Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2023 | May 10, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Entity Interactive Data Current | Yes | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | CFRX | |
Entity Registrant Name | ContraFect Corporation | |
Entity Central Index Key | 0001478069 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | false | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Security Exchange Name | NASDAQ | |
Entity Shell Company | false | |
Entity File Number | 001-36577 | |
Entity Tax Identification Number | 39-2072586 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 28 Wells Avenue | |
Entity Address, Address Line Two | 3rd Floor | |
Entity Address, City or Town | Yonkers | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10701 | |
City Area Code | 914 | |
Local Phone Number | 207-2300 | |
Entity Common Stock, Shares Outstanding | 3,669,920 | |
Document Transition Report | false | |
Document Quarterly Report | true |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 11,866 | $ 8,907 |
Marketable securities | 2,025 | 4,775 |
Prepaid expenses | 2,060 | 1,382 |
Other current assets | 1,747 | 2,642 |
Total current assets | 17,698 | 17,706 |
Property and equipment, net | 587 | 627 |
Operating lease right-of-use assets | 2,162 | 2,241 |
Other assets | 105 | 105 |
Total assets | 20,552 | 20,679 |
Current liabilities: | ||
Accounts payable | 10,828 | 13,671 |
Accrued and other current liabilities | 8,150 | 6,498 |
Current portion of lease liabilities | 674 | 671 |
Total current liabilities | 19,652 | 20,840 |
Warrant liabilities | 1,899 | 9,299 |
Long-term portion of lease liabilities | 2,100 | 2,210 |
Other liabilities | 38 | 182 |
Total liabilities | 23,689 | 32,531 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
Preferred stock, $0.0001 par value, 25,000,000 shares authorized and none issued and outstanding at March 31, 2023 and December 31, 2022 | ||
Common stock, $0.0001 par value, 125,000,000 shares authorized, 1,565,920 and 594,983 shares issued and outstanding at March 31, 2023 and December 31, 2022 | 1 | 1 |
Additional paid-in capital | 323,938 | 313,884 |
Accumulated other comprehensive loss | (32) | |
Accumulated deficit | (327,076) | (325,705) |
Total stockholders' deficit | (3,137) | (11,852) |
Total liabilities and stockholders' deficit | $ 20,552 | $ 20,679 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 1,565,920 | 594,983 |
Common stock, shares outstanding | 1,565,920 | 594,983 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Operating expenses: | ||
Research and development | $ 5,295 | $ 12,725 |
General and administrative | 3,563 | 3,254 |
Total operating expenses | 8,858 | 15,979 |
Loss from operations | (8,858) | (15,979) |
Other income (expense): | ||
Interest income, net | 87 | 34 |
Change in fair value of warrant liabilities | 7,400 | (4,212) |
Total other income (expense) | 7,487 | (4,178) |
Net loss | $ (1,371) | $ (20,157) |
Per share information: | ||
Basic net loss per share | $ (0.69) | $ (41) |
Weighted average shares outstanding basic | 1,975,476 | 491,626 |
Diluted net loss per share | $ (0.69) | $ (41) |
Weighted average shares outstanding diluted | 1,975,476 | 491,626 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (1,371) | $ (20,157) |
Other comprehensive income (loss): | ||
Unrealized gain (loss) on available-for-sale securities | 32 | (140) |
Comprehensive loss | $ (1,339) | $ (20,297) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' (Deficit) Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Beginning Balance at Dec. 31, 2021 | $ 49,376 | $ 1 | $ 310,011 | $ (84) | $ (260,552) |
Beginning Balance, Shares at Dec. 31, 2021 | 491,626 | ||||
Stock-based compensation | 919 | 919 | |||
Unrealized gain (loss) on marketable securities | (140) | (140) | |||
Net loss | (20,157) | (20,157) | |||
Ending balance at Mar. 31, 2022 | 29,998 | $ 1 | 310,930 | (224) | (280,709) |
Ending balance, Shares at Mar. 31, 2022 | 491,626 | ||||
Beginning Balance at Dec. 31, 2022 | (11,852) | $ 1 | 313,884 | (32) | (325,705) |
Beginning Balance, Shares at Dec. 31, 2022 | 594,983 | ||||
Issuance of securities in registered offering | 10,000 | 10,000 | |||
Issuance of securities in registered offering, Shares | 128,000 | ||||
Financing cost of sale of securities | (883) | (883) | |||
Issuance of common stock for exercise of pre-funded warrants | 5 | 5 | |||
Issuance of common stock for exercise of pre-funded warrants , shares | 842,937 | ||||
Stock-based compensation | 932 | 932 | |||
Unrealized gain (loss) on marketable securities | 32 | 32 | |||
Net loss | (1,371) | (1,371) | |||
Ending balance at Mar. 31, 2023 | $ (3,137) | $ 1 | $ 323,938 | $ 0 | $ (327,076) |
Ending balance, Shares at Mar. 31, 2023 | 1,565,920 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Cash flows from operating activities | |||
Net loss | $ (1,371) | $ (20,157) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation | 40 | 38 | |
Stock-based compensation expense | 932 | 919 | |
Change in fair value of warrant liabilities | (7,400) | 4,212 | |
Net amortization of premium paid on marketable securities | 32 | 97 | |
Changes in operating assets and liabilities: | |||
