Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 11, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | TRACON Pharmaceuticals, Inc. | |
Entity Central Index Key | 0001394319 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2023 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Common Stock, Shares Outstanding | 30,699,945 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | TCON | |
Entity Shell Company | false | |
Entity File Number | 001-36818 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 34-2037594 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Security Exchange Name | NASDAQ | |
Entity Address, Address Line One | 4350 La Jolla Village Drive | |
Entity Address, Address Line Two | Suite 800 | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92122 | |
City Area Code | 858 | |
Local Phone Number | 550-0780 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 1,735 | $ 17,433 |
Collaboration receivable | 9,000 | |
Prepaid and other assets | 256 | 795 |
Total current assets | 10,991 | 18,228 |
Property and equipment, net | 44 | 51 |
Restricted cash | 139 | 67 |
Other assets | 1,016 | 1,123 |
Total assets | 12,190 | 19,469 |
Current liabilities: | ||
Accounts payable and accrued expenses | 16,211 | 11,107 |
Accrued compensation and related expenses | 1,031 | 1,457 |
Arbitration financing payable | 9,831 | |
Long-term debt, current portion | 9,807 | |
Total current liabilities | 27,073 | 22,371 |
Other long-term liabilities | 856 | 969 |
Arbitration financing payable | 3,280 | |
Commitments and contingencies (Note 4) | ||
Stockholders' deficit: | ||
Preferred stock, $0.001 par value, authorized shares - 10,000,000 at June 30, 2023 and December 31, 2022; issued and outstanding shares - none | ||
Common stock, $0.001 par value; authorized shares - 60,000,000 and 40,000,000 at June 30, 2023 and December 31, 2022; issued and outstanding shares - 26,629,593 and 23,125,250 at June 30, 2023 and December 31, 2022, respectively | 27 | 23 |
Additional paid-in capital | 235,935 | 229,737 |
Accumulated deficit | (251,701) | (236,911) |
Total stockholders' deficit | (15,739) | (7,151) |
Total liabilities and stockholders' deficit | $ 12,190 | $ 19,469 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 60,000,000 | 40,000,000 |
Common stock, shares issued | 26,629,593 | 23,125,250 |
Common stock, shares outstanding | 26,629,593 | 23,125,250 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Collaboration revenue | $ 9,000 | $ 9,000 | ||
Revenue, Product and Service [Extensible Enumeration] | us-gaap:CollaborativeArrangementMember | us-gaap:CollaborativeArrangementMember | ||
Operating expenses: | ||||
Research and development | $ 3,488 | $ 2,923 | $ 8,457 | $ 5,916 |
General and administrative | 1,916 | 3,316 | 4,260 | 9,769 |
Arbitration success fees | 4,375 | 4,375 | ||
Total operating expenses | 9,779 | 6,239 | 17,092 | 15,685 |
Loss from operations | (779) | (6,239) | (8,092) | (15,685) |
Other income (expense): | ||||
Interest (expense) income, net | (5,507) | 8 | (6,695) | (18) |
Other income (expense), net | 1 | (3) | ||
Total other (expense) income | (5,507) | 9 | (6,698) | (18) |
Net loss | $ (6,286) | $ (6,230) | $ (14,790) | $ (15,703) |
Net loss per share, basic | $ (0.2) | $ (0.31) | $ (0.54) | $ (0.79) |
Net loss per share, diluted | $ (0.2) | $ (0.31) | $ (0.54) | $ (0.79) |
Weighted-average shares outstanding, basic | 30,771,381 | 20,268,220 | 27,256,308 | 19,940,424 |
Weighted-average shares outstanding, diluted | 30,771,381 | 20,268,220 | 27,256,308 | 19,940,424 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Balance at Dec. 31, 2021 | $ 11,714 | $ 19 | $ 219,471 | $ (207,776) |
Balance (in Shares) at Dec. 31, 2021 | 19,445,903 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Stock-based compensation expense | 548 | 548 | ||
Issuances of common stock, net of offering costs (in shares) | 10,389 | |||
Issuance of common stock upon cashless exercise of pre-funded warrants | 1 | $ 1 | ||
Issuances of common stock upon cashless exercise of pre-funded warrants (in shares) | 170,668 | |||
Net loss | (9,473) | (9,473) | ||
Balance at Mar. 31, 2022 | 2,790 | $ 20 | 220,019 | (217,249) |
Balance (in Shares) at Mar. 31, 2022 | 19,626,960 | |||
Balance at Dec. 31, 2021 | 11,714 | $ 19 | 219,471 | (207,776) |
Balance (in Shares) at Dec. 31, 2021 | 19,445,903 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Issuances of common stock upon cashless exercise of pre-funded warrants (in shares) | 170,668 | |||
Net loss | (15,703) | |||
Balance at Jun. 30, 2022 | (2,542) | $ 21 | 226,000 | (223,479) |
Balance (in Shares) at Jun. 30, 2022 | 21,421,798 | |||
Balance at Mar. 31, 2022 | 2,790 | $ 20 | 220,019 | (217,249) |
Balance (in Shares) at Mar. 31, 2022 | 19,626,960 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Stock-based compensation expense | 535 | 535 | ||
Issuance of common stock under equity plans | 49 | 49 | ||
Issuance of common stock under equity plans (in shares) | 23,461 | |||
Issuance of common stock and warrants, net of offering costs | 5,398 | $ 1 | 5,397 | |
Issuances of common stock and warrants, net of offering costs (in shares) | 1,771,377 | |||
Issuances of common stock upon cashless exercise of pre-funded warrants (in shares) | 0 | |||
Net loss | (6,230) | (6,230) | ||
Balance at Jun. 30, 2022 | (2,542) | $ 21 | 226,000 | (223,479) |
Balance (in Shares) at Jun. 30, 2022 | 21,421,798 | |||
Balance at Dec. 31, 2022 | (7,151) | $ 23 | 229,737 | (236,911) |
Balance (in Shares) at Dec. 31, 2022 | 23,125,250 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Stock-based compensation expense | 484 | 484 | ||
Issuance of common stock and warrants, net of offering costs | 4,099 | $ 1 | 4,098 | |
Issuances of common stock and warrants, net of offering costs (in shares) | 902,641 | |||
Net loss | (8,504) | (8,504) | ||
Balance at Mar. 31, 2023 | (11,072) | $ 24 | 234,319 | (245,415) |
Balance (in Shares) at Mar. 31, 2023 | 24,027,891 | |||
Balance at Dec. 31, 2022 | (7,151) | $ 23 | 229,737 | (236,911) |
Balance (in Shares) at Dec. 31, 2022 | 23,125,250 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Net loss | (14,790) | |||
Balance at Jun. 30, 2023 | (15,739) | $ 27 | 235,935 | (251,701) |
Balance (in Shares) at Jun. 30, 2023 | 26,629,593 | |||
Balance at Mar. 31, 2023 | (11,072) | $ 24 | 234,319 | (245,415) |
Balance (in Shares) at Mar. 31, 2023 | 24,027,891 | |||
Increase (Decrease) in Shareholders' Equity (Deficit) | ||||
Stock-based compensation expense | 502 | 502 | ||
Issuance of common stock under equity plans | 43 | 43 | ||
Issuance of common stock under equity plans (in shares) | 31,569 | |||
Issuance of common stock, net of offering costs | 1,074 | $ 3 | 1,071 | |
Issuances of common stock, net of offering costs (in shares) | 2,570,133 | |||
Net loss | (6,286) | (6,286) | ||
Balance at Jun. 30, 2023 | $ (15,739) | $ 27 | $ 235,935 | $ (251,701) |
Balance (in Shares) at Jun. 30, 2023 | 26,629,593 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (14,790) | $ (15,703) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 986 | 1,083 |
Depreciation and amortization | 7 | 9 |
Noncash interest | 88 | 7 |
Amortization of debt discount | 6,656 | 2 |
Lease asset amortization and liability accretion, net | 12 | (12) |
Changes in assets and liabilities: | ||
Collaboration receivable | (9,000) | |
Prepaid expenses and other assets | 539 | 288 |
Accounts payable and accrued expenses | 5,074 | 38 |
Accrued compensation and related expenses | (426) | (471) |
Net cash used in operating activities | (10,854) | (14,759) |
Cash flows from investing activities | ||
Purchase of property and equipment | (6) | |
Net cash used in investing activities | (6) | |
Cash flows from financing activities | ||
Repayment of long-term debt | (10,000) | (1,680) |
Proceeds from sale of common stock and warrants, net of offering costs | 5,185 | 5,904 |
Proceeds from issuance of common stock under equity plans | 43 | 49 |
Net cash (used in) provided by financing activities | (4,772) | 4,273 |
Change in cash, cash equivalents, and restricted cash | (15,626) | (10,492) |
Cash, cash equivalents, and restricted cash at beginning of period | 17,500 | 24,072 |
Cash, cash equivalents, and restricted cash at end of period | $ 1,874 | $ 13,580 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Organization And Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | 1. Organization and Summary of Significant Accounting Policies Organization and Business TRACON Pharmaceuticals, Inc. (TRACON or the Company) was incorporated in the state of Delaware on October 28, 2004. TRACON is a biopharmaceutical company focused on the development and commercialization of novel targeted therapeutics for cancer, and utilizes its cost efficient, contract research organization (CRO) independent product development platform to partner with other life science companies to develop and commercialize innovative products in the United States. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, TRACON Pharma Limited and TRACON Pharma International Limited, which were formed in September 2015 and January 2019, respectively, and are currently inactive. All significant intercompany accounts and transactions have been eliminated. Basis of Presentation As of June 30, 2023, the Company has devoted substantially all its efforts to product development, raising capital, and building infrastructure and has not realized revenues from its planned principal operations. The Company has incurred operating losses since inception. As of June 30, 2023, the Company had an accumulated deficit of $ 251.7 million. The Company anticipates that it will continue to incur net losses into the foreseeable future as it continues the development and commercialization of its product candidates and works to develop additional product candidates through research and development programs. At June 30, 2023, the Company had cash and cash equivalents of $ 1.9 million, of which $ 0.1 million is classified as restricted cash as it is pledged as collateral for the Company’s obligations under its corporate headquarters facility lease. The Company’s ability to execute its operating plan through 2023 and beyond depends on its ability to obtain additional funding through equity offerings, debt financings, or potential licensing and collaboration arrangements. The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of business. However, based on the Company’s current working capital, business plan, anticipated operating expenses and net losses, and the uncertainties surrounding its ability to raise additional capital as needed, as discussed below, management believes that there is substantial doubt about its ability to