Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 01, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-39186 | |
Entity Registrant Name | ARCUTIS BIOTHERAPEUTICS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-2974255 | |
Entity Address, Address Line One | 2945 Townsgate Road | |
Entity Address, Address Line Two | Suite 110 | |
Entity Address, City or Town | Westlake Village | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91361 | |
City Area Code | 805 | |
Local Phone Number | 418-5006 | |
Title of 12(b) Security | Common Stock, par value $0.0001 | |
Trading Symbol | ARQT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 38,189,287 | |
Entity Central Index Key | 0001787306 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 171,546 | $ 63,336 |
Marketable securities | 52,429 | 37,929 |
Prepaid expenses and other current assets | 4,060 | 5,209 |
Total current assets | 228,035 | 106,474 |
Property, plant, and equipment, net | 228 | 227 |
Operating lease right-of-use asset | 3,629 | 264 |
Other assets | 78 | 47 |
Total assets | 231,970 | 107,012 |
Current liabilities: | ||
Accounts payable | 8,253 | 1,405 |
Accrued liabilities | 10,948 | 3,654 |
Operating lease liability | 80 | 178 |
Total current liabilities | 19,281 | 5,237 |
Operating lease liability, noncurrent | 3,610 | 129 |
Other long-term liabilities | 156 | 184 |
Total liabilities | 23,047 | 5,550 |
Commitments and Contingencies | ||
Convertible preferred stock, $0.0001 par value; no shares and 48,787,898 shares authorized at June 30, 2020 and December 31, 2019, respectively; no shares and 24,385,388 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively | 0 | 166,491 |
Stockholders’ equity (deficit): | ||
Preferred stock, $0.0001 par value; 10,000,000 and no shares authorized at June 30, 2020 and December 31, 2019, respectively; no shares issued and outstanding at June 30, 2020 and December 31, 2019; | 0 | 0 |
Common stock, $0.0001 par value; 300,000,000 and 65,820,000 shares authorized at June 30, 2020 and December 31, 2019, respectively; 38,189,287 and 2,879,763 shares issued at June 30, 2020 and December 31, 2019, respectively; 37,690,058 and 2,120,853 shares outstanding at June 30, 2020 and December 31, 2019, respectively | 3 | 0 |
Additional paid-in capital | 338,617 | 1,244 |
Accumulated other comprehensive income (loss) | 0 | (1) |
Accumulated deficit | (129,697) | (66,272) |
Total stockholders’ equity (deficit) | 208,923 | (65,029) |
Total liabilities, convertible preferred stock and stockholders’ equity (deficit) | $ 231,970 | $ 107,012 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Convertible preferred stock, par value (In USD per share) | $ 0.0001 | $ 0.0001 |
Convertible preferred stock, shares authorized (in shares) | 0 | 48,787,898 |
Convertible preferred stock, shares issued (in shares) | 0 | 24,385,388 |
Convertible preferred stock, shares outstanding (in shares) | 0 | 24,385,388 |
Preferred stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 0 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 300,000,000 | 65,820,000 |
Common stock, shares, issued (in shares) | 38,189,287 | 2,879,763 |
Common stock, shares outstanding (in shares) | 37,690,058 | 2,120,853 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Operating expenses: | ||||
Research and development | $ 30,009 | $ 7,214 | $ 55,191 | $ 13,417 |
General and administrative | 5,618 | 1,324 | 9,087 | 2,073 |
Total operating expenses | 35,627 | 8,538 | 64,278 | 15,490 |
Loss from operations | (35,627) | (8,538) | (64,278) | (15,490) |
Other income, net | 215 | 248 | 853 | 542 |
Net loss | (35,412) | (8,290) | (63,425) | (14,948) |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on marketable securities | (19) | 2 | 1 | 3 |
Comprehensive loss | $ (35,431) | $ (8,288) | $ (63,424) | $ (14,945) |
Per share information: | ||||
Net loss per share, basic and diluted (in USD per share) | $ (0.94) | $ (4.69) | $ (2.05) | $ (8.79) |
Weighted-average shares used in computing net loss per share, basic and diluted (in shares) | 37,587,330 | 1,767,658 | 30,921,866 | 1,700,549 |
Condensed Statements of Convert
Condensed Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance, convertible preferred stock (in shares) at Dec. 31, 2018 | 16,262,425 | ||||
Beginning Balance at Dec. 31, 2018 | $ 72,252 | ||||
Ending balance, convertible preferred stock (in shares) at Mar. 31, 2019 | 16,262,425 | ||||
Ending Balance at Mar. 31, 2019 | $ 72,252 | ||||
Beginning Balance, shares at Dec. 31, 2018 | 1,557,900 | ||||
Beginning Balance at Dec. 31, 2018 | (23,987) | $ 0 | $ 289 | $ 0 | $ (24,276) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Vesting of founder shares subject to repurchase (in shares) | 68,931 | ||||
Vesting of founder shares subject to repurchase | 0 | ||||
Lapse of repurchase rights related to common stock issued pursuant to early exercises (in shares) | 65,868 | ||||
Lapse of repurchase rights related to common stock issued pursuant to early exercises | 29 | 29 | |||
Stock-based compensation expense | 76 | 76 | |||
Unrealized gain on short term investments | 1 | 1 | |||
Net Loss | (6,658) | (6,658) | |||
Ending Balance at Mar. 31, 2019 | $ (30,539) | $ 0 | 394 | 1 | (30,934) |
Ending Balance, shares at Mar. 31, 2019 | 1,692,699 | ||||
Beginning balance, convertible preferred stock (in shares) at Dec. 31, 2018 | 16,262,425 | ||||
Beginning Balance at Dec. 31, 2018 | $ 72,252 | ||||
Ending balance, convertible preferred stock (in shares) at Jun. 30, 2019 | 16,262,425 | ||||
Ending Balance at Jun. 30, 2019 | $ 72,252 | ||||
Beginning Balance, shares at Dec. 31, 2018 | 1,557,900 | ||||
Beginning Balance at Dec. 31, 2018 | (23,987) | $ 0 | 289 | 0 | (24,276) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Unrealized gain on short term investments | 3 | ||||
Net Loss | (14,948) | ||||
Ending Balance at Jun. 30, 2019 | $ (38,659) | $ 0 | 562 | 3 | (39,224) |
Ending Balance, shares at Jun. 30, 2019 | 1,827,498 | ||||
Beginning balance, convertible preferred stock (in shares) at Mar. 31, 2019 | 16,262,425 | ||||
Beginning Balance at Mar. 31, 2019 | $ 72,252 | ||||
Ending balance, convertible preferred stock (in shares) at Jun. 30, 2019 | 16,262,425 | ||||
Ending Balance at Jun. 30, 2019 | $ 72,252 | ||||
Beginning Balance, shares at Mar. 31, 2019 | 1,692,699 | ||||
Beginning Balance at Mar. 31, 2019 | (30,539) | $ 0 | 394 | 1 | (30,934) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Vesting of founder shares subject to repurchase (in shares) | 68,931 | ||||
Vesting of founder shares subject to repurchase | 0 | ||||
Lapse of repurchase rights related to common stock issued pursuant to early exercises (in shares) | 65,868 | ||||
Lapse of repurchase rights related to common stock issued pursuant to early exercises | 29 | 29 | |||
Stock-based compensation expense | 139 | 139 | |||
Unrealized gain on short term investments | 2 | 2 | |||
Net Loss | (8,290) | (8,290) | |||
Ending Balance at Jun. 30, 2019 | $ (38,659) | $ 0 | 562 | 3 | (39,224) |
Ending Balance, shares at Jun. 30, 2019 | 1,827,498 | ||||
Beginning balance, convertible preferred stock (in shares) at Dec. 31, 2019 | 24,385,388 | ||||
Beginning Balance at Dec. 31, 2019 | $ 166,491 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||
Conversion of preferred stock into common stock (in shares) | (24,385,388) | ||||
Conversion of preferred stock into common stock upon initial public offering | $ (166,491) | ||||
Ending balance, convertible preferred stock (in shares) at Mar. 31, 2020 | 0 | ||||
Ending Balance at Mar. 31, 2020 | $ 0 | ||||
Beginning Balance, shares at Dec. 31, 2019 | 2,120,853 | ||||
Beginning Balance at Dec. 31, 2019 | (65,029) | $ 0 | 1,244 | (1) | (66,272) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Conversion of preferred stock into common stock upon initial public offering (in shares) | 24,385,388 | ||||
Conversion of preferred stock into common stock upon initial public offering | 166,491 | $ 2 | 166,489 | ||
Issuance of shares of common stock, net of issuance costs (in shares) | 10,781,250 | ||||
Issuance of shares of common stock, net of issuance costs of $16.0 million | 167,241 | $ 1 | 167,240 | ||
Issuance of common stock upon the exercise of stock option (in shares) | 51,147 | ||||
Issuance of common stock upon the exercise of stock options | 152 | 152 | |||
Vesting of founder shares subject to repurchase (in shares) | 68,931 | ||||
Lapse of repurchase rights related to common stock issued pursuant to early exercises (in shares) | 64,428 | ||||
Lapse of repurchase rights related to common stock issued pursuant to early exercises | 30 | 30 | |||
Stock-based compensation expense | 990 | 990 | |||
Unrealized gain on short term investments | 20 | 20 | |||
Net Loss | (28,013) | (28,013) | |||
Ending Balance at Mar. 31, 2020 | $ 241,882 | $ 3 | 336,145 | 19 | (94,285) |
Ending Balance, shares at Mar. 31, 2020 | 37,471,997 | ||||
Beginning balance, convertible preferred stock (in shares) at Dec. 31, 2019 | 24,385,388 | ||||
Beginning Balance at Dec. 31, 2019 | $ 166,491 | ||||
Ending balance, convertible preferred stock (in shares) at Jun. 30, 2020 | 0 | ||||
Ending Balance at Jun. 30, 2020 | $ 0 | ||||
Beginning Balance, shares at Dec. 31, 2019 | 2,120,853 | ||||
Beginning Balance at Dec. 31, 2019 | $ (65,029) | $ 0 | 1,244 | (1) | (66,272) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon the exercise of stock option (in shares) | 123,024 | ||||
Shares issued pursuant to the employee stock purchase plan (in shares) | 19,862 | ||||
Unrealized gain on short term investments | $ 1 | ||||
Net Loss | (63,425) | ||||
Ending Balance at Jun. 30, 2020 | $ 208,923 | $ 3 | 338,617 | 0 | (129,697) |
Ending Balance, shares at Jun. 30, 2020 | 37,690,058 | ||||
Beginning balance, convertible preferred stock (in shares) at Mar. 31, 2020 | 0 | ||||
Beginning Balance at Mar. 31, 2020 | $ 0 | ||||
Ending balance, convertible preferred stock (in shares) at Jun. 30, 2020 | 0 | ||||
Ending Balance at Jun. 30, 2020 | $ 0 | ||||
Beginning Balance, shares at Mar. 31, 2020 | 37,471,997 | ||||
Beginning Balance at Mar. 31, 2020 | 241,882 | $ 3 | 336,145 | 19 | (94,285) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon the exercise of stock option (in shares) | 14,875 | ||||
Issuance of common stock upon the exercise of stock options | 25 | 25 | |||
Vesting of founder shares subject to repurchase (in shares) | 68,932 | ||||
Lapse of repurchase rights related to common stock issued pursuant to early exercises (in shares) | 114,392 | ||||
Lapse of repurchase rights related to common stock issued pursuant to early exercises | 111 | 111 | |||
Shares issued pursuant to the employee stock purchase plan (in shares) | 19,862 | ||||
Shares issued pursuant to the employee stock purchase plan | 287 | 287 | |||
Stock-based compensation expense | 2,049 | 2,049 | |||
Unrealized gain on short term investments | (19) | (19) | |||
Net Loss | (35,412) | (35,412) | |||
Ending Balance at Jun. 30, 2020 | $ 208,923 | $ 3 | $ 338,617 | $ 0 | $ (129,697) |
Ending Balance, shares at Jun. 30, 2020 | 37,690,058 |
Condensed Statements of Conve_2
Condensed Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Common Stock | |
Stock issuance costs | $ 16 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (63,425) | $ (14,948) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 57 | 25 |
Non-cash lease expense | 65 | 55 |
Net amortization/accretion on marketable securities | (336) | (293) |
Stock-based compensation | 3,039 | 215 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (629) | (1,576) |
Other assets | 0 | (47) |
Accounts payable | 6,910 | 225 |
Accrued liabilities | 7,595 | 1,029 |
Operating lease liabilities | (47) | (2) |
Net cash used in operating activities | (46,771) | (15,317) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of marketable securities | (62,763) | (22,897) |
Proceeds from maturities of marketable securities | 48,600 | 11,700 |
Purchases of property and equipment | (58) | (225) |
Net cash used in investing activities | (14,221) | (11,422) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock upon exercise of stock options | 273 | 168 |
Proceeds from initial public offering, net of issuance costs | 168,642 | 0 |
Proceeds from issuance of common stock for ESPP purchase | 287 | 0 |
Net cash provided by financing activities | 169,202 | 168 |
Net increase (decrease) in cash and cash equivalents | 108,210 | (26,571) |
Cash and cash equivalents at beginning of period | 63,336 | 39,394 |
Cash and cash equivalents at end of period | 171,546 | 12,823 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING INFORMATION: | ||
Right-of-use asset obtained in exchange for lease liability | 3,645 | 391 |
