Humanigen (HGENQ) 10-Q 12 Aug 22 2022 Q2 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2022	Aug. 09, 2022
Document Information Line Items
Entity Registrant Name	HUMANIGEN, INC
Trading Symbol	HGEN
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		103,660,938
Amendment Flag	false
Entity Central Index Key	0001293310
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Jun. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-35798
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	77-0557236
Entity Address, Address Line One	830 Morris Turnpike
Entity Address, Address Line Two	4th Floor
Entity Address, City or Town	Short Hills
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07078
City Area Code	(973)
Local Phone Number	200-3100
Title of 12(b) Security	Common Stock
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 47,046	$ 70,016
Prepaid expenses and other current assets	2,313	955
Total current assets	49,359	70,971
Other assets	90	90
Total assets	49,449	71,061
Current liabilities:
Accounts payable	56,665	44,698
Accrued expenses	14,395	19,882
Long-term debt, current portion	2,839
Deferred revenue	3,091	4,145
Total current liabilities	76,990	68,725
Non-current liabilities:
Deferred revenue		1,018
Long-term debt, net of current portion	22,547	25,006
Total liabilities	99,537	94,749
Stockholders’ deficit:
Common stock, $0.001 par value: 225,000,000 shares authorized at June 30, 2022 and December 31, 2021; 71,242,938 and 64,027,629 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively	71	64
Additional paid-in capital	612,347	587,327
Accumulated deficit	(662,506)	(611,079)
Total stockholders’ deficit	(50,088)	(23,688)
Total liabilities and stockholders’ deficit	$ 49,449	$ 71,061

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	225,000,000	225,000,000
Common stock, shares issued	71,242,938	64,027,629
Common stock, shares outstanding	71,242,938	64,027,629

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Revenue:
Total revenue	$ 1,036	$ 1,036	$ 2,072	$ 1,522
Operating expenses:
Research and development	26,438	63,012	43,658	122,946
General and administrative	3,949	8,076	8,294	13,024
Total operating expenses	30,387	71,088	51,952	135,970
Loss from operations	(29,351)	(70,052)	(49,880)	(134,448)
Other expense:
Interest expense	(768)	(746)	(1,502)	(765)
Other expense, net	(30)	(5)	(45)	(1,157)
Net loss	$ (30,149)	$ (70,803)	$ (51,427)	$ (136,370)
Basic and diluted net loss per common share (in Dollars per share)	$ (0.43)	$ (1.2)	$ (0.75)	$ (2.45)
Weighted average common shares outstanding used to calculate basic and diluted net loss per common share (in Shares)	70,670,971	58,843,567	68,137,762	55,735,008
License revenue
Revenue:
Total revenue	$ 1,036	$ 1,036	$ 2,072	$ 1,522

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Statement [Abstract]
Basic and diluted net loss per common share (in Dollars per share)	$ (0.43)	$ (1.20)	$ (0.75)	$ (2.45)
Weighted average common shares outstanding used to calculate basic and diluted net loss per common share (in Shares)	70,670,971	58,843,567	68,137,762	55,735,008

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Operating activities:
Net loss	$ (51,427)	$ (136,370)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation expense	3,178	2,381
Non-cash interest expense related to debt financing	380	187
Changes in operating assets and liabilities:
Prepaid expenses and other assets	(1,358)	(629)
Accounts payable	11,967	21,878
Accrued expenses	(5,487)	5,750
Deferred revenue	(2,072)	3,019
Net cash used in operating activities	(44,819)	(103,784)
Financing activities:
Net proceeds from issuance of common stock	21,849	130,278
Proceeds from exercise of stock options		1,861
Net proceeds from issuance of long-term debt		24,444
Net cash provided by financing activities	21,849	156,583
Net increase (decrease) in cash and cash equivalents	(22,970)	52,799
Cash and cash equivalents, beginning of period	70,016	67,737
Cash and cash equivalents, end of period	47,046	120,536
Supplemental cash flow disclosure:
Cash paid for interest	$ 943	$ 393

