Agenus (AGEN) 10-Q 10 May 22 2022 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2022	May 06, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2022
Entity Registrant Name	AGENUS INC
Entity Central Index Key	0001098972
Entity Current Reporting Status	Yes
Trading Symbol	AGEN
Security Exchange Name	NASDAQ
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Common stock, par value $0.01
Entity Interactive Data Current	Yes
Entity Common Stock, Shares Outstanding		270,990,987
Entity File Number	000-29089
Entity Tax Identification Number	06-1562417
Entity Address, Address Line One	3 Forbes Road
Entity Address, City or Town	Lexington
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02421
City Area Code	781
Local Phone Number	674-4400
Document Quarterly Report	true
Document Transition Report	false
Entity Incorporation, State or Country Code	DE

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
ASSETS
Cash and cash equivalents	$ 247,709	$ 291,931
Short-term investments	14,978	14,992
Accounts receivable	1,286	1,518
Prepaid expenses	21,730	20,362
Other current assets	4,780	3,171
Total current assets	290,483	331,974
Property, plant and equipment, net of accumulated amortization and depreciation of $51,507 and $50,539 at March 31, 2022 and December 31, 2021, respectively	75,603	60,029
Operating lease right-of-use assets	30,316	31,054
Goodwill	24,617	24,876
Acquired intangible assets, net of accumulated amortization of $14,412 and $13,955 at March 31, 2022 and December 31, 2021, respectively	7,753	8,488
Other long-term assets	12,533	9,537
Total assets	441,305	465,958
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current portion, long-term debt	14,181	728
Current portion, liability related to sale of future royalties and milestones	59,131	62,040
Current portion, deferred revenue	13,527	12,425
Current portion, operating lease liabilities	2,708	2,627
Accounts payable	34,544	30,486
Accrued liabilities	32,610	42,091
Other current liabilities	6,361	6,546
Total current liabilities	163,062	156,943
Long-term debt, net of current portion		12,823
Liability related to sale of future royalties and milestones, net of current portion	191,899	191,708
Deferred revenue, net of current portion	8,685	11,200
Operating lease liabilities, net of current portion	47,424	42,109
Contingent purchase price considerations	1,153	1,689
Other long-term liabilities	1,432	1,577
Commitments and contingencies
STOCKHOLDERS’ EQUITY
Common stock, par value $0.01 per share; 400,000,000 shares authorized; 266,740,045 and 256,897,910 shares issued at March 31, 2022 and December 31, 2021, respectively	2,667	2,569
Additional paid-in capital	1,550,239	1,520,212
Accumulated other comprehensive income	970	1,492
Accumulated deficit	(1,538,158)	(1,489,833)
Total stockholders’ equity attributable to Agenus Inc.	15,718	34,440
Non-controlling interest	11,932	13,469
Total stockholders’ equity	27,650	47,909
Total liabilities and stockholders’ equity	441,305	465,958
Series A-1 convertible preferred stock [Member]
STOCKHOLDERS’ EQUITY
Series A-1 convertible preferred stock; 31,620 shares designated, issued, and outstanding at March 31, 2022 and December 31, 2021; liquidation value of $33,513 at March 31, 2022	$ 0	$ 0

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Property plant and equipment, accumulated amortization and depreciation	$ 51,507	$ 50,539
Acquired intangible assets, accumulated amortization	$ 14,412	$ 13,955
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	400,000,000	400,000,000
Common stock, shares issued	266,740,045	256,897,910
Series A-1 convertible preferred stock [Member]
Series A-1 convertible preferred stock, shares designated	31,620	31,620
Series A-1 convertible preferred stock, shares issued	31,620	31,620
Series A-1 convertible preferred stock, shares outstanding	31,620	31,620
Series A-1 convertible preferred stock, liquidation value	$ 33,513

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenue:
Total revenues	$ 25,941	$ 11,719
Operating expenses:
Cost of service revenue	(543)	(1,105)
Research and development	(42,442)	(36,677)
General and administrative	(18,953)	(16,352)
Contingent purchase price consideration fair value adjustment	536	1,044
Operating loss	(35,461)	(41,371)
Other income (expense):
Non-operating income	56	2,858
Interest expense, net	(15,199)	(15,890)
Net loss	(50,604)	(54,403)
Dividends on Series A-1 convertible preferred stock	(53)	(53)
Less: net loss attributable to non-controlling interest	(2,279)	(726)
Net loss attributable to Agenus Inc. common stockholders	$ (48,378)	$ (53,730)
Per common share data:
Basic and diluted net loss attributable to Agenus Inc. common stockholders	$ (0.19)	$ (0.27)
Weighted average number of Agenus Inc. common shares outstanding:
Basic and diluted	258,310	200,331
Other comprehensive loss:
Foreign currency translation loss	$ (522)	$ (3,774)
Other comprehensive loss	(522)	(3,774)
Comprehensive loss	(48,900)	(57,504)
Research and Development [Member]
Revenue:
Total revenues	6,740	1,571
Service Revenue [Member]
Revenue:
Total revenues	1,567	1,629
Other Revenue [Member]
Revenue:
Total revenues		35
Non-Cash Royalty Revenue Related to the Sale of Future Royalties [Member]
Revenue:
Total revenues	$ 17,634	$ 8,484

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock	Accumulated Other Comprehensive Income (Loss) [Member]	Non-controlling Interest [Member]	Accumulated Deficit [Member]	Series C-1 Convertible Preferred Stock [Member]Preferred Stock [Member]	Series A-1 convertible preferred stock [Member]Preferred Stock [Member]
Stockholders' Equity, Beginning Balance at Dec. 31, 2020	$ (211,498)	$ 1,961	$ 1,257,502		$ 2,772	$ (7,826)	$ (1,465,907)		$ 0
Balance, shares at Dec. 31, 2020		196,093							32
Temporary Equity, Beginning Balance at Dec. 31, 2020								$ 26,917
Net loss	(54,403)					(726)	(53,677)
Other comprehensive loss	(3,774)				(3,774)
Share-based compensation	3,932		3,669			263
Shares sold at the market	60,859	$ 190	60,669
Shares sold at the market, shares		18,950
Payment of CEO payroll in shares	68		68
Payment of CEO payroll In shares, shares		19
Issuance of shares for services	20		20
Issuance of shares for services, shares		5
Conversion of Series C-1 convertible preferred stock	4,321	$ 20	4,301					$ (4,321)
Conversion of Series C-1 convertible preferred stock, shares		2,000						(2)
Exercise of stock options and employee share purchases	2,526	$ 8	2,518
Exercise of stock options and employee share purchases, shares		796
Stockholders' Equity, Ending Balance at Mar. 31, 2021	(197,949)	$ 2,179	1,328,747		(1,002)	(8,289)	(1,519,584)		$ 0
Temporary Equity, shares at Mar. 31, 2021								10
Temporary Equity, Ending Balance at Mar. 31, 2021								$ 22,596
Balance, shares at Mar. 31, 2021		217,863							32
Temporary Equity, shares at Dec. 31, 2020								12
Stockholders' Equity, Beginning Balance at Dec. 31, 2021	47,909	$ 2,569	1,520,212		1,492	13,469	(1,489,833)		$ 0
Balance, shares at Dec. 31, 2021		256,899							32
Net loss	(50,604)					(2,279)	(48,325)
Other comprehensive loss	(522)				(522)
Share-based compensation	4,947		4,205			742
Shares sold at the market	19,182	$ 70	19,112
Shares sold at the market, shares		7,039
Issuance of director deferred shares	19		19
Issuance of director deferred shares, shares		5
Issuance of shares for services	81	$ 1	80
Issuance of shares for services, shares		21
Vesting of nonvested shares		$ 1	(1)
Vesting of nonvested shares, shares		143
Exercise of stock options and employee share purchases	368	$ 1	367
Exercise of stock options and employee share purchases, shares		136
Issuance of shares for employee bonus	2,903	$ 38	6,245	$ (3,380)
Issuance of shares for employee bonus, Shares		3,845
Issuance of shares for 2020 employee bonus, Shares				(1,347)
Retirement of treasury shares	3,367	$ (13)		$ 3,380
Retirement of treasury shares, share		(1,347)		1,347
Stockholders' Equity, Ending Balance at Mar. 31, 2022	$ 27,650	$ 2,667	$ 1,550,239		$ 970	$ 11,932	$ (1,538,158)		$ 0
Balance, shares at Mar. 31, 2022		266,741							32