continue as a going concern for a period of 12 months following the date that these unaudited condensed consolidated financial statements are issued. The unaudited condensed consolidated financial statements do not include any adjustments for the recovery and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company plans to continue to fund its losses from operations through its existing cash and cash equivalents, as well as through future equity offerings, debt financings, other third-party funding, and potential licensing or collaboration arrangements. In addition, the Company may fund its losses from operations through the Capital on Demand TM Sales Agreement (the Sales Agreement) the Company entered into with JonesTrading in December 2020, as amended in March 2022, pursuant to which the Company may sell, at its option, up to an aggregate of $ 50.0 million of the Company’s common stock, $ 44.4 million of which remained available for sale as of June 30, 2023 , and the common stock purchase agreement (the LPC Purchase Agreement) the Company entered into with Lincoln Park Capital Fund, LLC (Lincoln Park) in May 2023, pursuant to which the Company may sell, at its option, up to an aggregate of $ 26.0 million of the Company’s common stock, $ 25.0 million of which remained available for sale as of June 30, 2023. There can be no assurance that additional funds will be available when needed from any source or, if available, will be available on terms that are acceptable to the Company. As a result of adverse macroeconomic and geopolitical developments, such as the ongoing military conflict between Ukraine and Russia, recent and potential future bank failures, actual or anticipated changes in interest rates, economic inflation and the responses by central banking authorities to control such inflation, the global credit and financial markets have experienced volatility and disruptions, including diminished liquidity and credit availability, declines in consumer confidence, declines in economic growth, increases in unemployment rates and uncertainty about economic stability. If the equity and credit markets deteriorate in the future, it may make any additional debt or equity financing more difficult, more costly, and more dilutive. Even if the Company raises additional capital, it may also be required to modify, delay or abandon some of its plans, which could have a material adverse effect on the Company’s business, operating results and financial condition, and the Company’s ability to achieve its intended business objectives. Any of these actions could materially harm the Company’s business, results of operations, and future prospects. Unaudited Interim Financial Information The unaudited condensed consolidated financial statements as of June 30, 2023, and for the three and six months ended June 30, 2023 and 2022, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (SEC), and with accounting principles generally accepted in the United States (GAAP) applicable to interim financial statements. These unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of only normal recurring accruals, which in the opinion of management are necessary to present fairly the Company’s financial position as of the interim date and results of operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year or future periods. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2022, included in its Annual Report on Form 10-K filed with the SEC on March 8, 2023. Use of Estimates The Company’s unaudited condensed consolidated financial statements are prepared in accordance with GAAP. The preparation of the Company’s unaudited condensed consolidated financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenue, and expenses. The most significant estimates in the Company’s unaudited condensed consolidated financial statements relate to expenses incurred for clinical trials. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions. The Company is not aware of any specific event or circumstance that would require an update to its estimates, judgments and assumptions or a revision of the carrying value of the Company’s assets or liabilities as of the date of this filing. Cash and Cash Equivalents Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less at the date of purchase. The carrying amounts approximate fair value due to the short maturities of these investments. Cash and cash equivalents include cash in readily available checking and money market funds. Restricted Cash Restricted cash consists of money market funds held by the Company’s financial institution as collateral for the Company’s obligations under its facility lease for the Company’s corporate headquarters in San Diego, California. Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Property and Equipment Property and equipment is stated at cost and depreciated using the straight-line method over the estimated useful life of the related assets, which is generally five years . Leasehold improvements are amortized over the shorter of the lease term or estimated useful life of the related assets. Repairs and maintenance costs are charged to expense as incurred. Leases The Company determines if an arrangement contains a lease at inception. For arrangements where the Company is the lessee, operating leases are recorded as other assets, accounts payable and accrued expenses, and other long-term liabilities within the unaudited condensed consolidated balance sheets. The Company currently does not have any finance leases. Operating lease right-of-use (ROU) assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities as the Company’s leases generally do not provide an implicit rate. Lease terms may include options to extend or terminate when the Company is reasonably certain that the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. Revenue Recognition To date, substantially all the Company’s revenue has been derived from license and collaboration agreements. The terms of these arrangements included payments to the Company for the following: non-refundable, up-front license fees; development, regulatory and commercial milestone payments; payments for manufacturing supply services the Company provides through its contract manufacturers; and royalties on net sales of licensed products. In accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers (ASC 606), the Company performs the following five steps in determining the appropriate amount of revenue to be recognized as it fulfills its obligations under each of these agreements: (i) identification of the contract(s) with a customer; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including any constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when, or as, the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services transferred to the customer. Once a contract is determined to be within the scope of ASC 606, at contract inception the Company assesses the goods or services promised within the contract to determine those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when, or as, the performance obligation is satisfied. As part of the accounting for these arrangements, the Company develops assumptions that require judgment to determine the stand-alone selling price for each performance obligation identified in the contract. The Company uses key assumptions to determine the stand-alone selling price, which may include development timelines, reimbursement rates for personnel costs, discount rates, and probabilities of technical and regulatory success. Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promised goods or services, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined 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. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone Payments: At the inception of each arrangement that includes development, commercialization, and regulatory milestone payments, the Company evaluates whether the achievement of the milestones is considered probable and estimates the amount to be included in the transaction price using the most likely amount method. Performance milestone payments represent a form of variable consideration. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Achievement of milestones that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable until the approvals are achieved. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis and the Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability of achieving such milestones and any related constraint, and if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Manufacturing Supply Services: Arrangements that include a promise for future supply of drug substance or drug product for either clinical development or commercial supply at the customer’s discretion are generally considered options. The Company assesses if these options provide a material right to the licensee and if so, they are accounted for as separate performance obligations at the outset of the arrangement. Royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes 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, the Company has not recognized any royalty revenue resulting from any of its out-licensing arrangements. The Company receives payments from its collaborators based on billing schedules established in each contract. Up-front and other payments may require deferral of revenue recognition to a future period until the Company performs its obligations under its collaboration arrangements. Amounts are recorded as accounts receivable when the Company’s right to consideration is unconditional. The Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less. Clinical Trial Expense Accruals As part of the process of preparing the Company’s unaudited condensed consolidated financial statements, the Company is required to estimate expenses resulting from its obligations under contracts with vendors, clinical sites, and consultants in connection with conducting clinical trials. The financial terms of these contracts vary and may result in payment flows that do not match the periods over which materials or services are provided under such contracts. The Company’s objective is to reflect the appropriate trial expenses in its unaudited condensed consolidated financial statements by recording those expenses in the period in which services are performed and efforts are expended. The Company accounts for these expenses according to the progress of the clinical trial as measured by patient progression and the timing of various aspects of the trial. The Company determines accrual estimates through discussion with the clinical sites and applicable personnel and outside service providers as to the progress or state of consummation of trials. During a clinical trial, the Company adjusts the clinical expense recognition if actual results differ from its estimates. The Company makes estimates of accrued expenses as of each balance sheet date based on the facts and circumstances known at that time. The Company’s clinical trial accruals are dependent upon accurate reporting by clinical sites and other third-party vendors. Although the Company does not expect its estimates to differ materially from amounts actually incurred, its understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in reporting amounts that are too high or too low for any particular period. For the three and six months ended June 30, 2023 and 2022 , there were no material adjustments to the Company’s prior period estimates of accrued expenses for clinical trials. Research and Development Costs Research and development costs, including license fees, are expensed as incurred. Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources. Net loss and comprehensive loss were the same for all periods presented. Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average shares of common stock outstanding for the period, without consideration for common stock equivalents and adjusted for the weighted average number of shares of common stock outstanding that are subject to repurchase. Diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. Potentially dilutive securities not included in the calculation of diluted net loss per share for those periods because to do so would be anti-dilutive are as follows (in common stock equivalent shares): June 30, 2023 2022 Warrants to purchase common stock 1,534,261 6,837,032 Common stock options 3,121,152 2,246,310 ESPP shares 68,028 1,040 4,723,441 9,084,382 |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | 2. Financial Instruments and Fair Value Measurements Cash equivalents, which are classified as equity securities, and restricted cash, consisted of the following (in thousands): June 30, 2023 December 31, 2022 Cost Unrealized Gain Unrealized (Loss) Estimated Fair Value Cost Unrealized Gain Unrealized (Loss) Estimated Fair Value Money market funds $ 1,425 $ — $ — $ 1,425 $ 10,150 $ — $ — $ 10,150 Classified as: Cash equivalents $ 1,286 $ 10,083 Restricted cash 139 67 Total cash equivalents and restricted cash $ 1,425 $ 10,150 At June 30, 2023 and December 31, 2022, the Company had no investments. The carrying amounts of cash and cash equivalents, prepaid and other assets, accounts payable and accrued liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis. No transfers between levels have occurred during the periods presented. The fair values of the Company’s assets and liabilities, which are measured at fair value on a recurring basis, were determined using the following inputs (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) At June 30, 2023 Money market funds $ 1,425 $ — $ 1,425 $ — At December 31, 2022 Money market funds $ 10,150 $ — $ 10,150 $ — |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 3. Long-Term Debt Arbitration Financing Investment Agreement In December 2022, the Company entered into a non-recourse financing agreement (the Investment Agreement) with certain investors (collectively, the Investors) pursuant to which the Investors will pay the Company a maximum aggregate amount (Maximum Capital) equal to $ 30.0 million or a lesser amount based on the amount awarded (Arbitration Award), if any, to the Company in connection with its ongoing arbitration proceeding (the Arbitration) with I-Mab Biopharma (I-Mab). Of the Maximum Capital, (i) $ 3.5 million (Initial Capital) was paid to the Company shortly after execution, (ii) 25 % was to be paid to the Company within 15 business days of issuance of an Arbitration Award, subject to the Arbitration Award size exceeding a prespecified threshold and satisfaction of other conditions set forth in the Investment Agreement, and (iii) the remainder was to be paid to the Company in tranches over a multi-year period, subject to the issuance of an Arbitration Award and the Arbitration Award size exceeding a prespecified threshold and satisfaction of other conditions set forth in the Investment Agreement. In connection with the execution of the Investment Agreement and funding of the Initial Capital amount, the Company paid a closing fee in the amount of 2 %. In April 2023, the Company received notification of the Arbitration Award resulting from the Arbitration. As the Arbitration Award did not exceed the prespecified thresholds under the Investment Agreement, the Company will not receive any additional funds under the Investment Agreement such that, as of date of the Arbitration Award, the Maximum Capital is equal to the Initial Capital. Subject to and contingent on the Company’s actual recovery of proceeds from an Arbitration Award or any contemporaneously resolved settlements with I-Mab and following the payment of applicable attorney’s fees (the Proceeds), the Company shall pay the Investors an amount (Repayment Amount) equal to the sum of (i) all amounts paid by the Investors to or on behalf of the Company pursuant to the Investment Agreement, plus (ii) a low sub-single digit to low single digit multiple calculated on each tranche of Maximum Capital actually paid by the Investors to or on behalf of the Company with the applicable multiple being based on the timing of payment from the Company and whether certain events relating to the Arbitration occur, plus (iii) a mid-teen percentage annual rate of return on the amounts set forth in clauses (i) and (ii) that begins to accrue if the amounts are not paid by the Company to the Investors within a multi-month period specified in the Investment Agreement. If the amount of Proceeds are less than the Repayment Amount, then the Company shall only be required to pay to the Investors the Proceeds recovered (other than in circumstances in which the Company accepts a settlement offer that resolves the Arbitration for an amount less than the Repayment Amount without the prior written consent of the Investors), and in the circumstance in which there are no Proceeds then the Company shall not be required to pay the Investors any Repayment Amounts and the Investors shall have no right of recourse or right of action against the Company. The Investment Agreement contains customary representations, warranties and covenants and also includes customary events of default, including payment defaults, breaches of representations or covenants and a bankruptcy default. The Investment Agreement also contains customary covenants that require the Company to, among other things, (i) use commercially reasonable efforts to pursue its claims in connection with the Arbitration and recover amounts awarded to it in connection with an Arbitration Award, (ii) pay costs and expenses in connection with enforcing an Arbitration Award, (iii) keep the Investors informed regarding the Arbitration and its collection and enforcement efforts and (iv) not incur liens (other than permitted liens) on or transfer any portion of its assets related to its claims in connection with the Arbitration, any Arbitration Award, the Proceeds and related assets. If the Company fails to pay amounts owed to the Investors when due, such overdue amounts bear interest at a default rate set forth in the Investment Agreement. Upon certain remedy events, including the Company’s breach of the Investment Agreement, the Investors may exercise all of their rights and remedies as set forth in the Investment Agreement and under applicable law, including, without limitation, termination of their obligations to pay additional amounts under the Investment Agreement. Pursuant to the Investment Agreement, the Company will also grant to the Investors a security interest in its interest in its claims in connection with the Arbitration, any Arbitration Award, the Proceeds and related assets (Specific Collateral), as further described in the Investment Agreement, as security for the payment of the Company’s obligations under the Investment Agreement. In December 2022, the Investors funded the Initial Capital amount of $ 3.5 million which was recorded as arbitration financing payable on the unaudited condensed consolidated balance sheets. The carrying amount of the arbitration financing payable recorded on the unaudited condensed consolidated balance sheets is net of debt discount, including the Initial Capital closing fee, which is being amortized over the estimated term of the agreement using the effective interest method. Pursuant to the terms of the Investment Agreement, repayment of all capital amounts funded under the Investment Agreement, including the Initial Capital, and the amount owed was contingent upon the Company’s actual recovery of proceeds from an Arbitration Award, which occurred in July 2023 (see Note 7 – Subsequent Events for additional information). Accordingly, as of June 30, 2023, the Company determined an effective interest rate and term over which the related debt discount is being amortized based on the known timing of collection of the proceeds from the Arbitration Award resulting in $ 5.5 million and $ 6.6 million of noncash interest being recognized during the three and six months ended June 30, 2023, respectively. As of June 30, 2023, the arbitration financing payable was classified as a short-term liability as it was paid in full in July 2023. Runway Growth Finance Corp. Loan and Security Agreement In September 2022, the Company entered into a loan and security agreement (the RGC Loan Agreement) with Runway Growth Finance Corp. (RGC). The RGC Loan Agreement was a long-term debt facility that provided a term loan commitment in an aggregate principal amount of up to $ 35.0 million in three tranches: (i) a Term A loan in an aggregate principal amount of $ 10.0 million, with the full amount funded in a single disbursement on closing of the RGC Loan Agreement and repaid in January 2023 in connection with the Investment Agreement; (ii) a Term B loan in an aggregate principal amount of up to $ 15.0 million to be funded in one or more disbursements at the request of the Company on or prior to June 30, 2024, subject to certain conditions being met; and (iii) a Term C loan in an aggregate principal amount of up to $ 10.0 million that may be disbursed in a single disbursement in the lender’s sole discretion upon the Company’s request at any time from closing of the RGC Loan Agreement through and including December 31, 2024. In December 2022, the Company and RGC amended the RGC Loan Agreement (the RGC Loan Amendment) under which: (i) the Company repaid all amounts of principal and accrued but unpaid interest in respect of the