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Stockholders’ Equity (Deficit) (Unaudited) - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balances at Dec. 31, 2020	$ 52	$ 419,923	$ (374,430)	$ 45,545
Balances (in Shares) at Dec. 31, 2020	51,626,508
Issuance of common stock, net of expenses	$ 2	36,104		36,106
Issuance of common stock, net of expenses (in Shares)	1,796,858
Issuance of common stock upon option exercise		429		429
Issuance of common stock upon option exercise (in Shares)	233,323
Stock-based compensation expense		510		510
Net loss			(65,567)	(65,567)
Balances at Mar. 31, 2021	$ 54	456,966	(439,997)	17,023
Balances (in Shares) at Mar. 31, 2021	53,656,689
Balances at Dec. 31, 2020	$ 52	419,923	(374,430)	45,545
Balances (in Shares) at Dec. 31, 2020	51,626,508
Net loss				(136,370)
Balances at Jun. 30, 2021	$ 59	554,436	(510,800)	43,695
Balances (in Shares) at Jun. 30, 2021	59,402,859
Balances at Mar. 31, 2021	$ 54	456,966	(439,997)	17,023
Balances (in Shares) at Mar. 31, 2021	53,656,689
Issuance of common stock, net of expenses	$ 5	94,167		94,172
Issuance of common stock, net of expenses (in Shares)	5,427,017
Issuance of common stock upon option exercise		1,432		1,432
Issuance of common stock upon option exercise (in Shares)	319,153
Stock-based compensation expense		1,871		1,871
Net loss			(70,803)	(70,803)
Balances at Jun. 30, 2021	$ 59	554,436	(510,800)	43,695
Balances (in Shares) at Jun. 30, 2021	59,402,859
Balances at Dec. 31, 2021	$ 64	587,327	(611,079)	(23,688)
Balances (in Shares) at Dec. 31, 2021	64,027,629
Issuance of common stock, net of expenses	$ 6	18,368		18,374
Issuance of common stock, net of expenses (in Shares)	5,926,748
Stock-based compensation expense		1,543		1,543
Net loss			(21,278)	(21,278)
Balances at Mar. 31, 2022	$ 70	607,238	(632,357)	(25,049)
Balances (in Shares) at Mar. 31, 2022	69,954,377
Balances at Dec. 31, 2021	$ 64	587,327	(611,079)	(23,688)
Balances (in Shares) at Dec. 31, 2021	64,027,629
Net loss				(51,427)
Balances at Jun. 30, 2022	$ 71	612,347	(662,506)	(50,088)
Balances (in Shares) at Jun. 30, 2022	71,242,938
Balances at Mar. 31, 2022	$ 70	607,238	(632,357)	(25,049)
Balances (in Shares) at Mar. 31, 2022	69,954,377
Issuance of common stock, net of expenses	$ 1	3,474		3,475
Issuance of common stock, net of expenses (in Shares)	1,288,561
Stock-based compensation expense		1,635		1,635
Net loss			(30,149)	(30,149)
Balances at Jun. 30, 2022	$ 71	$ 612,347	$ (662,506)	$ (50,088)
Balances (in Shares) at Jun. 30, 2022	71,242,938

