Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 04, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | CLXT | ||
Entity Registrant Name | Calyxt, Inc. | ||
Entity Central Index Key | 0001705843 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Common Stock, Shares Outstanding | 37,155,887 | ||
Entity Public Float | $ 49,811,803 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity File Number | 001-38161 | ||
Entity Tax Identification Number | 27-1967997 | ||
Entity Address, Address Line One | 2800 Mount Ridge Road | ||
Entity Address, City or Town | Roseville | ||
Entity Address, State or Province | MN | ||
Entity Address, Postal Zip Code | 55113-1127 | ||
City Area Code | 651 | ||
Local Phone Number | 683-2807 | ||
Entity Interactive Data Current | Yes | ||
Title of 12(b) Security | Common Stock ($(0.0001 par value) | ||
Security Exchange Name | NASDAQ | ||
Entity Incorporation, State or Country Code | DE | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE The information required by Part III of this Annual Report on Form 10-K, to the extent not set forth herein, is incorporated herein by reference from the registrant’s definitive proxy statement relating to the registrant’s Annual Meeting of Stockholders to be held in 202 1 , which definitive proxy statement shall be filed with the Securities and Exchange Commission not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 17,299 | $ 58,610 |
Short-term investments | 11,698 | |
Restricted cash | 393 | 388 |
Accounts receivable | 4,887 | 1,122 |
Inventory | 1,383 | 2,594 |
Prepaid expenses and other current assets | 3,930 | 808 |
Total current assets | 39,590 | 63,522 |
Non-current restricted cash | 597 | 1,040 |
Land, buildings, and equipment | 22,860 | 23,212 |
Other non-current assets | 280 | 324 |
Total assets | 63,327 | 88,098 |
Current liabilities: | ||
Accounts payable | 929 | 1,077 |
Accrued expenses | 2,891 | 2,544 |
Accrued compensation | 1,950 | 2,181 |
Due to related parties | 766 | 977 |
Current portion of financing lease obligations | 364 | 356 |
Other current liabilities | 45 | 61 |
Total current liabilities | 6,945 | 7,196 |
Financing lease obligations | 17,876 | 18,244 |
Long-term debt | 1,518 | |
Other non-current liabilities | 113 | 150 |
Total liabilities | 26,452 | 25,590 |
Stockholders’ equity: | ||
Common stock, $0.0001 par value; 275,000,000 shares authorized; 37,165,196 shares issued and 37,065,044 shares outstanding as of December 31, 2020 and 33,033,689 shares issued and 32,951,329 shares outstanding as of December 31, 2019 | 4 | 3 |
Additional paid-in capital | 204,807 | 185,588 |
Common stock in treasury, at cost, 100,152 shares as of December 31, 2020 and 82,360 as of December 31, 2019 | (1,043) | (1,043) |
Accumulated deficit | (166,893) | (122,057) |
Accumulated other comprehensive income | 17 | |
Total stockholders’ equity | 36,875 | 62,508 |
Total liabilities and stockholders’ equity | $ 63,327 | $ 88,098 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 275,000,000 | 275,000,000 |
Common stock, shares issued | 37,165,196 | 33,033,689 |
Common stock, shares outstanding | 37,065,044 | 32,951,329 |
Treasury stock, shares | 100,152 | 82,360 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | |||
Revenue | $ 23,851 | $ 7,296 | $ 236 |
Costs of goods sold | 35,127 | 9,280 | |
Gross margin | (11,276) | (1,984) | 236 |
Operating expenses: | |||
Research and development | 11,082 | 12,213 | 10,358 |
Selling and supply chain | 4,380 | 5,172 | 2,352 |
General and administrative | 16,157 | 18,966 | 13,356 |
Management fees | 252 | 1,338 | 2,285 |
Restructuring costs | 685 | ||
Total operating expenses | 32,556 | 37,689 | 28,351 |
Loss from operations | (43,832) | (39,673) | (28,115) |
Interest, net | (878) | 110 | 264 |
Non-operating expenses | (126) | (49) | (46) |
Loss before income taxes | (44,836) | (39,612) | (27,897) |
Income taxes | 0 | 0 | 0 |
Net loss | $ (44,836) | $ (39,612) | $ (27,897) |
Basic and diluted net loss per share | $ (1.32) | $ (1.21) | $ (0.91) |
Weighted average shares outstanding - basic and diluted | 33,882,406 | 32,805,684 | 30,683,421 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Shares in Treasury [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning balance at Dec. 31, 2017 | $ 57,476 | $ 3 | $ 112,021 | $ (54,548) | ||
Beginning balance, shares at Dec. 31, 2017 | 27,718,780 | |||||
Net loss | (27,897) | (27,897) | ||||
Stock-based compensation | 7,007 | 7,007 | ||||
Stock-based compensation, shares | 888,149 | |||||
Issuance of common stock | 57,041 | 57,041 | ||||
Issuance of common stock, shares | 4,057,500 | |||||
Shares withheld for net share settlement | (230) | $ (230) | ||||
Shares withheld for net share settlement, shares | (15,536) | |||||
Ending balance at Dec. 31, 2018 | 93,397 | $ 3 | 176,069 | (230) | (82,445) | |
Ending balance, shares at Dec. 31, 2018 | 32,648,893 | |||||
Net loss | (39,612) | (39,612) | ||||
Stock-based compensation | 9,175 | 9,175 | ||||
Stock-based compensation, shares | 369,260 | |||||
Issuance of common stock | 344 | 344 | ||||
Shares withheld for net share settlement | (813) | (813) | ||||
Shares withheld for net share settlement, shares | (66,824) | |||||
Other comprehensive income (loss) | 17 | $ 17 | ||||
Ending balance at Dec. 31, 2019 | 62,508 | $ 3 | 185,588 | (1,043) | (122,057) | 17 |
Ending balance, shares at Dec. 31, 2019 | 32,951,329 | |||||
Net loss | (44,836) | (44,836) | ||||
Stock-based compensation | 4,971 | 4,971 | ||||
Stock-based compensation, shares | 381,507 | |||||
Issuance of common stock | 14,249 | $ 1 | 14,248 | |||
Issuance of common stock, shares | 3,750,000 | |||||
Shares withheld for net share settlement, shares | (17,792) | |||||
Other comprehensive income (loss) | (17) | $ (17) | ||||
Ending balance at Dec. 31, 2020 | $ 36,875 | $ 4 | $ 204,807 | $ (1,043) | $ (166,893) | |
Ending balance, shares at Dec. 31, 2020 | 37,065,044 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating activities | |||
Net loss | $ (44,836) | $ (39,612) | $ (27,897) |
Adjustments to reconcile net loss to net cash used by operating activities: | |||
Depreciation and amortization | 1,869 | 1,607 | 1,081 |
Stock-based compensation | 4,971 | 9,175 | 4,385 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (3,765) | (1,122) | |
Due to/from related parties | (211) | (882) | 676 |
Inventory | 1,211 | (2,594) | |
Prepaid expenses and other current assets | (3,122) | 493 | (726) |
Accounts payable | (148) | 259 | (118) |
Accrued expenses | 347 | 537 | 985 |
Accrued compensation | (231) | 876 | 360 |
Other current liabilities | (70) | (670) | 940 |
Other | 313 | (18) | 112 |
Net cash used by operating activities | (43,672) | (31,951) | (20,202) |
Investing activities | |||
Purchases of land, buildings, and equipment | (1,786) | (2,969) | (1,847) |
Short-term investments | (11,698) | ||
Net cash used by investing activities | (13,484) | (2,969) | (1,847) |
Financing activities | |||
Proceeds from common stock issuance | 15,000 | 57,706 | |
Costs incurred related to the issuance of stock | (963) | (665) | |
Proceeds from Payroll Protection Program loan | 1,518 | ||
Repayments of financing lease obligations | (360) | (275) | |
Proceeds from the exercise of stock options | 212 | 344 | 2,622 |
Costs incurred related to shares withheld for net settlement | (813) | (230) | |
Proceeds from sale and leaseback of land, buildings, and equipment | 414 | 1,240 | |
Net cash (used) provided by financing activities | 15,407 | (330) | 60,673 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (41,749) | (35,250) | 38,624 |
Cash, cash equivalents and restricted cash - beginning of period | 60,038 | 95,288 | 56,664 |
Cash, cash equivalents and restricted cash - end of period | $ 18,289 | $ 60,038 | $ 95,288 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Overview Calyxt, Inc., formerly known as Cellectis Plant Sciences, Inc. was founded in 2010 and incorporated in Delaware. We are headquartered in Roseville, Minnesota. We are a technology company focused on delivering plant-based solutions that are healthy and sustainable. Prior to our initial public offering (IPO) on July 25, 2017, we were a wholly owned subsidiary of Cellectis S.A. (Cellectis). As of December 31, 2020, Cellectis owned 64.7 percent of our outstanding common stock. Certain prior year amounts have been reclassified to conform to current year presentation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes, including those related to revenue recognition, forward purchase contracts, stock-based compensation, and valuation allowances on deferred tax assets. Actual results could differ from those estimates. Cash, Cash Equivalents and Restricted Cash We consider all investments purchased with an original maturity of three months or less to be cash equivalents. Restricted cash, which we hold for the benefit of our counterparty on an equipment lease facility, is also invested in cash equivalents. Short-term investments We consider investments with more than ninety days to maturity at issuance to be short-term investments. These short-term investments are considered trading securities and are carried at fair value with any unrealized gains and losses recorded in current earnings as a component of interest, net. Accounts Receivable Accounts receivable are unsecured and are recorded at net realizable value. We make judgments as to our ability to collect outstanding receivables based upon patterns of collectability, historical experience, and our evaluation of specific accounts and will provide an allowance for credit losses when collection becomes doubtful. We perform credit evaluations of our customers’ financial condition on an as-needed basis. Payment is generally due fifteen or thirty days from the invoice date depending upon the product, and accounts past 30 days are individually analyzed for collectability. When all collection efforts have been exhausted, the account is written off. Forward Purchase Contracts We enter into seed and grain production agreements (Forward Purchase Contracts) with seed producers and growers. The seed contracts often require us to pay prices for the seed produced at commodity futures market prices plus a premium. The seed growers have the option to fix their price with us throughout the term of the agreement. We pay a portion of the seed cost in December each year and the remainder upon delivery in either the first or second quarter of the following year. The grain grower contracts require us to pay prices for all grain produced at commodity futures market prices plus a premium. The grain growers have the option to fix their price with us throughout the term of the agreement. The grain grower contracts allow for delivery of grain to us at harvest if so specified when the agreement is executed, otherwise delivery occurs on a date that we elect through August 31 of the following year. We pay for grain within a contractually determined number of days following delivery and final pricing. In all periods prior to January 1, 2019, we considered Forward Purchase Contracts to be derivatives and recorded the contracts at fair market value with changes in value reflected in earnings as R&D expense. Effective January 1, 2019, we designated all Forward Purchase Contracts as normal purchases and as a result no longer consider these agreements to be derivatives. As of that date, any mark-to-market gains or losses associated with those contracts were fixed and were reflected in inventory, upon our purchase of the underlying grain. Inventory Inventories are recorded at the lower of cost or net realizable value and include all costs of seed production and grain we purchase as well as costs to store, transport and process the grain into finished products. Consideration we receive from growers when they purchase seed is recorded as a reduction of inventory. We evaluate inventory balances for obsolescence on a regular basis based on the age of the inventory and our sales forecasts. At each period-end, we make assumptions regarding projected selling prices for our products considering futures market prices for the underlying agricultural markets and our associated risk management strategies, our anticipated costs, and other factors that take into consideration our limited operating history and compare those prices to the current weighted average costs of our inventories. If our costs are higher than the projected selling prices, then a valuation adjustment is recorded. Prior to our commercialization of high oleic soybean products, all Grain Costs were expensed as R&D. Fair Value of Financial Instruments We record financial instruments at fair value with changes in those values reported in our results of operations each period. We determine values using readily available market prices, instruments with similar terms and underlying inputs that are quoted on exchanges, or other valuation techniques if no observable inputs are available. Land, Buildings, and Equipment Land, buildings, and equipment are stated at cost less accumulated depreciation. Assets under capital lease are stated at the lesser of their net present value of future lease payments or fair market value. Depreciation is computed based upon the estimated useful lives of the respective assets. