Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2021 | Aug. 31, 2021 | Dec. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Jun. 30, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity File Number | 000-50484 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 51-0407811 | ||
Entity Address, Address Line One | 11455 El Camino Real | ||
Entity Address, City or Town | San Diego | ||
Entity Address, Postal Zip Code | 92130 | ||
City Area Code | 858 | ||
Local Phone Number | 369-7100 | ||
Trading Symbol | MEIP | ||
Entity Registrant Name | MEI Pharma, Inc. | ||
Entity Central Index Key | 0001262104 | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Small Business | true | ||
Title of 12(b) Security | Common Stock, $0.00000002 par value | ||
Security Exchange Name | NASDAQ | ||
Entity Interactive Data Current | Yes | ||
Entity Address, State or Province | CA | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
ICFR Auditor Attestation Flag | false | ||
Entity Common Stock, Shares Outstanding | 112,678,498 | ||
Entity Public Float | $ 300.8 | ||
Documents Incorporated by Reference [Text Block] | Certain information required by Part III of this Annual Report on Form 10-K is incorporated by reference from the registrant’s definitive proxy statement for the annual meeting of stockholders to be held in December 2021, which will be filed with the Securities and Exchange Commission within 120 days after the close of the registrant’s fiscal year ended June 30, 2021. |
BALANCE SHEETS
BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 8,543 | $ 12,331 |
Short-term investments | 144,883 | 170,299 |
Total cash, cash equivalents and short-term investments | 153,426 | 182,630 |
Receivable for foreign tax withholding | 0 | 20,420 |
Contract assets | 7,582 | 2,858 |
Prepaid expenses and other current assets | 3,809 | 2,736 |
Total current assets | 164,817 | 208,644 |
Operating lease right-of use assets | 7,774 | 0 |
Property and equipment, net | 1,507 | 1,084 |
Total assets | 174,098 | 209,728 |
Current liabilities: | ||
Accounts payable | 6,355 | 2,437 |
Accrued liabilities | 8,402 | 6,090 |
Deferred revenue | 14,609 | 14,777 |
Operating lease liability Current | 928 | 0 |
Total current liabilities | 30,294 | 23,304 |
Deferred revenue, long-term | 72,717 | 67,723 |
Operating lease liability, long term | 7,370 | 0 |
Warrant liability | 22,355 | 40,483 |
Total liabilities | 132,736 | 131,510 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value; 100 shares authorized; none outstanding | 0 | 0 |
Common stock, $0.00000002 par value; 226,000 shares authorized; 111,514 and 73,545 shares issued and outstanding at June 30, 2020 and 2019, respectively. | 0 | 0 |
Additional paid-in-capital | 369,171 | 355,452 |
Accumulated deficit | (327,809) | (277,234) |
Total stockholders' equity | 41,362 | 78,218 |
Total liabilities and stockholders' equity | $ 174,098 | $ 209,728 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2021 | Jun. 30, 2020 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100,000 | 100,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.00 | $ 0.00 |
Common stock, shares authorized | 226,000,000 | 226,000,000 |
Common stock, shares issued | 112,615,000 | 111,514,000 |
Common stock, shares outstanding | 112,615,000 | 111,514,000 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenue | $ 25,535 | $ 28,913 | $ 4,915 |
Operating expenses: | |||
Cost of revenue | 1,408 | 2,671 | 4,263 |
Research and development | 69,398 | 34,065 | 32,300 |
General and administrative | 24,414 | 16,717 | 14,597 |
Total operating expenses | 95,220 | 53,453 | 51,160 |
Loss from operations | (69,685) | (24,540) | (46,245) |
Other income (expense): | |||
Change in fair value of warrant liability | 18,122 | (22,870) | 27,632 |
Interest and dividend income | 510 | 1,395 | 1,795 |
Other income | 486 | 0 | 0 |
Income tax expense | (8) | (1) | (1) |
Net loss | (50,575) | (46,016) | (16,819) |
Net loss: | |||
Basic | (50,575) | (46,016) | (16,819) |
Diluted | $ (77,969) | $ (46,016) | $ (54,613) |
Net loss per share: | |||
Basic | $ (0.45) | $ (0.51) | $ (0.24) |
Diluted | $ (0.68) | $ (0.51) | $ (0.75) |
Shares used in computing net loss per share: | |||
Basic | 112,527 | 91,080 | 71,139 |
Diluted | 114,481 | 91,080 | 72,385 |
STATEMENTS OF STOCKHOLDERS' EQU
STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Shares | Additional paid in capital | Accumulated Deficit |
Beginning Balance at Jun. 30, 2018 | $ 50,459 | $ 70,406 | $ 264,858 | $ (214,399) |
Net loss | (16,819) | (16,819) | ||
Issuance of common stock, net | 5,444 | 2,215 | 5,444 | |
Exercise of warrants | 2,186 | 440 | 2,186 | |
Issuance of common stock for vested restricted stock units | (324) | 246 | (324) | |
Exercise of stock options | 422 | 238 | 422 | |
Share-based compensation expense | 6,562 | 6,562 | ||
Ending Balance at Jun. 30, 2019 | 47,930 | 73,545 | 279,148 | (231,218) |
Net loss | (46,016) | (46,016) | ||
Issuance of common stock, net | 69,231 | 37,815 | 69,231 | |
Exercise of stock options | 272 | 154 | 272 | |
Share-based compensation expense | 6,801 | 6,801 | ||
Ending Balance at Jun. 30, 2020 | 78,218 | 111,514 | 355,452 | (277,234) |
Net loss | (50,575) | (50,575) | ||
Issuance of common stock, net | 3,136 | 958 | 3,136 | |
Exercise of warrants | 6 | 1 | 6 | |
Exercise of stock options | 332 | 142 | 332 | |
Share-based compensation expense | 10,245 | 10,245 | ||
Ending Balance at Jun. 30, 2021 | $ 41,362 | $ 112,615 | $ 369,171 | $ (327,809) |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities: | |||
Net loss | $ (50,575) | $ (46,016) | $ (16,819) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Change in fair value of warrant liability | (18,122) | 22,870 | (27,632) |
Share-based compensation | 10,245 | 6,801 | 6,562 |
Impairment of intangible assets | 227 | ||
Depreciation and amortization | 285 | 109 | 80 |
Changes in operating assets and liabilities: | |||
Receivable for foreign tax withholding | 20,420 | (20,420) | |
Contract assets | (4,724) | (2,347) | (199) |
Prepaid expenses and other current assets | (1,073) | (812) | (650) |
Accounts payable | 3,918 | (2,350) | 1,144 |
Accrued liabilities | 2,312 | 1,470 | 1,105 |
Deferred revenue | 4,826 | 74,726 | 6,986 |
Operating lease liability | 524 | ||
Net cash provided by (used in) operating activities | (31,964) | 34,258 | (29,423) |
Cash flows from investing activities: | |||
Purchases of property and equipment | (708) | (894) | (217) |
Purchases of short-term investments | (420,153) | (190,279) | (64,655) |
Proceeds from maturity of short-term investments | 445,569 | 84,879 | 89,190 |
Net cash (used in) provided by investing activities | 24,708 | (106,294) | 24,318 |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 332 | 272 | 372 |
Issuance of common stock, net | 3,136 | 69,231 | 220 |
Collection of common stock proceeds receivable | 5,274 | ||
Proceeds from exercise of warrants | 1,118 | ||
Payment of RSU tax withholdings in exchange for common shares surrendered by RSU holders | (324) | ||
Net cash provided by financing activities | 3,468 | 74,777 | 1,386 |
Net increase (decrease) in cash and cash equivalents | (3,788) | 2,741 | (3,719) |
Cash and cash equivalents at beginning of the period | 12,331 | 9,590 | 13,309 |
Cash and cash equivalents at end of the period | 8,543 | 12,331 | 9,590 |
Supplemental cash flow information: | |||
Income taxes paid | (8) | (1) | (1) |
Right-of-use assets obtained in exchange for operating lease obligations: | 8,689 | $ 0 | 0 |
Non-cash financing activities: | |||
Warrants issued pursuant to cashless exercise | $ 6 | ||
Proceeds receivable- sale of common stock | 5,224 | ||
Proceeds receivable- stock option exercises | 50 | ||
Change in fair value of warrants exercised | $ 1,068 |
The Company and Summary of Sign
The Company and Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2021 | |
The Company and Summary of Significant Accounting Policies | Note 1. The Company and Summary of Significant Accounting Policies The Company MEI Pharma, Inc. is a late-stage pharmaceutical company committed to the development and commercialization of novel cancer therapies intended to improve outcomes for patients. Our portfolio of drug candidates includes four clinical-stage assets, including zandelisib (f/k/a ME-401), currently in multiple ongoing clinical studies intended to support marketing applications with the U.S. Food and Drug Administration (“FDA”) and other regulatory authorities globally. Our common stock is listed on the NASDAQ Capital Market under the symbol “MEIP.” Clinical Development Programs We build our pipeline by licensing or acquiring promising cancer agents and creating value in programs through development, commercialization and strategic partnerships, as appropriate. Our objective is to leverage the mechanisms and properties of our pipeline drug candidates to optimize the balance between efficacy and tolerability to meet the needs of patients with cancer. Our drug candidate pipeline includes: Zandelisib (f/k/a ME-401), an oral phosphatidylinositol 3-kinase (“PI3K”) delta inhibitor; Voruciclib, an oral cyclin-dependent kinase 9 (“CDK9”) inhibitor; ME-344, a mitochondrial inhibitor targeting the oxidative phosphorylation (“OXPHOS”) complex; and Pracinostat, an oral histone deacetylase (“HDAC”) inhibitor. The results of pre-clinical studies and completed clinical trials are not necessarily predictive of future results, and our current drug candidates may not have favorable results in later studies or trials. The commercial opportunity will be reduced or eliminated if competitors develop and market products that are more effective, have fewer side effects or are less expensive than our drug candidates. We will need substantial additional funds to progress the clinical trial programs for the drug candidates zandelisib, voruciclib, and ME-344, and to develop new compounds. The actual amount of funds that will be needed are determined by a number of factors, some of which are beyond our control. Negative U.S. and global economic conditions may pose challenges to our business strategy, which relies on funding from the financial markets or collaborators. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and disclosures made in the accompanying notes to the financial statements. We use estimates that affect the reported amounts (including assets, liabilities, revenues and expenses) and related disclosures. Actual results could materially differ from those estimates. Liquidity We have accumulated losses of $ 327.8 million since inception and expect to incur operating losses and generate negative cash flows from operations for the foreseeable future. As of June 30, 2021, we had $ 153.4 million in cash and cash equivalents, and short-term investments. We believe that these resources will be sufficient to meet our obligations and fund our liquidity and capital expenditure requirements for at least the next 12 months from the issuance of these financial statements. Our current business operations are focused on continuing the clinical development of our drug candidates. Changes to our research and development plans or other changes affecting our operating expenses may affect actual future use of existing cash resources. Our research and development expenses are expected to increase in the foreseeable future. We cannot determine with certainty costs associated with ongoing and future clinical trials or the regulatory approval process. The duration, costs and timing associated with the development of our product candidates will depend on a variety of factors, including uncertainties associated with the results of our clinical trials. To date, we have obtained cash and funded our operations primarily through equity financings and license agreements. In order to continue the development of our drug candidates, at some point in the future we expect to pursue one or more capital transactions, whether through the sale of equity securities, debt financing, license agreements or entry into strategic partnerships. There can be no assurance that we will be able to continue to raise additional capital in the future. Reclassifications Certain reclassifications have been made to the prior year financial statements to conform to the current year financial statement presentation of contract assets. These changes did not impact previously reported net loss, loss per share, stockholders’ equity, total assets or cash flows. Cash and Cash Equivalents Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less when purchased. Cash is maintained at financial institutions and, at times, balances may exceed federally insured limits. We have not experienced any losses related to these balances. Short-Term Investments Investments that have maturities of greater than three months but less than one year are classified as short-term investments. As of June 30, 2021 and 2020, our short-term investments consisted of $ 144.9 million and $ 170.3 million, respectively, in U.S. government securities. The short-term investments held as of June 30, 2021 and 2020 had maturity dates of less than one year, are considered to be “held to maturity” and are carried at amortized cost. As of June 30, 2021 and 2020, the gross holding gains and losses were immaterial. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value is as follows: Level 1 — Observable inputs such as quoted prices in active markets for identical assets or liabilities. Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We measure the following financial instruments at fair value on a recurring basis. The fair values of these financial instruments were as follows (in thousands): June 30, 2021 June 30, 2020 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Warrant liability $ — $ — $ ( 22,355 ) $ — $ — $ ( 40,483 ) Total $ — $ — $ ( 22,355 ) $ — $ — $ ( 40,483 ) The carrying amounts of financial instruments such as cash equivalents, short-term investments and accounts payable approximate the related fair values due to the short-term maturities of these instruments. We invest our excess cash in financial instruments which are readily convertible into cash, such as money market funds and U.S. government securities. Cash equivalents, where applicable, and short-term investments are classified as Level 1 as defined by the fair value hierarchy. In May 2018, we issued warrants in connection with our private placement of shares of common stock. Pursuant to the terms of the warrants, we could be required to settle the warrants in cash in the event of an acquisition of the Company and, as a result, the warrants are required to be measured at fair value and reported as a liability in the Balance Sheet. We recorded the fair value of the warrants upon issuance using the Black-Scholes valuation model and are required to revalue the warrants at each reporting date with any changes in fair value recorded on our Statement of Operations. The valuation of the warrants is considered under Level 3 of the fair value hierarchy due to the need to use assumptions in the valuation that are both significant to the fair value measurement and unobservable. Inputs used to determine estimated fair value of the warrant liabilities include the estimated fair value of the underlying stock at the valuation date, the estimated term of the warrants, risk-free interest rates, expected dividends and the expected volatility of the underlying stock. The significant unobservable inputs used in the fair value measurement of the warrant liabilities were the volatility rate and the estimated term of the warrants. Generally, increases (decreases) in the fair value of the underlying stock and estimated term would result in a directionally similar impact to the fair value measurement. The change in the fair value of the Level 3 warrant liability is reflected in the Statement of Operations for the years ended June 30, 2021 and 2020. To calculate the fair value of the warrant liability, the following assumptions were used: June 30, June 30, Risk-free interest rate 0.2 % 0.2 % Expected life (years) 1.9 2.9 Expected volatility 88.5 % 77.4 % Dividend yield 0.0 % 0.0 % Black-Scholes Fair Value $ 1.39 $ 2.52 The following table sets forth a summary of changes in the estimated fair value of our Level 3 warrant liability for the years ended June 30, 2021 and 2020 (in thousands): Fair Value of Warrants Using Significant 2021 2020 Balance at July 1, $ 40,483 $ 17,613 Reclassification of warrant liability to equity upon exercise of warrants ( 6 ) — Change in estimated fair