Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 02, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39306 | |
Entity Registrant Name | APPLIED MOLECULAR TRANSPORT INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-4481426 | |
City Area Code | 650 | |
Local Phone Number | 392-0420 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | AMTI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock Shares Outstanding | 41,336,563 | |
Entity Address, Address Line One | 1209 Orange Street | |
Entity Address, City or Town | Wilmington | |
Entity Address, State or Province | DE | |
Entity Address, Postal Zip Code | 19801 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001801777 | |
Amendment Flag | false | |
Fiscal Year Focus | 2023 |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 18,103 | $ 61,145 |
Prepaid expenses | 457 | 2,688 |
Other current assets | 259 | 186 |
Total current assets | 18,819 | 64,019 |
Property and equipment, net | 31 | 8,183 |
Operating lease right-of-use assets | 1,165 | 33,222 |
Finance lease right-of-use assets | 0 | 584 |
Restricted cash | 0 | 916 |
Other assets | 0 | 522 |
Total assets | 20,015 | 107,446 |
Current liabilities: | ||
Accounts payable | 161 | 1,583 |
Accrued expenses | 2,261 | 8,660 |
Lease liabilities, operating lease - current | 1,353 | 4,639 |
Lease liabilities, finance lease - current | 0 | 205 |
Total current liabilities | 3,775 | 15,087 |
Lease liabilities, operating lease | 0 | 31,228 |
Lease liabilities, finance lease | 0 | 49 |
Other liabilities | 0 | 244 |
Total liabilities | 3,775 | 46,608 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value: 50,000,000 shares authorized; none issued and outstanding | 0 | 0 |
Common stock, $0.0001 par value, 450,000,000 shares authorized; 40,893,507 and 39,181,801 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively | 4 | 4 |
Additional paid-in capital | 434,393 | 426,804 |
Accumulated deficit | (418,157) | (365,970) |
Total stockholders’ equity | 16,240 | 60,838 |
Total liabilities and stockholders’ equity | $ 20,015 | $ 107,446 |
Condensed Balance Sheets (Una_2
Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 450,000,000 | 450,000,000 |
Common stock, shares issued | 40,893,507 | 39,181,801 |
Common stock, shares outstanding | 40,893,507 | 39,181,801 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Operating expenses: | ||||
Research and development | $ 250 | $ 18,233 | $ 15,796 | $ 72,273 |
General and administrative | 7,007 | 7,281 | 20,804 | 28,052 |
Restructuring, impairment, and related charges | (40) | 12 | 16,832 | 3,799 |
Total operating expenses | 7,217 | 25,526 | 53,432 | 104,124 |
Loss from operations | (7,217) | (25,526) | (53,432) | (104,124) |
Interest income, net | 283 | 321 | 1,281 | 393 |
Other income (expense), net | (3) | (1) | (36) | 5 |
Net loss | $ (6,937) | $ (25,206) | $ (52,187) | $ (103,726) |
Net loss per share, basic (in dollars per share) | $ (0.17) | $ (0.65) | $ (1.32) | $ (2.68) |
Net loss per share, diluted (in dollars per share) | $ (0.17) | $ (0.65) | $ (1.32) | $ (2.68) |
Weighted-average shares of common stock outstanding, basic (in shares) | 39,751,028 | 38,914,570 | 39,426,218 | 38,769,226 |
Weighted-average shares of common stock outstanding, diluted (in shares) | 39,751,028 | 38,914,570 | 39,426,218 | 38,769,226 |
Condensed Statements of Stockho
Condensed Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2021 | 38,619,957 | |||
Beginning balance at Dec. 31, 2021 | $ 163,587 | $ 4 | $ 403,228 | $ (239,645) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Issuance of stock under employee stock plans (in shares) | 34,206 | |||
Issuance of stock under employee stock plans | 60 | 60 | ||
Stock-based compensation expense | 6,773 | 6,773 | ||
Net loss | (42,575) | (42,575) | ||
Ending balance (in shares) at Mar. 31, 2022 | 38,654,163 | |||
Ending balance at Mar. 31, 2022 | 127,845 | $ 4 | 410,061 | (282,220) |
Beginning balance (in shares) at Dec. 31, 2021 | 38,619,957 | |||
Beginning balance at Dec. 31, 2021 | 163,587 | $ 4 | 403,228 | (239,645) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (103,726) | |||
Ending balance (in shares) at Sep. 30, 2022 | 38,943,097 | |||
Ending balance at Sep. 30, 2022 | 78,395 | $ 4 | 421,762 | (343,371) |
Beginning balance (in shares) at Mar. 31, 2022 | 38,654,163 | |||
Beginning balance at Mar. 31, 2022 | 127,845 | $ 4 | 410,061 | (282,220) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Issuance of stock under employee stock plans (in shares) | 244,532 | |||
Issuance of stock under employee stock plans | 262 | 262 | ||
Stock-based compensation expense | 5,590 | 5,590 | ||
Net loss | (35,945) | (35,945) | ||
Ending balance (in shares) at Jun. 30, 2022 | 38,898,695 | |||
Ending balance at Jun. 30, 2022 | 97,752 | $ 4 | 415,913 | (318,165) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Issuance of stock under employee stock plans (in shares) | 44,402 | |||
Issuance of stock under employee stock plans | 7 | 7 | ||
Stock-based compensation expense | 5,842 | 5,842 | ||
Net loss | (25,206) | (25,206) | ||
Ending balance (in shares) at Sep. 30, 2022 | 38,943,097 | |||
Ending balance at Sep. 30, 2022 | $ 78,395 | $ 4 | 421,762 | (343,371) |
Beginning balance (in shares) at Dec. 31, 2022 | 39,181,801 | 39,181,801 | ||
Beginning balance at Dec. 31, 2022 | $ 60,838 | $ 4 | 426,804 | (365,970) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Issuance of stock under employee stock plans (in shares) | 19,151 | |||
Stock-based compensation expense | 3,223 | 3,223 | ||
Net loss | (27,917) | (27,917) | ||
Ending balance (in shares) at Mar. 31, 2023 | 39,200,952 | |||
Ending balance at Mar. 31, 2023 | $ 36,144 | $ 4 | 430,027 | (393,887) |
Beginning balance (in shares) at Dec. 31, 2022 | 39,181,801 | 39,181,801 | ||
Beginning balance at Dec. 31, 2022 | $ 60,838 | $ 4 | 426,804 | (365,970) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | $ (52,187) | |||
Ending balance (in shares) at Sep. 30, 2023 | 40,893,507 | 40,893,507 | ||
Ending balance at Sep. 30, 2023 | $ 16,240 | $ 4 | 434,393 | (418,157) |
Beginning balance (in shares) at Mar. 31, 2023 | 39,200,952 | |||
Beginning balance at Mar. 31, 2023 | 36,144 | $ 4 | 430,027 | (393,887) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Issuance of stock under employee stock plans (in shares) | 228,225 | |||
Issuance of stock under employee stock plans | 7 | 7 | ||
Stock-based compensation expense | 1,828 | 1,828 | ||
Net loss | (17,333) | (17,333) | ||
Ending balance (in shares) at Jun. 30, 2023 | 39,429,177 | |||
Ending balance at Jun. 30, 2023 | 20,646 | $ 4 | 431,862 | (411,220) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Issuance of stock under employee stock plans (in shares) | 1,464,330 | |||
Stock-based compensation expense | 2,531 | 2,531 | ||
Net loss | $ (6,937) | (6,937) | ||
Ending balance (in shares) at Sep. 30, 2023 | 40,893,507 | 40,893,507 | ||
Ending balance at Sep. 30, 2023 | $ 16,240 | $ 4 | $ 434,393 | $ (418,157) |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating activities | ||
Net loss | $ (52,187) | $ (103,726) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 7,582 | 18,205 |
Depreciation and amortization | 837 | 2,468 |
Non-cash operating lease expense | 3,537 | 6,433 |
Non-cash asset impairment charges | 5,392 | 80 |
Gain on partial termination of lease | (702) | 0 |
Loss on disposal of property and equipment | 295 | 0 |
Changes in operating assets and liabilities: | ||
Prepaid expenses | 2,231 | 3,475 |
Other current assets | (219) | 336 |
Other assets | 163 | (428) |
Accounts payable | (1,428) | (837) |
Accrued expenses | (6,636) | (221) |
Operating lease liabilities | (4,085) | (4,872) |
Other liabilities | 0 | 3 |
Net cash used in operating activities | (45,220) | (79,084) |
Investing activities | ||
Purchases of property and equipment | (446) | (4,146) |
Proceeds from disposal of property and equipment | 1,955 | 0 |
Net cash provided by (used in) investing activities | 1,509 | (4,146) |
Financing activities | ||
Payments for financing and offering costs | 0 | (806) |
Principal payments on finance lease liabilities | (254) | (203) |
Proceeds from issuance of stock under employee stock plans | 7 | 329 |
Net cash used in financing activities | (247) | (680) |
Net decrease in cash, cash equivalents and restricted cash | (43,958) | (83,910) |
Cash, cash equivalents and restricted cash, beginning of period | 62,061 | 160,846 |
Cash, cash equivalents and restricted cash, end of period | 18,103 | 76,936 |
Supplemental cash flow data: | ||
Cash paid for interest on finance lease liabilities | 8 | 21 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Property and equipment included in accounts payable and accrued expenses | 0 | 23 |
Deferred financing and offering costs included in accounts payable and accrued expenses | $ 0 | $ 15 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Applied Molecular Transport Inc. (AMT or the Company) is a clinical-stage biopharmaceutical company that has a proprietary technology platform that enables the design of novel biologic product candidates in patient-friendly oral dosage forms. The Company has decided to discontinue research activities. The Company was incorporated in the state of Delaware in November 2016 and operates under a fully-remote model. Accordingly, the Company does not have a principal executive office. In March 2023, the Company announced that it had commenced a process to explore strategic alternatives and recently entered into the Merger Agreement (as described below). The Company is actively seeking to sell, assign, license, or otherwise dispose of, in one or more transactions, some or all of the assets that relate to its platform technology at any time prior to, or concurrently with, the closing of the Merger (as defined below). Proposed Acquisition by Cyclo Therapeutics On September 21, 2023, AMT entered into an Agreement and Plan of Merger (the Merger Agreement) with Cyclo Therapeutics, Inc., a Nevada corporation (Cyclo) and Cameo Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Cyclo (Merger Sub), pursuant to which, and subject to the terms and conditions set forth therein, Merger Sub will merge with and into AMT (the Merger), with AMT surviving such Merger as a wholly-owned subsidiary of Cyclo. Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger, each outstanding share of AMT common stock issued and outstanding immediately prior to the effective time of the Merger will automatically be converted into the right to receive shares of Cyclo common stock. As of the date of the execution of the Merger Agreement, the Exchange Ratio was estimated to be 0.174 shares of Cyclo common stock for each share of AMT common stock, but the actual Exchange Ratio will depend on AMT’s net cash and the number of shares of AMT common stock outstanding at the closing of the Merger. Any fractional shares of Cyclo common stock will be rounded up to the nearest whole share. The former AMT stockholders immediately before the Merger are expected to own approximately 25% of the outstanding common stock of the combined company, and the stockholders of Cyclo immediately before the Merger are expected to own approximately 75% of the outstanding common stock of the combined company, subject to certain assumptions (including as to the amount of AMT’s net cash and outstanding shares of AMT common stock at closing). The boards of directors of each of AMT and Cyclo have approved the Merger Agreement and the transactions contemplated thereby, subject to the satisfaction or waiver of customary conditions, including the requisite approval by AMT’s and Cyclo’s stockholders and the effectiveness of a registration statement to register the shares of Cyclo common stock to be issued in connection with the transaction. The Merger Agreement also includes termination provisions for both the Company and Cyclo. In connection with a termination of the Merger Agreement under specified circumstances, either party may be required to pay the other party a termination fee ranging between $0.4 million to $0.6 million. Although the Company has entered into the Merger Agreement and intends to consummate the proposed Merger, there is no assurance that the Company will be able to successfully consummate the proposed Merger on a timely basis, or at all. Nasdaq Delisting Notification On August 10, 2023, the Company received a letter from the Listing Qualifications Staff (Nasdaq Staff) of the Nasdaq Stock Market LLC (Nasdaq) indicating that, in accordance with Nasdaq Listing Rule 5100, the Nasdaq Staff believes the Company is a “public shell” and that the continued listing of the Company’s securities is no longer warranted. According to the letter, the Nasdaq Staff believes that the Company “no longer has an operating business” and consequently has decided to use its discretion “to apply more stringent criteria” to the Company’s listing. The Nasdaq Staff’s letter also indicates that the Company was not in compliance with Nasdaq Listing Rule 5450(a)(1), which requires the Company’s common stock to maintain a share price of at least $1.00 per share (the Bid Price Rule) for continued listing on the Nasdaq Global Select Market. This serves as an additional and separate basis for delisting. The Company filed an appeal to the delisting with the Nasdaq’s Hearings Panel (Nasdaq Panel) on August 17, 2023 and subsequently presented its appeal at a hearing with the Nasdaq Panel on October 19, 2023. On October 23, 2023, the Nasdaq Panel granted the Company’s request for continued listing on Nasdaq, subject to the Company’s completion of the Merger on or before February 6, 2024. The Company’s securities may now continue to trade on Nasdaq until February 6, 2024. There can be no assurance that the Company will be able to complete the Merger on or before February 6, 2024. The Company’s failure to complete the Merger on or before February 6, 2024 will result in its securities being delisted from Nasdaq after such date. Going Concern Considerations The Company has incurred net losses in each reporting period since inception, including net losses of $52.2 million and $103.7 million for the nine months ended September 30, 2023 and 2022, respectively, and the Company’s accumulated deficit at September 30, 2023 was $418.2 million. The Company’s current operating plan indicates it will continue to incur losses from operations and generate negative cash flows from operating activities, given the Company does not generate any revenue from product sales or otherwise. As a result of restructuring actions in March 2023 (see Note 5), including discontinuing research activities, exiting substantially all of its operating and finance leases, and significantly reducing its workforce, management believes the Company’s existing cash and cash equivalents of $18.1 million as of September 30, 2023 are adequate to meet its cash needs for at least 12 months from the issuance date of these condensed financial statements. There can be no assurance that sources of capital will be available to the Company in the necessary time frame, in the amounts that the Company requires, on terms that are acceptable to the Company, or at all. If the Company is unable to consummate a strategic transaction or raise the necessary funds when needed or reduce spending on currently planned activities, the Company may be required to cease operations, which could materially harm its business, financial position and results of operations. In January 2022, the Company entered into a Sales Agreement with SVB Securities LLC and JMP Securities LLC, as the Company’s sales agents (Agents), pursuant to which the Company may offer and sell from time to time through the Agents up to $150.0 million in shares of the Company’s common stock through an “at-the-market” program (ATM Facility). The shares will be offered and sold pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-263501) and the final prospectus supplement, which was filed on March 11, 2022. For so long as the Company’s non-affiliate public float does not exceed $75 million, the amount of securities that the Company may sell pursuant to registration statements on Form S-3 will be limited to the equivalent of one-third of its public float, which will limit its ability to raise capital. As of September 30, 2023, the Company has not yet sold any shares under the ATM Facility and does not currently intend to do so. Current Economic Environment The extent of the ongoing impact of macroeconomic events on the Company’s business and on global economic activity is uncertain and the related financial impact cannot be reasonably estimated with any certainty at this time, although the impacts are expected to continue and may significantly affect its business. The Company expects that the impacts on its business will continue through this period of economic uncertainty as inflation, instability in the banking and financial services sector, a tightening of the credit markets, and other factors continue to develop or emerge. Accordingly, management is carefully evaluating the Company’s liquidity position and continuing to review its near-term operating expenses as the uncertainty related to these factors continues to unfold. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Financial Statement Preparation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission (the SEC) for interim reporting. As permitted under those rules and regulations, certain footnotes or other financial information normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. Similarly, the balance sheet as of December 31, 2022 was derived from the Company’s audited financial statements but does not include all disclosures required by GAAP. The condensed financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal, recurring adjustments that are necessary for a fair statement of the results for interim periods. Results of operations for interim periods may not be representative of results to be expected for a full year. The accompanying condensed financial statements should be read in conjunction with the audited financial statements and the related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. Certain reclassifications have been made to the prior period amounts to conform to the current year presentation. In particular, in the condensed statements of operations for the nine months ended September 30, 2022, the Company reclassified $3.1 million and $0.7 million from “Research and development” and “General and administrative,” respectively, to a new line item “Restructuring, impairment, and related charges,” primarily related to severance and contract termination costs. These reclassifications did not affect the Company’s financial position, net loss, or cash flows as of and for the periods presented. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company bases its estimates on historical experience and market-specific or other relevant assumptions that it believes are reasonable under the circumstances. Assets and liabilities reported in the Company’s condensed balance sheets and expenses and income reported are affected by estimates and assumptions, which are used for, but are not limited to, recording research and development expenses and related accruals, valuation of long-lived assets, including right-of-use assets and leasehold improvements, restructuring and other charges, and determining the fair value of stock options for stock-based compensation expense. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company. Actual results could differ from such estimates or assumptions. Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains bank deposits in federally insured financial institutions and, from time to time, these deposits may exceed federally insured limits. The Company is exposed to credit risk in the event of default by the financial institutions holding its cash and cash equivalents to the extent recorded in the condensed balance sheets. The Company’s cash equivalents consist of money market funds that invests all of its assets in direct obligations of the U.S. Treasury. Although the fund invests in U.S. government obligations, an investment in such funds is neither insured nor guaranteed by the U.S. government. The Company has not experienced any losses on its deposits of cash or holdings of money market funds. Significant Accounting Policies The significant accounting policies set forth in Note 2 to the financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 appropriately represent, in all material respects, the current status of our accounting policies, except as described below. Restructuring Charges Restructuring charges are recorded in accordance with Accounting Standards Codification (ASC) 712-10, “Nonretirement Postemployment Benefits,” or “ASC 712-10,” and/or ASC 420-10, “Exit or Disposal Cost Obligations,” or “ASC 420-10,” as appropriate. Certain termination costs and obligations of contracts that are not leases are accounted for in accordance with ASC 420-10. The Company records severance costs provided under an ongoing benefit arrangement once they are both probable and estimable in accordance with the provisions of ASC 712-10. The Company accounts for one-time termination benefits and contract terminations in