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term or the estimated useful life of the assets. Repairs and maintenance costs are expensed as incurred. The cost and accumulated depreciation of property and equipment retired, or otherwise disposed of, are removed from the related accounts, and any residual values are charged to expense. Depreciation expense has been calculated using the following estimated useful lives: Buildings and other improvements 10-20 years Leasehold improvements 15 years Office furniture and equipment 7 years Assets under capital lease 4-20 years Computer equipment and software 3-5 years Vehicles 3-6 years We review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If the impairment tests indicate that the carrying value of the asset or asset group is greater than the expected undiscounted cash flows to be generated by such asset or asset group, further analysis is performed to determine the fair value of the asset or asset group. To the extent the fair value of the asset or asset group is less than its carrying value, an impairment loss is recognized equal to the amount the carrying value exceeds the fair value of the asset or asset group. Assets to be disposed of are carried at the lower of their carrying value or fair value less costs to sell. Fair value is measured using a discounted cash flow model or independent appraisals, as appropriate. We have not recognized any impairment losses in these consolidated financial statements. Revenue Recognition – We recognize sales revenue at the point in time that title transfers to the customer, which is based on shipping terms. Sales include shipping and handling charges if billed to the customer and are reported net of trade promotion and other costs, including estimated allowances for returns, unsalable product, and prompt pay discounts. Sales, use, value-added and other excise taxes are not recognized in revenue. Trade promotions are recorded based on estimated participation and performance levels for offered programs at the time of sale. We generally do not allow a right of return. In certain instances, we may sell grain to a processor with a commitment to repurchase any soybean meal resulting from their grain crushing activity with a single net cash settlement occurring between the parties. In those instances, we recognize revenue from the sale of grain in the amount of the final net cash settlement with the processor. We also recognize revenue on our sale of the meal to our customers in accordance with our previously disclosed revenue recognition accounting policies. Costs are ascribed to grain and meal sold pursuant to the agreement with the processor. In certain instances, we may sell grain to a processor and subsequent to the sale they will utilize our storage facility to hold the grain until such time they request it be delivered. We are responsible for all handling charges and delivery activities. In those instances, we recognize revenue from the sale of grain to the processor upon the transfer of the control of the grain through the assignment of warehouse receipts, and concurrently accrue all estimated future storage, handling, and delivery costs associated with that sale. Revenue Recognition – Out-licensing of Technology We recognize revenue from license agreements, which may consist of nonrefundable up-front payments, milestone payments, annual payments, royalties, and services. Nonrefundable up-front payments are deferred and recognized as revenue over the term of the license agreement. If a license agreement is terminated before the original term of the agreement is fulfilled, all remaining deferred revenue is recognized at termination. Milestone payments represent amounts received from our licensees, the receipt of which is dependent upon the achievement of certain scientific, regulatory, or commercial milestones. We recognize milestone payments when the triggering event has occurred, there are no further contingencies or services to be provided with respect to that event, and the counterparty has no right to refund of the payment. Advertising Costs We expense advertising costs as incurred. Research and Development (R&D) We recognize R&D expenses as incurred. These expenses consist of direct costs for R&D and R&D-related allocations of overhead costs such as facilities and information technology costs. Costs incurred in connection with collaborator-funded activities are expensed as incurred. Costs to acquire technologies that are utilized in R&D that have no alternative future use are expensed as incurred. Prior to the commercialization of a product, Grain Costs are expensed as R&D. Patents We expense patent costs, including related legal costs, as incurred. Costs to write and support the research for filing patents are recorded as R&D expenses in the statements of operations. Stock-Based Compensation We generally measure employee and nonemployee stock-based awards at grant-date fair value and record compensation expense over the vesting period of the award. Prior to our adoption of new accounting rules on January 1, 2019, stock-based awards issued to nonemployees were remeasured until the award vests. We use the Black-Scholes option pricing model to value our stock option awards. The expected term of stock options is estimated using the average of the vesting tranches and the contractual life of each grant for employee options as we have limited historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior for our stock option grants. For options granted to nonemployees, we use the remaining contractual life. For stock price volatility, we use comparable public companies as a basis for our expected volatility. The risk-free interest rate is based on United States Treasury notes with a term approximating the expected term of the option. We assume no dividend yield because dividends are not expected to be paid. We generally measure compensation expense for grants of restricted stock units using the value of a share of our stock on the date of grant. Prior to our adoption of new accounting rules on January 1, 2019, compensation expense for grants of stock awards to nonemployees were initially measured using the share price on date of grant and remeasured quarterly. If an award is forfeited prior to vesting the associated reduction in expense is reflected net in stock-based compensation expense in that period. Stock-based compensation expense is recorded in R&D, S&SC, or G&A expenses in our consolidated statements of operations. Income Taxes Current income taxes are recorded based on statutory obligations for the current operating period for the jurisdictions in which we have operations. Deferred taxes are provided on an asset and liability method, whereby deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when we believe it is more likely than not that some portion or all the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Foreign Currency Transactions Transactions in foreign currencies are translated at the exchange rates effective on the transaction dates. Assets and liabilities denominated in foreign currencies are translated at the period-end exchange rate. Foreign currency gains and losses are recognized in non-operating expenses in the consolidated statements of operations. |
Financial Instruments, Fair Val
Financial Instruments, Fair Value, and Concentrations of Credit Risk | 12 Months Ended |
Dec. 31, 2020 | |
Text Block [Abstract] | |
Financial Instruments, Fair Value, and Concentrations of Credit Risk | 2. FINANCIAL INSTRUMENTS, FAIR VALUE, AND CONCENTRATIONS OF CREDIT RISK Financial instruments including cash and cash equivalents, restricted cash, accounts payable, due to related parties and all other current liabilities have carrying values that approximate fair value. We measure short-term investments and commodity derivative contracts at fair value on a recurring basis. The accounting guidance establishes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as of the measurement date as follows: Level 1: Fair values are based on unadjusted quoted prices in active trading markets for identical assets and liabilities. Level 2: Fair values are based on observable quoted prices other than those in Level 1, such as quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets. Level 3: Fair values are based on at least one significant unobservable input for the asset or liability. Fair Value Measurements and Financial Statement Presentation The fair values of our assets, liabilities, and derivative positions recorded at fair value and their respective levels in the fair value hierarchy as of December 31, 2020 and December 31, 2019, were as follows: December 31, 2020 December 31, 2020 Fair Values of Assets Fair Values of Liabilities In Thousands Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Other items reported at fair value: Short-term investments $ 11,698 $ — $ — $ 11,698 $ — $ — $ — $ — Commodity derivative contracts 467 — — 467 — — — — Total $ 12,165 $ — $ — $ 12,165 $ — $ — $ — $ — December 31, 2019 December 31, 2019 Fair Values of Assets Fair Values of Liabilities In Thousands Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Other items reported at fair value: Commodity derivative contracts $ 62 $ — $ — $ 62 $ — $ — $ — $ — Total $ 62 $ — $ — $ 62 $ — $ — $ — $ — The non-current portion of our financing lease obligations are also considered a financial instrument, which we measure at fair value for disclosure purposes. It is a Level 2 liability and had a fair value of $15.2 million as of December 31, 2020, and a fair value of $15.7 million as of December 31, 2019. The composition of our short-term investments as of December 31, 2020, and December 31, 2019 were as follows: As of December 31, In Thousands 2020 2019 Corporate debt securities $ 11,698 $ — Commodity Price Risk We enter into seed and grain production agreements with settlement values based on commodity futures market prices. These Forward Purchase Contracts allow the counterparty to fix their sales prices at various times as defined in the contract. Because we intend to take physical delivery under the Forward Purchase Contracts, we have grain inventory we will need to sell. We intend to sell these inventories at then-current market prices. As a result, when the Forward Purchase Contract counterparty fixes their grain prices, we enter hedging arrangements by selling futures contracts which converts our exposure to these fixed prices to floating prices. We expect to maintain these hedging relationships until such grain inventory is sold to help stabilize our margins. We do not account for these economic hedges as accounting hedges. We expect any gains or losses from these hedging arrangements to be offset by gains or losses on the grain inventories when such grain inventories are sold. As of December 31, 2020, we have $2.0 million of unrealized commodity derivative losses from hedging contracts sold to convert our fixed price grain inventories and fixed price Forward Purchase Contracts to floating prices. As of December 31, 2020, we held commodity contracts with a notional amount of $12.8 million. We previously designated all our commodity derivative contracts as cash flow hedges based on the nature of our business activities under the prior go-to-market strategy. As a result, all gains or losses associated with recording those commodity derivative contracts at fair value were recorded as a component of accumulated other comprehensive income (loss) (AOCI). We reclassify amounts from AOCI to cost of goods sold when we sell the underlying products to which those hedges relate. Certain amounts related to our hedging activities are as follows: Amount of Gain (Loss) Amount of Gain (Loss) Reclassified to Earnings Recognized in AOCI Year ended December 31, December 31, In thousands 2020 2019 2020 2019 2018 Cash flow hedges: Commodity contracts $ — $ 17 $ 17 $ (81 ) $ — Total $ — $ 17 $ 17 $ (81 ) $ — Foreign Exchange Risk Foreign currency fluctuations affect our foreign currency cash flows related primarily to payments to Cellectis. Our principal foreign currency exposure is to the Euro. We do not hedge these exposures, and we do not believe that the current level of foreign currency risk is significant to our operations. Concentrations of Credit Risk We invest our cash, cash equivalents and restricted cash in highly liquid securities and investment funds and until late December 2019, also held deposits at a financial institution that exceeded insured limits. In the first quarter of 2020, we diversified this risk by shifting our investments to a diverse portfolio of short-dated, high investment-grade securities we classify as short-term investments that are recorded at fair value in our consolidated financial statements. We ensure the credit risk in this portfolio is in accordance with our internal policies and if necessary, make changes to investments to ensure credit risk is minimized. We have not experienced any counterparty credit losses. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 3. RELATED-PARTY TRANSACTIONS We have several agreements that govern our relationship with Cellectis, some of which require us to make payments to Cellectis. Pursuant to our management services agreement with Cellectis, we incurred management fee expenses of $0.3 million in 2020, $1.3 million in 2019, and $2.3 million in 2018. Cellectis has also guaranteed the lease agreement for our headquarters. Cellectis’ guarantee of our obligations under the lease will terminate at the end of the second consecutive calendar year in which our tangible net worth exceeds $300 million. During the year ended December 31, 2020, Cellectis purchased 1,250,000 shares of common stock in our follow-on offering at the public offering price of $4.00 per share. During the year ended December 31, 2018, Cellectis purchased 550,000 shares of common stock in our follow-on offering at the public offering price of $15.00 per share. In addition, in connection with the vesting on June 14, 2018, of restricted stock units for certain of our and Cellectis’ employees and nonemployees, Cellectis purchased 63,175 shares of our common stock at a price of $19.49 per share (the closing price reported on the NASDAQ Global Market on June 14, 2018) directly from such employees and nonemployees in private transactions pursuant to share purchase agreements dated June 13, 2018. TALEN is our primary gene editing technology, and it is the foundation of our technology platform. TALEN technology was invented by researchers at the University of Minnesota and Iowa State University and exclusively licensed to Cellectis. We obtained an exclusive license for the TALEN technology for commercial use in plants from Cellectis. We also license other technology from Cellectis. We owe Cellectis royalties on any revenue we generate from sales of products less certain amounts as defined in the license agreement, as well as a percentage of any sublicense revenues. We have incurred $0.2 million of license and royalty fees for the year ended December 31, 2020, $0.3 million for the year ended December 31, 2019 and nominal license and royalty fees for the year ended December 31, 2018. We have entered into various agreements with the University of Minnesota, pursuant to which we have been granted both exclusive and non-exclusive license agreements that carry annual license fees, milestone payments, royalties, and associated legal fees. These agreements primarily relate to gene editing tools, enabling technologies and germplasm. We incurred nominal expenses pursuant to these agreements for the years ended December 31, 2020, 2019, and 2018. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Federal Home Loan Banks [Abstract] | |
Stockholders' Equity | 4. STOCKHOLDERS’ EQUITY Preferred Stock Preferred stock of 50.0 million shares, with a $0.0001 par value, is authorized but unissued. Follow-on Public Offerings On May 22, 2018, we completed a follow-on offering of our common stock. We sold an aggregate of 4,057,500 shares of common stock at a price of $15.00 per share, including 457,500 shares of common stock pursuant to the exercise of the underwriters’ option to purchase additional shares. In the aggregate, we received net proceeds from the follow-on offering and exercise of the overallotment option of $57.0 million, after deducting underwriting discounts and commissions of $3.2 million and offering expenses totaling $0.7 million. As part of the follow-on offering, Cellectis purchased 550,000 shares of common stock for a value of $8.3 million, the proceeds of which are included in the net proceeds of $57.0 million. On October 20, 2020, we completed a follow-on offering of our common stock. We sold an aggregate of 3,750,000 shares of common stock at a price of $4.00 per share. In the aggregate, we received net proceeds from the follow-on offering of $14.0 million, after deducting $ 1.0 million of placement and agent fees and other offering expenses. As part of the follow-on offering, Cellectis purchased 1,250,000 shares of common stock for a value of $ 5.0 million, the proceeds of which are included in the net proceeds of $ 14.0 million. Share Repurchases We repurchased $0.8 million of common stock in 2019 and $0.2 million in 2018. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 5. NET LOSS PER SHARE Basic and diluted loss per share were calculated using the following: Year ended December 31, In Thousands, Except Share Data and Per Share Amounts 2020 2019 2018 Net loss $ (44,836 ) $ (39,612 ) $ (27,897 ) Weighted average shares outstanding - basic and diluted 33,882,406 32,805,684 30,683,421 Basic and diluted loss per share $ (1.32 ) $ (1.21 ) $ (0.91 ) Year ended December 31, 2020 2019 2018 Anti-dilutive stock options, restricted stock units and performance stock units 5,522,418 5,606,552 4,253,301 All outstanding stock options and restricted stock units are excluded from the calculation since they are anti-dilutive. We have not used the treasury method in determining the number of anti-dilutive stock options and restricted stock units in the table above. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 6. STOCK-BASED COMPENSATION We use broad-based stock plans to attract and retain highly qualified officers and employees and to help ensure that management’s interests are aligned with those of our shareholders. We have also granted equity-based awards to directors, nonemployees, and certain employees of Cellectis. In December 2014, we adopted the Calyxt, Inc. Equity Incentive Plan (2014 Plan), which allowed for the grant of stock options, and in June 2017, we adopted the 2017 Omnibus Plan (2017 Plan), which allowed for the grant of stock options, restricted stock, restricted units, performance shares, and other types of equity awards. As of December 31, 2020, 1,784,478 shares were registered and available for grant under approved registration statements, while 3,938,285 shares were available for grant in the form of stock options, restricted stock, restricted stock units and performance stock units under the 2017 Plan. Stock-based awards currently outstanding also include some granted under the 2014 Plan, under which no further awards will be granted. Stock Options The estimated fair values of stock options granted, and the assumptions used for the Black-Scholes option pricing model were as follows: Year ended December 31, 2020 2019 2018 Estimated fair values of stock options granted $ 3.24 $ 10.18 $ 9.09 Assumptions: Risk-free interest rate .3% - 1.7% 1.7% - 2.5% 2.2% - 3.0% Expected volatility 77.4% - 81.2% 52.6% - 78.9% 40.9% - 57.2% Expected term (in years) 6.0 - 10 6.8 - 10 5.6 - 10 We estimate the fair value of each option on the grant date, or other measurement dates if applicable, using a Black-Scholes option-pricing model, which requires us to make predictive assumptions regarding employee exercise behavior, future stock price volatility, and dividend yield. Our expected term represents the period that options granted are expected to be outstanding determined using the simplified method. We estimate our future stock price volatility using the historical volatility of comparable public companies over the expected term of the option. We estimate the risk-free interest rate based on the United States Treasury zero-coupon yield curve at the date of grant for the expected term of the option. We do not nor do we expect to pay dividends. Options may be priced at 100 percent or more of the fair market value on the date of grant and generally vest over three to six years after the date of grant. Options generally expire within 10 years after the date of grant. Information on stock option activity is as follows: Options Exercisable Weighted- Average Exercise Price Per Share Options Outstanding Weighted- Average Exercise Price Per Share Balance as of December 31, 2019 1,789,567 $ 8.73 4,481,359 $ 11.73 Granted 887,765 4.67 Exercised (58,575 ) 3.60 Forfeited or expired (689,376 ) 12.89 Balance as of December 31, 2020 2,347,665 $ 10.15 4,621,173 $ 10.30 Stock-based compensation expense related to stock option awards was as follows: Year ended December 31, In Thousands 2020 2019 2018 Stock-based compensation expenses $ 3,371 $ 6,035 $ 3,609 The aggregate intrinsic value of options exercisable at December 31, 2020 was $0.6 million and the weighted average remaining contractual term was 6.2 years as of that date. Net cash proceeds from the exercise of stock options less shares used for minimum withholding taxes and the intrinsic value of options exercised were as follows: Year ended December 31, In Thousands 2020 2019 2018 Net cash proceeds $ 212 $ 344 $ 2,622 Intrinsic value of options exercised $ 179 $ 905 $ 7,569 As of December 31, 2020, unrecognized compensation expense related to non-vested stock options was $7.7 million. This expense will be recognized over 30 months on average. Restricted Stock Units Units settled in stock subject to a restricted period may be granted to key employees under the 2017 Plan. Restricted stock units generally vest and become unrestricted over three to five years after the date of grant. Information on restricted stock unit activity follows: Number of Restricted Stock Units Outstanding Weighted- Average Grant Date Fair Value Unvested balance at December 31, 2019 813,526 $ 10.31 Granted 105,633 6.54 Vested (309,693 ) 10.08 Cancelled (61,659 ) 10.80 Unvested balance at December 31, 2020 547,807 $ 9.49 The total grant-date fair value of restricted stock unit awards that vested was as follows: Year ended December 31, In Thousands 2020 2019 2018 Grant-date fair value $ 3,122 $ 3,141 $ 2,691 Information on the weighted average grant date fair value of restricted stock units issued was as follows: Year ended December 31, In Thousands 2020 2019 2018 Weighted average grant date fair value $ 6.54 $ 12.48 $ 16.76 Stock-based compensation expense related to restricted stock units was as follows: Year ended December 31, In Thousands 2020 2019 2018 Stock-based compensation expenses $ 1,155 $ 2,910 $ 776 As of December 31, 2020, unrecognized compensation expense related to restricted stock units was $2.0 million. This expense will be recognized over 25 months on average. We treat stock-based compensation awards granted to employees of Cellectis as deemed dividends. We recorded deemed dividends for restricted stock units as follows: Year ended December 31, In Thousands 2020 2019 2018 Deemed dividends from grants to Cellectis employees $ 1,168 $ 1,358 $ 2,253 Performance Stock Units In June 2019, we granted 311,667 performance stock units under the 2017 Plan to three executive officers. The performance stock units will vest at 50 percent, 100 percent, or 120 percent of the shares under the award at the end of a three-year The estimated fair values of performance stock units granted, and the assumptions used for the Monte Carlo simulation pricing model were as follows: Estimated fair values of performance stock units granted $ 7.06 Assumptions: Risk-free interest rate 1.71 % Expected volatility 75.0 % Expected term (in years) 3.0 Year ended December 31, In Thousands 2020 2019 Stock-based compensation expenses $ 445 $ 225 As of December 31, 2020, unrecognized compensation expense related to performance stock units was $1.5 million and will be recognized over 42 months. Cellectis Equity Incentive Plan Prior to 2018, Cellectis granted stock options to our employees. Compensation costs related to these grants have been recognized in the statements of operations with a corresponding credit to stockholders’ equity, representing the Cellectis’ capital contribution to us. The fair value of each stock option was estimated at the grant date using the Black-Scholes option pricing model. We recognized stock-based compensation expense related to our Cellectis’ grants of $0.1 million in 2018. Expenses in 2019 were immaterial and as of December 31, 2019, all expenses related to these awards had been recognized. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 7. INCOME TAXES The following table reconciles the United States statutory income tax rate with our effective income tax rate: Year ended December 31, 2020 2019 2018 United States statutory rate 21.0 % 21.0 % 21.0 % State tax, net of federal benefit 4.2 % 1.0 % 0.7 % Stock-based compensation (0.5 %) (1.6 %) 3.6 % Officer compensation (1.0 %) (1.3 %) — % Deferred rate change — % — % 0.3 % R&D credit 0.8 % 1.8 % 0.7 % Other (0.1 )% 0.3 % 0.7 % Change in valuation allowance (24.4 %) (21.2 %) (27.0 %) Effective income tax rate — % — % — % Deferred assets and liabilities consist of the following: December 31, In Thousands 2020 2019 2018 Net operating losses $ 33,392 $ 24,852 $ 16,372 Stock-based compensation 2,531 3,637 2,747 Financing lease obligations 4,574 4,640 4,009 Tax credit carry forwards 2,577 2,106 922 Compensation 339 97 474 Derivative liability 703 — — Other 391 307 116 Gross deferred tax assets 44,507 35,639 24,640 Less valuation allowance (39,898 ) (30,888 ) (20,329 ) Net deferred tax assets 4,609 4,751 4,311 Fixed assets (4,609 ) (4,746 ) (4,352 ) Other — (5 ) 41 Gross deferred tax liabilities (4,609 ) (4,751 ) (4,311 ) Net deferred tax asset or liability $ — $ — $ — We provide for a valuation allowance when it is more likely than not that we will not realize a portion of the deferred tax assets. We have established a full valuation allowance for deferred tax assets described above due to the uncertainty that enough taxable income will be generated in the taxing jurisdiction to utilize the assets. Therefore, we have not reflected any benefit of such deferred tax assets in the accompanying consolidated financial statements We have $206.1 million of tax loss carryforwards. Of this amount, $64.0 million are state operating loss carryforwards and $142.1 million are federal operating loss carryforwards. The federal carryforward periods are as follows: $100.2 million do not expire and $41.9 million expire between 2032 and 2037. The state net operating losses will expire between 2027 and 2037, with some amounts having indefinite carryover. We also have federal and state R&D credit carryovers of $1.9 million and $0.9 million, which will expire between 2032 and 2037. We are subject to federal income taxes in the United States as well as various state and local jurisdictions. Several years may elapse before an uncertain tax position is audited and finally resolved. While it is often difficult to predict the outcome or the timing of resolution of any uncertain tax position, we do not believe that we need to recognize any liabilities for uncertain tax positions as of December 31, 2020. We will classify any future interest and penalties as a component of income tax expense if incurred. We do not expect the amount of uncertain tax positions to change significantly in the next twelve months. Our major taxing jurisdictions are in the United States, at both the federal and state levels. The number of years open for examination varies depending on the tax jurisdiction, but are generally from 3 to 5 years. |
