Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 12, 2020 | Jun. 30, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Entity Interactive Data Current | Yes | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Neoleukin Therapeutics, Inc. | ||
Trading Symbol | NLTX | ||
Entity Central Index Key | 0001404644 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Voluntary Filers | No | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Title of 12(b) Security | Common Stock | ||
Entity Address, State or Province | DE | ||
Security Exchange Name | NASDAQ | ||
Entity Public Float | $ 24.2 | ||
Entity Common Stock, Shares Outstanding | 38,373,160 |
Consolidated balance sheets
Consolidated balance sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 143,093 | $ 76,928 |
Receivables, prepayments and deposits | 503 | 237 |
Total current assets | 143,596 | 77,165 |
Property and equipment, net (Note 4) | 2,060 | 400 |
Operating lease right-of-use asset (Note 7(a)) | 770 | |
Intangible asset, net (Note 5) | 567 | |
Long-term prepayments and deposits | 30 | 53 |
Total assets | 147,023 | 77,618 |
Current liabilities | ||
Accounts payable and other liabilities (Note 6) | 4,125 | 4,618 |
Operating lease liability (Note 7) | 556 | |
Finance lease liability (Note 7) | 62 | 9 |
Total current liabilities | 4,743 | 4,627 |
Non-current operating lease liability (Note 7) | 447 | |
Non-current finance lease liability (Note 7) | 146 | 6 |
Deferred rent | 313 | |
Total liabilities | 5,336 | 4,946 |
Commitments and contingencies (Note 15) | 0 | 0 |
Share capital: | ||
Common stock—$0.000001 par value—authorized, 100,000,000 as of December 31, 2019 (December 31, 2018—50,000,000); issued and outstanding, 37,996,849 as of December 31, 2019 (December 31, 2018—23,537,368) | ||
Preferred stock—$0.000001 par value—authorized, 5,000,000 as of December 31, 2019 and 2018; nil issued and outstanding as of December 31, 2019 and 2018 | ||
Additional paid-in capital | 441,216 | 302,759 |
Accumulated deficit | (299,529) | (230,087) |
Total stockholders' equity | 141,687 | 72,672 |
Total liabilities and stockholders' equity | $ 147,023 | $ 77,618 |
Consolidated balance sheets (Pa
Consolidated balance sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Nov. 12, 2019 | Dec. 31, 2018 |
Common stock, par value | $ 0.000001 | $ 0.000001 | |
Common stock, shares authorized | 100,000,000 | 100,000,000 | 50,000,000 |
Common stock, shares issued | 37,996,849 | 23,537,368 | |
Common stock, shares outstanding | 37,996,849 | 23,537,368 | |
Preferred stock, par value | $ 0.000001 | $ 0.000001 | |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated statements of oper
Consolidated statements of operations and comprehensive loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue (Note 9) | $ 25,000 | ||
Operating expenses | |||
Research and development (Note 10) | $ 4,417 | 41,789 | $ 36,267 |
Acquired in-process research and development (Note 3) | 47,716 | ||
General and administrative (Note 10) | 18,826 | 15,835 | 14,852 |
Total operating expenses | 70,959 | 57,624 | 51,119 |
Loss from operations | (70,959) | (32,624) | (51,119) |
Other income, net | |||
Interest expense | (1) | (4) | (4) |
Other income, net (Note 11) | 1,518 | 1,043 | 940 |
Total Other income (expenses) | 1,517 | 1,039 | 936 |
Net loss | $ (69,442) | $ (31,585) | $ (50,183) |
Net loss per common stock—basic and diluted (Note 12) | $ (2.57) | $ (1.34) | $ (2.14) |
Basic and diluted weighted average number of common stock outstanding (Note 12) | 27,030,355 | 23,519,508 | 23,450,315 |
Comprehensive loss: | |||
Net loss | $ (69,442) | $ (31,585) | $ (50,183) |
Other comprehensive income—unrealized gain on available-for-sale securities | 70 | 99 | |
Comprehensive loss | $ (69,442) | $ (31,515) | $ (50,084) |
Consolidated statements of cash
Consolidated statements of cash flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating activities | |||
Net loss | $ (69,442) | $ (31,585) | $ (50,183) |
Non-cash items and reclassifications: | |||
Stock-based compensation (Note 8(g)) | 7,683 | 4,698 | 3,839 |
Acquired in-process research & development (Note 3) | 47,716 | ||
Depreciation and amortization | 340 | 289 | 360 |
Unrealized foreign exchange loss and others | 263 | 452 | 349 |
Changes in operating assets and liabilities: | |||
Receivable, prepayments and deposits | 290 | 1,041 | (905) |
Accounts payable and other liabilities | (2,244) | (6,472) | 1,822 |
Cash used in operating activities | (15,394) | (31,577) | (44,718) |
Investing activities | |||
Acquisition of Neoleukin Therapeutics, Inc., net of cash acquired | 191 | ||
Purchase of investments | (5,995) | ||
Proceeds from maturity of investments | 56,000 | 70,500 | |
Purchase of property and equipment | (879) | (49) | (494) |
Cash (used in) provided by investing activities | (688) | 55,951 | 64,011 |
Financing activities | |||
Public offering of common stock (Note 8(e)) | 86,216 | ||
Public offering costs (Note 8(e)) | (5,525) | ||
Proceeds from exercise of stock options | 1,555 | 602 | 438 |
Payment on finance lease obligations | (9) | (32) | (15) |
Cash provided by financing activities | 82,237 | 570 | 423 |
Effect of exchange rate changes on cash and cash equivalents | 10 | (48) | 15 |
Net change in cash and cash equivalents during the year | 66,165 | 24,896 | 19,731 |
Cash and cash equivalents, beginning of year | 76,928 | 52,032 | 32,301 |
Cash and cash equivalents, end of year | 143,093 | 76,928 | 52,032 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 1 | 4 | 4 |
Interest received | 1,544 | $ 1,684 | 1,342 |
Non-cash investing and financing activities: | |||
Receivables, prepayments and deposits acquired through the issuance of common stock | 560 | ||
Property, equipment and intangibles acquired through the issuance of common stock | 1,693 | ||
Accounts payable, finance lease and other liabilities assumed through the issuance of common stock | $ (1,673) | ||
Accrued purchase of property & equipment | (77) | ||
Accrued offering costs | $ (30) |
Consolidated statements of stoc
Consolidated statements of stockholders' equity - USD ($) $ in Thousands | Total | Non-voting convertible preferred stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
Beginning balance at Dec. 31, 2016 | $ 144,664 | $ 293,111 | $ (148,278) | $ (169) | ||
Beginning balance, shares at Dec. 31, 2016 | 23,423,150 | |||||
Cumulative effect of adoption of new accounting standard at Dec. 31, 2016 | 41 | (41) | ||||
Beginning balance at Dec. 31, 2016 | 144,664 | 293,152 | (148,319) | (169) | ||
Beginning balance, shares at Dec. 31, 2016 | 23,423,150 | |||||
Options exercised | 468 | 468 | ||||
Options exercised, shares | 49,280 | |||||
Stock-based compensation | 3,839 | 3,839 | ||||
Other comprehensive income | 99 | 99 | ||||
Net loss | (50,183) | (50,183) | ||||
Ending balance at Dec. 31, 2017 | 98,887 | 297,459 | (198,502) | (70) | ||
Ending balance, shares at Dec. 31, 2017 | 23,472,430 | |||||
Options exercised | $ 602 | 602 | ||||
Options exercised, shares | 64,938 | 64,938 | ||||
Stock-based compensation | $ 4,698 | 4,698 | ||||
Other comprehensive income | 70 | 70 | ||||
Net loss | (31,585) | (31,585) | ||||
Ending balance at Dec. 31, 2018 | 72,672 | 302,759 | (230,087) | |||
Ending balance, shares at Dec. 31, 2018 | 23,537,368 | |||||
Issuance of common stock for Former Neoleukin common stock (Note 3) | 15,055 | 15,055 | ||||
Issuance of common stock for Former Neoleukin common stock (Note 3), shares | 4,589,771 | |||||
Issuance of convertible preferred stock for Former Neoleukin common stock (Note 3) | 33,432 | 33,432 | ||||
Issuance of convertible preferred stock for Former Neoleukin common stock (Note 3), shares | 101,927 | |||||
Conversion of convertible preferred stock into common shares | ||||||
Conversion of convertible preferred stock into common shares (share) | 10,192,700 | (101,927) | ||||
Issuance of common stock, net of share issuance costs | $ 80,691 | 80,691 | ||||
Issuance of common stock, net of share issuance costs (share) | 10,263,750 | |||||
Issuance of shares to University of Washington | 41 | 41 | ||||
Issuance of shares to University of Washington (share) | 12,647 | |||||
Conversion of common stock to pre-funded warrants | ||||||
Conversion of common stock to pre-funded warrants (share) | (10,925,481) | |||||
Options exercised | $ 1,555 | 1,555 | ||||
Options exercised, shares | 326,094 | 326,094 | ||||
Stock-based compensation | $ 7,683 | 7,683 | ||||
Net loss | (69,442) | (69,442) | ||||
Ending balance at Dec. 31, 2019 | $ 141,687 | $ 441,216 | $ (299,529) | |||
Ending balance, shares at Dec. 31, 2019 | 37,996,849 |
Consolidated statements of st_2
Consolidated statements of stockholders' equity (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Adjustments to Additional Paid in Capital [Abstract] | |
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ 5,525 |
Nature of operations
Nature of operations | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of operations | 1. Nature of operations Neoleukin Therapeutics, Inc. (“Neoleukin” or “the Company”) is a biopharmaceutical company creating next generation immunotherapies for cancer, inflammation and autoimmunity using de novo NL-201, IL-2 IL-15 The Company commenced operations in Canada in December 2003. Aquinox Pharmaceuticals (Canada) Inc., a corporation formed under the Canada Business Corporations Act, is a wholly owned subsidiary of Aquinox Pharmaceuticals, Inc., a Delaware corporation formed in May 2007 (“Aquinox”). On August 8, 2019, upon the merger of Aquinox with Neoleukin Therapeutics, Inc. (“Former Neoleukin”) pursuant to an Agreement and Plan of Merger dated August 5, 2019, Former Neoleukin merged with a wholly owned subsidiary of Aquinox. Upon completion of the transaction, Aquinox was renamed Neoleukin Therapeutics, Inc. The Company’s head |
Basis of presentation and summa
Basis of presentation and summary of significant accounting policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of presentation and summary of significant accounting policies | 2. Basis of presentation and summary of significant accounting policies (a) Basis of presentation The accompanying consolidated financial statements are presented in United States (“U.S.”) dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The financial results are presented on a consolidated basis. All intercompany transactions are eliminated on consolidation. (b) Capital requirements The Company operates in a capital intensive business. To finance its operations, the Company is likely to require additional capital. The Company may seek to raise funds through equity or debt financing. There is no assurance that financing will be available to the Company or at terms acceptable to the Company. Failure to obtain sufficient funds on acceptable terms can have a negative impact on the Company’s business, results of operations, financial condition, cash flows and future prospects. (c) Foreign currency translation and transactions The functional currency of the Company and its subsidiaries re-measured Non-monetary Income and expenses are translated at the exchange rates prevailing at each transaction date, with the exception of amortization which is translated at historical exchange rates. Exchange gains and losses on translation are included in the consolidated statements of operations and comprehensive loss. (d) Use of estimates and assumptions The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of expenses during the reporting period. Significant areas requiring management estimates include valuation of stock options and restricted stock units, amortization and depreciation, determination of the fair values of assets and liabilities acquired in the acquisition of net assets of Former Neoleukin, accrual of expenses, determination of research and development costs, (e) Cash and cash equivalents All highly liquid investments with maturities of three months or less at the date of acquisition are considered to be cash equivalents. (f) Property and equipment Property and equipment are recorded at cost and are amortized using the straight-line basis over a range of three to seven years. Expenditures for improvements to the Company’s office spaces are capitalized and expenditures for maintenance and repairs are expensed as incurred. Leasehold improvements are amortized over the lesser of useful life and term of the lease. The Company reviews the carrying value of property and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition, and other economic factors. Based on management’s assessment there were no indicators of impairment of property and equipment as at December 31, 2019 and 2018. (g) Leases At contract inception, the Company determines if the contract is a lease or contains a lease. Operating leases are recorded as operating lease right-of-use non-current right-of-use non-current Right-of-use right-of-use For leases of office space with a lease term of less than 12 months and which do not include an option to purchase the underlying asset, the Company has elected to recognize the lease payments in the statement of operations on a straight-line basis over the lease term. For leases of office space, the Company has elected to not separate the lease components from the non-lease (h) Asset acquisitions /Intangible assets At the time of acquisition, the Company determines if a transaction should be accounted for as a business combination or acquisition of assets. The Company accounted for its transaction with Neoleukin as an asset acquisition as substantially all the value of the acquisition is concentrated in one identifiable intangible asset. For an acquisition of assets, the cost of acquiring the asset group, including