Reduction in right-of-use asset upon reassessment of lease term | $ 139 | $ 0 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Arcutis Biotherapeutics, Inc., or the Company, is a late-stage biopharmaceutical company focused on developing and commercializing treatments for dermatological diseases with high unmet medical needs. The Company’s current portfolio is comprised of topical treatments with significant promise in addressing immune-mediated dermatological diseases and conditions, or immuno-dermatology. The Company’s strategy is to advance treatments that leverage validated biological targets in dermatology in order to deliver clinical profiles that address major shortcomings of existing therapies in its targeted indications. The Company believes this strategy uniquely positions it to rapidly advance its goal of bridging the treatment innovation gap in dermatology while maximizing its probability of technical success. On January 17, 2020, the Company's board of directors approved a 1-for-2.0007 reverse stock split of the Company’s capital stock and the Company filed a certificate of amendment to its restated certificate of incorporation to effect the split. The par value and authorized shares of common stock and convertible preferred stock were not adjusted as a result of the reverse split. All share and per share information included in the accompanying financial statements has been adjusted to reflect this reverse stock split. Initial Public Offering On February 4, 2020, the Company closed an initial public offering (IPO), issuing and selling 10,781,250 shares of common stock at a public offering price of $17.00 per share, including 1,406,250 shares sold pursuant to the underwriters’ full exercise of their option to purchase additional shares. The aggregate net proceeds received by the Company from the offering were approximately $167.2 million, after deducting underwriting discounts, commissions and offering related transaction costs . Upon the closing of the IPO, all of the outstanding shares of convertible preferred stock automatically converted into shares of common stock. Subsequent to the closing of the IPO, there were no shares of convertible preferred stock outstanding. The financial statements as of June 30, 2020, including share and per share amounts, incorporate the effects of the IPO. Liquidity The Company has incurred significant losses and negative cash flows from operations since its inception and had an accumulated deficit of $129.7 million and $66.3 million as of June 30, 2020 and December 31, 2019, respectively. The Company had cash, cash equivalents and marketable securities of $224.0 million and $101.3 million as of June 30, 2020 and December 31, 2019, respectively. Prior to selling common stock in its IPO, the Company had historically financed its operations primarily through the sale of its convertible preferred stock. Management expects operating losses to continue for the foreseeable future. The Company believes that its existing capital resources will be sufficient to meet the projected operating requirements for at least 12 months from the date of issuance of its financial statements. The Company will be required to raise additional capital to fund future operations. However, no assurance can be given as to whether additional needed financing will be available on terms acceptable to the Company, if at all. If sufficient funds on acceptable terms are not available when needed, the Company may be required to curtail planned activities to significantly reduce its operating expenses. Failure to manage discretionary spending or raise additional financing, as needed, may adversely impact the Company’s ability to achieve its intended business objectives and have an adverse effect on its results of operations and future prospects. Coronavirus Outbreak In March 2020, the World Health Organization declared a pandemic related to the global novel coronavirus disease 2019 (COVID-19) outbreak. As of August 11, 2020, the Company’s operations have not been significantly impacted by the COVID-19 pandemic. The Company is monitoring the potential impact COVID-19 may have on the clinical development of its product candidates, including potential delays or modifications to its ongoing and planned trials. However, the Company cannot at this time predict the specific extent, duration, or full impact that the COVID-19 outbreak will have on its financial condition and operations, including ongoing and planned clinical trials. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The Company’s condensed financial statements have been prepared in accordance with United States generally accepted accounting principles, or U.S. GAAP. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed financial statements and accompanying notes. On an ongoing basis, management evaluates such estimates and assumptions for continued reasonableness. In particular, management makes estimates with respect to accruals for research and development activities, fair value of common stock and convertible preferred stock (prior to the IPO completed in January 2020), stock-based compensation expense and income taxes. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. Actual results could differ from those estimates. Segments To date, the Company has viewed its financial information on an aggregate basis for the purposes of evaluating financial performance and allocating the Company’s resources. Accordingly, the Company has determined that it operates in one segment. Unaudited Interim Condensed Financial Statements The interim condensed balance sheet as of June 30, 2020, the interim condensed statements of operations and comprehensive loss and the condensed changes in convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2020 and 2019, and cash flows for the six months ended June 30, 2020 and 2019 are unaudited. These unaudited interim condensed financial statements have been prepared on the same basis as the Company’s audited annual financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair statement of the Company’s financial information. The financial data and the other financial information disclosed in these notes to the condensed financial statements related to the three- and six-month periods are also unaudited. The condensed results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020 or for any other future annual or interim period. The condensed balance sheet as of December 31, 2019 included herein was derived from the audited financial statements as of that date. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these unaudited interim condensed financial statements should be read in conjunction with the Company’s audited financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2019. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of money market funds, commercial paper, and government securities. Marketable Securities Marketable securities consist of investment grade short to intermediate-term fixed income investments that have been classified as available-for-sale and are carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities. Management determines the appropriate classification of its investments in fixed income securities at the time of purchase. Available-for-sale securities with original maturities beyond three months at the date of purchase are classified as current based on their availability for use in current operations. Unrealized gains and losses are excluded from earnings and are reported as a component of other comprehensive loss. Realized gains and losses as well as credit losses, if any, on marketable securities are included in other income (expense), net. The Company evaluated the underlying credit quality and credit ratings of the issuers during the period. To date, no such credit losses have occurred or have been recorded. The cost of investments sold is based on the specific-identification method. As of June 30, 2020, there were no unrealized gains or losses on marketable securities, and as of December 31, 2019, there were unrealized losses on marketable securities of $1,000. Unrealized gains and losses on marketable securities are reported as a component of accumulated other comprehensive income (loss) on the balance sheets. There were no realized gains or losses on investments for the three and six months ended June 30, 2020 and 2019. Interest on marketable securities is included in Other income (expense), net. Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash to the extent recorded on the balance sheets. Management believes the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Fair Value Measurement The Company’s financial instruments, in addition to those presented in Note 3 Fair Value Measurements , include cash equivalents, accounts payable and accrued liabilities. The carrying amount of cash equivalents, accounts payable and accrued liabilities approximate their fair values due to their short maturities. Assets and liabilities recorded at fair value on a recurring basis on the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Leases The Company determines if an arrangement is or contains a lease at inception. Right-of-use (ROU) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. The classification of the Company’s leases as operating or finance leases along with the initial measurement and recognition of the associated ROU assets and lease liabilities is performed at the lease commencement date. The measurement of lease liabilities is based on the present value of future lease payments over the lease term. The Company uses its incremental borrowing rate, based on the information available at commencement date, to determine the present value of lease payments when its leases do not provide an implicit rate. The Company uses the implicit rate when readily determinable. The ROU asset is based on the measurement of the lease liability, includes any lease payments made prior to or on lease commencement and excludes lease incentives and initial direct costs incurred, as applicable. Lease expense for the Company’s operating leases is recognized on a straight-line basis over the lease term. The Company considers a lease term to be the non-cancelable period that it has the right to use the underlying asset, including any periods where it is reasonably assured the Company will exercise the option to extend the contract. Periods covered by an option to extend are included in the lease term if the lessor controls the exercise of that option. The Company’s lease agreements includes lease and non-lease components and the Company has elected to not separate such components for all classes of assets. Further, the Company elected the short-term lease exception policy, permitting it to not apply the recognition requirements of this standard to leases with terms of 12 months or less (short-term leases) for all classes of assets. Preclinical and Clinical Accruals and Costs The Company records accrued liabilities for estimated costs of research and development activities conducted by third-party service providers, which include the conduct of preclinical studies, clinical trials and contract manufacturing activities. These costs are a significant component of the Company’s research and development expenses. The Company accrues for these costs based on factors such as estimates of the work completed and in accordance with agreements established with its third-party service providers under the service agreements. The Company makes significant judgments and estimates in determining the accrued liabilities balance in each reporting period. As actual costs become known, the Company adjusts its accrued liabilities. For the three and six months ended June 30, 2020 and 2019, the Company has not experienced any material differences between accrued costs and actual costs incurred. Convertible Preferred Stock Prior to its IPO, the Company classified its outstanding convertible preferred stock outside of stockholders’ equity (deficit) on its balance sheets as the requirements of triggering a deemed liquidation event, as defined within its amended and restated certificate of incorporation, were not entirely within the Company’s control. In the event of such a deemed liquidation event, the proceeds from the event were to be distributed in accordance with the liquidation preferences, provided that the holders of convertible preferred stock had not converted their shares into common stock. The Company recorded the issuance of convertible preferred stock at the issuance price less related issuance costs. The Company did not adjust the carrying values of the convertible preferred stock to the liquidation preferences of such shares because of the uncertainty as to whether or when a deemed liquidation event may have occurred. In connection with the IPO in February 2020, the Company’s outstanding shares of convertible preferred stock were automatically converted into 24,385,388 shares of common stock. Research and Development Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of salaries, payroll taxes, employee benefits, license fees, stock-based compensation expense, materials, supplies, and the cost of services provided by outside contractors. All costs associated with research and development are expensed as incurred. Payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods are received or services are rendered. Such payments are evaluated for current or long-term classification based on when they will be realized. The Company has entered into and may continue to enter into, license agreements to access and utilize certain technology. In each case, the Company evaluates if the license agreement results in the acquisition of an asset or a business. To date none of the Company’s license agreements have been considered an acquisition of a business. For asset acquisitions, the upfront payments to acquire such licenses, as well as any future milestone payments made before product approval that do not meet the definition of a derivative, are immediately recognized as research and development expense when paid or become payable, provided there is no alternative future use of the rights in other research and development projects. Stock-Based Compensation The Company accounts for share-based payments at fair value. The fair value of stock options is measured using the Black-Scholes option-pricing model. For share-based awards that vest subject to the satisfaction of a service requirement, the fair value measurement date for such awards is the date of grant and the expense is recognized on a straight-line basis, over the expected vesting period. For share-based awards that vest subject to a performance condition, the Company will recognize compensation cost for awards if and when the Company concludes that it is probable that the awards with a performance condition will be achieved on an accelerated attribution method. The Company accounts for forfeitures as they occur. Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period of enactment. The Company records a valuation allowance to reduce deferred tax assets to an amount for which realization is more likely than not. Due to the Company’s historical operating performance and the recorded cumulative net losses in prior fiscal periods, the net deferred tax assets have been fully offset by a valuation allowance. The Company recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained upon examination by the tax authorities, based on the merits of the position. The Company’s policy is to recognize interest and penalties related to the underpayment of income taxes as a component of income tax expense or benefit. To date, there have been no interest or penalties incurred in relation to the unrecognized tax benefits. The United States Congress enacted the Families First Coronavirus Response Act (FFCR Act) on March 18, 2020 and the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) on March 27, 2020. The CARES Act is an emergency economic stimulus package that includes spending and tax breaks to strengthen the U.S. economy and fund a nationwide effort to curtail the effect of COVID-19. The FFCR Act and CARES Act include numerous tax-related provisions including modifications to the limitations on business interest expense and net operating losses (NOLs), as well as a payment delay of employer payroll taxes in 2020 after the date of enactment. On June 29, 2020, the California State Assembly Bill 85 (Trailer Bill) was enacted which suspends the use of California NOL deductions and certain tax credits, including research and development credits, for the 2020, 2021, and 2022 tax years. The Company does not expect the FFCR Act, CARES Act or Trailer Bill to have a material impact on the Company’s financial statements. Variable Interest Entities The Company reviews agreements it enters into with third-party entities, pursuant to which the Company may have a variable interest in the entity, in order to determine if the entity is a variable interest entity, or VIE. If the entity is a VIE, the Company assesses whether or not it is the primary beneficiary of that entity. In determining whether the Company is the primary beneficiary of an entity, the Company applies a qualitative approach that determines whether it has both (i) the power to direct the economically significant activities of the entity and (ii) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. If the Company determines it is the primary beneficiary of a VIE, it consolidates that VIE into the Company’s financial statements. The Company’s determination about whether it should consolidate such VIEs is made continuously as changes to existing relationships or future transactions may result in a consolidation or deconsolidation event. The Company currently does not consolidate any VIEs. Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive shares of common stock. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common share equivalents outstanding for the period determined using the treasury-stock method. Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share since the effects of potentially dilutive securities are antidilutive. Shares of common stock subject to repurchase are excluded from the weighted-average shares. Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, or ASU No. 2018-13, which removes, modifies, and adds various disclosure requirements on fair value measurements in Topic 820. ASU No. 2018-13 is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The Company early adopted this standard as of January 1, 2020, and it did not have a material impact on its condensed financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, or ASU No. 2016-13 . This update requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations now include forward-looking information in the determination of their credit loss estimates. Many of the previous loss estimation techniques are still permitted, although the inputs to those techniques have changed to reflect the full amount of expected credit losses. In addition, this update amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. The Company early adopted this standard as of January 1, 2020, and it did not have a material impact on its condensed financial statements. There was no impact on the Company's condensed financial statements from credit losses for the three and six months ended June 30, 2020. In December 2019, the FASB issued ASU No. 2019-12 , Income Taxes (Topic 740), |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): June 30, 2020 Level 1 Level 2 Level 3 Total Assets: Money market funds(1) $ 171,546 $ — $ — $ 171,546 Commercial paper — 52,429 — 52,429 Total assets $ 171,546 $ 52,429 $ — $ 223,975 December 31, 2019 Level 1 Level 2 Level 3 Total Assets: Money market funds(1) $ 43,558 $ — $ — $ 43,558 Commercial paper — 44,689 — 44,689 U.S. government securities 13,018 — — 13,018 Total assets $ 56,576 $ 44,689 $ — $ 101,265 ______________ (1) This balance includes cash requirements settled on a nightly basis. Commercial paper, money market funds and government securities are valued taking into consideration valuations obtained from third-party pricing services. The pricing services utilize industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads; benchmark securities; prepayment/default projections based on historical data; and other observable inputs. There were no transfers between Levels 1, 2 or 3 for any of the periods presented. The following table summarizes the estimated value of the Company’s cash, cash equivalents and marketable securities and the gross unrealized holding gains and losses (in thousands): June 30, 2020 Amortized Unrealized Unrealized Estimated Cash and cash equivalents: Money market funds(1) $ 171,546 $ — $ — $ 171,546 Total cash and cash equivalents $ 171,546 $ — $ — $ 171,546 Marketable securities: Commercial paper $ 52,429 — — $ 52,429 Total marketable securities $ 52,429 $ — $ — $ 52,429 ______________ (1) This balance includes cash requirements settled on a nightly basis. December 31, 2019 Amortized Unrealized Unrealized Estimated Cash and cash equivalents: Commercial paper $ 11,780 $ — $ — $ 11,780 Money market funds(1) 43,558 — — 43,558 U.S. government securities 7,998 — — 7,998 Total cash and cash equivalents $ 63,336 $ — $ — $ 63,336 Marketable securities: Commercial paper $ 32,909 $ — $ — $ 32,909 U.S. government securities 5,021 — (1) 5,020 Total marketable securities $ 37,930 $ — $ (1) $ 37,929 ______________ (1) This balance includes cash requirements settled on a nightly basis. |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Balance Sheet Components Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): June 30, December 31, 2020 2019 Prepaid insurance $ 1,634 $ 62 Prepaid clinical trial costs 1,631 2,998 Deferred financing costs — 1,747 Other prepaid expenses and current assets 795 402 Total prepaid expenses and other current assets $ 4,060 $ 5,209 Accrued Liabilities Accrued liabilities consist of the following (in thousands): June 30, December 31, 2020 2019 Clinical trial accruals $ 8,504 $ 1,497 Accrued compensation 1,694 1,379 Early exercise liability, current 208 225 Accrued expenses and other current liabilities 542 553 Total accrued liabilities $ 10,948 $ 3,654 |
License Agreements
License Agreements | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
License Agreements | License Agreements AstraZeneca License Agreement In July 2018, the Company entered into an exclusive license agreement, or the AstraZeneca License Agreement, with AstraZeneca AB, or AstraZeneca, granting the Company a worldwide exclusive license, with the right to sublicense through multiple tiers, under certain AstraZeneca-controlled patent rights, know-how and regulatory documentation, to research, develop, manufacture, commercialize and otherwise exploit products containing roflumilast in topical forms, as well as delivery systems sold with or for the administration of roflumilast, or collectively, the AZ-Licensed Products, for all diagnostic, prophylactic and therapeutic uses for human dermatological indications, or the Dermatology Field. Under this agreement, the Company has sole responsibility for development, regulatory, and commercialization activities for the AZ-Licensed Products in the Dermatology Field, at its expense, and it shall use commercially reasonable efforts to develop, obtain and maintain regulatory approvals for, and commercialize the AZ-Licensed Products in the Dermatology Field in each of the United States, Italy, Spain, Germany, the United Kingdom, France, China, and Japan. The Company paid AstraZeneca an upfront non-refundable cash payment of $1.0 million and issued 484,388 shares of Series B preferred stock, valued at $3.0 million on the date of the AstraZeneca License Agreement. The Company subsequently paid AstraZeneca the first milestone cash payment of $2.0 million upon the completion of a Phase 2b study of roflumilast cream in plaque psoriasis in August 2019 for the achievement of positive Phase 2 data for an AZ-Licensed Product, which was recorded in research and development expense. The Company has agreed to make additional cash payments to AstraZeneca of up to an aggregate of $12.5 million upon the achievement of specified regulatory approval milestones with respect to the AZ-Licensed Products and payments up to an additional aggregate amount of $15.0 million upon the achievement of certain aggregate worldwide net sales milestones. With respect to any AZ-Licensed Products the Company commercializes under the AstraZeneca License Agreement, it will pay AstraZeneca a low to high single-digit percentage royalty rate on the Company’s, its affiliates’ and its sublicensees’ net sales of such AZ-Licensed Products, subject to specified reductions, until, as determined on an AZ-Licensed Product-by-AZ-Licensed Product and country-by-country basis, the later of the date of the expiration of the last-to-expire AstraZeneca-licensed patent right containing a valid claim in such country and ten years from the first commercial sale of such AZ-Licensed Product in such country. There were no payments made or due in connection with AZ-licensed Products for the three and six months ended June 30, 2020 and 2019. Hengrui Exclusive Option and License Agreement In January 2018, the Company entered into an exclusive option and license agreement, or the Hengrui License Agreement, with Jiangsu Hengrui Medicine Co., Ltd., or Hengrui, whereby Hengrui granted the Company an exclusive option to obtain certain exclusive rights to research, develop and commercialize products containing the compound designated by Hengrui as SHR0302, a JAK 1 inhibitor, in topical formulations for the treatment of skin diseases, disorders, and conditions in the United States, Japan, Canada and the European Union (including for clarity the United Kingdom). The Company made a $0.4 million upfront non-refundable cash payment to Hengrui upon execution of the Hengrui Option and License Agreement, which was recorded as research and development expense. In December 2019, the Company exercised its exclusive option under the agreement, for which it made a $1.5 million cash payment, which was recorded in research and development expense, and also contemporaneously amended the agreement to expand the territory to additionally include Canada. In addition, the Company has agreed to make cash payments of up to an aggregate of $20.5 million upon achievement of specified clinical development and regulatory approval milestones with respect to the licensed products and cash payments of up to an additional aggregate of $200 million in sales-based milestones based on certain aggregate annual net sales volumes with respect to a licensed product. With respect to any products the Company commercializes under the Hengrui License Agreement, it will pay tiered royalties to Hengrui on net sales of each licensed product by the Company, or its affiliates, or its sublicensees, ranging from mid single-digit to sub-teen percentage rates based on tiered annual net sales bands subject to specified reductions. The Company is obligated to pay royalties until the later of (1) expiration of the last valid claim of the licensed patent rights covering such licensed product in such country and (2) expiration of regulatory exclusivity for the relevant licensed product in the relevant country, on a licensed product-by-licensed product and country-by-country basis. Additionally, the Company is obligated to pay Hengrui a specified percentage, ranging from the low-thirties to the sub-teens, of certain non-royalty sublicensing income it receives from sublicensees of its rights to the licensed products, such percentage decreasing as the development stage of the licensed products advance. There were no payments made or due in connection with Hengrui for the three and six months ended June 30, 2020 and 2019. Hawkeye Collaboration Agreement In June 2019, the Company entered into a collaboration agreement, or Hawkeye Agreement, with Hawkeye Therapeutics, Inc., or Hawkeye, a related party with common ownership, for the development of one or more new applications of roflumilast. The Hawkeye Agreement grants Hawkeye an exclusive license to certain intellectual property developed under the agreement as it relates to the applications. Contemporaneously with the execution of the Hawkeye Agreement, the Company entered into a stock purchase agreement, purchasing 995,000 shares of Hawkeye’s common stock at $0.0001 per share, representing 19.9% of the outstanding common stock of Hawkeye. In the event that Hawkeye issues shares of Series A preferred stock with proceeds over $5.0 million, Hawkeye is required to issue to the Company a number of fully-paid fully-vested shares of common stock determined by dividing (i) $2,000,000 by (ii) an amount equal to the cash price per share for Series A preferred stock. Other than the potential issuance of this common stock, there are no upfront payments, milestones or royalties pursuant to the Hawkeye Agreement. The Company determined that Hawkeye is a variable interest entity for which consolidation is not required as it is not the primary beneficiary. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Lease The Company leases a facility in Westlake Village, California under an operating lease that commenced in February 2019. This lease was amended in April 2020 in order to relocate to a new expanded space comprising 22,643 square feet. At the time of the amendment, the Company reassessed the lease term of the original space in accordance with the option to terminate if leasing additional space in the same property. In connection with the reduction of the lease term for the original space, the Company reduced the right-of-use asset and lease liability balance by $139,000. The Company recognized the ROU asset and lease liability for the new space on May 1, 2020, which was determined to be the lease commencement date. The lease payments begin upon the earlier of Company occupying the space or 15 days after tenant improvements are complete, and terminate 91 months thereafter, with a renewal option for a term of five years. The Company will have a one-time option to cancel the lease after month 67. The renewal and one-time cancellation options have not been considered in the determination of the ROU asset or lease liability as the Company did not consider it reasonably certain it would exercise these options. The lease is subject to fixed rate escalation increases with an initial base rent of $76,000 per month and includes rent free periods aggregating approximately 1 year. As a result, the Company recognizes rent expense on a straight-line basis for the full amount of the commitment including the minimum rent increases over the life of the lease and the free rent period. The amended lease agreement provides for a tenant improvement allowance up to $1.25 million. It also requires the Company to have an available letter of credit of $1.5 million upon occupying the space, which is allowed to be reduced throughout the lease period as rent obligations are met. In association with commencement of this new lease, the Company recorded lease liabilities and off-setting ROU assets of $3.6 million on its condensed balance sheet as of June 30, 2020. Since the Company is reasonably certain to incur costs equal to or exceeding the tenant improvement allowance of $1.25 million, the allowance is treated as a lease incentive that is payable to the Company at the lease commencement date. Accordingly, the tenant improvement allowance is included in the measurement of the consideration in the contract at commencement, and is recognized as a reduction in the right-of-use asset and lease liability. Upon completion, the tenant improvements will be reclassified from the lease liability to fixed assets and depreciated over the term of the lease. The minimum annual rental payments of the Company’s operating lease liability as of June 30, 2020 are as follows (in thousands): Amounts 2020 (July through December) $ 81 2021 172 2022 803 2023 967 2024 997 Thereafter 3,733 Total minimum lease payments $ 6,753 Less: Amounts representing interest (1,818) Less: Tenant improvement allowance (1,245) Present value of future minimum lease payments $ 3,690 Current portion operating lease liability 80 Operating lease liability, noncurrent 3,610 Total operating lease liability $ 3,690 Straight-line rent expense recognized for operating leases was $150,000 and $193,000 for the three and six months ended June 30, 2020, respectively, and $42,000 and $66,000 for the three and six months ended June 30, 2019, respectively. There were no significant variable lease payments, including non-lease components such as common area maintenance fees, recognized as rent expense for operating leases for the three and six months ended June 30, 2020 and 2019. The following information represents supplemental disclosure for the statement of cash flows related to the Company’s operating lease (in thousands): Six Months Ended June 30, 2020 2019 Cash flows from operating activities Cash paid for amounts included in the measurement of lease liabilities $ 96 $ 47 The following summarizes additional information related to the operating lease: June 30, 2020 Weighted-average remaining lease term (in years) 7.8 Weighted-average discount rate 7.0 % Indemnification In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend an indemnified party for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. The Company has never incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has also entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by California corporate law. The Company currently has directors’ and officers’ insurance coverage that reduces its exposure and enables the Company to recover a portion of any future amounts paid. The Company believes the estimated fair value of these indemnification agreements in excess of applicable insurance coverage is minimal. |
Convertible Preferred Stock and
Convertible Preferred Stock and Stockholders' Equity (Deficit) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Convertible Preferred Stock and Stockholders' Equity (Deficit) | Convertible Preferred Stock and Stockholders’ Equity (Deficit) Convertible preferred stock as of December 31, 2019 consisted of the following (in thousands, except share amounts): Convertible Preferred Stock Shares Authorized Shares Issued and Outstanding Net Carrying Value Liquidation Preference Series A 13,800,000 6,897,575 $ 14,340 $ 13,800 Series B 18,736,270 9,364,850 57,912 58,000 Series C 16,251,628 8,122,963 94,239 94,500 Total 48,787,898 24,385,388 $ 166,491 $ 166,300 In connection with the Company's IPO in February 2020, all of the Company’s outstanding shares of convertible preferred stock were automatically converted into 24,385,388 shares of common stock. In October 2019, the Company issued 8,122,963 shares of Series C convertible preferred stock at a purchase price of $11.63 per share for total gross proceeds of $94.5 million, some of which were to related parties. In September 2018, the Company issued 9,364,850 shares of Series B convertible preferred stock at a purchase price of $6.19 per share for total proceeds of $57.9 million, some of which were to related parties. In April 2017, the Company entered into a Stock Purchase Agreement with investors, some of which were related parties, to issue 5,398,111 shares of Series A convertible preferred stock at $2.00 per share in three tranches. The first tranche, consisting of 3,590,845 shares for net proceeds of $7.1 million, was completed upon execution of the agreement. Additionally, the Company issued 149,946 shares of Series A convertible preferred stock as a result of the conversion of convertible promissory notes with an outstanding principal amount of $154,000 and the settlement of the derivative liability of $150,000. The Series A investors were also granted freestanding rights to participate in additional tranches to raise a minimum of $3.3 million, upon election by the board of directors including at least one of the Series A directors, by purchasing 1,657,314 shares of Series A convertible preferred stock at $2.00 per share in two tranches, provided such election occurred prior to April 2019. The two tranches consisted of 828,654 shares and 828,660 shares, respectively. The Company concluded that the investors’ rights to purchase Series A convertible preferred shares met the definition of a freestanding financial instrument, as they were legally detachable and separately exercisable from the Series A convertible preferred stock, or the Series A Convertible Preferred Stock Liability. As the Series A Convertible Preferred Stock Liability was redeemable at the election of holders of the then-outstanding shares, it represented a liability to be accounted for at fair value and remeasured at each reporting period. Changes in fair value were recognized as a gain or loss in other income (expense), net in the statements of operations. On the closing of the first tranche in April 2017, the Company recorded the initial fair value of the Series A Convertible Preferred Stock Liability of $219,000 for the second and the third tranche participating rights by reducing the carrying value of Series A convertible preferred stock. In March 2018, the Company completed the second tranche closing and issued 3,156,784 shares of Series A convertible preferred stock to the investors at a purchase price of $2.00 per share for net proceeds of $6.3 million. The Series A Convertible Preferred Stock Liability was remeasured to fair value just prior to settlement and the carrying value of the liability of $891,000 was reclassified to Series A convertible preferred stock. Concurrently with the closing of the second tranche, the Company amended the Series A convertible preferred stock purchase agreement to merge the second and third tranches and increased the maximum number of shares to be issued in the second tranche to 3,156,784 shares. Common Stock The holders of the Company’s common stock have one vote for each share of common stock. Common stockholders are entitled to dividends when, as, and if declared by the board of directors. The holders have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares. As of June 30, 2020, no dividends had been declared by the board of directors. The Company reserved the following shares of common stock for issuance as follows: June 30, December 31, 2020 2019 Convertible preferred stock outstanding — 24,385,388 Options issued and outstanding 3,244,771 2,516,470 Common stock awards available for grant under employee benefit plans 3,033,903 1,550,150 Restricted stock units outstanding 130,060 — Total common stock reserved 6,408,734 28,452,008 Authorized Share Capital On February 4, 2020, the Company’s certificate of incorporation was amended and restated to provide for 300,000,000 authorized shares of common stock with a par value of $0.0001 per share and 10,000,000 authorized shares of preferred stock with a par value of $0.0001 per share. There were no shares of preferred stock outstanding as of June 30, 2020 and December 31, 2019. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation In January 2020, the Company’s board of directors approved the 2020 Equity Incentive Plan, or the 2020 Plan, which became effective January 30, 2020 in connection with the IPO. The 2020 Plan serves as the successor incentive award plan to the Company’s 2017 Equity Incentive Plan, or the 2017 Plan, and has 2,134,000 shares of common stock available for issuance pursuant to a variety of stock-based compensation awards, including stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards and other stock-based awards, plus 1,550,150 shares of common stock that were reserved for issuance pursuant to future awards under the 2017 Plan at the time the 2020 Plan became effective, plus shares represented by awards outstanding under the 2017 Plan that are forfeited or lapsed unexercised and which following the effective date of the 2020 Plan are not issued under the 2017 Plan. In addition, the 2020 Plan reserve will increase on January 1, 2021 and each subsequent anniversary through 2030, by an amount equal to the lesser of (a) four percent of the shares of stock outstanding (on an as converted basis) on the day immediately prior to the date of increase and (b) such smaller number of shares of stock as determined by our board of directors; provided, however, that no more than 11,000,000 shares of stock may be issued upon the exercise of incentive stock options. As of June 30, 2020, the Company had 2,702,765 shares available for future grant under the 2020 Plan. The 2020 Plan provides for the Company to sell or issue common stock or restricted common stock, or to grant incentive stock options or nonqualified stock options for the purchase of common stock, to employees, members of the board of directors and consultants of the Company under terms and provisions established by the board of directors. Under the terms of the 2020 Plan, options may be granted at an exercise price not less than fair market value. The Company generally grants stock-based awards with service conditions. Options granted typically vest over a four-year period but may be granted with different vesting terms. Following the Company’s IPO and in connection with the effectiveness of the Company’s 2020 Plan, the 2017 Plan terminated and no further awards will be granted under that plan. However, all outstanding awards under the 2017 Plan will continue to be governed by their existing terms. Stock Option Activity The following summarizes option activity (in thousands, except share amounts): Number of Options Weighted- Average Exercise Price Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance—December 31, 2019 2,516,470 $ 3.47 9.44 $ 7,673 Granted 851,325 $ 27.68 Exercised (123,024) $ 2.22 Balance—June 30, 2020 3,244,771 $ 9.87 9.15 $ 66,436 Exercisable—June 30, 2020 1,411,813 (1) $ 6.74 9.05 $ 33,176 ______________ (1) Options exercisable includes early exercisable options. The aggregate intrinsic value is calculated as the difference between the exercise price of the options and the fair value of the Company’s common stock as of June 30, 2020. As of December 31, 2019, prior to the Company's IPO, the estimated fair value of the Company's common stock was determined by the board of directors. The intrinsic value of options exercised for the six months ended June 30, 2020 was $1.9 million. The total grant-date fair value of the options vested during the six months ended June 30, 2020 was $890,000. The weighted-average grant-date fair value of employee options granted during the six months ended June 30, 2020 was $18.71. Restricted