Leases, Other Commitments, and
Leases, Other Commitments, and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Leases, Other Commitments, and Contingencies | 8. LEASES, OTHER COMMITMENTS, AND CONTINGENCIES Litigation and Claims We are not currently a party to any material pending legal proceeding. Leases We lease our headquarters facility, office equipment, and other items. Our headquarters lease involved the sale of land and improvements to a third party who then constructed the facility. This lease is considered a financing lease. Sale-Leaseback of Headquarters and Lab Facility Our headquarters facility is comprised of a 40,000 square-foot office and lab building, greenhouses, and outdoor research plots. We are deemed the owner for accounting purposes. The lease has a term of twenty years with four options to extend its term for five years each subject to there being no default under the lease terms beyond any cure period and us occupying the property at the time of extension. In 2017, we received $7.0 million in connection with the sale of the land and uncompleted facility. The lease commenced in May 2018. Under the lease, we pay an annual base rent of eight percent of the total project cost with scheduled increases in rent of 7.5 percent on the sixth, eleventh and sixteenth anniversaries of the start of the lease commencement as well as on the first day of each renewal term. Currently, we pay an annual base rent of $1.4 million. We are also responsible for all operating costs and expenses associated with the property. Beginning on the eighteenth month anniversary of the start of the lease, if the landlord decides to sell the property, we have a right of first refusal to purchase the property on the same terms offered to any third party. Concurrent with entering the lease, Cellectis guaranteed all our obligations under the lease agreement. Cellectis’ guarantee of our obligations will terminate at the end of the second consecutive calendar year in which our tangible net worth exceeds $300 million, as determined in accordance with generally accepted accounting principles. At a point when Cellectis owns 50 percent or less of our outstanding common stock, we have agreed to indemnify Cellectis for any obligations incurred by Cellectis under its guaranty of our obligations under the lease. Sale-Leaseback of Equipment We also have an equipment financing arrangement that is considered a financing lease. This arrangement had a term of four years for each draw. We were required to deposit cash into a restricted account in an amount equal to the future rent payments required by the lease. As of December 31, 2020, this restricted cash totaled $1.0 million. We have the option to request the return of excess collateral annually in December, and the amount we expect to receive is reflected as a current asset. The equipment financing arrangement allows for a six-month Operating Leases As a lessee, we lease office equipment, storage facilities and vehicles under various operating leases. Rent expense from all operating leases was as follows: Year ended December 31, In Thousands 2020 2019 2018 Rent expense from operating leases $ 83 $ 117 $ 200 Noncancelable future lease commitments are as follows: In Thousands Operating Leases Capital Leases 2021 $ 26 $ 1,787 2022 20 1,709 2023 8 1,544 2024 8 1,479 2025 8 1,479 After fiscal 2025 1 19,950 Total noncancelable future lease commitments $ 71 $ 27,948 Other Commitments As of December 31, 2020, we have noncancelable commitments to purchase grain from farmers and seed from growers at dates throughout 2021 aggregating $21.2 million based on current commodity futures market prices, other payments to growers and estimated yields per acre. This amount is not recorded in the consolidated financial statements because we have not taken delivery of the grain or seed as of December 31, 2020. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2020 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plan | 9. EMPLOYEE BENEFIT PLAN We provide a 401(k) defined contribution plan for all regular full-time employees who have completed two months of service. We match employee contributions up to certain amounts and those matching contributions vest immediately. Year ended December 31, In Thousands 2020 2019 2018 Employee benefit plan expenses $ 309 $ 228 $ 136 |
Supplemental Information
Supplemental Information | 12 Months Ended |
Dec. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Supplemental Information | 10. SUPPLEMENTAL INFORMATION Certain balance sheet amounts are as follows: December 31, In Thousands 2020 2019 Accounts Receivable: Accounts receivable $ 4,317 $ 1,088 Receivables from growers 570 159 Allowance for doubtful accounts — (125 ) Total $ 4,887 $ 1,122 We carry receivables related to amounts we are owed by growers from their purchases of seed. These amounts reduce the cost of the grain we ultimately purchase from the grower and are repaid either on current terms or on an extended payment basis. If a grower has elected an extended payment term, they will pay a higher price per unit and grant us the right to deduct the amount we are owed from the payment we make upon the purchase of their grain. As of December 31, 2020, $0.6 million of the receivables from growers were on extended payment terms. As of December 31, 2019, this amount was zero. December 31, In Thousands 2020 2019 Inventory: Raw materials $ 1,383 $ 2,211 Work-in-process — 272 Finished goods — 111 Total $ 1,383 $ 2,594 December 31, In Thousands 2020 2019 Land, buildings, and equipment: Land under capital lease $ 5,690 $ 5,690 Buildings 650 650 Buildings under capital lease 3,812 3,812 Leasehold improvements 160 130 Leasehold improvements under capital lease 10,023 10,023 Office furniture and equipment 4,813 4,174 Office furniture and equipment under capital lease 1,788 1,788 Computer equipment and software 83 8 Construction in progress 1,329 550 Vehicles 58 83 Total land, buildings, and equipment 28,406 26,908 Less accumulated depreciation and amortization (5,546 ) (3,696 ) Total $ 22,860 $ 23,212 Certain statements of operations amounts are as follows: Year Ended December 31, In Thousands 2020 2019 2018 Revenue: Soybean oil $ 2,220 $ 1,685 $ — Soybean meal 8,628 5,604 — Soybean grain 12,976 — $ — Other 27 7 236 Total $ 23,851 $ 7,296 $ 236 Year Ended December 31, In Thousands 2020 2019 2018 Stock-based compensation expense: Research and development $ 1,132 $ 2,190 $ 629 Selling and supply chain (461 ) 767 408 General and administrative 4,300 6,218 3,348 Total $ 4,971 $ 9,175 $ 4,385 Year Ended December 31, In Thousands 2020 2019 2018 Interest, net: Interest expense $ (1,435 ) $ (1,490 ) $ (1,257 ) Interest income 557 1,600 1,521 Total $ (878 ) $ 110 $ 264 Year Ended December 31, In Thousands 2020 2019 2018 Depreciation and amortization expenses $ 1,869 $ 1,607 $ 1,081 Certain statements of cash flows amounts are as follows: Year Ended December 31, In Thousands 2020 2019 2018 Cash, cash equivalents, restricted cash, and short-term investments: Cash and cash equivalents $ 17,299 $ 58,610 $ 93,794 Restricted cash 393 388 381 Non-current restricted cash 597 1,040 1,113 Cash, cash equivalents, and restricted cash 18,289 60,038 95,288 Short-term investments 11,698 — — Total $ 29,987 $ 60,038 $ 95,288 Year Ended December 31, In Thousands 2020 2019 2018 Supplemental investing and financing transactions: Non-cash additions to land, buildings, and equipment $ — $ 414 $ 7,994 Offering costs in accounts payable and accrued liabilities $ — $ — $ 443 Non-cash addition to financing lease obligations $ 37 $ 25 $ — Interest paid $ 1,455 $ 1,472 $ 1,086 |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | 11. SEGMENT INFORMATION We operate in a single |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 12. LONG-TERM DEBT Our long-term debt is comprised of a $1.5 million promissory note pursuant to the Paycheck Protection Program (the Paycheck Protection Program loan) established by the Coronavirus Aid, Relief, and Economic Security Act (the CARES Act) implemented by the U.S. Small Business Administration (SBA). We received the funds under the Paycheck Protection Program loan on April 19, 2020. The Paycheck Protection Program loan matures in April 2022 and bears interest at a per annum rate of one percent. The Paycheck Protection Program loan may be prepaid at any time prior to maturity with no prepayment penalties. The Paycheck Protection Program loan contains customary events of default relating to, among other things, payment defaults and breaches of representations and warranties. Subject to certain conditions, the Paycheck Protection Program loan and accrued interest may be forgiven in whole or in part by applying for forgiveness pursuant to the CARES Act and the Paycheck Protection Program. In order to be eligible for forgiveness, the proceeds of the Paycheck Protection Program loan must be applied to certain eligible expenses, including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments, with not more than 40 percent of the amount applied to non-payroll costs. We have applied the proceeds from the Paycheck Protection Program loan toward qualifying expenses and on October 21, 2020, as modified December 29, 2020, applied for forgiveness of the full principal amount and all accrued interest. No assurance can be given that we will be granted forgiveness of the Paycheck Protection Program loan in whole or in part. |
Restructuring Costs
Restructuring Costs | 12 Months Ended |
Dec. 31, 2020 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Costs | 13. RESTRUCTURING COSTS On August 4, 2020, we approved the advancement of our soybean products to a streamlined go-to-market strategy. The impact of the advancement included staffing adjustments related to soybean processing and product sales, as well as the gradual exit of all supply chain contractual commitments that are not associated with the ongoing soybean seed go-to-market strategy. In the twelve months ended December 31, 2020, we recorded $0.7 million of restructuring costs for severance and other related payments, and we also recorded a $0.9 million recapture benefit of non-cash stock compensation expense from the forfeiture or modification of unvested stock awards. We have not incurred any other material costs from the disposal of any assets or contractual terminations as of December 31, 2020. Contracted grain purchases, subsequent sales of grain, and the wind down of other contractual obligations are on-track to be completed in late 2021. The following table presents the employee separation liabilities as of December 31, 2020: As of December 31, In Thousands 2020 Balance as of December 31, 2019 $ — Charged to expense 685 Cash payments (265 ) Balance as of December 31, 2020 $ 420 The December 31, 2020, liability of $0.4 million is expected to be paid through the second quarter of fiscal 2021. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. SUBSEQUENT EVENTS On February 19, 2021 Yves Ribeill, Ph.D., Chair of the Board of Directors of Calyxt, Inc., was appointed as the Executive Chair of the Board of Directors and in that capacity, will serve as Calyxt’s principal executive officer until the appointment of a successor to James Blome, our former Chief Executive Officer. Mr. Blome is entitled to compensation and benefits as part of this termination without cause, and in the first quarter of 2021, we expect to record up to $2.3 million of cash expense for separation-related payments as well as an additional non-cash charge of $0.1 million from the acceleration of expense recognition of sign-on bonus paid to Mr. Blome in a prior period. The cash payments to Mr. Blome will be made over a period of 24 months from the date his separation agreement is executed. As of the date of this Annual Report that has not occurred, however, we expect it to be completed within its required execution period, which is by March 12, 2021. We also expect to record a benefit to earnings from a $2.5 million recapture of non-cash stock compensation expense from forfeitures of Mr. Blome’s unvested stock awards. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes, including those related to revenue recognition, forward purchase contracts, stock-based compensation, and valuation allowances on deferred tax assets. Actual results could differ from those estimates. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents and Restricted Cash We consider all investments purchased with an original maturity of three months or less to be cash equivalents. Restricted cash, which we hold for the benefit of our counterparty on an equipment lease facility, is also invested in cash equivalents. |