value of liability classified warrants ( 18,122 ) 22,870 Balance at June 30, $ 22,355 $ 40,483 Property and Equipment Property and equipment are stated at cost and depreciated over the estimated useful lives of the assets (generally three to seven years ) using the straight-line method. Leasehold improvements are stated at cost and are amortized over the shorter of the estimated useful lives of the assets or the lease term. Leases As of July 1, 2019, we adopted Topic 842, Leases , using a modified retrospective basis method under which prior comparative periods are not restated. The new standard establishes a ROU model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. We elected the following as practical expedients: 1) an entity need not reassess whether any expired or existing contracts are or contain leases, 2) an entity need not reassess the lease classification for any expired or existing leases, and 3) an entity need not reassess initial direct costs for any existing leases. Rent expense for operating leases is recognized on a straight-line basis over the lease term based on the total lease payments. We have elected the practical expedient to not separate lease and non-lease components for our real estate leases. Our non-lease components are primarily related to property maintenance, which varies based on future outcomes, and thus is recognized in rent expense when incurred. Revenue Recognition Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers (“Topic 606” or the “new revenue standard”) We recognize revenue when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. For enforceable contracts with our customers, we first identify the distinct performance obligations – or accounting units – within the contract. Performance obligations are commitments in a contract to transfer a distinct good or service to the customer. Payments received under commercial arrangements, such as licensing technology rights, may include non-refundable fees at the inception of the arrangements, milestone payments for specific achievements designated in the agreements, and royalties on the sale of products. At the inception of arrangements that include milestone payments, we use judgment to evaluate whether the milestones are probable of being achieved and we estimate the amount to include in the transaction price using the most likely method. If it is probable that a significant revenue reversal will not occur, the estimated amount is included in the transaction price. Milestone payments that are not within our or the licensee’s control, such as regulatory approvals, are not included in the transaction price until those approvals are received. At the end of each reporting period, we re-evaluate the probability of achievement of development milestones and any related constraint and, as necessary, we adjust our estimate of the overall transaction price. Any adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. We develop estimates of the stand-alone selling price for each distinct performance obligation. Variable consideration that relates specifically to our efforts to satisfy specific performance obligations is allocated entirely to those performance obligations. Other components of the transaction price are allocated based on the relative stand-alone selling price, over which management has applied significant judgment. We develop assumptions that require judgment to determine the stand-alone selling price for license-related performance obligations, which may include forecasted revenues, development timelines, reimbursement rates for personnel costs, discount rates and probabilities of technical, regulatory and commercial success. We estimate stand-alone selling price for research and development performance obligations by forecasting the expected costs of satisfying a performance obligation plus an appropriate margin. In the case of a license that is a distinct performance obligation, we recognize revenue allocated to the license from non-refundable, up-front fees at the point in time when the license is transferred to the licensee and the licensee can use and benefit from the license. For licenses that are bundled with other distinct or combined obligations, we use judgment to assess the nature of the performance obligation to determine whether the performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. If the performance obligation is satisfied over time, we evaluate the measure of progress each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. Revenue is recorded proportionally as costs are incurred. We generally use the cost-to-cost measure of progress because it best depicts the transfer of control to the customer which occurs as we incur costs. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation (an “input method” under Topic 606). We use judgment to estimate the total cost expected to complete the research and development performance obligations, which include subcontractors’ costs, labor, materials, other direct costs and an allocation of indirect costs. We evaluate these cost estimates and the progress each reporting period and, as necessary, we adjust the measure of progress and related revenue recognition. For arrangements that include sales-based or usage-based royalties, we recognize revenue at the later of (i) when the related sales occur or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied or partially satisfied. To date, we have not recognized any sales-based or usage-based royalty revenue from license agreements. We recognized revenue associated with the following license agreements (in thousands): Years Ended June 30, 2021 2020 2019 License agreement: KKC Agreements $ 25,095 $ 27,543 $ 2,557 Helsinn License Agreement 440 1,370 2,358 $ 25,535 $ 28,913 $ 4,915 Timing of Revenue Recognition: Services performed over time $ 25,535 $ 4,860 $ 4,036 License transferred at a point in time — 20,988 879 Cumulative catch-up adjustment — 3,065 — $ 25,535 $ 28,913 $ 4,915 The KKC Commercialization Agreement and KKC Japan License Agreement (Note 2) included other distinct performance obligations satisfied over time, and accordingly we recognized $ 25.1 million, $ 27.5 million (inclusive of cumulative catch-up amounts), and $ 2.6 million related to our progress toward satisfying those obligations during the years ended June 30, 2021, 2020 and 2019, respectively. Based on the characteristics of the Helsinn License Agreement (Note 4), control of the remaining deliverables occurs and therefore we recognize revenue based on the extent of progress towards completion of the performance obligations. Accordingly, we recognized $ 0.4 million, $ 1.4 million and $ 2.3 million related to our progress toward satisfying those obligations during the years ended June 30, 2021, 2020 and 2019, respectively. As of June 30, 2021, our performance obligations related to the Helsinn License Agreement have been met and no future revenue or cost of revenue will be recognized. Contract Balances Receivables are included in our balance sheet in “Prepaid expenses and other current assets”, and contract liabilities are included in “Deferred revenue” and “Deferred revenue long-term”. The following table presents changes in contract assets and contract liabilities accounted for under Topic 606 during the year ended June 30, 2021 and 2020 (in thousands): Years Ended June 30, 2021 2020 Receivables Receivables, beginning of year $ 83 $ — Amounts billed 25,682 1,292 Payments received ( 25,765 ) ( 1,209 ) Receivables, end of year $ — $ 83 Contract assets Contract assets, beginning of year $ 2,858 $ 511 Billable amounts 30,406 3,639 Amount billed ( 25,682 ) ( 1,292 ) Contract assets, end of year $ 7,582 $ 2,858 Contract liabilities Contract liabilities, beginning of year $ 17,955 $ 7,774 Net change 4,826 10,181 Contract liabilities, end of year $ 22,781 $ 17,955 The timing of revenue recognition, invoicing and cash collections results in billed accounts receivable and unbilled receivables (contract assets) and deferred revenue (contract liabilities). We invoice our customers in accordance with agreed-upon contractual terms, typically at periodic intervals or upon achievement of contractual milestones. Invoicing may occur subsequent to revenue recognition, resulting in contract assets. We may receive advance payments from our customers before revenue is recognized, resulting in contract liabilities. The contract assets and liabilities reported on the Balance Sheet relate to the KKC Commercialization Agreement, the KKC Japan License Agreement and Helsinn License Agreement. As of June 30, 2021, we had $ 7.6 million of contract assets related to our remaining performance obligations under the KKC Commercialization Agreement and no contract assets related to the Helsinn License Agreement, as the remaining performance obligations have been completed. Our contract assets are comprised of amounts that are billable based on the contractual provisions of the license agreement but not yet billed. As of June 30, 2021, we had $ 87.3 million of deferred revenue associated with the KKC Commercialization Agreement, of which $ 64.5 million relates to the U.S. license which is a unit of account under the scope of Topic 808 and is not a deliverable under Topic 606, and $ 22.8 million relates to the Ex-U.S. License and development services performance obligations which are under the scope of Topic 606. Our contract liabilities accounted for under Topic 606 relate to the amount of initial upfront consideration that was allocated to the research and development performance obligations as well as additional cost reimbursements in excess of revenue recognized. Contract liabilities are expected to be recognized over the duration of the performance obligations based on the costs incurred relative to total expected costs. Our contract liabilities may fluctuate due to changes in the total estimated cost of the performance obligations and our expected reimbursement of those costs. For the year ended June 30, 2021, we recognized revenue of $ 13.2 million that was included in the contract liabilities balance at June 30, 2020 related to performance obligations under ASC 606. For the year ended June 30, 2020, we recognized revenue of $ 7.5 million and $0.3 million, respectively, that was included in the contract liabilities balance at June 30, 2019 related to performance obligations under ASC 606. To date we have not recognized any amounts related to units of account under Topic 808. Revenues from Collaborators We earn revenue in connection with collaboration agreements, which are detailed in Note 2, KKC Agreements, and Note 3, BeiGene Collaboration. At contract inception, we assess whether the collaboration arrangements are within the scope of ASC Topic 808, Collaborative Arrangements (“Topic 808”), to determine whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards dependent on the commercial success of such activities. This assessment is performed based on the responsibilities of all parties in the arrangement. For collaboration arrangements within the scope of Topic 808 that contain multiple units of account, we first determine which units of account within the arrangement are within the scope of Topic 808 and which elements are within the scope of Topic 606. For units of account within collaboration arrangements that are accounted for pursuant to Topic 808, an appropriate recognition method is determined and applied consistently, by analogy to authoritative accounting literature. For elements of collaboration arrangements that are accounted for pursuant to Topic 606, we recognize revenue as discussed above. Consideration received that does not meet the requirements to satisfy Topic 606 revenue recognition criteria is recorded as deferred revenue in the accompanying balance sheets, classified as either short-term or long-term deferred revenue based on our best estimate of when such amounts will be recognized. Cost of Revenue Cost of revenue primarily includes external costs paid to third-party contractors to perform research, conduct clinical trials and develop and manufacture drug materials, and internal compensation and related personnel expenses to support our research and development performance obligations associated with the Helsinn License Agreement. Research and Development Research and development costs are expensed as incurred and include costs paid to third-party contractors to perform research, conduct clinical trials and develop and manufacture drug materials. Clinical trial costs, including costs associated with third-party contractors, are a significant component of research and development expenses. We expense research and development costs based on work performed. In determining the amount to expense, management relies on estimates of total costs based on contract components completed, the enrollment of subjects, the completion of trials, and other events. Costs incurred related to the purchase or licensing of in-process research and development for early-stage products or products that are not commercially viable and ready for use, or have no alternative future use, are charged to expense in the period incurred. Share-based Compensation Share-based compensation expense for employees and directors is recognized in the Statement of Operations based on estimated amounts, including the grant date fair value and the expected service period. For stock options, we estimate the grant date fair value using a Black-Scholes valuation model, which requires the use of multiple subjective inputs including estimated future volatility, expected forfeitures and the expected term of the awards. We estimate the expected future volatility based on the stock’s historical price volatility. The stock’s future volatility may differ from the estimated volatility at the grant date. For restricted stock unit (“RSU”) equity awards, we estimate the grant date fair value using our closing stock price on the date of grant. We recognize the effect of forfeitures in compensation expense when the forfeitures occur. The estimated forfeiture rates may differ from actual forfeiture rates which would affect the amount of expense recognized during the period. We recognize the value of the awards over the awards’ requisite service or performance periods. The requisite service period is generally the time over which our share-based awards vest. Interest and Dividend Income Interest on cash balances is recognized when earned. Dividend income is recognized when the right to receive the payment is established. Income Taxes Our income tax expense consists of current and deferred income tax expense or benefit. Current income tax expense or benefit is the amount of income taxes expected to be payable or refundable for the current year. A deferred income tax asset or liability is recognized for the future tax consequences attributable to tax credits and loss carryforwards and to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. As of June 30, 2021 and 2020, we have established a valuation allowance to fully reserve our net deferred tax assets. Tax rate changes are reflected in income during the period such changes are enacted. Changes in our ownership may limit the amount of net operating loss carryforwards that can be utilized in the future to offset taxable income. The FASB Topic on Income Taxes prescribes a recognition threshold and measurement attribute criteria for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. There were no unrecognized tax benefits as of June 30, 2021 and 2020. Net Loss Per Share Basic and diluted net loss per share are computed using the weighted-average number of shares of common stock outstanding during the period, less any shares subject to repurchase or forfeiture. There were no shares of common stock subject to repurchase or forfeiture for the years ended June 30, 2021, 2020 and 2019. Our potentially dilutive shares, which include outstanding stock options, restricted stock units, and warrants, are considered to be common stock equivalents and are only included in the calculation of diluted net loss per share when their effect is dilutive. The assessment of dilution is made on a quarterly basis and therefore the annual determination of diluted net loss per share only includes those quarters in which the potential common stock equivalents were determined to be dilutive. The following table presents the calculation of net loss used to calculate basic and diluted loss per share (in thousands): Years Ended June 30, 2021 2020 2019 Net loss—basic $ ( 50,575 ) $ ( 46,016 ) $ ( 16,819 ) Change in fair value of warrant liability ( 27,394 ) — ( 37,794 ) Net loss—diluted $ ( 77,969 ) $ ( 46,016 ) $ ( 54,613 ) Shares used in calculating net loss per share was determined as follows (in thousands): Years Ended June 30, 2021 2020 2019 Weighted average shares used in calculating net loss per share 112,527 91,080 71,139 Effect of potentially dilutive common shares from equity awards and liability-classified warrants 1,954 — 1,246 Weighted average shares used in calculating diluted loss per share 114,481 91,080 72,385 The following potentially dilutive shares (in thousands) have been excluded from the calculation of net loss per share because of their anti-dilutive effect: Years Ended June 30, 2021 2020 2019 Stock options 15,887 11,030 8,057 Restricted stock units 427 — 32 Warrants 4,015 16,062 8,062 Total anti-dilutive shares 20,329 27,092 16,151 Recent Account Pronouncements In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), as amended. The amendments in ASU 2016-13 require, among other things, financial assets measured at amortized cost basis to be presented at the net amount expected to be collected as compared to previous GAAP which delayed recognition until it was probable a loss had been incurred. The amendments in this standard are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. We are currently evaluating impact that adoption of this standard will have on its financial statements and related disclosures. |
