193 $ 7,010 Restricted stock units 189 290 310 560 Employee Stock Purchase Plan and Other 63 52 124 82 $ 3,252 $ 4,558 $ 6,627 $ 7,652 The Company recorded stock-based compensation expense in the following expense categories of its condensed consolidated statements of operations and comprehensive loss: Three Months Ended Six Months Ended 2022 2021 2022 2021 Research and development $ 1,526 $ 2,234 $ 3,054 $ 3,854 General and administrative 1,726 2,324 3,573 3,798 $ 3,252 $ 4,558 $ 6,627 $ 7,652 |
Schedule of Stock Option Activity | The following table summarizes the stock option activity under the Company’s equity awards plans: Options Weighted Average Exercise Price Weighted Average Remaining Life (in Years) Intrinsic Value (in thousands) Outstanding December 31, 2021 4,903,839 $ 17.38 7.6 $ 847 Granted 1,816,650 $ 3.33 Exercised (3,565) $ 3.20 Cancelled or forfeited (691,330) $ 16.50 Outstanding June 30, 2022 6,025,594 $ 13.25 8.0 $ 289 Options vested or expected to vest at June 30, 2022 6,025,594 $ 13.25 8.0 $ 289 Options exercisable at June 30, 2022 2,478,157 $ 16.05 6.9 $ 45 |
Schedule of Restricted Stock Activity | The following table summarizes time-based restricted stock activity since January 1, 2022: Number of shares Weighted average grant date fair value Unvested restricted common stock as of December 31, 2021 30,667 $ 29.53 Granted 185,795 $ 2.32 Vested (8,333) $ 29.24 Unvested restricted common stock as of June 30, 2022 208,129 $ 5.25 |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Net Loss per Share | The following table summarizes the computation of basic and diluted net loss per share of the Company (in thousands, except share and per share amounts): Three Months Ended Six Months Ended 2022 2021 2022 2021 Net loss $ (22,930) $ (34,351) $ (48,437) $ (64,652) Weighted average common shares outstanding, basic and diluted 36,293,856 36,182,541 36,282,636 36,152,942 Net loss per share, basic and diluted $ (0.63) $ (0.95) $ (1.33) $ (1.79) |
Schedule of Antidilutive Securities Excluded from Computation of Net Loss per Share | The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Six Months Ended 2022 2021 Options to purchase common stock 6,025,594 5,209,744 Unvested restricted stock 208,129 51,007 Shares issuable under employee stock purchase plan 27,572 2,940 Warrants to purchase common stock 10,757 10,757 6,272,052 5,274,448 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Summary of Lease Cost and Other Operating Lease Information | The following table contains a summary of the lease costs recognized under ASC 842 and other information pertaining to the Company’s operating lease for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Lease Cost Operating lease cost $ 1,057 $ 613 $ 2,116 $ 1,075 Short-term lease cost 21 288 40 575 Variable lease cost 219 43 476 76 Total lease cost $ 1,297 $ 944 $ 2,632 $ 1,726 Other Operating Lease Information June 30, 2022 June 30, 2021 Cash paid for amounts included in the measurement of lease liability $ 1,290 $ 732 Weighted-average remaining lease term 8.3 7.1 Weighted-average discount rate 5.3 % 5.3 % |
Schedule of Future Minimum Lease Payments | Future minimum lease payments under the Company’s operating leases as of June 30, 2022 were as follows: As of June 30, 2022 2022 (excluding the six months ended June 30, 2022) $ 1,460 2023 4,244 2024 4,359 2025 4,477 2026 4,599 Thereafter 16,973 Total lease payments 36,112 Less: interest (7,266) Total lease liability $ 28,846 |
NATURE OF BUSINESS AND BASIS _2
NATURE OF BUSINESS AND BASIS OF PRESENTATION (Details) $ in Millions | 3 Months Ended |
Sep. 30, 2022 USD ($) | |
Open Market Sale | Maximum | Forecast | |
Subsidiary, Sale of Stock [Line Items] | |
Proceeds from stock issuance, net | $ 150 |
FAIR VALUE MEASUREMENTS - Sched
FAIR VALUE MEASUREMENTS - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Total | $ 158,774 | $ 207,717 |
Money market funds | ||
Assets: | ||
Cash equivalents: | 53,761 | 63,730 |
Commercial paper | ||