Short-term Investments | Short-term investments We consider investments with more than ninety days to maturity at issuance to be short-term investments. These short-term investments are considered trading securities and are carried at fair value with any unrealized gains and losses recorded in current earnings as a component of interest, net. |
Accounts Receivable | Accounts Receivable Accounts receivable are unsecured and are recorded at net realizable value. We make judgments as to our ability to collect outstanding receivables based upon patterns of collectability, historical experience, and our evaluation of specific accounts and will provide an allowance for credit losses when collection becomes doubtful. We perform credit evaluations of our customers’ financial condition on an as-needed basis. Payment is generally due fifteen or thirty days from the invoice date depending upon the product, and accounts past 30 days are individually analyzed for collectability. When all collection efforts have been exhausted, the account is written off. |
Forward Purchase Contracts | Forward Purchase Contracts We enter into seed and grain production agreements (Forward Purchase Contracts) with seed producers and growers. The seed contracts often require us to pay prices for the seed produced at commodity futures market prices plus a premium. The seed growers have the option to fix their price with us throughout the term of the agreement. We pay a portion of the seed cost in December each year and the remainder upon delivery in either the first or second quarter of the following year. The grain grower contracts require us to pay prices for all grain produced at commodity futures market prices plus a premium. The grain growers have the option to fix their price with us throughout the term of the agreement. The grain grower contracts allow for delivery of grain to us at harvest if so specified when the agreement is executed, otherwise delivery occurs on a date that we elect through August 31 of the following year. We pay for grain within a contractually determined number of days following delivery and final pricing. In all periods prior to January 1, 2019, we considered Forward Purchase Contracts to be derivatives and recorded the contracts at fair market value with changes in value reflected in earnings as R&D expense. Effective January 1, 2019, we designated all Forward Purchase Contracts as normal purchases and as a result no longer consider these agreements to be derivatives. As of that date, any mark-to-market gains or losses associated with those contracts were fixed and were reflected in inventory, upon our purchase of the underlying grain. |
Inventory | Inventory Inventories are recorded at the lower of cost or net realizable value and include all costs of seed production and grain we purchase as well as costs to store, transport and process the grain into finished products. Consideration we receive from growers when they purchase seed is recorded as a reduction of inventory. We evaluate inventory balances for obsolescence on a regular basis based on the age of the inventory and our sales forecasts. At each period-end, we make assumptions regarding projected selling prices for our products considering futures market prices for the underlying agricultural markets and our associated risk management strategies, our anticipated costs, and other factors that take into consideration our limited operating history and compare those prices to the current weighted average costs of our inventories. If our costs are higher than the projected selling prices, then a valuation adjustment is recorded. Prior to our commercialization of high oleic soybean products, all Grain Costs were expensed as R&D. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We record financial instruments at fair value with changes in those values reported in our results of operations each period. We determine values using readily available market prices, instruments with similar terms and underlying inputs that are quoted on exchanges, or other valuation techniques if no observable inputs are available. |
Land, Buildings, and Equipment | Land, Buildings, and Equipment Land, buildings, and equipment are stated at cost less accumulated depreciation. Assets under capital lease are stated at the lesser of their net present value of future lease payments or fair market value. Depreciation is computed based upon the estimated useful lives of the respective assets. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term or the estimated useful life of the assets. Repairs and maintenance costs are expensed as incurred. The cost and accumulated depreciation of property and equipment retired, or otherwise disposed of, are removed from the related accounts, and any residual values are charged to expense. Depreciation expense has been calculated using the following estimated useful lives: Buildings and other improvements 10-20 years Leasehold improvements 15 years Office furniture and equipment 7 years Assets under capital lease 4-20 years Computer equipment and software 3-5 years Vehicles 3-6 years We review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If the impairment tests indicate that the carrying value of the asset or asset group is greater than the expected undiscounted cash flows to be generated by such asset or asset group, further analysis is performed to determine the fair value of the asset or asset group. To the extent the fair value of the asset or asset group is less than its carrying value, an impairment loss is recognized equal to the amount the carrying value exceeds the fair value of the asset or asset group. Assets to be disposed of are carried at the lower of their carrying value or fair value less costs to sell. Fair value is measured using a discounted cash flow model or independent appraisals, as appropriate. We have not recognized any impairment losses in these consolidated financial statements. |
Revenue Recognition | Revenue Recognition – We recognize sales revenue at the point in time that title transfers to the customer, which is based on shipping terms. Sales include shipping and handling charges if billed to the customer and are reported net of trade promotion and other costs, including estimated allowances for returns, unsalable product, and prompt pay discounts. Sales, use, value-added and other excise taxes are not recognized in revenue. Trade promotions are recorded based on estimated participation and performance levels for offered programs at the time of sale. We generally do not allow a right of return. In certain instances, we may sell grain to a processor with a commitment to repurchase any soybean meal resulting from their grain crushing activity with a single net cash settlement occurring between the parties. In those instances, we recognize revenue from the sale of grain in the amount of the final net cash settlement with the processor. We also recognize revenue on our sale of the meal to our customers in accordance with our previously disclosed revenue recognition accounting policies. Costs are ascribed to grain and meal sold pursuant to the agreement with the processor. In certain instances, we may sell grain to a processor and subsequent to the sale they will utilize our storage facility to hold the grain until such time they request it be delivered. We are responsible for all handling charges and delivery activities. In those instances, we recognize revenue from the sale of grain to the processor upon the transfer of the control of the grain through the assignment of warehouse receipts, and concurrently accrue all estimated future storage, handling, and delivery costs associated with that sale. Revenue Recognition – Out-licensing of Technology We recognize revenue from license agreements, which may consist of nonrefundable up-front payments, milestone payments, annual payments, royalties, and services. Nonrefundable up-front payments are deferred and recognized as revenue over the term of the license agreement. If a license agreement is terminated before the original term of the agreement is fulfilled, all remaining deferred revenue is recognized at termination. Milestone payments represent amounts received from our licensees, the receipt of which is dependent upon the achievement of certain scientific, regulatory, or commercial milestones. We recognize milestone payments when the triggering event has occurred, there are no further contingencies or services to be provided with respect to that event, and the counterparty has no right to refund of the payment. |
Advertising Costs | Advertising Costs We expense advertising costs as incurred. |
Research and Development (R&D) | Research and Development (R&D) We recognize R&D expenses as incurred. These expenses consist of direct costs for R&D and R&D-related allocations of overhead costs such as facilities and information technology costs. Costs incurred in connection with collaborator-funded activities are expensed as incurred. Costs to acquire technologies that are utilized in R&D that have no alternative future use are expensed as incurred. Prior to the commercialization of a product, Grain Costs are expensed as R&D. |
Patents | Patents We expense patent costs, including related legal costs, as incurred. Costs to write and support the research for filing patents are recorded as R&D expenses in the statements of operations. |
Stock Based Compensation | Stock-Based Compensation We generally measure employee and nonemployee stock-based awards at grant-date fair value and record compensation expense over the vesting period of the award. Prior to our adoption of new accounting rules on January 1, 2019, stock-based awards issued to nonemployees were remeasured until the award vests. We use the Black-Scholes option pricing model to value our stock option awards. The expected term of stock options is estimated using the average of the vesting tranches and the contractual life of each grant for employee options as we have limited historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior for our stock option grants. For options granted to nonemployees, we use the remaining contractual life. For stock price volatility, we use comparable public companies as a basis for our expected volatility. The risk-free interest rate is based on United States Treasury notes with a term approximating the expected term of the option. We assume no dividend yield because dividends are not expected to be paid. We generally measure compensation expense for grants of restricted stock units using the value of a share of our stock on the date of grant. Prior to our adoption of new accounting rules on January 1, 2019, compensation expense for grants of stock awards to nonemployees were initially measured using the share price on date of grant and remeasured quarterly. If an award is forfeited prior to vesting the associated reduction in expense is reflected net in stock-based compensation expense in that period. Stock-based compensation expense is recorded in R&D, S&SC, or G&A expenses in our consolidated statements of operations. |
Income Taxes | Income Taxes Current income taxes are recorded based on statutory obligations for the current operating period for the jurisdictions in which we have operations. Deferred taxes are provided on an asset and liability method, whereby deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when we believe it is more likely than not that some portion or all the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. |
Foreign Currency Transactions | Foreign Currency Transactions Transactions in foreign currencies are translated at the exchange rates effective on the transaction dates. Assets and liabilities denominated in foreign currencies are translated at the period-end exchange rate. Foreign currency gains and losses are recognized in non-operating expenses in the consolidated statements of operations. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Life of Assets Used to Compute Depreciation Using the Straight-line Method | Depreciation expense has been calculated using the following estimated useful lives: Buildings and other improvements 10-20 years Leasehold improvements 15 years Office furniture and equipment 7 years Assets under capital lease 4-20 years Computer equipment and software 3-5 years Vehicles 3-6 years |
Financial Instruments, Fair V_2
Financial Instruments, Fair Value, and Concentrations of Credit Risk (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Text Block [Abstract] | |
Summary of Fair Value Measurements and Financial Statement Presentation | The fair values of our assets, liabilities, and derivative positions recorded at fair value and their respective levels in the fair value hierarchy as of December 31, 2020 and December 31, 2019, were as follows: December 31, 2020 December 31, 2020 Fair Values of Assets Fair Values of Liabilities In Thousands Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Other items reported at fair value: Short-term investments $ 11,698 $ — $ — $ 11,698 $ — $ — $ — $ — Commodity derivative contracts 467 — — 467 — — — — Total $ 12,165 $ — $ — $ 12,165 $ — $ — $ — $ — December 31, 2019 December 31, 2019 Fair Values of Assets Fair Values of Liabilities In Thousands Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Other items reported at fair value: Commodity derivative contracts $ 62 $ — $ — $ 62 $ — $ — $ — $ — Total $ 62 $ — $ — $ 62 $ — $ — $ — $ — |