KKC Agreements
KKC Agreements | 12 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
KKC Agreements | Note 2. KKC Agreements KKC License, Development and Commercialization Agreement In April 2020, we entered into the License, Development and Commercialization Agreement (the “KKC Commercialization Agreement”) with Kyowa Kirin Company (“KKC”). Under the agreement, we granted to KKC a co-exclusive, sublicensable, payment-bearing license under certain patents and know-how controlled by us to develop and commercialize zandelisib and any pharmaceutical product containing zandelisib for all human indications in the U.S. (the "U.S. License"), and an exclusive (subject to certain retained rights to perform obligations under the KKC Commercialization Agreement), sublicensable, payment-bearing, license under certain patents and know-how controlled by us to develop and commercialize zandelisib and any pharmaceutical product containing zandelisib for all human indications in countries outside of the United States (the “Ex-U.S.”) (the “Ex-U.S. License”). KKC granted to us a co-exclusive, sublicensable, license under certain patents and know-how controlled by KKC to develop and commercialize zandelisib for all human indications in the U.S., and a co-exclusive, sublicensable, royalty-free, fully paid license under certain patents and know-how controlled by KKC to perform our obligations in the Ex-U.S. under the KKC Commercialization Agreement. KKC paid us an initial payment of $ 100 million in May 2020. Of the $ 100 million paid by KKC, $ 20.4 million was remitted by KKC to the Japanese taxing authorities as a result of the U.S. Internal Revenue Service being closed due to the COVID pandemic, and therefore being unable to provide necessary documentation to support an exemption from the required foreign withholding. We received the amount remitted to the Japanese taxing authorities in October 2020. Additionally, we may earn up to approximately $ 582.5 million in potential development, regulatory and commercialization milestone payments, plus royalties on net sales of zandelisib in the Ex-U.S., which are tiered beginning in the teens. KKC will be responsible for the development and commercialization of zandelisib in the Ex-U.S. and, subject to certain exceptions, will be solely responsible for all costs related thereto. We will co-develop and co-promote zandelisib with KKC in the U.S., with the Company recording all revenue from U.S. sales. We will share U.S. profits and costs (including development costs) on a 50-50 basis with KKC. We will also provide to KKC certain drug supplies necessary for the development and commercialization of zandelisib in the Ex-U.S., with the understanding that KKC will assume responsibility for manufacturing for the Ex-U.S. as soon as practicable. We assessed the KKC Commercialization Agreement in accordance with Topic 808 and Topic 606 and determined that our obligations comprise the U.S. License, the Ex-U.S. License, and development services (the “Development Services”). We determined that the KKC Commercialization Agreement is a collaborative arrangement in accordance with Topic 808 that contains multiple units of account, as we and KKC are both active participants in the development and commercialization activities and are exposed to significant risks and rewards that are dependent on commercial success of the activities of the arrangement. The U.S. License is a unit of account under the scope of Topic 808 and is not a deliverable under Topic 606, while the Ex-U.S. License and Development Services performance obligations are under the scope of Topic 606. We determined, at the time of our initial assessment, that the total transaction price of $ 191.5 million is comprised of the upfront payment of $ 100.0 million, expected milestone payments of $ 20.0 million, estimated development cost-sharing of $ 66.3 million, and deferred revenue of $ 5.2 million from the KKC Japan License Agreement (as defined below). During the year ended June 30, 2021, we updated our estimate of variable consideration related to development cost sharing from $ 66.3 million to $ 100.3 million. We increased our estimate primarily as a result of the removal of constraints on transaction price under ASC 606 as a result of higher probability that certain development projects will be undertaken in the future, as well as, to a lesser extent, further visibility into total expected costs for these development estimates. Any variable consideration related to sales-based royalties and commercial milestones related to licenses of intellectual property will be determined when the sale or usage occurs, and is therefore excluded from the transaction price. In addition, we are eligible to receive future development and regulatory milestones upon the achievement of certain criteria; however, these amounts are excluded from variable consideration as the risk of significant revenue reversal will only be resolved depending on future research and development and/or regulatory approval outcomes. We re-evaluate the estimated variable consideration included in the transaction price and any related constraints at the end of each reporting period. We allocated the transaction price to each unit of account. Variable consideration that relates specifically to our efforts to satisfy specific performance obligations are allocated entirely to those performance obligations. Other components of the transaction price are allocated based on the relative stand-alone selling price, over which management has applied significant judgment. We developed the estimated stand-alone selling price for the licenses using the risk-adjusted net present values of estimated cash flows, and the estimated stand-alone selling price of the development services performance obligations by estimating costs to be incurred, and an appropriate margin, using an income approach. We determined that control of the U.S. License and Ex-U.S. License were transferred to KKC during the year ended June 30, 2020, and recognized revenue of $ 21.0 million related to the Ex-U.S. License. The $ 64.5 million transaction price allocated to the U.S. License obligation accounted for under Topic 808 is recorded as non-current deferred revenue and will begin to be recognized upon future commercialization as non-ASC 606 revenue. As of June 30, 2021 and 2020, we recorded deferred revenue of $ 22.8 million and $ 17.9 million, respectively, for the transaction price allocated to the Development Services performance obligations and are recognizing this revenue based on the proportional performance of these development activities, which we expect to recognize through fiscal year 2026. KKC Japan License Agreement In October 2018, we, as licensor, entered into a license agreement with KKC for zandelisib (“the KKC Japan License Agreement”). Under the terms of the KKC Japan License Agreement, KKC was granted the exclusive right to develop and commercialize zandelisib in Japan. We also granted KKC the right to purchase supply of zandelisib for commercial requirements at cost plus a pre-negotiated percentage, as well as manufacturing rights in Japan. In return, we received an upfront payment of $ 10.0 million and were eligible to receive additional development and commercialization milestone payments, as well as royalties on net sales of zandelisib in Japan. In April 2020, we and KKC agreed to terminate the KKC Japan License Agreement. The KKC Japan License Agreement was replaced with the KKC Commercialization Agreement. Pursuant to the terms of the KKC Commercialization Agreement, we agreed to collaborate with KKC on the development, manufacturing and commercialization of zandelisib in Japan. We assessed the KKC Japan License Agreement in accordance with ASC 606 and determined that our performance obligations comprised the license, research and development obligations, and our obligation to provide clinical trial materials to KKC. We determined that the transaction price amounted to the upfront payment of $ 10.0 million. We determined that control of the license was transferred to KKC during the year ended June 30, 2019. Revenue allocated to the research and development obligations was recognized based on the proportional performance of these research and development activities. Revenue allocated to providing clinical trial materials was recognized upon delivery. |
BeiGene Collaboration
BeiGene Collaboration | 12 Months Ended |
Jun. 30, 2021 | |
BeiGene Collaboration | Note 3. BeiGene Collaboration In October 2018, we entered into a clinical collaboration with BeiGene, Ltd. (“BeiGene”) to evaluate the safety and efficacy of zandelisib in combination with BeiGene’s zanubrutinib (marketed as Brukinsa), an investigational inhibitor of Bruton’s tyrosine kinase (“BTK”), for the treatment of patients with B-cell malignancies. Under the terms of the clinical collaboration agreement, we amended our ongoing Phase 1b trial to include evaluation of zandelisib in combination with zanubrutinib in patients with B-cell malignancies. Study costs are being shared equally by the parties, and we agreed to supply zandelisib and BeiGene agreed to supply zanubrutinib. We record the costs reimbursed by BeiGene as a reduction of our research and development expenses. We retained full commercial rights for zandelisib and BeiGene retained full commercial rights for zanubrutinib. |
Other License Agreements
Other License Agreements | 12 Months Ended |
Jun. 30, 2021 | |
Licensing Arrangements [Abstract] | |
Other License Agreements | Note 4. Other License Agreements Helsinn License Agreement In August 2016, we entered into an exclusive worldwide license, development, manufacturing and commercialization agreement with Helsinn Healthcare SA, a Swiss pharmaceutical corporation (“Helsinn”) for pracinostat in acute myeloid leukemia ("AML"), myelodysplastic syndrome ("MDS") and other potential indications (the “Helsinn License Agreement”). Under the terms of the agreement, Helsinn was granted a worldwide exclusive license to develop, manufacture and commercialize pracinostat, and is primarily responsible for funding its global development and commercialization. As compensation for such grant of rights, we received payments of $ 20.0 million. We determined that the agreement contains multiple performance obligations for purposes of revenue recognition. Revenue related to the research and development elements of the arrangement is recognized based on the extent of progress toward completion of each performance obligation. Revenue is recognized on a gross basis as we are the primary obligor and have discretion in supplier selection. During the year ended June 30, 2021, our only remaining performance obligation under the agreement was the conduct of a Phase 2 dose-optimization study of pracinostat in combination with azacitidine in patients with high and very high risk MDS who are previously untreated with hypomethylating agents (the “POC study”), for which Helsinn has agreed to share third-party expenses. As of June 30, 2021, our performance obligations related to the Helsinn License Agreement have been met, and no future revenue or costs of revenue will be recognized. Presage License Agreement In September 2017, we, as licensee, entered into a license agreement with Presage Biosciences, Inc. (“Presage”). Under the terms of the license agreement, Presage granted to us exclusive worldwide rights to develop, manufacture and commercialize voruciclib, a clinical-stage, oral and selective CDK inhibitor, and related compounds. In exchange, we paid $ 2.9 million. With respect to the first indication, an incremental $ 2.0 million payment, due upon dosing of the first subject in the first registration trial will be owed to Presage, for total payments of $ 4.9 million prior to receipt of marketing approval of the first indication in the U.S., E.U. or Japan. Additional potential payments of up to $ 179 million will be due upon the achievement of certain development, regulatory and commercial milestones. We will also pay mid-single-digit tiered royalties on the net sales of any product successfully developed. As an alternative to milestone and royalty payments related to countries in which we sublicense product rights, we will pay to Presage a tiered percent (which decreases as product development progresses) of amounts received from such sublicensees. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Jun. 30, 2021 | |
Intangible Assets | Note 5. Intangible Assets Intangible assets consisted of the following, in thousands: June 30, 2021 2020 S*Bio Patents—Gross $ 273 $ 273 Less: accumulated amortization ( 273 ) ( 273 ) Intangible assets, net $ — $ — Amortization expense of intangible assets for the years ended June 30, 2021, 2020 and 2019 was zero , $ 34,000 , and $ 35,000 , respectively. As a result of Helsinn discontinuing the Phase 3 study of pracinostat in AML, during the year ended June 30, 2020, we assessed the estimated future cash flows associated with the patents acquired from S*Bio and recorded an impairment charge of $ 0.2 million to write off the remaining book value of the intangible assets. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2021 | |
Property and Equipment | Note 6. Property and Equipment Property and equipment consisted of the following, in thousands: June 30, 2021 2020 Furniture and equipment $ 896 $ 304 Leasehold improvements 941 842 1,837 1,146 Less: accumulated depreciation ( 330 ) ( 62 ) Property and equipment, net $ 1,507 $ 1,084 Depreciation expense of property and equipment for the years ended June 30, 2021, 2020 and 2019 was $ 285,000 , $ 75,000 , and $ 45,000 , respectively. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Jun. 30, 2021 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Liabilities | Note 7. Accrued Liabilities Accrued liabilities consisted of the following, in thousands: June 30, 2021 2020 Accrued pre-clinical and clinical trial expenses $ 4,004 $ 2,343 Accrued compensation and benefits 3,513 3,410 Accrued legal and professional services expenses 813 226 Other 72 111 Total accrued liabilities $ 8,402 $ 6,090 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jun. 30, 2021 | |