transaction costs, is allocated to the acquired assets and assumed liabilities based on their relative fair values without giving rise to goodwill. Acquired in-process an estimated useful life of three years. The intangible asset is tested for impairment when events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. The Company recognizes an impairment loss when carrying amount is not recoverable and the estimated fair value of the intangible asset is less than its carrying value. (i) Clinical trial accruals As part of the process of preparing its consolidated financial statements, the Company is required to estimate expenses resulting from its obligations under contracts with vendors, consultants and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations which vary contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to the Company under such contracts. The Company reflects the appropriate clinical trial expenses in the consolidated financial statements by matching those expenses with the period in which services and efforts are expended. The Company accounts for these expenses according to the progress of the trial as measured by patient progression and the timing of various aspects of the trial. During the course of a clinical trial, the Company adjusts the rate of clinical trial expense recognition if actual results differ from estimates. The Company prepares estimates of accrued expenses as of each balance sheet date in the consolidated financial statements based on facts and circumstances known at that time. Although the Company does not expect the estimates to be materially different from amounts actually incurred, the Company’s 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 the Company reporting amounts that are too high or too low for any particular period. The Company’s clinical trial accruals are dependent upon the timely and accurate reporting of contract research organizations and other third-party vendors. (j) Income taxes The Company accounts for income taxes using ASC 740, Income Taxes which is an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. In estimating future tax consequences, ASC 740 generally considers all expected future events other than enactments of and changes in the tax law or rates. The measurement of deferred tax assets is reduced, if necessary, by the extent of the valuation allowance. ASC 740 clarifies the criteria that must be met prior to recognition of the financial statement benefit of a position taken in a tax return. ASC 740 provides a benefit recognition model with a two-step “more-likely-than-not” Investment tax credits relating to scientific research and experimental development are accounted for as a reduction in operating expenses. They are recorded in the period when there is reasonable assurance the credits will be realized. If investment tax credit amounts subsequently received are less or more than originally recorded, the difference is treated as a change in estimate. (k) Revenue recognition The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements subject to the scope of Topic 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company assesses the goods or services promised within each contract and identifies performance obligations that are distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to each performance obligation when (or as) the performance obligation is satisfied. The Company’s only source of revenue was amounts earned under a license and collaboration agreement entered into and subsequently terminated in 2018. (l) Research and development costs Research and development costs are charged to expense as incurred and include items such as: employee related expenses, including salaries and benefits, expenses incurred under agreements with contract research organizations and investigative sites that conduct clinical trials and preclinical studies, the cost of acquiring, developing and manufacturing clinical trial materials, facilities, and other expenses, which include direct and allocated expenses for rent and maintenance of facilities, and other supplies and costs associated with clinical trials, preclinical activities, and regulatory operations. Restructuring costs associated with the termination of research and development programs and related employees are included in research and development costs. Development costs are expensed in the period incurred unless management believes a development project meets generally accepted accounting criteria for deferral and amortization. No product development expenditures have been deferred to date. The Company records costs for certain development activities, such as clinical trials, based on management’s evaluation of the progress to completion of specific tasks using data such as patient enrollment, clinical site activations, or information provided to the Company by vendors on their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the pattern of costs incurred, and are reflected in the consolidated financial statements as prepaid or accrued expense. (m) Accounting for stock-based compensation The Company has issued stock options and restricted stock units (“RSUs”). The Company measures the cost of services received in exchange for an award of equity instruments based on the grant-date fair value of the award. The cost of such award will be recognized over the period during which services are provided in exchange for the award, generally the vesting period. The Company accounts for forfeitures as they occur. All share-based payments to employees are recognized in the consolidated financial statements based upon their respective grant date fair values. The Company initially measures the compensation expense of stock-based awards granted to consultants using the grant date fair value of the award. Compensation expense is recognized over the period during which services are rendered by such consultants. At the end of each financial reporting period prior to completion of services being rendered, the compensation expense related to these awards is remeasured using the then current fair value of the Company’s common stock for RSUs, or based upon updated assumptions in the Black-Scholes option pricing model for stock option awards. The Company estimates the fair value of options granted using the Black-Scholes option pricing model. This approximation uses assumptions regarding a number of inputs that requires management to make significant estimates and judgments. The expected volatility assumption is based on industry peer information and the Company expects to continue to do so until it has adequate historical volatility of its common stock. Additionally, because the Company has no significant history to calculate the expected term, the simplified method calculation is used. The fair value of each RSU is measured using the closing price of the Company’s common stock on the date of grant. (n) Restructuring costs The Company accounts for restructuring costs in accordance with ASC 420, Exit or Disposal Cost Obligations. ASC 420 specifies that a liability for a cost associated with an exit or disposal activity be recognized when the liability is incurred, except for a liability where employees are required to render service until they are terminated in order to receive termination benefits and will be retained to render service beyond the minimum retention period. A liability for such one-time The charges that the Company expects to incur in connection with the restructuring are subject to a number of assumptions, and actual results may differ materially. The Company may also incur additional costs not currently contemplated due to events that may occur as a result of, or that are associated with, the restructuring plan. (o) Segment reporting The Company operates in one segment, the research and development of de novo protein therapeutics using sophisticated computational algorithms and methods to address unmet medical needs in oncology, inflammation, and autoimmunity. The Company’s operations and its assets are mostly held in the United States with an immaterial amount of long-lived assets in Canada. (p) Net loss per common stock Basic net loss per common stock is computed by dividing net loss by the weighted-average number of common stock and pre-funded pre-funded (q) Fair value of financial instruments The carrying amounts of certain of the Company’s financial instruments , The Company has no financial instruments that are measured at fair value as of December 31, 2019 and December 31, 2018. (r) Concentration of credit risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and cash equivalents. Cash and cash equivalents are invested in accordance with the Company’s investment policy. The primary objective for the Company’s investment portfolio is the preservation of capital and maintenance of liquidity and includes guidelines on the quality of financial instruments and defines allowable investments that the Company believes minimizes the exposure to concentration of credit risk. (s) Recently issued and recently adopted accounting standards The Company adopted ASU 2016-02 2016-02 right-of-use 2016-02 non-lease 2016-02 right-of-use In December 2019, the FASB issued ASU 2019-12 740-- 2019-12 2019-12 (t) Risks and uncertainties The Company is subject to numerous risks and uncertainties. These risks, among others, included the following: • the Company has no source of recurring revenue, has an accumulated deficit of $299.5 million as of December 31, 2019, may never become profitable and may incur substantial and increasing net losses for the foreseeable future as it continues its research and development programs; • the Company is likely to require additional capital to finance its operations which may not be available to it on acceptable terms, or at all; • the Company’s success is primarily dependent on the successful development, regulatory approval and commercialization of its drug product candidates; • the Company is subject to regulatory approval processes that are lengthy, time consuming and inherently unpredictable; the Company may not be able to obtain approval for any drug product candidates from the U.S. Food and Drug Administration, or FDA, or foreign regulatory authorities; • the Company’s intellectual property rights may be subject to claims by third parties and can be difficult and costly to protect; • the Company may not be able to recruit or retain key employees, including its senior management team; • the Company depends on the performance of third parties, including contract research organizations and third-party manufacturers; and • the Company faces competition from other pharmaceutical and biotechnology companies, academic institutions, governmental agencies, and public and private research institutions, among others. |
Merger of Neoleukin Therapeutic
Merger of Neoleukin Therapeutics, Inc. and Aquinox Pharmaceuticals, Inc. | 12 Months Ended |
Dec. 31, 2019 | |
Acquisition of Assets [Abstract] | |
Merger of Neoleukin Therapeutics, Inc. and Aquinox Pharmaceuticals, Inc. | 3. Merger of Neoleukin Therapeutics, Inc. and Aquinox Pharmaceuticals, Inc. On August 8, 2019, Former Neoleukin and Aquinox completed a transaction pursuant to the Agreement and Plan of Merger dated August 5, 2019. Former Neoleukin became a wholly owned subsidiary of Aquinox and Aquinox subsequently changed its name to Neoleukin Therapeutics, Inc. All of the outstanding shares of common stock of the Former Neoleukin were exchanged for 4,589,771 shares of common stock of the Company and 101,927 shares of non-voting The total consideration paid was $51.6 million and consisted (in thousands , except share data Fair value of 4,589,771 Aquinox common stock $ 15,055 Fair value of 101,927 Aquinox convertible preferred stock 33,432 Cash consideration for fractional shares 5 Transaction costs 3,086 Total consideration $ 51,578 The fair value of the Aquinox securities issued to stockholders of Former Neoleukin was based on the closing stock price on August 7, 2019, the last day of trading prior to the completion of the transaction. The transaction was accounted for as an asset acquisition as Former Neoleukin did not meet the definition of a business as substantially all of the value was in the In - The following table summarizes the assets acquired and liabilities assumed: (in thousands) Assets acquired: Cash and cash equivalents $ 3,282 Receivables, prepayments and deposits 560 Property and equipment 1,034 In - 47,716 Intangible asset 659 Total assets acquired 53,251 Liabilities assumed: Accounts payable and other liabilities 1,472 Financing lease liability 201 Total liabilities assumed 1,673 Total consideration $ 51,578 |
Property and equipment, net
Property and equipment, net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | 4 DECEMBER 31, 2019 (in thousands) COST ACCUMULATED NET BOOK Leasehold improvements $ 490 $ 333 $ 157 Laboratory equipment 1,515 62 1,453 Office furniture, equipment and systems 743 293 450 $ 2,748 $ 688 $ 2,060 DECEMBER 31, 2018 (in thousands) COST ACCUMULATED NET BOOK VALUE Leasehold improvements $ 490 $ 248 $ 242 Office furniture, equipment and systems 353 195 158 $ 843 $ 443 $ 400 Depreciation expense on property and equipment totaled $0.2 million, $0.3 million and $0.4 million for the years ended December 31, 2019, 2018 and 2017, respectively. |
Intangible asset, net
Intangible asset, net | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible asset, net | 5. Intangible asset, net (in thousands) DECEMBER 31, 2019 DECEMBER 31, Cost $ 659 $ — Accumulated amortization (92 ) — Net intangible asset $ 567 $ — |
Accounts payable and other liab