Stock Unit Activity The following table summarizes information regarding our restricted stock units (RSUs): Number of Units Weighted-Average Balance—December 31, 2019 — $ — Granted 130,060 $ 27.61 Vested — $ — Forfeited — $ — Unvested Balance—June 30, 2020 130,060 $ 27.61 The grant date fair value of an RSU equals the closing price of our common stock on the grant date. RSUs generally vest equally over 4 years. There were no RSU grants prior to January 1, 2020. Stock-Based Compensation Expense Stock-based compensation expense recognized in our condensed statements of operations and comprehensive loss was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Research and development $ 726 $ 57 $ 1,142 $ 88 General and administrative 1,323 82 1,897 127 Total stock-based compensation expense $ 2,049 $ 139 $ 3,039 $ 215 As of June 30, 2020, there was $18.9 million of total unrecognized compensation cost related to unvested options that are expected to vest, which is expected to be recognized over a weighted-average period of 3.4 years. As of June 30, 2020, there was $3.3 million of total unrecognized compensation cost related to RSUs that is expected to vest, which is expected to be recognized over a weighted-average period of 3.7 years. In determining the fair value of the stock options granted, the Company uses the Black-Scholes option-pricing model and assumptions discussed below. Each of these inputs is subjective and generally requires significant judgment. Fair value of common stock— For options granted prior to IPO in the year ended December 31, 2019, given the absence of a public trading market, the Company’s board of directors with input from management considered numerous objective and subjective factors to determine the fair value of common stock. The factors included, but were not limited to: (i) third-party valuations of the Company’s common stock; (ii) the Company’s stage of development; (iii) the status of research and development efforts; (iv) the rights, preferences and privileges of the Company’s convertible preferred stock relative to those of the Company’s common stock; (v) the Company’s operating results and financial condition, including the Company’s levels of available capital resources; and (vi) equity market conditions affecting comparable public companies; (vii) general U.S. market conditions; and (viii) the lack of marketability of the Company’s common stock. For options granted after IPO, the Company uses its closing stock price as reported on Nasdaq on the grant date for the fair value of its stock. Expected Term —The Company’s expected term represents the period that the Company’s stock-based awards are expected to be outstanding. The Company used the simplified method (based on the mid-point between the vesting date and the end of the contractual term) to determine the expected term. Expected Volatility —Since the Company does not have sufficient trading history for its common stock, the expected volatility was estimated based on the average historical volatilities for comparable publicly traded pharmaceutical companies over a period equal to the expected term of the stock option grants. The comparable companies were chosen based on their similar size, stage in the life cycle and area of specialty. The Company will continue to apply this process until a sufficient amount of historical information regarding the volatility of its own stock price becomes available. Risk-Free Interest Rate —The risk-free interest rate is based on the U.S. Treasury zero coupon issues in effect at the time of grant for periods corresponding with the expected term of option. Dividend Yield —The Company has never paid dividends on its common stock and has no plans to pay dividends on its common stock. Therefore, the Company used an expected dividend yield of zero. The fair value of stock option awards granted was estimated at the date of grant using a Black-Scholes option-pricing model with the following assumptions: Six Months Ended Year Ended Expected term (in years) 5.5 – 6.2 5.1 – 6.6 Expected volatility 78.4 – 80.6% 68.6 – 72.5% Risk-free interest rate 0.4 – 1.4% 1.6 – 2.6% Dividend yield —% —% Early Exercise of Employee Options The terms of the 2017 and 2020 Plans permit certain option holders to exercise options before their options are vested, subject to certain limitations. Upon early exercise, the awards become subject to a restricted stock agreement. The shares of restricted stock granted upon early exercise of the options are subject to the same vesting provisions in the original stock option awards. Shares issued as a result of early exercise that have not vested are subject to repurchase by the Company upon termination of the purchaser’s employment, at the price paid by the purchaser. While such shares have been issued, they are not considered outstanding for accounting purposes until they vest and are therefore excluded from shares used in determining loss per share until the repurchase right lapses and the shares are no longer subject to the repurchase feature. The liability is reclassified into common stock and additional paid-in capital as the shares vest and the repurchase right lapses. Accordingly, the Company has recorded the unvested portion of the exercise proceeds of $364,000 and $409,000 as a liability from the early exercise in the accompanying balance sheets as of June 30, 2020 and December 31, 2019, respectively. As of June 30, 2020 and December 31, 2019, there were $208,000 and $225,000 recorded in accrued liabilities, respectively, and $156,000 and $184,000 recorded in other long-term liabilities, respectively related to shares that were subject to repurchase. Founder Awards In August 2016, the Company issued 1,187,738 shares of restricted common stock to founders of which 1,102,903 shares vest under a service condition and 84,835 shares vest under a performance condition. The shares were issued under the terms of the respective restricted stock purchase agreements, or the Stock Purchase Agreement, and unvested shares were subject to repurchase by the Company at the original purchase price per share upon the holder’s termination of his relationship with the Company. The restricted shares were not considered outstanding for accounting purposes until they vest and are therefore excluded from shares used in determining loss per share until the repurchase right lapses and the shares are no longer subject to the repurchase feature. One-fourth of the 1,102,903 shares of restricted common stock were vested on the first-anniversary date and the remaining 827,177 shares will vest on a monthly basis thereafter. In July 2018, performance conditions prescribed by the Stock Purchase Agreement were met and 84,835 shares of the restricted common stock were fully vested. As of December 31, 2019, 1,049,875 shares subject to the award had vested, and an additional 137,863 shares vested during the six months ended June 30, 2020. As of June 30, 2020, all shares of restricted stock subject to the award had been vested. 2020 Employee Stock Purchase Plan The Company adopted the 2020 Employee Stock Purchase Plan, or the ESPP, which became effective on January 30, 2020 in connection with the IPO. The ESPP is designed to allow the Company’s eligible employees to purchase shares of the Company’s common stock, at semi-annual intervals, with their accumulated payroll deductions. Under the ESPP, participants are offered the option to purchase shares of the Company’s common stock at a discount during a series of successive offering periods. The option purchase price will be the lower of 85% of the closing trading price per share of the Company’s common stock on the first trading date of an offering period in which a participant is enrolled or 85% of the closing trading price per share on the purchase date, which will occur on the last trading day of each offering period. The ESPP is intended to qualify under Section 423 of the U.S. Internal Revenue Service Code of 1986, as amended. The maximum number of the Company’s common stock which will be authorized for sale under the ESPP is equal to the sum of (a) 351,000 shares of common stock and (b) an annual increase on the first day of each year beginning in 2021 and ending in 2030, equal to the lesser of (i) 1% of the shares of common stock outstanding (on an as converted basis) on the last day of the immediately preceding fiscal year and (ii) such number of shares of common stock as determined by the Company’s board of directors; provided, however, no more than 5,265,000 shares of the Company’s common stock may be issued under the ESPP. The Company commenced an offering period on January 31, 2020, which ended on May 31, 2020, and resulted in 19,862 shares of stock being issued under the ESPP during the six months ended June 30, 2020. Subsequently, the Company commenced another offering period on June 1, 2020, which will end on November 30, 2020. Stock-based compensation expense related to the ESPP was $94,000 and $161,000 for the three and six months ended June 30, 2020, respectively. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: As of June 30, 2020 2019 Convertible preferred stock on an as-converted basis — 16,262,425 Stock options to purchase common stock 3,244,771 1,756,085 Early exercised options subject to future vesting 499,235 612,395 RSU's subject to future vesting 130,060 — ESPP shares subject to future issuance 5,933 — Restricted stock subject to future vesting — 275,726 Total 3,879,999 18,906,631 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s condensed financial statements have been prepared in accordance with United States generally accepted accounting principles, or U.S. GAAP. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed financial statements and accompanying notes. On an ongoing basis, management evaluates such estimates and assumptions for continued reasonableness. In particular, management makes estimates with respect to accruals for research and development activities, fair value of common stock and convertible preferred stock (prior to the IPO completed in January 2020), stock-based compensation expense and income taxes. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. Actual results could differ from those estimates. |
Segments | Segments To date, the Company has viewed its financial information on an aggregate basis for the purposes of evaluating financial performance and allocating the Company’s resources. Accordingly, the Company has determined that it operates in one segment. |
Unaudited Interim Condensed Financial Statements | Unaudited Interim Condensed Financial Statements The interim condensed balance sheet as of June 30, 2020, the interim condensed statements of operations and comprehensive loss and the condensed changes in convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2020 and 2019, and cash flows for the six months ended June 30, 2020 and 2019 are unaudited. These unaudited interim condensed financial statements have been prepared on the same basis as the Company’s audited annual financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair statement of the Company’s financial information. The financial data and the other financial information disclosed in these notes to the condensed financial statements related to the three- and six-month periods are also unaudited. The condensed results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020 or for any other future annual or interim period. The condensed balance sheet as of December 31, 2019 included herein was derived from the audited financial statements as of that date. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these unaudited interim condensed financial statements should be read in conjunction with the Company’s audited financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2019. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of money market funds, commercial paper, and government securities. |
Marketable Securities | Marketable Securities Marketable securities consist of investment grade short to intermediate-term fixed income investments that have been classified as available-for-sale and are carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities. Management determines the appropriate classification of its investments in fixed income securities at the time of purchase. Available-for-sale securities with original maturities beyond three months at the date of purchase are classified as current based on their availability for use in current operations. Unrealized gains and losses are excluded from earnings and are reported as a component of other comprehensive loss. Realized gains and losses as well as credit losses, if any, on marketable securities are included in other income (expense), net. The Company evaluated the underlying credit quality and credit ratings of |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash to the extent recorded on the balance sheets. Management believes the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. |
Fair Value Measurement | Fair Value Measurement The Company’s financial instruments, in addition to those presented in Note 3 Fair Value Measurements , include cash equivalents, accounts payable and accrued liabilities. The carrying amount of cash equivalents, accounts payable and accrued liabilities approximate their fair values due to their short maturities. Assets and liabilities recorded at fair value on a recurring basis on the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