Stockholders' Equity | Note 8. Stockholders’ Equity Equity Transactions Shelf Registration Statement We have a shelf registration statement that permits us to sell, from time to time, up to $ 200.0 million of common stock, preferred stock and warrants. The shelf registration was filed and declared effective in May 2020, replacing our prior shelf registration statement that was filed and declared effective in May 2017, and carrying forward approximately $ 107.5 million of unsold securities registered under the prior shelf registration statement. As of June 30, 2021, there is $ 175.7 million aggregate value of securities available under the shelf registration statement, including up to $ 60.0 million remaining available under the 2020 ATM Sales Agreement described below. At-The-Market Equity Offering On November 10, 2020, we entered into an At-The-Market Equity Offering Sales Agreement (the “2020 ATM Sales Agreement”), pursuant to which we may sell an aggregate of up to $ 60.0 million of our common stock pursuant to the shelf registration statement. We had previously entered into an At-The-Market Equity Offering Sales Agreement in November 2017 (the “2017 ATM Sales Agreement”), pursuant to which we could sell an aggregate of up to $ 30.0 million of our common stock pursuant to the shelf registration statement. The 2017 ATM Sales Agreement expired on November 8, 2020. During the year ended June 30, 2021, we sold 958,083 shares under the 2017 ATM Sales Agreement for net proceeds of $ 3.1 million, after costs of $ 0.1 million. As of June 30, 2021, there is $ 60.0 million remaining available under the 2020 ATM Sales Agreement. Underwritten Registered Offering In December 2019, we completed an underwritten registered offering of 32,343,750 shares of common stock at a price per share of $ 1.60 . We received net cash proceeds of $ 48.5 million associated with the offering, after costs of $ 3.3 million. During the year ended June 30, 2020, we also sold 5,471,684 shares under the 2017 ATM Sales Agreement for net proceeds of $ 20.7 million, after costs of $ 0.4 million. Warrants As of June 30, 2021, we have outstanding warrants to purchase 16,058,985 shares of our common stock. The warrants are fully vested, exercisable at a price of $ 2.54 per share and expire in May 2023. Pursuant to the terms of the warrants, we could be required to settle the warrants in cash in the event of an acquisition of the Company and, as a result, the warrants are required to be measured at fair value and reported as a liability in the Balance Sheet. Therefore, we are required to account for the warrants as liabilities and record them at fair value. The warrants were revalued as of June 30, 2021 at $ 22.4 million and as of June 30, 2020 at $ 40.5 million; the changes in fair value were recorded in our Statement of Operations. During the year ended June 30, 2021, a warrant holder completed a cashless exercise of 2,617 warrants for 964 shares of common stock. No warrants were exercised during the year ended June 30, 2020. Description of Capital Stock Our total authorized share capital is 226,100,000 shares consisting of 226,000,000 shares of common stock, $ 0.00000002 par value per share, and 100,000 shares of preferred stock, $ 0.01 par value per share. Common Stock The holders of common stock are entitled to one vote per share . In the event of a liquidation, dissolution or winding up of our affairs, holders of the common stock will be entitled to share ratably in all our assets that are remaining after payment of our liabilities and the liquidation preference of any outstanding shares of preferred stock. All outstanding shares of common stock are fully paid and non-assessable. The rights, preferences and privileges of holders of common stock are subject to any series of preferred stock that we have issued or that we may issue in the future. The holders of common stock have no pre-emptive rights and are not subject to future calls or assessments by us. Preferred Stock Our Board of Directors has the authority to issue up to 100,000 shares of preferred stock with par value of $ .01 per share in one or more series and to fix the rights, preferences, privileges and restrictions in respect of that preferred stock, including dividend rights, dividend rates, conversion rights, voting rights, terms of redemption (including sinking fund provisions), redemption prices and liquidation preferences, and the number of shares constituting such series and the designation of any such series, without future vote or action by the stockholders. Therefore, the board without the approval of the stockholders could authorize the issue of preferred stock with voting, conversion and other rights that could affect the voting power, dividend and other rights of the holders of shares or that could have the effect of delaying, deferring or preventing a change of control. There were no shares of preferred stock outstanding as of June 30, 2021 or 2020. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Jun. 30, 2021 | |
Share-based Compensation | Note 9. Share-based Compensation We use equity-based compensation programs to provide long-term performance incentives for our employees. These incentives consist primarily of stock options and RSUs. In December 2008, we adopted the MEI Pharma, Inc. 2008 Stock Omnibus Equity Compensation Plan (“Omnibus Plan”), as amended and restated from time-to-time, under which 29,014,794 shares of common stock are authorized for issuance. The Omnibus Plan provides for the grant of options and/or other stock-based or stock-denominated awards to our non-employee directors, officers, employees and advisors. As of June 30, 2021, there were 10,472,864 shares available for future grant under the Omnibus Plan. In May 2021, we adopted the 2021 Inducement Plan ("Inducement Plan"), under which 2,500,000 shares of common stock are authorized for issuance. The Inducement Plan is intended to assist us in attracting and retaining selected individuals to serve as employees who are expected to contribute to our success, by providing an inducement for such individuals to enter into employment with us, and to achieve long-term objectives that will benefit stockholders of the Company. As of June 30, 2021, there were 2,331,000 shares available for future grant under the Inducement Plan. Total share-based compensation expense for all stock awards consists of the following, in thousands: Years Ended June 30, 2021 2020 2019 Research and development $ 4,144 $ 2,777 $ 2,239 General and administrative 6,101 4,024 4,323 Total share-based compensation $ 10,245 $ 6,801 $ 6,562 Stock Options Stock options granted to employees vest 25 % one year from the date of grant and ratably each month thereafter for a period of 36 months and expire ten years from the date of grant. Stock options granted to directors vest ratably each month for a period of 12 months from the date of grant and expire ten years from the date of grant. As of June 30, 2021, there were a total of 16,668,542 options outstanding. Of the total outstanding options, 16,499,542 were granted under the Omnibus Plan and 169,000 were granted under the Inducement Plan. A summary of our stock option activity and related data follows: Number of Weighted-Average Weighted-Average Aggregate Outstanding at June 30, 2020 11,252,976 $ 2.81 Granted 6,201,300 $ 3.39 Exercised ( 141,907 ) $ 2.34 Forfeited / Cancelled ( 643,827 ) $ 3.43 Outstanding at June 30, 2021 16,668,542 $ 3.01 7.7 $ 4,739,572 Vested and exercisable at June 30, 2021 8,416,964 $ 2.78 6.6 $ 3,954,990 As of June 30, 2021, the aggregate intrinsic value of outstanding options is calculated as the difference between the exercise price of the underlying options and the closing price of our common stock of $ 2.85 on that date. The total fair value of options that vested during the years ended June 30, 2021, 2020 and 2019 was $ 6.4 million, $ 5.4 million, and $ 3.4 million, respectively. A summary of our non-vested stock option activity: Number of Weighted-Average Non-vested at June 30, 2020 5,777,907 $ 2.05 Granted 6,201,300 $ 2.30 Forfeited ( 587,890 ) $ 2.31 Vested ( 3,139,739 ) $ 2.04 Non-vested at June 30, 2021 8,251,578 $ 2.23 Unrecognized compensation expense related to non-vested stock options totaled $ 8.3 million as of June 30, 2021. Such compensation expense is expected to be recognized over a weighted-average period of 1.8 years. As of June 30, 2021, we expect all outstanding options to vest. We use a Black-Scholes valuation model to estimate the grant date fair value of stock options. To calculate these fair values, the following weighted-average assumptions were used: Years Ended June 30, 2021 2020 2019 Risk-free interest rate 0.5 % 1.7 % 2.7 % Expected life (years) 6.0 6.0 6.0 Expected volatility 80.1 % 74.1 % 82.5 % Dividend yield 0.0 % 0.0 % 0.0 % Weighted-average grant date fair value $ 2.30 $ 1.64 $ 2.78 Restricted Stock Units A summary of our RSU activity and related data follows: Number of Weighted-Average Non-vested at June 30, 2020 — $ — Granted 442,650 $ 3.49 Forfeited ( 42,000 ) $ 3.49 Non-vested at June 30, 2021 400,650 $ 3.49 Each RSU represents the contingent right to receive one share of our common stock. Under the terms of the Omnibus Plan, each of the RSUs is calculated as 1.25 shares of common stock for purposes of determining the number of shares available for future grant. As of June 30, 2021, unrecognized compensation expense related to the unvested portion of our RSUs was approximately $ 0.5 million and is expected to be recognized over approximately 1.0 year. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies | Note 10. Commitments and Contingencies We have contracted with various consultants and third parties to assist us in pre-clinical research and development and clinical trials work for our leading drug compounds. The contracts are terminable at any time, but obligate us to reimburse the providers for any time or costs incurred through the date of termination. We also have employment agreements with certain of our current employees that provide for severance payments and accelerated vesting for share-based awards if their employment is terminated under specified circumstances. Presage License Agreement As discussed in Note 4, we are party to a license agreement with Presage under which we may be required to make future payments upon the achievement of certain development, regulatory and commercial milestones, as well as potential future royalties based upon net sales. As of June 30, 2021, we had no t accrued any amounts for potential future payments. S*Bio Purchase Agreement We are party to a definitive asset purchase agreement with S*Bio, pursuant to which we acquired certain assets comprised of intellectual property and technology including rights to pracinostat. We agreed to make certain milestone payments to S*Bio based on the achievement of certain clinical, regulatory and net sales-based milestones, as well as to make certain contingent earnout payments to S*Bio. Milestone payments will be made to S*Bio up to an aggregate amount of $ 75.2 million if certain U.S., E.U. and Japanese regulatory approvals are obtained and if certain net sales thresholds are met in North America, the E.U. and Japan. The first milestone payment of $ 200,000 plus 166,527 shares of our common stock having a value of $ 500,000 was paid in August 2017 upon the first dosing of a patient in a Phase 3 clinical trial. Subsequent milestone payments will be due upon certain regulatory approvals and sales-based events. As of June 30, 2021, we had no t accrued any amounts for potential future payments. COVID-19 As a result of the ongoing and rapidly evolving COVID-19 pandemic, various public health orders and guidance measures have been implemented across much of the United States, and across the globe, including in the locations of our office, clinical trial sites, key vendors and partners. Despite the relaxation of many governmental orders earlier this year, COVID-19 still impacts the normal conduct of business. While we continue to enroll and dose patients in our clinical trials, our clinical development program timelines may continue to be subject to potential negative impacts from the ongoing pandemic in the U.S. and globally. We may experience enrollment delays and suspensions, patient withdrawals, postponement of planned clinical or preclinical studies, redirection of site resources from studies, and study deviations or noncompliance. We may also need to maintain or implement study modifications, suspensions, or terminations, the introduction of additional remote study procedures and modified informed consent procedures, study site changes, direct delivery of investigational products to patient homes or alternative sites, which may require state licensing, and changes or delays in site monitoring. The foregoing may require that we consult with relevant review and ethics committees, IRBs, and the FDA. The foregoing may also impact the integrity of our study data. The COVID-19 outbreak may further increase the need for clinical trial patient monitoring and regulatory reporting of adverse effects, and may delay regulatory authority meetings, inspections, or the regulatory review of marketing or investigational applications or submissions. Not only might the continuing COVID-19 pandemic impact the conduct of our clinical trials, but it may also impact our ability to procure the necessary supply of our investigational drug products, as well as any ancillary supplies necessary for the conduct of our studies. Third party manufacturers may also need to implement measures and changes, or deviate from typical manufacturing requirements that may otherwise adversely impact our product candidates. Government stimulus programs enacted in response to the COVID-19 pandemic have not had a material impact on our financial condition, results of operations, or liquidity. Legal Proceedings On August 10, 2020, Guy Bahat, an individual who allegedly purchased 50 shares of our common stock filed a putative securities class action lawsuit (the “Securities Class Action”) in the United States District Court for the Southern District of California against the Company, Dr. Daniel P. Gold, and Mr. Brian G. Drazba, asserting claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 thereunder. Mr. Bahat did not seek appointment as lead plaintiff, and the court appointed another individual, Ramesh Mahalingham, as lead plaintiff. The plaintiff seeks to sue on behalf of all purchasers of our securities from August 2, 2017 through July 1, 2020 and alleges, among other things, that we made false and misleading statements relating to pracinostat during the proposed class period. On February 16, 2021, the lead plaintiff filed a notice of voluntary dismissal without prejudice, thereby concluding the class action litigation. On October 21, 2020, Peter D’Arcy, an individual who alleges that he is a Company stockholder, filed a putative stockholder derivative action nominally on behalf of the Company in the United States District Court for the District of Delaware (the “Derivative Action”) against Dr. Gold, Mr. Drazba, Mr. Charles V. Baltic, III, Dr. Kevan E. Clemens, Mr. Frederick W. Driscoll, Dr. Nicholas R. Glover, Ms. Tamar D. Howson, Dr. Thomas C. Reynolds, Mr. William D. Rueckert, and Dr. Christine A. White, and naming the Company as a nominal defendant. Additional putative stockholder derivative suits were filed in the same court naming the same defendants plus Dr. Robert D. Mass on December 2, 2020 and December 15, 2020 by Gerald Wright and William Trablicy, respectively, who also allege that they are Company stockholders, and these additional suits were consolidated into the Derivative Action by court order. The Derivative Action is based upon the pracinostat-related allegations in the Securities Class Action described above, and alleges claims under Section 14(a) of the Exchange Act and claims for breach of fiduciary duty, unjust enrichment, corporate waste, and contribution. On February 24, 2021, following the resolution of the class action litigation, the parties stipulated request for voluntary dismissal without prejudice, which the court granted on February 25, 2021. |
Leases
Leases | 12 Months Ended |
Jun. 30, 2021 | |
Disclosure Text Block [Abstract] | |
Leases | Note 11. Leases We entered into a lease agreement for approximately 32,800 square feet of office space in San Diego, California. We have accounted for the lease as an operating lease. The contractual lease term began in July 2020 and is scheduled to expire in March 2028 . The lease contains an option to renew and extend the lease terms. We have not included the lease extension within the ROU asset and lease liability on the balance sheet as it is not reasonably certain to be exercised. The lease includes variable non-lease components (e.g., common area maintenance, maintenance, etc.) that are not included in the ROU asset and lease liability and are reflected as an expense in the period incurred. We do not have any other operating or finance leases. Upon commencement of the lease, we recognized an operating lease ROU asset of $ 8.7 million and a corresponding operating lease liability of $ 8.7 million. The total operating lease costs were as follows (in thousands): Years Ended June 30, 2021 2020 2019 Operating lease cost $ 1,507 $ 692 $ 685 Supplemental cash flow information related to our operating leases were as follows (in thousands): Years Ended June 30, 2021 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 983 $ — $ — Right-of-use assets obtained in exchange for operating lease obligations: $ 8,689 $ — $ — The following is a schedule of the future minimum rental payments for our operating leases, reconciled to the lease liability as of June 30, 2021 (in thousands): June 30, Years ending June 30, 2022 $ 1,519 2023 1,565 2024 1,612 2025 1,168 2026 1,710 Thereafter 3,121 Total lease payments 10,695 Less: Present value discount ( 2,397 ) Total operating lease liability $ 8,298 Balance Sheet Classification - Operating Leases Operating lease liability $ 928 Operating lease liability, long-term 7,370 Total operating lease liability $ 8,298 Other Balance Sheet Information - Operating Leases Weighted average remaining lease term (in years) 6.8 Weighted average discount rate 7.50 % |