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash flows from operating activities:
Net loss	$ (50,604)	$ (54,403)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,660	1,729
Share-based compensation	4,991	4,001
Non-cash royalty revenue	(17,634)	(8,484)
Non-cash interest expense	14,952	15,611
Loss on disposal of assets	2
Change in fair value of contingent obligations	(536)	(1,044)
Changes in operating assets and liabilities:
Accounts receivable	135	(1,039)
Prepaid expenses	(1,380)	53
Accounts payable	(7,626)	1,646
Deferred revenue	(1,346)	(1,087)
Accrued liabilities and other current liabilities	279	2,255
Other operating assets and liabilities	4,716	(1,982)
Net cash used in operating activities	(52,391)	(42,744)
Cash flows from investing activities:
Purchases of plant and equipment	(4,544)	(196)
Cash paid for business acquisition	(3,002)
Purchases of available-for-sale securities	(4,987)
Proceeds from sale of available-for-sale securities	5,000
Net cash used in investing activities	(7,533)	(196)
Cash flows from financing activities:
Net proceeds from sale of equity	19,182	60,859
Proceeds from employee stock purchases and option exercises	368	2,526
Purchase of treasury shares to satisfy tax withholdings	(3,380)
Repayments of debt		(232)
Payment of finance lease obligation	(132)	(191)
Net cash provided by financing activities	16,038	62,962
Effect of exchange rate changes on cash	(336)	(492)
Net (decrease) increase in cash, cash equivalents and restricted cash	(44,222)	19,530
Cash, cash equivalents and restricted cash, beginning of period	294,600	102,505
Cash, cash equivalents and restricted cash, end of period	250,378	122,035
Supplemental cash flow information:
Cash paid for interest	279	278
Supplemental disclosures - non-cash activities:
Purchases of plant and equipment in accounts payable and accrued liabilities	12,236	991
Insurance financing agreement	933	987
Lease right-of-use assets obtained in exchange for new operating lease liabilities	146	1,116
Lease right-of-use assets obtained in exchange for new finance lease liabilities		156
Payment for Services [Member]
Supplemental disclosures - non-cash activities:
Issuance of common stock	56	20
Employee Bonus [Member]
Supplemental disclosures - non-cash activities:
Issuance of common stock	$ 6,270
Series C-1 Convertible Preferred Stock [Member]
Supplemental disclosures - non-cash activities:
Conversion of series C-1 convertible preferred stock to common stock, $0.01 par value		$ 4,321

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical)	Mar. 31, 2022$ / shares
Supplemental disclosures - non-cash activities:
Common stock, par value	$ 0.01
Preferred stock, par value	0.01
Payment for Services [Member]
Supplemental disclosures - non-cash activities:
Common stock, par value	0.01
Employee Bonus [Member]
Supplemental disclosures - non-cash activities:
Common stock, par value	$ 0.01

Business, Liquidity and Basis o

Business, Liquidity and Basis of Presentation	3 Months Ended
	Mar. 31, 2022
Description Of Business [Abstract]
Business, Liquidity and Basis of Presentation	Note A - Business, Liquidity and Basis of Presentation Agenus Inc. (including its subsidiaries, collectively referred to as “Agenus,” the “Company,” “we,” “us,” and “our”) is a clinical-stage immuno-oncology (“I-O”) company advancing an extensive pipeline of immune checkpoint antibodies, adoptive cell therapies and neoantigen vaccines, to fight cancer and infections. Our business is designed to drive success in I-O through speed, innovation and effective combination therapies. We believe that combination therapies and a deep understanding of each patient’s cancer will drive substantial expansion of the patient population benefiting from current I-O therapies. In addition to a diverse pipeline, we have assembled fully integrated end-to-end capabilities including novel target discovery, antibody generation, cell line development and current good manufacturing practice manufacturing. We believe that these fully integrated capabilities enable us to produce novel candidates on timelines that are shorter than the industry standard. Leveraging our science and capabilities, we have forged important partnerships to advance our innovation. We are developing a comprehensive I-O portfolio driven by the following platforms and programs, which we intend to utilize individually and in combination: • our multiple antibody discovery platforms, including our proprietary display technologies, designed to drive the discovery of future checkpoint modulator (“CPM”) antibody candidates; • our antibody candidate programs, including our CPM programs; • our saponin-based vaccine adjuvant platform under our subsidiary, SaponiQx, Inc. (“SaponiQx”), principally including our QS-21 Stimulon™ adjuvant (“QS-21 Stimulon”); and • our subsidiary, MiNK Therapeutics, Inc., which has a pipeline of novel allogeneic invariant natural killer T cell (“iNKT”) therapies to treat cancer and other immune-mediated diseases. Our business activities include product research and development, intellectual property prosecution, manufacturing, regulatory and clinical affairs, corporate finance and development activities, and support of our collaborations. Our product candidates require clinical trials and approvals from regulatory agencies, as well as acceptance in the marketplace. Part of our strategy is to develop and commercialize some of our product candidates by continuing our existing arrangements with academic and corporate collaborators and licensees and by entering into new collaborations. Our cash, cash equivalents and short-term investments at March 31, 2022 were $262.7 million, a decrease of $44.2 million from December 31, 2021. We have incurred losses since our inception. As of March 31, 2022, we had an accumulated deficit of $1.5 billion. During the past five years, we have successfully financed our operations through income and revenues generated from corporate partnerships, advance royalty sales and issuance of equity. Based on our current plans and projections, we believe our quarter end cash resources of $262.7 million at March 31, 2022 will be sufficient to satisfy our liquidity requirements for more than one year from when these financial statements were issued. Management continues to address the Company’s liquidity position and has the flexibility to adjust spending as needed in order to preserve liquidity. We continuously evaluate the likelihood of success of our programs. As such, our decisions to continue to fund or eliminate funding of each of our programs are predicated on these determinations, on an ongoing basis. We are prepared to discontinue funding of any activities that do not impact our core priorities if they do not prove to be feasible, and to restrict capital expenditures and/or reduce the scale of our operations. We expect our potential sources of funding to include: (1) collaborations, out-licensing and/or partnering opportunities for our portfolio programs and product candidates with multiple parties, (2) milestone payments from our existing partnerships, (3) consummating additional third-party agreements, (4) selling assets, (5) securing project financing and/or (6) selling equity securities. The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete annual consolidated financial statements. In the opinion of our management, the condensed consolidated financial statements include all normal and recurring adjustments considered necessary for a fair presentation of our financial position and operating results. All significant intercompany transactions and accounts have been eliminated in consolidation. Operating results for the three months ended March 31, 2022, are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. For further information, refer to our consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission (“SEC”) on March 1 , 2022 . The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ materially from those estimates. For our foreign subsidiaries, the local currency is the functional currency. Assets and liabilities of our foreign subsidiaries are translated into U.S. dollars using rates in effect at the balance sheet date while revenues and expenses are translated into U.S. dollars using average exchange rates during the period. The cumulative translation adjustment resulting from changes in exchange rates are included in the consolidated balance sheets as a component of accumulated other comprehensive income in total stockholders’ equity (deficit).