Leases | Leases The Company determines if an arrangement is or contains a lease at inception. Right-of-use (ROU) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. The classification of the Company’s leases as operating or finance leases along with the initial measurement and recognition of the associated ROU assets and lease liabilities is performed at the lease commencement date. The measurement of lease liabilities is based on the present value of future lease payments over the lease term. The Company uses its incremental borrowing rate, based on the information available at commencement date, to determine the present value of lease payments when its leases do not provide an implicit rate. The Company uses the implicit rate when readily determinable. The ROU asset is based on the measurement of the lease liability, includes any lease payments made prior to or on lease commencement and excludes lease incentives and initial direct costs incurred, as applicable. Lease expense for the Company’s operating leases is recognized on a straight-line basis over the lease term. The Company considers a lease term to be the non-cancelable period that it has the right to use the underlying asset, including any periods where it is reasonably assured the Company will exercise the option to extend the contract. Periods covered by an option to extend are included in the lease term if the lessor controls the exercise of that option. The Company’s lease agreements includes lease and non-lease components and the Company has elected to not separate such components for all classes of assets. Further, the Company elected the short-term lease exception policy, permitting it to not apply the recognition requirements of this standard to leases with terms of 12 months or less (short-term leases) for all classes of assets. |
Preclinical and Clinical Accruals and Costs | Preclinical and Clinical Accruals and CostsThe Company records accrued liabilities for estimated costs of research and development activities conducted by third-party service providers, which include the conduct of preclinical studies, clinical trials and contract manufacturing activities. These costs are a significant component of the Company’s research and development expenses. The Company accrues for these costs based on factors such as estimates of the work completed and in accordance with agreements established with its third-party service providers under the service agreements. The Company makes significant judgments and estimates in determining the accrued liabilities balance in each reporting period. As actual costs become known, the Company adjusts its accrued liabilities. |
Convertible Preferred Stock | Convertible Preferred StockPrior to its IPO, the Company classified its outstanding convertible preferred stock outside of stockholders’ equity (deficit) on its balance sheets as the requirements of triggering a deemed liquidation event, as defined within its amended and restated certificate of incorporation, were not entirely within the Company’s control. In the event of such a deemed liquidation event, the proceeds from the event were to be distributed in accordance with the liquidation preferences, provided that the holders of convertible preferred stock had not converted their shares into common stock. The Company recorded the issuance of convertible preferred stock at the issuance price less related issuance costs. The Company did not adjust the carrying values of the convertible preferred stock to the liquidation preferences of such shares because of the uncertainty as to whether or when a deemed liquidation event may have occurred. |
Research and Development | Research and Development Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of salaries, payroll taxes, employee benefits, license fees, stock-based compensation expense, materials, supplies, and the cost of services provided by outside contractors. All costs associated with research and development are expensed as incurred. Payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods are received or services are rendered. Such payments are evaluated for current or long-term classification based on when they will be realized. The Company has entered into and may continue to enter into, license agreements to access and utilize certain technology. In each case, the Company evaluates if the license agreement results in the acquisition of an asset or a business. To date none of the Company’s license agreements have been considered an acquisition of a business. For asset acquisitions, the upfront payments to acquire such licenses, as well as any future milestone payments made before product approval that do not meet the definition of a derivative, are immediately recognized as research and development expense when paid or become payable, provided there is no alternative future use of the rights in other research and development projects. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for share-based payments at fair value. The fair value of stock options is measured using the Black-Scholes option-pricing model. For share-based awards that vest subject to the satisfaction of a service requirement, the fair value measurement date for such awards is the date of grant and the expense is recognized on a straight-line basis, over the expected vesting period. For share-based awards that vest subject to a |
Income Taxes | Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period of enactment. The Company records a valuation allowance to reduce deferred tax assets to an amount for which realization is more likely than not. Due to the Company’s historical operating performance and the recorded cumulative net losses in prior fiscal periods, the net deferred tax assets have been fully offset by a valuation allowance. The Company recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained upon examination by the tax authorities, based on the merits of the position. The Company’s policy is to recognize interest and penalties related to the underpayment of income taxes as a component of income tax expense or benefit. To date, there have been no interest or penalties incurred in relation to the unrecognized tax benefits. The United States Congress enacted the Families First Coronavirus Response Act (FFCR Act) on March 18, 2020 and the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) on March 27, 2020. The CARES Act is an emergency economic stimulus package that includes spending and tax breaks to strengthen the U.S. economy and fund a nationwide effort to curtail the effect of COVID-19. The FFCR Act and CARES Act include numerous tax-related provisions including modifications to the limitations on business interest expense and net operating losses (NOLs), as well as a payment delay of employer payroll taxes in 2020 after the date of enactment. On June 29, 2020, the California State Assembly Bill 85 (Trailer Bill) was enacted which suspends the use of California NOL deductions and certain tax credits, including research and development credits, for the 2020, 2021, and 2022 tax years. The Company does not expect the FFCR Act, CARES Act or Trailer Bill to have a material impact on the Company’s financial statements. |
Variable Interest Entities | Variable Interest Entities The Company reviews agreements it enters into with third-party entities, pursuant to which the Company may have a variable interest in the entity, in order to determine if the entity is a variable interest entity, or VIE. If the entity is a VIE, the Company assesses whether or not it is the primary beneficiary of that entity. In determining whether the Company is the primary beneficiary of an entity, the Company applies a qualitative approach that determines whether it has both (i) the power to direct the economically significant activities of the entity and (ii) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. If the Company determines it is the primary beneficiary of a VIE, it consolidates that VIE into the Company’s financial statements. The Company’s determination about whether it should consolidate such VIEs is made continuously as changes to existing relationships or future transactions may result in a consolidation or deconsolidation event. The Company currently does not consolidate any VIEs. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive shares of common stock. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common share equivalents outstanding for the period determined using the treasury-stock method. Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share since the effects of potentially dilutive securities are antidilutive. Shares of common stock subject to repurchase are excluded from the weighted-average shares. |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, or ASU No. 2018-13, which removes, modifies, and adds various disclosure requirements on fair value measurements in Topic 820. ASU No. 2018-13 is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The Company early adopted this standard as of January 1, 2020, and it did not have a material impact on its condensed financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, or ASU No. 2016-13 . This update requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations now include forward-looking information in the determination of their credit loss estimates. Many of the previous loss estimation techniques are still permitted, although the inputs to those techniques have changed to reflect the full amount of expected credit losses. In addition, this update amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. The Company early adopted this standard as of January 1, 2020, and it did not have a material impact on its condensed financial statements. There was no impact on the Company's condensed financial statements from credit losses for the three and six months ended June 30, 2020. In December 2019, the FASB issued ASU No. 2019-12 , Income Taxes (Topic 740), |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Assets Measured on a Recurring Basis | The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): June 30, 2020 Level 1 Level 2 Level 3 Total Assets: Money market funds(1) $ 171,546 $ — $ — $ 171,546 Commercial paper — 52,429 — 52,429 Total assets $ 171,546 $ 52,429 $ — $ 223,975 December 31, 2019 Level 1 Level 2 Level 3 Total Assets: Money market funds(1) $ 43,558 $ — $ — $ 43,558 Commercial paper — 44,689 — 44,689 U.S. government securities 13,018 — — 13,018 Total assets $ 56,576 $ 44,689 $ — $ 101,265 ______________ (1) This balance includes cash requirements settled on a nightly basis. |
Summary of Marketable Securities | The following table summarizes the estimated value of the Company’s cash, cash equivalents and marketable securities and the gross unrealized holding gains and losses (in thousands): June 30, 2020 Amortized Unrealized Unrealized Estimated Cash and cash equivalents: Money market funds(1) $ 171,546 $ — $ — $ 171,546 Total cash and cash equivalents $ 171,546 $ — $ — $ 171,546 Marketable securities: Commercial paper $ 52,429 — — $ 52,429 Total marketable securities $ 52,429 $ — $ — $ 52,429 ______________ (1) This balance includes cash requirements settled on a nightly basis. December 31, 2019 Amortized Unrealized Unrealized Estimated Cash and cash equivalents: Commercial paper $ 11,780 $ — $ — $ 11,780 Money market funds(1) 43,558 — — 43,558 U.S. government securities 7,998 — — 7,998 Total cash and cash equivalents $ 63,336 $ — $ — $ 63,336 Marketable securities: Commercial paper $ 32,909 $ — $ — $ 32,909 U.S. government securities 5,021 — (1) 5,020 Total marketable securities $ 37,930 $ — $ (1) $ 37,929 ______________ (1) This balance includes cash requirements settled on a nightly basis. |
Summary of Cash and Cash Equivalents | The following table summarizes the estimated value of the Company’s cash, cash equivalents and marketable securities and the gross unrealized holding gains and losses (in thousands): June 30, 2020 Amortized Unrealized Unrealized Estimated Cash and cash equivalents: Money market funds(1) $ 171,546 $ — $ — $ 171,546 Total cash and cash equivalents $ 171,546 $ — $ — $ 171,546 Marketable securities: Commercial paper $ 52,429 — — $ 52,429 Total marketable securities $ 52,429 $ — $ — $ 52,429 ______________ (1) This balance includes cash requirements settled on a nightly basis. December 31, 2019 Amortized Unrealized Unrealized Estimated Cash and cash equivalents: Commercial paper $ 11,780 $ — $ — $ 11,780 Money market funds(1) 43,558 — — 43,558 U.S. government securities 7,998 — — 7,998 Total cash and cash equivalents $ 63,336 $ — $ — $ 63,336 Marketable securities: Commercial paper $ 32,909 $ — $ — $ 32,909 U.S. government securities 5,021 — (1) 5,020 Total marketable securities $ 37,930 $ — $ (1) $ 37,929 ______________ (1) This balance includes cash requirements settled on a nightly basis. |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): June 30, December 31, 2020 2019 Prepaid insurance $ 1,634 $ 62 Prepaid clinical trial costs 1,631 2,998 Deferred financing costs — 1,747 Other prepaid expenses and current assets 795 402 Total prepaid expenses and other current assets $ 4,060 $ 5,209 |
Summary of Accrued Liabilities | Accrued liabilities consist of the following (in thousands): June 30, December 31, 2020 2019 Clinical trial accruals $ 8,504 $ 1,497 Accrued compensation 1,694 1,379 Early exercise liability, current 208 225 Accrued expenses and other current liabilities 542 553 Total accrued liabilities $ 10,948 $ 3,654 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Lease Payments | The minimum annual rental payments of the Company’s operating lease liability as of June 30, 2020 are as follows (in thousands): Amounts 2020 (July through December) $ 81 2021 172 2022 803 2023 967 2024 997 Thereafter 3,733 Total minimum lease payments $ 6,753 Less: Amounts representing interest (1,818) Less: Tenant improvement allowance (1,245) Present value of future minimum lease payments $ 3,690 Current portion operating lease liability 80 Operating lease liability, noncurrent 3,610 Total operating lease liability $ 3,690 |