Nature of Operations

Nature of Operations	6 Months Ended
	Jun. 30, 2022
Nature of Operations [Abstract]
Nature of Operations	1. Nature of Operations Description of the Business The Company is a clinical stage biopharmaceutical company, developing its portfolio of proprietary Humaneered ® ® In July 2022, preliminary topline results from the Accelerating COVID-19 Therapeutic Interventions and Vaccines-5 (“ACTIV-5”) and Big Effect Trial, in the “B” arm of the trial (“BET-B”), referred to as the ACTIV-5/BET-B trial, were released. The study was sponsored and funded by the National Institutes of Health (“NIH”) and evaluated lenzilumab in combination with remdesivir, compared to placebo and remdesivir, in hospitalized COVID-19 patients. Based on the preliminary topline results, the trial did not achieve statistical significance on the primary endpoint, although did indicate that lenzilumab demonstrated a positive trend in mortality. The Company continues to support NIH’s further analysis of the data and lenzilumab has interest from a global group of leading institutions and research networks to include lenzilumab in their large-scale, multinational studies of COVID-19. Tocilizumab and baricitinib demonstrated mortality benefit following inclusion in such studies having failed to do so in smaller studies. The Company announced a strategic realignment of its pipeline and resources and is reconsidering its regulatory strategy. The Company plans to accelerate the development of lenzilumab in chronic myelomonocytic leukemia (“CMML”), a rare blood cancer, for which the PREACH-M study is already underway, and to continue its plans for the RATinG study in acute graft versus host disease (“aGvHD”) that occurs in patients undergoing bone marrow transplant, that is expected to enroll its first patient in the third quarter of 2022. These studies are majority funded by the Company’s partners. In addition, the Company is currently assessing requests for investigator-initiated trials (“IIT”s) of lenzilumab in combination with CAR-T therapies; the previously planned SHIELD study of lenzilumab with certain CAR-T therapies has been terminated pursuant to the strategic realignment plan. The Company also plans to continue the development of iFab, an EpAh-3 targeted monoclonal antibody currently in Phase 1 development, as part of an antibody drug conjugate (“ADC”), for certain solid tumors. Under the realignment plan, the Company will deemphasize the deployment of certain resources for the development of lenzilumab for COVID-19 and currently does not plan to file for Emergency Use Authorization (“EUA”) in the United States in 2022. The Company had previously planned to respond to the rolling review written questions received last year from the Medicines and Healthcare Products Regulatory Agency (“MHRA”) following receipt of the results from the ACTIV-5/BET-B trial but does not plan to respond to these written questions in 2022. The Company no longer intends to submit a Conditional Marketing Authorization (“CMA”) for lenzilumab with an Accelerated Approval request to the European Medicines Agency (“EMA”) in 2022.The Named Patient program in select European Countries will be terminated. With the exception of lenzilumab batches in process, the Company plans to stop the manufacturing of lenzilumab. The Company plans to consolidate the remaining inventory of lenzilumab bulk drug substance and drug product in a central location for potential future use. As of July 22, 2022, there are approximately 11,500 lenzilumab treatments in production. Approximately 65,800 lenzilumab treatments will be stored and 9,000 treatments are being sent for destruction as a result of expiry of drug substance (an intermediate step to final drug product). One of the Company’s , , has notified the Company that it is in breach of its manufacturing agreement with Catalent and has issued a demand for payment for outstanding amounts owed. Catalent has demanded payment of the past due balance of $12.8 million by August 8, 2022 to cure this breach and has threatened to cancel the manufacturing agreement if payment is not made (See Note 11 below). Unless the Company complies with their demand for payment, it is unlikely the Company will be able to utilize the treatments in production and treatments for which production has been completed. Another 33,000 treatments are in production at one of the Company’s CMOs, Thermo Fisher Scientific, Inc. (“Thermo”), for which material has not yet been released by the Company, and which may require reprocessing prior to release. Thermo has notified the Company that they have stopped production and have issued a demand for payment. The Company has disputed the amounts owed to Thermo as a result of Thermo’s failure to produce usable material within stated release specifications. At this time, it is unlikely that these 33,000 treatments would be released by the Company. See Management’s Discussion and Analysis of Financial Condition and Results of Operations included in Item 7 of the Company’s 2021 Annual Report on Form 10-K for additional information regarding the business. Liquidity and Going Concern The Condensed Consolidated Financial Statements for the three and six months ended June 30, 2022 were prepared on the basis of a going concern, which contemplates that the Company will be able to realize assets and discharge liabilities in the normal course of business. However, the Company has incurred net losses since its inception, and has negative operating cash flows and its total liabilities exceed total assets. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. As of June 30, 2022, the Company had cash and cash equivalents of $47.0 million. In July 2022, as part of its strategic realignment plan, as stated in Notes 5 and 11, the Company paid amounts owed under the Loan and Security Agreement with Hercules as agent for its affiliates serving as lenders thereunder (the “Term Loan”) of $26.7 million in full settlement of the remaining outstanding principal balance, accrued interest, the end of term fee (less a $0.1 million reduction) and waiver of the $0.4 million prepayment fee, fully extinguishing and terminating the Term Loan in the process. Considering the Company’s current cash resources and its current and expected levels of operating expenses for the next twelve months, which includes combined accounts payable and accrued expenses recorded in the Company’s condensed consolidated balance sheets as of June 30, 2022 of $71.1 million, and its non-manufacturing commitments of $0.3 million and manufacturing commitments of $36.5 million during the remaining six months of 2022, $7.6 million for 2023, and $6.6 million thereafter (see Note 6 below), the Company requires additional capital to fund the Company’s planned operations. Certain of these commitments and amounts accrued at June 30, 2022 are in dispute. The Company intends to seek to defer payments, negotiate lower amounts or pursue other courses of action for certain commitments and amounts owed to manufacturing and other partners at June 30, 2022. In order to remain a going concern and execute its strategic realignment plan, the Company must successfully renegotiate these amounts owed and remaining commitments, and settle disputes, including current and potential future arbitration and litigation. Management will seek to raise such additional capital through public or private equity offerings, including under the Controlled Equity Offering SM Basis of Presentation The accompanying interim unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and on a basis consistent with the annual consolidated financial statements and include all adjustments necessary for the presentation of the Company’s condensed consolidated financial position, results of operations and cash flows for the periods presented. The Condensed Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. These financial statements have been prepared on a basis that assumes that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The December 31, 2021 Condensed Consolidated Balance Sheet was derived from the audited financial statements but does not include all disclosures required by U.S. GAAP. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2022, or for any other future annual or interim period. The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto included in the Company’s 2021 Annual Report on Form 10-K. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts and disclosures reported in the Condensed Consolidated Financial Statements and accompanying notes. Actual results could differ materially from those estimates. The Company believes judgment is involved in accounting for the determination of revenue recognition, fair value-based measurement of stock-based compensation and accruals. The Company evaluates its estimates and assumptions as facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from these estimates and assumptions, and those differences could be material to the Condensed Consolidated Financial Statements.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies The Company’s significant accounting policies are detailed in its Annual Report on Form 10-K for the year ended December 31, 2021. There have been no significant changes to the Company’s significant accounting policies during the six months ended June 30, 2022, from those previously disclosed in its 2021 Annual Report on Form 10-K.

Potentially Dilutive Securities

Potentially Dilutive Securities	6 Months Ended
	Jun. 30, 2022
Earnings Per Share [Abstract]
Potentially Dilutive Securities	3. Potentially Dilutive Securities The Company’s potentially dilutive securities, which include stock options and warrants and shares of common stock issuable upon conversion of convertible debt, have been excluded from the computation of diluted net loss per common share as the effect of including those securities would be to reduce the net loss per common share and be antidilutive. Therefore, the denominator used to calculate both basic and diluted net loss per common share is the same in each period presented. The following outstanding potentially dilutive securities have been excluded from the computations of diluted net loss per common share: As of June 30, 2022 2021 Options to purchase common stock 4,685,634 4,113,958 Warrants to purchase common stock 31,238 51,238 Convertible debt 510,986 510,986 5,227,858 4,676,182