NET LOSS PER SHARE

NET LOSS PER SHARE	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
Net Income Loss Per Share	Note B - Net Loss Per Share Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Amended and Restated Directors’ Deferred Compensation Plan, or “DDCP”). Diluted loss per common share is calculated by dividing loss attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our DDCP) plus the dilutive effect of outstanding instruments such as warrants, stock options, non-vested shares and convertible preferred stock. Because we reported a net loss attributable to common stockholders for all periods presented, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. The following securities have been excluded from the computation of diluted weighted average shares outstanding as of March 31, 2022 and 2021, as they would be anti-dilutive (in thousands): Three Months Ended March 31, 2022 2021 Warrants 1,980 1,950 Stock options 38,577 29,960 Non-vested shares 473 1,142 Series A-1 convertible preferred stock 333 333 Series C-1 convertible preferred stock — 10,459

Investments

Investments	3 Months Ended
	Mar. 31, 2022
Cash And Cash Equivalents [Abstract]
Investments	Note C - Investments Cash equivalents and short-term investments consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): March 31, 2022 December 31, 2021 Cost Estimated Fair Value Cost Estimated Fair Value Institutional money market funds $ 223,251 $ 223,251 $ 219,903 $ 219,903 U.S. Treasury Bills 19,975 19,975 34,989 34,989 Total $ 243,226 $ 243,226 $ 254,892 $ 254,892 As a result of the short-term nature of our investments, there were minimal unrealized holding gains or losses for the three months ended March 31, 2022 and 2021. Of the investments listed above, $228.2 million and $239.9 million were classified as cash equivalents and $15.0 million and $15.0 million as short-term investments on our condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021, respectively.

Goodwill and Acquired Intangibl

Goodwill and Acquired Intangible Assets	3 Months Ended
	Mar. 31, 2022
Goodwill And Intangible Assets Disclosure [Abstract]
Goodwill and Acquired Intangible Assets	Note D - Goodwill and Acquired Intangible Assets The following table sets forth the changes in the carrying amount of goodwill for the three months ended March 31, 2022 (in thousands): Balance, December 31, 2021 $ 24,876 Foreign currency translation adjustment (259 ) Balance, March 31, 2022 $ 24,617 Acquired intangible assets consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): As of March 31, 2022 Amortization period (years) Gross carrying amount Accumulated amortization Net carrying amount Intellectual property 7-15 years $ 16,796 $ (12,371 ) $ 4,425 Trademarks 4-4.5 years 1,231 (1,045 ) 186 Other 2-7 years 2,100 (996 ) 1,104 In-process research and development Indefinite 2,038 — 2,038 Total $ 22,165 $ (14,412 ) $ 7,753 As of December 31, 2021 Amortization period (years) Gross carrying amount Accumulated amortization Net carrying amount Intellectual property 7-15 years $ 16,850 $ (11,927 ) $ 4,923 Trademarks 4-4.5 years 1,277 (1,047 ) 230 Other 2-6 years 2,255 (981 ) 1,274 In-process research and development Indefinite 2,061 — 2,061 Total $ 22,443 $ (13,955 ) $ 8,488 The weighted average amortization period of our finite-lived intangible assets is 9 years. Amortization expense related to acquired intangibles is estimated at $1.6 million for the remainder of 2022, $1.7 million for the year ending December 31, 2023, $0.6 million for each of the years ending December 31, 2024 and 2025 and $0.5 million for the year ending December 31, 2026.

Debt

Debt	3 Months Ended
	Mar. 31, 2022
Debt Disclosure [Abstract]
Debt	Note E - Debt Debt obligations consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): Debt instrument Balance at March 31, 2022 Current Portion: 2015 Subordinated Notes $ 12,860 Debentures 146 Other 1,175 Total $ 14,181 Debt instrument Balance at December 31, 2021 Current Portion: Debentures $ 146 Other 582 Long-term Portion: 2015 Subordinated Notes 12,823 Total $ 13,551 As of March 31, 2022 and December 31, 2021, the principal amount of our outstanding debt balance was $14.3 and $13.8 million, respectively.

Liability Related to the Sale o

Liability Related to the Sale of Future Royalties and Milestones	3 Months Ended
	Mar. 31, 2022
Liability Related To Sale Of Future Royalties And Milestones [Abstract]
Liability Related to the Sale of Future Royalties and Milestones	Note F – Liability Related to the Sale of Future Royalties and Milestones The following table shows the activity within the liability account in the three months ended March 31, 2022 (in thousands): Period from December 31, 2021 to March 31, 2022 Liability related to sale of future royalties and milestones - beginning balance $ 254,105 Non-cash royalty revenue (17,634 ) Non-cash interest expense recognized 14,901 Liability related to sale of future royalties and milestones - ending balance 251,372 Less: unamortized transaction costs (342 ) Liability related to sale of future royalties and milestones, net $ 251,030 Healthcare Royalty Partners In January 2018, we, through our wholly-owned subsidiary Antigenics, LLC (“Antigenics”), entered into a Royalty Purchase Agreement (the “HCR Royalty Purchase Agreement”) with Healthcare Royalty Partners III, L.P. and certain of its affiliates (collectively, “HCR”). Pursuant to the terms of the HCR Royalty Purchase Agreement, we sold to HCR 100% of Antigenics’ worldwide rights to receive royalties from GlaxoSmithKline (“GSK”) on sales of GSK’s vaccines containing our QS-21 Stimulon adjuvant. At closing, we received gross proceeds of $190.0 million from HCR. Although we sold all of our rights to receive royalties on sales of GSK’s vaccines containing QS-21, as a result of our obligation to HCR, we are required to account for these royalties as revenue when earned, and we recorded the $190.0 million in proceeds from this transaction as a liability on our condensed consolidated balance sheet that will be amortized using the interest method over the estimated life of the HCR Royalty Purchase Agreement. The liability is classified between the current and non-current portion of liability related to sale of future royalties and milestones in the condensed consolidated balance sheets based on the estimated recognition of the royalty payments to be received by HCR in the next 12 months from the financial statement reporting date. In June 2021, we entered into an amendment to the HCR Royalty Purchase Agreement in which HCR was granted the option to directly pay us the final $25.3 million milestone, if achieved. Under the terms of the original agreement, the milestone, if achieved, was to be paid through royalties received from GSK. During the three months ended March 31, 2022, we recognized $17.6 million of non-cash royalty revenue, and we recorded $14.9 million of related non-cash interest expense related to the HCR Royalty Purchase Agreement. As royalties are remitted to HCR from GSK, the balance of the recorded liability will be effectively repaid over the life of the HCR Royalty Purchase Agreement. To determine the amortization of the recorded liability, we are required to estimate the total amount of future royalty payments to be received by HCR. The sum of these amounts less the $190.0 million proceeds we received will be recorded as interest expense over the life of the HCR Royalty Purchase Agreement. Periodically, we assess the estimated royalty payments to be paid to HCR from GSK, and to the extent the amount or timing of the payments is materially different from our original estimates, we will prospectively adjust the amortization of the liability. During the three months ended March 31, 2022, our estimate of the effective annual interest rate over the life of the agreement decreased to 24.8%, which results in a retrospective interest rate of 22.4%.