Assets: | ||
Investments: | 14,542 | |
Corporate bonds | ||
Assets: | ||
Investments: | 51,487 | 104,066 |
U.S. Government agencies | ||
Assets: | ||
Investments: | 38,984 | 39,921 |
Level 1 | ||
Assets: | ||
Total | 53,761 | 63,730 |
Level 1 | Money market funds | ||
Assets: | ||
Cash equivalents: | 53,761 | 63,730 |
Level 1 | Commercial paper | ||
Assets: | ||
Investments: | 0 | |
Level 1 | Corporate bonds | ||
Assets: | ||
Investments: | 0 | 0 |
Level 1 | U.S. Government agencies | ||
Assets: | ||
Investments: | 0 | 0 |
Level 2 | ||
Assets: | ||
Total | 105,013 | 143,987 |
Level 2 | Money market funds | ||
Assets: | ||
Cash equivalents: | 0 | 0 |
Level 2 | Commercial paper | ||
Assets: | ||
Investments: | 14,542 | |
Level 2 | Corporate bonds | ||
Assets: | ||
Investments: | 51,487 | 104,066 |
Level 2 | U.S. Government agencies | ||
Assets: | ||
Investments: | 38,984 | 39,921 |
Level 3 | ||
Assets: | ||
Total | 0 | 0 |
Level 3 | Money market funds | ||
Assets: | ||
Cash equivalents: | 0 | 0 |
Level 3 | Commercial paper | ||
Assets: | ||
Investments: | 0 | |
Level 3 | Corporate bonds | ||
Assets: | ||
Investments: | 0 | 0 |
Level 3 | U.S. Government agencies | ||
Assets: | ||
Investments: | $ 0 | $ 0 |
INVESTMENTS - Schedule of Marke
INVESTMENTS - Schedule of Marketable Securities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 107,299 | $ 144,401 |
Unrealized Gains | 0 | 47 |
Unrealized Losses | (2,286) | (461) |
Fair Value | 105,013 | 143,987 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 14,547 | |
Unrealized Gains | 0 | |
Unrealized Losses | (5) | |
Fair Value | 14,542 | |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 52,620 | 104,261 |
Unrealized Gains | 0 | 47 |
Unrealized Losses | (1,133) | (242) |
Fair Value | 51,487 | 104,066 |
U.S. Government agencies | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 40,132 | 40,140 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (1,148) | (219) |
Fair Value | $ 38,984 | $ 39,921 |
INVESTMENTS - Additional Inform
INVESTMENTS - Additional Information (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | ||
Fair value | $ 47,880,000 | $ 86,187,000 |
Loss position fair value | 47,880,000 | 86,187,000 |
Impairment of fair value assets | $ 0 | $ 0 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 3,456 | $ 3,404 | |
Less: accumulated depreciation | (583) | (369) | |
Total Property and Equipment, net | 2,873 | 3,035 | |
Depreciation expense | 253 | $ 39 | |
Laboratory equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 807 | 682 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 17 | 17 | |
Computer and office equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 120 | 120 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 2,512 | 2,437 | |
Construction in process | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 0 | $ 148 |
ACCRUED EXPENSES AND OTHER CU_3
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Contracted research services | $ 11,072 | $ 12,192 |
Payroll and related expenses | 3,352 | 5,088 |
Professional and consulting fees | $ 971 | $ 1,935 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Total accrued expenses and other current liabilities | Total accrued expenses and other current liabilities |
Current portion of operating lease liability | $ 2,089 | $ 320 |
Total accrued expenses and other current liabilities | $ 17,484 | $ 19,535 |
STOCK-BASED COMPENSATION - Narr
STOCK-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jan. 01, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jan. 14, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost, options | $ 23,832 | $ 23,832 | ||||
Stock-based compensation expense | 3,252 | $ 4,558 | $ 6,627 | $ 7,652 | ||
2020 Stock Option Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Increase of authorized shares, percent of common stock outstanding | 4% | 4% | ||||
Number of additional shares authorized (in shares) | 1,449,384 | |||||