License Revenue

License Revenue	6 Months Ended
	Jun. 30, 2022
License Revenue [Abstract]
License Revenue	4. License Revenue On November 3, 2020, the Company entered into a License Agreement (the “South Korea Agreement”) with KPM Tech Co., Ltd. (“KPM”) and its affiliate, Telcon RF Pharmaceutical, Inc. (together with KPM, the “Licensee”). Pursuant to the South Korea Agreement, among other things, the Company granted the Licensee a license under certain patents and other intellectual property to develop and commercialize lenzilumab for treatment of COVID-19 pneumonia, in South Korea and the Philippines (the “Territory”), subject to certain reservations and limitations. The Licensee will be responsible for gaining regulatory approval for, and subsequent commercialization of, lenzilumab in the Territory. As consideration for the license, the Licensee has agreed to pay the Company (i) an up-front license fee of $6.0 million, payable promptly following the execution of the License Agreement, which was received in the fourth quarter of 2020, (ii) up to an aggregate of $14.0 million in two payments based on achievement by the Company of two specified milestones in the U.S., of which the first milestone was met in the first quarter of 2021 and $6.0 million (or $4.5 million net of withholding taxes and other fees and royalties) was received in the second quarter of 2021, and (iii) subsequent to the receipt by the Licensee of the requisite regulatory approvals, double-digit royalties on the net sales of lenzilumab in South Korea and the Philippines. The Licensee has agreed to certain development and commercial performance obligations. It is expected that the Company will supply lenzilumab to the Licensee for a minimum of 7.5 years at a cost-plus basis from an existing or future manufacturer. The Licensee has agreed to certain minimum purchases of lenzilumab on an annual basis. Since the provision of the license and the cooperation and assistance to be provided by the Company to the Licensee with regulatory authorities in the Territory and the Company’s obligation to serve on a joint steering committee (the “Services”) are considered a single performance obligation, the $6.0 million upfront payment (or $4.5 million net of withholding taxes and other fees and royalties) and the first milestone payment of $6.0 million (or $4.5 million net of withholding taxes and other fees and royalties, are being recognized as revenue ratably over the performance period through March 2023, the expected period over which the Company conservatively expects the Services to be performed (the “Performance Period”). Therefore, the Company recognized license revenue totaling approximately $1.0 million and $2.1 million in the three and six months ended June 30, 2022, respectively, and $1.0 million and $1.5 million in the three and six months ended June 30, 2021, respectively. Licensee’s purchases of lenzilumab for development purposes or for commercial requirements, represent options under the agreement and revenues will therefore be recognized when control of the product is transferred to Licensee. Contract Liabilities A contract liability of $3.1 million was recorded on the Condensed Consolidated Balance Sheets as deferred revenue as of June 30, 2022 related to the South Korea agreement. There were no contract asset or deferred contract acquisition costs as of June 30, 2022 associated with the South Korea agreement. The following table presents changes in the Company’s contract liability for the six months ended June 30, 2022 (in thousands): Balance at January 1, 2022 $ 5,163 Deductions for performance obligations satisfied: In current period (2,072 ) Balance at June 30, 2022 $ 3,091

Long-Term Debt

Long-Term Debt	6 Months Ended
	Jun. 30, 2022
Debt Disclosure [Abstract]
Long-Term Debt	5. Long-Term Debt Secured Term Loan Facility On March 10, 2021, the Company executed the Term Loan which provided a loan in the aggregate principal amount of up to $80 million, in three tranches. On March 29, 2021, the Company drew the initial $25.0 million tranche under the Term Loan. After giving effect to payment of fees and expenses associated with the draw, the Company received net proceeds of approximately $24.4 million. The Term Loan bore interest at a floating rate equal to the greater of either (i) 8.75% plus the prime rate as reported in The Wall Street Journal minus 3.25%, or (ii) 8.75%. The Company was initially obligated to make monthly payments of accrued interest under the Term Loan commencing on the initial borrowing date and continuing to April 1, 2023, followed by monthly installments of principal and interest until March 1, 2025. In July 2022, the Company prepaid $25.0 million of outstanding principal, together with approximately $1.7 million of accrued interest, fees and other amounts, due under the Term Loan. In connection with the prepayment, the Term Loan with Hercules was terminated, and all obligations, liens and security interests under the Term Loan were released, discharged and satisfied (see Note 11). By retiring the Term Loan, the Company is able to reduce future cash payments for interest and enhance its ability to generate additional liquidity from its intellectual property by removing the loan’s collateral requirements. Interest expense related to the Term Loan was $0.8 million and $1.5 million for the three and six months ended June 30, 2022, respectively, and the effective interest rate was approximately 9.7% and 9.4% for the three and six months ended June 30, 2022, respectively. Interest expense related to the Term Loan was $0.6 million for both the three- and six-month periods ended June 30, 2021, and the effective interest rate was approximately 9.0% in both periods.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	6. Commitments and Contingencies Eversana Agreement On January 10, 2021, the Company announced that it had entered into a master services agreement (the “Eversana Agreement”) with Eversana Life Science Services, LLC (“Eversana”) pursuant to which Eversana will provide the Company multiple services from its integrated commercial platform in preparation for the potential commercialization of lenzilumab. Under the Eversana Agreement, Eversana will provide the Company with services in connection with the potential launch of lenzilumab. Eversana services during 2021 comprised marketing, market access, consulting, field solutions, field operations, health economics and medical affairs. Additional services may be negotiated by the parties and set forth in statements of work delivered in accordance with the Eversana Agreement. On September 21, 2021, the Company notified Eversana that due to the EUA status in the U.S., it was terminating the initial statement of work related to commercialization support of lenzilumab for the treatment of COVID-19 in the United States. Eversana is disputing the termination notice and has requested payment of approximately $4.0 million it has asserted the Company owes for services rendered from April 1, 2021 to September 30, 2021. The Company has disputed this assertion and Eversana has filed for arbitration to resolve this dispute. See Note 10 below for more information on this dispute. Manufacturing Agreements The Company has entered into agreements with several CMOs to manufacture bulk drug substance (“BDS”) and to provide fill/finish services or drug product (“DP”) for lenzilumab for a potential launch of lenzilumab in anticipation of an EUA or CMA. The Company has also entered into agreements for packaging of the drug. These agreements include upfront amounts prior to commencement of manufacturing and progress payments through the course of the manufacturing process and payments for technology transfer. Since September 9, 2021, the Company has amended, and in some cases canceled, certain of these agreements, some of which were contingent on EUA, in an effort to reduce its future spending on lenzilumab production. More recently, the Company has sought to mitigate its financial commitments by ceasing additional manufacturing of lenzilumab in connection with its realignment plan. As of June 30, 2022, the Company estimates that its commitments remaining to be incurred under these agreements are approximately $36.5 million for the remaining six months of 2022, $7.6 million for 2023, and $6.6 million thereafter. Certain of these commitments and amounts accrued at June 30, 2022 are in dispute. The Company intends to seek to defer these and other payments, negotiate lower amounts or pursue other courses of action for these amounts, but the Company’s efforts may not be successful. See Notes 10 and 11 below for more information on these disputes.