Accrued Liabilities

Accrued Liabilities	3 Months Ended
	Mar. 31, 2022
Other Liabilities Disclosure [Abstract]
Accrued Liabilities	Note G - Accrued Liabilities Accrued liabilities consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): March 31, 2022 December 31, 2021 Payroll $ 6,458 $ 14,206 Professional fees 7,023 6,433 Contract manufacturing costs 5,726 5,824 Research services 8,793 8,550 Other 4,610 7,078 Total $ 32,610 $ 42,091

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2022
Fair Value Measurements [Abstract]
Fair Value Measurements	Note H - Fair Value Measurements We measure our contingent purchase price considerations at fair value. The fair values of our contingent purchase price considerations, $1.2 million, are based on significant inputs not observable in the market, which require them to be reported as Level 3 liabilities within the fair value hierarchy. The valuation of these liabilities use assumptions we believe would be made by a market participant and are mainly based on estimates from a Monte Carlo simulation of our share price, as well as other factors impacting the probability of triggering the milestone payments. Share price was evolved using a geometric Brownian motion, calculated daily for the life of the contingent purchase price considerations. The significant unobservable inputs include the anticipated timelines to achieve the contingent purchase milestones and our estimated credit spread, the weighted average values of which (weighted based on the value of each contingent liability), are shown in the table below. March 31, 2022 December 31, 2021 Period of time to achieve milestones (in years) 2.5 2.5 Credit spread 5.2 % 5.4 % Liabilities measured at fair value are summarized below (in thousands): Description March 31, 2022 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Liabilities: Contingent purchase price considerations $ 1,153 $ — $ — $ 1,153 Total $ 1,153 $ — $ — $ 1,153 Description December 31, 2021 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Liabilities: Contingent purchase price consideration $ 1,689 $ — $ — $ 1,689 Total $ 1,689 $ — $ — $ 1,689 The following table presents our liabilities measured at fair value using significant unobservable inputs (Level 3), as of March 31, 2022 (in thousands): Balance, December 31, 2021 $ 1,689 Change in fair value of contingent purchase price considerations during the period (536 ) Balance, March 31, 2022 $ 1,153 The fair value of our outstanding debt balance at March 31, 2022 and December 31, 2021 was $14.2 million and $13.6 million, respectively, based on the Level 2 valuation hierarchy of the fair value measurements standard using a present value methodology that was derived by evaluating the nature and terms of each note and considering the prevailing economic and market conditions at the balance sheet date. The principal amount of our outstanding debt balance at March 31, 2022 and December 31, 2021 was $14.3 million and $13.8 million, respectively.

Revenue from Contracts with Cus

Revenue from Contracts with Customers	3 Months Ended
	Mar. 31, 2022
Collaboration [Abstract]
Revenue from Contracts with Customers	Note I - Revenue from Contracts with Customers Gilead Collaboration Agreement On December 20, 2018, we entered into a series of agreements with Gilead Sciences, Inc. (“Gilead”) focused on the development and commercialization of up to five novel immuno-oncology therapies. Pursuant to the terms of the license agreement, the option and license agreements and the stock purchase agreement we entered into with Gilead (collectively, the “Gilead Collaboration Agreements”), at the closing of the transaction on January 23, 2019, we received an upfront cash payment from Gilead of $120.0 million and Gilead made a $30.0 million equity investment in Agenus. On November 6, 2020, we received notice from Gilead that it was returning AGEN1423 to us and voluntarily terminating the applicable license agreement. The termination was effective as of February 4, 2021. In the third quarter of 2021 we ceased development of AGEN1223 and in October 2021 the AGEN1223 option and license agreement was formally terminated. The AGEN2373 option and license agreement and the stock purchase agreement remain in full force and effect. We remain eligible to receive a $50.0 million exercise fee and, if exercised, up to $520.0 million in aggregate potential milestones. Collaboration Revenue For the three months ended March 31, 2022, we recognized research and development revenue of $5.0 million related to the achievement of a milestone and $1.4 million based on the partial satisfaction of the over time performance obligations as of quarter end. For the three months ended March 31, 2021, we recognized research and development revenue of $1.0 million based on the partial satisfaction of the over time performance obligations as of quarter end. We expect to recognize deferred research and development revenue of $10.3 million and $10.1 million for the remainder of 2022 and 2023, respectively, related to performance obligations that are unsatisfied or partially unsatisfied as of March 31, 2022. Disaggregation of Revenue The following tables present revenue (in thousands) for the three months ended March 31, 2022 and 2021, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations. Three months ended March 31, 2022 United States Rest of World Total Revenue Type License fees and milestones $ 5,000 $ — $ 5,000 Research and development services 373 — 373 Other services — 1,567 1,567 Recognition of deferred revenue 1,367 — 1,367 Non-cash royalties 17,634 — 17,634 $ 24,374 $ 1,567 $ 25,941 Three months ended March 31, 2021 Revenue Type Research and development services $ 536 $ — $ 536 Other services — 1,629 1,629 Recognition of deferred revenue 1,035 — 1,035 Recognition of deferred grant revenue 35 — 35 Non-cash royalties 8,484 — 8,484 $ 10,090 $ 1,629 $ 11,719 Contract Balances Contract assets primarily relate to our rights to consideration for work completed in relation to our research and development services performed but not billed at the reporting date. The contract assets are transferred to receivables when the rights become unconditional. Currently, we do not have any contract assets which have not transferred to a receivable. The following table provides information about contract liabilities from contracts with customers (in thousands): Three months ended March 31, 2022 Balance at beginning of period Additions Deductions Balance at end of period Contract liabilities: Deferred revenue $ 23,625 $ 40 $ (1,453 ) $ 22,212 The change in contract liabilities is primarily related to the recognition of $1.4 million of revenue related to the Gilead Collaboration Agreements during the three months ended March 31, 2022. Deferred revenue related to the Gilead Collaboration Agreements of $20.4 million as of March 31, 2022, which was comprised of the $142.5 million initial transaction price, less $122.1 million of license and collaboration revenue recognized from the effective date of the contract, will be recognized as the combined performance obligation is satisfied. We also recorded a $1.3 million receivable as of March 31, 2022, for research and development and other services provided. During the three months ended March 31, 2022, we did not recognize any revenue from amounts included in the contract asset or the contract liability balances from performance obligations satisfied in previous periods. None of the costs to obtain or fulfill a contract were capitalized.