Operating Lease Supplemental Cash Flow Information | The following information represents supplemental disclosure for the statement of cash flows related to the Company’s operating lease (in thousands): Six Months Ended June 30, 2020 2019 Cash flows from operating activities Cash paid for amounts included in the measurement of lease liabilities $ 96 $ 47 The following summarizes additional information related to the operating lease: June 30, 2020 Weighted-average remaining lease term (in years) 7.8 Weighted-average discount rate 7.0 % |
Convertible Preferred Stock a_2
Convertible Preferred Stock and Stockholders' Equity (Deficit) (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Summary of Convertible Preferred Stock | Convertible preferred stock as of December 31, 2019 consisted of the following (in thousands, except share amounts): Convertible Preferred Stock Shares Authorized Shares Issued and Outstanding Net Carrying Value Liquidation Preference Series A 13,800,000 6,897,575 $ 14,340 $ 13,800 Series B 18,736,270 9,364,850 57,912 58,000 Series C 16,251,628 8,122,963 94,239 94,500 Total 48,787,898 24,385,388 $ 166,491 $ 166,300 |
Components of Shares of Stock for Issuance | The Company reserved the following shares of common stock for issuance as follows: June 30, December 31, 2020 2019 Convertible preferred stock outstanding — 24,385,388 Options issued and outstanding 3,244,771 2,516,470 Common stock awards available for grant under employee benefit plans 3,033,903 1,550,150 Restricted stock units outstanding 130,060 — Total common stock reserved 6,408,734 28,452,008 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock Option Activity | The following summarizes option activity (in thousands, except share amounts): Number of Options Weighted- Average Exercise Price Remaining Contractual Term (Years) Aggregate Intrinsic Value Balance—December 31, 2019 2,516,470 $ 3.47 9.44 $ 7,673 Granted 851,325 $ 27.68 Exercised (123,024) $ 2.22 Balance—June 30, 2020 3,244,771 $ 9.87 9.15 $ 66,436 Exercisable—June 30, 2020 1,411,813 (1) $ 6.74 9.05 $ 33,176 ______________ (1) Options exercisable includes early exercisable options. |
Restricted Stock Unit Activity | The following table summarizes information regarding our restricted stock units (RSUs): Number of Units Weighted-Average Balance—December 31, 2019 — $ — Granted 130,060 $ 27.61 Vested — $ — Forfeited — $ — Unvested Balance—June 30, 2020 130,060 $ 27.61 |
Stock-Based Compensation Expense | Stock-based compensation expense recognized in our condensed statements of operations and comprehensive loss was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Research and development $ 726 $ 57 $ 1,142 $ 88 General and administrative 1,323 82 1,897 127 Total stock-based compensation expense $ 2,049 $ 139 $ 3,039 $ 215 |
Assumptions in Calculating Stock Option Awards | The fair value of stock option awards granted was estimated at the date of grant using a Black-Scholes option-pricing model with the following assumptions: Six Months Ended Year Ended Expected term (in years) 5.5 – 6.2 5.1 – 6.6 Expected volatility 78.4 – 80.6% 68.6 – 72.5% Risk-free interest rate 0.4 – 1.4% 1.6 – 2.6% Dividend yield —% —% |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Potentially Antidilutive Shares Excluded from the Calculation of Diluted Net Loss Per Share | The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: As of June 30, 2020 2019 Convertible preferred stock on an as-converted basis — 16,262,425 Stock options to purchase common stock 3,244,771 1,756,085 Early exercised options subject to future vesting 499,235 612,395 RSU's subject to future vesting 130,060 — ESPP shares subject to future issuance 5,933 — Restricted stock subject to future vesting — 275,726 Total 3,879,999 18,906,631 |
Organization and Description _2
Organization and Description of Business (Details) $ / shares in Units, $ in Thousands | Feb. 04, 2020USD ($)$ / sharesshares | Jan. 17, 2020 | Jun. 30, 2020USD ($)shares | Jun. 30, 2019USD ($)shares | Mar. 31, 2020shares | Feb. 05, 2020shares | Dec. 31, 2019USD ($)shares | Mar. 31, 2019shares | Dec. 31, 2018shares |
Subsidiary, Sale of Stock [Line Items] | |||||||||
Reverse stock split ratio for capital stock | 0.4998 | ||||||||
Proceeds from initial public offering, net of issuance costs | $ 168,642 | $ 0 | |||||||
Convertible preferred stock, shares outstanding (in shares) | shares | 0 | 16,262,425 | 0 | 0 | 24,385,388 | 16,262,425 | 16,262,425 | ||
Accumulated deficit | $ 129,697 | $ 66,272 | |||||||
Cash, cash equivalents, and marketable securities | $ 224,000 | $ 101,300 | |||||||
IPO | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Proceeds from initial public offering, net of issuance costs | $ 167,200 | ||||||||
IPO | Common Stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of shares Issued in transaction (in shares) | shares | 10,781,250 | ||||||||
Stock price (in USD per share) | $ / shares | $ 17 | ||||||||
Underwriters' option | Common Stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Number of shares Issued in transaction (in shares) | shares | 1,406,250 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | Feb. 04, 2020shares | Jun. 30, 2020USD ($) | Mar. 31, 2020shares | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)segment | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($) |
Class of Stock [Line Items] | |||||||
Number of operating segments (segment) | segment | 1 | ||||||
Allowance for credit loss | $ 0 | $ 0 | |||||
Unrealized gains | 0 | 0 | $ 0 | ||||
Marketable securities, unrealized losses | 0 | 0 | $ 1,000 | ||||
Realized gains (losses) on investments | $ 0 | $ 0 | $ 0 | $ 0 | |||
Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Shares issued as a result of conversion of promissory notes (in shares) | shares | 24,385,388 | 24,385,388 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Assets Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 171,546 | $ 63,336 |
Total assets | 223,975 | 101,265 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents and debt securities, available for sale | 52,429 | 44,689 |
U.S. government securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents and debt securities, available for sale | 13,018 | |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 171,546 | 43,558 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 171,546 | 56,576 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents and debt securities, available for sale | 0 | 0 |
Level 1 | U.S. government securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents and debt securities, available for sale | 13,018 | |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 171,546 | 43,558 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 52,429 | 44,689 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents and debt securities, available for sale | 52,429 | 44,689 |
Level 2 | U.S. government securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents and debt securities, available for sale | 0 | |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents and debt securities, available for sale | 0 | 0 |
Level 3 | U.S. government securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents and debt securities, available for sale | 0 | |
Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 0 | $ 0 |
Fair Value Measurements - Estim
Fair Value Measurements - Estimated Value of Cash and Cash Equivalents and Marketable Securities (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | $ 171,546,000 | $ 171,546,000 | $ 63,336,000 | ||
Cash and cash equivalents, estimated fair value | 171,546,000 | 171,546,000 | 63,336,000 | ||
Debt Securities, Available-for-sale [Line Items] | |||||
Amortized cost | 52,429,000 | 52,429,000 | 37,930,000 | ||
Unrealized gains | 0 | 0 | 0 | ||
Unrealized losses | 0 | 0 | (1,000) | ||
Estimated fair value | 52,429,000 | 52,429,000 | 37,929,000 | ||
Realized gains (losses) on investments | 0 | $ 0 | 0 | $ 0 | |
Commercial paper | |||||
Debt Securities, Available-for-sale [Line Items] | |||||
Amortized cost | 52,429,000 | 52,429,000 | 32,909,000 | ||
Unrealized gains | 0 | 0 | 0 | ||
Unrealized losses | 0 | 0 | 0 | ||
Estimated fair value | 52,429,000 | 52,429,000 | 32,909,000 | ||
U.S. government securities | |||||
Debt Securities, Available-for-sale [Line Items] | |||||
Amortized cost | 5,021,000 | ||||
Unrealized gains | 0 | ||||
Unrealized losses | (1,000) | ||||
Estimated fair value | 5,020,000 | ||||
Commercial paper | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 11,780,000 | ||||
Cash and cash equivalents, estimated fair value | 11,780,000 | ||||
Money market funds | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 171,546,000 | 171,546,000 | 43,558,000 | ||
Cash and cash equivalents, estimated fair value | $ 171,546,000 | $ 171,546,000 | 43,558,000 | ||
U.S. government securities | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 7,998,000 | ||||
Cash and cash equivalents, estimated fair value | $ 7,998,000 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Prepaid insurance | $ 1,634 | $ 62 |
Prepaid clinical trial costs | 1,631 | 2,998 |
Deferred financing costs | 0 | 1,747 |
Other prepaid expenses and current assets | 795 | 402 |
Total prepaid expenses and other current assets | $ 4,060 | $ 5,209 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Clinical trial accruals | $ 8,504 | $ 1,497 |
Accrued compensation | 1,694 | 1,379 |
Early exercise liability, current | 208 | 225 |
Accrued expenses and other current liabilities | 542 | 553 |
Total accrued liabilities | $ 10,948 | $ 3,654 |
License Agreements - AstraZenec
License Agreements - AstraZeneca (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Aug. 31, 2019 | Sep. 30, 2018 | Jul. 31, 2018 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
AstraZeneca | |||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
License agreement, cash payment | $ 2,000,000 | $ 1,000,000 | $ 0 | $ 0 | $ 0 | $ 0 | |
Maximum milestone payments for licensed products | 12,500,000 | ||||||
Maximum milestone payments for net worldwide sales | $ 15,000,000 | ||||||
Series B | |||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
Preferred stock issued (in shares) | 9,364,850 | ||||||
Series B | AstraZeneca | |||||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||||
Preferred stock issued (in shares) | 484,388 | ||||||
Preferred stock issued | $ 3,000,000 |
License Agreements - Hengrui (D
License Agreements - Hengrui (Details) - Hengrui - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | |
Dec. 31, 2019 | Jan. 31, 2018 | Jun. 30, 2020 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||
License agreement, cash payment | $ 1.5 | $ 0.4 | |
Maximum milestone payments for licensed products | $ 20.5 | ||
Maximum milestone payments for net worldwide sales | $ 200 |
License Agreements - Hawkeye (D
License Agreements - Hawkeye (Details) - USD ($) | 1 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2020 | Feb. 04, 2020 | Dec. 31, 2019 | |
Variable Interest Entity [Line Items] | ||||
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Hawkeye | ||||
Variable Interest Entity [Line Items] | ||||
Collaboration agreement, threshold of proceeds from stock issuance for additional consideration | $ 5,000,000 | |||
Collaborative arrangement, numerator for determining additional consideration | $ 2,000,000 | |||
Payments, milestones or royalties | $ 0 | |||
Hawkeye | Variable Interest Entity, Not Primary Beneficiary | ||||
Variable Interest Entity [Line Items] | ||||
Number of shares held in VIE (in shares) | 995,000 | |||
Ownership percentage of VIE | 19.90% | |||
Hawkeye | ||||
Variable Interest Entity [Line Items] | ||||
Common stock, par value (in USD per share) | $ 0.0001 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Apr. 30, 2020USD ($)ft² | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | ||||||
Reduction in right-of-use asset upon reassessment of lease term | $ 139,000 | $ 139,000 | $ 0 | |||
Tenant improvement allowance | $ 1,245,000 | 1,245,000 | ||||
Straight-line rent expense | 150,000 | $ 42,000 | 193,000 | 66,000 | ||
Operating lease right-of-use asset | 3,629,000 | 3,629,000 | $ 264,000 | |||
Variable lease cost | 0 | $ 0 | 0 | $ 0 | ||
Westlake Village, California Lease Arrangement | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Square footage of leased space | ft² | 22,643 | |||||
Period after tenant improvements (in days) | 15 days | |||||
Lease term (in months) | 91 months | |||||
Renewal term | 5 years | |||||
Lease term prior to termination option | 67 months | |||||
Initial base rent | $ 76,000 | |||||
Free rent period | 1 year | |||||
Tenant improvement allowance | $ 1,250,000 | 1,250,000 | 1,250,000 | |||
Available letter of credit | $ 1,500,000 | |||||
Operating lease right-of-use asset | $ 3,600,000 | $ 3,600,000 |
Commitments and Contingencies -
Commitments and Contingencies - Operating Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Commitments and Contingencies Disclosure [Abstract] | ||
2020 (July through December) | $ 81 | |
2021 | 172 | |
2022 | 803 | |
2023 | 967 | |
2024 | 997 | |
Thereafter | 3,733 | |
Total minimum lease payments | 6,753 | |
Less: Amounts representing interest | (1,818) | |
Less: Tenant improvement allowance | (1,245) | |
Present value of future minimum lease payments | 3,690 | |
Current portion operating lease liability | 80 | $ 178 |
Operating lease liability, noncurrent | 3,610 | $ 129 |
Total operating lease liability | $ 3,690 |
Commitments and Contingencies_3
Commitments and Contingencies - Operating Lease Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 96 | $ 47 |
Commitments and Contingencies_4
Commitments and Contingencies - Operating Lease Additional Information (Details) | Jun. 30, 2020 |
Commitments and Contingencies Disclosure [Abstract] | |
Weighted-average remaining lease term (in years) | 7 years 9 months 18 days |
Weighted-average discount rate | 7.00% |
Convertible Preferred Stock a_3