Term A Loan (as defined in the RGC Loan Agreement) on January 3, 2023 without the obligation for the Company to pay the final payment fee or the prepayment fee described in the RGC Loan Agreement; (ii) on or before March 31, 2023, at the Company’s request, if the Company has raised at least $ 25.0 million in net cash proceeds from certain equity or debt transactions (including amounts raised in connection with the Investment Agreement) prior to making such request, RGC will loan to the Company an aggregate principal amount of $ 10.0 million, with the full amount funded in a single disbursement; (iii) the Company will not issue an additional warrant to RGC in connection with the loan, if any, described in clause (ii) above; and (iv) RGC’s security interest in Specific Collateral was subordinated to the arbitration financing Investors’ security interest in the Specific Collateral. If the loan described in clause (ii) above is not made by March 31, 2023, the RGC Loan Agreement will terminate on that date, and the Company will not be obligated to pay the prepayment fee described in the RGC Loan Agreement but the final payment fee of 4.25 % of the aggregate principal amount of the funded term loans as described in the RCG Loan Agreement will become immediately due and payable. All other material terms and conditions of the RGC Loan Agreement remained unchanged and the transaction was accounted for as a debt modification. On April 5, 2023, the Company and RGC amended the RGC Loan Agreement effective March 31, 2023 such that the Company would have until April 15, 2023 to raise at least $ 25.0 million in net cash proceeds from certain equity or debt transactions prior to making a request of RGC to redraw an aggregate principal amount of $ 10.0 million under the RGC Loan Agreement, which RGC may, in its sole and absolute discretion, allow or deny. On April 20, 2023, the Company and RGC amended the RGC Loan Agreement effective April 15, 2023 to extend the time period described in the foregoing sentence from April 15, 2023 to April 28, 2023. The Company did not redraw the $ 10.0 million under the RGC Loan Agreement, as amended, by April 28, 2023, resulting in the RGC Loan Agreement terminating and the final payment fee becoming immediately due and payable on that date. In connection with the funding of the Term A loan, the Company issued RGC warrants to purchase 150,753 shares of its common stock (the RGC Term A Warrants) at an exercise price of $ 1.99 per underlying share of the Company’s common stock. The RGC Term A Warrants are fully exercisable in whole or in part at the option of the holder, payable in cash or on a cashless basis according to the formula set forth in the RGC Term A Warrants, and expire September 2, 2032 . The fair value of the warrant at the grant date was determined utilizing a Black-Scholes pricing model, recorded as a component of the total debt discount and stockholders’ deficit within additional paid-in capital on the unaudited condensed consolidated balance sheets, and will be amortized to interest expense using the effective interest method over the term of the debt. As of December 31, 2022, long-term debt and unamortized debt discount balances associated with the RGC Loan Agreement were as follows (in thousands): December 31, 2022 Long-term debt $ 10,000 Less debt discount, net of current portion — Long-term debt, net of debt discount 10,000 Less current portion of long-term debt ( 10,000 ) Long-term debt, net of current portion $ — Current portion of long-term debt $ 10,000 Current portion of debt discount ( 193 ) Current portion of long-term debt, net $ 9,807 No future principal and interest payments, including a final payment, were owed under the RGC Loan Agreement as of June 30, 2023. Silicon Valley Bank Loan and Security Agreement In May 2018, the Company entered into a third amendment to its Amended and Restated Loan and Security Agreement with Silicon Valley Bank (the 2018 Amended SVB Loan) under which the Company borrowed $ 7.0 million, all of which was immediately used to repay the Company’s then existing loan with SVB. The 2018 Amended SVB Loan matured in June 2022 and in accordance with its terms, the Company paid a final payment of $ 0.3 million associated with the payoff of the 2018 Amended SVB Loan. In August 2022, the Company terminated the 2018 Amended SVB Loan. At June 30, 2023, the Company had the following exercisable outstanding warrants for the purchase of common stock issued in connection with the Company’s loan agreements with SVB: Expiration Number of shares Exercise price November 14, 2023 through June 4, 2024 3,874 $ 77.40 January 25, 2024 4,669 $ 51.40 May 3, 2025 5,363 $ 26.10 13,906 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 4. Commitments and Contingencies License Agreements The Company has entered into various license agreements pursuant to which the Company acquired licenses to certain intellectual property. The agreements generally required an upfront license fee and, in some cases, reimbursement of patent costs. Additionally, under each agreement, the Company may be required to pay annual maintenance fees, royalties, milestone payments and sublicensing fees. Each license agreement is generally cancelable by the Company, given appropriate prior written notice. At June 30, 2023 , potential future milestone payments under these agreements totaled an aggregate of $ 9.6 million. Loss Contingencies The Company accounts for contingent liabilities in accordance with ASC Topic 450, Contingencies. This guidance requires management to assess potential contingent liabilities that may exist as of the date of the financial statements to determine the probability and amount of loss that may have occurred, which inherently involves an exercise of judgment. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. For loss contingencies considered remote, no accrual or disclosures are generally made. Arbitration, similar to litigation, is inherently unpredictable and unfavorable results could occur. As a result, assessing related contingencies is highly subjective and requires judgment about future events. The claims under the I-Mab arbitration were complex and accordingly, the Company was unable to previously predict the outcome of the arbitration and to estimate the amount of recovery or damages, if any, that would be awarded and ultimately collected. In connection with the I-Mab arbitration, the Company entered into a contingency fee arrangement with its legal counsels whereby counsels agreed to defer a portion of their legal fees (Success Fees) and would receive payment of the Success Fees in full or at a low single digit multiple depending on the amount awarded and contingent upon actual recovery of proceeds from an Arbitration Award. In the event in which there is no recovery of proceeds from an Arbitration Award, the Company would not be required to pay the Success Fees. The Company evaluated the potential loss contingency as of June 30, 2023 and has established a loss contingency accrual for the Success Fees as it concluded the liability was both probable and estimable as of the reporting date as the Arbitration A ward was collected in July 2023. The loss contingency accrual has been included within arbitration success fees and accrued expenses within the accompanying unaudited condensed consolidated statements of operations and balance sheet, respectively. The $ 4.4 million of Success Fees is currently in dispute and will be recognized as a change in estimate in the consolidated financial statements once settled. Gain Contingencies Under ASC 450, Contingencies, the recognition of a gain contingency occurs at the earlier of when the gain has been realized or the gain is realizable. Due to the uncertainty of collection as of the reporting date, the gain contingency associated with the Arbitration A ward announced in April 2023, which consists of the full awarded amount less the $ 9.0 million termination fee recognized as collaboration revenue, was not recognized as it had not been realized or realizable as of June 30, 2023. The Company will recognize the gain contingency in the period in which it is realized or realizable, which is ultimately when settled which occurred in July 2023 upon collection of the Arbitration A ward (see Note 7 – Subsequent Events for additional information). |
Stockholders' Deficit
Stockholders' Deficit | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Deficit | 5. Stockholders’ Deficit Lincoln Park Common Stock Purchase Agreement In May 2023, the Company and Lincoln Park entered into the LPC Purchase Agreement, which provides that, upon the terms and subject to the conditions and limitations set forth therein, Lincoln Park is committed to purchase up to an aggregate of $ 26.0 million of the Company's shares of common stock from time to time and at the Company’s sole discretion over the term of the LPC Purchase Agreement, $ 25.0 million of which remains available for sale as of June 30, 2023 . In consideration for entering into the LPC Purchase Agreement, concurrently with the execution of the LPC Purchase Agreement, the Company issued to Lincoln Park 599,216 shares of its common stock as a commitment fee. Concurrently with entering into the LPC Purchase Agreement, the Company also entered into a Registration Rights Agreement in which the Company agreed to file one or more registration statements as permissible and necessary to register under the Securities Act for resale of the shares of its common stock that may be issued to Lincoln Park under the LPC Purchase Agreement, which occurred on May 31, 2023. On May 31, 2023, the Company also issued and sold 1,735,207 shares (the Initial Purchase Shares) of the Company’s common stock to Lincoln Park pursuant to the LPC Purchase Agreement at a purchase price of $ 0.5763 per Initial Purchase Share resulting in net proceeds of $ 1.0 million. Sale of Common Stock and Pre-Funded Warrants In March 2023, the Company issued and sold 174,508 shares of its common stock at a purchase price of $ 1.38 per share and pre-funded warrants to purchase 2,013,999 shares of its common stock at a purchase price of $ 1.37 per share of underlying common stock with an exercise price of $ 0.01 per share of underlying common stock (the 2023 Pre-Funded Warrants) for net proceeds of approximately $ 3.0 million in a private placement (the Private Placement) with an accredited institutional healthcare-focused fund. In accordance with their terms, the 2023 Pre-Funded Warrants may not be exercised if the holder’s ownership of the Company’s common stock would exceed 19.99 % of the shares of the Company’s common stock outstanding immediately after giving effect to such exercise, unless