Segment Information
Segment Information | 12 Months Ended |
Jun. 30, 2021 | |
Segment Information | Note 12. Segment Information We have one operating segment, the development of pharmaceutical compounds. All of our assets and liabilities were located in the United States of America as of June 30, 2021, 2020 and 2019. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2021 | |
Income Taxes | Note 13. Income Taxes Pre-tax loss consists of the following jurisdictions (in thousands): Years Ended June 30, 2021 2020 2019 Domestic $ ( 50,567 ) $ ( 46,016 ) $ ( 16,819 ) Foreign — — — Pre-tax loss $ ( 50,567 ) $ ( 46,016 ) $ ( 16,819 ) The reconciliation of income tax computed at the U.S. federal statutory tax rates to income tax expense is as follows (in thousands): Years Ended June 30, 2021 2020 2019 $ % $ % $ % Tax benefit at U.S. statutory rates $ 10,619 21 % $ 9,663 21 % $ 3,532 21 % State tax ( 99 ) 0 % 9 0 % 86 1 % Warrant liability costs 3,806 8 % ( 4,803 ) ( 10 )% 5,803 35 % Equity compensation ( 6 ) 0 % ( 2 ) 0 % 138 1 % Increase in valuation allowance ( 12,481 ) ( 25 )% ( 4,230 ) ( 9 )% ( 9,082 ) ( 54 )% Other ( 1,847 ) ( 4 )% ( 638 ) ( 1 )% ( 478 ) ( 3 )% $ ( 8 ) 0 % $ ( 1 ) 0 % $ ( 1 ) 0 % Deferred tax liabilities and assets are comprised of the following (in thousands): June 30, 2021 2020 Deferred tax assets: Deferred revenue $ 18,339 $ 17,325 Fixed and intangible assets 15,924 18,832 Share-based payments 4,182 3,834 Tax losses carried forward 16,104 2,214 Compensation accruals 727 709 Consultant and other accruals 22 20 Right-of-use assets ( 1,633 ) — Lease liabilities 1,742 — Charitable contributions 1 — Total deferred tax assets 55,408 42,934 Valuation allowance for deferred tax assets ( 55,408 ) ( 42,934 ) Net deferred tax assets and liabilities $ — $ — We evaluate the recoverability of the deferred tax assets and the amount of the required valuation allowance. Due to the uncertainty surrounding the realization of the tax deductions in future tax returns, we have recorded a valuation allowance against our net deferred tax assets as of June 30, 2021 and 2020. At such time as it is determined that it is more likely than not that the deferred tax assets will be realized, the valuation allowance would be reduced. We had federal and state net operating loss carryforwards of approximately $ 70.8 million and $ 17.7 million as of June 30, 2021. The federal net operating loss will carry forward indefinitely subject to an 80 % taxable income limitation. The state net operating loss carryforwards will begin to expire in 2030 unless previously utilized. Our ability to utilize our net operating loss carryforwards may be substantially limited due to ownership changes that have occurred or that could occur in the future under Section 382 of the Internal Revenue Code and similar state laws. During 2021, we completed a study to analyze whether one or more ownership changes had occurred and determined that two such ownership changes did occur. While the ownership changes do limit the amount of net operating loss we are able to use each year, all of our net operating losses are expected to be available for utilization prior to expiring. None of our prior income tax returns have been selected for examination by a major taxing jurisdiction; however, the statutes of limitations for various filings remain open. The oldest filings subject to potential examination for federal and state purposes are 2018 and 2017, respectively. If we utilize a net operating loss related to a closed tax year, the tax year in which the loss was incurred is subject to adjustment up to the amount of the net operating loss. We have not reduced any tax benefit on our financial statements due to uncertain tax positions as of June 30, 2021 and we are not aware of any circumstance that would significantly change this result through the end of fiscal year 2021. To the extent we incur income-tax related penalties or interest, we will recognize them as additional income tax expense. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES” Act) was enacted in response to the COVID-19 pandemic. The CARES Act, among other things, permits net operating loss carryforwards generated in taxable years beginning after December 31, 2017, to offset 100 % of taxable income for taxable years beginning before January 1, 2021, and 80 % of taxable income in taxable years beginning after December 31, 2020. In addition, the CARES Act allows net operating losses incurred in taxable years beginning after December 31, 2017, and before January 1, 2021, to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The CARES Act also temporarily increased the business interest expense limitation from 30% of adjusted taxable income (“ATI”) to 50 % of ATI for tax years 2019 and 2020, and allowed taxpayers to elect to use their 2019 ATI to compute their 2020 limitation. The legislation also included a technical correction related to qualified improvement property. The impact of the CARES Act was not material to our financial statements. |
The Company and Summary of Si_2
The Company and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2021 | |
Clinical Development Programs | Clinical Development Programs We build our pipeline by licensing or acquiring promising cancer agents and creating value in programs through development, commercialization and strategic partnerships, as appropriate. Our objective is to leverage the mechanisms and properties of our pipeline drug candidates to optimize the balance between efficacy and tolerability to meet the needs of patients with cancer. Our drug candidate pipeline includes: Zandelisib (f/k/a ME-401), an oral phosphatidylinositol 3-kinase (“PI3K”) delta inhibitor; Voruciclib, an oral cyclin-dependent kinase 9 (“CDK9”) inhibitor; ME-344, a mitochondrial inhibitor targeting the oxidative phosphorylation (“OXPHOS”) complex; and Pracinostat, an oral histone deacetylase (“HDAC”) inhibitor. The results of pre-clinical studies and completed clinical trials are not necessarily predictive of future results, and our current drug candidates may not have favorable results in later studies or trials. The commercial opportunity will be reduced or eliminated if competitors develop and market products that are more effective, have fewer side effects or are less expensive than our drug candidates. We will need substantial additional funds to progress the clinical trial programs for the drug candidates zandelisib, voruciclib, and ME-344, and to develop new compounds. The actual amount of funds that will be needed are determined by a number of factors, some of which are beyond our control. Negative U.S. and global economic conditions may pose challenges to our business strategy, which relies on funding from the financial markets or collaborators. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and disclosures made in the accompanying notes to the financial statements. We use estimates that affect the reported amounts (including assets, liabilities, revenues and expenses) and related disclosures. Actual results could materially differ from those estimates. |
Liquidity | Liquidity We have accumulated losses of $ 327.8 million since inception and expect to incur operating losses and generate negative cash flows from operations for the foreseeable future. As of June 30, 2021, we had $ 153.4 million in cash and cash equivalents, and short-term investments. We believe that these resources will be sufficient to meet our obligations and fund our liquidity and capital expenditure requirements for at least the next 12 months from the issuance of these financial statements. Our current business operations are focused on continuing the clinical development of our drug candidates. Changes to our research and development plans or other changes affecting our operating expenses may affect actual future use of existing cash resources. Our research and development expenses are expected to increase in the foreseeable future. We cannot determine with certainty costs associated with ongoing and future clinical trials or the regulatory approval process. The duration, costs and timing associated with the development of our product candidates will depend on a variety of factors, including uncertainties associated with the results of our clinical trials. To date, we have obtained cash and funded our operations primarily through equity financings and license agreements. In order to continue the development of our drug candidates, at some point in the future we expect to pursue one or more capital transactions, whether through the sale of equity securities, debt financing, license agreements or entry into strategic partnerships. There can be no assurance that we will be able to continue to raise additional capital in the future. |
Reclassification | Reclassifications Certain reclassifications have been made to the prior year financial statements to conform to the current year financial statement presentation of contract assets. These changes did not impact previously reported net loss, loss per share, stockholders’ equity, total assets or cash flows. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less when purchased. Cash is maintained at financial institutions and, at times, balances may exceed federally insured limits. We have not experienced any losses related to these balances. |
Short-Term Investments | Short-Term Investments Investments that have maturities of greater than three months but less than one year are classified as short-term investments. As of June 30, 2021 and 2020, our short-term investments consisted of $ 144.9 million and $ 170.3 million, respectively, in U.S. government securities. The short-term investments held as of June 30, 2021 and 2020 had maturity dates of less than one year, are considered to be “held to maturity” and are carried at amortized cost. As of June 30, 2021 and 2020, the gross holding gains and losses were immaterial. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value is as follows: Level 1 — Observable inputs such as quoted prices in active markets for identical assets or liabilities. Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We measure the following financial instruments at fair value on a recurring basis. The fair values of these financial instruments were as follows (in thousands): June 30, 2021 June 30, 2020 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Warrant liability $ — $ — $ ( 22,355 ) $ — $ — $ ( 40,483 ) Total $ — $ — $ ( 22,355 ) $ — $ — $ ( 40,483 ) The carrying amounts of financial instruments such as cash equivalents, short-term investments and accounts payable approximate the related fair values due to the short-term maturities of these instruments. We invest our excess cash in financial instruments which are readily convertible into cash, such as money market funds and U.S. government securities. Cash equivalents, where applicable, and short-term investments are classified as Level 1 as defined by the fair value hierarchy. In May 2018, we issued warrants in connection with our private placement of shares of common stock. Pursuant to the terms of the warrants, we could be required to settle the warrants in cash in the event of an acquisition of the Company and, as a result, the warrants are required to be measured at fair value and reported as a liability in the Balance Sheet. We recorded the fair value of the warrants upon issuance using the Black-Scholes valuation model and are required to revalue the warrants at each reporting date with any changes in fair value recorded on our Statement of Operations. The valuation of the warrants is considered under Level 3 of the fair value hierarchy due to the need to use assumptions in the valuation that are both significant to the fair value measurement and unobservable. Inputs used to determine estimated fair value of the warrant liabilities include the estimated fair value of the underlying stock at the valuation date, the estimated term of the warrants, risk-free interest rates, expected dividends and the expected volatility of the underlying stock. The significant unobservable inputs used in the fair value measurement of the warrant liabilities were the volatility rate and the estimated term of the warrants. Generally, increases (decreases) in the fair value of the underlying stock and estimated term would result in a directionally similar impact to the fair value measurement. The change in the fair value of the Level 3 warrant liability is reflected in the Statement of Operations for the years ended June 30, 2021 and 2020. To calculate the fair value of the warrant liability, the following assumptions were used: June 30, June 30, Risk-free interest rate 0.2 % 0.2 % Expected life (years) 1.9 2.9 Expected volatility 88.5 % 77.4 % Dividend yield 0.0 % 0.0 % Black-Scholes Fair Value $ 1.39 $ 2.52 The following table sets forth a summary of changes in the estimated fair value of our Level 3 warrant liability for the years ended June 30, 2021 and 2020 (in thousands): Fair Value of Warrants Using Significant 2021 2020 Balance at July 1, $ 40,483 $ 17,613 Reclassification of warrant liability to equity upon exercise of warrants ( 6 ) — Change in estimated fair value of liability classified warrants ( 18,122 ) 22,870 Balance at June 30, $ 22,355 $ 40,483 |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and depreciated over the estimated useful lives of the assets (generally three to seven years ) using the straight-line method. Leasehold improvements are stated at cost and are amortized over the shorter of the estimated useful lives of the assets or the lease term. |
Leases | Leases As of July 1, 2019, we adopted Topic 842, Leases , using a modified retrospective basis method under which prior comparative periods are not restated. The new standard establishes a ROU model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. We elected the following as practical expedients: 1) an entity need not reassess whether any expired or existing contracts are or contain leases, 2) an entity need not reassess the lease classification for any expired or existing leases, and 3) an entity need not reassess initial direct costs for any existing leases. Rent expense for operating leases is recognized on a straight-line basis over the lease term based on the total lease payments. We have elected the practical expedient to not separate lease and non-lease components for our real estate leases. Our non-lease components are primarily related to property maintenance, which varies based on future outcomes, and thus is recognized in rent expense when incurred. |