accordance with ASC 420-10, which addresses financial accounting and reporting for costs associated with restructuring activities. Under ASC 420-10, the Company establishes a liability for a cost associated with an exit or disposal activity, including severance and other contract termination costs, when the liability is incurred, rather than at the date that the Company commits to an exit plan. The Company reassesses the expected cost to complete the exit or disposal activities at the end of each reporting period and adjusts its remaining estimated liabilities, if necessary. Impairment of Long-Lived Assets The Company assesses long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Such events include a significant change in the Company’s strategic business objectives and utilization of the assets. As part of the March 2023 Restructuring Plan (see Note 5), the Company commenced restructuring activities that included the decision to operate as a fully-remote company and discontinue research activities while focusing on completing and closing out clinical trials. In anticipation of exiting its leased facilities, the Company committed to a plan to sell all tangible fixed assets located at its leased facilities, consisting primarily of manufacturing and laboratory equipment. In connection with the classification of such assets as held for sale, the carrying value of the tangible fixed assets to be sold was reduced to their estimated fair value, which was determined based on the estimated selling price less costs to sell. In May 2023, the Company modified various operating leases to shorten the accounting lease term. Upon vacating the leased premises in the second quarter of 2023, the Company wrote-off the remaining balances related to right-of-use assets and leasehold improvements. Refer to Notes 4, 5 and 6 for additional details regarding restructuring and impairment charges related to the March 2023 Restructuring Plan. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents are held in accounts at financial institutions. As of September 30, 2023, the Company’s cash in deposit accounts were insured by the Federal Deposit Insurance Corporation (FDIC) as the balances were within the FDIC insurance limit of up to $250,000 per depositor at each financial institution. The Company considers all highly liquid investments purchased with original maturities of 90 days or less from the purchase date to be cash equivalents. Cash equivalents consist of amounts invested in money market funds exclusively composed of U.S. government obligations. Restricted cash consisted of cash balances held by financial institutions as collateral for letters of credit maintained by the Company for the benefit of lessors related to its leased properties as of September 30, 2022. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed statements of cash flows (in thousands): September 30, September 30, Cash and cash equivalents $ 18,103 $ 76,020 Restricted cash — 916 Total cash, cash equivalents and restricted cash $ 18,103 $ 76,936 Recently Adopted Accounting Pronouncements Accounting pronouncements that became effective during the nine months ended September 30, 2023 did not have a material impact on the Company’s financial condition, results of operations or cash flows. Recently Issued Accounting Pronouncements There were no new accounting pronouncements issued as of September 30, 2023 that are expected to have a material impact on the Company’s financial condition, results of operations or cash flows. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. A three-level valuation hierarchy has been established under GAAP for disclosure of fair value measurements. The valuation hierarchy is based on the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows: • Level 1—Quoted prices in active markets for identical assets and liabilities; • Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • 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. Assets Measured at Fair Value on a Recurring Basis As of September 30, 2023 and December 31, 2022, money market funds were the only financial instrument measured and recorded at fair value on a recurring basis on the Company’s condensed balance sheets. Money market funds were recorded within cash and cash equivalents. The following tables present money market funds at their level within the fair value hierarchy for the periods indicated (in thousands): September 30, 2023 Fair Value Hierarchy Level Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash equivalents: Money market funds invested in U.S. government obligations Level 1 $ 17,853 $ — $ — $ 17,853 Total $ 17,853 $ — $ — $ 17,853 December 31, 2022 Fair Value Hierarchy Level Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash equivalents: Money market funds invested in U.S. government obligations Level 1 $ 40,729 $ — $ — $ 40,729 Total $ 40,729 $ — $ — $ 40,729 Financial Instruments Not Carried at Fair Value The Company’s financial instruments, including cash, restricted cash, other current assets, accounts payable and accrued expenses are carried at cost which approximates their fair value because of the short-term nature of these financial instruments. |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Balance Sheet Components Prepaid Expenses Prepaid clinical expenses were nominal and $1.2 million as of September 30, 2023 and December 31, 2022, respectively. Other prepaid expenses as of September 30, 2023 and December 31, 2022 included prepaid amounts for insurance and other prepaid services. Property and Equipment, Net Property and equipment, net, consisted of the following (in thousands): September 30, December 31, Laboratory and manufacturing equipment $ — $ 11,421 Leasehold improvements 221 5,246 Computer and office equipment — 491 Construction in progress — 72 Total property and equipment, gross 221 17,230 Accumulated depreciation (190) (9,047) Total property and equipment, net $ 31 $ 8,183 Property and equipment, net decreased significantly for the nine months ended September 30, 2023 as a result of the March 2023 Restructuring Plan (see Note 5). As part of the March 2023 Restructuring Plan, the Company decided to operate under a fully-remote model and committed to a plan to sell all tangible fixed assets located at its leased facilities, consisting primarily of manufacturing and laboratory equipment. In addition, the Company modified its operating leases to shorten their lease term. For the nine months ended September 30, 2023, the Company recognized non-cash impairment charges totaling $5.4 million as a result of classifying all tangible fixed assets as held for sale and to write-off leasehold improvements upon vacating leased premises. During the nine months ended September 30, 2023, all tangible fixed assets were either sold or disposed of. Depreciation expense was nominal and $0.6 million for the three months ended September 30, 2023 and 2022, respectively, and $0.8 million and $2.3 million for the nine months ended September 30, 2023 and 2022, respectively. Accrued Expenses Accrued expenses consisted of the following (in thousands): September 30, December 31, Professional services $ 1,100 $ 728 Compensation expenses 872 3,985 Research and development expenses — 3,508 Property and equipment — 7 Other 289 432 Total accrued expenses $ 2,261 $ 8,660 |
Restructuring, Impairment, and
Restructuring, Impairment, and Related Charges | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring, Impairment, and Related Charges | Restructuring, Impairment, and Related Charges A description of the Company’s restructuring initiatives and their related costs is provided below. March 2023 Restructuring Plan Employee Termination Benefits In March 2023, the Company announced the commencement of a process to explore strategic alternatives and implemented reductions in workforce across all functional areas impacting 63 employees representing approximately 82% of its employee base (the March 2023 Restructuring Plan). Impacted employees were eligible to receive severance benefits and Company-funded COBRA premiums, contingent upon an impacted employee’s execution (and non-revocation) of a customary separation agreement, which includes a general release of claims against the Company. For the nine months ended September 30, 2023, the Company recognized $5.6 million of employee termination benefits provided under an ongoing benefit arrangement, which were fully paid as of September 30, 2023. As of September 30, 2023, the Company has 13 full-time employees. Asset Impairments As part of the March 2023 Restructuring Plan, the Company decided to operate under a fully-remote model and committed to a plan to sell all tangible fixed assets located at its leased facilities, consisting primarily of manufacturing and laboratory equipment. In addition, the Company modified its operating leases to shorten their lease term. For the nine months ended September 30, 2023, the Company recognized non-cash impairment charges totaling $5.4 million as a result of classifying all tangible fixed assets as held for sale and to write-off leasehold improvements upon vacating leased premises. As of September 30, 2023, all tangible fixed assets were either sold or disposed of. During the nine months ended September 30, 2023, with the exception of an operating lease that is subject to a sublease in which the rental period is co-terminus with the term of the head lease and expires in August 2024, the Company exited all its operating and finance leases (see Note 6) and recorded impairment charges to write off right-of-use assets and related leasehold improvements upon vacating the leased premises. Other Related Costs The Company incurred other related costs of $0.6 million for the nine months ended September 30, 2023 primarily consisting of costs to terminate contracts before the end of their term, costs for professional services incurred in connection with restructuring measures of $1.0 million and a $0.3 million loss on disposal of fixed assets, partially offset by a $0.7 million gain on partial termination of lease. May 2022 Restructuring Plan In May 2022, the Company implemented a restructuring plan (May 2022 Restructuring Plan) to preserve capital and focus its resources on advancing its then lead product candidate through key development milestones. The May 2022 Restructuring Plan resulted in a reduction of the Company’s workforce by approximately 40%, or 52 employees. For the nine months ended September 30, 2022, the Company incurred total charges of approximately $3.8 million under the May 2022 Restructuring Plan, primarily consisting of $3.3 million related to severance payments and other employee-related separation costs, $0.8 million related to contract termination and facility exit costs and $0.1 million in write-offs of property and equipment, partially offset by a $0.4 million reduction in stock-based compensation expense as a result of applying modification accounting for accelerated vesting of RSUs related to impacted employees. The following table details “Restructuring, impairment, and related charges” for each of the periods presented (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Employee termination benefits $ — $ — $ 5,585 $ 3,339 Stock-based compensation — — — (419) Asset impairments — — 10,642 80 Other related costs (40) 12 605 799 Total restructuring, impairments, and related charges $ (40) $ 12 $ 16,832 $ 3,799 The following table summarizes the charges and spending relating to restructuring program activities for the nine months ended September 30, 2023: Employee Termination Benefits Asset Impairments Other Related Costs Total Liability balance at December 31, 2022 $ — $ — $ 420 $ 420 Expense 5,585 10,642 605 16,832 Payments (5,585) (5,250) (1) (1,387) (12,222) Non-cash activity — (5,392) 362 (5,030) Liability balance at September 30, 2023 $ — $ — $ — $ — (1) Represents cash payments for early termination fees associated with exiting operating leases, which were recorded as increases to right-of-use assets. Upon vacating the leased premises, any remaining balances related to right-of-use assets were written off. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases Operating Leases In February 2021, the Company entered into an operating lease for its headquarters comprising 84,321 of rentable square feet of office, laboratory and manufacturing space in South San Francisco, California (HQ Lease), which was originally scheduled to expire in October 2029. As part of the Company’s March 2023 Restructuring Plan, the Company decided to operate under a fully-remote model. In May 2023, the Company entered into a modification of the HQ Lease (Lease Modification), which shortened the accounting lease term to May 2023. In addition, the Company assigned an active sublease for the third floor of the leased building under the HQ Lease to the landlord effective as of the execution date. As the Company’s right of use for the third floor of the leased building ceased contemporaneously with the modification, the Company determined the percentage reduction in leased space and applied the resulting percentage to remeasure the remaining right-of-use asset and lease liability reducing them by $10.0 million and $10.7 million, respectively, which resulted in a gain on partial lease termination of $0.7 million. The gain on partial lease termination was included within the “Restructuring, impairment, and related charges” line in the statement of operations for the nine months ended September 30, 2023. Pursuant to the Lease Modification, the Company incurred an early termination fee of $5.3 million. The early termination fee included the forfeiture of a security deposit of $0.9 million in the form of a letter of credit. Under Accounting Standards Codification 842, Leases , when a lease is terminated early but the tenant continues to control the space under a modified lease agreement for a short period of time, early termination fees associated with exiting operating leases are recorded as prepaid rent for the remaining lease term resulting in an increase to the right-of-use asset. Upon vacating the leased premises in May 2023, the Company wrote-off the remaining balances related to right-of-use assets and leasehold improvements. Refer to Note 5 for additional details. Also in May 2023, the Company entered into a modification of an operating lease for approximately 20,000 rentable square feet of warehouse space in South San Francisco, California, which shortened the accounting lease term to June 2023. The lease was originally scheduled to expire in July 2029. The Company incurred an early termination fee of $0.8 million. The early termination fee included the forfeiture of a security deposit of $0.3 million, which was recorded as prepaid rent for the remaining lease term resulting in an increase to the right-of-use asset. Upon vacating the leased premises in June 2023, the Company wrote-off the remaining balances related to right-of-use assets and leasehold improvements. Refer to Note 5 for additional details. As of September 30, 2023, the Company has one remaining operating lease for approximately 18,748 rentable square feet of office and laboratory space in South San Francisco, California, which served as the Company’s headquarters through February 2021. The lease expires in August 2024. In November 2021, the Company subleased this facility in which the rental period was co-terminus with the term of the head lease. The subtenant was not provided any renewal or extension options. Finance Leases During the nine months ended September 30, 2023, the Company early terminated all its finance lease agreements, which were related to laboratory and manufacturing equipment. The terms of the Company’s finance leases generally ranged from three The following table summarizes total lease expense for the three and nine months ended September 30, 2023 and 2022 (in thousands): Condensed Statements of Operations Classification Three Months Ended Nine Months Ended 2023 2022 2023 2022 Operating lease expense Operating expenses $ 321 $ 1,923 $ 3,537 $ 6,432 Finance lease expense: Amortization of ROU assets Operating expenses — 55 82 161 Interest on lease liabilities Interest income, net — 6 8 21 Variable lease expense Operating expenses 144 657 784 1,789 Short-term lease expense Operating expenses — 9 5 76 Sublease income Operating expenses (378) (665) (1,711) (1,396) Total lease expense $ 87 $ 1,985 $ 2,705 $ 7,083 The following table summarizes supplemental cash flow information for the nine months ended September 30, 2023 and 2022 (in thousands): Nine Months Ended September 30, 2023 2022 Cash paid for amounts included in the measurement of liabilities: Operating cash flows from operating leases $ 4,085 $ 4,872 Operating cash flows from finance leases 8 21 Financing cash flows from finance leases 254 203 Right-of-use asset obtained in exchange for new operating lease liability — 563 Right-of-use asset obtained in exchange for new finance lease liability 114 148 The following table summarizes maturities of lease liabilities and sublease income as of September 30, 2023 (in thousands): Operating Leases Sublease Income Payments Net Lease Income Payments 2023 (remaining three months) $ 369 $ (388) $ (19) 2024 1,000 (1,044) (44) Total lease payments (undiscounted) 1,369 $ (1,432) $ (63) Less interest or imputed interest 16 Total present value of lease liabilities 1,353 Less: Lease liabilities, current (1,353) Lease liabilities, non-current $ — |
Leases | Leases Operating Leases In February 2021, the Company entered into an operating lease for its headquarters comprising 84,321 of rentable square feet of office, laboratory and manufacturing space in South San Francisco, California (HQ Lease), which was originally scheduled to expire in October 2029. As part of the Company’s March 2023 Restructuring Plan, the Company decided to operate under a fully-remote model. In May 2023, the Company entered into a modification of the HQ Lease (Lease Modification), which shortened the accounting lease term to May 2023. In addition, the Company assigned an active sublease for the third floor of the leased building under the HQ Lease to the landlord effective as of the execution date. As the Company’s right of use for the third floor of the leased building ceased contemporaneously with the modification, the Company determined the percentage reduction in leased space and applied the resulting percentage to remeasure the remaining right-of-use asset and lease liability reducing them by $10.0 million and $10.7 million, respectively, which resulted in a gain on partial lease termination of $0.7 million. The gain on partial lease termination was included within the “Restructuring, impairment, and related charges” line in the statement of operations for the nine months ended September 30, 2023. Pursuant to the Lease Modification, the Company incurred an early termination fee of $5.3 million. The early termination fee included the forfeiture of a security deposit of $0.9 million in the form of a letter of credit. Under Accounting Standards Codification 842, Leases , when a lease is terminated early but the tenant continues to control the space under a modified lease agreement for a short period of time, early termination fees associated with exiting operating leases are recorded as prepaid rent for the remaining lease term resulting in an increase to the right-of-use asset. Upon vacating the leased premises in May 2023, the Company wrote-off the remaining balances related to right-of-use assets and leasehold improvements. Refer to Note 5 for additional details. Also in May 2023, the Company entered into a modification of an operating lease for approximately 20,000 rentable square feet of warehouse space in South San Francisco, California, which shortened the accounting lease term to June 2023. The lease was originally scheduled to expire in July 2029. The Company incurred an early termination fee of $0.8 million. The early termination fee included the forfeiture of a security deposit of $0.3 million, which was recorded as prepaid rent for the remaining lease term resulting in an increase to the right-of-use asset. Upon vacating the leased premises in June 2023, the Company wrote-off the remaining balances related to right-of-use assets and leasehold improvements. Refer to Note 5 for additional details. As of September 30, 2023, the Company has one remaining operating lease for approximately 18,748 rentable square feet of office and laboratory space in South San Francisco, California, which served as the Company’s headquarters through February 2021. The lease expires in August 2024. In November 2021, the Company subleased this facility in which the rental period was co-terminus with the term of the head lease. The subtenant was not provided any renewal or extension options. Finance Leases During the nine months ended September 30, 2023, the Company early terminated all its finance lease agreements, which were related to laboratory and manufacturing equipment. The terms of the Company’s finance leases generally ranged from three The following table summarizes total lease expense for the three and nine months ended September 30, 2023 and 2022 (in thousands): Condensed Statements of Operations Classification Three Months