Decrease (increase) in prepaid expenses and other current and non-current assets | 1,094 | (1,412) | |
(Decrease) increase in accounts payable, accrued and other current liabilities | (2,125) | 4,536 | |
Net cash used in operating activities | (8,798) | (11,767) | |
Cash flows from investing activities | |||
Proceeds from maturities of marketable securities | 2,750 | 4,750 | |
Purchases of property and equipment | (5) | ||
Net cash provided by investing activities | 2,745 | 4,750 | |
Cash flows from financing activities | |||
Proceeds from issuance of securities | 10,000 | ||
Payment of financing costs of securities sold | (883) | ||
Repayments of insurance premium financing | (110) | ||
Proceeds from the exercise of pre-funded warrants | 5 | ||
Net cash provided by financing activities | 9,012 | ||
Net increase (decrease) in cash and cash equivalents | 2,959 | (7,017) | |
Cash and cash equivalents at beginning of period | 8,907 | 16,654 | $ 16,654 |
Cash and cash equivalents at end of period | 11,866 | $ 9,637 | $ 8,907 |
Supplemental schedule of cash flow information | |||
Cash paid for interest | 5 | ||
Supplemental schedule of non-cash financing activities | |||
Insurance premium financing | $ 900 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business Organization and Bu si ContraFect Corporation (the “Company”) is a clinical-stage biotechnology company focused on the discovery and development of direct lytic agents (“DLAs”), including lysins and amurin peptides, as new medical modalities for the treatment of life-threatening, antibiotic-resistant infections. The Company intends to address antibiotic-resistant infections using product candidates from our lysin and amurin peptide platforms. DLAs are fundamentally different than antibiotics and offer a potential paradigm shift in the treatment of antibiotic-resistant infections. The Company’s most advanced product candidate is exebacase, a lysin which targets S. aureus S. aureus Exebacase was being studied in a pivotal Phase 3 superiority study (the “DISRUPT study”) to evaluate the safety, tolerability, efficacy and pharmacokinetics of intravenous (“IV”) exebacase when used in addition to background standard of care antibiotic therapy for the treatment of S. aureus pre-specified follow-up On July 29, 2022, the Company initiated a restructuring plan resulting in a reduction in workforce. The restructuring plan was designed to reduce costs and align resources with the Company’s anticipated product development milestones for exebacase and CF-370 write-off The Company has incurred recurring losses since inception as a research and development organization and has an accumulated deficit of $327.1 million as of March 31, 2023. For the quarter ended March 31, 2023, the Company used $8.8 million of cash in operations. The Company has relied on its ability to fund its operations through public and private debt and equity financings, and, to a lesser extent, grant funding and government contracts. The Company expects operating losses and negative cash flows to continue at significant levels in the future as it continues to advance its programs. As of March 31, 2023, the Company had $13.9 million in cash, cash equivalents and marketable securities, which, without additional funding, the Company believes will not be sufficient to meet its obligations within the next twelve months from the date of issuance of these consolidated financial statements. The Company plans to continue to fund its operations through public or private debt and equity financings, but there can be no assurances that such financing will continue to be available to the Company on satisfactory terms, or at all, particularly in light of the Trial Closure. As such, management has not considered the potential for future capital raises in its assessment of the Company’s ability to meet its obligations for the next twelve months, and substantial doubt exists about the Company’s ability to continue as a going concern for twelve months from the date the financial statements were issued. If the Company is unable to obtain funding, the Company would be forced to delay, further reduce its workforce or reduce or eliminate its research and development programs, which could adversely affect its business prospects, or the Company may be unable to continue operations or continue as a going concern and may be forced to sell or liquidate the business. The consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. On March 22, 2021, the Company completed an underwritten public offering under the Company’s registration statement on Form S-3 No. 333-246359) “Form-S-3”). S-3 time-to-time On December 15, 2022, the Company completed (i) a registered direct offering under the Form S-3 pre-funded (the “2022 pre-funded warrant”) 2022 pre-funded per 2022 pre-funded On March 2, 2023, the Company completed (i) a registered direct offering under the Form S-3 pre-funded (the “2023 pre-funded warrant”) 2023 pre-funded The significant changes in common stock outstanding have impacted and are expected to continue to impact the year-over-year comparability of the Company’s net loss per share calculations. All share and per share amounts have been adjusted for all periods presented to reflect a one-for-eighty |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Pre