Revenue Recognition | Revenue Recognition Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers (“Topic 606” or the “new revenue standard”) We recognize revenue when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. For enforceable contracts with our customers, we first identify the distinct performance obligations – or accounting units – within the contract. Performance obligations are commitments in a contract to transfer a distinct good or service to the customer. Payments received under commercial arrangements, such as licensing technology rights, may include non-refundable fees at the inception of the arrangements, milestone payments for specific achievements designated in the agreements, and royalties on the sale of products. At the inception of arrangements that include milestone payments, we use judgment to evaluate whether the milestones are probable of being achieved and we estimate the amount to include in the transaction price using the most likely method. If it is probable that a significant revenue reversal will not occur, the estimated amount is included in the transaction price. Milestone payments that are not within our or the licensee’s control, such as regulatory approvals, are not included in the transaction price until those approvals are received. At the end of each reporting period, we re-evaluate the probability of achievement of development milestones and any related constraint and, as necessary, we adjust our estimate of the overall transaction price. Any adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. We develop estimates of the stand-alone selling price for each distinct performance obligation. Variable consideration that relates specifically to our efforts to satisfy specific performance obligations is allocated entirely to those performance obligations. Other components of the transaction price are allocated based on the relative stand-alone selling price, over which management has applied significant judgment. We develop assumptions that require judgment to determine the stand-alone selling price for license-related performance obligations, which may include forecasted revenues, development timelines, reimbursement rates for personnel costs, discount rates and probabilities of technical, regulatory and commercial success. We estimate stand-alone selling price for research and development performance obligations by forecasting the expected costs of satisfying a performance obligation plus an appropriate margin. In the case of a license that is a distinct performance obligation, we recognize revenue allocated to the license from non-refundable, up-front fees at the point in time when the license is transferred to the licensee and the licensee can use and benefit from the license. For licenses that are bundled with other distinct or combined obligations, we use judgment to assess the nature of the performance obligation to determine whether the performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. If the performance obligation is satisfied over time, we evaluate the measure of progress each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. Revenue is recorded proportionally as costs are incurred. We generally use the cost-to-cost measure of progress because it best depicts the transfer of control to the customer which occurs as we incur costs. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation (an “input method” under Topic 606). We use judgment to estimate the total cost expected to complete the research and development performance obligations, which include subcontractors’ costs, labor, materials, other direct costs and an allocation of indirect costs. We evaluate these cost estimates and the progress each reporting period and, as necessary, we adjust the measure of progress and related revenue recognition. For arrangements that include sales-based or usage-based royalties, we recognize revenue at the later of (i) when the related sales occur or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied or partially satisfied. To date, we have not recognized any sales-based or usage-based royalty revenue from license agreements. We recognized revenue associated with the following license agreements (in thousands): Years Ended June 30, 2021 2020 2019 License agreement: KKC Agreements $ 25,095 $ 27,543 $ 2,557 Helsinn License Agreement 440 1,370 2,358 $ 25,535 $ 28,913 $ 4,915 Timing of Revenue Recognition: Services performed over time $ 25,535 $ 4,860 $ 4,036 License transferred at a point in time — 20,988 879 Cumulative catch-up adjustment — 3,065 — $ 25,535 $ 28,913 $ 4,915 The KKC Commercialization Agreement and KKC Japan License Agreement (Note 2) included other distinct performance obligations satisfied over time, and accordingly we recognized $ 25.1 million, $ 27.5 million (inclusive of cumulative catch-up amounts), and $ 2.6 million related to our progress toward satisfying those obligations during the years ended June 30, 2021, 2020 and 2019, respectively. Based on the characteristics of the Helsinn License Agreement (Note 4), control of the remaining deliverables occurs and therefore we recognize revenue based on the extent of progress towards completion of the performance obligations. Accordingly, we recognized $ 0.4 million, $ 1.4 million and $ 2.3 million related to our progress toward satisfying those obligations during the years ended June 30, 2021, 2020 and 2019, respectively. As of June 30, 2021, our performance obligations related to the Helsinn License Agreement have been met and no future revenue or cost of revenue will be recognized. Contract Balances Receivables are included in our balance sheet in “Prepaid expenses and other current assets”, and contract liabilities are included in “Deferred revenue” and “Deferred revenue long-term”. The following table presents changes in contract assets and contract liabilities accounted for under Topic 606 during the year ended June 30, 2021 and 2020 (in thousands): Years Ended June 30, 2021 2020 Receivables Receivables, beginning of year $ 83 $ — Amounts billed 25,682 1,292 Payments received ( 25,765 ) ( 1,209 ) Receivables, end of year $ — $ 83 Contract assets Contract assets, beginning of year $ 2,858 $ 511 Billable amounts 30,406 3,639 Amount billed ( 25,682 ) ( 1,292 ) Contract assets, end of year $ 7,582 $ 2,858 Contract liabilities Contract liabilities, beginning of year $ 17,955 $ 7,774 Net change 4,826 10,181 Contract liabilities, end of year $ 22,781 $ 17,955 The timing of revenue recognition, invoicing and cash collections results in billed accounts receivable and unbilled receivables (contract assets) and deferred revenue (contract liabilities). We invoice our customers in accordance with agreed-upon contractual terms, typically at periodic intervals or upon achievement of contractual milestones. Invoicing may occur subsequent to revenue recognition, resulting in contract assets. We may receive advance payments from our customers before revenue is recognized, resulting in contract liabilities. The contract assets and liabilities reported on the Balance Sheet relate to the KKC Commercialization Agreement, the KKC Japan License Agreement and Helsinn License Agreement. As of June 30, 2021, we had $ 7.6 million of contract assets related to our remaining performance obligations under the KKC Commercialization Agreement and no contract assets related to the Helsinn License Agreement, as the remaining performance obligations have been completed. Our contract assets are comprised of amounts that are billable based on the contractual provisions of the license agreement but not yet billed. As of June 30, 2021, we had $ 87.3 million of deferred revenue associated with the KKC Commercialization Agreement, of which $ 64.5 million relates to the U.S. license which is a unit of account under the scope of Topic 808 and is not a deliverable under Topic 606, and $ 22.8 million relates to the Ex-U.S. License and development services performance obligations which are under the scope of Topic 606. Our contract liabilities accounted for under Topic 606 relate to the amount of initial upfront consideration that was allocated to the research and development performance obligations as well as additional cost reimbursements in excess of revenue recognized. Contract liabilities are expected to be recognized over the duration of the performance obligations based on the costs incurred relative to total expected costs. Our contract liabilities may fluctuate due to changes in the total estimated cost of the performance obligations and our expected reimbursement of those costs. For the year ended June 30, 2021, we recognized revenue of $ 13.2 million that was included in the contract liabilities balance at June 30, 2020 related to performance obligations under ASC 606. For the year ended June 30, 2020, we recognized revenue of $ 7.5 million and $0.3 million, respectively, that was included in the contract liabilities balance at June 30, 2019 related to performance obligations under ASC 606. To date we have not recognized any amounts related to units of account under Topic 808. Revenues from Collaborators We earn revenue in connection with collaboration agreements, which are detailed in Note 2, KKC Agreements, and Note 3, BeiGene Collaboration. At contract inception, we assess whether the collaboration arrangements are within the scope of ASC Topic 808, Collaborative Arrangements (“Topic 808”), to determine whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards dependent on the commercial success of such activities. This assessment is performed based on the responsibilities of all parties in the arrangement. For collaboration arrangements within the scope of Topic 808 that contain multiple units of account, we first determine which units of account within the arrangement are within the scope of Topic 808 and which elements are within the scope of Topic 606. For units of account within collaboration arrangements that are accounted for pursuant to Topic 808, an appropriate recognition method is determined and applied consistently, by analogy to authoritative accounting literature. For elements of collaboration arrangements that are accounted for pursuant to Topic 606, we recognize revenue as discussed above. Consideration received that does not meet the requirements to satisfy Topic 606 revenue recognition criteria is recorded as deferred revenue in the accompanying balance sheets, classified as either short-term or long-term deferred revenue based on our best estimate of when such amounts will be recognized. Cost of Revenue Cost of revenue primarily includes external costs paid to third-party contractors to perform research, conduct clinical trials and develop and manufacture drug materials, and internal compensation and related personnel expenses to support our research and development performance obligations associated with the Helsinn License Agreement. |
Research and Development Costs | Research and Development Research and development costs are expensed as incurred and include costs paid to third-party contractors to perform research, conduct clinical trials and develop and manufacture drug materials. Clinical trial costs, including costs associated with third-party contractors, are a significant component of research and development expenses. We expense research and development costs based on work performed. In determining the amount to expense, management relies on estimates of total costs based on contract components completed, the enrollment of subjects, the completion of trials, and other events. Costs incurred related to the purchase or licensing of in-process research and development for early-stage products or products that are not commercially viable and ready for use, or have no alternative future use, are charged to expense in the period incurred. |
Share-based Compensation | Share-based Compensation Share-based compensation expense for employees and directors is recognized in the Statement of Operations based on estimated amounts, including the grant date fair value and the expected service period. For stock options, we estimate the grant date fair value using a Black-Scholes valuation model, which requires the use of multiple subjective inputs including estimated future volatility, expected forfeitures and the expected term of the awards. We estimate the expected future volatility based on the stock’s historical price volatility. The stock’s future volatility may differ from the estimated volatility at the grant date. For restricted stock unit (“RSU”) equity awards, we estimate the grant date fair value using our closing stock price on the date of grant. We recognize the effect of forfeitures in compensation expense when the forfeitures occur. The estimated forfeiture rates may differ from actual forfeiture rates which would affect the amount of expense recognized during the period. We recognize the value of the awards over the awards’ requisite service or performance periods. The requisite service period is generally the time over which our share-based awards vest. |
Interest and Dividend Income | Interest and Dividend Income Interest on cash balances is recognized when earned. Dividend income is recognized when the right to receive the payment is established. |
Income Taxes | Income Taxes Our income tax expense consists of current and deferred income tax expense or benefit. Current income tax expense or benefit is the amount of income taxes expected to be payable or refundable for the current year. A deferred income tax asset or liability is recognized for the future tax consequences attributable to tax credits and loss carryforwards and to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. As of June 30, 2021 and 2020, we have established a valuation allowance to fully reserve our net deferred tax assets. Tax rate changes are reflected in income during the period such changes are enacted. Changes in our ownership may limit the amount of net operating loss carryforwards that can be utilized in the future to offset taxable income. The FASB Topic on Income Taxes prescribes a recognition threshold and measurement attribute criteria for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. There were no unrecognized tax benefits as of June 30, 2021 and 2020. |
Net Loss Per Share | Net Loss Per Share Basic and diluted net loss per share are computed using the weighted-average number of shares of common stock outstanding during the period, less any shares subject to repurchase or forfeiture. There were no shares of common stock subject to repurchase or forfeiture for the years ended June 30, 2021, 2020 and 2019. Our potentially dilutive shares, which include outstanding stock options, restricted stock units, and warrants, are considered to be common stock equivalents and are only included in the calculation of diluted net loss per share when their effect is dilutive. The assessment of dilution is made on a quarterly basis and therefore the annual determination of diluted net loss per share only includes those quarters in which the potential common stock equivalents were determined to be dilutive. The following table presents the calculation of net loss used to calculate basic and diluted loss per share (in thousands): Years Ended June 30, 2021 2020 2019 Net loss—basic $ ( 50,575 ) $ ( 46,016 ) $ ( 16,819 ) Change in fair value of warrant liability ( 27,394 ) — ( 37,794 ) Net loss—diluted $ ( 77,969 ) $ ( 46,016 ) $ ( 54,613 ) Shares used in calculating net loss per share was determined as follows (in thousands): Years Ended June 30, 2021 2020 2019 Weighted average shares used in calculating net loss per share 112,527 91,080 71,139 Effect of potentially dilutive common shares from equity awards and liability-classified warrants 1,954 — 1,246 Weighted average shares used in calculating diluted loss per share 114,481 91,080 72,385 The following potentially dilutive shares (in thousands) have been excluded from the calculation of net loss per share because of their anti-dilutive effect: Years Ended June 30, 2021 2020 2019 Stock options 15,887 11,030 8,057 Restricted stock units 427 — 32 Warrants 4,015 16,062 8,062 Total anti-dilutive shares 20,329 27,092 16,151 |
Recent Accounting Pronouncements | Recent Account Pronouncements In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), as amended. The amendments in ASU 2016-13 require, among other things, financial assets measured at amortized cost basis to be presented at the net amount expected to be collected as compared to previous GAAP which delayed recognition until it was probable a loss had been incurred. The amendments in this standard are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. We are currently evaluating impact that adoption of this standard will have on its financial statements and related disclosures. |
The Company and Summary of Si_3
The Company and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Schedule of Financial Instruments Measured at Fair Value on Recurring Basis | We measure the following financial instruments at fair value on a recurring basis. The fair values of these financial instruments were as follows (in thousands): June 30, 2021 June 30, 2020 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Warrant liability $ — $ — $ ( 22,355 ) $ — $ — $ ( 40,483 ) Total $ — $ — $ ( 22,355 ) $ — $ — $ ( 40,483 ) |
Schedule of Assumptions Used to Calculate Fair Value of Warrant Liability | To calculate the fair value of the warrant liability, the following assumptions were used: June 30, June 30, Risk-free interest rate 0.2 % 0.2 % Expected life (years) 1.9 2.9 Expected volatility 88.5 % 77.4 % Dividend yield 0.0 % 0.0 % Black-Scholes Fair Value $ 1.39 $ 2.52 |