Share-Based Compensation Plans

Share-Based Compensation Plans	3 Months Ended
	Mar. 31, 2022
Share Based Compensation [Abstract]
Share-Based Compensation Plans	Note J - Share-based Compensation Plans We primarily use the Black-Scholes option pricing model to value stock options granted to employees and non-employees, including stock options granted to members of our Board of Directors. However, the fair value of stock option market-based awards is calculated based on a Monte Carlo simulation as of the date of issuance. All stock options have 10-year terms and generally vest ratably over a 3 or 4-year period. A summary of option activity for the three months ended March 31, 2022 is presented below: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at December 31, 2021 32,764,087 $ 3.66 Granted 6,214,095 3.11 Exercised (15,588 ) 2.46 Forfeited (207,335 ) 3.42 Expired (178,542 ) 3.92 Outstanding at March 31, 2022 38,576,717 $ 3.58 7.47 $ 1,198,916 Vested or expected to vest at March 31, 2022 38,576,717 $ 3.58 7.47 $ 1,198,916 Exercisable at March 31, 2022 19,427,543 $ 3.81 6.08 $ 576,126 The weighted average grant-date fair values of stock options granted during the three months ended March 31, 2022 and 2021 were $1.81 and $1.49, respectively. As of March 31, 2022, there was approximately $42.7 million of total unrecognized share-based compensation expense related to these stock options and stock options granted under a subsidiary plan which, if all milestones are achieved, will be recognized over a weighted average period of 2.6 years. Certain employees and consultants have been granted non-vested stock. The fair value of non-vested market-based awards is calculated based on a Monte Carlo simulation as of the date of issuance. The fair value of other non-vested stock is calculated based on the closing sale price of our common stock on the date of issuance. A summary of non-vested stock activity for the three months ended March 31, 2022 is presented below: Non-vested Shares Weighted Average Grant Date Fair Value Outstanding at December 31, 2021 1,018,051 $ 2.39 Granted 4,090,080 2.51 Vested (3,987,886 ) 2.54 Forfeited (647,000 ) 1.64 Outstanding at March 31, 2022 473,245 $ 3.17 As of March 31, 2022, there was approximately $2.4 million of unrecognized share-based compensation expense related to these non-vested shares and non-vested shares granted under a subsidiary plan which will be recognized over a period of 1.7 years. During the three months ended March 31, 2022, 120,286 shares were issued under the 2019 Employee Stock Purchase Plan, 15,588 shares were issued as a result of stock option exercises and 143,332 shares were issued as a result of the vesting of non-vested stock. Additionally, 3,844,554 shares were issued as payment for certain employee bonuses, with 1,346,684 of those shares being withheld to cover taxes, resulting in a net share issuance of 2,497,870. The impact on our results of operations from share-based compensation for the three months ended March 31, 2022 and 2021, was as follows (in thousands): Three Months Ended March 31, 2022 2021 Research and development $ 1,339 $ 868 General and administrative 3,608 3,064 Total share-based compensation expense $ 4,947 $ 3,932

Restricted Cash

Restricted Cash	3 Months Ended
	Mar. 31, 2022
Cash And Cash Equivalents [Abstract]
Restricted Cash	Note K – Restricted Cash As of both March 31, 2022, and December 31, 2021, we maintained non-current restricted cash of $2.7 million. This amount is included within “Other long-term assets” in our condensed consolidated balance sheets, and is comprised of letters of credit required under two of our facility leases. The following table provides a reconciliation of cash, cash equivalents and restricted cash that sums to the total of the same such amounts shown in the condensed consolidated statements of cash flows (in thousands): Three Months Ended March 31, 2022 Three Months Ended March 31, 2021 Beginning of Period End of Period Beginning of Period End of Period Cash and cash equivalents $ 291,931 $ 247,709 $ 99,871 $ 119,366 Restricted cash 2,669 2,669 2,634 2,669 Cash, cash equivalents and restricted cash $ 294,600 $ 250,378 $ 102,505 $ 122,035

Equity

Equity	3 Months Ended
	Mar. 31, 2022
Equity [Abstract]
Equity	Note L – Equity At the Market Offerings On March 1, 2022, we filed a prospectus supplement with the SEC in connection with the potential offer and sale of up to 100,000,000 shares of common stock (the “Placement Shares”) from time to time in “at the market” offerings pursuant to an At Market Issuance Sales Agreement by and between Agenus and B. Riley Securities, Inc. (the “Sales Agent”), dated as of July 22, 2020 (the “Sales Agreement”). Sales pursuant to the Sales Agreement will be made only upon instructions by us to the Sales Agent, and we cannot provide assurances that we will issue any Placement Shares pursuant to the Sales Agreement. The Placement Shares are separate from and in addition to the shares of our common stock available for sale under our previously filed prospectus related to the sale of shares under the Sales Agreement dated July 22, 2020. During the three months ended March 31, 2022, we received net proceeds of approximately $19.2 million from the sale of approximately 7.0 million shares of our common stock at an average price per share of approximately $2.81, in at-the-market offerings under the Sales Agreement.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	3 Months Ended
	Mar. 31, 2022
New Accounting Pronouncements And Changes In Accounting Principles [Abstract]
Recent Accounting Pronouncements	Note M - Recent Accounting Pronouncements Recently Issued, Not Yet Adopted In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) that will eliminate the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, an impairment charge will be based on the excess of a reporting unit’s carrying amount over its fair value. The guidance is effective for the Company in the first quarter of fiscal 2023. Early adoption is permitted. We do not anticipate the adoption of this guidance to have a material impact on our consolidated financial statements, absent any goodwill impairment. No other new accounting pronouncement issued or effective during the three months ended March 31, 2022 had or is expected to have a material impact on our consolidated financial statements or disclosures.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Note N – Subsequent Events At the Market Offerings During the period of April 1, 2022 through May 6, 2022, we received net proceeds of approximately $10.2 million from the sale of approximately 4.1 million shares of our common stock under the Sales Agreement.

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding	The following securities Three Months Ended March 31, 2022 2021 Warrants 1,980 1,950 Stock options 38,577 29,960 Non-vested shares 473 1,142 Series A-1 convertible preferred stock 333 333 Series C-1 convertible preferred stock — 10,459

Investments (Tables)

Investments (Tables)	3 Months Ended
	Mar. 31, 2022
Cash And Cash Equivalents [Abstract]
Schedule of Cash Equivalents	Cash equivalents and short-term investments consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): March 31, 2022 December 31, 2021 Cost Estimated Fair Value Cost Estimated Fair Value Institutional money market funds $ 223,251 $ 223,251 $ 219,903 $ 219,903 U.S. Treasury Bills 19,975 19,975 34,989 34,989 Total $ 243,226 $ 243,226 $ 254,892 $ 254,892

Goodwill and Acquired Intangi_2

Goodwill and Acquired Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2022
Goodwill And Intangible Assets Disclosure [Abstract]
Schedule of Changes in Goodwill	The following table sets forth the changes in the carrying amount of goodwill for the three months ended March 31, 2022 (in thousands): Balance, December 31, 2021 $ 24,876 Foreign currency translation adjustment (259 ) Balance, March 31, 2022 $ 24,617
Schedule of Acquired Intangible Assets	Acquired intangible assets consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): As of March 31, 2022 Amortization period (years) Gross carrying amount Accumulated amortization Net carrying amount Intellectual property 7-15 years $ 16,796 $ (12,371 ) $ 4,425 Trademarks 4-4.5 years 1,231 (1,045 ) 186 Other 2-7 years 2,100 (996 ) 1,104 In-process research and development Indefinite 2,038 — 2,038 Total $ 22,165 $ (14,412 ) $ 7,753 As of December 31, 2021 Amortization period (years) Gross carrying amount Accumulated amortization Net carrying amount Intellectual property 7-15 years $ 16,850 $ (11,927 ) $ 4,923 Trademarks 4-4.5 years 1,277 (1,047 ) 230 Other 2-6 years 2,255 (981 ) 1,274 In-process research and development Indefinite 2,061 — 2,061 Total $ 22,443 $ (13,955 ) $ 8,488

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2022
Debt Disclosure [Abstract]
Schedule of Debt Obligations	Debt obligations consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): Debt instrument Balance at March 31, 2022 Current Portion: 2015 Subordinated Notes $ 12,860 Debentures 146 Other 1,175 Total $ 14,181 Debt instrument Balance at December 31, 2021 Current Portion: Debentures $ 146 Other 582 Long-term Portion: 2015 Subordinated Notes 12,823 Total $ 13,551

Liability Related to the Sale_2

Liability Related to the Sale of Future Royalties and Milestones (Tables)	3 Months Ended
	Mar. 31, 2022
Text Block [Abstract]
Schedule of Liability Account	The following table shows the activity within the liability account in the three months ended March 31, 2022 (in thousands): Period from December 31, 2021 to March 31, 2022 Liability related to sale of future royalties and milestones - beginning balance $ 254,105 Non-cash royalty revenue (17,634 ) Non-cash interest expense recognized 14,901 Liability related to sale of future royalties and milestones - ending balance 251,372 Less: unamortized transaction costs (342 ) Liability related to sale of future royalties and milestones, net $ 251,030