Accounts payable and other liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accounts payable and other liabilities | 6. Accounts payable and other liabilities (in thousands) DECEMBER 31, DECEMBER 31, Trade accounts payable $ 1,604 $ 702 Accrued clinical/preclinical expenses 944 3,655 Accrued compensation and vacation 1,238 21 Other accrued liabilities 339 240 $ 4,125 $ 4,618 |
Lease liabilities
Lease liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Lease liabilities | 7. Lease liabilities (a) ASU 2016-02 The Company has a lease agreement for approximately 6,272 square feet of office space in Seattle, Washington, for the Company’s principal executive offices, a laboratory for research and development and related uses. The lease was effective on September 23, 2019, commenced on October 1, 2019 and expires on October 31, 2021, unless terminated earlier. The Company is also responsible for the payment of additional rent to cover the Company’s share of the annual operating and tax expenses and utilities costs for the building. The Company has a lease agreement for approximately 10,946 square feet of office space in Canada , As part of the transaction with Former Neoleukin, the Company assumed a finance lease liability for laboratory equipment. The Company is obligated to make five annual payments for an aggregate purchase price of $0.3 million . As of December 31, 2019, the Company’s operating lease right of use asset was $0.8 million and its finance lease right of use asset was $0.3 million. The components of the lease expense were as follows: (in thousands) YEAR ENDED Finance lease cost Amortization of right-of-use $ 19 Interest on lease liabilities — Operating lease cost 197 Short term lease cost 105 Variable lease cost 181 Total net lease cost $ 502 Supplemental balance sheet information related to leases is as follows: YEAR ENDED Weighted average remaining lease term—finance leases 3.33 years Weighted average remaining lease term—operating leases 1.83 years Weighted average discount rate—finance leases 7.11% Weighted average discount rate—operating leases 5.37% Supplemental cash flow information related to leases was as follows: (in thousands) YEAR ENDED Cash paid for amounts included in the measurement of operating lease liabilities $ 236 Cash paid for amounts included in the measurement of finance lease liabilities 9 Operating lease liabilities arising from obtaining right-of-use 1,182 The calculation of the present value of the operating lease payments for the Vancouver lease did not include the option to extend the lease to October 31, 2026. At December 31, 2019, the future payments under the Company’s operating and finance lease liabilities were as follows: (in thousands) FINANCE LEASE OPERATING December 31, 2020 $ 66 $ 570 December 31, 2021 60 481 December 31, 2022 60 — December 31, 2023 59 — Total undiscounted lease payments 245 1,051 Less: imputed interest (37 ) (48 ) Total lease liabilities 208 1,003 Less: current portion (62 ) (556 ) Non-current — $ 146 $ 447 On December 23, 2019, the Company entered into a lease agreement for the lease of approximately 33,300 square feet of office space in Seattle, Washington, for the Company’s future principal executive offices, a laboratory for research and development and related uses. The lease was effective on December 23, 2019, rent obligations commence the lease (b) Disclosures related to periods prior to adoption of ASC 842 Leases Prior to the adoption of ASC 842, and pursuant to the legacy guidance within ASC 840, the Company recorded rent expense on a straight-line basis through the end of the lease term. Scheduled rent increases, rent holidays and tenant improvement allowance were included in deferred rent and recognized as a reduction in deferred rent over the term of the lease. As at December 31, 2018, the Company recorded a deferred rent liability of $0.3 million. The minimum lease payments under the non-cancelable 2019 2020 2021 Total Operating lease obligations $ 362 $ 336 $ 280 $ 978 $ 362 $ 336 $ 280 $ 978 During the years ended December 31, 2018 and 2017, the Company incurred operating lease costs of $0.7 million and $0.7 million, respectively. |
Stockholders' equity
Stockholders' equity | 12 Months Ended |
Dec. 31, 2019 | |
Federal Home Loan Banks [Abstract] | |
Stockholders' equity | 8. Stockholders’ equity (a) Common stock The Company — 50,000,000). On November 12, 2019, the Company’s stockholders approved the increase in the number of authorized shares of common stock from 50,000,000 to 100,000,000. As of December 31, 2019, total number of shares of common stock issued and outstanding was 37,996,849 (December 31, 2018 — 23,537,368). (b) Preferred stock The Company — 5,000,000). As of December 31, 2019 and December 31, 2018, no shares of preferred stock were issued or outstanding. (c) Merger with On August 8, 2019, the Company issued 4,589,771 shares of common stock and 101,927 shares of non-voting among non-voting was was as-is were On November 12, 2019, the Company’s stockholders approved the conversion of 101,927 shares of non-voting did outstanding non-voting (d) Pre-funded On December 17, 2019, Neoleukin entered into an exchange agreement (the “Exchange Agreement”) with certain stockholders, pursuant to which the Company exchanged an aggregate of 10,925,481 shares of common stock held by the stockholders for pre-funded warrants (the As the Exchange Warrants meet the conditions for equity classification, the proceeds previously received for the shares of common stock will remain in additional paid-in (e) Public offerings On December 20, 2019, the Company completed an underwritten public offering of 10,263,750 shares of its common stock at a price to the public of $8.40 per share. The aggregate net proceeds received by the Company from the offering, net of underwriting discounts and commissions and offering costs of approximately $5.5 million, were $80.7 million. (f) Stock option plan In January 2014, the Company’s stockholders approved the 2014 Equity Incentive Plan (“2014 Plan”) which became effective in March 2014. The 2014 Plan is the successor to and continuation of the Joint Canadian Stock Option Plan (the “2006 Plan”). No further grants will be made under the 2006 Plan. The 2014 Plan provides for the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards, performance cash awards, and other forms of equity awards to employees, directors, and consultants. As of December 31, 2019, the maximum number of shares of common stock that may be issued under the 2014 Plan was 9,080,445. The number of shares of common stock reserved for issuance under the 2014 Plan will be increased by the number of shares subject to stock options granted under the 2006 Plan that would have otherwise returned to the 2006 Plan, such as upon the expiration or termination of a stock award prior to vesting. As of December 31, 2019, there were 88,627 shares subject to stock options granted under the 2006 Plan. Additionally, the number of shares of common stock reserved for issuance under the 2014 Plan will automatically increase on January 1 of each year for a period of up to 10 years, beginning on January 1, 2015 and ending on and including January 1, 2024, by 4% of the total number of shares of capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by the board of directors. On November 12, 2019, the Company’s stockholders approved the increase in the number of shares reserved from issuance under the 2014 Plan by 4,500,000 shares. At December 31, 2019, the number of shares available to be granted under the 2014 Plan was 6,556,534 (December 31, 2018—1,156,378). Stock option transactions and the number of stock options outstanding are summarized below: NUMBER OF SHARES WEIGHTED WEIGHTED (IN YEARS) AGGREGATE VALUE ( THOUSANDS) Outstanding at December 31, 2018 2,897,294 $ 9.04 7.96 $ — Options granted 4,016,500 2.91 Options exercised (326,094 ) 4.77 Options forfeited (747,162 ) 8.71 Outstanding at December 31, 2019 5,840,538 $ 5.11 7.72 $ 45,037 Exercisable as of December 31, 2019 1,805,043 $ 9.85 3.36 $ 7,264 During the year ended December 31, 2019, the Company granted 3,830,000 stock options to employees, 76,500 stock options to consultants and 110,000 stock options to non-employee thirty-six non-employee 10-year During the year ended December 31, 2019, 326,094 shares of common stock were issued upon exercise of options with an aggregate intrinsic value of $1.3 million. During the year ended December 31, 2018, 64,938 shares of common stock were issued upon exercise of options with an aggregate intrinsic value of $0.3 million. Restricted stock units During the year ended December 31, 2019, the Company granted 72,000 restricted stock units to employees and consultants with a weighted average grant date fair value per share of $3.47. The restricted stock units vest 50% on the first anniversary of the grant and 50% on the second anniversary of the grant. All restricted stock units under the 2014 Plan are subject to a 10-year (g) Stock-based compensation The fair value of stock options granted is estimated using the Black-Scholes option pricing model with the following weighted average assumptions: YEARS ENDED DECEMBER 31, 2019 2018 2017 Expected volatility 90 % 80 % 84 % Expected dividends 0 % 0 % 0 % Expected terms (years) 6.07 6.00 6.00 Risk free rate 1.43 % 2.80 % 1.90 % Weighted average grant-date fair value of stock options $ 2.17 $ 6.24 $ 11.85 Stock options are granted with exercise prices as determined by the Board of Directors at the date of grant. The expected term represents the period that the Company’s stock-based awards are expected to be outstanding. As the Company does not have sufficient historical experience for determining the expected term of the stock option awards granted the Company has based its expected term for awards issued to employees on the simplified method, which represents the average period from vesting to the expiration of the stock option. In addition, the Company does not have sufficient trading history for the Company’s common stock, and therefore, the expected stock price volatility for the Company’s common stock was estimated by taking the average historical price volatility for industry peers. The Company has never declared or paid any cash dividends to common stockholders and does not presently plan to pay cash dividends in the foreseeable future. Consequently, the Company used an expected dividend yield of zero. The risk-free interest rate was based on the yields of treasury securities with maturities similar to the expected term of the options for each option group. The Company recognizes as an expense research and development expenses was $0.5 million, $0.8 million and $1.1 million for the years ended December 31, 2019, 2018 and 2017, respectively. Stock-based compensation expense charged to general and administration — 2.79 years). |
Previous license and collaborat
Previous license and collaboration agreement | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Previous license and collaboration agreement | 9. Previous license and collaboration agreement The Company had previously entered into an exclusive license and collaboration agreement with Astellas US LLC, a subsidiary of Astellas Pharma Inc. (“Astellas”) in May 2018. The Company granted Astellas an exclusive, royalty-bearing license to use, research, develop, manufacture and commercialize the Company’s drug candidate, rosiptor, and related compounds for all human diseases and conditions in Japan and certain other countries in the Asia-Pacific region. The license and collaboration agreement also included an upfront payment of $25.0 million and contractual milestones. The Company determined that its performance obligations under the agreement are the license and transfer of data, ongoing information sharing with Astellas and the material right granted to Astellas to acquire rosiptor at the Company’s cost. The upfront payment of $25.0 million was allocated between each of the performance obligations. On November 8, 2018, the Company entered into an Early Termination Agreement with Astellas to terminate the exclusive license and collaboration agreement between the Company and Astellas effective immediately. The $25.0 million upfront payment from Astellas is non-refundable |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 10. Restructuring In July 2018, the Company’s Board of Directors approved a restructuring plan to reduce operating costs and better align the Company’s workforce with the needs of its business following the June 27, 2018 announcement that its Phase 3 Leadership 301 clinical trial evaluating once-daily, oral rosiptor for the treatment of IC/BPS failed to meet its primary endpoint. The Company has halted all further development activities with rosiptor. Under the restructuring plan, the Company reduced its workforce by 30 employees (approximately 53% of total employees) and closed its office in San Bruno, California. Affected employees we During the second quarter of 2019, the Company revised its original estimate of aggregate restructuring charges lower by $2.0 million based upon updated information from its vendors related to a completed project. The following table shows the total amount expected to be incurred and the liability related to the July 2018 restructuring as at December 31, 2019: (in thousands) CLINICAL ONE-TIME CONTRACT SAN BRUNO TOTAL Amounts accrued as at January 1, 2018 $ — $ — $ — $ — $ — Charges — July 2018 5,703 1,879 1,108 465 9,155 Revised estimates during 2018 41 2 187 5 235 Total restructuring costs expected to be incurred 5,744 1,881 1,295 470 9,390 Amounts paid during 2018 (2,204 ) (1,881 ) (1,201 ) (470 ) (5,756 ) Amounts accrued at December 31, 2018 3,540 — 94 — 3,634 Revised estimates during 2019 (1,957 ) — 12 — (1,945 ) Amounts paid during 2019 (1,583 ) — (106 ) — (1,689 ) Amounts accrued at December 31, 2019 $ — $ — $ — $ — $ — On November 6, 2018, the Company’s Board of Directors approved an additional restructuring plan to further reduce operating costs. Under the restructuring plan, the Company reduced its workforce by 16 employees effective December 31, 2018. Further reduction of staff occurred in 2019. Affected employees we one-time The following table shows the total amount expected to be incurred and the liability related to the November 2018 restructuring as at December 31, 2019: (in thousands) ONE-TIME Total restructuring costs expected to be incurred $ 984 Amount paid in 2018 (922 ) Amount accrued at December 31, 2018 62 Restructuring costs incurred during 2019 655 Amount paid during the period ended December 31, 2019 (702 ) Amount accrued at December 31, 2019 $ 15 Restructuring charges expected to be incurred 1,645 Cumulative restructuring costs incurred as at December 31, 2019 (1,639 ) Restructuring charges expected to be incurred in future periods $ 6 For the year ended December 31, 2019, restructuring recoveries of $1.9 million were were (Note 11) Substantially all restructuring costs were paid by September 30, 2019. |