Ended Nine Months Ended 2023 2022 2023 2022 Operating lease expense Operating expenses $ 321 $ 1,923 $ 3,537 $ 6,432 Finance lease expense: Amortization of ROU assets Operating expenses — 55 82 161 Interest on lease liabilities Interest income, net — 6 8 21 Variable lease expense Operating expenses 144 657 784 1,789 Short-term lease expense Operating expenses — 9 5 76 Sublease income Operating expenses (378) (665) (1,711) (1,396) Total lease expense $ 87 $ 1,985 $ 2,705 $ 7,083 The following table summarizes supplemental cash flow information for the nine months ended September 30, 2023 and 2022 (in thousands): Nine Months Ended September 30, 2023 2022 Cash paid for amounts included in the measurement of liabilities: Operating cash flows from operating leases $ 4,085 $ 4,872 Operating cash flows from finance leases 8 21 Financing cash flows from finance leases 254 203 Right-of-use asset obtained in exchange for new operating lease liability — 563 Right-of-use asset obtained in exchange for new finance lease liability 114 148 The following table summarizes maturities of lease liabilities and sublease income as of September 30, 2023 (in thousands): Operating Leases Sublease Income Payments Net Lease Income Payments 2023 (remaining three months) $ 369 $ (388) $ (19) 2024 1,000 (1,044) (44) Total lease payments (undiscounted) 1,369 $ (1,432) $ (63) Less interest or imputed interest 16 Total present value of lease liabilities 1,353 Less: Lease liabilities, current (1,353) Lease liabilities, non-current $ — |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments In February 2023, the Company entered into an agreement with MTS Health Partners, L.P. to act as the Company’s strategic financial advisor in connection with a potential strategic transaction, including, but not limited to, an acquisition, merger, business combination or other transaction. Upon the consummation of any such transaction, the Company has agreed to pay the advisor the greater of i) a success fee of 3% of the Total Consideration (as defined in the agreement) received by the Company; or ii) $1.5 million. Any success fees payable will be recognized as an expense in the period it is incurred. Legal Proceedings From time to time, the Company may become involved in legal proceedings arising in the ordinary course of business. The Company was not subject to any material legal proceedings as of September 30, 2023 and December 31, 2022, and no material legal proceedings are currently pending or threatened. Indemnification In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. As permitted under Delaware law and in accordance with its bylaws, the Company indemnifies its officers and directors for certain events or occurrences while the officer or director is or was serving in such capacity. The Company is also party to indemnification agreements with its officers and directors. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments that the Company could be required to make under these provisions is not determinable. The Company also maintains director and officer insurance, which may cover certain liabilities arising from the Company’s obligation to indemnify directors and officers. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification provisions and is not currently aware of any indemnification claims. |
Common Stock and Stock-Based Co
Common Stock and Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Common Stock and Stock-Based Compensation | Common Stock and Stock-Based Compensation Common Stock As of September 30, 2023 and December 31, 2022, the Company was authorized to issue 450,000,000 shares of $0.0001 par value common stock. Common stockholders are entitled to dividends if and when declared by the Board of Directors. The holder of each share of common stock is entitled to one vote. The Company has never declared or paid dividends on its common stock. Common stock reserved for future issuance, on an as converted basis, consisted of the following: September 30, December 31, Stock options outstanding 3,055,249 5,369,808 RSUs and PSUs outstanding 2,010,450 531,366 Shares available for future grants under equity incentive plans 5,767,781 4,654,922 Shares available for issuance under ESPP 1,234,610 872,792 Total 12,068,090 11,428,888 On January 1, 2023, the shares available for grant under the Company’s 2020 Equity Incentive Plan and the 2020 ESPP were automatically increased by 1,959,090 shares and 391,818 shares, respectively, pursuant to the annual evergreen increase provisions under each respective plan. Stock-based Compensation The Company has awards outstanding under various stock-based compensation plans as described in the financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The Company utilizes stock options, restricted stock units (RSUs) and performance stock units (PSUs) for equity compensation. Stock-based compensation expense is measured at fair value on the date of grant and recognized ratably over the requisite service period. The following table summarizes the components of stock-based compensation expense recognized in the Company’s condensed statements of operations during the three and nine months ended September 30, 2023 and 2022 (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Research and development $ — $ 2,707 $ 972 $ 9,002 General and administrative 2,531 3,135 6,610 9,622 Restructuring, impairment, and related charges — — — (419) Total stock-based compensation expense $ 2,531 $ 5,842 $ 7,582 $ 18,205 Stock Options The following summarizes stock option activity (in thousands, except share, per share, and year amounts): Total Options Outstanding Weighted- Weighted- Aggregate Outstanding as of December 31, 2022 5,369,808 $ 17.28 7.6 $ 11 Granted 768,000 0.39 Exercised — — Canceled (3,082,559) 17.18 Outstanding as of September 30, 2023 3,055,249 $ 13.14 7.4 $ — Exercisable as of September 30, 2023 1,904,507 $ 13.17 6.8 $ — As of September 30, 2023, the total unrecognized stock-based compensation expense related to stock options was $7.3 million, which is expected to be recognized over a weighted-average period of approximately 1.8 years. Restricted Stock Units and Performance Stock Units The following summarizes RSU and PSU activity: RSUs PSUs Number of Shares Weighted- Number of Shares Weighted- Outstanding as of December 31, 2022 531,366 $ 10.12 — $ — Granted — — 3,461,640 0.30 Vested (81,045) 9.91 (1,600,661) 0.30 Canceled (300,850) 11.04 — — Outstanding as of September 30, 2023 149,471 $ 8.39 1,860,979 $ 0.30 In April 2023, the Company granted 2,575,529 PSUs, pursuant to the terms and conditions of the Company’s 2020 Equity Incentive Plan, to employees that contain performance conditions associated with a strategic transaction, if such a transaction occurs. The awards also vest in full if an employee is involuntarily terminated. Also in April 2023, the Company entered into a Consulting Agreement with Tahir Mahmood, a current director of the Company and the Company’s co-founder and former CEO. The Consulting Agreement had an initial term of six-months, but was subsequently amended to expire in December 2023. Under the terms of the Consulting Agreement, Dr. Mahmood will provide consulting services relating to potential strategic transactions. As consideration for the Consulting Agreement, Dr. Mahmood was granted 886,111 PSUs, pursuant to the terms and conditions of the Company’s 2020 Equity Incentive Plan, that contain performance conditions associated with a strategic transaction, if such a transaction occurs. The fair value of each PSU is determined on the date of grant based on the Company’s stock price. Compensation expense for PSUs is recorded over the estimated service period for each tranche of an award when its performance condition is deemed probable of achievement. For PSUs containing performance conditions which were not deemed probable of achievement, no stock compensation expense is recorded. Additionally, at each reporting period, the Company evaluates the probable outcome of the performance conditions and as applicable, recognizes the cumulative effect of the change in estimate in the period of the change. The performance conditions related to the PSUs granted in April 2023 were initially assessed as not probable of achievement and no compensation expense was recorded. During the three months ended September 30, 2023, the performance conditions became probable of being achieved upon the execution of a merger agreement and consequently, the Company recognized a cumulative catch-up expense of $0.9 million for that quarter. As of September 30, 2023, the total unrecognized stock-based compensation expense related to RSUs and PSUs was $0.1 million, which is expected to be recognized over a weighted-average period of approximately 0.1 years. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic net loss per common share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock is computed by giving effect to all potential dilutive shares of common stock, including options, RSUs and PSUs. Basic and diluted net loss per share were the same for all periods presented as the impact of all potentially dilutive securities outstanding was anti-dilutive. The following table sets forth the computation of the basic and diluted net loss per share (in thousands except share and per share data): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Numerator: Net loss $ (6,937) $ (25,206) $ (52,187) $ (103,726) Denominator: Weighted-average shares of common stock outstanding used in the calculation of basic and diluted net loss per share 39,751,028 38,914,570 39,426,218 38,769,226 Net loss per share, basic and diluted $ (0.17) $ (0.65) $ (1.32) $ (2.68) The Company’s basic net loss per share was the same as its diluted net loss per share for all the periods presented as the inclusion of all common stock equivalents outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: September 30, 2023 2022 Stock options outstanding 3,055,249 6,069,603 RSUs and PSUs outstanding 2,010,450 747,676 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 19, 2023, the Company presented its appeal at a hearing with the Nasdaq Panel regarding a delisting notification received on August 10, 2023. On October 23, 2023, the Nasdaq Panel granted the Company’s request for continued listing on Nasdaq, subject to the Company’s completion of the Merger on or before February 6, 2024. See Note 1 for additional information. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Financial Statement Preparation | Financial Statement Preparation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission (the SEC) for interim reporting. As permitted under those rules and regulations, certain footnotes or other financial information normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. Similarly, the balance sheet as of December 31, 2022 was derived from the Company’s audited financial statements but does not include all disclosures required by GAAP. The condensed financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal, recurring adjustments that are necessary for a fair statement of the results for interim periods. Results of operations for interim periods may not be representative of results to be expected for a full year. The accompanying condensed financial statements should be read in conjunction with the audited financial statements and the related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. Certain reclassifications have been made to the prior period amounts to conform to the current year presentation. In particular, in the condensed statements of operations for the nine months ended September 30, 2022, the Company reclassified $3.1 million and $0.7 million from “Research and development” and “General and administrative,” respectively, to a new line item |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company bases its estimates on historical experience and market-specific or other relevant assumptions that it believes are reasonable under the circumstances. Assets and liabilities reported in the Company’s condensed balance sheets and expenses and income reported are affected by estimates and assumptions, which are used for, but are not limited to, recording research and development expenses and related accruals, valuation of long-lived assets, including right-of-use assets and leasehold improvements, restructuring and other charges, and determining the fair value of stock options for stock-based compensation expense. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company. Actual results could differ from such estimates or assumptions. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains bank deposits in federally insured financial institutions and, from time to time, these deposits may exceed federally insured limits. The Company is exposed to credit risk in the event of default by the financial institutions holding its cash and cash equivalents to the extent recorded in the condensed balance sheets. The Company’s cash equivalents consist of money market funds that invests all of its assets in direct obligations of the U.S. Treasury. Although the fund invests in U.S. government obligations, an investment in such funds is neither insured nor guaranteed by the U.S. government. The Company has not experienced any losses on its deposits of cash or holdings of money market funds. |
Restructuring Charges | Restructuring Charges Restructuring charges are recorded in accordance with Accounting Standards Codification (ASC) 712-10, “Nonretirement Postemployment Benefits,” or “ASC 712-10,” and/or ASC 420-10, “Exit or Disposal Cost Obligations,” or “ASC 420-10,” as appropriate. Certain termination costs and obligations of contracts that are not leases are accounted for in accordance with ASC 420-10. The Company records severance costs provided under an ongoing benefit arrangement once they are both probable and estimable in accordance with the provisions of ASC 712-10. The Company accounts for one-time termination benefits and contract terminations in accordance with ASC 420-10, which addresses financial accounting and reporting for costs associated with restructuring activities. Under ASC 420-10, the Company establishes a liability for a cost associated with an exit or disposal activity, including severance and other contract termination costs, when the liability is incurred, rather than at the date that the Company commits to an exit plan. The Company reassesses the expected cost to complete the exit or disposal activities at the end of each reporting period and adjusts its remaining estimated liabilities, if necessary. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company assesses long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Such events include a significant change in the Company’s strategic business objectives and utilization of the assets. As part of the March 2023 Restructuring Plan (see Note 5), the Company commenced restructuring activities that included the decision to operate as a fully-remote company and discontinue research activities while focusing on completing and closing out clinical trials. In anticipation of exiting its leased facilities, the Company committed to a plan to sell all tangible fixed assets located at its leased facilities, consisting primarily of manufacturing and laboratory equipment. In connection with the classification of such assets as held for sale, the carrying value of the tangible fixed assets to be sold was reduced to their estimated fair value, which was determined based on the estimated |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents are held in accounts at financial institutions. As of September 30, 2023, the Company’s cash in deposit accounts were insured by the Federal Deposit Insurance Corporation (FDIC) as the balances were within the FDIC insurance limit of up to $250,000 per depositor at each financial institution. The Company considers all highly liquid investments purchased with original maturities of 90 days or less from the purchase date to be cash equivalents. Cash equivalents consist of amounts invested in money market funds exclusively composed of U.S. government obligations. Restricted cash consisted of cash balances held by financial institutions as collateral for letters of credit maintained by the Company for the benefit of lessors related to its leased properties as of September 30, 2022. |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements Accounting pronouncements that became effective during the nine months ended September 30, 2023 did not have a material impact on the Company’s financial condition, results of operations or cash flows. Recently Issued Accounting Pronouncements There were no new accounting pronouncements issued as of September 30, 2023 that are expected to have a material impact on the Company’s financial condition, results of operations or cash flows. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed statements of cash flows (in thousands): September 30, September 30, Cash and cash equivalents $ 18,103 $ 76,020 Restricted cash — 916 Total cash, cash equivalents and restricted cash $ 18,103 $ 76,936 |
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed statements of cash flows (in thousands): September 30, September 30, Cash and cash equivalents $ 18,103 $ 76,020 Restricted cash — 916 Total cash, cash equivalents and restricted cash $ 18,103 $ 76,936 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Measured at Fair Value on Recurring Basis | The following tables present money market funds at their level within the fair value hierarchy for the periods indicated (in thousands): September 30, 2023 Fair Value Hierarchy Level Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash equivalents: Money market funds invested in U.S. government obligations Level 1 $ 17,853 $ — $ — $ 17,853 Total $ 17,853 $ — $ — $ 17,853 December 31, 2022 Fair Value Hierarchy Level Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash equivalents: Money market funds invested in U.S. government obligations Level 1 $ 40,729 $ — $ — $ 40,729 Total $ 40,729 $ — $ — $ 40,729 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Property, Plant and Equipment, Net | Property and equipment, net, consisted of the following (in thousands): September 30, December 31, Laboratory and manufacturing equipment $ — $ 11,421 Leasehold improvements 221 5,246 Computer and office equipment — 491 Construction in progress — 72 Total property and equipment, gross 221 17,230 Accumulated depreciation (190) (9,047) Total property and equipment, net $ 31 $ 8,183 |
Schedule of Accrued Liabilities | Accrued expenses consisted of the following (in thousands): September 30, December 31, Professional services $ 1,100 $ 728 Compensation expenses 872 3,985 Research and development expenses — 3,508 Property and equipment — 7 Other 289 432 Total accrued expenses $ 2,261 $ 8,660 |
Restructuring, Impairment, an_2
Restructuring, Impairment, and Related Charges (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring, Impairment, and Related Charges | The following table details “Restructuring, impairment, and related charges” for each of the periods presented (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Employee termination benefits $ — $ — $ 5,585 $ 3,339 Stock-based compensation — — — (419) Asset impairments — — 10,642 80 Other related costs (40) 12 605 799 Total restructuring, impairments, and related charges $ (40) $ 12 $ 16,832 $ 3,799 The following table summarizes the charges and spending relating to restructuring program activities for the nine months ended September 30, 2023: Employee Termination Benefits Asset Impairments Other Related Costs Total Liability balance at December 31, 2022 $ — $ — $ 420 $ 420 Expense 5,585 10,642 605 16,832 Payments (5,585) (5,250) (1) (1,387) (12,222) Non-cash activity — (5,392) 362 (5,030) Liability balance at September 30, 2023 $ — $ — $ — $ — (1) Represents cash payments for early termination fees associated with exiting operating leases, which were recorded as increases to right-of-use assets. Upon vacating the leased premises, any remaining balances related to right-of-use assets were written off. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Lease Expense | The following table summarizes total lease expense for the three and nine months ended September 30, 2023 and 2022 (in thousands): Condensed Statements of Operations Classification Three Months Ended Nine Months Ended 2023 2022 2023 2022 Operating lease expense Operating expenses $ 321 $ 1,923 $ 3,537 $ 6,432 Finance lease expense: Amortization of ROU assets Operating expenses — 55 82 161 Interest on lease liabilities Interest income, net — 6 8 21 Variable lease expense Operating expenses 144 657 784 1,789 Short-term lease expense Operating expenses — 9 5 76 Sublease income Operating expenses (378) (665) (1,711) (1,396) Total lease expense $ 87 $ 1,985 $ 2,705 $ 7,083 |
Schedule of Supplemental Cash Flow Information | The following table summarizes supplemental cash flow information for the nine months ended September 30, 2023 and 2022 (in thousands): Nine Months Ended September 30, 2023 2022 Cash paid for amounts included in the measurement of liabilities: Operating cash flows from operating leases $ 4,085 $ 4,872 Operating cash flows from finance leases 8 21 Financing cash flows from finance leases 254 203 Right-of-use asset obtained in exchange for new operating lease liability — 563 Right-of-use asset obtained in exchange for new finance lease liability 114 148 |