2020 ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Increase of authorized shares, percent of common stock outstanding | 1% | |||||
Number of additional shares authorized (in shares) | 326,364 | |||||
Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost, recognition period (in years) | 2 years 2 months 12 days | |||||
Stock-based compensation expense | 3,000 | 4,216 | $ 6,193 | 7,010 | ||
Stock options | 2020 Stock Option Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued under share-based compensation plan | 37,874 | |||||
Restricted stock units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost, recognition period (in years) | 1 year 3 months 18 days | |||||
Fair value of units vested | $ 244 | |||||
Unrecognized compensation cost | 757 | 757 | ||||
Stock-based compensation expense | $ 189 | $ 290 | $ 310 | $ 560 | ||
Shares issuable under employee stock purchase plan | 2020 ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued under share-based compensation plan | 31,341 | 0 | ||||
Award purchase period (in months) | 6 months | |||||
Maximum percent of fair market value of common stock | 85% | |||||
Maximum employee subscription rate | 10% | 10% | ||||
Maximum employee subscription amount | $ 25 | |||||
Performance Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Granted (in shares) | 55,125 | |||||
Units outstanding (in shares) | 267,125 | 267,125 | ||||
Stock-based compensation expense | $ 0 |
STOCK-BASED COMPENSATION - Sche
STOCK-BASED COMPENSATION - Schedule of Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 3,252 | $ 4,558 | $ 6,627 | $ 7,652 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 1,526 | 2,234 | 3,054 | 3,854 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 1,726 | 2,324 | 3,573 | 3,798 |
Stock options | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 3,000 | 4,216 | 6,193 | 7,010 |
Restricted stock units | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 189 | 290 | 310 | 560 |
Employee Stock Purchase Plan and Other | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 63 | $ 52 | $ 124 | $ 82 |
STOCK-BASED COMPENSATION - Sc_2
STOCK-BASED COMPENSATION - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Options | ||
Outstanding, beginning balance (in shares) | 4,903,839 | |
Granted (in shares) | 1,816,650 | |
Exercised (in shares) | (3,565) | |
Canceled or forfeited (in shares) | (691,330) | |
Outstanding, ending balance (in shares) | 6,025,594 | 4,903,839 |
Options vested or expected to vest (in shares) | 6,025,594 | |
Options exercisable (in shares) | 2,478,157 | |
Weighted Average Exercise Price | ||
Outstanding, beginning balance (in dollars per share) | $ 17.38 | |
Granted (in dollars per share) | 3.33 | |
Exercised (in dollars per share) | 3.20 | |
Cancelled or forfeited (in dollars per share) | 16.50 | |
Outstanding, ending balance (in dollars per share) | 13.25 | $ 17.38 |
Options vested or expected to vest (in dollars per share) | 13.25 | |
Options exercisable (in dollars per share) | $ 16.05 | |
Weighted Average Remaining Life and Intrinsic Value | ||
Options outstanding, remaining life (in years) | 8 years | 7 years 7 months 6 days |
Options vested or expected to vest, remaining life (in years) | 8 years | |
Options exercisable, remaining life (in years) | 6 years 10 months 24 days | |
Options outstanding, intrinsic value | $ 289 | $ 847 |
Options vested or expected to vest, intrinsic value | 289 | |
Options exercisable, intrinsic value | $ 45 |
STOCK-BASED COMPENSATION - Sc_3
STOCK-BASED COMPENSATION - Schedule of Restricted Stock Activity (Details) - Unvested restricted stock | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Number of shares | |
Unvested restricted common stock, beginning balance (in shares) | shares | 30,667 |
Granted (in shares) | shares | 185,795 |
Vested (in shares) | shares | (8,333) |
Unvested restricted common stock, ending balance (in shares) | shares | 208,129 |
Weighted average grant date fair value | |