se The accompanying financial information as of March 31, 2023 and for the three months ended March 31, 2023 and 2022 has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The consolidated balance sheet as of December 31, 2022 was derived from the Company’s audited consolidated financial statements, including all related disclosures, included in the Company’s Annual Report on Form 10-K that was filed with the SEC on March 31, 2023. There have been no material changes to the complete listing of significant accounting policies as described in Note 2 thereof. In the opinion of management, the unaudited financial information as of March 31, 2023 and for the three months ended March 31, 2023 and 2022 reflects all adjustments, which are normal recurring adjustments, necessary to present a fair statement of financial position, results of operations and cash flows. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the operating results for the full fiscal year or any future periods. Prin cip The Company has a wholly-owned subsidiary, ContraFect International Limited, in Scotland that establishes legal status for interactions with the European Economic Area. This subsidiary is dormant or is otherwise non-operative. Significant Risks and Uncertainties The Company’s operations are subject to a number of factors that can affect its operating results and financial condition. Such factors include, but are not limited to, the results of clinical testing and trial activities of the Company’s products, the Company’s ability to obtain regulatory approval to market its products, competition from products manufactured and sold or being developed by other companies, the price of, and demand for, the Company’s products, the Company’s ability to negotiate favorable licensing or other manufacturing and marketing agreements for its products, the Company’s ability to raise capital and the effects of COVID-19 The Company currently relies on a single manufacturer of drug substance for each of its product candidates and two manufacturers of drug product, one located in the United States and one in Western Europe, and there are no long-term supply agreements in place. A sustained disruption in the operations of any of these manufacturers, or in the even t the Use of Est imat The preparation of 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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company bases estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. On an ongoing basis, the Company evaluates its estimates and assumptions, including those related to stock-based compensation, warrant valuation, research and development accruals and prepaid expenses and realization of net deferred income tax assets. The Company’s actual results may differ from these estimates under different assumptions or conditions. Concentrations of Credi t R Financial instruments which potentially subject the Company to credit risk consist primarily of cash, cash equivalents and marketable securities. The Company holds these investments in highly rated financial institutions, and, by policy, limits the amounts of credit exposure to any one financial institution. These amounts at times may exceed federally insured limits. The Company’s accounts at Silicon Valley Bank have not experienced any credit losses and the Company does not believe it has material exposure to any significant credit risk on these funds. The Company maintains the majority of its cash, cash equivalents and marketable securities at other financial institutions. The Company has no off-balance Cash and Cash Equ ivalen The Company considers all highly liquid investments with maturities at the date of purchase of three months or less to be cash equivalents. Cash and cash equivalents include bank demand deposits, marketable securities with maturities of three months or less at purchase, and money market funds that invest primarily in certificates of deposit, commercial paper and U.S. government and U.S. government agency obligations. Cash equivalents are reported at fair value. Marketable Securities Marketable securities consist of investments in corporate debt securities. Management determines the appropriate classification of the securities at the time they are acquired and evaluates the appropriateness of such classifications at each balance sheet date. The Company classifies its marketable securities as available-for-sale Investments – Debt and Equity Securities The Company reviews marketable securities for other-than-temporary impairment whenever the fair value of a marketable security is less than the amortized cost and evidence indicates that a marketable security’s carrying amount is not recoverable within a reasonable period of time. Other-than-temporary impairments of investments are recognized in the consolidated statements of operations if the Company has experienced a credit loss, has the intent to sell the marketable security, or if it is more likely than not that the Company will be required to sell the marketable security before recovery of the amortized cost basis. Evidence considered in this assessment includes reasons for the impairment, compliance with the Company’s investment policy, the severity and the duration