Schedule of Changes in Estimated Fair Value of Warrant Liability | The following table sets forth a summary of changes in the estimated fair value of our Level 3 warrant liability for the years ended June 30, 2021 and 2020 (in thousands): Fair Value of Warrants Using Significant 2021 2020 Balance at July 1, $ 40,483 $ 17,613 Reclassification of warrant liability to equity upon exercise of warrants ( 6 ) — Change in estimated fair value of liability classified warrants ( 18,122 ) 22,870 Balance at June 30, $ 22,355 $ 40,483 |
Schedule Of Revenue Associated With License Agreement | We recognized revenue associated with the following license agreements (in thousands): Years Ended June 30, 2021 2020 2019 License agreement: KKC Agreements $ 25,095 $ 27,543 $ 2,557 Helsinn License Agreement 440 1,370 2,358 $ 25,535 $ 28,913 $ 4,915 Timing of Revenue Recognition: Services performed over time $ 25,535 $ 4,860 $ 4,036 License transferred at a point in time — 20,988 879 Cumulative catch-up adjustment — 3,065 — $ 25,535 $ 28,913 $ 4,915 |
Schedule of Changes in Contract Assets and Contract Liabilities | The following table presents changes in contract assets and contract liabilities accounted for under Topic 606 during the year ended June 30, 2021 and 2020 (in thousands): Years Ended June 30, 2021 2020 Receivables Receivables, beginning of year $ 83 $ — Amounts billed 25,682 1,292 Payments received ( 25,765 ) ( 1,209 ) Receivables, end of year $ — $ 83 Contract assets Contract assets, beginning of year $ 2,858 $ 511 Billable amounts 30,406 3,639 Amount billed ( 25,682 ) ( 1,292 ) Contract assets, end of year $ 7,582 $ 2,858 Contract liabilities Contract liabilities, beginning of year $ 17,955 $ 7,774 Net change 4,826 10,181 Contract liabilities, end of year $ 22,781 $ 17,955 |
Schedule of Income (Loss) Per Share, Basic and Diluted | The following table presents the calculation of net loss used to calculate basic and diluted loss per share (in thousands): Years Ended June 30, 2021 2020 2019 Net loss—basic $ ( 50,575 ) $ ( 46,016 ) $ ( 16,819 ) Change in fair value of warrant liability ( 27,394 ) — ( 37,794 ) Net loss—diluted $ ( 77,969 ) $ ( 46,016 ) $ ( 54,613 ) |
Calculation of Weighted Average Shares Used to Calculate Basic and Diluted (Loss) Earnings Per Share | Shares used in calculating net loss per share was determined as follows (in thousands): Years Ended June 30, 2021 2020 2019 Weighted average shares used in calculating net loss per share 112,527 91,080 71,139 Effect of potentially dilutive common shares from equity awards and liability-classified warrants 1,954 — 1,246 Weighted average shares used in calculating diluted loss per share 114,481 91,080 72,385 |
Antidilutive Securities | The following potentially dilutive shares (in thousands) have been excluded from the calculation of net loss per share because of their anti-dilutive effect: Years Ended June 30, 2021 2020 2019 Stock options 15,887 11,030 8,057 Restricted stock units 427 — 32 Warrants 4,015 16,062 8,062 Total anti-dilutive shares 20,329 27,092 16,151 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Schedule of Intangible Assets | Intangible assets consisted of the following, in thousands: June 30, 2021 2020 S*Bio Patents—Gross $ 273 $ 273 Less: accumulated amortization ( 273 ) ( 273 ) Intangible assets, net $ — $ — |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Schedule of Property and Equipment | Property and equipment consisted of the following, in thousands: June 30, 2021 2020 Furniture and equipment $ 896 $ 304 Leasehold improvements 941 842 1,837 1,146 Less: accumulated depreciation ( 330 ) ( 62 ) Property and equipment, net $ 1,507 $ 1,084 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Liabilities | Accrued liabilities consisted of the following, in thousands: June 30, 2021 2020 Accrued pre-clinical and clinical trial expenses $ 4,004 $ 2,343 Accrued compensation and benefits 3,513 3,410 Accrued legal and professional services expenses 813 226 Other 72 111 Total accrued liabilities $ 8,402 $ 6,090 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Share-Based Compensation Expense for Stock Awards | Total share-based compensation expense for all stock awards consists of the following, in thousands: Years Ended June 30, 2021 2020 2019 Research and development $ 4,144 $ 2,777 $ 2,239 General and administrative 6,101 4,024 4,323 Total share-based compensation $ 10,245 $ 6,801 $ 6,562 |
Summary of Stock Option Activity and Related Data | A summary of our stock option activity and related data follows: Number of Weighted-Average Weighted-Average Aggregate Outstanding at June 30, 2020 11,252,976 $ 2.81 Granted 6,201,300 $ 3.39 Exercised ( 141,907 ) $ 2.34 Forfeited / Cancelled ( 643,827 ) $ 3.43 Outstanding at June 30, 2021 16,668,542 $ 3.01 7.7 $ 4,739,572 Vested and exercisable at June 30, 2021 8,416,964 $ 2.78 6.6 $ 3,954,990 |
Non-vested Stock Option Activity | A summary of our non-vested stock option activity: Number of Weighted-Average Non-vested at June 30, 2020 5,777,907 $ 2.05 Granted 6,201,300 $ 2.30 Forfeited ( 587,890 ) $ 2.31 Vested ( 3,139,739 ) $ 2.04 Non-vested at June 30, 2021 8,251,578 $ 2.23 |
Fair Value of Stock Options Weighted-Average Assumptions Used | We use a Black-Scholes valuation model to estimate the grant date fair value of stock options. To calculate these fair values, the following weighted-average assumptions were used: Years Ended June 30, 2021 2020 2019 Risk-free interest rate 0.5 % 1.7 % 2.7 % Expected life (years) 6.0 6.0 6.0 Expected volatility 80.1 % 74.1 % 82.5 % Dividend yield 0.0 % 0.0 % 0.0 % Weighted-average grant date fair value $ 2.30 $ 1.64 $ 2.78 |
Summary of RSU activity and related data | A summary of our RSU activity and related data follows: Number of Weighted-Average Non-vested at June 30, 2020 — $ — Granted 442,650 $ 3.49 Forfeited ( 42,000 ) $ 3.49 Non-vested at June 30, 2021 400,650 $ 3.49 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Schedule of Total Operating Costs | The total operating lease costs were as follows (in thousands): Years Ended June 30, 2021 2020 2019 Operating lease cost $ 1,507 $ 692 $ 685 |
Schedule of Supplemental Cash Flow Information Related to Operating Leases | Supplemental cash flow information related to our operating leases were as follows (in thousands): Years Ended June 30, 2021 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 983 $ — $ — Right-of-use assets obtained in exchange for operating lease obligations: $ 8,689 $ — $ — |
Schedule of Future Minimum Rental Payments | The following is a schedule of the future minimum rental payments for our operating leases, reconciled to the lease liability as of June 30, 2021 (in thousands): June 30, Years ending June 30, 2022 $ 1,519 2023 1,565 2024 1,612 2025 1,168 2026 1,710 Thereafter 3,121 Total lease payments 10,695 Less: Present value discount ( 2,397 ) Total operating lease liability $ 8,298 Balance Sheet Classification - Operating Leases Operating lease liability $ 928 Operating lease liability, long-term 7,370 Total operating lease liability $ 8,298 Other Balance Sheet Information - Operating Leases Weighted average remaining lease term (in years) 6.8 Weighted average discount rate 7.50 % |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Pre-Tax loss Information | Pre-tax loss consists of the following jurisdictions (in thousands): Years Ended June 30, 2021 2020 2019 Domestic $ ( 50,567 ) $ ( 46,016 ) $ ( 16,819 ) Foreign — — — Pre-tax loss $ ( 50,567 ) $ ( 46,016 ) $ ( 16,819 ) |
Reconciliation of Income Taxes Computed at U.S Federal Statutory Tax Rates to Income Tax Expense | The reconciliation of income tax computed at the U.S. federal statutory tax rates to income tax expense is as follows (in thousands): Years Ended June 30, 2021 2020 2019 $ % $ % $ % Tax benefit at U.S. statutory rates $ 10,619 21 % $ 9,663 21 % $ 3,532 21 % State tax ( 99 ) 0 % 9 0 % 86 1 % Warrant liability costs 3,806 8 % ( 4,803 ) ( 10 )% 5,803 35 % Equity compensation ( 6 ) 0 % ( 2 ) 0 % 138 1 % Increase in valuation allowance ( 12,481 ) ( 25 )% ( 4,230 ) ( 9 )% ( 9,082 ) ( 54 )% Other ( 1,847 ) ( 4 )% ( 638 ) ( 1 )% ( 478 ) ( 3 )% $ ( 8 ) 0 % $ ( 1 ) 0 % $ ( 1 ) 0 % |
Deferred Tax Liabilities and Assets | Deferred tax liabilities and assets are comprised of the following (in thousands): June 30, 2021 2020 Deferred tax assets: Deferred revenue $ 18,339 $ 17,325 Fixed and intangible assets 15,924 18,832 Share-based payments 4,182 3,834 Tax losses carried forward 16,104 2,214 Compensation accruals 727 709 Consultant and other accruals 22 20 Right-of-use assets ( 1,633 ) — Lease liabilities 1,742 — Charitable contributions 1 — Total deferred tax assets 55,408 42,934 Valuation allowance for deferred tax assets ( 55,408 ) ( 42,934 ) Net deferred tax assets and liabilities $ — $ — |
The Company and Summary of Si_4
The Company and Summary of Significant Accounting Policies - Additional Information (Detail) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021USD ($)Trailsshares | Jun. 30, 2020USD ($)shares | Jun. 30, 2019USD ($)shares | |
Targeted or Tracking Stock, Stock [Line Items] | |||
Number of clinical stage candidates | Trails | 4 | ||
Short-term investments | $ 144,883 | $ 170,299 | |
Deferred Revenue, Revenue Recognized | 87,300 | ||
Unrecognized tax benefits | 0 | 0 | |
Deferred revenue | 4,826 | 74,726 | $ 6,986 |
Revenue Recognised With Performance Obligation | $ 25,100 | $ 27,500 | $ 2,600 |
Common stock subject to repurchase or forfeiture | shares | 0 | 0 | 0 |
Accumulated Losses Since Inception | $ (327,809) | $ (277,234) | |
Cash And Cash Equivalents,Short Term Investments And Common Stock Proceeds Receivable | 153,400 | ||
Contract assets, Current | $ 7,582 | 2,858 | $ 511 |
Changes in unrecognized tax position | An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. | ||
Ex US License | |||
Targeted or Tracking Stock, Stock [Line Items] | |||
Deferred Revenue, Revenue Recognized | $ 22,800 | ||
US License | |||
Targeted or Tracking Stock, Stock [Line Items] | |||
Deferred Revenue, Revenue Recognized | 64,500 | ||
Helsinn License Agreement | |||
Targeted or Tracking Stock, Stock [Line Items] | |||
Deferred Revenue, Revenue Recognized | 400 | 1,400 | $ 2,300 |
KKC Commercialization Agreement And The Helsinn License Agreement | |||
Targeted or Tracking Stock, Stock [Line Items] | |||
Contract assets, Current | 7,600 | ||
KKC Agreements and Helsinn License Agreement | |||
Targeted or Tracking Stock, Stock [Line Items] | |||
Recognition of revenue | $ 13,200 | $ 7,500 | |
Minimum | |||
Targeted or Tracking Stock, Stock [Line Items] | |||
Property and equipment, estimated useful life | 3 years | ||
Maximum | |||
Targeted or Tracking Stock, Stock [Line Items] | |||
Property and equipment, estimated useful life | 7 years |
Schedule of Financial Instrumen
Schedule of Financial Instruments Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Warrant liability | $ (22,355) | $ (40,483) | |
Level 3 | Fair Value, Measurements, Recurring [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Warrant liability | (22,355) | (40,483) | $ (17,613) |
Total liability | $ (22,355) | $ (40,483) |
Schedule of Assumptions Used to
Schedule of Assumptions Used to Calculate Fair Value of Warrant Liability (Detail) | Jun. 30, 2021 | Jun. 30, 2021yr | Jun. 30, 2021UsdShare | Jun. 30, 2020UsdShareyr |
Risk Free Interest Rate | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrants and Rights Outstanding, Measurement Input | 0.2 | 0.2 | ||
Expected life years | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrants and Rights Outstanding, Measurement Input | yr | 2.9 | |||
Expected volatility | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrants and Rights Outstanding, Measurement Input | 88.5 | 1.9 | 77.4 | |
Dividend Yield | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrants and Rights Outstanding, Measurement Input | 0 | 0 | ||
Black-Scholes Fair Value | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Warrants and Rights Outstanding, Measurement Input | UsdShare | 1.39 | 2.52 |
Schedule of Changes in Estimate
Schedule of Changes in Estimated Fair Value of Warrant Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Fair value measurements Significant unobservable inputs [Line Items] | |||
Beginning balance | $ 40,483 | ||
Change in estimated fair value of liability classified warrants | (18,122) | $ 22,870 | $ (27,632) |
Ending balance | 22,355 | 40,483 | |
Fair Value, Measurements, Recurring [Member] | Level 3 | |||
Fair value measurements Significant unobservable inputs [Line Items] | |||
Beginning balance | 40,483 | 17,613 | |
Reclassification of derivative liability to equity upon exercise of warrants | (6) | ||
Change in estimated fair value of liability classified warrants | (18,122) | 22,870 | |
Ending balance | $ 22,355 | $ 40,483 | $ 17,613 |
The Company - Revenue Associate
The Company - Revenue Associated With The Following license agreements (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Recognized Revenue Associated with The Following License Agreements [Line Items] | |||
Revenues | $ 25,535 | $ 28,913 | $ 4,915 |
KKC Agreements [Member] | |||
Recognized Revenue Associated with The Following License Agreements [Line Items] | |||
Revenues | 25,095 | 27,543 | 2,557 |
Helsinn License Agreement [Member] | |||
Recognized Revenue Associated with The Following License Agreements [Line Items] | |||
Revenues | 440 | 1,370 | 2,358 |
Services performed over time [Member] | |||
Recognized Revenue Associated with The Following License Agreements [Line Items] | |||
Revenues | 25,535 | 4,860 | 4,036 |
License transferred at a point in time [Member] | |||
Recognized Revenue Associated with The Following License Agreements [Line Items] | |||
Revenues | 0 | 20,988 | 879 |
Cumulative catch-up adjustment [Member] | |||
Recognized Revenue Associated with The Following License Agreements [Line Items] | |||
Revenues | $ 0 | $ 3,065 | $ 0 |
The Company - Schedule of Chang
The Company - Schedule of Changes in Contract Assets and Contract Liabilities (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Contract with Customer Asset and Liability [Line Items] | ||
Receivables, beginning of year | $ 83 | $ 0 |
Amount billed | 25,682 | 1,292 |
Payments received | (25,765) | (1,209) |
Receivables, end of year | 0 | 83 |
Contract assets, beginning of year | 2,858 | 511 |
Billable amounts | 30,406 | 3,639 |
Amount billed | (25,682) | (1,292) |
Contract assets, end of year | 7,582 | 2,858 |
Contract liabilities, beginning of year | 17,955 | 7,774 |
Net change | 4,826 | 10,181 |
Contract liabilities, end of year | $ 22,781 | $ 17,955 |
Calculation of Net (Loss) Incom
Calculation of Net (Loss) Income Used to Calculate Basic and Diluted (Loss) Per Share (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Potentially Dilutive Securities Outstanding [Line Items] | |||
Net loss—basic | $ (50,575) | $ (46,016) | $ (16,819) |
Change in fair value of warrant liability | (27,394) | (37,794) | |
Net loss—diluted | $ (77,969) | $ (46,016) | $ (54,613) |
Calculation of Weighted Average
Calculation of Weighted Average Shares Used to Calculate Basic and Diluted (Loss) Earnings Per Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Weighted average shares used in calculating net loss per share | 112,527 | 91,080 | 71,139 |
Effect of potentially dilutive common shares from equity awards and liability-classified warrants | 1,954 | 1,246 | |
Weighted average shares used in calculating diluted loss per share | 114,481 | 91,080 | 72,385 |
Antidilutive Securities (Detail
Antidilutive Securities (Detail) - shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Potentially Dilutive Securities Outstanding [Line Items] | |||
Total anti-dilutive shares | 20,329 | 27,092 | 16,151 |
Employee Stock option | |||
Potentially Dilutive Securities Outstanding [Line Items] | |||
Total anti-dilutive shares | 15,887 | 11,030 | 8,057 |
Restricted Stock Units (RSUs) | |||
Potentially Dilutive Securities Outstanding [Line Items] | |||
Total anti-dilutive shares | 427 | 32 | |
Warrants | |||
Potentially Dilutive Securities Outstanding [Line Items] | |||
Total anti-dilutive shares | 4,015 | 16,062 | 8,062 |
KKC Agreements - Additional Inf
KKC Agreements - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2018 | Jun. 30, 2021 | Jun. 30, 2020 | May 31, 2020 | |
Receivable for foreign tax withholding | $ 20,420 | $ (20,420) | ||
Kyowa Kirin Co | ||||