approval by the Company's stockholders is obtained as required under the Nasdaq listing standards, including Nasdaq Listing Rules 5635(b) and (d). At the Company's 2023 Annual Meeting held on April 19, 2023, stockholder approval, in accordance with applicable rules of the Nasdaq Stock Market, was obtained for the issuance of shares of common stock upon the potential future exercise of certain outstanding warrants held by this accredited institutional healthcare-focused fund, including the 2023 Pre-Funded Warrants, that would result in it and its affiliates owning in excess of 19.99 % of the shares of common stock outstanding immediately after giving effect to such exercise. The 2023 Pre-Funded Warrants were recorded as a component of stockholders’ deficit within additional paid-in capital on the unaudited condensed consolidated balance sheets and are considered exercisable for little to no consideration and therefore, included in weighted-average shares outstanding, basic and diluted, as of the 2023 Annual Meeting date. At-The-Market Issuance Sales Agreement In December 2020, as amended in March 2022, the Company entered into a Capital on Demand TM Sales Agreement (the Sales Agreement) with JonesTrading, pursuant to which it may sell from time to time, at its option, up to an aggregate of $ 50.0 million of the Company’s common stock through JonesTrading, as sales agent or principal, $ 44.4 million of which remains available for sale as of June 30, 2023 . Sales of the Company’s common stock made pursuant to the Sales Agreement with JonesTrading, if any, will be made on the Nasdaq Capital Market under the Company’s effective registration statement on Form S-3, subject to limitations on the amount of securities the Company may sell pursuant to its effective registration statement on Form S-3 within any 12-month period, by means of ordinary brokers’ transactions at market prices. Additionally, under the terms of the Sales Agreement, the Company may also sell shares of its common stock through JonesTrading, on the Nasdaq Capital Market or otherwise, at negotiated prices or at prices related to the prevailing market price. JonesTrading will use its commercially reasonable efforts to sell the Company’s common stock from time to time, based upon the Company’s instructions (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company is required to pay JonesTrading 2.5 % of gross proceeds for the common stock sold through the Sales Agreement. Equity Plan Activity During the three and six months ended June 30, 2023 , the Company issued no shares of common stock upon the exercise of outstanding stock options, no shares of common stock upon the vesting of restricted stock units, and 31,569 shares of common stock in connection with the employee stock purchase plan (the ESPP). During the year ended December 31, 2022, the Company issued no shares of common stock upon the exercise of outstanding stock options, no shares of common stock upon the vesting of restricted stock units, and 56,261 shares of common stock in connection with the ESPP. Common Stock Warrants As of June 30, 2023, the Company had the following outstanding warrants for the purchase of common stock: Expiration Number of shares Exercise price November 14, 2023 through June 4, 2024 3,874 $ 77.40 January 25, 2024 4,669 $ 51.40 March 27, 2024 1,369,602 $ 27.00 May 3, 2025 5,363 $ 26.10 August 27, 2030 1,889,513 $ 0.01 August 31, 2030 1,137,454 $ 0.01 June 21, 2032 2,205,018 $ 0.01 September 2, 2032 150,753 $ 1.99 March 10, 2033 2,013,999 $ 0.01 8,780,245 During the three and six months ended June 30, 2023 , the Company issued no shares of its common stock upon the exercise of warrants. During the three and six months ended June 30, 2022, the Company issued 0 and 170,668 shares of its common stock upon the cashless exercise of 176,554 pre-funded warrants, respectively. Stock-Based Compensation Expense The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee stock option grants were as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Risk-free interest rate 3.7 % 3.6 % 3.5 % 1.9 % Expected volatility 92.0 % 93.0 % 90 % 90 % Expected term (in years) 5.5 5.5 6.2 6.2 Expected dividend yield — % — % — % — % Stock compensation expense for the ESPP was immaterial for the three and six months ended June 30, 2023 and 2022. The allocation of stock-based compensation expense was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Research and development $ 235 $ 209 $ 462 $ 409 General and administrative 267 326 524 674 $ 502 $ 535 $ 986 $ 1,083 |
Collaborations
Collaborations | 6 Months Ended |
Jun. 30, 2023 | |
Collaborations Disclosure [Abstract] | |
Collaborations | 6. Collaborations I-Mab Collaboration Agreements In November 2018, the Company and I-Mab entered into separate strategic collaboration and clinical trial agreements (the I-Mab Collaboration Agreements) for the development of programs for multiple immuno-oncology product candidates, including I-Mab’s proprietary CD73 antibody TJ004309 (the TJ004309 Agreement) as well as up to five proprietary bispecific antibodies currently under development by I-Mab (the Bispecific Agreement). Pursuant to the TJ004309 Agreement, the Company and I-Mab were collaborating on developing the TJ004309 antibody, with the Company bearing the costs of filing an IND and for Phase 1 clinical trials, with the parties sharing costs equally for Phase 2 clinical trials, and with the Company and I-Mab bearing 40 % and 60 %, respectively, of the costs for pivotal clinical trials. I-Mab was responsible for the cost of certain non-clinical activities, the drug supply of TJ004309, and any reference drugs used in the clinical trials. The Company would be entitled to receive escalating portions of royalty and non-royalty consideration and a royalty based on net sales if I-Mab licenses TJ004309 in certain territories or commercializes TJ004309, respectively. The TJ004309 Agreement was terminatable by either party in the event of an uncured material breach by the other party or bankruptcy of the other party, for safety reasons related to TJ004309 or by I-Mab if the Company causes certain delays in completing a Phase 1 clinical trial. In addition, the TJ004309 Agreement was terminatable by I-Mab for any reason within 90 days following the completion of the first Phase 1 clinical trial, in which case the Company would be entitled to a minimum termination fee of $ 9.0 million, or following the completion of the first Phase 2 clinical trial, in which case the Company would be entitled to a pre-specified termination fee of $ 15.0 million and either a percentage of non-royalty consideration I-Mab may receive as part of a license to a third party or an additional payment if TJ004309 is approved for marketing outside Greater China before a third-party license is executed, in addition to a double digit percentage of royalty consideration. As previously disclosed, in June 2020, I-Mab commenced an arbitration proceeding under the Rules of Arbitration of the International Chamber of Commerce before an arbitration tribunal seated in New York City (the Tribunal) after the Company invoked contractual dispute resolution provisions asserting that I-Mab had breached its contractual obligations under the TJ004309 Agreement and the Bispecific Agreement. In April 2023, the Company received notification from the Tribunal of the Arbitration Award. The Tribunal found in favor of the Company for certain claims and declared the Phase 1 clinical trial of TJ004309 Agreement “Complete,” as that term is defined in the TJ004309 Agreement as of January 2022. The Arbitration Award included the $ 9.0 million prespecified termination fee payable by I-Mab under the TJ004309 Agreement, which was collected in July 2023 (see Note 7 – Subsequent Events for additional information). The Company re-evaluated the transaction price as of the end of the reporting period and concluded the $ 9.0 million variable consideration associated with the prespecified termination fee was no longer fully constrained as of the date of the financial statements, as it was determined to be probable that a significant reversal would not occur if the Company recognized the variable consideration as revenue in the current period. Accordingly, the Company recognized the $ 9.0 million as collaboration revenue within the accompanying unaudited condensed consolidated statements of operations for the three month period ended June 30, 2023. In connection with the resolution of the arbitration, the TJ004309 Agreement and the Bispecific Agreement have been terminated and no further revenue will be recognized associated with these agreements. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 7. Subsequent Events Arbitration Award In July 2023, the Company agreed to and collected a settlement of $ 22.0 million in full satisfaction of the previously announced April 2023 Arbitration Award from I-Mab, which included a $ 9.0 million prespecified termination fee payable by I-Mab under the TJ004309 Agreement, plus interest, and certain of the Company’s legal fees, costs and disbursements incurred in connection with the arbitration. Net of the repayment of the arbitration financing payable (see Note 3 – Long-Term Debt for additional information) and $ 4.4 million which is currently held in a client trust account for Success Fees being disputed with the Company’s legal counsel (see Note 4 – Commitments and Contingencies for additional information), the Company collected $ 7.1 million. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Organization And Accounting Policies [Abstract] | |
Organization and Business | Organization and Business TRACON Pharmaceuticals, Inc. (TRACON or the Company) was incorporated in the state of Delaware on October 28, 2004. TRACON is a biopharmaceutical company focused on the development and commercialization of novel targeted therapeutics for cancer, and utilizes its cost efficient, contract research organization (CRO) independent product development platform to partner with other life science companies to develop and commercialize innovative products in the United States. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, TRACON Pharma Limited and TRACON Pharma International Limited, which were formed in September 2015 and January 2019, respectively, and are currently inactive. All significant intercompany accounts and transactions have been eliminated. |
