Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | May 05, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Registrant Name | PARDES BIOSCIENCES, INC. | |
Entity File Number | 001-40067 | |
Entity Tax Identification Number | 85-2696306 | |
Entity Address, Address Line One | 2173 Salk Avenue | |
Entity Address, Address Line Two | Suite 250 | |
Entity Address, Address Line Three | PMB#052 | |
Entity Address, City or Town | Carlsbad | |
Entity Address, Postal Zip Code | 92008 | |
City Area Code | 415 | |
Local Phone Number | 649-8758 | |
Entity Central Index Key | 0001822711 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, State or Province | CA | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Title of 12(b) Security | Common stock, par value $0.0001 per share | |
Trading Symbol | PRDS | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 62,320,924 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 247,919 | $ 268,678 |
Prepaid expenses and other current assets | 7,225 | 6,581 |
Total current assets | 255,144 | 275,259 |
Total assets | 255,144 | 275,259 |
Current liabilities: | ||
Accounts payable | 2,366 | 2,385 |
Accrued expenses | 6,397 | 6,580 |
Total current liabilities | 8,763 | 8,965 |
Total liabilities | 8,763 | 8,965 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity (deficit): | ||
Preferred stock: $0.0001 par value; 10,000,000 and no shares authorized at March 31, 2022 and December 31, 2021, respectively; no shares issued and outstanding at March 31, 2022 and December 31, 2021 | 0 | 0 |
Common stock: $0.0001 par value at March 31, 2022 and December 31, 2021; 250,000,000 shares authorized at March 31, 2022 and December 31, 2021; 62,378,996 shares issued at March 31, 2022 and December 31, 2021; and 57,376,298 and 56,765,533 shares outstanding at March 31, 2022 and December 31, 2021, respectively | 6 | 6 |
Additional paid-in capital | 319,339 | 317,812 |
Accumulated deficit | (72,964) | (51,524) |
Total stockholders' equity | 246,381 | 266,294 |
Total liabilities and stockholders' equity | $ 255,144 | $ 275,259 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 | Jan. 01, 2021 |
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Common stock, shares authorized | 250,000,000 | 250,000,000 | |
Common stock, shares issued | 62,378,996 | 62,378,996 | |
Common stock, shares outstanding | 57,376,298 | 56,765,533 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating expenses: | ||
Research and development | $ 13,199 | $ 3,445 |
General and administrative | 8,226 | 1,081 |
Total operating expenses | 21,425 | 4,526 |
Other income (expense): | ||
Other (expense) income, net | (15) | 3 |
Net loss and comprehensive loss | $ (21,440) | $ (4,523) |
Net loss per share, basic and diluted | $ (0.38) | $ (6.19) |
Weighted-average number of common shares used in computing net loss per share, basic and diluted | 57,039,069 | 731,175 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity - USD ($) $ in Thousands | Total | Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Retained Earnings |
Balance at the beginning at Dec. 31, 2020 | $ (13,006) | $ 0 | $ (13,006) | ||
Balance at the beginning ,Temporary Equity Shares at Dec. 31, 2020 | 0 | ||||
Balance at the beginning, Temporary equity at Dec. 31, 2020 | $ 0 | ||||
Balance at the beginning at Dec. 31, 2020 | 0 | ||||
Common Stock, Par Value at Dec. 31, 2020 | $ 0 | ||||
Net loss | (4,523) | (4,523) | |||
Balance at the end at Mar. 31, 2021 | (17,453) | 76 | (17,529) | ||
Balance at the end at Mar. 31, 2021 | 19,601,193 | ||||
Balance at the end at Mar. 31, 2021 | $ 59,132 | ||||
Balance at the end at Mar. 31, 2021 | 1,534,646 | ||||
Common Stock, Par Value at Mar. 31, 2021 | $ 0 | ||||
Issuance of series A convertible preferred stock for cash, net of issuance costs (Shares) | 13,756,122 | ||||
Issuance of series A convertible preferred stock for cash, net of issuance costs | $ 44,324 | ||||
Stock-based compensation expense | 76 | 76 | |||
Conversion of SAFE agreements into shares of convertible preferred stock (Shares) | 5,845,071 | ||||
Conversion of SAFE agreements into shares of convertible preferred stock | $ 14,808 | ||||
Vesting of restricted common stock | 1,534,646 | ||||
Balance at the beginning at Dec. 31, 2021 | $ 266,294 | 317,812 | (51,524) | ||
Balance at the beginning ,Temporary Equity Shares at Dec. 31, 2021 | 0 | ||||
Balance at the beginning, Temporary equity at Dec. 31, 2021 | $ 0 | ||||
Balance at the beginning at Dec. 31, 2021 | 56,765,533 | 56,765,533 | |||
Common Stock, Par Value at Dec. 31, 2021 | $ 0.0001 | $ 6 | |||
Net loss | $ (21,440) | (21,440) | |||
Balance at the end at Mar. 31, 2022 | $ (246,381) | 319,339 | $ (72,964) | ||
Balance at the end at Mar. 31, 2022 | 0 | ||||
Balance at the end at Mar. 31, 2022 | $ 0 | ||||
Balance at the end at Mar. 31, 2022 | 57,376,298 | 57,376,298 | |||
Common Stock, Par Value at Mar. 31, 2022 | $ 0.0001 | $ 6 | |||
Stock-based compensation expense | $ 1,527 | $ 1,527 | |||
Vesting of restricted common stock | 610,765 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders Equity (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Series A Convertible Preferred Stock | |
Net of Issuance cost | $ 176 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating activities: | ||
Net loss | $ (21,440) | $ (4,523) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 1,527 | 76 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (645) | (6) |
Accounts payable | 216 | (303) |
Accrued expenses | (20) | 1,008 |
Net cash used in operating activities | (20,362) | (3,748) |
Financing activities: | ||
Proceeds from issuance of convertible preferred stock into common stock | 0 | 44,500 |
Cash paid for deferred offering costs | (397) | (83) |
Payment of issuance costs for convertible preferred stock | 0 | (176) |
Net cash provided by financing activities | (397) | 44,241 |
(Decrease) increase in cash and cash equivalents | (20,759) | 40,493 |
Cash and cash equivalents at beginning of period | 268,678 | 3,410 |
Cash and cash equivalents at end of period | 247,919 | 43,903 |
Non-cash financing activities: | ||
Conversion of 2020 SAFE agreements into shares of convertible preferred stock | 0 | 14,808 |