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	3 Months Ended
	Mar. 31, 2022
Other Liabilities Disclosure [Abstract]
Schedule of Accrued Liabilities	Accrued liabilities consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): March 31, 2022 December 31, 2021 Payroll $ 6,458 $ 14,206 Professional fees 7,023 6,433 Contract manufacturing costs 5,726 5,824 Research services 8,793 8,550 Other 4,610 7,078 Total $ 32,610 $ 42,091

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread	The significant unobservable inputs include the anticipated timelines to achieve the contingent purchase milestones and our estimated credit spread, the weighted average values of which (weighted based on the value of each contingent liability), are shown in the table below. March 31, 2022 December 31, 2021 Period of time to achieve milestones (in years) 2.5 2.5 Credit spread 5.2 % 5.4 %
Schedule of Liabilities Measured at Fair Value	Liabilities measured at fair value are summarized below (in thousands): Description March 31, 2022 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Liabilities: Contingent purchase price considerations $ 1,153 $ — $ — $ 1,153 Total $ 1,153 $ — $ — $ 1,153 Description December 31, 2021 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Liabilities: Contingent purchase price consideration $ 1,689 $ — $ — $ 1,689 Total $ 1,689 $ — $ — $ 1,689
Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs	The following table presents our liabilities measured at fair value using significant unobservable inputs (Level 3), as of March 31, 2022 (in thousands): Balance, December 31, 2021 $ 1,689 Change in fair value of contingent purchase price considerations during the period (536 ) Balance, March 31, 2022 $ 1,153

Revenue from Contracts with C_2

Revenue from Contracts with Customers (Tables)	3 Months Ended
	Mar. 31, 2022
Collaboration [Abstract]
Summary of Disaggregation of Revenue	The following tables present revenue (in thousands) for the three months ended March 31, 2022 and 2021, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations. Three months ended March 31, 2022 United States Rest of World Total Revenue Type License fees and milestones $ 5,000 $ — $ 5,000 Research and development services 373 — 373 Other services — 1,567 1,567 Recognition of deferred revenue 1,367 — 1,367 Non-cash royalties 17,634 — 17,634 $ 24,374 $ 1,567 $ 25,941 Three months ended March 31, 2021 Revenue Type Research and development services $ 536 $ — $ 536 Other services — 1,629 1,629 Recognition of deferred revenue 1,035 — 1,035 Recognition of deferred grant revenue 35 — 35 Non-cash royalties 8,484 — 8,484 $ 10,090 $ 1,629 $ 11,719
Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers	The following table provides information about contract liabilities from contracts with customers (in thousands): Three months ended March 31, 2022 Balance at beginning of period Additions Deductions Balance at end of period Contract liabilities: Deferred revenue $ 23,625 $ 40 $ (1,453 ) $ 22,212

Share-Based Compensation Plans

Share-Based Compensation Plans (Tables)	3 Months Ended
	Mar. 31, 2022
Share Based Compensation [Abstract]
Schedule of Stock Option Activity	A summary of option activity for the three months ended March 31, 2022 is presented below: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at December 31, 2021 32,764,087 $ 3.66 Granted 6,214,095 3.11 Exercised (15,588 ) 2.46 Forfeited (207,335 ) 3.42 Expired (178,542 ) 3.92 Outstanding at March 31, 2022 38,576,717 $ 3.58 7.47 $ 1,198,916 Vested or expected to vest at March 31, 2022 38,576,717 $ 3.58 7.47 $ 1,198,916 Exercisable at March 31, 2022 19,427,543 $ 3.81 6.08 $ 576,126
Summary of Non-vested Stock Activity	A summary of non-vested stock activity for the three months ended March 31, 2022 is presented below: Non-vested Shares Weighted Average Grant Date Fair Value Outstanding at December 31, 2021 1,018,051 $ 2.39 Granted 4,090,080 2.51 Vested (3,987,886 ) 2.54 Forfeited (647,000 ) 1.64 Outstanding at March 31, 2022 473,245 $ 3.17
Schedule of Share-Based Compensation Expense	The impact on our results of operations from share-based compensation for the three months ended March 31, 2022 and 2021, was as follows (in thousands): Three Months Ended March 31, 2022 2021 Research and development $ 1,339 $ 868 General and administrative 3,608 3,064 Total share-based compensation expense $ 4,947 $ 3,932

Restricted Cash (Tables)

Restricted Cash (Tables)	3 Months Ended
	Mar. 31, 2022
Cash And Cash Equivalents [Abstract]
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash	The following table provides a reconciliation of cash, cash equivalents and restricted cash that sums to the total of the same such amounts shown in the condensed consolidated statements of cash flows (in thousands): Three Months Ended March 31, 2022 Three Months Ended March 31, 2021 Beginning of Period End of Period Beginning of Period End of Period Cash and cash equivalents $ 291,931 $ 247,709 $ 99,871 $ 119,366 Restricted cash 2,669 2,669 2,634 2,669 Cash, cash equivalents and restricted cash $ 294,600 $ 250,378 $ 102,505 $ 122,035

Business, Liquidity and Basis_2

Business, Liquidity and Basis of Presentation (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Description Of Business [Abstract]
Cash, cash equivalents and short term investment	$ 262,700
Decrease cash, cash equivalents and short term investment	44,200
Accumulated deficit	$ 1,538,158	$ 1,489,833

Net Loss Per Share (Schedule of

Net Loss Per Share (Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding) (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,980	1,950
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	38,577	29,960
Non-vested Shares [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	473	1,142
Series A-1 convertible preferred stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	333	333
Series C-1 Convertible Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		10,459

Investments (Schedule of Cash E

Investments (Schedule of Cash Equivalents and Short Term Investments) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Cash And Cash Equivalents [Line Items]
Cash equivalents and short term investments	$ 262,700
Cost [Member]
Cash And Cash Equivalents [Line Items]
Cash equivalents and short term investments	243,226	$ 254,892
Estimated Fair Value [Member]
Cash And Cash Equivalents [Line Items]
Cash equivalents and short term investments	243,226	254,892
Institutional Money Market Funds [Member] | Cost [Member]
Cash And Cash Equivalents [Line Items]
Cash equivalents and short term investments	223,251	219,903
Institutional Money Market Funds [Member] | Estimated Fair Value [Member]
Cash And Cash Equivalents [Line Items]
Cash equivalents and short term investments	223,251	219,903
U.S. Treasury Bills [Member] | Cost [Member]
Cash And Cash Equivalents [Line Items]
Cash equivalents and short term investments	19,975	34,989
U.S. Treasury Bills [Member] | Estimated Fair Value [Member]
Cash And Cash Equivalents [Line Items]
Cash equivalents and short term investments	$ 19,975	$ 34,989

Investments Additional Informat

Investments Additional Informations (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Cash And Cash Equivalents [Line Items]
Cash equivalents	$ 228,200	$ 239,900
Short-term investments	14,978	14,992
Short Term Investments [Member]
Cash And Cash Equivalents [Line Items]
Short-term investments	$ 15,000	$ 15,000

Goodwill and Acquired Intangi_3

Goodwill and Acquired Intangible Assets (Schedule of Changes in Goodwill) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 24,876
Foreign currency translation adjustment	(259)
Ending balance	$ 24,617