Convertible Preferred Stock and Stockholders' Equity (Deficit) - Components of Convertible Preferred Stock (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 | Feb. 05, 2020 | Feb. 04, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Temporary Equity [Line Items] | ||||||||
Convertible preferred stock, shares authorized (in shares) | 0 | 10,000,000 | 48,787,898 | |||||
Convertible preferred stock, shares issued (in shares) | 0 | 24,385,388 | ||||||
Convertible preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | 24,385,388 | 16,262,425 | 16,262,425 | 16,262,425 | |
Net Carrying Value | $ 0 | $ 0 | $ 166,491 | $ 72,252 | $ 72,252 | $ 72,252 | ||
Liquidation Preference | $ 166,300 | |||||||
Series A | ||||||||
Temporary Equity [Line Items] | ||||||||
Convertible preferred stock, shares authorized (in shares) | 13,800,000 | |||||||
Convertible preferred stock, shares issued (in shares) | 6,897,575 | |||||||
Convertible preferred stock, shares outstanding (in shares) | 6,897,575 | |||||||
Net Carrying Value | $ 14,340 | |||||||
Liquidation Preference | $ 13,800 | |||||||
Series B | ||||||||
Temporary Equity [Line Items] | ||||||||
Convertible preferred stock, shares authorized (in shares) | 18,736,270 | |||||||
Convertible preferred stock, shares issued (in shares) | 9,364,850 | |||||||
Convertible preferred stock, shares outstanding (in shares) | 9,364,850 | |||||||
Net Carrying Value | $ 57,912 | |||||||
Liquidation Preference | $ 58,000 | |||||||
Series C | ||||||||
Temporary Equity [Line Items] | ||||||||
Convertible preferred stock, shares authorized (in shares) | 16,251,628 | |||||||
Convertible preferred stock, shares issued (in shares) | 8,122,963 | |||||||
Convertible preferred stock, shares outstanding (in shares) | 8,122,963 | |||||||
Net Carrying Value | $ 94,239 | |||||||
Liquidation Preference | $ 94,500 |
Convertible Preferred Stock a_4
Convertible Preferred Stock and Stockholders' Equity (Deficit) (Details) | Feb. 04, 2020$ / sharesshares | Oct. 31, 2019USD ($)$ / sharesshares | Sep. 30, 2018USD ($)$ / sharesshares | Mar. 31, 2018USD ($)shares | Apr. 30, 2017USD ($)tranche$ / sharesshares | Mar. 31, 2020shares | Jun. 30, 2020USD ($)vote$ / sharesshares | Dec. 31, 2019$ / sharesshares | Jun. 30, 2018$ / shares |
Class of Stock [Line Items] | |||||||||
Number of tranches (in tranches) | tranche | 3 | ||||||||
Votes per share of common stock | vote | 1 | ||||||||
Dividends declared | $ | $ 0 | ||||||||
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 | 65,820,000 | ||||||
Common stock, par value (in USD per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||
Convertible preferred stock, shares authorized (in shares) | 10,000,000 | 0 | 48,787,898 | ||||||
Convertible preferred stock, par value (In USD per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||||||
Common Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Conversion of preferred stock into common stock upon initial public offering (in shares) | 24,385,388 | 24,385,388 | |||||||
Series C | |||||||||
Class of Stock [Line Items] | |||||||||
Preferred stock issued (in shares) | 8,122,963 | ||||||||
Purchase price per share (in USD per share) | $ / shares | $ 11.63 | ||||||||
Proceeds from issuance of convertible preferred stock | $ | $ 94,500,000 | ||||||||
Convertible preferred stock, shares authorized (in shares) | 16,251,628 | ||||||||
Series B | |||||||||
Class of Stock [Line Items] | |||||||||
Preferred stock issued (in shares) | 9,364,850 | ||||||||
Purchase price per share (in USD per share) | $ / shares | $ 6.19 | ||||||||
Proceeds from issuance of convertible preferred stock | $ | $ 57,900,000 | ||||||||
Convertible preferred stock, shares authorized (in shares) | 18,736,270 | ||||||||
Series A | |||||||||
Class of Stock [Line Items] | |||||||||
Conversion of preferred stock into common stock upon initial public offering (in shares) | 149,946 | ||||||||
Number of shares issuable (in shares) | 5,398,111 | ||||||||
Price per share (in USD per share) | $ / shares | $ 2 | ||||||||
Derivative liability | $ | $ 891,000 | $ 150,000 | |||||||
Convertible preferred stock, shares authorized (in shares) | 13,800,000 | ||||||||
Series A | Convertible Debt | |||||||||
Class of Stock [Line Items] | |||||||||
Outstanding principal amount | $ | $ 154,000 | ||||||||
Series A | Stock Purchase Agreement, Tranche One | |||||||||
Class of Stock [Line Items] | |||||||||
Number of shares Issued in transaction (in shares) | 3,590,845 | ||||||||
Net proceeds from stock purchase agreement | $ | $ 7,100,000 | ||||||||
Series A | Stock Purchase Agreement, Tranches Two And Three | |||||||||
Class of Stock [Line Items] | |||||||||
Price per share (in USD per share) | $ / shares | $ 2 | ||||||||
Number of shares Issued in transaction (in shares) | 1,657,314 | ||||||||
Net proceeds from stock purchase agreement | $ | $ 3,300,000 | ||||||||
Derivative liability | $ | $ 219,000 | ||||||||
Series A | Stock Purchase Agreement, Tranche Two | |||||||||
Class of Stock [Line Items] | |||||||||
Price per share (in USD per share) | $ / shares | $ 2 | ||||||||
Number of shares Issued in transaction (in shares) | 3,156,784 | 828,654 | |||||||
Net proceeds from stock purchase agreement | $ | $ 6,300,000 | ||||||||
Series A | Stock Purchase Agreement, Tranche Three | |||||||||
Class of Stock [Line Items] | |||||||||
Number of shares Issued in transaction (in shares) | 828,660 |
Convertible Preferred Stock a_5
Convertible Preferred Stock and Stockholders' Equity (Deficit) - Shares of Common Stock for Issuance (Details) - shares | Jun. 30, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | ||
Common stock reserved (in shares) | 6,408,734 | 28,452,008 |
Options issued and outstanding | ||
Class of Stock [Line Items] | ||
Common stock reserved (in shares) | 3,244,771 | 2,516,470 |
Common stock awards available for grant under employee benefit plans | ||
Class of Stock [Line Items] | ||
Common stock reserved (in shares) | 3,033,903 | 1,550,150 |
Restricted stock units outstanding | ||
Class of Stock [Line Items] | ||
Common stock reserved (in shares) | 130,060 | 0 |
Convertible preferred stock outstanding | ||
Class of Stock [Line Items] | ||
Common stock reserved (in shares) | 0 | 24,385,388 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 30, 2020 | Jul. 31, 2018 | Aug. 31, 2016 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock reserved (in shares) | 6,408,734 | 6,408,734 | 28,452,008 | |||||
Intrinsic value of options exercised during the period | $ 1,900 | |||||||
Grant date fair value of options vested during the period | $ 890 | |||||||
Grant date fair value of options vested during the period (in USD per share) | $ 18.71 | |||||||
Early exercise liability, current | $ 208 | $ 208 | $ 225 | |||||
Stock-based compensation expense | $ 2,049 | $ 139 | $ 3,039 | $ 215 | ||||
Common Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares issued pursuant to the employee stock purchase plan (in shares) | 19,862 | 19,862 | ||||||
Stock Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unrecognized compensation cost | $ 18,900 | $ 18,900 | ||||||
Recognition period for unrecognized compensation costs related to unvested options expected to vest | 3 years 4 months 24 days | |||||||
Expected dividend yield | 0.00% | 0.00% | ||||||
RSU's subject to future vesting | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock reserved (in shares) | 130,060 | 130,060 | 0 | |||||
Vesting period of stock-based awards granted | 4 years | |||||||
Granted (in shares) | 130,060 | 0 | ||||||
Unrecognized compensation cost | $ 3,300 | $ 3,300 | ||||||
Recognition period for unrecognized compensation costs related to unvested options expected to vest | 3 years 8 months 12 days | |||||||
Restricted common stock vested (in shares) | 0 | |||||||
Restricted stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares of restricted stock issued to founders (in shares) | 1,187,738 | |||||||
Restricted stock | First anniversary date | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting Rights, Percentage | 25.00% | |||||||
Service Condition Restricted Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares of restricted stock issued to founders (in shares) | 1,102,903 | |||||||
Service Condition Restricted Stock | First anniversary date | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares of restricted stock issued to founders (in shares) | 1,102,903 | |||||||
Service Condition Restricted Stock | Monthly basis | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares vesting on a monthly basis (in shares) | 827,177 | |||||||
Performance Condition Restricted Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares of restricted stock issued to founders (in shares) | 84,835 | |||||||
Restricted common stock vested (in shares) | 84,835 | 137,863 | 1,049,875 | |||||
Employee Stock Purchase Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Increase in shares available for grant, percentage of shares outstanding | 1.00% | |||||||
Purchase price of common stock, as a percentage of closing trading price per share | 85.00% | |||||||
Stock-based compensation expense | $ 94 | $ 161 | ||||||
Employee Stock Purchase Plan | Common Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares authorized for sale under the ESPP (in shares) | 351,000 | |||||||
Maximum shares to be issued | 5,265,000 | |||||||
2020 Equity Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock reserved (in shares) | 2,134,000 | |||||||
Increase in shares available for grant, percentage of shares outstanding | 4.00% | |||||||
Based number of options issuable (in shares) | 11,000,000 | |||||||
Shares available for grant | 2,702,765 | 2,702,765 | ||||||
Expected dividend yield | 0.00% | |||||||
2020 Equity Incentive Plan | Stock Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period of stock-based awards granted | 4 years | |||||||
2017 Equity Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock reserved (in shares) | 1,550,150 | |||||||
Early exercise liability | $ 364 | $ 364 | $ 409 | |||||
Early exercise liability, current | 208 | 208 | 225 | |||||
Early exercise liability, noncurrent | $ 156 | $ 156 | $ 184 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | |
Number of Options | ||
Beginning balance, number of options (in shares) | shares | 2,516,470 | |
Granted (in shares) | shares | 851,325 | |
Exercised (in shares) | shares | (123,024) | |
Ending balance, number of options (in shares) | shares | 3,244,771 | 2,516,470 |
Weighted- Average Exercise Price | ||
Beginning balance, weighted-average exercise price (in USD per share) | $ / shares | $ 3.47 | |
Granted (in USD per share) | $ / shares | 27.68 | |
Exercised (in USD per share) | $ / shares | 2.22 | |
Ending balance, weighted-average exercise price (in USD per share) | $ / shares | $ 9.87 | $ 3.47 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Exercisable (in shares) | shares | 1,411,813 | |
Exercisable, Weighted-Average Exercise Price (in USD per share) | $ / shares | $ 6.74 | |
Remaining Contractual Term (Years) | 9 years 1 month 24 days | 9 years 5 months 8 days |
Remaining contractual term, exercisable (years) | 9 years 18 days | |
Aggregate Intrinsic Value | $ | $ 66,436 | $ 7,673 |
Intrinsic value, exercisable | $ | $ 33,176 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Unit Activity (Details) - RSU's subject to future vesting - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Number of Units | ||
Beginning balance (in shares) | 0 | |
Units granted (in shares) prior to 2020 | 130,060 | 0 |
Vested (in shares) | 0 | |
Forfeited (in shares) | 0 | |
Ending balance (in shares) | 130,060 | 0 |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in USD per share) | $ 0 | |
Granted (in USD per share) | 27.61 | |
Vested (in USD per share) | 0 | |
Forfeited (in USD per share) | 0 | |
Ending balance (in USD per share) | $ 27.61 | $ 0 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 2,049 | $ 139 | $ 3,039 | $ 215 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 726 | 57 | 1,142 | 88 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 1,323 | $ 82 | $ 1,897 | $ 127 |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions in Calculating Stock Option Awards (Details) - Stock Options | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility, minimum | 78.40% | 68.60% |
Expected volatility, maximum | 80.60% | 72.50% |
Risk-free interest rate, minimum | 0.40% | 1.60% |
Risk-free interest rate, maximum | 1.40% | 2.60% |
Dividend yield | 0.00% | 0.00% |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 5 years 6 months | 5 years 1 month 6 days |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 2 months 12 days | 6 years 7 months 6 days |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive shares excluded from the calculation of net loss per share | 3,879,999 | 18,906,631 |
Convertible preferred stock on an as-converted basis | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive shares excluded from the calculation of net loss per share | 0 | 16,262,425 |
Stock options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive shares excluded from the calculation of net loss per share | 3,244,771 | 1,756,085 |
Early exercised options subject to future vesting | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive shares excluded from the calculation of net loss per share | 499,235 | 612,395 |
RSU's subject to future vesting | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive shares excluded from the calculation of net loss per share | 130,060 | 0 |
ESPP shares subject to future issuance | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive shares excluded from the calculation of net loss per share | 5,933 | 0 |
Restricted stock subject to future vesting | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive shares excluded from the calculation of net loss per share | 0 | 275,726 |