Deferred offering costs included in accounts payable and accrued expenses | $ 0 | $ 174 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | Note 1. Description of Business Description of Business Unless the context otherwise requires, references in these notes to “Pardes,” “the Company,” “we,” “us” and “our” and any related terms are intended to mean Pardes Biosciences, Inc. and its subsidiary. Pardes Biosciences, Inc. is a clinical-stage biopharmaceutical company focused on discovering, developing and commercializing novel therapeutics to improve the lives of patients suffering from life-threatening disease, starting with our lead product candidate, PBI-0451, which is in clinical development and intended to treat and prevent coronaviral (CoV) infections. COVID-19 is caused by infection with the severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2), and has emerged as the most significant pandemic threat to the world in many decades. We have built a discovery platform designed to target reactive nucleophiles, such as those in cysteine proteases. By leveraging our deep understanding of structure-based drug design, reversible covalent chemistry and viral biology, we have discovered and are developing novel product candidates with low nanomolar potency against SARS-CoV-2 and broad activity against all known pathogenic human coronaviruses. Our lead product candidate, PBI-0451, inhibits the main coronaviral cysteine protease, a viral protein essential for replication of all known coronaviruses, including SARS-CoV-2. References in these notes to the unaudited condensed financial statements to “Pardes Biosciences, Inc.,” refer to Pardes Biosciences Sub, Inc., a Delaware corporation incorporated in February 2020 and formerly known as Pardes Biosciences, Inc. (“Old Pardes”), for the periods prior to its business combination transaction that took place on December 23, 2021 and Pardes Biosciences, Inc., a Delaware corporation incorporated in August 2020 and formerly known as FS Development Corp. II (“FSDC II”), and its subsidiary for the periods following the Business Combination. Business Combination On December 23, 2021 (the “Closing Date”), Old Pardes and FSDC II completed the transactions contemplated by the Agreement and Plan of Merger, dated as of June 29, 2021 (as amended on November 7, 2021, the “Merger Agreement”), by and among Old Pardes, Shareholder Representative Services LLC, a Colorado limited liability company solely in its capacity as the representative, agent and attorney-in-fact of the Company Securityholders (as defined in the Merger Agreement), FSDC II and Orchard Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of FSDC II (“Merger Sub”). FSDC II was formed in August 2020 for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. On the day prior to the Closing Date, Old Pardes changed its name to “Pardes Biosciences Sub, Inc.” Pursuant to the Merger Agreement, on the Closing Date, (i) FSDC II changed its name to “Pardes Biosciences, Inc.” (together with its consolidated subsidiary, “New Pardes”), and (ii) Old Pardes merged with and into Merger Sub (the “Merger”), with Old Pardes as the surviving company in the Merger and, after giving effect to such Merger, Old Pardes becoming a wholly-owned subsidiary of New Pardes. On January 31, 2022, Old Pardes merged with and into New Pardes. In connection with the transactions contemplated under the Merger Agreement and described above (collectively, the “Business Combination”) certain investors purchased an aggregate of $ 75.0 million of our common stock in a private placement of public equity (the “PIPE Investment”). Together with FSDC II’s cash resources and funding of the PIPE Investment, we received net proceeds of approximately $ 257.5 million. For additional information on the Business Combination, please refer to Note 4, Business Combination , to the consolidated financial statements included in Part II, Item 8 of our Form 10-K for the fiscal year ended December 31, 2021. Through March 31, 2022, we have funded our operations primarily with proceeds from the issuance of Simple Agreements for Future Equity (“SAFEs”), convertible preferred stock financing, the Business Combination and the PIPE Investment. We believe that our $ 247.9 million of cash and cash equivalents as of March 31, 2022 will enable us to fund our current planned operations for at least twelve months from the issuance date of these condensed financial statements, though we may raise additional capital through a combination of equity offerings, debt financings, collaborations, strategic alliances and marketing, distribution or licensing arrangements, government funding and grants. Management’s expectations with respect to our ability to fund current planned operations is based on estimates that are subject to risks and uncertainties. Our operating plan may change as a result of many factors currently unknown to management, and there can be no assurance that the current operating plan will be achieved in the time frame anticipated by us or at all, and we may need to seek additional funds sooner than anticipated. If adequate funds are not available to us on a timely basis, on acceptable terms or at all, management may be required to delay, limit, reduce or terminate certain of its research, product development or future commercialization efforts, obtain funds through arrangements with collaborators on terms unfavorable to us, or pursue merger or acquisition strategies, all of which could adversely affect the holdings or the rights of our stockholders. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission (“SEC”) on March 29, 2022, from which we derived our balance sheet as of December 31, 2021. The accompanying unaudited condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, since they are interim statements, the accompanying unaudited condensed financial statements reflect all adjustments, consisting of normal recurring adjustments, that are, in the opinion of our management, necessary to a fair statement of the results for the interim periods presented. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of results to be expected for the year ending December 31, 2022 or for any other future annual or interim period. As a result of the Business Combination, the shares and corresponding capital amounts and loss per share amounts related to Old Pardes’ outstanding redeemable convertible preferred stock and common stock prior to the Business Combination have been retroactively restated to reflect the conversion ratio of 1.4078 (“Conversion Ratio”) established in the Merger Agreement. For additional information on the Business Combination and the Conversion Ratio, please read Note 4, Business Combination , to the audited consolidated financial statements included in Part II, Item 8 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021. Use of Estimates The preparation of the unaudited condensed financial statements in accordance with GAAP requires our management to make estimates and assumptions that affect the amounts reported on our unaudited condensed financial statements and accompanying notes. The amounts reported could differ under different estimates and assumptions. On an ongoing basis, we evaluate our estimates and judgements, which are based on historical and anticipated results and trends and on various other assumptions that management believes to be reasonable under the circumstances. Though the impact of the COVID-19 pandemic on our business and operating results presents additional uncertainty, we continue to use the best information available to form our critical accounting estimates. By their nature, estimates are subject to an inherent degree of uncertainty and, as such, actual results may differ from management’s estimates. Impact of COVID-19 In December 2019, a novel strain of coronavirus, which causes the disease known as COVID-19, was reported to have surfaced. Since then, COVID-19 has spread globally. In March 2020, the World Health Organization declared the COVID-19 outbreak a pandemic and the U.S. government imposed travel restrictions on travel between the United States, Europe and certain other countries. The outbreak and government measures taken in response thereto have had a significant impact, both direct and indirect, on businesses and commerce, as certain worker shortages have occurred, supply chains have been disrupted, and facilities and production have been suspended. The future progression of the pandemic and its effects on our business and operations are uncertain. We are monitoring the potential impact of COVID-19 on our business and condensed financial statements. The effects of the public health directives and our work-from-home policies may negatively impact productivity, disrupt our business, and delay clinical programs and timelines and future clinical trials, the magnitude of which will depend, in part, on the length and severity of the restrictions and other limitations on our ability to conduct business in the ordinary course. These and similar, and perhaps more severe, disruptions in our operations could negatively impact business, results of operations and financial condition, including our ability to obtain financing. To date, we have not incurred impairment losses in the carrying values of our assets as a result of the COVID-19 pandemic and are not aware of any specific related event or circumstance that would require us to revise our estimates reflected in the unaudited condensed financial statements. We cannot be certain what the overall impact of the COVID-19 pandemic will be on our business and prospects. The extent to which the COVID-19 pandemic will directly or indirectly impact our business, results of operations, financial condition, and liquidity, including planned and future clinical trials and research and development costs, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19, the actions taken to contain or treat it, and the duration and intensity of the related effects. Significant Accounting Policies The accounting policies we follow are set forth in our audited consolidated financial statements for the fiscal year ended December 31, 2021. For further information, please refer to the consolidated financial statements and footnotes thereto included in Part II, Item 8 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021. There have been no material changes to these accounting policies. Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted average number of common shares and common stock equivalents outstanding for the period determined using the treasury-stock method. Common stock equivalents are only included in the calculation of diluted earnings per common share when net income is reported and their effect is dilutive. For the periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to our net loss position. Basic and diluted net loss attributable to common stockholders per share is presented in conformity with the two-class method required for participating securities as shares of unvested restricted stock are considered participating securities. Our participating securities do not have a contractual obligation to share in our losses. As such, the net loss was attributed entirely to common stockholders for all periods presented. As a result of the Business Combination, we have retroactively restated the weighted-average number of common shares and common stock equivalent outstanding prior to December 23, 2021 to give effect to the Conversion Ratio. The following outstanding shares of potentially dilutive securities were excluded from the calculation of diluted net loss per share attributable to common stockholders for the periods presented because including them would be anti-dilutive (in common stock equivalent shares): March 31, 2022 March 31, 2021 Conversion of outstanding convertible preferred stock — 19,601,193 Outstanding stock options 6,380,596 1,154,302 Restricted common stock subject to repurchase or forfeiture 4,944,626 8,227,040 Total 11,325,222 28,982,534 New Accounting Pronouncements Adopted and Not Yet Adopted In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-06 (“ASU 2020-06”): Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). ASU 2020-06 reduces the number of accounting models for convertible debt instruments by eliminating the cash conversion and beneficial conversion models. The diluted net income per share calculation for convertible instruments will require us to use the if-converted method. For contracts in an entity’s own equity, the type of contracts primarily affected by this update are freestanding and embedded features that are accounted for as derivatives under the current guidance due to a failure to meet the settlement conditions of the derivative scope exception. This update simplifies the related settlement assessment by removing the requirements to (i) consider whether the contract would be settled in registered shares, (ii) consider whether collateral is required to be posted, and (iii) assess shareholder rights. ASU 2020-06 is effective for us on January 1, 2024, with early adoption permitted. ASU No. 2020-06 can be adopted on either a fully retrospective or modified retrospective basis. We early adopted this update on January 1, 2022 using the modified retrospective method of transition and the impact on our financial statements was not material. In December 2019, the FASB issued ASU 2019 - 12 – Income Taxes (Topic 740 ): Simplifying the Accounting for Income Taxes, an authoritative guidance that simplifies the accounting for income taxes by removing certain exceptions and making simplifications in other areas. ASU 2019-12 is effective from the first quarter of fiscal year 2022. We adopted this update on January 1, 2022 and the impact on our financial statements was not material. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 362): Measurement of Credit Losses on Financial Statements (“ASU 2016-13”). The new standard requires that expected credit losses relating to financial assets measured on an amortized cost basis and available-for-sale debt securities be recorded through an allowance for credit losses. It also limits the amount of credit losses to be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and also requires the reversal of previously recognized credit losses if fair value increases. The targeted transition relief standard allows filers an option to irrevocably elect the fair value option of ASC 825-10, Financial Instruments-Overall, applied on an instrument-by-instrument basis for eligible instruments. ASU 2016-13 is effective for us on January 1, 2023, with early adoption permitted. We do not expect this update to have a material impact on our financial statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 3. Fair Value Measurements The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 — Observable inputs such as quoted prices in active markets; Level 2 — Inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3 — Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. At March 31, 2022 and December 31, 2021, we did not have financial assets that are measured at fair value on a recurring basis. As further described in Note 6, between April 2020 and December 2020, we entered into several SAFEs, (collectively the “2020 SAFEs”) with certain investors. We recorded the liability related to the 2020 SAFEs at fair value and subsequently remeasured the instruments to fair value using Level 3 fair value measurements. The fair value of the 2020 SAFEs was determined based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. We determined the fair value of the 2020 SAFEs based on the amount of proceeds received from new third-party investors for the 2020 SAFEs, the terms of the 2020 SAFEs, including the rate at which the 2020 SAFEs convert into qualified equity financing securities, the probability and timing of a qualified equity financing and the fair value of the underlying preferred stock. Estimates and assumptions impacting the fair value measurement include the probability of a qualified equity financing as defined in the 2020 SAFEs agreements, the expected timing of such event, and the fair value of our Series A preferred stock (the “Series A Preferred”). We estimated the probability and timing of the qualified equity financing based on management’s assumptions and knowledge of specified events at issuance and as of each reporting date. The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs (in thousands): Balance as of January 1, 2021 $ 14,808 Conversion into shares of convertible preferred stock ( 14,808 ) Balance as of March 31, 2021 $ — |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2022 | |
Prepaid Expense, Current [Abstract] | |
Prepaid Expenses and Other Current Assets | Note 4. Prepaid Expenses And Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): March 31, 2022 December 31, 2021 Prepaid insurance $ 4,331 $ 5,286 Prepaid research and development costs 2,185 639 Other prepaid expenses and current assets 709 656 Total $ 7,225 $ 6,581 |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2022 | |
Accrued Liabilities [Abstract] | |
Accrued Expenses | Note 5. Accrued Expenses Accrued expenses consisted of the following (in thousands): March 31, 2022 December 31, 2021 Research and development accruals $ 4,499 $ 4,050 Accrued compensation 1,271 1,659 Other accrued expenses 627 871 Total $ 6,397 $ 6,580 |
Simple Agreements for Future Eq
Simple Agreements for Future Equity | 3 Months Ended |
Mar. 31, 2022 | |
Simple Agreements For Future Equity [Abstract] | |
Simple Agreements for Future Equity | Note 6. Simple Agreements for Future Equity Between April 2020 and December 2020, we entered into the 2020 SAFEs, pursuant to which we received funding of $ 7.1 million in cash in exchange for SAFEs providing the investors the right to receive shares of our capital stock. The 2020 SAFEs contained a number of conversion and redemption provisions, including settlement upon liquidity or dissolution events. The 2020 SAFEs required that we issue equity to the SAFE holders in exchange for their investment upon an equity financing. An equity financing was defined as a transaction or series of transactions with the principal purpose of raising capital, pursuant to which we issued and sold preferred stock at a fixed valuation. The number of shares to be received by the 2020 SAFE investors was determined as the greater of the SAFE purchase amount divided by (i) the lowest price per share of the Series A Preferred or (ii) the SAFE purchase amount divided by the SAFE price per share. A liquidity event meant a change in control, a direct listing, or an initial public offering. In a liquidity or dissolution event, the investors’ right to receive cash out was junior to payment of outstanding indebtedness and creditor claims, on par for other SAFEs and preferred stock, and senior to common stock. The 2020 SAFEs had no interest rate or maturity date, and the 2020 SAFE investors had no voting right prior to conversion. The 2020 SAFEs were automatically converted on January 19, 2021, into 3,967,207 shares ( 2,818,034 shares as originally issued) of Series A-1 Preferred Stock, 852,908 shares ( 605,850 shares as originally issued) of Series A-2 Preferred Stock and 1,024,956 shares ( 728,058 shares as originally issued) of Series A-3 Preferred Stock with an aggregate fair value of $ 14.8 million based on the conversion ratio described in each respective SAFE agreement. The conversion price was $ 1.2420 for the Series A-1 Preferred Stock, $ 2.4841 for the Series A-2 Preferred Stock and $ 2.8981 for the Series A-3 Preferred Stock. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | Note 7. Stockholders’ Equity The condensed statements of stockholders’ equity have been retroactively adjusted for all periods presented to reflect the Business Combination and reverse capitalization as defined in Note 4, Business Combination, to the consolidated financial statements included in Part II, Item 8 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021. Convertible Preferred Stock In January 2021, we sold 13,756,122 shares ( 9,771,414 shares as originally issued) of Series A Preferred Stock for gross proceeds of $ 44.5 million and issued a total of 5,845,071 shares ( 4,151,942 shares as originally issued) of Series A-1, A-2 and A-3 Preferred Stock in satisfaction of our obligation under the 2020 SAFEs. On December 23, 2021, in connection with the closing of the Business Combination and pursuant to the Merger Agreement, all previously issued and outstanding Series A and Series A-1, A-2 and A-3 Preferred Stock were exchanged for shares of our common stock, respectively, pursuant to the Conversion Ratio. All fractional shares were rounded down. Upon the closing of the Business Combination, pursuant to the terms of the Second Amended and Restated Certificate of Incorporation dated December 23, 2021 (the “Certificate of Incorporation”), we authorized 10,000,000 shares of preferred stock, par value $ 0.0001 per share, all of which shares of preferred stock are undesignated. Our board of directors (the “Board”) has the authority, without further action by the stockholders, to issue such shares of preferred stock in one or more series, to establish from time to time the number of shares to be included in each such series, and to fix the designations, powers, voting, and other rights, preferences and privileges of the shares. As of March 31, 2022 and December 31, 2021, there were no shares of preferred stock outstanding. Common Stock In January 2021, we sold 105,585 shares ( 75,000 shares as originally issued) of restricted common stock to two directors of our Board for their Board services. The proceeds from the restricted common stock sale were immaterial to the condensed consolidated financial statements. The stock is subject to vesting ratably each month over 48 months . Pursuant to the Certificate of Incorporation, as of March 31, 2022 and December 31, 2021, there were 250,000,000 shares of common stock, par value $ 0.0001 per share, authorized. There were 62,378,996 shares issued as of March 31, 2022 and December 31, 2021. In March 2022, in connection with the departure of a former employee, the Company repurchased 58,072 unvested shares of common stock for an aggregate purchase price of $0. 41 . For accounting purposes, unvested restricted stock and the unvested shares repurchased by us are not deemed to be outstanding. Accordingly, there were 57,376,298 and 56,765,533 shares deemed outstanding as March 31, 2022 and December 31, 2021, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 8. Stock-Based Compensation The following table summarizes stock-based compensation expense for all stock-based compensation arrangements (in thousands): Three Months Ended March 31, 2022 2021 Research and development $ 463 $ 14 General and administrative 1,064 62 Total stock-based compensation $ 1,527 $ 76 As of March 31, 2022, the total unrecognized compensation cost related to outstanding time-based options was $ 26.7 million, which is expected to be recognized over a weighted-average period of 3.4 years. During the three months ended March 31, 2022 and 2021, we granted options to purchase 3,071,250 shares and 1,154,299 shares, respectively, of our common stock at the weighted-average grant date fair value of $ 9.55 and $ 3.78 per share, respectively. The assumptions used in the Black-Scholes option pricing model to determine the fair value of the stock options granted in the three months ended March 31, 2022 and 2021, were as follows: Three Months Ended March 31, 2022 2021 Risk-free interest rate 1.62 - 1.79 % 1.20 % Expected volatility 61.48 - 61.56 % 81.60 % Expected option life (in years) 6.00 - 6.08 6.20 Expected dividend yield - % - % Exercise price $ 6.00 -$ 11.32 $ 0.01 -$ 3.84 As disclosed in the Note 10 below, on March 25, 2022, our former Chief Executive Officer and President, Dr. Lopatin entered into the Transition and Separation Agreement and General Release of Claims (the “Separation Agreement”) and Consulting Agreement (the “Consulting Agreement”) with us, according to which Dr. Lopatin will continue as our full-time employee in the role of Chief Scientific and Strategic Advisor until April 30, 2022. Commencing May 1, 2022, and continuing through July 31, 2022, Dr. Lopatin’s hours will be reduced, and his annualized base salary will be subject to proportionate reduction upon reduction in hours. Starting from August 1, 2022, Dr. Lopatin will perform consulting services for us. As a result, Dr. Lopatin’s status as an employee will change. We considered Dr. Lopatin’s continued employment through July 31, 2022 as substantive for accounting purposes; however, his consulting service beginning on August 1, 2022 is not considered by us to be substantive for accounting purposes. This resulted in the recognition of Dr. Lopatin’s remaining unrecognized stock compensation expense in the amount of $ 2.6 million as of March 25, 2022 over the remaining vesting period of March 25, 2022 through July 31, 2022. The amount of stock-based compensation expense related to the three months ended March 31, 2022 is nominal. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9. Commitments and Contingencies Contingencies From time to time, we may become subject to claims or suits arising in the ordinary course of business. We accrue a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. As of March 31, 2022 and December 31, 2021, we were not a party to any material legal proceedings. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 10. Related Party Transactions Consulting agreements On March 1, 2022, Dr. Lopatin, our former Chief Executive Officer and President transitioned to the non-executive employee role of Chief Scientific and Strategic Advisor. On March 25, 2022, Dr. Lopatin entered into the Separation Agreement and Consulting Agreement with us. The Separation Agreement provides that until April 30, 2022, Dr. Lopatin will continue as our full-time employee in the role of Chief Scientific and Strategic Advisor and will continue to receive his base salary at his then current annualized rate. Commencing May 1, 2022, and continuing through July 31, 2022 (the “Separation Date”), Dr. Lopatin’s hours will be reduced and his annualized base salary will be subject to proportionate reduction upon reduction in hours. Immediately following the Separation Date, Dr. Lopatin will transition to a consultant pursuant to the Consulting Agreement. Dr. Lopatin will also remain on our Board as a Class III director until our 2024 annual meeting of stockholders and until his successor is duly elected and qualified, or, if sooner, until his earlier death, resignation or removal. Following the Separation Date, Dr. Lopatin will be entitled to compensation for his Board service consistent with the compensation provided to other non-employee