Stockholders_ Equity

Stockholders’ Equity	6 Months Ended
	Jun. 30, 2022
Stockholders’ Equity [Abstract]
Stockholders’ Equity	7. Stockholders’ Equity Controlled Equity Offering On December 31, 2020, the Company entered into a Sales Agreement with Cantor, under which the Company could issue and sell, from time-to-time, shares of the Company’s common stock, having an aggregate gross sales price of up to $100 million through Cantor, as the sales agent. On April 14, 2022, the Company filed a prospectus in respect of the Sales Agreement which provides the Company with the ability to offer and sell shares of common stock having an aggregate offering price of up to $75.0 million. During the three and six months ended June 30, 2022, under the Sales Agreement, the Company issued and sold 1,288,561 shares of its common stock for net proceeds of $3.5 million, and 7,215,309 shares of its common stock for net proceeds of $21.8 million, respectively. During the three and six months ended June 30, 2021, under the Sales Agreement, the Company issued and sold 1,796,858 shares of its common stock for net proceeds of $36.1 million. As of June 30, 2022, the Company had the ability to offer and sell shares of common stock having an aggregate offering price of up to $84.8 million under the Sales Agreement (see Note 11). 2021 Underwritten Public Offering On March 30, 2021, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Jefferies LLC, Credit Suisse Securities (USA) LLC and Cantor, as representatives of the several underwriters, in connection with the public offering of 5,000,000 shares of our common stock. In addition, we granted the underwriters a 30-day option to purchase an additional 750,000 shares of our common stock. The initial offering closed on April 5, 2021. On May 3, 2021, we closed on the sale of an additional 427,017 shares of our common stock related to the exercise of the underwriters’ 30-day option. The aggregate gross proceeds from the sale of the 5,427,017 shares in the offering, inclusive of the additional shares purchased by the underwriters, were approximately $100.4 million. The net proceeds from this offering, after deducting underwriting discounts and offering costs, were approximately $94.2 million.

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	8. Stock-Based Compensation A summary of stock option activity for the six months ended June 30, 2022 under all the Company’s options plans is as follows: Options Weighted Outstanding at January 1, 2022 4,429,906 $ 7.89 Granted 350,078 $ 2.99 Exercised - $ - Cancelled (forfeited) (67,325 ) $ 15.09 Cancelled (expired) (27,025 ) $ 13.64 Outstanding at June 30, 2022 4,685,634 $ 7.39 The weighted average fair value of options granted during the six months ended June 30, 2022 was $2.41 per share. The Company valued the options granted using the Black-Scholes options pricing model and the following weighted-average assumption terms for the six months ended June 30, 2022: Six Months Ended June 30, 2022 Exercise price 2.99 Market value 2.99 Expected term 6 years Expected volatility 104% Risk-free interest rate 1.59% Expected dividend yield -% The Company recorded stock-based compensation expense in the Condensed Consolidated Statements of Operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 General and administrative $ 1,341 $ 1,407 $ 2,635 $ 1,771 Research and development 294 464 543 610 Total stock-based compensation $ 1,635 $ 1,871 $ 3,178 $ 2,381 At June 30, 2022, the Company had $9.7 million of total unrecognized stock-based compensation expense, net of estimated forfeitures, related to outstanding stock options that will be recognized over a weighted-average period of 1.5 years. As of June 30, 2022, there were 4,734,557 shares available for grant under the Company’s 2020 Equity Incentive Plan (See Note 11).