Goodwill and Acquired Intangi_4

Goodwill and Acquired Intangible Assets (Acquired Intangible Assets) (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Intangible Assets, Gross (Excluding Goodwill)	$ 22,165	$ 22,443
Accumulated amortization	(14,412)	(13,955)
Net carrying amount	7,753	8,488
Indefinite-lived Intangible Assets Acquired	2,038	2,061
Intellectual Property [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	16,796	16,850
Accumulated amortization	(12,371)	(11,927)
Net carrying amount	$ 4,425	$ 4,923
Intellectual Property [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization period (years)	7 years	7 years
Intellectual Property [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization period (years)	15 years	15 years
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 1,231	$ 1,277
Accumulated amortization	(1,045)	(1,047)
Net carrying amount	$ 186	$ 230
Trademarks [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization period (years)	4 years	4 years
Trademarks [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization period (years)	4 years 6 months	4 years 6 months
Other [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 2,100	$ 2,255
Accumulated amortization	(996)	(981)
Net carrying amount	$ 1,104	$ 1,274
Other [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization period (years)	2 years	2 years
Other [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization period (years)	7 years	6 years

Goodwill and Acquired Intangi_5

Goodwill and Acquired Intangible Assets (Narrative) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	9 years
Finite-Lived Intangible Assets, Estimated Amortization Expense, Remainder of 2022	$ 1.6
Finite-Lived Intangible Assets, Estimated Amortization Expense, December 31, 2023	1.7
Finite-Lived Intangible Assets, Estimated Amortization Expense, December 31, 2024	0.6
Finite-Lived Intangible Assets, Estimated Amortization Expense, December 31, 2025	0.5
Finite-Lived Intangible Assets, Estimated Amortization Expense, December 31, 2026	$ 0.5

Debt - Schedule of Debt Obligat

Debt - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Other	$ 1,175	$ 582
Total	14,181	13,551
2015 Subordinated Notes [Member]
Debt Instrument [Line Items]
2015 Subordinated Notes	12,860	12,823
Debentures [Member]
Debt Instrument [Line Items]
Debentures	$ 146	$ 146

Debt (Narrative) (Details)

Debt (Narrative) (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
Principal amount of outstanding debt	$ 14.3	$ 13.8

Liability Related to the Sale_3

Liability Related to the Sale of Future Royalties and Milestones (Schedule of Liability Account) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)
Liability Related To Sale Of Future Royalties And Milestones [Abstract]
Liability related to sale of future royalties and milestones - beginning balance	$ 254,105
Non-cash royalty revenue	(17,634)
Non-cash interest expense recognized	14,901
Liability related to sale of future royalties and milestones - ending balance	251,372
Less: unamortized transaction costs	(342)
Liability related to sale of future royalties and milestones, net	$ 251,030

Liability Related to the Sale_4

Liability Related to the Sale of Future Royalties and Milestones (Narrative) (Details) - USD ($) $ in Thousands	Jan. 19, 2018	Mar. 31, 2022	Jan. 06, 2018
Liability Related To Sale Of Future Royalties And Milestones [Line Items]
Non-cash royalty revenue recognized		$ 17,634
Non-cash interest expense		14,901
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member]
Liability Related To Sale Of Future Royalties And Milestones [Line Items]
Percentage of purchase of worldwide rights to receive royalties			100.00%
Gross proceeds received for royalty rights	$ 190,000
Non-cash royalty revenue recognized		17,600
Non-cash interest expense		$ 14,900
Effective annual interest rate		24.80%
Prospective effective annual interest rate		22.40%

Accrued Liabilities (Schedule o

Accrued Liabilities (Schedule of Accrued Liabilities) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Accrued Liabilities Current [Abstract]
Payroll	$ 6,458	$ 14,206
Professional fees	7,023	6,433
Contract manufacturing costs	5,726	5,824
Research services	8,793	8,550
Other	4,610	7,078
Total	$ 32,610	$ 42,091

Fair Value Measurements (Narrat

Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Contingent purchase price considerations	$ 1,153	$ 1,689
Long-term Debt, Gross	14,300	13,800
Level 2 [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Contingent purchase price considerations	0	0
Debt Instrument, Fair Value Disclosure	$ 14,200	$ 13,600

Fair Value Measurements (Schedu

Fair Value Measurements (Schedule of Weighted Average Values of Contingent Purchase Milestones and Credit Spread) (Details) - Weighted Average [Member]	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Period of time to achieve milestones (in years)	2 years 3 months 18 days	1 year 3 months 18 days
Credit spread	5.20%	5.40%

Fair Value Measurements (Sche_2

Fair Value Measurements (Schedule of Liabilities Measured at Fair Value) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Contingent purchase price considerations, Fair Value Disclosure	$ 1,153	$ 1,689
Total	1,153	1,689
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Contingent purchase price considerations, Fair Value Disclosure	0	0
Total	0	0
Significant Other Observable Inputs (Level 2) [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Contingent purchase price considerations, Fair Value Disclosure	0	0
Total	0	0
Significant Unobservable Inputs (Level 3) [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Contingent purchase price considerations, Fair Value Disclosure	1,153	1,689
Total	$ 1,153	$ 1,689

Fair Value Measurements (Sche_3

Fair Value Measurements (Schedule of Liabilities Measured at Fair Value Using Significant Unobservable Inputs) (Details) - Significant Unobservable Inputs (Level 3) [Member] $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Balance, beginning of period	$ 1,689
Balance, end of period	1,153
Contingent Purchase Price [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Change in fair value of considerations during the period	$ (536)

Revenue from Contracts with C_3

Revenue from Contracts with Customers (Narrative) (Details) - USD ($)	Jan. 23, 2019	Mar. 31, 2022	Mar. 31, 2021
Revenue From Contract With Customer [Line Items]
Shares sold at the market		$ 19,182,000	$ 60,859,000
Revenue recognized		25,941,000	11,719,000
Asset impairment charges		0
Contract with customer, liability, revenue recognized		1,453,000
Capitalized contract , cost		0
Research and Development Revenue [Member]
Revenue From Contract With Customer [Line Items]
Revenue recognized		6,740,000	1,571,000
Gilead Collaboration Agreement [Member]
Revenue From Contract With Customer [Line Items]
Contract with customer, liability, revenue recognized		1,400,000
Contract with customer, net asset liability		20,400,000
Initial transaction price		142,500,000
Gilead Collaboration Agreement [Member] | License and Collaboration Revenue [Member]
Revenue From Contract With Customer [Line Items]
Revenue recognized		122,100,000
Gilead Sciences, Inc. [Member] | Collaborative Arrangement [Member]
Revenue From Contract With Customer [Line Items]
Fee received	$ 120,000,000
Shares sold at the market	30,000,000
Upfront license exercise fee	50,000,000
Transaction price recognized		1,400,000
Gilead Sciences, Inc. [Member] | Collaborative Arrangement [Member] | Research and Development Revenue [Member]
Revenue From Contract With Customer [Line Items]
Revenue recognized		5,000,000	$ 1,000,000
Incyte Corporation [Member]
Revenue From Contract With Customer [Line Items]
Receivables for R & D services		$ 1,300,000
Maximum [Member] | Gilead Sciences, Inc. [Member] | Collaborative Arrangement [Member]
Revenue From Contract With Customer [Line Items]
Aggregate potential milestones receivable	$ 520,000,000

Revenue from Contracts with C_4

Revenue from Contracts with Customers (Narrative) (Details 1) - Gilead Sciences, Inc. [Member] $ in Millions	Mar. 31, 2022USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-04-01
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Expect to recognize deferred research and development revenue	$ 10.3
Revenue, remaining performance obligation, expected timing of satisfaction, period	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]
Expect to recognize deferred research and development revenue	$ 10.1
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year