Basis of Presentation | Basis of Presentation As of June 30, 2023, the Company has devoted substantially all its efforts to product development, raising capital, and building infrastructure and has not realized revenues from its planned principal operations. The Company has incurred operating losses since inception. As of June 30, 2023, the Company had an accumulated deficit of $ 251.7 million. The Company anticipates that it will continue to incur net losses into the foreseeable future as it continues the development and commercialization of its product candidates and works to develop additional product candidates through research and development programs. At June 30, 2023, the Company had cash and cash equivalents of $ 1.9 million, of which $ 0.1 million is classified as restricted cash as it is pledged as collateral for the Company’s obligations under its corporate headquarters facility lease. The Company’s ability to execute its operating plan through 2023 and beyond depends on its ability to obtain additional funding through equity offerings, debt financings, or potential licensing and collaboration arrangements. The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of business. However, based on the Company’s current working capital, business plan, anticipated operating expenses and net losses, and the uncertainties surrounding its ability to raise additional capital as needed, as discussed below, management believes that there is substantial doubt about its ability to continue as a going concern for a period of 12 months following the date that these unaudited condensed consolidated financial statements are issued. The unaudited condensed consolidated financial statements do not include any adjustments for the recovery and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company plans to continue to fund its losses from operations through its existing cash and cash equivalents, as well as through future equity offerings, debt financings, other third-party funding, and potential licensing or collaboration arrangements. In addition, the Company may fund its losses from operations through the Capital on Demand TM Sales Agreement (the Sales Agreement) the Company entered into with JonesTrading in December 2020, as amended in March 2022, pursuant to which the Company may sell, at its option, up to an aggregate of $ 50.0 million of the Company’s common stock, $ 44.4 million of which remained available for sale as of June 30, 2023 , and the common stock purchase agreement (the LPC Purchase Agreement) the Company entered into with Lincoln Park Capital Fund, LLC (Lincoln Park) in May 2023, pursuant to which the Company may sell, at its option, up to an aggregate of $ 26.0 million of the Company’s common stock, $ 25.0 million of which remained available for sale as of June 30, 2023. There can be no assurance that additional funds will be available when needed from any source or, if available, will be available on terms that are acceptable to the Company. As a result of adverse macroeconomic and geopolitical developments, such as the ongoing military conflict between Ukraine and Russia, recent and potential future bank failures, actual or anticipated changes in interest rates, economic inflation and the responses by central banking authorities to control such inflation, the global credit and financial markets have experienced volatility and disruptions, including diminished liquidity and credit availability, declines in consumer confidence, declines in economic growth, increases in unemployment rates and uncertainty about economic stability. If the equity and credit markets deteriorate in the future, it may make any additional debt or equity financing more difficult, more costly, and more dilutive. Even if the Company raises additional capital, it may also be required to modify, delay or abandon some of its plans, which could have a material adverse effect on the Company’s business, operating results and financial condition, and the Company’s ability to achieve its intended business objectives. Any of these actions could materially harm the Company’s business, results of operations, and future prospects. Unaudited Interim Financial Information The unaudited condensed consolidated financial statements as of June 30, 2023, and for the three and six months ended June 30, 2023 and 2022, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (SEC), and with accounting principles generally accepted in the United States (GAAP) applicable to interim financial statements. These unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of only normal recurring accruals, which in the opinion of management are necessary to present fairly the Company’s financial position as of the interim date and results of operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year or future periods. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2022, included in its Annual Report on Form 10-K filed with the SEC on March 8, 2023. |
Use of Estimates | Use of Estimates The Company’s unaudited condensed consolidated financial statements are prepared in accordance with GAAP. The preparation of the Company’s unaudited condensed consolidated financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenue, and expenses. The most significant estimates in the Company’s unaudited condensed consolidated financial statements relate to expenses incurred for clinical trials. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions. The Company is not aware of any specific event or circumstance that would require an update to its estimates, judgments and assumptions or a revision of the carrying value of the Company’s assets or liabilities as of the date of this filing. |
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 at the date of purchase. The carrying amounts approximate fair value due to the short maturities of these investments. Cash and cash equivalents include cash in readily available checking and money market funds. |
Restricted Cash | Restricted Cash Restricted cash consists of money market funds held by the Company’s financial institution as collateral for the Company’s obligations under its facility lease for the Company’s corporate headquarters in San Diego, California. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost and depreciated using the straight-line method over the estimated useful life of the related assets, which is generally five years . Leasehold improvements are amortized over the shorter of the lease term or estimated useful life of the related assets. Repairs and maintenance costs are charged to expense as incurred. |
Leases | Leases The Company determines if an arrangement contains a lease at inception. For arrangements where the Company is the lessee, operating leases are recorded as other assets, accounts payable and accrued expenses, and other long-term liabilities within the unaudited condensed consolidated balance sheets. The Company currently does not have any finance leases. Operating lease right-of-use (ROU) assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities as the Company’s leases generally do not provide an implicit rate. Lease terms may include options to extend or terminate when the Company is reasonably certain that the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. |
Revenue Recognition | Revenue Recognition To date, substantially all the Company’s revenue has been derived from license and collaboration agreements. The terms of these arrangements included payments to the Company for the following: non-refundable, up-front license fees; development, regulatory and commercial milestone payments; payments for manufacturing supply services the Company provides through its contract manufacturers; and royalties on net sales of licensed products. In accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers (ASC 606), the Company performs the following five steps in determining the appropriate amount of revenue to be recognized as it fulfills its obligations under each of these agreements: (i) identification of the contract(s) with a customer; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including any constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when, or as, the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services transferred to the customer. Once a contract is determined to be within the scope of ASC 606, at contract inception the Company assesses the goods or services promised within the contract to determine those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when, or as, the performance obligation is satisfied. As part of the accounting for these arrangements, the Company develops assumptions that require judgment to determine the stand-alone selling price for each performance obligation identified in the contract. The Company uses key assumptions to determine the stand-alone selling price, which may include development timelines, reimbursement rates for personnel costs, discount rates, and probabilities of technical and regulatory success. Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promised goods or services, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined 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. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone Payments: At the inception of each arrangement that includes development, commercialization, and regulatory milestone payments, the Company evaluates whether the achievement of the milestones is considered probable and estimates the amount to be included in the transaction price using the most likely amount method. Performance milestone payments represent a form of variable consideration. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Achievement of milestones that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable until the approvals are achieved. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis and the Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability of achieving such milestones and any related constraint, and if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Manufacturing Supply Services: Arrangements that include a promise for future supply of drug substance or drug product for either clinical development or commercial supply at the customer’s discretion are generally considered options. The Company assesses if these options provide a material right to the licensee and if so, they are accounted for as separate performance obligations at the outset of the arrangement. Royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes 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, the Company has not recognized any royalty revenue resulting from any of its out-licensing arrangements. The Company receives payments from its collaborators based on billing schedules established in each contract. Up-front and other payments may require deferral of revenue recognition to a future period until the Company performs its obligations under its collaboration arrangements. Amounts are recorded as accounts receivable when the Company’s right to consideration is unconditional. The Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less. |