Total upfront payment receivable for grant of rights | 100,000 | $ 100,000 | ||
Upfront payment | $ 10,000 | |||
Receivable for foreign tax withholding | 20,400 | |||
Kyowa Kirin Co | Potential Payments on Achievement of Development Regulatory and Commercial Milestones | ||||
Total upfront payment receivable for grant of rights | 10,000 | |||
Kyowa Kirin Co | Potential Payments on Achievement of Development Regulatory and Commercial Milestones | Maximum | ||||
Milestone payment receivable amount | 582,500 | |||
Kyowa Kirin Co | KKC License Agreement | ||||
Upfront payment | 100,000 | |||
Transaction price relating to the performance obligation | 191,500 | |||
Estimated development cost sharing recovered through earnings | 66,300 | |||
Deferred revenue | 5,200 | |||
Expected milestone payment receivable | 20,000 | |||
Kyowa Kirin Co | KKC License Agreement | Maximum | ||||
Estimated development cost sharing recovered through earnings | 100,300 | |||
Kyowa Kirin Co | KKC License Agreement | Minimum | ||||
Estimated development cost sharing recovered through earnings | 66,300 | |||
Kyowa Kirin Co | KKC License Agreement | Ex US License | ||||
Performance obligation revenue recognised | 21,000 | |||
License Obligation Account Transaction Price Allocated | 64,500 | |||
Kyowa Kirin Co | KKC License Agreement | Development Services | ||||
Contract with customer liability non current | $ 22,800 | $ 17,900 |
Other License Agreements - Addi
Other License Agreements - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | |
Sep. 30, 2017 | Aug. 31, 2016 | |
Helsinn License Agreement | ||
Related Party Transaction [Line Items] | ||
Compensation receivable for grant of rights | $ 20 | |
Presage License Agreement | Presage Biosciences, Inc. | ||
Related Party Transaction [Line Items] | ||
Compensation payable for grant of rights | $ 4.9 | |
Payment for license | 2.9 | |
Presage License Agreement | Presage Biosciences, Inc. | Incremental Payment | ||
Related Party Transaction [Line Items] | ||
Compensation payable for grant of rights | 2 | |
Presage License Agreement | Presage Biosciences, Inc. | Potential Payments on Achievement of Development Regulatory and Commercial Milestones | ||
Related Party Transaction [Line Items] | ||
Milestone payments payable amount | $ 179 |
Schedule of Intangible Assets (
Schedule of Intangible Assets (Detail) - S*Bio Patents - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
S*Bio Patents—Gross | $ 273 | $ 273 |
Less: accumulated amortization | (273) | (273) |
Intangible assets, net | $ 0 | $ 0 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 0 | $ 34,000 | $ 35,000 |
Impairment of finite lived intangible assets | $ 227 | ||
S*Bio Patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of finite lived intangible assets | $ 200 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 1,837 | $ 1,146 |
Less: accumulated depreciation | (330) | (62) |
Property and equipment, net | 1,507 | 1,084 |
Furniture And Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 896 | 304 |
Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 941 | $ 842 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 285,000 | $ 75,000 | $ 45,000 |
Accrued Liabilities (Detail)
Accrued Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Accrued Liabilities [Line Items] | ||
Accrued pre-clinical and clinical trial expenses | $ 4,004 | $ 2,343 |
Accrued compensation and benefits | 3,513 | 3,410 |
Accrued legal and professional services expenses | 813 | 226 |
Other | 72 | 111 |
Total accrued liabilities | $ 8,402 | $ 6,090 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | Nov. 10, 2020 | Nov. 08, 2017 | |
Class of Stock [Line Items] | ||||||
Issuance of common stock and warrants | $ 3,136 | $ 69,231 | $ 220 | |||
Fair value of warrants | 22,355 | $ 40,483 | ||||
Aggregate value of securities available under shelf registration statement | $ 100 | |||||
Total authorized share capital | 226,100,000 | |||||
Common stock, shares authorized | 226,000,000 | 226,000,000 | ||||
Common stock, par value | $ 0.00 | $ 0.00 | ||||
Preferred stock, shares authorized | 100,000 | 100,000 | ||||
Preferred stock, par value | $ 0.01 | $ 0.01 | ||||
Preferred stock, shares issued | 100,000 | |||||
Preferred Stock, Shares Outstanding | 0 | 0 | ||||
Common stock voting rights | one vote per share | |||||
Preferred stock, shares outstanding | 0 | 0 | ||||
Number of warrants exercised | 2,617 | 0 | ||||
Number Of Shares Issued On Warrant Exercise | 964 | |||||
Proceeds from warrant exercised | 1,118 | |||||
Common stock Value Issued | $ 3,136 | $ 69,231 | $ 5,444 | |||
Unsold Securities Shares and Warrants Under Agreement | 107,500 | |||||
Aggregate Value of Securities Available Under Agreement | $ 175,700 | |||||
Warrants | ||||||
Class of Stock [Line Items] | ||||||
Exercise price | $ 2.54 | |||||
Warrants outstanding | 16,058,985 | |||||
ATM Sales Agreement | ||||||
Class of Stock [Line Items] | ||||||
Common stock share issued | 958,083 | 5,471,684 | ||||
Common stock Value Issued | $ 3,100 | $ 20,700 | ||||
Proceeds from offering net of costs | $ 400 | |||||
Underwritten Registered Offering | ||||||
Class of Stock [Line Items] | ||||||
Offering price per share | $ 1.60 | |||||
Proceeds from offering net of costs | $ 48,500 | |||||
Stock Issuance Costs | $ 3,300 | |||||
Number of shares offered | 32,343,750 | |||||
Two Thousand And Twenty At The Market Sale Agreement Member | ||||||
Class of Stock [Line Items] | ||||||
Aggregate value of securities available under shelf registration statement | 60,000 | |||||
Maximum | ||||||
Class of Stock [Line Items] | ||||||
Sale of shares and warrants under agreement | 200,000 | |||||
Maximum | ATM Sales Agreement | ||||||
Class of Stock [Line Items] | ||||||
Sale of shares under agreement | $ 30,000 | |||||
Maximum | Two Thousand And Twenty At The Market Sale Agreement Member | ||||||
Class of Stock [Line Items] | ||||||
Sale of shares under agreement | $ 60,000 | $ 60,000 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Detail) $ / shares in Units, $ in Millions | 12 Months Ended | |||
Jun. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2020USD ($)shares | Jun. 30, 2019USD ($) | May 31, 2021shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense related to unvested stock options | $ | $ 8.3 | |||
Expected weighted average period for recognition of compensation expense | 1 year 9 months 18 days | |||
Options outstanding | 16,668,542 | 11,252,976 | ||
Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Closing price of common stock | $ / shares | $ 2.85 | |||
Total fair value of options vested | $ | $ 6.4 | $ 5.4 | $ 3.4 | |
Options outstanding | 16,668,542 | |||
Employee Stock Option | Directors | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, award vesting period | 12 months | |||
Share-based compensation arrangement by share-based payment award, expiration period | 10 years | |||
Employee Stock Option | Employees | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock option vested percentage | 25.00% | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 36 months | |||
Share-based compensation arrangement by share-based payment award, expiration period | 10 years | |||
Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense related to unvested stock options | $ | $ 0.5 | |||
Expected weighted average period for recognition of compensation expense | 1 year | |||
Number of common stock to be received for each RSUs | 1 | |||
Number Of Shares For Each Unit Of Restricted Stock | 1.25 | |||
2008 Omnibus Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock authorized | 29,014,794 | |||
Shares available for future grant | 10,472,864 | |||
2008 Omnibus Plan | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options outstanding | 16,499,542 | |||
Inducement Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock authorized | 2,500,000 | |||
Shares available for future grant | 2,331,000 | |||
Inducement Plan [Member] | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options outstanding | 169,000 |
Share-Based Compensation Expens
Share-Based Compensation Expense for Stock Awards (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation | $ 10,245 | $ 6,801 | $ 6,562 |
Research and development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation | 4,144 | 2,777 | 2,239 |
General and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation | $ 6,101 | $ 4,024 | $ 4,323 |
Summary of Stock Option Activit
Summary of Stock Option Activity (Detail) | 12 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
Number of Options | |
Beginning Balance | shares | 11,252,976 |
Granted | shares | 6,201,300 |
Exercised | shares | (141,907) |
Forfeited / Cancelled | shares | (643,827) |
Ending balance | shares | 16,668,542 |
Vested and exercisable at end of period | shares | 8,416,964 |
Weighted- Average Exercise Price | |
Beginning Balance | $ / shares | $ 2.81 |
Granted | $ / shares | 3.39 |
Exercised | $ / shares | 2.34 |
Forfeited / Cancelled | $ / shares | 3.43 |
Ending balance | $ / shares | 3.01 |
Vested and exercisable at end of period | $ / shares | $ 2.78 |
Weighted Average Remaining Contractual Term (in years) | |
Outstanding at end of period | 7 years 8 months 12 days |
Vested and exercisable at end of period | 6 years 7 months 6 days |
Aggregate Intrinsic Value | |
Outstanding at end of period | $ | $ 4,739,572 |
Vested and exercisable at end of period | $ | $ 3,954,990 |
Non-vested Stock Option Activit
Non-vested Stock Option Activity (Detail) - $ / shares | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Number of options | |||
Beginning balance | 5,777,907 | ||
Granted | 6,201,300 | ||
Forfeited | (587,890) | ||
Vested | (3,139,739) | ||
Ending balance | 8,251,578 | 5,777,907 | |
Weighted average grant date fair value | |||
Beginning balance | $ 2.05 | ||
Granted | 2.30 | $ 1.64 | $ 2.78 |
Forfeited | 2.31 | ||
Vested | 2.04 | ||
Ending balance | $ 2.23 | $ 2.05 |
Fair Value of Stock Options Wei
Fair Value of Stock Options Weighted-Average Assumptions Used (Detail) - $ / shares | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.50% | 1.70% | 2.70% |
Expected life (years) | 6 years | 6 years | 6 years |
Expected volatility | 80.10% | 74.10% | 82.50% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Weighted-average grant date fair value | $ 2.30 | $ 1.64 | $ 2.78 |
Share Based Compensation - Summ
Share Based Compensation - Summary of RSU activity and related data (Details) - $ / shares | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning balance | 5,777,907 | ||
Granted | 6,201,300 | ||
Forfeited | (587,890) | ||
Ending balance | 8,251,578 | 5,777,907 | |
Weighted average grant date fair value | |||
Beginning balance | $ 2.05 | ||
Granted | 2.30 | $ 1.64 | $ 2.78 |
Forfeited | 2.31 | ||
Ending balance | $ 2.23 | $ 2.05 | |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning balance | 0 | ||
Granted | 442,650 | ||
Forfeited | (42,000) | ||
Ending balance | 400,650 | 0 | |
Weighted average grant date fair value | |||
Beginning balance | $ 0 | ||
Granted | 3.49 | ||
Forfeited | 3.49 | ||
Ending balance | $ 3.49 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) shares in Thousands, $ in Thousands | 1 Months Ended | ||
Aug. 31, 2017 | Jun. 30, 2021 | Jun. 30, 2020 | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Common stock value | $ 0 | $ 0 | |
S*Bio Purchase Agreement | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Accrued payment for potential future payments | 0 | ||
Future aggregate milestone payments | 75,200 | ||
S*Bio Purchase Agreement | Phase Three Clinical Trial | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
First milestone payment | $ 200,000 | ||
Common stock value | $ 166,527 | ||
Issuance of common stock to purchase asset, shares | shares | 500,000 | ||
Presage License Agreement | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Accrued payment for potential future payments | $ 0 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Thousands | 12 Months Ended | |
Jun. 30, 2021USD ($)ft² | Jul. 31, 2020USD ($) | |
Lease expire date | Mar. 31, 2028 | |
Operating lease liabilities | $ 8,298 | $ 8,700 |
Operating lease right of use assets | $ 8,700 | |
Accounting Standards Update 2016-02 [Member] | San Diego California [Member] | ||
Number of square feet under lease | ft² | 32,800 |
Schedule of Total Operating Cos
Schedule of Total Operating Costs (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | |||
Operating lease cost | $ 1,507 | $ 692 | $ 685 |
Schedule of Supplemental Cash F
Schedule of Supplemental Cash Flow Information Related to Operating Leases (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows from operating leases | $ 983 | $ 0 | $ 0 |
Right-of-use assets obtained in exchange for operating lease obligations: | $ 8,689 | $ 0 | $ 0 |
Schedule of Future Minimum Rent
Schedule of Future Minimum Rental Payments (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Jul. 31, 2020 | Jun. 30, 2020 |
Leases [Abstract] | |||
2022 | $ 1,519 | ||
2023 | 1,565 | ||
2024 | 1,612 | ||
2025 | 1,168 | ||
2026 | 1,710 | ||
Thereafter | 3,121 | ||
Total Lease Payments | 10,695 | ||
Less: Present value discount | 2,397 | ||
Total operating lease liability | 8,298 | $ 8,700 | |
Operating lease liability Current | 928 | $ 0 | |
Operating lease liability, long term | 7,370 | $ 0 | |
Operating Lease, Liability, Total | $ 8,298 | $ 8,700 | |
Weighted average remaining lease term | 6 years 9 months 18 days | ||
Weighted average discount rate | 7.50% |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 12 Months Ended |
Jun. 30, 2021Segment | |
Segment Reporting Information [Line Items] | |
Number of Operating Segments | 1 |
Pre- Tax loss Jurisdictions (De
Pre- Tax loss Jurisdictions (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Pre tax Income Loss [Line Items] | |||
Domestic | $ (50,567) | $ (46,016) | $ (16,819) |
Foreign | 0 | ||
Pre-tax loss | $ (50,567) | $ (46,016) | $ (16,819) |
Reconciliation of Income Taxes
Reconciliation of Income Taxes Computed at U.S Federal Statutory Tax rates to Income Tax Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Reconciliation Of Statutory Federal Tax Rate [Line Items] | |||
Tax benefit at U.S. statutory rates | $ 10,619 | $ 9,663 | $ 3,532 |
State tax | (99) | 9 | 86 |
Warrant liability costs | 3,806 | (4,803) | 5,803 |
Equity compensation | (6) | (2) | 138 |
Increase in valuation allowance | (12,481) | (4,230) | (9,082) |
Other | (1,847) | (638) | (478) |
Income tax expense | $ (8) | $ (1) | $ (1) |
Tax benefit (expense) at U.S. statutory rates | 21.00% | 21.00% | 21.00% |
State tax | 0.00% | 0.00% | 1.00% |
Warrant liability costs | 8.00% | (10.00%) | 35.00% |
Equity compensation | 0.00% | 0.00% | 1.00% |
(Increase) decrease in valuation allowance | (25.00%) | (9.00%) | (54.00%) |
Other | (4.00%) | (1.00%) | (3.00%) |
Effective Income Tax Rate, Continuing Operations, Total | 0.00% | 0.00% | 0.00% |
Deferred Tax Liabilities and As
Deferred Tax Liabilities and Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Deferred tax assets: | ||
Deferred revenue | $ 18,339 | $ 17,325 |
Fixed and intangible assets | 15,924 | 18,832 |
Share-based payments | 4,182 | 3,834 |
Tax losses carried forward | 16,104 | 2,214 |
Compensation accruals | 727 | 709 |
Consultant and other accruals | 22 | 20 |
Right-of-use assets | (1,633) | 0 |
Lease liabilities | 1,742 | 0 |
Charitable contributions | 1 | 0 |
Total deferred tax assets | 55,408 | 42,934 |
Valuation allowance for deferred tax assets | (55,408) | (42,934) |
Net deferred tax assets and liabilities | $ 0 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Taxes Line Items [Line Items] | |||
Federal net operating loss carry forwards | $ 70.8 | ||
State net operating loss carry forwards | $ 17.7 | ||
Taxable income percentage | 80.00% | ||
CARES Act [Member] | |||
Income Taxes Line Items [Line Items] | |||
Taxable income percentage | 80.00% | 100.00% | |
Interest expense income as percentage of adjustable taxable income | 50.00% | 50.00% | |
State | |||
Income Taxes Line Items [Line Items] | |||
Expiration year of operating loss carry forwards | 2030 |
Quarterly Financial Information
Quarterly Financial Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Quarterly Financial Information [Line Items] | |||
Total revenues | $ 25,535 | $ 28,913 | $ 4,915 |
Net income (loss) | $ (50,575) | $ (46,016) | $ (16,819) |
Basic income (loss) per share | $ (0.45) | $ (0.51) | $ (0.24) |
Diluted loss per share | $ (0.68) | $ (0.51) | $ (0.75) |