Revenue from Contracts with C_5

Revenue from Contracts with Customers (Summary of Disaggregation of Revenue) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation Of Revenue [Line Items]
Revenue	$ 25,941	$ 11,719
License Fee And Milestones Revenue [Member]
Disaggregation Of Revenue [Line Items]
Revenue	5,000
Research and development services [Member]
Disaggregation Of Revenue [Line Items]
Revenue	373	536
Other services [Member]
Disaggregation Of Revenue [Line Items]
Revenue	1,567	1,629
Recognition of deferred revenue [Member]
Disaggregation Of Revenue [Line Items]
Revenue	1,367	1,035
Non-cash royalty revenue [Member]
Disaggregation Of Revenue [Line Items]
Revenue	17,634	8,484
Non-Cash Royalty Revenue Related to the Sale of Future Royalties [Member]
Disaggregation Of Revenue [Line Items]
Revenue	17,634	8,484
Recognition of deferred grant revenue [Member]
Disaggregation Of Revenue [Line Items]
Revenue		35
United States [Member]
Disaggregation Of Revenue [Line Items]
Revenue	24,374	10,090
United States [Member] | License Fee And Milestones Revenue [Member]
Disaggregation Of Revenue [Line Items]
Revenue	5,000
United States [Member] | Research and development services [Member]
Disaggregation Of Revenue [Line Items]
Revenue	373	536
United States [Member] | Recognition of deferred revenue [Member]
Disaggregation Of Revenue [Line Items]
Revenue	1,367	1,035
United States [Member] | Non-cash royalty revenue [Member]
Disaggregation Of Revenue [Line Items]
Revenue	17,634	8,484
United States [Member] | Non-Cash Royalty Revenue Related to the Sale of Future Royalties [Member]
Disaggregation Of Revenue [Line Items]
Revenue	17,634
United States [Member] | Recognition of deferred grant revenue [Member]
Disaggregation Of Revenue [Line Items]
Revenue		35
Rest of World [Member]
Disaggregation Of Revenue [Line Items]
Revenue	1,567	1,629
Rest of World [Member] | Other services [Member]
Disaggregation Of Revenue [Line Items]
Revenue	$ 1,567	$ 1,629

Revenue from Contracts with C_6

Revenue from Contracts with Customers (Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)
Contract With Customer Asset And Liability [Abstract]
Balance at beginning of period	$ 23,625
Additions	40
Deductions	(1,453)
Balance at end of period	$ 22,212

Share-Based Compensation Plan_2

Share-Based Compensation Plans (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Weighted average grant-date fair value of options granted	$ 1.81	$ 1.49
Shares issued from exercise of options	15,588
Shares issued from vesting of non vested stock	$ 2.54
Employees and directors [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Unrecognized share-based compensation expense	$ 42.7
Stock Options [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Unrecognized share-based compensation expense, weighted average period	2 years 7 months 6 days
Restricted Stock [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Unrecognized share-based compensation expense	$ 2.4
Performance Based Award [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Unrecognized share-based compensation expense, weighted average period	1 year 8 months 12 days
2009 EIP [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Deferred Compensation Arrangement with Individual, Maximum Contractual Term	10 years
2009 EIP [Member] | Minimum [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period, minimum	3 years
2009 EIP [Member] | Maximum [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period, minimum	4 years
2019 ESPP [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Shares issued under ESPP	120,286
Shares issued from vesting of non vested stock	$ 143,332
A2020 Employee Bonus
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Additional share issued for employee bonus	3,844,554
Share withheld to cover taxes	1,346,684
Share issued net	2,497,870

Share-Based Compensation Plan_3

Share-Based Compensation Plans (Schedule of Stock Option Activity) (Details)	3 Months Ended
	Mar. 31, 2022USD ($)$ / sharesshares
Share Based Compensation [Abstract]
Options Outstanding, Beginning Balance | shares	32,764,087
Options Granted | shares	6,214,095
Options Exercised | shares	(15,588)
Options Forfeited | shares	(207,335)
Options Expired | shares	(178,542)
Options Outstanding, Ending Balance | shares	38,576,717
Options Vested or expected to vest | shares	38,576,717
Options Exercisable | shares	19,427,543
Options Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares	$ 3.66
Options Granted, Weighted Average Exercise Price | $ / shares	3.11
Options Exercised, Weighted Average Exercise Price | $ / shares	2.46
Options Forfeited, Weighted Average Exercise Price | $ / shares	3.42
Options Expired, Weighted Average Exercise Price | $ / shares	3.92
Options Outstanding, Weighted Average Exercise Price, Ending Balance | $ / shares	3.58
Options Vested or expected to vest, Weighted Average Exercise Price | $ / shares	3.58
Options Exercisable, Weighted Average Exercise Price | $ / shares	$ 3.81
Options Outstanding, Weighted Average Remaining Contractual Term	7 years 5 months 19 days
Options Vested or expected to vest, Weighted Average Remaining Contractual Term	7 years 5 months 19 days
Options Exercisable, Weighted Average Remaining Contractual Term	6 years 29 days
Options Outstanding, Aggregate Intrinsic Value | $	$ 1,198,916
Options Vested or expected to vest, Aggregate Intrinsic Value | $	1,198,916
Options Exercisable, Aggregate Intrinsic Value | $	$ 576,126

Share-Based Compensation Plan_4

Share-Based Compensation Plans (Summary of Non-vested Stock Activity) (Details)	3 Months Ended
	Mar. 31, 2022$ / sharesshares
Share Based Compensation [Abstract]
Non-vested Shares Outstanding, Beginning Balance | shares	1,018,051
Non-vested Shares Granted | shares	4,090,080
Non-vested Shares Vested | shares	(3,987,886)
Non-vested Shares Forfeited | shares	(647,000)
Non-vested Shares Outstanding, Ending Balance | shares	473,245
Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares	$ 2.39
Non-vested Shares Granted, Weighted Average Grant Date Fair Value | $ / shares	2.51
Non-vested Shares Vested, Weighted Average Grant Date Fair Value | $ / shares	2.54
Non-vested Shares Forfeited, Weighted Average Grant Date Fair Value | $ / shares	1.64
Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Ending Balance | $ / shares	$ 3.17

Share-Based Compensation Plan_5

Share-Based Compensation Plans (Schedule of Share-Based Compensation Expense) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	$ 4,947	$ 3,932
Research and Development [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	1,339	868
General and Administrative [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	$ 3,608	$ 3,064

Restricted Cash (Narrative) (De

Restricted Cash (Narrative) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Dec. 31, 2020
Cash And Cash Equivalents [Abstract]
Restricted cash	$ 2,669	$ 2,669	$ 2,669	$ 2,634

Restricted Cash (Schedule of Re

Restricted Cash (Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Dec. 31, 2020
Cash And Cash Equivalents [Abstract]
Cash and cash equivalents	$ 247,709	$ 291,931	$ 119,366	$ 99,871
Restricted cash	2,669	2,669	2,669	2,634
Cash, cash equivalents and restricted cash	$ 250,378	$ 294,600	$ 122,035	$ 102,505

Equity (Narrative) (Details)

Equity (Narrative) (Details) - At Market Issuance Sales Agreement [Member] - B. Riley FBR, Inc. [Member] - New Sales Agreement [Member] - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 01, 2022
Class Of Stock [Line Items]
Shares sold at the market, shares		100,000,000
Net proceeds from issuance of common stock	$ 19.2
Shares sold at the market, shares	7,000,000
Shares sold price per share	$ 2.81

Subsequent Events (Narrative) (

Subsequent Events (Narrative) (Details) - Subsequent Event [Member] - At Market Issuance Sales Agreement [Member] shares in Millions, $ in Millions	1 Months Ended
	May 06, 2022USD ($)shares
Subsequent Event [Line Items]
Net proceeds from issuance of common stock | $	$ 10.2
Shares sold at the market, shares | shares	4.1