Other income, net
Other income, net | 12 Months Ended |
Dec. 31, 2019 | |
Other Income and Expenses [Abstract] | |
Other income, net | 11. Other income, net YEARS ENDED DECEMBER 31, (in thousands) 2019 2018 2017 Interest income $ 1,542 $ 1,563 $ 998 Foreign exchange losses (16 ) (75 ) (19 ) Miscellaneous expenses (Note 10) (8 ) (445 ) (39 ) $ 1,518 $ 1,043 $ 940 |
Net loss per common stock
Net loss per common stock | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net loss per common stock | 12. Net loss per common stock Basic and diluted net loss per common stock is computed by dividing net loss by the weighted average number of common stock outstanding. The Company excluded the following outstanding stock options and restricted stock units from the computation of basic and diluted net loss per common stock as the effect would have been antidilutive for all periods presented. YEARS ENDED DECEMBER 31, 2019 2018 2017 Outstanding stock options 5,840,538 2,897,294 2,069,167 Restricted stock units 72,000 — — 5,912,538 2,897,294 2,069,167 |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income taxes | 13. Income taxes Income tax recovery varies from the amounts that would be computed by applying the expected U.S. federal income tax rate (21%) as shown in the following table: YEARS ENDED DECEMBER 31, 2019 2018 2017 Statutory federal income tax rate (21.0 )% (21.0 )% (35.0 )% Change in tax rate 0.0 (0.1 ) (3.6 ) State income taxes 0.0 (1.4 ) (0.6 ) Foreign rate differential (0.2 ) (4.3 ) 7.9 Acquired in-process research and development 14.4 0.0 0.0 Stock compensation 2.6 2.8 2.0 Change in valuation allowance (0.6 ) 24.8 25.4 Expiration of NOLs (section 382) 5.4 — — Effect of the U.S. Tax Cuts and Jobs Act — — 4.6 Other (0.6 ) (0.8 ) (0.7 ) Income tax recovery — — — On December 22, 2017, the U.S. passed into law the “Tax Cuts and Jobs Act”, or the Act, which significantly overhaul the U.S. tax system. Significant changes to the Internal Revenue Code included a reduction in the U.S. federal corporate tax rate from 35% to 21%. The Company’s accounting for the provisions of the Act, based on the Company’s understanding of the Act and the latest guidance available, resulted in a $2.3 million reduction in its net deferred income tax assets as of December 31, 2017 to reflect the new statutory tax rate. This reduction to the net deferred income tax assets was fully offset by a corresponding reduction in the valuation allowance. (in thousands) YEARS ENDED DECEMBER 31, Net loss before taxes: 2019 2018 2017 Canada $ (2,129 ) $ (22,477 ) $ (43,758 ) U.S. (67,313 ) (9,108 ) (6,425 ) Total $ (69,442 ) $ (31,585 ) $ (50,183 ) Deferred income tax assets and liabilities result from the temporary differences between the amount of assets and liabilities recognized for financial statement and income tax purposes. The significant components of the deferred income tax assets are as follows: (in thousands) DECEMBER 31, DECEMBER 31, Canadian net operating losses $ 39,574 $ 40,252 U.S. net operating losses 5,347 5,588 Research and development deductions and credits 11,062 9,588 Other 1,831 1,797 Less: valuation allowance (57,814 ) (57,225 ) Net deferred income tax assets $ — $ — At December 31, 2019, the Company had Canadian net operating losses carried forward for tax purposes which were available to reduce taxable income of future years of approximately $146.6 million (December 31, 2018—approximately $149.1 million) expiring commencing in 2025 through 2039 . At December 31, 2019, the Company had U.S. net operating losses carried forward for tax purposes which were available to reduce taxable income of future years of approximately $25.5 million (December 31, 2018—approximately $21.8 million), of which approximately $nil million (December 31, 2018—approximately $14.6 million) arose in California. Of the $25.5 million of U.S. net operating loss carryforwards, $2.3 million will expire between the years 2028 and 2037 and the remaining $23.2 million are indefinite. The Company completed a formal study under IRC Section 382 to determine the U.S. tax attributes available for use. The results of the study indicated significant restriction on the Company’s ability to utilize the U.S. net operating losses carried forward. The U.S. tax attributes disclosed reflected the conclusion of that study. However, future ownership changes may further affect the limitation in future years. The Company also had unclaimed Canadian tax deductions with no expiry for scientific research and experimental development expenditures of approximately $22.5 million at December 31, 2019 (December 31, 2018—approximately $19.7 million). In addition, at December 31, 2019, the Company had approximately $5.8 million (December 31, 2018—approximately $5.2 million) of investment tax credits available to offset Canadian federal and provincial taxes payable expiring commencing in 2020 through 2038. Under ASC 740, the benefit of an uncertain tax position that is more likely than not of being sustained upon audit by the relevant taxing authority must be recognized at the largest amount that is more likely than not to be sustained. No portion of the benefit of an uncertain tax position may be recognized if the position has less than a 50% likelihood of being sustained. The Company currently does not have any unrecognized tax benefits of uncertain tax positions. The Company does not expect any significant increases to its unrecognized tax benefits within twelve months of the reporting date. The Company currently files income tax returns in the United States and Canada, the jurisdictions in which the Company believes that it is subject to tax. Further, while the statute of limitations in each jurisdiction where an income tax return has been filed generally limits the examination period, as a result of loss carry-forwards, the limitation period for examination generally does not expire until several years after the loss carry-forwards are utilized. Other than routine audits by tax authorities for tax credits and tax refunds that the Company has claimed, the Company is not aware of any other material income tax examination currently in progress by any taxing jurisdiction. |
License and patent agreements
License and patent agreements | 12 Months Ended |
Dec. 31, 2019 | |
License Agreement [Abstract] | |
License and patent agreements | 14. License and patent agreements The Company has an exclusive license agreement with the University of Washington, or UW, under which UW (on behalf of itself and Stanford University) granted the Company an exclusive worldwide license under certain patent rights, to make, have made, use, offer to sell, sell, offer to lease or lease, import, export or otherwise offer to dispose of licensed products in all fields of use, and a nonexclusive worldwide license to use certain know-how. As consideration for the licensed rights, the Former Neoleukin issued 536,813 shares of common stock to UW. These shares were exchanged for 188,974 shares of common stock of the Company and 4,197 shares of non-voting Furthermore, the Company is required to pay; (i) an annual maintenance fee starting in January 2022 (but excluding any year in which minimum annual royalties are paid); (ii) up to $0.9 million in combined development and regulatory milestone payments with respect to each distinct class of licensed product; (iii) up to $10.0 million in combined commercial milestone payments based on cumulative net sales of licensed products within each distinct class of licensed products, beginning when cumulative net sales of the class of licensed products equals or exceeds $100.0 million, with the majority payable when cumulative net sales of the class of licensed products equals or exceeds $1.0 billion; (iv) a low single-digit royalty on net sales of licensed products sold by the Company and its sublicensees, which may be subject to reductions, and subject to minimum annual royalty payments following the first commercial sale of a licensed product; (v) a certain percentage of any sublicense consideration (other than royalties) the Company receives from sublicensees, based on the stage of development at the time the sublicense is executed; and (vi) a certain percentage of consideration the Company receives from an acquisition of the Company or its assets based on the stage of development at the relevant time. The Company is obligated to pay royalties on a country-by-country The agreement will expire upon the expiration of the last valid claim within the licensed patent rights. The Company may terminate the agreement upon prior written notice to UW. UW may terminate the agreement by a specified number of days’ notice if the Company permanently ceases operations, becomes insolvent or similar, or if the Company challenges the validity of the licensed patent rights. In addition, UW may terminate the agreement for material breach that is not cured within a specified number of days, which cure period is to be at least doubled if the Company is proceeding diligently to cure the default. The Company has an agreement with Biolipox AB of Sweden for patent rights relating exclusively or principally to a specific class of compounds, which include rosiptor. The terms of the agreement required the Company to pay CAD $50,000 immediately, CAD $250,000 in shares of common stock upon the first submission to the FDA of an Investigational New Drug (IND) for a compound from the acquired class of compounds, and CAD $3.0 million upon the advancement of one of the compounds from the acquired class of compounds into a Phase 3 clinical trial. Certain other milestone payments, totaling CAD $1.5 million are payable upon the first commercial sale following regulatory approval of the first compound in each of the United States, Europe and Japan. There are no royalty payments due under this agreement. In June 2014, the Company issued 19,762 shares of common stock to Biolipox AB as payment for achievement of the milestone related to the first submission to the FDA of an IND for rosiptor. A CAD $3.0 million milestone payment was paid in November 2016 as a result of the advancement of rosiptor into a Phase 3 clinical trial. As all research and development activities related to rosiptor have been suspended, the Company does not currently have any product candidates under development that are covered by this agreement. The Company has an exclusive license agreement with the University of British Columbia (“UBC”) for a worldwide license to certain small molecule compounds and pharmaceutical compositions that are modulators of SHIP1 activity. The agreement expires at the earlier of the last expiry of any patent obtained related to the technology or through enactment of one of the termination clauses stipulated in the agreement. The Company paid annual maintenance fees of CAD $1,000 related to this agreement for the year ended December 31, 2019 (December 31, 2018 — CAD $1,000) and have contingent payments totaling up to CAD $2.2 million for the first drug product and CAD $1.5 million for each subsequent drug product plus low single-digit royalties. The Company does not currently have any product candidates under development that are covered by the UBC license agreement. On February 14, 2020, the Company and UBC entered into an agreement to terminate this license agreement. Upon the termination of this license agreement, the Company has no further obligations under this license agreement. The Company has an agreement with the British Columbia Cancer Agency and StemCell Technologies, Inc. for the assignment to the Company of certain patents to technology relating to SHIP1 in return for low single-digit royalty payment on product sales or low double-digit percentage of sublicense revenue. The agreement is to expire at the later of 20 years from the effective date of the agreement or upon the expiration of the last patent covered by the license. The Company incurred maintenance fees of CAD $5,000 related to this agreement during the years ended December 31, 2019, 2018 and 2017. The Company does not currently have any product candidates under development that are covered by this agreement. |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | 15. Commitments and Contingencies In 2019, the Company entered into a non-cancelable In the ordinary course of business, the Company may be subject from time to time to various proceedings, lawsuits, disputes, or claims. Although the Company cannot predict with assurance the outcome of any litigation, it does not believe there are currently any such actions that, if resolved unfavorable, would have a material impact on the Company’s financial condition, results of operations or cash flows. |