Composition of Short-term Investments | The composition of our short-term investments as of December 31, 2020, and December 31, 2019 were as follows: As of December 31, In Thousands 2020 2019 Corporate debt securities $ 11,698 $ — |
Summary of Certain Amounts Related to Hedging Activities | Certain amounts related to our hedging activities are as follows: Amount of Gain (Loss) Amount of Gain (Loss) Reclassified to Earnings Recognized in AOCI Year ended December 31, December 31, In thousands 2020 2019 2020 2019 2018 Cash flow hedges: Commodity contracts $ — $ 17 $ 17 $ (81 ) $ — Total $ — $ 17 $ 17 $ (81 ) $ — |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Basic and diluted loss per share were calculated using the following: Year ended December 31, In Thousands, Except Share Data and Per Share Amounts 2020 2019 2018 Net loss $ (44,836 ) $ (39,612 ) $ (27,897 ) Weighted average shares outstanding - basic and diluted 33,882,406 32,805,684 30,683,421 Basic and diluted loss per share $ (1.32 ) $ (1.21 ) $ (0.91 ) Year ended December 31, 2020 2019 2018 Anti-dilutive stock options, restricted stock units and performance stock units 5,522,418 5,606,552 4,253,301 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Fair Values of Stock Options Granted and Assumptions used in Black-Scholes Model | The estimated fair values of stock options granted, and the assumptions used for the Black-Scholes option pricing model were as follows: Year ended December 31, 2020 2019 2018 Estimated fair values of stock options granted $ 3.24 $ 10.18 $ 9.09 Assumptions: Risk-free interest rate .3% - 1.7% 1.7% - 2.5% 2.2% - 3.0% Expected volatility 77.4% - 81.2% 52.6% - 78.9% 40.9% - 57.2% Expected term (in years) 6.0 - 10 6.8 - 10 5.6 - 10 |
Summary of Stock Option Activity | Information on stock option activity is as follows: Options Exercisable Weighted- Average Exercise Price Per Share Options Outstanding Weighted- Average Exercise Price Per Share Balance as of December 31, 2019 1,789,567 $ 8.73 4,481,359 $ 11.73 Granted 887,765 4.67 Exercised (58,575 ) 3.60 Forfeited or expired (689,376 ) 12.89 Balance as of December 31, 2020 2,347,665 $ 10.15 4,621,173 $ 10.30 |
Schedule of Net Cash Proceeds from Exercise of Stock Options Less Shares Used for Minimum Withholding Taxes and Intrinsic Value of Options Exercised | Net cash proceeds from the exercise of stock options less shares used for minimum withholding taxes and the intrinsic value of options exercised were as follows: Year ended December 31, In Thousands 2020 2019 2018 Net cash proceeds $ 212 $ 344 $ 2,622 Intrinsic value of options exercised $ 179 $ 905 $ 7,569 |
Summary of Activity of Restricted Stock Units | Information on restricted stock unit activity follows: Number of Restricted Stock Units Outstanding Weighted- Average Grant Date Fair Value Unvested balance at December 31, 2019 813,526 $ 10.31 Granted 105,633 6.54 Vested (309,693 ) 10.08 Cancelled (61,659 ) 10.80 Unvested balance at December 31, 2020 547,807 $ 9.49 |
Summary of Grant Date Fair Value of Restricted Stock Unit Awards Vested | The total grant-date fair value of restricted stock unit awards that vested was as follows: Year ended December 31, In Thousands 2020 2019 2018 Grant-date fair value $ 3,122 $ 3,141 $ 2,691 |
Schedule of Weighted Average Grant Date Fair Value of Restricted Stock Units Issued | Information on the weighted average grant date fair value of restricted stock units issued was as follows: Year ended December 31, In Thousands 2020 2019 2018 Weighted average grant date fair value $ 6.54 $ 12.48 $ 16.76 |
Summary of Stock-Based Compensation Granted As Deemed Dividends | We treat stock-based compensation awards granted to employees of Cellectis as deemed dividends. We recorded deemed dividends for restricted stock units as follows: Year ended December 31, In Thousands 2020 2019 2018 Deemed dividends from grants to Cellectis employees $ 1,168 $ 1,358 $ 2,253 |
Summary of Fair Values of Performance Stock Units Granted and Assumptions used in Monte Carlo Simulation Pricing Model | The estimated fair values of performance stock units granted, and the assumptions used for the Monte Carlo simulation pricing model were as follows: Estimated fair values of performance stock units granted $ 7.06 Assumptions: Risk-free interest rate 1.71 % Expected volatility 75.0 % Expected term (in years) 3.0 |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock-based Compensation Expense | Stock-based compensation expense related to stock option awards was as follows: Year ended December 31, In Thousands 2020 2019 2018 Stock-based compensation expenses $ 3,371 $ 6,035 $ 3,609 |
Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock-based Compensation Expense | Stock-based compensation expense related to restricted stock units was as follows: Year ended December 31, In Thousands 2020 2019 2018 Stock-based compensation expenses $ 1,155 $ 2,910 $ 776 |
Performance Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock-based Compensation Expense | Year ended December 31, In Thousands 2020 2019 Stock-based compensation expenses $ 445 $ 225 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Summary of Reconciliation of Statutory IncomeTax Rate | The following table reconciles the United States statutory income tax rate with our effective income tax rate: Year ended December 31, 2020 2019 2018 United States statutory rate 21.0 % 21.0 % 21.0 % State tax, net of federal benefit 4.2 % 1.0 % 0.7 % Stock-based compensation (0.5 %) (1.6 %) 3.6 % Officer compensation (1.0 %) (1.3 %) — % Deferred rate change — % — % 0.3 % R&D credit 0.8 % 1.8 % 0.7 % Other (0.1 )% 0.3 % 0.7 % Change in valuation allowance (24.4 %) (21.2 %) (27.0 %) Effective income tax rate — % — % — % |
Schedule of Deferred Tax Assets And Liabilities | Deferred assets and liabilities consist of the following: December 31, In Thousands 2020 2019 2018 Net operating losses $ 33,392 $ 24,852 $ 16,372 Stock-based compensation 2,531 3,637 2,747 Financing lease obligations 4,574 4,640 4,009 Tax credit carry forwards 2,577 2,106 922 Compensation 339 97 474 Derivative liability 703 — — Other 391 307 116 Gross deferred tax assets 44,507 35,639 24,640 Less valuation allowance (39,898 ) (30,888 ) (20,329 ) Net deferred tax assets 4,609 4,751 4,311 Fixed assets (4,609 ) (4,746 ) (4,352 ) Other — (5 ) 41 Gross deferred tax liabilities (4,609 ) (4,751 ) (4,311 ) Net deferred tax asset or liability $ — $ — $ — |
Leases, Other Commitments, an_2
Leases, Other Commitments, and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Lease Cost [Abstract] | |
Summary of Rent Expense from Operating Leases | Rent expense from all operating leases was as follows: Year ended December 31, In Thousands 2020 2019 2018 Rent expense from operating leases $ 83 $ 117 $ 200 |
Schedule of Noncancelable Future Lease Commitments | Noncancelable future lease commitments are as follows: In Thousands Operating Leases Capital Leases 2021 $ 26 $ 1,787 2022 20 1,709 2023 8 1,544 2024 8 1,479 2025 8 1,479 After fiscal 2025 1 19,950 Total noncancelable future lease commitments $ 71 $ 27,948 |
Employee Benefit Plan (Tables)
Employee Benefit Plan (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Postemployment Benefits [Abstract] | |
Summary of Defined Contribution Plan | Year ended December 31, In Thousands 2020 2019 2018 Employee benefit plan expenses $ 309 $ 228 $ 136 |
Supplemental Information (Table
Supplemental Information (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Certain Balance Sheet Amounts | Certain balance sheet amounts are as follows: December 31, In Thousands 2020 2019 Accounts Receivable: Accounts receivable $ 4,317 $ 1,088 Receivables from growers 570 159 Allowance for doubtful accounts — (125 ) Total $ 4,887 $ 1,122 We carry receivables related to amounts we are owed by growers from their purchases of seed. These amounts reduce the cost of the grain we ultimately purchase from the grower and are repaid either on current terms or on an extended payment basis. If a grower has elected an extended payment term, they will pay a higher price per unit and grant us the right to deduct the amount we are owed from the payment we make upon the purchase of their grain. As of December 31, 2020, $0.6 million of the receivables from growers were on extended payment terms. As of December 31, 2019, this amount was zero. December 31, In Thousands 2020 2019 Inventory: Raw materials $ 1,383 $ 2,211 Work-in-process — 272 Finished goods — 111 Total $ 1,383 $ 2,594 December 31, In Thousands 2020 2019 Land, buildings, and equipment: Land under capital lease $ 5,690 $ 5,690 Buildings 650 650 Buildings under capital lease 3,812 3,812 Leasehold improvements 160 130 Leasehold improvements under capital lease 10,023 10,023 Office furniture and equipment 4,813 4,174 Office furniture and equipment under capital lease 1,788 1,788 Computer equipment and software 83 8 Construction in progress 1,329 550 Vehicles 58 83 Total land, buildings, and equipment 28,406 26,908 Less accumulated depreciation and amortization (5,546 ) (3,696 ) Total $ 22,860 $ 23,212 |
Schedule of Certain Statements of Operations Amounts | Certain statements of operations amounts are as follows: Year Ended December 31, In Thousands 2020 2019 2018 Revenue: Soybean oil $ 2,220 $ 1,685 $ — Soybean meal 8,628 5,604 — Soybean grain 12,976 — $ — Other 27 7 236 Total $ 23,851 $ 7,296 $ 236 Year Ended December 31, In Thousands 2020 2019 2018 Stock-based compensation expense: Research and development $ 1,132 $ 2,190 $ 629 Selling and supply chain (461 ) 767 408 General and administrative 4,300 6,218 3,348 Total $ 4,971 $ 9,175 $ 4,385 Year Ended December 31, In Thousands 2020 2019 2018 Interest, net: Interest expense $ (1,435 ) $ (1,490 ) $ (1,257 ) Interest income 557 1,600 1,521 Total $ (878 ) $ 110 $ 264 Year Ended December 31, In Thousands 2020 2019 2018 Depreciation and amortization expenses $ 1,869 $ 1,607 $ 1,081 |
Schedule of Statements of Certain Statements of Cash Flows Amounts | Certain statements of cash flows amounts are as follows: Year Ended December 31, In Thousands 2020 2019 2018 Cash, cash equivalents, restricted cash, and short-term investments: Cash and cash equivalents $ 17,299 $ 58,610 $ 93,794 Restricted cash 393 388 381 Non-current restricted cash 597 1,040 1,113 Cash, cash equivalents, and restricted cash 18,289 60,038 95,288 Short-term investments 11,698 — — Total $ 29,987 $ 60,038 $ 95,288 Year Ended December 31, In Thousands 2020 2019 2018 Supplemental investing and financing transactions: Non-cash additions to land, buildings, and equipment $ — $ 414 $ 7,994 Offering costs in accounts payable and accrued liabilities $ — $ — $ 443 Non-cash addition to financing lease obligations $ 37 $ 25 $ — Interest paid $ 1,455 $ 1,472 $ 1,086 |
Restructuring Costs (Tables)
Restructuring Costs (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Restructuring And Related Activities [Abstract] | |
Summary of Employee Separation Liabilities | The following table presents the employee separation liabilities as of December 31, 2020: As of December 31, In Thousands 2020 Balance as of December 31, 2019 $ — Charged to expense 685 Cash payments (265 ) Balance as of December 31, 2020 $ 420 |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Significant Accounting Policies [Line Items] | |
Year founded | 2010 |
Impairment of long-lived assets | $ 0 |
Assumed dividend yield | 0.00% |
Cellectis [Member] | |
Significant Accounting Policies [Line Items] | |
Percentage of ownership in outstanding common stock | 64.70% |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Schedule of Estimated Useful Life of Assets Used to Compute Depreciation Using the Straight-Line Method (Detail) | 12 Months Ended |
Dec. 31, 2020 | |
Buildings and Other Improvements [Member] | Minimum [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 10 years |
Buildings and Other Improvements [Member] | Maximum [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 20 years |
Leasehold Improvements [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 15 years |
Office Furniture and Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 7 years |
Assets under Capital Lease [Member] | Minimum [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 4 years |
Assets under Capital Lease [Member] | Maximum [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 20 years |
Computer Equipment and Software [Member] | Minimum [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 3 years |
Computer Equipment and Software [Member] | Maximum [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 5 years |
Vehicles [Member] | Minimum [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 3 years |
Vehicles [Member] | Maximum [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 6 years |
Financial Instruments, Fair V_3
Financial Instruments, Fair Value, and Concentrations of Credit Risk - Summary of Fair Value Measurements and Financial Statement Presentation (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Fair Values of Assets | $ 12,165 | $ 62 |