License and Collaboration Agree

License and Collaboration Agreements	6 Months Ended
	Jun. 30, 2022
License And Collaboration Agreements [Abstract]
License and Collaboration Agreements	9. License and Collaboration Agreements Kite Agreement On May 30, 2019, the Company entered into a collaboration agreement (the “Kite Agreement”) with Kite Pharmaceuticals, Inc. (“Kite”), pursuant to which the Company and Kite were conducting a multi-center Phase 1b/2 study of lenzilumab with Kite’s Yescarta in patients with relapsed or refractory B-cell lymphoma, including diffuse large B-cell lymphoma (“DLBCL”). On April 19, 2021, the Company announced positive preliminary data from this study. As a result of this positive preliminary data and the conclusion of the Phase 1b portion of the study, the Company elected to terminate the clinical collaboration agreement with Kite. Enrollment in the Phase 1b portion of the study is closed and the study itself has been closed. The effective date of termination of the clinical collaboration with Kite was December 31, 2021. The Company had intended to initiate a Company-sponsored, registrational Phase 3 study with Yescarta and Tecartus, commercially available CD19 CAR-T therapies, in non-Hodgkin lymphoma in 2022; however, as part of its strategic realignment plan, that study has been terminated and the Company instead intends to assess and support further clinical assessment of lenzilumab for prevention of CAR-T therapy related toxicities through an IIT for which it will provide lenzilumab. Clinical Trial Agreement with the National Institute of Allergy and Infectious Diseases On July 24, 2020, the Company entered into a clinical trial agreement (the “ACTIV-5 Clinical Trial Agreement”) with the National Institute of Allergy and Infectious Diseases (“NIAID”), part of NIH, which is part of the U.S. Government Department of Health and Human Services, as represented by the Division of Microbiology and Infectious Diseases. Pursuant to the ACTIV-5 Clinical Trial Agreement, lenzilumab was evaluated in the NIAID-sponsored ACTIV-5/BET-B trial in hospitalized patients with COVID-19. The ACTIV-5/BET-B study protocol was modified to focus on patients with a baseline CRP below 150 mg/L (the CRP subgroup) as the primary analysis population. According to the preliminary topline results released in July 2022, the trial did not achieve statistical significance on the primary endpoint, which was defined as the proportion of patients with baseline CRP<150 mg/L and age<85 years, alive and without mechanical ventilation through Day 29. The preliminary topline data showed a non-significant trend toward a reduction in mortality in the overall patient population [HR 0.72]. There were no new safety signals attributed to lenzilumab in the ACTIV-5/BET-B study. Pursuant to the ACTIV-5 Clinical Trial Agreement, NIAID served as sponsor and was responsible for funding, supervising and overseeing the ACTIV-5/BET-B trial. The Company provided lenzilumab to NIAID without charge and in quantities to ensure a sufficient supply of lenzilumab. The ACTIV-5 Clinical Trial Agreement imposed additional obligations on the Company that are reasonable and customary for clinical trial agreements of this nature, including in respect of compliance with data privacy laws and potential indemnification obligations.

Litigation

Litigation	6 Months Ended
	Jun. 30, 2022
Disclosure Text Block Supplement [Abstract]
Litigation	10. Litigation Eversana Arbitration On May 19, 2022, Eversana filed a Demand for Arbitration claiming approximately $4.4 million in damages against the Company with the American Arbitration Association entitled, Eversana Life Sciences, LLC. v. Humanigen, Inc. (AAA Case No. 01-21-0018-0523). The Demand contains two breach of contract claims related to the Eversana Agreement between the parties and a related agreement between the companies’ European subsidiaries, and a claim for unjust enrichment. Eversana asserts that the Company failed to pay it amounts due for work preparing for the potential commercializing of lenzilumab performed between April 1, 2021 and September 30, 2021. The Company denies Eversana’s claims and assertions that amounts are owing and is prepared to defend itself vigorously. Avid Arbitration On December 17, 2021, Avid Bioservices, Inc. (“Avid”) filed a Demand for Arbitration claiming more than $20.5 million in damages against the Company with the American Arbitration Association entitled, Avid Bioservices, Inc. v. Humanigen, Inc. On January 6, 2022, the Company filed an Answer to Avid’s Demand, denying the allegations and asserting affirmative defenses. On July 1, 2022, the Company filed its own lawsuit against Avid in Orange County Superior Court asserting claims for: (1) Breach of Contract; (2) Declaratory Relief; and (3) Unfair Business Practices. Savant Litigation The Company was previously involved in litigation against Savant Neglected Diseases, LLC (“Savant”). In March 2022, the Company and Savant reached a confidential settlement. Accordingly, the litigation involving Savant was dismissed on March 31, 2022.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2022
Subsequent Events [Abstract]
Subsequent Events	11. Subsequent Events In July 2022, the Company prepaid the remaining outstanding principal balance, equal to $25.0 million, together with approximately $1.7 million of accrued interest, fees and other amounts due under the Term Loan with Hercules. In connection with the prepayment, the Term Loan with Hercules was terminated, and all obligations, liens and security interests under the Term Loan were released, discharged and satisfied. In July 2022, the Company issued 4,358,891 stock option awards intended to enhance the Company’s ability to retain its employees and provide them continuing incentives to execute against the strategic realignment plan, and in recognition of the commitments of the directors in developing and overseeing the same. Accordingly, as of the date of this filing, there were 375,666 shares available for grant under the Company’s 2020 Equity Incentive Plan. Subsequent to June 30, 2022 and through August 10, 2022, the Company issued and sold 33,628,000 shares of common stock under the Sales Agreement for net proceeds of $15.9 million. As of August 10, 2022, the Company had the ability to offer and sell shares of common stock having an aggregate offering price of up to $68.4 million. On July 29, 2022, Catalent provided formal notice of payment breach and demand for full payment from the Company under the Multiple Facility Clinical Supply and Services Agreement ( the “MSA”) between Catalent and the Company, dated as of July 31, 2020. Catalent has demanded payment of the past due balance of $12.8 million by August 8, 2022 to cure this breach. If the Company does not cure this payment breach, Catalent shall, among other things, be entitled to terminate the MSA by providing further notice of such termination to the Company. The Company continues to negotiate with Catalent but has been unable to reach an agreement.