Basis of presentation and sum_2
Basis of presentation and summary of significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of presentation | (a) Basis of presentation The accompanying consolidated financial statements are presented in United States (“U.S.”) dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The financial results are presented on a consolidated basis. All intercompany transactions are eliminated on consolidation. |
Capital Requirements | (b) Capital requirements The Company operates in a capital intensive business. To finance its operations, the Company is likely to require additional capital. The Company may seek to raise funds through equity or debt financing. There is no assurance that financing will be available to the Company or at terms acceptable to the Company. Failure to obtain sufficient funds on acceptable terms can have a negative impact on the Company’s business, results of operations, financial condition, cash flows and future prospects. |
Foreign Currency Transactions and Translations Policy | (c) Foreign currency translation and transactions The functional currency of the Company and its subsidiaries re-measured Non-monetary Income and expenses are translated at the exchange rates prevailing at each transaction date, with the exception of amortization which is translated at historical exchange rates. Exchange gains and losses on translation are included in the consolidated statements of operations and comprehensive loss. |
Use of estimates and assumptions | (d) Use of estimates and assumptions The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of expenses during the reporting period. Significant areas requiring management estimates include valuation of stock options and restricted stock units, amortization and depreciation, determination of the fair values of assets and liabilities acquired in the acquisition of net assets of Former Neoleukin, accrual of expenses, determination of research and development costs, |
Cash and Cash Equivalents | (e) Cash and cash equivalents All highly liquid investments with maturities of three months or less at the date of acquisition are considered to be cash equivalents. |
Property, Plant and Equipment | (f) Property and equipment Property and equipment are recorded at cost and are amortized using the straight-line basis over a range of three to seven years. Expenditures for improvements to the Company’s office spaces are capitalized and expenditures for maintenance and repairs are expensed as incurred. Leasehold improvements are amortized over the lesser of useful life and term of the lease. The Company reviews the carrying value of property and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets. The factors considered by management in performing this assessment include current operating results, trends and prospects, the manner in which the property is used, and the effects of obsolescence, demand, competition, and other economic factors. Based on management’s assessment there were no indicators of impairment of property and equipment as at December 31, 2019 and 2018. |
Leases | (g) Leases At contract inception, the Company determines if the contract is a lease or contains a lease. Operating leases are recorded as operating lease right-of-use non-current right-of-use non-current Right-of-use right-of-use For leases of office space with a lease term of less than 12 months and which do not include an option to purchase the underlying asset, the Company has elected to recognize the lease payments in the statement of operations on a straight-line basis over the lease term. For leases of office space, the Company has elected to not separate the lease components from the non-lease |
Asset acquisitions/Intangible assets | (h) Asset acquisitions /Intangible assets At the time of acquisition, the Company determines if a transaction should be accounted for as a business combination or acquisition of assets. The Company accounted for its transaction with Neoleukin as an asset acquisition as substantially all the value of the acquisition is concentrated in one identifiable intangible asset. For an acquisition of assets, the cost of acquiring the asset group, including transaction costs, is allocated to the acquired assets and assumed liabilities based on their relative fair values without giving rise to goodwill. Acquired in-process an estimated useful life of three years. The intangible asset is tested for impairment when events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. The Company recognizes an impairment loss when carrying amount is not recoverable and the estimated fair value of the intangible asset is less than its carrying value. |
Clinical Trial Accrual | (i) Clinical trial accruals As part of the process of preparing its consolidated financial statements, the Company is required to estimate expenses resulting from its obligations under contracts with vendors, consultants and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations which vary contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to the Company under such contracts. The Company reflects the appropriate clinical trial expenses in the consolidated financial statements by matching those expenses with the period in which services and efforts are expended. The Company accounts for these expenses according to the progress of the trial as measured by patient progression and the timing of various aspects of the trial. During the course of a clinical trial, the Company adjusts the rate of clinical trial expense recognition if actual results differ from estimates. The Company prepares estimates of accrued expenses as of each balance sheet date in the consolidated financial statements based on facts and circumstances known at that time. Although the Company does not expect the estimates to be materially different from amounts actually incurred, the Company’s 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 the Company reporting amounts that are too high or too low for any particular period. The Company’s clinical trial accruals are dependent upon the timely and accurate reporting of contract research organizations and other third-party vendors. |
Income taxes | (j) Income taxes The Company accounts for income taxes using ASC 740, Income Taxes which is an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. In estimating future tax consequences, ASC 740 generally considers all expected future events other than enactments of and changes in the tax law or rates. The measurement of deferred tax assets is reduced, if necessary, by the extent of the valuation allowance. ASC 740 clarifies the criteria that must be met prior to recognition of the financial statement benefit of a position taken in a tax return. ASC 740 provides a benefit recognition model with a two-step “more-likely-than-not” Investment tax credits relating to scientific research and experimental development are accounted for as a reduction in operating expenses. They are recorded in the period when there is reasonable assurance the credits will be realized. If investment tax credit amounts subsequently received are less or more than originally recorded, the difference is treated as a change in estimate. |
Revenue recognition | (k) Revenue recognition The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements subject to the scope of Topic 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company assesses the goods or services promised within each contract and identifies performance obligations that are distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to each performance obligation when (or as) the performance obligation is satisfied. The Company’s only source of revenue was amounts earned under a license and collaboration agreement entered into and subsequently terminated in 2018. |
Research and development costs | (l) Research and development costs Research and development costs are charged to expense as incurred and include items such as: employee related expenses, including salaries and benefits, expenses incurred under agreements with contract research organizations and investigative sites that conduct clinical trials and preclinical studies, the cost of acquiring, developing and manufacturing clinical trial materials, facilities, and other expenses, which include direct and allocated expenses for rent and maintenance of facilities, and other supplies and costs associated with clinical trials, preclinical activities, and regulatory operations. Restructuring costs associated with the termination of research and development programs and related employees are included in research and development costs. Development costs are expensed in the period incurred unless management believes a development project meets generally accepted accounting criteria for deferral and amortization. No product development expenditures have been deferred to date. The Company records costs for certain development activities, such as clinical trials, based on management’s evaluation of the progress to completion of specific tasks using data such as patient enrollment, clinical site activations, or information provided to the Company by vendors on their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the pattern of costs incurred, and are reflected in the consolidated financial statements as prepaid or accrued expense. |
Accounting for stock-based compensation | (m) Accounting for stock-based compensation The Company has issued stock options and restricted stock units (“RSUs”). The Company measures the cost of services received in exchange for an award of equity instruments based on the grant-date fair value of the award. The cost of such award will be recognized over the period during which services are provided in exchange for the award, generally the vesting period. The Company accounts for forfeitures as they occur. All share-based payments to employees are recognized in the consolidated financial statements based upon their respective grant date fair values. The Company initially measures the compensation expense of stock-based awards granted to consultants using the grant date fair value of the award. Compensation expense is recognized over the period during which services are rendered by such consultants. At the end of each financial reporting period prior to completion of services being rendered, the compensation expense related to these awards is remeasured using the then current fair value of the Company’s common stock for RSUs, or based upon updated assumptions in the Black-Scholes option pricing model for stock option awards. The Company estimates the fair value of options granted using the Black-Scholes option pricing model. This approximation uses assumptions regarding a number of inputs that requires management to make significant estimates and judgments. The expected volatility assumption is based on industry peer information and the Company expects to continue to do so until it has adequate historical volatility of its common stock. Additionally, because the Company has no significant history to calculate the expected term, the simplified method calculation is used. The fair value of each RSU is measured using the closing price of the Company’s common stock on the date of grant. |
Restructuring costs | (n) Restructuring costs The Company accounts for restructuring costs in accordance with ASC 420, Exit or Disposal Cost Obligations. ASC 420 specifies that a liability for a cost associated with an exit or disposal activity be recognized when the liability is incurred, except for a liability where employees are required to render service until they are terminated in order to receive termination benefits and will be retained to render service beyond the minimum retention period. A liability for such one-time The charges that the Company expects to incur in connection with the restructuring are subject to a number of assumptions, and actual results may differ materially. The Company may also incur additional costs not currently contemplated due to events that may occur as a result of, or that are associated with, the restructuring plan. |
Segment reporting | (o) Segment reporting The Company operates in one segment, the research and development of de novo protein therapeutics using sophisticated computational algorithms and methods to address unmet medical needs in oncology, inflammation, and autoimmunity. The Company’s operations and its assets are mostly held in the United States with an immaterial amount of long-lived assets in Canada. |
Net loss per common stock | (p) Net loss per common stock Basic net loss per common stock is computed by dividing net loss by the weighted-average number of common stock and pre-funded pre-funded |
Fair value of financial instruments | (q) Fair value of financial instruments The carrying amounts of certain of the Company’s financial instruments , The Company has no financial instruments that are measured at fair value as of December 31, 2019 and December 31, 2018. |
Concentration of credit risk | (r) Concentration of credit risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and cash equivalents. Cash and cash equivalents are invested in accordance with the Company’s investment policy. The primary objective for the Company’s investment portfolio is the preservation of capital and maintenance of liquidity and includes guidelines on the quality of financial instruments and defines allowable investments that the Company believes minimizes the exposure to concentration of credit risk. |