Short Term Investments [Member] | ||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Fair Values of Assets | 11,698 | |
Level 1 [Member] | ||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Fair Values of Assets | 12,165 | 62 |
Level 1 [Member] | Short Term Investments [Member] | ||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Fair Values of Assets | 11,698 | |
Commodity Derivative Contracts [Member] | ||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Fair Values of Assets | 467 | 62 |
Commodity Derivative Contracts [Member] | Level 1 [Member] | ||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Fair Values of Assets | $ 467 | $ 62 |
Financial Instruments, Fair V_4
Financial Instruments, Fair Value, and Concentrations of Credit Risk - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Fair value of financing leases | $ 15.2 | $ 15.7 |
Commodity Contracts [Member] | ||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Commodity derivative assets, notional amount | 12.8 | |
Unrealized commodity derivative losses from hedging contracts sold | $ 2 |
Financial Instruments, Fair V_5
Financial Instruments, Fair Value, and Concentrations of Credit Risk - Composition of Short-term Investments (Detail) $ in Thousands | Dec. 31, 2020USD ($) |
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |
Total short-term investments | $ 11,698 |
Corporate Debt Securities [Member] | |
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |
Total short-term investments | $ 11,698 |
Financial Instruments, Fair V_6
Financial Instruments, Fair Value, and Concentrations of Credit Risk - Summary of Certain Amounts Related to Hedging Activities (Detail) - Cash Flow Hedges [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Amount of Gain (Loss) Recognized in AOCI | $ 17 | |
Amount of Gain (Loss) Reclassified to Earnings | $ 17 | (81) |
Commodity Contracts [Member] | ||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | ||
Amount of Gain (Loss) Recognized in AOCI | 17 | |
Amount of Gain (Loss) Reclassified to Earnings | $ 17 | $ (81) |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) - USD ($) | Oct. 20, 2020 | May 22, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Follow-on Public Offering [Member] | |||||
Related Party Transaction [Line Items] | |||||
Common stock, issued and sold | 3,750,000 | 4,057,500 | |||
Common stock issued price per share | $ 4 | $ 15 | |||
Cellectis [Member] | |||||
Related Party Transaction [Line Items] | |||||
Minimum net worth required | $ 300,000,000 | ||||
Cellectis [Member] | Restricted Stock Units [Member] | |||||
Related Party Transaction [Line Items] | |||||
Common stock, issued and sold | 63,175 | ||||
Common stock issued price per share | $ 19.49 | ||||
Cellectis [Member] | Follow-on Public Offering [Member] | |||||
Related Party Transaction [Line Items] | |||||
Common stock, issued and sold | 1,250,000 | 550,000 | 1,250,000 | 550,000 | |
Common stock issued price per share | $ 4 | $ 15 | |||
General and Administrative Expense [Member] | Cellectis [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, expenses from transactions with related party | $ 300,000 | $ 1,300,000 | $ 2,300,000 | ||
License and Royalty Fees [Member] | Cellectis [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, expenses from transactions with related party | $ 200,000 | $ 300,000 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Oct. 20, 2020 | May 22, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Stockholders Equity [Line Items] | |||||
Preferred stock share authorized | 50,000,000 | ||||
Preferred stock share par value | $ 0.0001 | ||||
Net proceeds from issuance of common stock and exercise of overallotment | $ 14,249 | $ 344 | $ 57,041 | ||
Repurchase of Common Stock | $ 800 | $ 200 | |||
Follow-on Public Offering [Member] | |||||
Stockholders Equity [Line Items] | |||||
Common stock, issued and sold | 3,750,000 | 4,057,500 | |||
Common stock issued price per share | $ 4 | $ 15 | |||
Net proceeds from issuance of common stock and exercise of overallotment | $ 14,000 | $ 57,000 | |||
Underwriting discounts and commissions | 3,200 | ||||
Offering expenses | $ 700 | ||||
After deduction of placement, agent fees and other offering expenses | $ 1,000 | ||||
Follow-on Public Offering [Member] | Cellectis [Member] | |||||
Stockholders Equity [Line Items] | |||||
Common stock, issued and sold | 1,250,000 | 550,000 | 1,250,000 | 550,000 | |
Common stock issued price per share | $ 4 | $ 15 | |||
Net proceeds from issuance of common stock and exercise of overallotment | $ 5,000 | $ 8,300 | |||
Outstanding obligation paid to parent | $ 14,000 | $ 57,000 | |||
Underwriters Option to Purchase Additional Shares [Member] | |||||
Stockholders Equity [Line Items] | |||||
Common stock, issued and sold | 457,500 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Earnings Per Share, Basic and Diluted (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |||
Net loss | $ (44,836) | $ (39,612) | $ (27,897) |
Weighted average shares outstanding - basic and diluted | 33,882,406 | 32,805,684 | 30,683,421 |
Basic and diluted loss per share | $ (1.32) | $ (1.21) | $ (0.91) |
Anti-dilutive stock options, restricted stock units and performance stock units | 5,522,418 | 5,606,552 | 4,253,301 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | Dec. 31, 2020shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based compensation arrangement by share-based payment award, number of shares registered and available for grant | 1,784,478 |
2017 Omnibus Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based compensation arrangement by share-based payment award, number of shares registered and available for grant | 3,938,285 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Fair Values of Stock Options Granted and Assumptions used in Black-Scholes Model (Detail) - Stock Options [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Estimated fair values of stock options granted | $ 3.24 | $ 10.18 | $ 9.09 |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.30% | 1.70% | 2.20% |
Expected volatility | 77.40% | 52.60% | 40.90% |
Expected term (in years) | 6 years | 6 years 9 months 18 days | 5 years 7 months 6 days |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.70% | 2.50% | 3.00% |
Expected volatility | 81.20% | 78.90% | 57.20% |
Expected term (in years) | 10 years | 10 years | 10 years |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Options - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation expense related to non-vested stock options | $ 7,700,000 |
2017 Omnibus Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options priced at fair market value, percent | 100.00% |
Stock option expiration period | 10 years |
Weighted average remaining contractual term | 6 years 2 months 12 days |
Aggregate intrinsic value of options exercisable | $ 600,000 |
2017 Omnibus Plan [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock option, vesting period | 3 years |
2017 Omnibus Plan [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock option, vesting period | 6 years |
Employee Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expect to pay dividends | $ 0 |
Unrecognized stock-based compensation expense, expected recognition weighted-average period | 30 months |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Option Activity (Detail) | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Options Exercisable, Beginning Balance | shares | 1,789,567 |
Options Exercisable, Ending Balance | shares | 2,347,665 |
Weighted-Average Exercise Price Per Share, Beginning Balance | $ / shares | $ 8.73 |
Weighted-Average Exercise Price Per Share, Ending Balance | $ / shares | $ 10.15 |
Options Outstanding, Beginning Balance | shares | 4,481,359 |
Options Outstanding, Granted | shares | 887,765 |
Options Outstanding, Exercised | shares | (58,575) |
Options Outstanding, Forfeited or expired | shares | (689,376) |
Options Outstanding, Ending Balance | shares | 4,621,173 |
Weighted-Average Exercise Price Per Share, Beginning Balance | $ / shares | $ 11.73 |
Weighted-Average Exercise Price Per Share, Granted | $ / shares | 4.67 |
Weighted-Average Exercise Price Per Share, Exercised | $ / shares | 3.60 |
Weighted-Average Exercise Price Per Share, Forfeited or expired | $ / shares | 12.89 |
Weighted-Average Exercise Price Per Share, Ending Balance | $ / shares | $ 10.30 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Stock-Based Compensation Expense Related to Stock Option Awards (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expenses | $ 4,971 | $ 9,175 | $ 4,385 |
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expenses | $ 3,371 | $ 6,035 | $ 3,609 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Net Cash Proceeds from Exercise of Stock Options Less Shares Used for Minimum Withholding Taxes and Intrinsic Value of Options Exercised (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Net cash proceeds | $ 212 | $ 344 | $ 2,622 |
Intrinsic value of options exercised | $ 179 | $ 905 | $ 7,569 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Units - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($) | |
2017 Omnibus Plan [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
2017 Omnibus Plan [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 6 years |
Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation expense related to restricted stock units | $ 2 |
Unrecognized stock-based compensation expense, expected recognition weighted-average period | 25 months |
Restricted Stock Units [Member] | 2017 Omnibus Plan [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
Restricted Stock Units [Member] | 2017 Omnibus Plan [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 5 years |
Stock-Based Compensation - Su_5
Stock-Based Compensation - Summary of Activity of Restricted Stock Units (Detail) - Restricted Stock Units [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of restricted stock units outstanding, Unvested beginning balance | 813,526 | ||
Number of restricted stock units outstanding, Granted | 105,633 | ||
Number of restricted stock units outstanding, Vested | (309,693) | ||
Number of restricted stock units outstanding, Cancelled | (61,659) | ||
Number of restricted stock units outstanding, Unvested ending balance | 547,807 | 813,526 | |
Weighted-average grant date fair value, Unvested beginning balance | $ 10.31 | ||
Weighted-average grant date fair value, Granted | 6.54 | $ 12.48 | $ 16.76 |
Weighted-average grant date fair value, Vested | 10.08 | ||
Weighted-average grant date fair value, Cancelled | 10.80 | ||
Weighted-average grant date fair value, Unvested ending balance | $ 9.49 | $ 10.31 |
Stock-Based Compensation - Su_6
Stock-Based Compensation - Summary of Grant Date Fair Value of Restricted Stock Unit Awards Vested (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grant-date fair value | $ 3,122 | $ 3,141 | $ 2,691 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Weighted Average Grant Date Fair Value of Restricted Stock Units Issued (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value, Granted | $ 6.54 | $ 12.48 | $ 16.76 |
Stock-Based Compensation - Su_7
Stock-Based Compensation - Summary of Stock-Based Compensation Expenses Related to Restricted Stock Units (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expenses | $ 4,971 | $ 9,175 | $ 4,385 |
Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expenses | $ 1,155 | $ 2,910 | $ 776 |
Stock-Based Compensation - Su_8
Stock-Based Compensation - Summary of Stock-Based Compensation Granted as Deemed Dividends (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Nonemployee Restricted Stock Units [Member] | Cellectis [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Deemed dividends from grants to Cellectis employees | $ 1,168 | $ 1,358 | $ 2,253 |
Stock-Based Compensation - Perf
Stock-Based Compensation - Performance Stock Units - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance stock, shares granted | 1,784,478 | |
2017 Omnibus Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance stock, shares granted | 3,938,285 | |
Performance Stock Units [Member] | 2017 Omnibus Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Increase in common stock starting price | $ 12.48 | |
Unrecognized stock-based compensation expense related to performance stock units | $ 1.5 | |
Unrecognized stock-based compensation expense, expected recognition weighted-average period | 42 months | |
Performance Stock Units [Member] | Tranche One [Member] | 2017 Omnibus Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting percentage | 50.00% | |
Performance Stock Units [Member] | Tranche Two [Member] | 2017 Omnibus Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting percentage | 100.00% | |
Performance Stock Units [Member] | Tranche Three [Member] | 2017 Omnibus Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting percentage | 120.00% | |
Performance Stock Units [Member] | Three Executive Officers [Member] | 2017 Omnibus Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance stock, shares granted | 311,667 |
Stock-Based Compensation - Su_9
Stock-Based Compensation - Summary of Fair Values of Performance Stock Units Granted and Assumptions used in Monte Carlo Simulation Pricing Model (Detail) - Performance Stock Units [Member] | 12 Months Ended |
Dec. 31, 2020$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Estimated fair values of performance stock units granted | $ 7.06 |