directors under our Non-Employee Director Compensation Policy. Pursuant to the Separation Agreement, subject to Dr. Lopatin agreeing to a release of claims in favor of us and complying with certain other continuing obligations contained therein, we will provide Dr. Lopatin the severance benefits of a Tier 1 Executive under the terms and conditions set forth in the Executive Severance Plan, including (i) a severance amount equal to 12 months of his annual base salary in effect as of the date the Separation Agreement was signed and (ii) up to 12 months of monthly cash payments equal to the monthly employer contribution that we would have made to provide health insurance for Dr. Lopatin if he had remained employed by us based on the premiums as of the date of the Separation Date. We and Dr. Lopatin also executed the Consulting Agreement to be effective immediately following the Separation Date. Under the Consulting Agreement, Dr. Lopatin will additionally serve as a part-time consultant providing scientific and strategic advisory services and other projects as may be requested by the Chief Executive Officer until March 2, 2024, unless earlier terminated by either party in accordance with the terms of the Consulting Agreement. As of March 31, 2022, we accrued $ 0.5 million for Dr. Lopatin’s severance and compensation. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission (“SEC”) on March 29, 2022, from which we derived our balance sheet as of December 31, 2021. The accompanying unaudited condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, since they are interim statements, the accompanying unaudited condensed financial statements reflect all adjustments, consisting of normal recurring adjustments, that are, in the opinion of our management, necessary to a fair statement of the results for the interim periods presented. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of results to be expected for the year ending December 31, 2022 or for any other future annual or interim period. As a result of the Business Combination, the shares and corresponding capital amounts and loss per share amounts related to Old Pardes’ outstanding redeemable convertible preferred stock and common stock prior to the Business Combination have been retroactively restated to reflect the conversion ratio of 1.4078 (“Conversion Ratio”) established in the Merger Agreement. For additional information on the Business Combination and the Conversion Ratio, please read Note 4, Business Combination , to the audited consolidated financial statements included in Part II, Item 8 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021. |
Use of Estimates | Use of Estimates The preparation of the unaudited condensed financial statements in accordance with GAAP requires our management to make estimates and assumptions that affect the amounts reported on our unaudited condensed financial statements and accompanying notes. The amounts reported could differ under different estimates and assumptions. On an ongoing basis, we evaluate our estimates and judgements, which are based on historical and anticipated results and trends and on various other assumptions that management believes to be reasonable under the circumstances. Though the impact of the COVID-19 pandemic on our business and operating results presents additional uncertainty, we continue to use the best information available to form our critical accounting estimates. By their nature, estimates are subject to an inherent degree of uncertainty and, as such, actual results may differ from management’s estimates. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted average number of common shares and common stock equivalents outstanding for the period determined using the treasury-stock method. Common stock equivalents are only included in the calculation of diluted earnings per common share when net income is reported and their effect is dilutive. For the periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to our net loss position. Basic and diluted net loss attributable to common stockholders per share is presented in conformity with the two-class method required for participating securities as shares of unvested restricted stock are considered participating securities. Our participating securities do not have a contractual obligation to share in our losses. As such, the net loss was attributed entirely to common stockholders for all periods presented. As a result of the Business Combination, we have retroactively restated the weighted-average number of common shares and common stock equivalent outstanding prior to December 23, 2021 to give effect to the Conversion Ratio. |
New Accounting Pronouncements Not Yet Adopted | New Accounting Pronouncements Adopted and Not Yet Adopted In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-06 (“ASU 2020-06”): Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). ASU 2020-06 reduces the number of accounting models for convertible debt instruments by eliminating the cash conversion and beneficial conversion models. The diluted net income per share calculation for convertible instruments will require us to use the if-converted method. For contracts in an entity’s own equity, the type of contracts primarily affected by this update are freestanding and embedded features that are accounted for as derivatives under the current guidance due to a failure to meet the settlement conditions of the derivative scope exception. This update simplifies the related settlement assessment by removing the requirements to (i) consider whether the contract would be settled in registered shares, (ii) consider whether collateral is required to be posted, and (iii) assess shareholder rights. ASU 2020-06 is effective for us on January 1, 2024, with early adoption permitted. ASU No. 2020-06 can be adopted on either a fully retrospective or modified retrospective basis. We early adopted this update on January 1, 2022 using the modified retrospective method of transition and the impact on our financial statements was not material. In December 2019, the FASB issued ASU 2019 - 12 – Income Taxes (Topic 740 ): Simplifying the Accounting for Income Taxes, an authoritative guidance that simplifies the accounting for income taxes by removing certain exceptions and making simplifications in other areas. ASU 2019-12 is effective from the first quarter of fiscal year 2022. We adopted this update on January 1, 2022 and the impact on our financial statements was not material. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 362): Measurement of Credit Losses on Financial Statements (“ASU 2016-13”). The new standard requires that expected credit losses relating to financial assets measured on an amortized cost basis and available-for-sale debt securities be recorded through an allowance for credit losses. It also limits the amount of credit losses to be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and also requires the reversal of previously recognized credit losses if fair value increases. The targeted transition relief standard allows filers an option to irrevocably elect the fair value option of ASC 825-10, Financial Instruments-Overall, applied on an instrument-by-instrument basis for eligible instruments. ASU 2016-13 is effective for us on January 1, 2023, with early adoption permitted. We do not expect this update to have a material impact on our financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Potentially Dilutive Securities not Included in Calculation of Diluted Net Loss per Share would be Anti-dilutive | The following outstanding shares of potentially dilutive securities were excluded from the calculation of diluted net loss per share attributable to common stockholders for the periods presented because including them would be anti-dilutive (in common stock equivalent shares): March 31, 2022 March 31, 2021 Conversion of outstanding convertible preferred stock — 19,601,193 Outstanding stock options 6,380,596 1,154,302 Restricted common stock subject to repurchase or forfeiture 4,944,626 8,227,040 Total 11,325,222 28,982,534 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Reconciliation of Liabilities Measured at Fair Value | The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs (in thousands): Balance as of January 1, 2021 $ 14,808 Conversion into shares of convertible preferred stock ( 14,808 ) Balance as of March 31, 2021 $ — |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accrued Liabilities [Abstract] | |
Summary of Accrued Expenses | Accrued expenses consisted of the following (in thousands): March 31, 2022 December 31, 2021 Research and development accruals $ 4,499 $ 4,050 Accrued compensation 1,271 1,659 Other accrued expenses 627 871 Total $ 6,397 $ 6,580 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Prepaid Expense, Current [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): March 31, 2022 December 31, 2021 Prepaid insurance $ 4,331 $ 5,286 Prepaid research and development costs 2,185 639 Other prepaid expenses and current assets 709 656 Total $ 7,225 $ 6,581 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Weighted-average Assumptions Option Pricing Model to Determine Fair Value of Stock Options | The assumptions used in the Black-Scholes option pricing model to determine the fair value of the stock options granted in the three months ended March 31, 2022 and 2021, were as follows: Three Months Ended March 31, 2022 2021 Risk-free interest rate 1.62 - 1.79 % 1.20 % Expected volatility 61.48 - 61.56 % 81.60 % Expected option life (in years) 6.00 - 6.08 6.20 Expected dividend yield - % - % Exercise price $ 6.00 -$ 11.32 $ 0.01 -$ 3.84 As disclosed in the Note 10 below, on March 25, 2022, our former Chief Executive Officer and President, Dr. Lopatin entered into the Transition and Separation Agreement and General Release of Claims (the “Separation Agreement”) and Consulting Agreement (the “Consulting Agreement”) with us, according to which Dr. Lopatin will continue as our full-time employee in the role of Chief Scientific and Strategic Advisor until April 30, 2022. Commencing May 1, 2022, and continuing through July 31, 2022, Dr. Lopatin’s hours will be reduced, and his annualized base salary will be subject to proportionate reduction upon reduction in hours. Starting from August 1, 2022, Dr. Lopatin will perform consulting services for us. As a result, Dr. Lopatin’s status as an employee will change. We considered Dr. Lopatin’s continued employment through July 31, 2022 as substantive for accounting purposes; however, his consulting service beginning on August 1, 2022 is not considered by us to be substantive for accounting purposes. This resulted in the recognition of Dr. Lopatin’s remaining unrecognized stock compensation expense in the amount of $ 2.6 million as of March 25, 2022 over the remaining vesting period of March 25, 2022 through July 31, 2022. The amount of stock-based compensation expense related to the three months ended March 31, 2022 is nominal. |
Schedule Allocation of Stock-Based Compensation Expense | The following table summarizes stock-based compensation expense for all stock-based compensation arrangements (in thousands): Three Months Ended March 31, 2022 2021 Research and development $ 463 $ 14 General and administrative 1,064 62 Total stock-based compensation $ 1,527 $ 76 |
Description of Business - Addit
Description of Business - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 23, 2021 | Mar. 31, 2022 | Dec. 31, 2021 |
Description of Business and Summary of Significant Accounting Policies [Line Items] | |||
Common stock value issued | $ 6 | $ 6 | |
Cash and cash equivalents | 247,919 | $ 268,678 | |
PIPE Investment | |||
Description of Business and Summary of Significant Accounting Policies [Line Items] | |||
Common stock value issued | $ 75,000 | ||
Cash and cash equivalents | $ 247,900 | ||
The Business Combination and PIPE Investment | |||
Description of Business and Summary of Significant Accounting Policies [Line Items] | |||
Proceeds from issuance of common stock in connection with the Business Combination | $ 257,500 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - shares | Mar. 31, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Common stock, shares outstanding | 57,376,298 | 56,765,533 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Securities not Included in Calculation of Diluted Net Loss per Share would be Anti-dilutive (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of diluted net loss per share because to do so would be anti-dilutive | 11,325,222 | 28,982,534 |
Conversion of Outstanding Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of diluted net loss per share because to do so would be anti-dilutive | 0 | 19,601,193 |
Outstanding Stock Options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of diluted net loss per share because to do so would be anti-dilutive | 6,380,596 | 1,154,302 |
Restricted Common Stock Subject to Repurchase or Forfeiture | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities not included in calculation of diluted net loss per share because to do so would be anti-dilutive | 4,944,626 | 8,227,040 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Reconciliation of Liabilities Measured at Fair Value (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Abstract] | |