Unvested restricted common stock, beginning balance (in dollars per share) | $ / shares | $ 29.53 |
Weighted-average grant-date fair value (in dollars per share) | $ / shares | 2.32 |
Vested (in dollars per share) | $ / shares | 29.24 |
Unvested restricted common stock, ending balance (in dollars per share) | $ / shares | $ 5.25 |
NET LOSS PER SHARE - Computatio
NET LOSS PER SHARE - Computation of Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Earnings Per Share [Abstract] | ||||||
Net loss | $ (22,930) | $ (25,507) | $ (34,351) | $ (30,301) | $ (48,437) | $ (64,652) |
Weighted average common shares outstanding, basic (in shares) | 36,293,856 | 36,182,541 | 36,282,636 | 36,152,942 | ||
Weighted average common shares outstanding, diluted (in shares) | 36,293,856 | 36,182,541 | 36,282,636 | 36,152,942 | ||
Net loss per share, basic (in dollars per share) | $ (0.63) | $ (0.95) | $ (1.33) | $ (1.79) | ||
Net loss per share, diluted (in dollars per share) | $ (0.63) | $ (0.95) | $ (1.33) | $ (1.79) |
NET LOSS PER SHARE - Schedule o
NET LOSS PER SHARE - Schedule of Antidilutive Securities Excluded from Computation of Net Loss per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 6,272,052 | 5,274,448 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 6,025,594 | 5,209,744 |
Unvested restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 208,129 | 51,007 |
Shares issuable under employee stock purchase plan | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 27,572 | 2,940 |
Warrants to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 10,757 | 10,757 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Thousands | 6 Months Ended | ||||
Jun. 15, 2021 USD ($) | Jun. 30, 2022 contract | Dec. 31, 2020 ft² | Jul. 31, 2020 USD ($) ft² | Feb. 28, 2019 ft² | |
Lessee, Lease, Description [Line Items] | |||||
Number of leases | contract | 2 | ||||
Gain on lease termination | $ | $ 5 | ||||
Principal office, lease two | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease term (in years) | 7 years | ||||
Lease term, optional extension (in years) | 5 years | ||||
Area leased (square feet) | 25,578 | ||||
Letter of credit outstanding | $ | $ 1,168 | ||||
Principal office, lease one | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease term, optional extension (in years) | 3 years | ||||
Area leased (square feet) | 2,357 | ||||
Operating Lease, Office and Laboratory Space, NY | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease term (in years) | 11 years | ||||
Lease term, optional extension (in years) | 5 years | ||||
Area leased (square feet) | 18,120 |
LEASES - Summary of Lease Cost
LEASES - Summary of Lease Cost and Other Operating Lease Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Lease Cost | ||||
Operating lease cost | $ 1,057 | $ 613 | $ 2,116 | $ 1,075 |
Short-term lease cost | 21 | 288 | 40 | 575 |
Variable lease cost | 219 | 43 | 476 | 76 |
Total lease cost | $ 1,297 | $ 944 | 2,632 | 1,726 |
Other Operating Lease Information | ||||
Cash paid for amounts included in the measurement of lease liability | $ 1,290 | $ 732 | ||
Weighted-average remaining lease term (in years) | 8 years 3 months 18 days | 7 years 1 month 6 days | 8 years 3 months 18 days | 7 years 1 month 6 days |
Weighted-average discount rate | 5.30% | 5.30% | 5.30% | 5.30% |
LEASES - Schedule of Future Min
LEASES - Schedule of Future Minimum Lease Payments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
ASC 842 | |
2022 (excluding the six months ended June 30, 2022) | $ 1,460 |
2023 | 4,244 |
2024 | 4,359 |
2025 | 4,477 |
2026 | 4,599 |
Thereafter | 16,973 |
Total lease payments | 36,112 |
Less: interest | (7,266) |
Total lease liability | $ 28,846 |
BENEFIT PLANS (Details)
BENEFIT PLANS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Retirement Benefits [Abstract] | ||||
Employer contribution, matching contribution percentage | 100% | |||
Employer contribution, percent of each participant's salary | 6% | |||
Employer contribution amount | $ 199 | $ 220 | $ 757 | $ 565 |