Clinical Trial Expense Accruals | Clinical Trial Expense Accruals As part of the process of preparing the Company’s unaudited condensed consolidated financial statements, the Company is required to estimate expenses resulting from its obligations under contracts with vendors, clinical sites, and consultants in connection with conducting clinical trials. The financial terms of these contracts vary and may result in payment flows that do not match the periods over which materials or services are provided under such contracts. The Company’s objective is to reflect the appropriate trial expenses in its unaudited condensed consolidated financial statements by recording those expenses in the period in which services are performed and efforts are expended. The Company accounts for these expenses according to the progress of the clinical trial as measured by patient progression and the timing of various aspects of the trial. The Company determines accrual estimates through discussion with the clinical sites and applicable personnel and outside service providers as to the progress or state of consummation of trials. During a clinical trial, the Company adjusts the clinical expense recognition if actual results differ from its estimates. The Company makes estimates of accrued expenses as of each balance sheet date based on the facts and circumstances known at that time. The Company’s clinical trial accruals are dependent upon accurate reporting by clinical sites and other third-party vendors. Although the Company does not expect its estimates to differ materially from amounts actually incurred, its understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in reporting amounts that are too high or too low for any particular period. For the three and six months ended June 30, 2023 and 2022 , there were no material adjustments to the Company’s prior period estimates of accrued expenses for clinical trials. |
Research and Development Costs | Research and Development Costs Research and development costs, including license fees, are expensed as incurred. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources. Net loss and comprehensive loss were the same for all periods presented. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average shares of common stock outstanding for the period, without consideration for common stock equivalents and adjusted for the weighted average number of shares of common stock outstanding that are subject to repurchase. Diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. Potentially dilutive securities not included in the calculation of diluted net loss per share for those periods because to do so would be anti-dilutive are as follows (in common stock equivalent shares): June 30, 2023 2022 Warrants to purchase common stock 1,534,261 6,837,032 Common stock options 3,121,152 2,246,310 ESPP shares 68,028 1,040 4,723,441 9,084,382 |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization And Accounting Policies [Abstract] | |
Schedule of potentially dilutive securities not included in the calculation of diluted net loss per share | Potentially dilutive securities not included in the calculation of diluted net loss per share for those periods because to do so would be anti-dilutive are as follows (in common stock equivalent shares): June 30, 2023 2022 Warrants to purchase common stock 1,534,261 6,837,032 Common stock options 3,121,152 2,246,310 ESPP shares 68,028 1,040 4,723,441 9,084,382 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Available-for-sale Securities and Equity Securities | Cash equivalents, which are classified as equity securities, and restricted cash, consisted of the following (in thousands): June 30, 2023 December 31, 2022 Cost Unrealized Gain Unrealized (Loss) Estimated Fair Value Cost Unrealized Gain Unrealized (Loss) Estimated Fair Value Money market funds $ 1,425 $ — $ — $ 1,425 $ 10,150 $ — $ — $ 10,150 Classified as: Cash equivalents $ 1,286 $ 10,083 Restricted cash 139 67 Total cash equivalents and restricted cash $ 1,425 $ 10,150 |
Schedule of assets and liabilities measured at fair value on a recurring basis | The fair values of the Company’s assets and liabilities, which are measured at fair value on a recurring basis, were determined using the following inputs (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) At June 30, 2023 Money market funds $ 1,425 $ — $ 1,425 $ — At December 31, 2022 Money market funds $ 10,150 $ — $ 10,150 $ — |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term debt and unamortized debt discount balances | As of December 31, 2022, long-term debt and unamortized debt discount balances associated with the RGC Loan Agreement were as follows (in thousands): December 31, 2022 Long-term debt $ 10,000 Less debt discount, net of current portion — Long-term debt, net of debt discount 10,000 Less current portion of long-term debt ( 10,000 ) Long-term debt, net of current portion $ — Current portion of long-term debt $ 10,000 Current portion of debt discount ( 193 ) Current portion of long-term debt, net $ 9,807 |
Schedule of exercisable outstanding warrants for purchase of common stock issued | At June 30, 2023, the Company had the following exercisable outstanding warrants for the purchase of common stock issued in connection with the Company’s loan agreements with SVB: Expiration Number of shares Exercise price November 14, 2023 through June 4, 2024 3,874 $ 77.40 January 25, 2024 4,669 $ 51.40 May 3, 2025 5,363 $ 26.10 13,906 As of June 30, 2023, the Company had the following outstanding warrants for the purchase of common stock: Expiration Number of shares Exercise price November 14, 2023 through June 4, 2024 3,874 $ 77.40 January 25, 2024 4,669 $ 51.40 March 27, 2024 1,369,602 $ 27.00 May 3, 2025 5,363 $ 26.10 August 27, 2030 1,889,513 $ 0.01 August 31, 2030 1,137,454 $ 0.01 June 21, 2032 2,205,018 $ 0.01 September 2, 2032 150,753 $ 1.99 March 10, 2033 2,013,999 $ 0.01 8,780,245 |
Stockholders' Deficit (Tables)
Stockholders' Deficit (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of exercisable outstanding warrants for purchase of common stock issued | At June 30, 2023, the Company had the following exercisable outstanding warrants for the purchase of common stock issued in connection with the Company’s loan agreements with SVB: Expiration Number of shares Exercise price November 14, 2023 through June 4, 2024 3,874 $ 77.40 January 25, 2024 4,669 $ 51.40 May 3, 2025 5,363 $ 26.10 13,906 As of June 30, 2023, the Company had the following outstanding warrants for the purchase of common stock: Expiration Number of shares Exercise price November 14, 2023 through June 4, 2024 3,874 $ 77.40 January 25, 2024 4,669 $ 51.40 March 27, 2024 1,369,602 $ 27.00 May 3, 2025 5,363 $ 26.10 August 27, 2030 1,889,513 $ 0.01 August 31, 2030 1,137,454 $ 0.01 June 21, 2032 2,205,018 $ 0.01 September 2, 2032 150,753 $ 1.99 March 10, 2033 2,013,999 $ 0.01 8,780,245 |
Summary of weighted-average assumptions used Black-Scholes option pricing model to determine the fair value | The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee stock option grants were as follows: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Risk-free interest rate 3.7 % 3.6 % 3.5 % 1.9 % Expected volatility 92.0 % 93.0 % 90 % 90 % Expected term (in years) 5.5 5.5 6.2 6.2 Expected dividend yield — % — % — % — % |
Summary of allocation of stock-based compensation expense | The allocation of stock-based compensation expense was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Research and development $ 235 $ 209 $ 462 $ 409 General and administrative 267 326 524 674 $ 502 $ 535 $ 986 $ 1,083 |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Basis of Presentation | ||
Accumulated deficit | $ 251,701,000 | $ 236,911,000 |
Cash, cash equivalents and short-term investments | 1,900,000 | |
Restricted cash | $ 139,000 | $ 67,000 |
Property and Equipment | ||
Estimated useful life | 5 years | |
Jones Trading Institutional Services LLC | Capital on Demand Sales Agreement | Common Stock | ||
Basis of Presentation | ||
Maximum aggregate value of stock to be sold | $ 50,000,000 | |
Remaining amount available under the Sales Agreement | 44,400,000 | |
Lincoln Park Capital Fund, LLC | Capital on Demand Sales Agreement | Common Stock | ||
Basis of Presentation | ||
Maximum aggregate value of stock to be sold | 26,000,000 | |
Remaining amount available under the Sales Agreement | $ 25,000,000 |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Securities Not Included in the Calculation of Diluted Net Loss Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive securities | ||
Antidilutive securities | 4,723,441 | 9,084,382 |
Warrants to Purchase Common Stock | ||
Antidilutive securities | ||
Antidilutive securities | 1,534,261 | 6,837,032 |
Common Stock Options | ||
Antidilutive securities | ||
Antidilutive securities | 3,121,152 | 2,246,310 |
ESPP Shares | ||
Antidilutive securities | ||
Antidilutive securities | 68,028 | 1,040 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements - Schedule of Available-for-sale Securities and Equity Securities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Short-Term Investments, Cash Equivalents and Fair Value Measurements | ||
Cash equivalents | $ 1,286 | $ 10,083 |
Restricted cash | 139 | 67 |
Total cash equivalents, restricted cash, and other assets | 1,425 | 10,150 |
Money market funds | ||
Short-Term Investments, Cash Equivalents and Fair Value Measurements | ||
Cost | 1,425 | 10,150 |
Estimated Fair Value | $ 1,425 | $ 10,150 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements - Additional Information (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value Disclosures [Abstract] | ||
Short-term investments | $ 0 | $ 0 |
Amount of transfers between levels | $ 0 | $ 0 |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Recurring - Money market funds - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Fair value, assets | $ 1,425 | $ 10,150 |
Level 2 | ||
Assets: | ||
Fair value, assets | $ 1,425 | $ 10,150 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
Apr. 05, 2023 USD ($) | Dec. 30, 2022 USD ($) | Sep. 30, 2022 USD ($) Tranche $ / shares shares | May 31, 2018 USD ($) | Jun. 30, 2023 USD ($) shares | Mar. 31, 2023 | Jun. 30, 2023 USD ($) shares | Apr. 20, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | |||||||||
Maximum capital contribution | $ 30,000,000 | ||||||||
Initial capital contribution from investors | $ 3,500,000 | ||||||||
Percentage of Initial Capital Contribution From Investors | 25% | ||||||||