of the impairment and changes in value subsequent to the end of the period. Fair Va lue The Company’s financial instruments consist of cash and cash equivalents, marketable securities, accounts payable, accrued liabilities and warrant liabilities. Fair value estimates of these instruments are made at a specific point in time, based on relevant market information. These estimates may be subjective in nature and involve uncertainties and matters of judgment and therefore cannot be determined with precision. The fair value of the Company’s warrant liabilities is based upon unobservable inputs, as described further below. The Company discloses information on all assets and liabilities reported at fair value using a hierarchy of inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. The fair value hierarchy applies only to the valuation inputs used in determining the reported fair value of the investments and is not a measure of the investment credit quality. The three levels of the fair value hierarchy are described below: Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2—Valuations based on quoted prices for similar assets or liabilities in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3—Valuations that require inputs that reflect the Company’s own assumptions that are both significant to the fair value measurement and unobservable. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company had no liabilities classified as Level 1 or Level 2. The carrying amounts reported in the accompanying financial statements for accounts payable and accrued expenses approximate their respective fair values due to their short-term maturities. The fair value of the warrant liabilities is discussed in Note 4, “Fair Value Measurements.” Stock-based Co m Stock-based compensation is measured and recognized as compensation expense for all stock-based payment awards made to employees, directors, and non-employees, The fair value of options is calculated using the Black-Scholes option pricing model on the date of grant based on key assumptions such as stock price, risk free interest rates, expected volatility, expected term, and expected dividend yield. The Company’s estimates of these assumptions are based on historical data and judgment regarding future trends and factors. Government Contracts and Grant Agreements On March 10, 2021, the Company entered into a cost-share contract (the “BARDA Contract”) with BARDA, a division of the U.S. Department of Health and Human Services’ Office of the Assistant Secretary for Preparedness and Response. The base period for the BARDA Contract included government funding of up to $9.8 million to reimburse expenses to support the conduct of the Phase 3 DISRUPT study and futility analysis. In connection with the Trial Closure, the BARDA Contract was modified to provide for up to $6.6 million in funding to support a futility outcome root-cause analysis and the close-out The Company recognizes a receivable in other current assets with a related reduction in its research and development expenses when the actual reimbursable costs have been incurred and the Company has complied with the conditions of the applicable government contract or grant agreement and the amounts will be received. The Company recognized a reduction to its research and development expense in the amount of $2.7 million and $2.1 million for the three months ended March 31, 2023 and 2022, respectively. The receivable for government contracts and grant agreements as of March 31, 2023 and December 31, 2022 was $1.7 million and $2.6 million, respectively. The Company has $2.6 million of committed government contract and grant agreement funding remaining as of March 31, 2023. R estr cturing The Company has made estimates and judgments regarding the amount and timing of its restructuring expense and liability, including current and future period termination Net Loss Per S Basic net loss per share applicable to common stockholders is calculated by dividing net loss applicable to common stockholders by the weighted average shares outstanding during the period, without consideration for common stock equivalents. Diluted net loss per share applicable to common stockholders is calculated by adjusting weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury-stock method. For purposes of the dilutive net loss per share applicable to common stockholders’ calculation, stock options and warrants are considered to be common stock equivalents but are excluded from the calculation of diluted net loss per share applicable to common stockholders, as their effect would be anti-dilutive; therefore, basic and diluted net loss per share applicable to common stockholders were the same for all periods presented. Recently A dopt noun Credit Losses On January 1, 2023, the Company adopted Accounting Standards Update No. 2016-13, Financial Instruments-Credit Losses (ASU 2016-13). 2016-13 available-for-sale |
Marketable Securities