Recently issued and recently adopted accounting standards | (s) Recently issued and recently adopted accounting standards The Company adopted ASU 2016-02 2016-02 right-of-use 2016-02 non-lease 2016-02 right-of-use In December 2019, the FASB issued ASU 2019-12 740-- 2019-12 2019-12 |
Risk And Uncertainties | (t) Risks and uncertainties The Company is subject to numerous risks and uncertainties. These risks, among others, included the following: • the Company has no source of recurring revenue, has an accumulated deficit of $299.5 million as of December 31, 2019, may never become profitable and may incur substantial and increasing net losses for the foreseeable future as it continues its research and development programs; • the Company is likely to require additional capital to finance its operations which may not be available to it on acceptable terms, or at all; • the Company’s success is primarily dependent on the successful development, regulatory approval and commercialization of its drug product candidates; • the Company is subject to regulatory approval processes that are lengthy, time consuming and inherently unpredictable; the Company may not be able to obtain approval for any drug product candidates from the U.S. Food and Drug Administration, or FDA, or foreign regulatory authorities; • the Company’s intellectual property rights may be subject to claims by third parties and can be difficult and costly to protect; • the Company may not be able to recruit or retain key employees, including its senior management team; • the Company depends on the performance of third parties, including contract research organizations and third-party manufacturers; and • the Company faces competition from other pharmaceutical and biotechnology companies, academic institutions, governmental agencies, and public and private research institutions, among others. |
Merger of Neoleukin Therapeut_2
Merger of Neoleukin Therapeutics, Inc. and Aquinox Pharmaceuticals, Inc. (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Acquisition of Assets [Abstract] | |
Schedule of Total Consideration Paid | The total consideration paid was $51.6 million and consisted (in thousands , except share data Fair value of 4,589,771 Aquinox common stock $ 15,055 Fair value of 101,927 Aquinox convertible preferred stock 33,432 Cash consideration for fractional shares 5 Transaction costs 3,086 Total consideration $ 51,578 |
Summary of the Assets Acquired and Liabilities Assumed | The following table summarizes the assets acquired and liabilities assumed: (in thousands) Assets acquired: Cash and cash equivalents $ 3,282 Receivables, prepayments and deposits 560 Property and equipment 1,034 In - 47,716 Intangible asset 659 Total assets acquired 53,251 Liabilities assumed: Accounts payable and other liabilities 1,472 Financing lease liability 201 Total liabilities assumed 1,673 Total consideration $ 51,578 |
Property and equipment, net (Ta
Property and equipment, net (Table) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | DECEMBER 31, 2019 (in thousands) COST ACCUMULATED NET BOOK Leasehold improvements $ 490 $ 333 $ 157 Laboratory equipment 1,515 62 1,453 Office furniture, equipment and systems 743 293 450 $ 2,748 $ 688 $ 2,060 DECEMBER 31, 2018 (in thousands) COST ACCUMULATED NET BOOK VALUE Leasehold improvements $ 490 $ 248 $ 242 Office furniture, equipment and systems 353 195 158 $ 843 $ 443 $ 400 |
Intangible asset, net (Tables)
Intangible asset, net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Asset | (in thousands) DECEMBER 31, 2019 DECEMBER 31, Cost $ 659 $ — Accumulated amortization (92 ) — Net intangible asset $ 567 $ — |
Accounts payable and other li_2
Accounts payable and other liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Other Liabilities | (in thousands) DECEMBER 31, DECEMBER 31, Trade accounts payable $ 1,604 $ 702 Accrued clinical/preclinical expenses 944 3,655 Accrued compensation and vacation 1,238 21 Other accrued liabilities 339 240 $ 4,125 $ 4,618 |
Lease liabilities (Tables)
Lease liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of the lease expense were as follows: (in thousands) YEAR ENDED Finance lease cost Amortization of right-of-use $ 19 Interest on lease liabilities — Operating lease cost 197 Short term lease cost 105 Variable lease cost 181 Total net lease cost $ 502 |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases is as follows: YEAR ENDED Weighted average remaining lease term—finance leases 3.33 years Weighted average remaining lease term—operating leases 1.83 years Weighted average discount rate—finance leases 7.11% Weighted average discount rate—operating leases 5.37% |
Supplemental Cash flow Information Related to Leases | Supplemental cash flow information related to leases was as follows: (in thousands) YEAR ENDED Cash paid for amounts included in the measurement of operating lease liabilities $ 236 Cash paid for amounts included in the measurement of finance lease liabilities 9 Operating lease liabilities arising from obtaining right-of-use 1,182 |
Schedule of Company's Operating Lease Liability | At December 31, 2019, the future payments under the Company’s operating and finance lease liabilities were as follows: (in thousands) FINANCE LEASE OPERATING December 31, 2020 $ 66 $ 570 December 31, 2021 60 481 December 31, 2022 60 — December 31, 2023 59 — Total undiscounted lease payments 245 1,051 Less: imputed interest (37 ) (48 ) Total lease liabilities 208 1,003 Less: current portion (62 ) (556 ) Non-current — $ 146 $ 447 |
Schedule of Company's Finance Lease Liability | At December 31, 2019, the future payments under the Company’s operating and finance lease liabilities were as follows: (in thousands) FINANCE LEASE OPERATING December 31, 2020 $ 66 $ 570 December 31, 2021 60 481 December 31, 2022 60 — December 31, 2023 59 — Total undiscounted lease payments 245 1,051 Less: imputed interest (37 ) (48 ) Total lease liabilities 208 1,003 Less: current portion (62 ) (556 ) Non-current — $ 146 $ 447 |
Schedule of Minimum Lease Payments under Non-cancelable Operating Leases | The minimum lease payments under the non-cancelable 2019 2020 2021 Total Operating lease obligations $ 362 $ 336 $ 280 $ 978 $ 362 $ 336 $ 280 $ 978 |
Stockholders' equity (Tables)
Stockholders' equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Federal Home Loan Banks [Abstract] | |
Schedule of Stock Option Transactions and Number of Stock Options Outstanding | Stock option transactions and the number of stock options outstanding are summarized below: NUMBER OF SHARES WEIGHTED WEIGHTED (IN YEARS) AGGREGATE ( Outstanding at December 31, 2018 2,897,294 $ 9.04 7.96 $ — Options granted 4,016,500 2.91 Options exercised (326,094 ) 4.77 Options forfeited (747,162 ) 8.71 Outstanding at December 31, 2019 5,840,538 $ 5.11 7.72 $ 45,037 Exercisable as of December 31, 2019 1,805,043 $ 9.85 3.36 $ 7,264 |
Schedule of Weighted Average Assumptions | The fair value of stock options granted is estimated using the Black-Scholes option pricing model with the following weighted average assumptions: YEARS ENDED DECEMBER 31, 2019 2018 2017 Expected volatility 90 % 80 % 84 % Expected dividends 0 % 0 % 0 % Expected terms (years) 6.07 6.00 6.00 Risk free rate 1.43 % 2.80 % 1.90 % Weighted average grant-date fair value of stock options $ 2.17 $ 6.24 $ 11.85 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Restructuring Plan, July 2018 [Member] | |
Summary of Total Amount Expected to Be Incurred and Liability | The following table shows the total amount expected to be incurred and the liability related to the July 2018 restructuring as at December 31, 2019: (in thousands) CLINICAL ONE-TIME CONTRACT SAN BRUNO TOTAL Amounts accrued as at January 1, 2018 $ — $ — $ — $ — $ — Charges — July 2018 5,703 1,879 1,108 465 9,155 Revised estimates during 2018 41 2 187 5 235 Total restructuring costs expected to be incurred 5,744 1,881 1,295 470 9,390 Amounts paid during 2018 (2,204 ) (1,881 ) (1,201 ) (470 ) (5,756 ) Amounts accrued at December 31, 2018 3,540 — 94 — 3,634 Revised estimates during 2019 (1,957 ) — 12 — (1,945 ) Amounts paid during 2019 (1,583 ) — (106 ) — (1,689 ) Amounts accrued at December 31, 2019 $ — $ — $ — $ — $ — |
Restructuring Plan, November 2018 [Member] | |
Summary of Total Amount Expected to Be Incurred and Liability | The following table shows the total amount expected to be incurred and the liability related to the November 2018 restructuring as at December 31, 2019: (in thousands) ONE-TIME Total restructuring costs expected to be incurred $ 984 Amount paid in 2018 (922 ) Amount accrued at December 31, 2018 62 Restructuring costs incurred during 2019 655 Amount paid during the period ended December 31, 2019 (702 ) Amount accrued at December 31, 2019 $ 15 Restructuring charges expected to be incurred 1,645 Cumulative restructuring costs incurred as at December 31, 2019 (1,639 ) Restructuring charges expected to be incurred in future periods $ 6 |
Other income, net (Tables)
Other income, net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Income, Net | YEARS ENDED DECEMBER 31, (in thousands) 2019 2018 2017 Interest income $ 1,542 $ 1,563 $ 998 Foreign exchange losses (16 ) (75 ) (19 ) Miscellaneous expenses (Note 10) (8 ) (445 ) (39 ) $ 1,518 $ 1,043 $ 940 |
Net loss per common stock (Tabl
Net loss per common stock (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net loss per common stock | YEARS ENDED DECEMBER 31, 2019 2018 2017 Outstanding stock options 5,840,538 2,897,294 2,069,167 Restricted stock units 72,000 — — 5,912,538 2,897,294 2,069,167 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income tax Recovery | Income tax recovery varies from the amounts that would be computed by applying the expected U.S. federal income tax rate (21%) as shown in the following table: YEARS ENDED DECEMBER 31, 2019 2018 2017 Statutory federal income tax rate (21.0 )% (21.0 )% (35.0 )% Change in tax rate 0.0 (0.1 ) (3.6 ) State income taxes 0.0 (1.4 ) (0.6 ) Foreign rate differential (0.2 ) (4.3 ) 7.9 Acquired in-process research and development 14.4 0.0 0.0 Stock compensation 2.6 2.8 2.0 Change in valuation allowance (0.6 ) 24.8 25.4 Expiration of NOLs (section 382) 5.4 — — Effect of the U.S. Tax Cuts and Jobs Act — — 4.6 Other (0.6 ) (0.8 ) (0.7 ) Income tax recovery — — — |
Schedule of Net (Loss) Income Before Taxes | (in thousands) YEARS ENDED DECEMBER 31, Net loss before taxes: 2019 2018 2017 Canada $ (2,129 ) $ (22,477 ) $ (43,758 ) U.S. (67,313 ) (9,108 ) (6,425 ) Total $ (69,442 ) $ (31,585 ) $ (50,183 ) |
Components of Deferred Income Tax Assets | Deferred income tax assets and liabilities result from the temporary differences between the amount of assets and liabilities recognized for financial statement and income tax purposes. The significant components of the deferred income tax assets are as follows: (in thousands) DECEMBER 31, DECEMBER 31, Canadian net operating losses $ 39,574 $ 40,252 U.S. net operating losses 5,347 5,588 Research and development deductions and credits 11,062 9,588 Other 1,831 1,797 Less: valuation allowance (57,814 ) (57,225 ) Net deferred income tax assets $ — $ — |
Basis of presentation and sum_3
Basis of presentation and summary of significant accounting policies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Significant Accounting Policies [Line Items] | |||
Recognition of right-of-use assets | $ 770 | ||
Recognition of lease liabilities | 1,003 | ||
Accumulated deficit | $ (299,529) | $ (230,087) | |
Intangible asset, useful life | 3 years | ||
Accounting Standards Update 2016-02 [Member] | |||
Significant Accounting Policies [Line Items] | |||
Recognition of right-of-use assets | $ 200 | ||
Recognition of lease liabilities | 500 | ||
Derecognition of deferred rent liability | $ 300 |
Merger of Neoleukin Therapeut_3
Merger of Neoleukin Therapeutics, Inc. and Aquinox Pharmaceuticals, Inc. - Additional information (Detail) - USD ($) $ in Thousands | Aug. 08, 2019 | Dec. 31, 2019 |
Acquisition Of Assets [Line Items] | ||
Finite-lived Intangible assets, fair value disclosure | $ 47,716 | |
In Process Research and Development [Member] | ||
Acquisition Of Assets [Line Items] | ||
Finite-lived Intangible assets, fair value disclosure | $ 47,700 | |
Common Stock [Member] | ||
Acquisition Of Assets [Line Items] | ||
Stock issued for acquisition | 4,589,771 | |
Aquinox [Member] | Common Stock [Member] | ||
Acquisition Of Assets [Line Items] | ||
Stock issued for acquisition | 4,589,771 | |
Non-voting convertible preferred stock [Member] | Aquinox [Member] | ||
Acquisition Of Assets [Line Items] | ||
Stock issued for acquisition | 101,927 |
Merger of Neoleukin Therapeut_4
Merger of Neoleukin Therapeutics, Inc. and Aquinox Pharmaceuticals, Inc. - Schedule of Total Consideration Paid (Detail) $ in Thousands | Aug. 08, 2019USD ($) |
Acquisition Of Assets [Line Items] | |
Cash consideration for fractional shares | $ 5 |
Transaction costs | 3,086 |
Total consideration | 51,578 |
Aquinox [Member] | Common Stock [Member] | |
Acquisition Of Assets [Line Items] | |
Fair Value | 15,055 |
Convertible Preferred Stock [Member] | Aquinox [Member] | |
Acquisition Of Assets [Line Items] | |
Fair Value | $ 33,432 |
Merger of Neoleukin Therapeut_5
Merger of Neoleukin Therapeutics, Inc. and Aquinox Pharmaceuticals, Inc. - Schedule of Total Consideration Paid (Parenthetical) (Detail) - USD ($) $ in Thousands | Aug. 08, 2019 | Dec. 31, 2019 |
Acquisition Of Assets [Line Items] | ||
Assets of acquisitions consideration | $ 51,578 | |
Common Stock [Member] | ||
Acquisition Of Assets [Line Items] | ||
Stock issued for acquisition | 4,589,771 | |
Aquinox [Member] | Common Stock [Member] | ||