Balance | $ 14,808 |
Conversion into shares of convertible preferred stock | (14,808) |
Balance | $ 0 |
Business Combination - Addition
Business Combination - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||
Common stock: $0.0001 par value at March 31, 2022 and December 31, 2021; 250,000,000 shares authorized at March 31, 2022 and December 31, 2021; 62,378,996 shares issued at March 31, 2022 and December 31, 2021; and 57,376,298 and 56,765,533 shares outstanding at March 31, 2022 and December 31, 2021, respectively | $ 6 | $ 6 |
Common stock, shares issued | 62,378,996 | 62,378,996 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Prepaid Expense, Current [Abstract] | ||
Prepaid insurance | $ 4,331 | $ 5,286 |
Prepaid research and development costs | 2,185 | 639 |
Other prepaid expenses and current assets | 709 | 656 |
Total | $ 7,225 | $ 6,581 |
Accrued Expenses - Summary of A
Accrued Expenses - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule Of Accrued Expenses [Abstract] | ||
Research and development accruals | $ 4,499 | $ 4,050 |
Accrued bonus | 1,271 | 1,659 |
Other accrued expenses | 627 | 871 |
Total | $ 6,397 | $ 6,580 |
Simple Agreements for Future _2
Simple Agreements for Future Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 19, 2021 | Dec. 31, 2020 |
Simple Agreements For Future Equity [Line Items] | ||
Gross proceeds from issuance of common stock | $ 7.1 | |
Aggregate fair value | $ 14.8 | |
Series A-1 Preferred Stock | ||
Simple Agreements For Future Equity [Line Items] | ||
Number of SAFE shares issued | 2,818,034 | |
Conversion of SAFE agreements into shares of convertible preferred stock (Shares) | 3,967,207 | |
Conversion price | $ 1.2420 | |
Series A-2 Preferred Stock | ||
Simple Agreements For Future Equity [Line Items] | ||
Number of SAFE shares issued | 605,850 | |
Conversion of SAFE agreements into shares of convertible preferred stock (Shares) | 852,908 | |
Conversion price | $ 2.4841 | |
Series A-3 Preferred Stock | ||
Simple Agreements For Future Equity [Line Items] | ||
Number of SAFE shares issued | 728,058 | |
Conversion of SAFE agreements into shares of convertible preferred stock (Shares) | 1,024,956 | |
Conversion price | $ 2.8981 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Jan. 31, 2021 | Jan. 01, 2021 | Dec. 31, 2020 | |
Stockholders Equity [Line Items] | ||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | ||||
Series A Preferred Stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | |||
Issuance of series A convertible preferred stock for cash, net of issuance costs (Shares) | 0 | 0 | ||||
Proceeds from issuance of convertible preferred stock into common stock, net of issuance costs | $ 0 | $ 44,500 | ||||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Preferred stock, shares outstanding | 0 | 0 | ||||
Common stock, shares outstanding | 57,376,298 | 56,765,533 | ||||
Common stock, shares issued | 62,378,996 | 62,378,996 | ||||
Common Stock | ||||||
Stockholders Equity [Line Items] | ||||||
Stock Repurchased Average Price Per Share | $ 41 | |||||
Common stock, par value | $ 6 | $ 0 | $ 6 | $ 0 | ||
Common stock, shares outstanding | 57,376,298 | 1,534,646 | 56,765,533 | 0 | ||
Shares subjected to repurchase | 58,072 | |||||
Restricted Stock | ||||||
Stockholders Equity [Line Items] | ||||||
Award vesting rights | The stock is subject to vesting ratably each month over 48 months | |||||
Award vesting period | 48 months | |||||
Common stock, shares issued | 75,000 | |||||
Restricted Stock | Officers, Employees and Consultants | ||||||
Stockholders Equity [Line Items] | ||||||
Common stock, shares issued | 105,585 | |||||
Series A Convertible Preferred Stock | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of series A convertible preferred stock for cash, net of issuance costs (Shares) | 9,771,414 | |||||
Proceeds from issuance of convertible preferred stock into common stock, net of issuance costs | $ 44,500 | |||||
Series A Convertible Preferred Stock | 2020 SAFEs | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of series A convertible preferred stock for cash, net of issuance costs (Shares) | 13,756,122 | |||||
Series A-1, A-2 and A-3 Preferred Stock | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of series A convertible preferred stock for cash, net of issuance costs (Shares) | 4,151,942 | |||||
Series A-1, A-2 and A-3 Preferred Stock | 2020 SAFEs | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of series A convertible preferred stock for cash, net of issuance costs (Shares) | 5,845,071 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | Mar. 25, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 3,071,250 | 1,154,299 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 9.55 | $ 3.78 | |
Unrecognized compensation expense | $ 26.7 | $ 2.6 | |
Weighted-average period | 3 years 4 months 24 days |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule Allocation of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based Payment Arrangement, Expense | $ 1,527 | $ 76 |
Research and Development Expense | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based Payment Arrangement, Expense | 463 | 14 |
General and Administrative Expense | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based Payment Arrangement, Expense | $ 1,064 | $ 62 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Weighted-average Assumptions Option Pricing Model to Determine Fair Value of Stock Options (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Risk-free interest rate | 1.20% | |
Expected volatility | 81.60% | |
Expected option life (in years) | 6 years 2 months 12 days | |
Expected dividend yield | $ 0 | $ 0 |
Maximum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Risk-free interest rate | 1.79% | |
Expected volatility | 61.56% | |
Expected option life (in years) | 6 years 29 days | |
Exercise price | $ 11.32 | $ 3.84 |
Minimum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Risk-free interest rate | 1.62% | |
Expected volatility | 61.48% | |
Expected option life (in years) | 6 years | |
Exercise price | $ 6 | $ 0.01 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Stock Option Activity for Employee and Nonemployee Awards and Related Information (Detail) - shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Number of Shares, Granted | 3,071,250 | 1,154,299 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Millions | Mar. 31, 2022USD ($) |
Related Party Transactions Details [Line Items] | |
Accrued for severance and compensation | $ 0.5 |