Marketable Securities | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | 3. Marketable Securities Marketable securities at March 31, 2023 consisted of the following (in thousands): Marketable Securities Amortized Cost Unrealized Unrealized Fair Value Current: Corporate debt $ 2,025 $ — $ — $ 2,025 Marketable securities at December 31, 2022 consisted of the following (in thousands): Marketable Securities Amortized Cost Unrealized Unrealized Fair Value Current: Corporate debt $ 4,807 $ — $ (32 ) $ 4,775 Corporate debt includes obligations issued by investment-grade corporations. At March 31, 2023 and December 31, 2022, the Company held only investments that have maturities of less than one year. At March 31, 2023, the Company held one debt security that tion at M Based on the Company’s evaluation, a credit loss allowance is not required, and the Company also evaluated its security for other-than-temporary impairment and considered the decline in market value for the security to be primarily attributable to current economic and market conditions. It was not more likely than not that the Company would have been required to sell the security prior to the recovery of the amortized cost basis. Based on this analysis, these marketable securities were considered to be other-than-temporarily impaired as of March 31, 2023, and the decline in fair value below the amortized cost basis was recorded as an unrealized loss, net of tax, in other comprehensive loss in the consolidated statements of comprehensive loss. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022 (in thousands): Fair Value Measurement as of March 31, 2023 Quoted Prices Significant Significant (Level 3) Cash equivalents $ 10,186 $ — $ — Marketable securities 2,025 — — Warrant liabilities — — 1,899 Total $ 12,211 $ — $ 1,899 Fair Value Measurement as of December 31, 2022 Quoted Prices Significant Significant (Level 3) Cash equivalents $ 7,596 $ — $ — Marketable securities 4,775 — — Warrant liabilities — — 9,299 Total $ 12,371 $ — $ 9,299 The Company issued warrants to the purchasers of its 2020 Offering (the “2020 Warrants”). The Company determined that these warrants should be classified as a liability and considered as a Level 3 financial instrument (see also Note 9, “Capital Structure”). The 2020 Warrants are re-measured used in a Black-Scholes option-pricing model to determine the fair value of the warrant liability: As of As of Expected volatility 183.8 % 80.2 % Remaining contractual term (in years) 0.17 0.42 Risk-free interest rate 4.79 % 4.76 % Expected dividend yield — % — % The Company issued the Warrant W re-measured Class A Warrants Class B Warrants As of As of As of As of Expected volatility 108.0 % 99.8 % 164.7 % 140.3 % Remaining contractual term (in years) 4.83 5.08 0.33 0.58 Risk-free interest rate 3.60 % 3.99 % 4.97 % 4.76 % Expected dividend yield — % — % — % — % Warrant liabilities The following tables present a reconciliation of the Company’s financial liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended 2023 2022 Balance at beginning of period $ 9,299 $ 2,530 (Decrease) increase in fair value (1) (7,400 ) 4,212 Balance at end of period $ 1,899 $ 6,742 (1) The change in fair values of the warrant liabilities is recorded in other income in the consolidated statement of operations. The key inputs in |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accrued and Other Current Liabilities | 5. Accrued and Other Current Liabilities Accrued and other current liabilities consist of the following as of March 31, 2023 and December 31, 2022 (in thousands): March 31, December 31, Accrued research and development service fees $ 4,019 $ 3,443 Accrued compensation costs 1,653 1,676 Accrued professional fees 1,382 970 Accrued insurance and facilities operation expenses 1,066 252 Other accrued expenses 30 157 Total accrued and other current liabilities $ 8,150 $ 6,498 In February 2023, the Company entered into a financing agreement for $0.9 million for a portion of the Company’s annual directors and officers insurance premiums. The balance is due in monthly installments over eight months with an annual interest rate of 6.25%. The remaining balance was $0.8 million as of March 31, 2023 and was included in accrued and other current liabilities on the consolidated balance sheet. |
Net Loss Per Share of Common St
Net Loss Per Share of Common Stock | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share of Common Stock | 6. Net Loss Per Share of Common Stock Diluted loss per share is the same as basic loss per share for all periods presented because the effects of potentially dilutive items were anti-dilutive given the Company’s net loss. Basic loss per share is computed by dividing net loss available to common stockholders by the weighted-average number of common shares outstanding, including the weighted average effect of the pre-funded pre-funded The following table sets forth the computation of basic and diluted net loss per share for common stockholders (in thousands, except share and per share data): Three Months Ended March 31, 2023 2022 Net loss $ (1,371 ) $ (20,157 ) Weighted average shares of common stock outstanding 1,975,476 491,626 Net loss per share of common stock—basic and diluted $ (0.69 ) $ (41.00 ) The following potentially dilutive securities outstanding at March 31, 2023 and 2022 have been excluded from the computation of diluted weighted average shares outstanding, as they would have been anti-dilutive: March 31, 2023 2022 Options to purchase common stock 79,661 52,148 Warrants