Schedule of Future Minimum Payments and Sublease Income under Noncancelable Leases | The following table summarizes maturities of lease liabilities and sublease income as of September 30, 2023 (in thousands): Operating Leases Sublease Income Payments Net Lease Income Payments 2023 (remaining three months) $ 369 $ (388) $ (19) 2024 1,000 (1,044) (44) Total lease payments (undiscounted) 1,369 $ (1,432) $ (63) Less interest or imputed interest 16 Total present value of lease liabilities 1,353 Less: Lease liabilities, current (1,353) Lease liabilities, non-current $ — |
Common Stock and Stock-Based _2
Common Stock and Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | Common stock reserved for future issuance, on an as converted basis, consisted of the following: September 30, December 31, Stock options outstanding 3,055,249 5,369,808 RSUs and PSUs outstanding 2,010,450 531,366 Shares available for future grants under equity incentive plans 5,767,781 4,654,922 Shares available for issuance under ESPP 1,234,610 872,792 Total 12,068,090 11,428,888 |
Schedule of Components of Stock-Based Compensation Expense | The following table summarizes the components of stock-based compensation expense recognized in the Company’s condensed statements of operations during the three and nine months ended September 30, 2023 and 2022 (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Research and development $ — $ 2,707 $ 972 $ 9,002 General and administrative 2,531 3,135 6,610 9,622 Restructuring, impairment, and related charges — — — (419) Total stock-based compensation expense $ 2,531 $ 5,842 $ 7,582 $ 18,205 |
Schedule of Stock Option Activity | The following summarizes stock option activity (in thousands, except share, per share, and year amounts): Total Options Outstanding Weighted- Weighted- Aggregate Outstanding as of December 31, 2022 5,369,808 $ 17.28 7.6 $ 11 Granted 768,000 0.39 Exercised — — Canceled (3,082,559) 17.18 Outstanding as of September 30, 2023 3,055,249 $ 13.14 7.4 $ — Exercisable as of September 30, 2023 1,904,507 $ 13.17 6.8 $ — |
Schedule of Restricted Stock Unit Activity | The following summarizes RSU and PSU activity: RSUs PSUs Number of Shares Weighted- Number of Shares Weighted- Outstanding as of December 31, 2022 531,366 $ 10.12 — $ — Granted — — 3,461,640 0.30 Vested (81,045) 9.91 (1,600,661) 0.30 Canceled (300,850) 11.04 — — Outstanding as of September 30, 2023 149,471 $ 8.39 1,860,979 $ 0.30 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of the basic and diluted net loss per share (in thousands except share and per share data): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Numerator: Net loss $ (6,937) $ (25,206) $ (52,187) $ (103,726) Denominator: Weighted-average shares of common stock outstanding used in the calculation of basic and diluted net loss per share 39,751,028 38,914,570 39,426,218 38,769,226 Net loss per share, basic and diluted $ (0.17) $ (0.65) $ (1.32) $ (2.68) |
Schedule of Weighted Average Potential Shares Excluded from Computation of Diluted Net Loss Per Common Share | Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: September 30, 2023 2022 Stock options outstanding 3,055,249 6,069,603 RSUs and PSUs outstanding 2,010,450 747,676 |
Description of Business (Detail
Description of Business (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||
Sep. 21, 2023 | Jan. 31, 2022 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 20, 2023 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Net loss | $ (6,937) | $ (17,333) | $ (27,917) | $ (25,206) | $ (35,945) | $ (42,575) | $ (52,187) | $ (103,726) | ||||
Accumulated deficit | (418,157) | (418,157) | $ (365,970) | |||||||||
Cash and cash equivalents | $ 18,103 | $ 76,020 | 18,103 | $ 76,020 | $ 61,145 | |||||||
At The Market | Sales Agreement | Agents | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Shares reserved for issuance of common stock upon initial public offering, net of underwriter's' commission and issuance costs (in shares) | 150,000,000 | |||||||||||
Maximum public float limit to raise capital | $ 75,000 | |||||||||||
Issuance of common stock upon initial public offering, net of underwriters’ commission and issuance costs (in shares) | 0 | |||||||||||
Merger Agreement Member | Minimum | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Termination Fee | $ 400 | |||||||||||
Merger Agreement Member | Maximum | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Termination Fee | $ 600 | |||||||||||
Cyclo Therapeutics | AMT | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Common stock exchange rate (in shares) | 0.174 | |||||||||||
AMT Share Holders | AMT | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Ownership percentage | 25% | |||||||||||
Cyclo Stockholders | AMT | ||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||
Ownership percentage | 75% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Reclassification [Line Items] | ||||
Restructuring, impairment, and related charges | $ (40) | $ 12 | $ 16,832 | $ 3,799 |
Research and development | 250 | 18,233 | 15,796 | 72,273 |
General and administrative | $ 7,007 | $ 7,281 | $ 20,804 | 28,052 |
Revision of Prior Period, Reclassification, Adjustment | Research and Development Expense Reclassification to Restructuring, Impairment and Related Charges | ||||
Reclassification [Line Items] | ||||
Restructuring, impairment, and related charges | 3,100 | |||
Research and development | (3,100) | |||
Revision of Prior Period, Reclassification, Adjustment | General and Administrative Expense Reclassification to Restructuring, Impairment and Related Charges | ||||
Reclassification [Line Items] | ||||
Restructuring, impairment, and related charges | 700 | |||
General and administrative | $ (700) |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 18,103 | $ 61,145 | $ 76,020 |
Restricted cash | 0 | $ 916 | 916 |
Total cash, cash equivalents and restricted cash | $ 18,103 | $ 76,936 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Recurring - Level 1 - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | $ 17,853 | $ 40,729 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 17,853 | 40,729 |
Money market funds invested in U.S. government obligations | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 17,853 | 40,729 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | $ 17,853 | $ 40,729 |
Balance Sheet Components - Narr
Balance Sheet Components - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Property Plant And Equipment [Line Items] | |||||
Prepaid clinical expenses | $ 0 | $ 0 | $ 1,200 | ||
Asset impairments | 5,392 | $ 80 | |||
Depreciation expense | $ 0 | $ 600 | 800 | $ 2,300 | |
March 2023 Restructuring Plan | |||||
Property Plant And Equipment [Line Items] | |||||
Asset impairments | $ 5,400 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 221 | $ 17,230 |
Accumulated depreciation | (190) | (9,047) |
Total property and equipment, net | 31 | 8,183 |
Laboratory and manufacturing equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 0 | 11,421 |
Leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 221 | 5,246 |
Computer and office equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 0 | 491 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 0 | $ 72 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Professional services | $ 1,100 | $ 728 |
Compensation expenses | 872 | 3,985 |
Research and development expenses | 0 | 3,508 |
Property and equipment | 0 | 7 |
Other | 289 | 432 |
Total accrued expenses | $ 2,261 | $ 8,660 |
Restructuring, Impairment, an_3
Restructuring, Impairment, and Related Charges - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2023 employee | May 31, 2022 employee | Sep. 30, 2023 USD ($) employee | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) employee | Sep. 30, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||
Employee termination benefits | $ 0 | $ 0 | $ 5,585 | $ 3,339 | ||
Number of employees | employee | 13 | 13 | ||||
Non-cash asset impairment charges | $ 5,392 | 80 | ||||
Other related costs | $ (40) | 12 | 605 | 799 | ||
Loss on disposal of property and equipment | 295 | 0 | ||||
Gain on partial termination of lease | 702 | 0 | ||||
Restructuring, impairment, and related charges | (40) | 12 | 16,832 | 3,799 | ||
Reduction in stock-based compensation expense | $ 0 | $ 0 | 0 | 419 | ||
March 2023 Restructuring Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Employee termination benefits | 5,600 | |||||
Non-cash asset impairment charges | 5,400 | |||||
Other related costs | 600 | |||||
Loss on disposal of property and equipment | 300 | |||||
Gain on partial termination of lease | 700 | |||||
May 2022 Restructuring Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Employee termination benefits | 3,300 | |||||
Non-cash asset impairment charges | 100 | |||||
Other related costs | 800 | |||||
Restructuring, impairment, and related charges | 3,800 | |||||
Reduction in stock-based compensation expense | $ 400 | |||||
Severance Payments and Other Employee-Related Separation Costs | March 2023 Restructuring Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Reduction in number of employees | employee | 63 | |||||
Percentage of reduction in workforce | 82% | |||||
Severance Payments and Other Employee-Related Separation Costs | May 2022 Restructuring Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Reduction in number of employees | employee | 52 | |||||
Percentage of reduction in workforce | 40% | |||||
Contract Termination Fees | March 2023 Restructuring Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other related costs | $ 1,000 |
Restructuring, Impairment, an_4
Restructuring, Impairment, and Related Charges - Restructuring and Related Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Restructuring and Related Activities [Abstract] | ||||
Employee termination benefits | $ 0 | $ 0 | $ 5,585 | $ 3,339 |
Stock-based compensation | 0 | 0 | 0 | (419) |
Asset impairments | 0 | 0 | 10,642 | 80 |
Other related costs | (40) | 12 | 605 | 799 |
Total restructuring, impairments, and related charges | $ (40) | $ 12 | $ 16,832 | $ 3,799 |
Restructuring, Impairment, an_5
Restructuring, Impairment, and Related Charges - Asset Impairment Charges (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Liability balance at beginning of period | $ 420 |
Expense | 16,832 |
Payments | (12,222) |
Non-cash activity | (5,030) |