Percentage of closing fee amount | 2% | ||||||||
Arbitration financing payable | $ 3,500,000 | $ 3,280,000 | |||||||
Noncash interest | $ 5,500,000 | $ 6,600,000 | |||||||
Conversion of warrants to purchase shares | shares | 8,780,245 | 8,780,245 | |||||||
Silicon Valley Bank | |||||||||
Debt Instrument [Line Items] | |||||||||
Conversion of warrants to purchase shares | shares | 13,906 | 13,906 | |||||||
2018 SVB Loan | Silicon Valley Bank | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from long-term debt | $ 7,000,000 | ||||||||
Final payment on payoff | $ 300,000 | ||||||||
Loan And Security Agreement | Runway Growth Finance Corp | |||||||||
Debt Instrument [Line Items] | |||||||||
Long term debt, principal amount | $ 10,000,000 | ||||||||
Proceeds from sale of debt and equity securities | $ 25,000,000 | $ 25,000,000 | |||||||
Percentage of final payment fee | 4.25% | ||||||||
Loan And Security Agreement | Runway Growth Finance Corp | Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Number of tranche | Tranche | 3 | ||||||||
Loan And Security Agreement | Runway Growth Finance Corp | Term Loan | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Long term debt, principal amount | $ 35,000,000 | ||||||||
Loan And Security Agreement | Runway Growth Finance Corp | Term Loan A | |||||||||
Debt Instrument [Line Items] | |||||||||
Long term debt, principal amount | 10,000,000 | ||||||||
Loan And Security Agreement | Runway Growth Finance Corp | Term Loan B | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Long term debt, principal amount | 15,000,000 | ||||||||
Loan And Security Agreement | Runway Growth Finance Corp | Term Loan C | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Long term debt, principal amount | $ 10,000,000 | $ 10,000,000 | $ 10,000,000 | ||||||
Warrants | Runway Growth Finance Corp | Term Loan A | |||||||||
Debt Instrument [Line Items] | |||||||||
Conversion of warrants to purchase shares | shares | 150,753 | ||||||||
Exercise price (per share) | $ / shares | $ 1.99 | ||||||||
Expiration date | Sep. 02, 2032 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt and Unamortized Debt Discount Balances (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Debt Disclosure [Abstract] | |
Long-term debt | $ 10,000 |
Long-term debt, net of debt discount | 10,000 |
Less current portion of long-term debt | (10,000) |
Current portion of long-term debt | 10,000 |
Current portion of debt discount | (193) |
Current portion of long-term debt, net | $ 9,807 |
Long-Term Debt - Schedule of Ex
Long-Term Debt - Schedule of Exercisable Outstanding Warrants for Purchase of Common Stock Issued (Details) | Jun. 30, 2023 $ / shares shares |
Debt Instrument [Line Items] | |
Conversion of warrants to purchase shares | 8,780,245 |
Silicon Valley Bank | |
Debt Instrument [Line Items] | |
Conversion of warrants to purchase shares | 13,906 |
Silicon Valley Bank | November 14, 2023 Through June 4, 2024 | |
Debt Instrument [Line Items] | |
Conversion of warrants to purchase shares | 3,874 |
Exercise price (per share) | $ / shares | $ 77.4 |
Silicon Valley Bank | January 25, 2024 | |
Debt Instrument [Line Items] | |
Conversion of warrants to purchase shares | 4,669 |
Exercise price (per share) | $ / shares | $ 51.4 |
Silicon Valley Bank | May 3, 2025 | |
Debt Instrument [Line Items] | |
Conversion of warrants to purchase shares | 5,363 |
Exercise price (per share) | $ / shares | $ 26.1 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | |
Commitments and Contingencies | ||
Arbitration success fees | $ 4,375 | $ 4,375 |
Termination fee awarded | 9,000 | |
Research and development arrangement | ||
Commitments and Contingencies | ||
Potential milestone payable | $ 9,600 | $ 9,600 |
Stockholders' Deficit - Additio
Stockholders' Deficit - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
May 31, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Class Of Stock [Line Items] | |||||||
Net proceeds | $ 43,000 | $ 49,000 | |||||
Conversion of warrants to purchase shares | 8,780,245 | ||||||
Lincoln Park Purchase Agreement | |||||||
Class Of Stock [Line Items] | |||||||
Aggregate value of shares committed to purchase | $ 26,000,000 | ||||||
Common stock purchase price per share | $ 0.5763 | ||||||
Net proceeds | $ 1,000,000 | ||||||
2023 Pre-Funded Warrants | |||||||
Class Of Stock [Line Items] | |||||||
Maximum percentage of holders ownership interest in common stock after exercise | 19.99% | ||||||
Common Stock | |||||||
Class Of Stock [Line Items] | |||||||
Issuance of common stock upon exercise of pre funded warrants. | 0 | 0 | |||||
Cashless exercise of pre-funded warrants to purchase common stock | 176,554 | 176,554 | |||||
Issuance of common stock upon cashless exercise of pre-funded warrants | 0 | 170,668 | 170,668 | ||||
Common Stock | Equity Plan Activity | |||||||
Class Of Stock [Line Items] | |||||||
Shares issued upon exercise of outstanding stock options | 0 | 0 | 0 | ||||
Shares issued in connection with employee stock purchase plan | 31,569 | 31,569 | 56,261 | ||||
Common Stock | Equity Plan Activity | Restricted Stock Units | |||||||
Class Of Stock [Line Items] | |||||||
Shares issued upon vesting of restricted stock units | 0 | 0 | 0 | ||||
Common Stock | Private Placement | |||||||
Class Of Stock [Line Items] | |||||||
Net proceeds received from issuance direct offering | $ 3,000,000 | ||||||
Common Stock | Capital on Demand Sales Agreement | Jones Trading Institutional Services LLC | |||||||
Class Of Stock [Line Items] | |||||||
Maximum aggregate value of stock to be sold | $ 50,000,000 | ||||||
Remaining amount available under the Sales Agreement | $ 44,400,000 | ||||||
Percentage of gross proceeds, required to pay for common stock sold through sales agreement | 2.50% | ||||||
Common Stock | Lincoln Park Purchase Agreement | |||||||
Class Of Stock [Line Items] | |||||||
Common stock issued and sold | 1,735,207 | 599,216 | |||||
Remaining amount available under the Sales Agreement | $ 25,000,000 | ||||||
Common Stock | 2023 Pre-Funded Warrants | Private Placement | |||||||
Class Of Stock [Line Items] | |||||||
Exercise price (per share) | $ 0.01 | ||||||
Common Stock | Purchase Price Of $1.38 Per Share | Private Placement | |||||||
Class Of Stock [Line Items] | |||||||
Common stock issued and sold | 174,508 | ||||||
Common stock purchase price per share | $ 1.38 | ||||||
Common Stock | Purchase Price Of $1.37 Per Share | 2023 Pre-Funded Warrants | Private Placement | |||||||
Class Of Stock [Line Items] | |||||||
Common stock purchase price per share | $ 1.37 | ||||||
Conversion of warrants to purchase shares | 2,013,999 |
Stockholders' Deficit - Schedul
Stockholders' Deficit - Schedule of Outstanding Warrants for Purchase of Common Stock Issued (Details) | Jun. 30, 2023 $ / shares shares |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 8,780,245 |
January 25, 2024 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 4,669 |
Exercise price (per share) | $ / shares | $ 51.40 |
November 14, 2023 Through June 4, 2024 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 3,874 |
Exercise price (per share) | $ / shares | $ 77.40 |
March 27, 2024 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 1,369,602 |
Exercise price (per share) | $ / shares | $ 27 |
May 3, 2025 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 5,363 |
Exercise price (per share) | $ / shares | $ 26.10 |
August 27, 2030 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 1,889,513 |
Exercise price (per share) | $ / shares | $ 0.01 |
August 31, 2030 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 1,137,454 |
Exercise price (per share) | $ / shares | $ 0.01 |
June 21, 2032 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 2,205,018 |
Exercise price (per share) | $ / shares | $ 0.01 |
September 2, 2032 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 150,753 |
Exercise price (per share) | $ / shares | $ 1.99 |
March 10, 2033 | |
Class Of Stock [Line Items] | |
Conversion of warrants to purchase shares | 2,013,999 |
Exercise price (per share) | $ / shares | $ 0.01 |
Stockholders' Deficit - Summary
Stockholders' Deficit - Summary of Weighted-Average Assumptions Fair Value of the Employee Stock Option Grants (Details) - Stock Option | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Class Of Stock [Line Items] | ||||
Risk-free interest rate | 3.70% | 3.60% | 3.50% | 1.90% |
Expected volatility | 92% | 93% | 90% | 90% |
Expected term (in years) | 5 years 6 months | 5 years 6 months | 6 years 2 months 12 days | 6 years 2 months 12 days |
Stockholders' Deficit - Summa_2
Stockholders' Deficit - Summary of Allocation of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Class Of Stock [Line Items] | ||||
Stock based compensation expense | $ 502 | $ 535 | $ 986 | $ 1,083 |
Research and development | ||||
Class Of Stock [Line Items] | ||||
Stock based compensation expense | 235 | 209 | 462 | 409 |
General and administrative | ||||
Class Of Stock [Line Items] | ||||
Stock based compensation expense | $ 267 | $ 326 | $ 524 | $ 674 |
Collaborations - Additional Inf
Collaborations - Additional Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Apr. 30, 2023 USD ($) | Nov. 30, 2018 USD ($) Antibody | Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Collaboration revenue | $ 9,000 | $ 9,000 | ||
Revenue, Product and Service [Extensible Enumeration] | us-gaap:CollaborativeArrangementMember | us-gaap:CollaborativeArrangementMember | ||
Bispecific Agreement | I-Mab | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Maximum number of proprietary bispecific antibodies under development | Antibody | 5 | |||
TJ4309 Agreement | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Percentage of cost bearing | 40% | |||
TJ4309 Agreement | I-Mab | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Percentage of cost bearing | 60% | |||
Termination of agreement upon completion of clinical trial | 90 days | |||
TJ4309 Agreement | I-Mab | First Phase Clinical Trial | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Termination fee | $ 9,000 | $ 9,000 | ||
Termination fee payable | $ 9,000 | |||
TJ4309 Agreement | I-Mab | First Phase Two Clinical Trial | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Termination fee | $ 15,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended |
Jul. 31, 2023 | Jun. 30, 2023 | Jun. 30, 2023 | |
Subsequent Event [Line Items] | |||
Arbitration success fees | $ 4,375 | $ 4,375 | |
Subsequent Event | Tj004309 Agreement | |||
Subsequent Event [Line Items] | |||
Litigation Settlement, Amount Awarded from Other Party | $ 22,000 | ||
Termination fee payable | 9,000 | ||
Arbitration success fees | 4,400 | ||
Net repayment of arbitration financing payable | $ 7,100 |