Acquisition Of Assets [Line Items] | ||
Stock issued for acquisition | 4,589,771 | |
Non-voting convertible preferred stock [Member] | Aquinox [Member] | ||
Acquisition Of Assets [Line Items] | ||
Stock issued for acquisition | 101,927 |
Merger of Neoleukin Therapeut_6
Merger of Neoleukin Therapeutics, Inc. and Aquinox Pharmaceuticals, Inc. - Summary of the Assets Acquired and Liabilities Assumed (Detail) - Aquinox [Member] $ in Thousands | Aug. 08, 2019USD ($) |
Assets acquired: | |
Cash and cash equivalents | $ 3,282 |
Receivables, prepayments and deposits | 560 |
Property and equipment | 1,034 |
In-process research and development | 47,716 |
Intangible asset | 659 |
Total assets acquired | 53,251 |
Liabilities assumed: | |
Accounts payable and other liabilities | 1,472 |
Financing lease liability | 201 |
Total liabilities assumed | 1,673 |
Total consideration | $ 51,578 |
Property and equipment, net - S
Property and equipment, net - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, cost | $ 2,748 | $ 843 |
Property and equipment, accumulated amortization | 688 | 443 |
Property and equipment, net book Value | 2,060 | 400 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, cost | 490 | 490 |
Property and equipment, accumulated amortization | 333 | 248 |
Property and equipment, net book Value | 157 | 242 |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, cost | 1,515 | |
Property and equipment, accumulated amortization | 62 | |
Property and equipment, net book Value | 1,453 | |
Office Furniture, Equipment and Systems [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, cost | 743 | 353 |
Property and equipment, accumulated amortization | 293 | 195 |
Property and equipment, net book Value | $ 450 | $ 158 |
Property and equipment, net - A
Property and equipment, net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 0.2 | $ 0.3 | $ 0.4 |
Intangible asset, net - Summary
Intangible asset, net - Summary of Intangible Asset (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Cost | $ 659 | |
Accumulated amortization | (92) | |
Net intangible asset | $ 567 |
Accounts Payable and Other Li_3
Accounts Payable and Other Liabilities - Schedule of Accounts Payable and Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Trade accounts payable | $ 1,604 | $ 702 |
Accrued clinical/preclinical expenses | 944 | 3,655 |
Accrued compensation and vacation | 1,238 | 21 |
Other accrued liabilities | 339 | 240 |
Accounts payable and other liabilities | $ 4,125 | $ 4,618 |
Lease liabilities - Additional
Lease liabilities - Additional Information (Detail) | Dec. 23, 2019USD ($)ft² | Sep. 23, 2019ft² | Dec. 22, 2016ft² | Nov. 01, 2016ft² | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($) |
Lessee, Lease, Description [Line Items] | |||||||
Finance lease liability annual payment | $ 66,000 | ||||||
Deferred rent liability | $ 313,000 | ||||||
Operating lease costs | $ 700,000 | $ 700,000 | |||||
Finance lease liability aggregate purchase price of Asset | 300,000 | ||||||
Operating Lease Right Of Use Asset | 770,000 | ||||||
Finance Lease Right Of Use Asset | $ 300,000 | ||||||
Percentage of Increase In Lease Rent | 2.50% | ||||||
Canada [Member] | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Square feet of office space leased | ft² | 2,500 | 10,946 | |||||
Lease agreement, commencement date | Dec. 22, 2016 | Nov. 1, 2016 | |||||
Lease agreement, expiration date | Jun. 30, 2019 | Oct. 31, 2021 | |||||
Lease agreement extended period | Oct. 31, 2026 | ||||||
USA [Member] | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Square feet of office space leased | ft² | 33,300 | 6,272 | |||||
Lease agreement, commencement date | Dec. 1, 2020 | Oct. 1, 2019 | |||||
Finance lease liability annual payment | $ 2 | ||||||
Lease agreement, expiration date | Dec. 1, 2028 | Oct. 31, 2021 |
Lease liabilities - Schedule of
Lease liabilities - Schedule of Components of Lease Expense (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Finance lease cost | |
Amortization of right-of-use asset | $ 19 |
Interest on lease liabilities | |
Operating lease cost | 197 |
Short-term Lease, Cost | 105 |
Variable lease cost | 181 |
Total net lease cost | $ 502 |
Weighted average remaining lease term—finance leases | 3 years 3 months 29 days |
Weighted average remaining lease term—operating leases | 1 year 9 months 29 days |
Weighted average discount rate—finance leases | 7.11% |
Weighted average discount rate—operating leases | 5.37% |
Lease liabilities - Supplementa
Lease liabilities - Supplemental Cash flow Information Related to Leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Capital Leases, Net Investment in Direct Financing and Sales Type Leases [Abstract] | |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 236 |
Cash paid for amounts included in the measurement of finance lease liabilities | 9 |
Operating lease liabilities arising from obtaining right-of-use assets | $ 1,182 |
Lease liabilities - Schedule _2
Lease liabilities - Schedule of Company's Operating and Finance Lease Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finance lease liability | ||
December 31, 2020 | $ 66 | |
December 31, 2021 | 60 | |
December 31, 2022 | 60 | |
December 31, 2023 | 59 | |
Total undiscounted lease payments | 245 | |
Less: imputed interest | (37) | |
Total lease liabilities | 208 | |
Less: current portion | (62) | $ (9) |
Non-current lease liabilities—December 31, 2019 | 146 | $ 6 |
Operating lease liability | ||
December 31, 2020 | 570 | |
December 31, 2021 | 481 | |
December 31, 2022 | ||
December 31, 2023 | ||
Total undiscounted lease payments | 1,051 | |
Less: imputed interest | (48) | |
Total lease liabilities | 1,003 | |
Less: current portion | (556) | |
Non-current lease liabilities—December 31, 2019 | $ 447 |
Lease liabilities - Schedule _3
Lease liabilities - Schedule of Minimum Lease Payments under Non-cancelable Operating Leases (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Lessee Disclosure [Abstract] | |
2019 | $ 362 |
2020 | 336 |
2021 | 280 |
Total | $ 978 |
Stockholders' equity - Addition
Stockholders' equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Dec. 20, 2019 | Dec. 17, 2019 | Nov. 12, 2019 | Aug. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Total number of shares authorized | 100,000,000 | ||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | 50,000,000 | ||||
Common stock, par value | $ 0.000001 | $ 0.000001 | |||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | |||||
Preferred stock, par value | $ 0.000001 | $ 0.000001 | |||||
Common stock, shares issued | 37,996,849 | 23,537,368 | |||||
Common stock, shares outstanding | 37,996,849 | 23,537,368 | |||||
Preferred stock, shares issued | 0 | 0 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Shares of common stock reserved for issuance description | Additionally, the number of shares of common stock reserved for issuance under the 2014 Plan will automatically increase on January 1 of each year for a period of up to 10 years, beginning on January 1, 2015 and ending on and including January 1, 2024, by 4% of the total number of shares of capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by the board of directors. | ||||||
Shares of common stock reserved for issuance percentage | 4.00% | ||||||
Years of increase in shares of common stock reserved for issuance | 10 years | ||||||
Options granted, Number of Shares | 4,016,500 | ||||||
Common stock issued upon exercise of options | 326,094 | 64,938 | |||||
Unrecognized stock-based compensation cost | $ 8,400 | $ 7,800 | |||||
Unrecognized stock-based compensation cost, weighted-average period recognized | 3 years 6 months 10 days | 2 years 9 months 14 days | |||||
Stock conversion ratio | 1 preferred stock = 100 common stock | ||||||
Stock options granted, exercise price per share | $ 2.91 | ||||||
Common stock issued upon exercise of options aggregate intrinsic value | $ 1,300 | $ 300 | |||||
Conversion of common stock to warrants | 10,925,481 | ||||||
Increase In Number Of Shares Reserved For Issuance | 4,500,000 | ||||||
Aggregate net proceeds from public offering, net of underwriting commissions | $ 80,691 | ||||||
Stock options outstanding | 5,840,538 | 2,897,294 | |||||
Research and Development Expense [Member] | |||||||
Stock-based compensation expense | $ 500 | $ 800 | $ 1,100 | ||||
General and Administrative Expense [Member] | |||||||
Stock-based compensation expense | $ 7,200 | $ 3,900 | $ 2,700 | ||||
First year [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Vesting Percentage | 50.00% | ||||||
Second year [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Vesting Percentage | 50.00% | ||||||
2014 Plan | |||||||
Maximum number of shares of common stock that may be issued | 9,080,445 | ||||||
Shares available to be granted | 6,556,534 | 1,156,378 | |||||
2014 Plan | Restricted Stock Units (RSUs) [Member] | |||||||
Award expiration period | 10 years | ||||||
Equity Incentive Plan 2006 [Member] | |||||||
Stock options outstanding | 88,627 | ||||||
Employees And Consultants [Member] | |||||||
Options granted, Number of Shares | 3,830,000 | ||||||
Employees And Consultants [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Restricted shares Granted | 72,000 | ||||||
Weighted average Fair value Grant | $ 3.47 | ||||||
Employees [Member] | |||||||
Vesting Percentage | 25.00% | ||||||
Employees [Member] | 2014 Plan | |||||||
Award expiration period | 10 years | ||||||
Employees [Member] | Minimum [Member] | |||||||
Stock options granted, exercise price per share | $ 2.71 | ||||||
Employees [Member] | Maximum [Member] | |||||||
Stock options granted, exercise price per share | $ 5.30 | ||||||
Non-Employee Directors [Member] | |||||||
Options granted, Number of Shares | 110,000 | ||||||
Consultants [Member] | |||||||
Options granted, Number of Shares | 76,500 | ||||||
Vesting Percentage | 25.00% | ||||||
Vesting rights awards | The stock options granted to consultants during the year ended December 31, 2019 have exercise prices per share ranging from $2.82 to $3.76 and have a vesting period of one year in equal monthly installments from the beginning of the vesting period for certain grants and a vesting period of 25% one year after the beginning of the vesting period and thereafter ratably each month over the following thirty-six months for other grants. | ||||||
Consultants [Member] | Minimum [Member] | |||||||
Stock options granted, exercise price per share | $ 2.82 | ||||||
Consultants [Member] | Maximum [Member] | |||||||
Stock options granted, exercise price per share | $ 3.76 | ||||||
Common Stock [Member] | |||||||
Stock issued for acquisition | 4,589,771 | ||||||
Common stock issued upon exercise of options | 326,094 | 64,938 | 49,280 | ||||
Sale of shares under public offering | 10,263,750 | 10,263,750 | |||||
Conversion of common stock to warrants | (10,925,481) | ||||||
Sale of shares under public offering, price per share | $ 8.40 | ||||||
Underwriting commissions and offering costs | $ 5,500 | ||||||
Aggregate net proceeds from public offering, net of underwriting commissions | $ 80,700 | ||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 10,192,700 | ||||||
Aquinox [Member] | Common Stock [Member] | |||||||
Stock issued for acquisition | 4,589,771 | ||||||
Non-voting convertible preferred stock [Member] | |||||||
Aggregate net proceeds from public offering, net of underwriting commissions | |||||||
Shares To Be Converted | 101,927 | ||||||
Non-voting convertible preferred stock [Member] | Aquinox [Member] | |||||||
Stock issued for acquisition | 101,927 | ||||||
Pre Funded Common Stock Warrants [Member] | |||||||
Number of common stock in prefunded warrants | 10,925,481 | ||||||
Exercise Price Per Share | $ 0.000001 | ||||||
Description of Covenants Under Exercise Of Warrants | The Exchange Warrants may be exercised at any time after the date of issuance, except that the Exchange Warrants cannot be exercised by the stockholders if, after giving effect thereto, the stockholders would beneficially own more than 9.99% of the outstanding common stock, subject to certain exceptions. |
Stockholders' equity - Schedule
Stockholders' equity - Schedule of Stock Option Transactions and Number of Stock Options Outstanding (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Options Outstanding, Number of Shares, beginning balance | 2,897,294 | |
Options granted, Number of Shares | 4,016,500 | |
Options exercised, Number of Shares | (326,094) | (64,938) |
Options forfeited, Number of Shares | (747,162) | |
Options Outstanding, Number of Shares, ending balance | 5,840,538 | 2,897,294 |
Exercisable, Number of Shares, ending balance | 1,805,043 | |
Options Outstanding, Weighted Average Exercise Price, beginning balance | $ 9.04 | |
Options granted, Weighted Average Exercise Price | 2.91 | |
Options exercised, Weighted Average Exercise Price | 4.77 | |
Options forfeited, Weighted Average Exercise Price | 8.71 | |
Options Outstanding, Weighted Average Exercise Price, ending balance | 5.11 | $ 9.04 |
Exercisable, Weighted Average Exercise Price, ending balance | $ 9.85 | |
Options Outstanding, Weighted Average Remaining Contractual Life (Years), ending balance | 7 years 8 months 19 days | 7 years 11 months 15 days |
Exercisable, Weighted Average Remaining Contractual Life (Years), ending balance | 3 years 4 months 9 days | |
Options Outstanding, Aggregate Intrinsic Value | $ 45,037 | |
Exercisable, Aggregate Intrinsic Value | $ 7,264 |
Stockholders' equity - Schedu_2
Stockholders' equity - Schedule of Weighted Average Assumptions (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Expected volatility | 90.00% | 80.00% | 84.00% |
Expected dividends | 0.00% | 0.00% | 0.00% |