Potentially Dilutive Securiti_2

Potentially Dilutive Securities (Tables)	6 Months Ended
	Jun. 30, 2022
Earnings Per Share [Abstract]
Schedule of diluted net loss per common share	As of June 30, 2022 2021 Options to purchase common stock 4,685,634 4,113,958 Warrants to purchase common stock 31,238 51,238 Convertible debt 510,986 510,986 5,227,858 4,676,182

License Revenue (Tables)

License Revenue (Tables)	6 Months Ended
	Jun. 30, 2022
License Revenue [Abstract]
Schedule of contract liability	Balance at January 1, 2022 $ 5,163 Deductions for performance obligations satisfied: In current period (2,072 ) Balance at June 30, 2022 $ 3,091

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]
Schedule of stock option activity	Options Weighted Outstanding at January 1, 2022 4,429,906 $ 7.89 Granted 350,078 $ 2.99 Exercised - $ - Cancelled (forfeited) (67,325 ) $ 15.09 Cancelled (expired) (27,025 ) $ 13.64 Outstanding at June 30, 2022 4,685,634 $ 7.39
Schedule of options granted using the Black-Scholes options pricing model	Six Months Ended June 30, 2022 Exercise price 2.99 Market value 2.99 Expected term 6 years Expected volatility 104% Risk-free interest rate 1.59% Expected dividend yield -%
Schedule of stock-based compensation expense	Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 General and administrative $ 1,341 $ 1,407 $ 2,635 $ 1,771 Research and development 294 464 543 610 Total stock-based compensation $ 1,635 $ 1,871 $ 3,178 $ 2,381

Nature of Operations (Details)

Nature of Operations (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Nature of Operations (Details) [Line Items]
Repayment of due	$ 12,800
Cash and cash equivalents	47,046	$ 70,016
Outstanding principal balance	26,700
Accrued interest	100
Prepayment fee	400
Accounts payable and accrued expenses	71,100
Capital commitments	300
Commitments remaining, 2022	36,500
Commitments remaining, 2023	7,600
Commitments remaining, thereafter	$ 6,600
Controlled equity offering sm sales agreement [Member]
Nature of Operations (Details) [Line Items]
Issued and sold shares of common stock (in Shares)	33,628,000
Net proceeds	$ 15,900

Potentially Dilutive Securiti_3

Potentially Dilutive Securities (Details) - Schedule of diluted net loss per common share - shares	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computations of diluted net loss per common share	5,227,858	4,676,182
Options to purchase common stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computations of diluted net loss per common share	4,685,634	4,113,958
Warrants to purchase common stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computations of diluted net loss per common share	31,238	51,238
Convertible debt [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computations of diluted net loss per common share	510,986	510,986

License Revenue (Details)

License Revenue (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended			6 Months Ended		12 Months Ended
	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2020
License Revenue (Details) [Line Items]
Upfront license Payment							$ 6
Milestone license payments				$ 6			$ 14
Net of withholding taxes and other fees and royalties				$ 4.5
Description of licensing agreement					It is expected that the Company will supply lenzilumab to the Licensee for a minimum of 7.5 years at a cost-plus basis from an existing or future manufacturer.
License revenue		$ 1	$ 1		$ 2.1	$ 1.5
Forecast [Member]
License Revenue (Details) [Line Items]
Milestone license payments	$ 6
Net of withholding taxes and other fees and royalties	$ 4.5
South Korea agreement [Member]
License Revenue (Details) [Line Items]
Deferred revenue		$ 3.1			$ 3.1

License Revenue (Details) - Sch

License Revenue (Details) - Schedule of contract liability - South Korea agreement [Member] $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
License Revenue (Details) - Schedule of contract liability [Line Items]
Balance at beginning	$ 5,163
Deductions for performance obligations satisfied:
In current period	(2,072)
Balance at ending	$ 3,091

Long-Term Debt (Details)

Long-Term Debt (Details) - USD ($) $ in Millions		1 Months Ended		3 Months Ended		6 Months Ended
	Aug. 10, 2022	Jul. 31, 2022	Mar. 29, 2021	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Mar. 10, 2021
Subsequent Event [Member]
Long-Term Debt (Details) [Line Items]
Net proceeds	$ 15.9
Converted principal amount		$ 25
Accrued interest, fees and other amounts due		$ 1.7
Secured Term Loan Facility [Member]
Long-Term Debt (Details) [Line Items]
Principal amount								$ 80
Draw amount			$ 25
Net proceeds			$ 24.4
Term loan interest description						The Term Loan bore interest at a floating rate equal to the greater of either (i) 8.75% plus the prime rate as reported in The Wall Street Journal minus 3.25%, or (ii) 8.75%. The Company was initially obligated to make monthly payments of accrued interest under the Term Loan commencing on the initial borrowing date and continuing to April 1, 2023, followed by monthly installments of principal and interest until March 1, 2025.
Interest expense				$ 0.8	$ 0.6	$ 1.5	$ 0.6
Effective interest rate				9.70%	9%	9.40%	9%