Liability balance at end of period | 0 |
Employee Termination Benefits | |
Restructuring Reserve [Roll Forward] | |
Liability balance at beginning of period | 0 |
Expense | 5,585 |
Payments | (5,585) |
Non-cash activity | 0 |
Liability balance at end of period | 0 |
Asset Impairments | |
Restructuring Reserve [Roll Forward] | |
Liability balance at beginning of period | 0 |
Expense | 10,642 |
Payments | (5,250) |
Non-cash activity | (5,392) |
Liability balance at end of period | 0 |
Other Related Costs | |
Restructuring Reserve [Roll Forward] | |
Liability balance at beginning of period | 420 |
Expense | 605 |
Payments | (1,387) |
Non-cash activity | 362 |
Liability balance at end of period | $ 0 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | ||
May 31, 2023 USD ($) ft² | Sep. 30, 2023 USD ($) ft² | Sep. 30, 2022 USD ($) | Feb. 28, 2021 ft² | |
Lessee Lease Description [Line Items] | ||||
Gain on partial termination of lease | $ 702 | $ 0 | ||
Weighted average remaining lease term | 10 months 24 days | |||
Weighted average discount rate | 2.60% | |||
Minimum | ||||
Lessee Lease Description [Line Items] | ||||
Finance lease term | 3 years | |||
Maximum | ||||
Lessee Lease Description [Line Items] | ||||
Finance lease term | 5 years | |||
Office and Laboratory Space | ||||
Lessee Lease Description [Line Items] | ||||
Rentable area | ft² | 18,748 | 84,321 | ||
Right-of-use asset reduction | $ 10,000 | |||
Lease liability reduction | 10,700 | |||
Gain on partial termination of lease | 700 | |||
Payment for lease modification | 5,300 | |||
Security deposit | $ 900 | |||
Warehouse Space | ||||
Lessee Lease Description [Line Items] | ||||
Rentable area | ft² | 20,000 | |||
Payment for lease modification | $ 800 | |||
Security deposit | $ 300 |
Leases - Schedule of Lease Expe
Leases - Schedule of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease expense | $ 321 | $ 1,923 | $ 3,537 | $ 6,432 |
Finance lease expense: | ||||
Amortization of ROU assets | 0 | 55 | 82 | 161 |
Interest on lease liabilities | 0 | 6 | 8 | 21 |
Variable lease expense | 144 | 657 | 784 | 1,789 |
Short-term lease expense | 0 | 9 | 5 | 76 |
Sublease income | (378) | (665) | (1,711) | (1,396) |
Total lease expense | $ 87 | $ 1,985 | $ 2,705 | $ 7,083 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash paid for amounts included in the measurement of liabilities: | ||
Operating cash flows from operating leases | $ 4,085 | $ 4,872 |
Operating cash flows from finance leases | 8 | 21 |
Financing cash flows from finance leases | 254 | 203 |
Right-of-use asset obtained in exchange for new operating lease liability | 0 | 563 |
Right-of-use asset obtained in exchange for new finance lease liability | $ 114 | $ 148 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Lease Liabilities and Sublease Income (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2023 (remaining three months) | $ 369 | |
2024 | 1,000 | |
Total lease payments (undiscounted) | 1,369 | |
Less interest or imputed interest | 16 | |
Total present value of lease liabilities | 1,353 | |
Less: Lease liabilities, current | (1,353) | $ (4,639) |
Lease liabilities, non-current | 0 | $ 31,228 |
Sublease Income Payments | ||
2023 (remaining three months) | (388) | |
2024 | (1,044) | |
Total lease payments (undiscounted) | (1,432) | |
Net Lease Income Payments | ||
2023 (remaining three months) | (19) | |
2024 | (44) | |
Total lease payments (undiscounted) | $ (63) |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Feb. 28, 2023 USD ($) |
Other Commitments [Line Items] | |
Success fee percentage upon consummation of transaction | 3% |
Minimum | |
Other Commitments [Line Items] | |
Success fee payable upon consummation of transaction | $ 1.5 |
Common Stock and Stock-Based _3
Common Stock and Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jan. 01, 2023 shares | Apr. 30, 2023 shares | Sep. 30, 2023 USD ($) vote $ / shares shares | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) vote $ / shares shares | Sep. 30, 2022 USD ($) | Dec. 31, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock, shares authorized | 450,000,000 | 450,000,000 | 450,000,000 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Number of voting rights for each common stock held | vote | 1 | 1 | |||||
Total unrecognized stock-based compensation expense related to stock options granted | $ | $ 7,300 | $ 7,300 | |||||
Total unrecognized stock-based compensation expense related to nonvested awards weighted average period of recognition | 1 year 9 months 18 days | ||||||
Consulting agreement term | 6 months | ||||||
Stock-based compensation | $ | 2,531 | $ 5,842 | $ 7,582 | $ 18,205 | |||
ESPP | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Increase in shares available for grant (in shares) | 391,818 | ||||||
PSUs | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Granted (in shares) | 3,461,640 | ||||||
Stock-based compensation | $ | 900 | ||||||
PSUs | Director | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Granted (in shares) | 886,111 | ||||||
RSUs | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Granted (in shares) | 0 | ||||||
RSUs and PSUs outstanding | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Total unrecognized stock-based compensation expense related to nonvested awards weighted average period of recognition | 1 month 6 days | ||||||
Total stock-based compensation expense related to unvested restricted stock units and awards | $ | $ 100 | $ 100 | |||||
2020 Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Increase in shares available for grant (in shares) | 1,959,090 | ||||||
2020 Plan | PSUs | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Granted (in shares) | 2,575,529 |
Common Stock and Stock-Based _4
Common Stock and Stock-Based Compensation - Schedule of Common Stock Reserved for Future Issuance (Details) - shares | Sep. 30, 2023 | Dec. 31, 2022 |
Class Of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 12,068,090 | 11,428,888 |
Stock options outstanding | ||
Class Of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 3,055,249 | 5,369,808 |
RSUs and PSUs outstanding | ||
Class Of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 2,010,450 | 531,366 |
Shares available for future grants under equity incentive plans | ||
Class Of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 5,767,781 | 4,654,922 |
Shares available for issuance under ESPP | ||
Class Of Stock [Line Items] | ||
Common stock reserved for future issuance (in shares) | 1,234,610 | 872,792 |
Common Stock and Stock-Based _5
Common Stock and Stock-Based Compensation - Schedule of Components of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 2,531 | $ 5,842 | $ 7,582 | $ 18,205 |
Research and development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 0 | 2,707 | 972 | 9,002 |
General and administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 2,531 | 3,135 | 6,610 | 9,622 |
Restructuring, impairment, and related charges | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 0 | $ 0 | $ 0 | $ (419) |
Common Stock and Stock-Based _6
Common Stock and Stock-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Total Options Outstanding | ||
Beginning balance (in shares) | 5,369,808 | |
Granted (in shares) | 768,000 | |
Exercised (in shares) | 0 | |
Canceled (in shares) | (3,082,559) | |
Ending balance (in shares) | 3,055,249 | 5,369,808 |
Options exercisable (in shares) | 1,904,507 | |
Weighted- Average Exercise Price | ||
Beginning balance (in dollars per share) | $ 17.28 | |
Granted (in dollars per share) | 0.39 | |
Exercised (in dollars per share) | 0 | |
Canceled (in dollars per share) | 17.18 | |
Ending balance (in dollars per share) | 13.14 | $ 17.28 |
Options exercisable, weighted-average exercise price (in dollars per share) | $ 13.17 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract] | ||
Options outstanding, weighted-average remaining contractual life | 7 years 4 months 24 days | 7 years 7 months 6 days |
Options exercisable, weighted-average remaining contractual life | 6 years 9 months 18 days | |
Options outstanding, aggregate intrinsic value | $ 0 | $ 11 |
Options exercisable, aggregate intrinsic value | $ 0 |
Common Stock and Stock-Based _7
Common Stock and Stock-Based Compensation - Schedule of RSU and PSU Activity (Details) | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
RSUs | |
Number of Shares | |
Outstanding (in shares) | shares | 531,366 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (81,045) |
Canceled (in shares) | shares | (300,850) |
Outstanding (in shares) | shares | 149,471 |
Weighted- Average Grant Date Fair Value per Share | |
Outstanding (in dollars per share) | $ / shares | $ 10.12 |
Granted (in dollars per share) | $ / shares | 0 |
Vested (in dollars per share) | $ / shares | 9.91 |
Canceled (in dollars per share) | $ / shares | 11.04 |
Outstanding (in dollars per share) | $ / shares | $ 8.39 |
PSUs | |
Number of Shares | |
Outstanding (in shares) | shares | 0 |
Granted (in shares) | shares | 3,461,640 |
Vested (in shares) | shares | (1,600,661) |
Canceled (in shares) | shares | 0 |
Outstanding (in shares) | shares | 1,860,979 |
Weighted- Average Grant Date Fair Value per Share | |
Outstanding (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 0.30 |
Vested (in dollars per share) | $ / shares | 0.30 |
Canceled (in dollars per share) | $ / shares | 0 |
Outstanding (in dollars per share) | $ / shares | $ 0.30 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||||||
Net loss | $ (6,937) | $ (17,333) | $ (27,917) | $ (25,206) | $ (35,945) | $ (42,575) | $ (52,187) | $ (103,726) |
Denominator: | ||||||||
Weighted-average shares of common stock outstanding used in the calculation of basic net loss per share (in shares) | 39,751,028 | 38,914,570 | 39,426,218 | 38,769,226 | ||||
Weighted-average shares of common stock outstanding used in the calculation of diluted net loss per share (in shares) | 39,751,028 | 38,914,570 | 39,426,218 | 38,769,226 | ||||
Net loss per share, basic (in dollars per share) | $ (0.17) | $ (0.65) | $ (1.32) | $ (2.68) | ||||
Net loss per share, diluted (in dollars per share) | $ (0.17) | $ (0.65) | $ (1.32) | $ (2.68) |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Weighted Average Potential Shares Excluded from Computation of Diluted Net Loss Per Common Share (Details) - shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Stock options outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total stock options outstanding | 3,055,249 | 6,069,603 |
RSUs and PSUs outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total stock options outstanding | 2,010,450 | 747,676 |