Risk-free interest rate | 1.71% |
Expected volatility | 75.00% |
Expected term (in years) | 3 years |
Stock-Based Compensation - S_10
Stock-Based Compensation - Summary of Stock-Based Compensation Expenses Related to Performance Stock Units (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expenses | $ 4,971 | $ 9,175 | $ 4,385 |
Performance Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expenses | $ 445 | $ 225 |
Stock-Based Compensation - Cell
Stock-Based Compensation - Cellectis Equity Incentive Plan - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expenses | $ 4,971 | $ 9,175 | $ 4,385 |
Cellectis [Member] | Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expenses | $ 100 |
Income Taxes - Summary of Recon
Income Taxes - Summary of Reconciliation of Statutory Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Expense Benefit Continuing Operations Income Tax Reconciliation [Abstract] | |||
United States statutory rate | 21.00% | 21.00% | 21.00% |
State tax, net of federal benefit | 4.20% | 1.00% | 0.70% |
Stock-based compensation | (0.50%) | (1.60%) | 3.60% |
Officer compensation | (1.00%) | (1.30%) | |
Deferred rate change | 0.30% | ||
R&D credit | 0.80% | 1.80% | 0.70% |
Other | (0.10%) | 0.30% | 0.70% |
Change in valuation allowance | (24.40%) | (21.20%) | (27.00%) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets And Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Components Of Deferred Tax Assets And Liabilities [Abstract] | |||
Net operating losses | $ 33,392 | $ 24,852 | $ 16,372 |
Stock-based compensation | 2,531 | 3,637 | 2,747 |
Financing lease obligations | 4,574 | 4,640 | 4,009 |
Tax credit carry forwards | 2,577 | 2,106 | 922 |
Compensation | 339 | 97 | 474 |
Derivative liability | 703 | ||
Other | 391 | 307 | 116 |
Gross deferred tax assets | 44,507 | 35,639 | 24,640 |
Less valuation allowance | (39,898) | (30,888) | (20,329) |
Net deferred tax assets | 4,609 | 4,751 | 4,311 |
Fixed assets | (4,609) | (4,746) | (4,352) |
Other | (5) | 41 | |
Gross deferred tax liabilities | $ (4,609) | $ (4,751) | $ (4,311) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Income Taxes [Line Items] | |
Income tax operating loss carryforwards | $ 206.1 |
Income tax operating loss carryforwards not expired | 100.2 |
Income tax operating loss carryforwards, expire between 2032 and 2037 | $ 41.9 |
Minimum [Member] | |
Income Taxes [Line Items] | |
Income tax examination year under examination | P3Y |
Maximum [Member] | |
Income Taxes [Line Items] | |
Income tax examination year under examination | P5Y |
Earliest Tax Year [Member] | R&D Credit Carryovers [Member] | |
Income Taxes [Line Items] | |
Tax credit carryovers expiration year | 2032 |
Latest Tax Year [Member] | R&D Credit Carryovers [Member] | |
Income Taxes [Line Items] | |
Tax credit carryovers expiration year | 2037 |
State and Local Jurisdiction [Member] | |
Income Taxes [Line Items] | |
Income tax operating loss carryforwards | $ 64 |
State and Local Jurisdiction [Member] | R&D Credit Carryovers [Member] | |
Income Taxes [Line Items] | |
Tax credit carryovers | $ 0.9 |
State and Local Jurisdiction [Member] | Earliest Tax Year [Member] | |
Income Taxes [Line Items] | |
Income tax operating loss carryforwards, expiration year | 2027 |
State and Local Jurisdiction [Member] | Latest Tax Year [Member] | |
Income Taxes [Line Items] | |
Income tax operating loss carryforwards, expiration year | 2037 |
Federal [Member] | |
Income Taxes [Line Items] | |
Income tax operating loss carryforwards | $ 142.1 |
Federal [Member] | R&D Credit Carryovers [Member] | |
Income Taxes [Line Items] | |
Tax credit carryovers | $ 1.9 |
Federal [Member] | Earliest Tax Year [Member] | |
Income Taxes [Line Items] | |
Income tax operating loss carryforwards, expiration year | 2032 |
Federal [Member] | Latest Tax Year [Member] | |
Income Taxes [Line Items] | |
Income tax operating loss carryforwards, expiration year | 2037 |
Leases, Other Commitments, an_3
Leases, Other Commitments, and Contingencies - Additional Information (Detail) | 12 Months Ended | |||
Dec. 31, 2020USD ($)ft² | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Other Commitments [Line Items] | ||||
Lease term | 20 years | |||
Number of lease extension options | 4 | |||
Extension term of lease agreement | 5 years | |||
Proceeds from sale of land and uncompleted facility | $ 7,000,000 | |||
Percentage of annual base rent | 8.00% | |||
Increase in percentage of annual base rent on the sixth, eleventh and sixteenth anniversaries | 7.50% | |||
Annual base rent | $ 1,400,000 | |||
Restricted cash | 393,000 | $ 388,000 | $ 381,000 | |
Forward purchase noncancelable commitments amount | 21,200,000 | |||
Cellectis [Member] | ||||
Other Commitments [Line Items] | ||||
Minimum net worth required | $ 300,000,000 | |||
Cellectis [Member] | Maximum [Member] | ||||
Other Commitments [Line Items] | ||||
Threshold percentage of ownership in outstanding common stock to enact indemnification agreement | 50.00% | |||
Corporate Headquarters [Member] | ||||
Other Commitments [Line Items] | ||||
Office and lab building area | ft² | 40,000 | |||
Option to extend | true | |||
Option to extend, description | The lease has a term of twenty years with four options to extend its term for five years each subject to there being no default under the lease terms beyond any cure period and us occupying the property at the time of extension. | |||
Equipment [Member] | ||||
Other Commitments [Line Items] | ||||
Lease term | 4 years | |||
Option to extend | true | |||
Option to extend, description | The equipment financing arrangement allows for a six-month renewal option or a repurchase option at the end of the lease term. | |||
Extension term of lease agreement | 6 months | |||
Restricted cash | $ 1,000,000 |
Leases, Other Commitments, an_4
Leases, Other Commitments, and Contingencies - Summary of Rent Expense from Operating Leases (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Leases Rent Expense [Abstract] | |||
Rent expense from operating leases | $ 83 | $ 117 | $ 200 |
Leases, Other Commitments, an_5
Leases, Other Commitments, and Contingencies - Schedule of Noncancelable Future Lease Commitments (Detail) $ in Thousands | Dec. 31, 2020USD ($) |
Noncancelable Operating Leases [Member] | |
2021 | $ 26 |
2022 | 20 |
2023 | 8 |
2024 | 8 |
2025 | 8 |
After fiscal 2025 | 1 |
Total noncancelable future lease commitments | 71 |
Noncancelable Capital Leases [Member] | |
2021 | 1,787 |
2022 | 1,709 |
2023 | 1,544 |
2024 | 1,479 |
2025 | 1,479 |
After fiscal 2025 | 19,950 |
Total noncancelable future lease commitments | $ 27,948 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2020 | |
Compensation Related Costs [Abstract] | |
Defined contribution plan description | We provide a 401(k) defined contribution plan for all regular full-time employees who have completed two months of service. |
Employee Benefit Plan - Summary
Employee Benefit Plan - Summary of Defined Contribution Plan (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |||
Employee benefit plan expenses | $ 309 | $ 228 | $ 136 |
Supplemental Information - Summ
Supplemental Information - Summary of Certain Balance Sheet Amounts (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts Receivable: | ||
Accounts receivable | $ 4,317 | $ 1,088 |
Allowance for doubtful accounts | (125) | |
Total | 4,887 | 1,122 |
Inventory: | ||
Raw materials | 1,383 | 2,211 |
Work-in-process | 272 | |
Finished goods | 111 | |
Total | 1,383 | 2,594 |
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 28,406 | 26,908 |
Less accumulated depreciation and amortization | (5,546) | (3,696) |
Total | 22,860 | 23,212 |
Land Under Capital Lease [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 5,690 | 5,690 |
Buildings [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 650 | 650 |
Buildings Under Capital Lease [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 3,812 | 3,812 |
Leasehold Improvements [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 160 | 130 |
Leasehold Improvements Under Capital Lease [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 10,023 | 10,023 |
Office Furniture and Equipment [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 4,813 | 4,174 |
Office Furniture and Equipment Under Capital Lease [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 1,788 | 1,788 |
Computer Equipment and Software [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 83 | 8 |
Construction in Progress [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 1,329 | 550 |
Vehicles [Member] | ||
Land, buildings, and equipment: | ||
Total land, buildings, and equipment | 58 | 83 |
Growers [Member] | ||
Accounts Receivable: | ||
Accounts receivable | $ 570 | $ 159 |
Supplemental Information - Addi
Supplemental Information - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Condensed Balance Sheet Statements Captions [Line Items] | ||
Receivables from growers | $ 4,317 | $ 1,088 |
Growers [Member] | ||
Condensed Balance Sheet Statements Captions [Line Items] | ||
Receivables from growers | 570 | 159 |
Growers [Member] | Extended Payment Terms [Member] | ||
Condensed Balance Sheet Statements Captions [Line Items] | ||
Receivables from growers | $ 600 | $ 0 |
Supplemental Information - Su_2
Supplemental Information - Summary of Components of Revenue (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation Of Revenue [Line Items] | |||
Revenue | $ 23,851 | $ 7,296 | $ 236 |
Soybean Oil [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | 2,220 | 1,685 | |
Soybean Meal [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | 8,628 | 5,604 | |
Soybean Grain [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | 12,976 | ||
Other [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | $ 27 | $ 7 | $ 236 |
Supplemental Information - Su_3
Supplemental Information - Summary of Certain Statements of Operations Amounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation expenses | $ 4,971 | $ 9,175 | $ 4,385 |
Depreciation and amortization expenses | 1,869 | 1,607 | 1,081 |
Research and Development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation expenses | 1,132 | 2,190 | 629 |
Selling and Supply Chain [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation expenses | (461) | 767 | 408 |
General and Administrative Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation expenses | $ 4,300 | $ 6,218 | $ 3,348 |
Supplemental Information - Su_4
Supplemental Information - Summary of Components of Interest, Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |||
Interest expense | $ (1,435) | $ (1,490) | $ (1,257) |
Interest income | 557 | 1,600 | 1,521 |
Total | $ (878) | $ 110 | $ 264 |
Supplemental Information - Su_5
Supplemental Information - Summary of Statements of Certain Statements of Cash Flows Amounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | ||||
Cash and cash equivalents | $ 17,299 | $ 58,610 | $ 93,794 | |
Restricted cash | 393 | 388 | 381 | |
Non-current restricted cash | 597 | 1,040 | 1,113 | |
Cash, cash equivalents, and restricted cash | 18,289 | 60,038 | 95,288 | $ 56,664 |
Short-term investments | 11,698 | |||
Total | 29,987 | 60,038 | 95,288 | |
Non-cash additions to land, buildings, and equipment | 414 | 7,994 | ||
Offering costs in accounts payable and accrued liabilities | 443 | |||
Non-cash addition to financing lease obligations | 37 | 25 | ||
Interest paid | $ 1,455 | $ 1,472 | $ 1,086 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2020Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - Paycheck Protection Program Loan CARES Act [Member] - USD ($) | Apr. 19, 2020 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Loan, face amount | $ 1,500,000 | |
Loan, interest rate | 1.00% | |
Loan, maturity date | 2022-04 | |
Prepayment penalties | $ 0 | |
Forgiveness eligibility description | In order to be eligible for forgiveness, the proceeds of the Paycheck Protection Program loan must be applied to certain eligible expenses, including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments, with not more than 40 percent of the amount applied to non-payroll costs. |
Restructuring Costs - Additiona
Restructuring Costs - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Costs [Abstract] | |||
Severance and other charges | $ 685 | ||
Stock-based compensation | 4,971 | $ 9,175 | $ 4,385 |
Soybean Products [Member] | |||
Restructuring Costs [Abstract] | |||
Severance and other charges | 700 | ||
Stock-based compensation | 900 | ||
Restructuring and related cost, expected cost remaining | $ 400 |
Restructuring Costs - Summary o
Restructuring Costs - Summary of Employee Separation Liabilities (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Restructuring And Related Activities [Abstract] | |
Charged to expense | $ 685 |
Cash payments | (265) |
Balance as of December 31, 2020 | $ 420 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Mr. Blome [Member] - Scenario Forecast [Member] $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Subsequent Event [Line Items] | |
Additional non-cash charge from acceleration of expense on bonus paid | $ 0.1 |
Cash severance payments period | 24 months |
Expected benefit to earnings from recapture of non-cash stock compensation expense | $ 2.5 |
Separation-related [Member] | |
Subsequent Event [Line Items] | |
Cash expense for separation-related payments | $ 2.3 |