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Millions	1 Months Ended	6 Months Ended
	May 19, 2022	Sep. 30, 2021	Jun. 30, 2022
Commitments and Contingencies (Details) [Line Items]
Payment requested for services rendered	$ 4.4
Commitments remaining, 2022			$ 36.5
Commitments remaining, 2023			7.6
Commitments remaining, thereafter			$ 6.6
Eversana Agreement [Member]
Commitments and Contingencies (Details) [Line Items]
Payment requested for services rendered		$ 4

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - USD ($) $ in Thousands			1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
	Apr. 14, 2022	May 03, 2021	Mar. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2020
Stockholders’ Equity (Details) [Line Items]
Total proceeds						$ 21,849	$ 130,278
Underwritten Public Offering 2021 [Member]
Stockholders’ Equity (Details) [Line Items]
Shares issued in public offering (in Shares)		5,427,017
Sale of additional shares of common stock (in Shares)		427,017
Proceeds from issued in public offering		$ 100,400
Proceeds from sale of shares after offering costs		$ 94,200
Cantor Fitzgerald And Co [Member]
Stockholders’ Equity (Details) [Line Items]
Total proceeds						21,800
Cantor Fitzgerald And Co [Member] | Controlled equity offering sm sales agreement [Member]
Stockholders’ Equity (Details) [Line Items]
Total proceeds				$ 3,500	$ 36,100		$ 36,100	$ 100,000
Aggregate offering price of additional shares issued	$ 75,000					$ 84,800
Company issued shares (in Shares)				1,288,561	1,796,858	7,215,309	1,796,858
Jefferies LLC [Member] | Underwriting Agreement [Member]
Stockholders’ Equity (Details) [Line Items]
Shares issued in public offering (in Shares)			5,000,000
Warrants to purchase common stock (in Shares)			750,000

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) $ / shares in Units, $ in Millions	6 Months Ended
	Jun. 30, 2022 USD ($) $ / shares shares
Stock-Based Compensation (Details) [Line Items]
Weighted average fair value of options | $ / shares	$ 2.41
Unrecognized stock-based compensation expense | $	$ 9.7
Weighted-average period recognized	1 year 6 months
2020 Equity Incentive Plan [Member]
Stock-Based Compensation (Details) [Line Items]
Shares available | shares	4,734,557

Stock-Based Compensation (Det_2

Stock-Based Compensation (Details) - Schedule of stock option activity	6 Months Ended
	Jun. 30, 2022 $ / shares shares
Schedule of stock option activity [Abstract]
Outstanding options at January 1, 2022 | shares	4,429,906
Outstanding weighted average exercise price at January 1, 2022 | $ / shares	$ 7.89
Granted options | shares	350,078
Granted weighted average exercise price | $ / shares	$ 2.99
Exercised options | shares
Exercised weighted average exercise price | $ / shares
Cancelled (forfeited) options | shares	(67,325)
Cancelled (forfeited) weighted average exercise price | $ / shares	$ 15.09
Cancelled (expired) options | shares	(27,025)
Cancelled (expired) weighted average exercise price | $ / shares	$ 13.64
Outstanding options at June 30, 2022 | shares	4,685,634
Outstanding weighted average exercise price at June 30, 2022 | $ / shares	$ 7.39

Stock-Based Compensation (Det_3

Stock-Based Compensation (Details) - Schedule of options granted using the Black-Scholes options pricing model	6 Months Ended
	Jun. 30, 2022 $ / shares
Schedule of options granted using the Black-Scholes options pricing model [Abstract]
Exercise price (in Dollars per share)	$ 2.99
Market value (in Dollars per share)	$ 2.99
Expected term	6 years
Expected volatility	104%
Risk-free interest rate	1.59%
Expected dividend yield

Stock-Based Compensation (Det_4

Stock-Based Compensation (Details) - Schedule of stock-based compensation expense - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	$ 1,635	$ 1,871	$ 3,178	$ 2,381
General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	1,341	1,407	2,635	1,771
Research and Development Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	$ 294	$ 464	$ 543	$ 610

Litigation (Details)

Litigation (Details) - USD ($) $ in Millions		1 Months Ended
	Dec. 17, 2021	May 19, 2022
Litigation (Details) [Line Items]
Loss Contingency Damages Sought Value		$ 4.4
AvidArbitration[Member]
Litigation (Details) [Line Items]
Loss Contingency Damages Sought Value	$ 20.5
Loss Contingency Damages Paid Value	$ 10.6

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member] - USD ($) $ in Millions		1 Months Ended
	Aug. 10, 2022	Jul. 31, 2022	Jul. 29, 2022
Subsequent Events (Details) [Line Items]
Principal amount		$ 25
Accrued interest fees and other amounts due		$ 1.7
Issued and sold shares of common stock (in Shares)	33,628,000
Net proceeds	$ 15.9
Aggregate offering price	$ 68.4
2020 Equity Incentive Plan [Member]
Subsequent Events (Details) [Line Items]
Stock option shares issued (in Shares)		4,358,891
Grant shares (in Shares)		375,666
Controlled Equity OfferingSM Sales Agreement [Member]
Subsequent Events (Details) [Line Items]
Aggregate offering price			$ 12.8
Hercules Loan [Member]
Subsequent Events (Details) [Line Items]
Principal amount		$ 25
Accrued interest fees and other amounts due		$ 1.7