Expected terms (years) | 6 years 25 days | 6 years | 6 years |
Risk free rate | 1.43% | 2.80% | 1.90% |
Weighted average grant-date fair value of stock options | $ 2.17 | $ 6.24 | $ 11.85 |
Previous license and collabor_2
Previous license and collaboration agreement - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Agreement Terms | The license and collaboration agreement also included an upfront payment of $25.0 million and contractual milestones. | |
Revenue | $ 25,000 | |
Non Refundable Up Front Payment Received | 25,000 | |
Astellas US LLC [Member] | ||
Revenue | $ 25,000 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($)EmployeeEmployees | |
Restructuring Plan, July 2018 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Number of positions eliminated | Employee | 30 | ||
Number of positions eliminated, period percent | 53.00% | ||
Restructuring charges | $ 7,400 | $ 9,390 | |
Payments for restructuring | 1,689 | 5,756 | |
Revised estimates during the year/ period | (1,945) | 235 | |
Restructuring Plan, July 2018 [Member] | One-time Employee Termination Benefits [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1,881 | ||
Payments for restructuring | 1,881 | ||
Revised estimates during the year/ period | 2 | ||
Restructuring Plan, July 2018 [Member] | Clinical Trial Closing [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 5,744 | ||
Payments for restructuring | 1,583 | 2,204 | |
Revised estimates during the year/ period | $ 2,000 | (1,957) | $ 41 |
Restructuring Plan, November 2018 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Number of positions eliminated | Employees | 16 | ||
Restructuring Plan, November 2018 [Member] | One-time Employee Termination Benefits [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1,645 | $ 984 | |
Restructuring charges and related cost, incurred cost | 700 | ||
Payments for restructuring | 702 | 922 | |
Research and Development Expenses [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 9,000 | ||
Restructuring recoveries | 1,900 | ||
General and Administrative Expenses [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 700 | 1,100 | |
Miscellaneous Expenses [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 300 |
Restructuring - Summary of Tota
Restructuring - Summary of Total Amount Expected to Be Incurred and Liability (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Plan, July 2018 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Charges | $ 9,155 | ||
Revised estimates | $ (1,945) | 235 | |
Total restructuring costs expected to be incurred | 7,400 | 9,390 | |
Amounts paid | (1,689) | (5,756) | |
Amounts accrued, Ending balance | 3,634 | ||
Clinical Trial Closing Costs [Member] | Restructuring Plan, July 2018 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Charges | 5,703 | ||
Revised estimates | $ 2,000 | (1,957) | 41 |
Total restructuring costs expected to be incurred | 5,744 | ||
Amounts paid | (1,583) | (2,204) | |
Amounts accrued, Ending balance | 3,540 | ||
One-time Employee Termination Benefits [Member] | Restructuring Plan, July 2018 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Charges | 1,879 | ||
Revised estimates | 2 | ||
Total restructuring costs expected to be incurred | 1,881 | ||
Amounts paid | (1,881) | ||
Amounts accrued, Ending balance | |||
One-time Employee Termination Benefits [Member] | Restructuring Plan, November 2018 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Charges | 655 | ||
Total restructuring costs expected to be incurred | 1,645 | 984 | |
Amounts paid | (702) | (922) | |
Amounts accrued, Ending balance | 15 | 62 | |
Cumulative restructuring costs incurred | (1,639) | ||
Amount expected to be incurred in future periods | 6 | ||
Contract Termination Costs [Member] | Restructuring Plan, July 2018 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Charges | 1,108 | ||
Revised estimates | 12 | 187 | |
Total restructuring costs expected to be incurred | 1,295 | ||
Amounts paid | (106) | (1,201) | |
Amounts accrued, Ending balance | 94 | ||
San Bruno Office Closing Costs [Member] | Restructuring Plan, July 2018 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Charges | 465 | ||
Revised estimates | 5 | ||
Total restructuring costs expected to be incurred | 470 | ||
Amounts paid | $ (470) | ||
Amounts accrued, Ending balance |
Other income, net - Schedule of
Other income, net - Schedule of Other Income Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |||
Interest income | $ 1,542 | $ 1,563 | $ 998 |
Foreign exchange losses | (16) | (75) | (19) |
Miscellaneous expenses | (8) | (445) | (39) |
Total Other income (expenses) | $ 1,518 | $ 1,043 | $ 940 |
Net loss per common stock - Sch
Net loss per common stock - Schedule of basic and diluted net loss per common stock (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Securities excluded from computation of earnings per share | 5,912,538 | 2,897,294 | 2,069,167 |
Outstanding stock options [Member] | |||
Securities excluded from computation of earnings per share | 5,840,538 | 2,897,294 | 2,069,167 |
Restricted stock units [Member] | |||
Securities excluded from computation of earnings per share | 72,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes Disclosure [Line Items] | |||
Expected U.S. income tax rates | 21.00% | ||
Federal corporate tax | 21.00% | 21.00% | 35.00% |
Reduction in net deferred tax assets as per Tax Cuts and Jobs Act | $ 2,300,000 | ||
Uncertain tax position | less than a 50% | ||
Unrecognized tax benefits | $ 0 | ||
Income tax examination, description | The Company currently files income tax returns in the United States and Canada, the jurisdictions in which the Company believes that it is subject to tax. Further, while the statute of limitations in each jurisdiction where an income tax return has been filed generally limits the examination period, as a result of loss carry-forwards, the limitation period for examination generally does not expire until several years after the loss carry-forwards are utilized. Other than routine audits by tax authorities for tax credits and tax refunds that the Company has claimed, the Company is not aware of any other material income tax examination currently in progress by any taxing jurisdiction. | ||
Domestic Tax Authority [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Net operating losses carried forward for tax purposes | $ 25,500,000 | $ 21,800,000 | |
Operating loss carryforwards subject to expiration | 2,300,000 | ||
Operating loss carryforwards not subject to expiration | $ 23,200,000 | ||
Domestic Tax Authority [Member] | Minimum [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Operating loss carry forwards, expiration dates | 2028 | ||
Domestic Tax Authority [Member] | Maximum [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Operating loss carry forwards, expiration dates | 2037 | ||
Tax Cuts and Jobs Act [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Federal corporate tax | 21.00% | 35.00% | |
Canada [Member] | Minimum [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Operating loss carry forwards, expiration dates | 2025 | ||
Canada [Member] | Maximum [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Operating loss carry forwards, expiration dates | 2039 | ||
Canada [Member] | Foreign Tax Authority [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Net operating losses carried forward for tax purposes | $ 146,600,000 | 149,100,000 | |
Tax deductions for scientific research and experimental development | 22,500,000 | 19,700,000 | |
Canada [Member] | Foreign Tax Authority [Member] | Investment Tax Credit Carryforward [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Investment tax credits available to offset Canadian federal | $ 5,800,000 | 5,200,000 | |
Canada [Member] | Foreign Tax Authority [Member] | Investment Tax Credit Carryforward [Member] | Minimum [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Investment tax credits available to offset Canadian taxes, expiration dates | 2020 | ||
Canada [Member] | Foreign Tax Authority [Member] | Investment Tax Credit Carryforward [Member] | Maximum [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Investment tax credits available to offset Canadian taxes, expiration dates | 2038 | ||
California [Member] | Domestic Tax Authority [Member] | |||
Income Taxes Disclosure [Line Items] | |||
Net operating losses carried forward for tax purposes | $ 0 | $ 14,600,000 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income tax Recovery (Detail) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal income tax rate | (21.00%) | (21.00%) | (35.00%) |
Change in tax rate | 0.00% | (0.10%) | (3.60%) |
State income taxes | 0.00% | (1.40%) | (0.60%) |
Foreign rate differential | (0.20%) | (4.30%) | 7.90% |
Acquired in-process research and development | 14.40% | 0.00% | 0.00% |
Stock compensation | 2.60% | 2.80% | 2.00% |
Change in valuation allowance | (0.60%) | 24.80% | 25.40% |
Expiration of NOLs (section 382) | 5.40% | ||
Effect of the U.S. Tax Cuts and Jobs Act | 4.60% | ||
Other | (0.60%) | (0.80%) | (0.70%) |
Income tax recovery | 0.00% | 0.00% | 0.00% |
Income Taxes - Schedule of Net
Income Taxes - Schedule of Net (Loss) Income Before Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Canada | $ (2,129) | $ (22,477) | $ (43,758) |
U.S. | (67,313) | (9,108) | (6,425) |
Total | $ (69,442) | $ (31,585) | $ (50,183) |
Income Taxes - Components of De
Income Taxes - Components of Deferred Income Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred Tax Assets, Net [Abstract] | ||
Canadian net operating losses | $ 39,574 | $ 40,252 |
U.S. net operating losses | 5,347 | 5,588 |
Research and development deductions and credits | 11,062 | 9,588 |
Other | 1,831 | 1,797 |
Less: valuation allowance | (57,814) | (57,225) |
Net deferred income tax assets | $ 0 | $ 0 |
License and patent agreements -
License and patent agreements - Additional Information (Detail) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||
Nov. 30, 2016CAD ($) | Jun. 30, 2014shares | Aug. 31, 2009CAD ($) | Dec. 31, 2019USD ($)shares | Dec. 31, 2019CAD ($)shares | Dec. 31, 2018USD ($) | Dec. 31, 2018CAD ($) | Dec. 31, 2017CAD ($) | Dec. 31, 2019CAD ($) | |
License and patent agreements [Line Items] | |||||||||
Amount of development milestones payment | $ 800 | ||||||||
Cumulative net sales of licensed products | $ 25,000 | ||||||||
SHIP1 Enzyme and Screening of Product Candidates [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
License agreement expiration period | 20 years | 20 years | |||||||
Biolipox AB [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Amount of development milestones payment | $ 3,000,000 | ||||||||
Value of common stock shares issued for license fee | 250,000 | ||||||||
Additional milestone payment payable | 1,500,000 | ||||||||
Payment of milestone | $ 3,000,000 | ||||||||
Biolipox AB [Member] | Goods and Services Exchanged for Equity Instrument [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Shares issued for service | shares | 19,762 | ||||||||
Common Stock [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Shares issued for service | shares | 12,647 | 12,647 | |||||||
Stock issued for acquisition | shares | 4,589,771 | 4,589,771 | |||||||
License and Maintenance [Member] | SHIP1 Product Candidates [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
License agreement | $ 1,000 | $ 1,000 | |||||||
License and Maintenance [Member] | SHIP1 Enzyme and Screening of Product Candidates [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
License agreement | $ 5,000 | $ 5,000 | $ 5,000 | ||||||
License and Maintenance [Member] | University Of Washington [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Shares issued for service | shares | 536,813 | 536,813 | |||||||
License and Maintenance [Member] | University Of Washington [Member] | First Milestone Payment [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Amount of development milestones payment | $ 900 | ||||||||
License and Maintenance [Member] | University Of Washington [Member] | Second Milestone Payment [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Amount of development milestones payment | $ 10,000 | ||||||||
License and Maintenance [Member] | Common Stock [Member] | University Of Washington [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Stock issued for acquisition | shares | 188,974 | 188,974 | |||||||
License and Maintenance [Member] | Minimum [Member] | University Of Washington [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Cumulative net sales of licensed products | $ 100,000 | ||||||||
License and Maintenance [Member] | Maximum [Member] | University Of Washington [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Cumulative net sales of licensed products | $ 1,000,000 | ||||||||
License [Member] | Biolipox AB [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
License agreement | $ 50,000 | ||||||||
First Drug Product [Member] | SHIP1 Product Candidates [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Amount of development milestones payment | $ 2,200,000 | ||||||||
Subsequent Drug Product [Member] | SHIP1 Product Candidates [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Amount of development milestones payment | $ 1,500,000 | ||||||||
Non-voting convertible preferred stock [Member] | License and Maintenance [Member] | University Of Washington [Member] | |||||||||
License and patent agreements [Line Items] | |||||||||
Stock issued for acquisition | shares | 4,197 | 4,197 |
Commitments and contingencies -
Commitments and contingencies - Additional Information (Detail) $ in Millions | Dec. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Non Cancelable Contract | $ 0.8 |