to purchase common stock 7,151,451 136,563 Total 7,231,112 188,711 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Operating Leases In December 2010, the Company entered into a non-cancellable In January 2012, the Company entered into a non-cancellable The balance sheet classification of the Company’s lease liabilities was as follows (in thousands): Description March 31, December 31, Operating lease liabilities: Current portion of lease liabilities $ 674 $ 671 Long-term portion of lease liabilities $ 2,100 $ 2,210 The Company adopted Topic 842 in accounting for its lease liabilities as of January 1, 2019. Operating lease liabilities are based on the net present value of the remaining lease payments over the remaining lease term. In determining the present value of lease payments, the Company used a discount rate of 9.93%, which was an estimate of its incremental borrowing rate based on the information available at the adoption date. The leases are renewable at the end of the lease term at the Company’s option. For the purposes of determining the remaining lease term in contemplation of available extensions, the Company did not consider either renewal to be probable and therefore the remaining lease term used to determine the operating lease liability was 9.0 years at the adoption date. As of March 31, 2023, the maturities of our operating lease liabilities were as follows (in thousands): Amount April 1, 2023—December 31, 2023 $ 531 Year ending December 31: 2024 721 2025 736 2026 750 2027 702 Total lease payments 3,440 Less: Present value adjustment (666 ) Operating lease liabilities 2,774 Lease costs under the terms of the Company’s leases for the three months ended March 31, 2023 and 2022 were as follows (in thousands): March 31, 2023 2022 Operating lease cost (1) $ 151 $ 153 Variable lease costs (2) 30 40 Total lease cost $ 181 $ 193 (1) Operating lease payments included in the measurement of the Company’s lease liabilities are comprised of fixed payments according to the terms of the Company’s leases. (2) Variable lease payments consist of the Company’s utility costs billed by and paid to its landlord. Variable lease payments are presented as operating expenses in the Company’s Consolidated Statement of Operations in the same line item as expense arising from fixed lease payments and in net cash used in operating activities in the Company’s Statement of Cash Flows. Rockefeller University License Agreements The Company has entered into the following license agreements with The Rockefeller University: • On July 12, 2011, the Company entered into a license agreement for the worldwide, exclusive right to a patent covering the composition of matter for the lysin PlySS2 for the treatment and prevention of diseases caused by gram-positive bacteria (the “CF-301 CF-301 • On June 1, 2011, the Company entered into a license agreement for the exclusive rights to The Rockefeller University’s interest in a joint patent application covering the method of delivering antibodies through the cell wall of gram-positive bacteria to the periplasmic space. This intellectual property was developed as a result of the sponsored research agreement between the Company and The Rockefeller University and was jointly discovered and filed by the two parties. • On September 23, 2010, the Company entered into a license agreement for the worldwide, exclusive right to develop, make, have made, use, import, lease, sell, and offer for sale products that would otherwise infringe a claim of the suite of patents and patent applications covering the composition of matter for eight individual lysin molecules for the treatment and prevention of diseases caused by gram-positive bacteria. The lysins in this suite have activity against Group B Streptococci Staphylococcus aureus, Streptococcus pneumonia, Bacillus anthracis, Enterococcus faecalis and Enterococcus faecium In consideration for the licenses, the Company paid Rockefeller license initiation fees in cash and stock. The Company is currently required to pay $0.2 million each year until the licenses terminate. Depending on the success of its programs, the Company may also incur regulatory milestone payments up to a total of $5.0 million and royalties of up to 5% on net sales from products to Rockefeller. The Company is allowed to grant sublicenses to third parties without prior approval, subject to certain conditions and the payment of a certain percentage of all payments we receive from sublicensees. There were no milestone, royalty or sublicense payments made during the three months ended March 31, 2023 or 2022. The Company has made total milestone payments under the CF-301 Each license agreement terminates upon the later of (i) the expiration or abandonment of the last licensed patent under the license agreement to expire or become abandoned, or (ii) 10 years after the first commercial sale of the first licensed product. The Rockefeller University may terminate any license agreement in the event of a breach of such agreement by the Company or if the Company challenges the validity or enforceability of the underlying patent rights. The Company may terminate any license agreement at any time on 60 days’ notice. Legal Contingencies From time to time, the Company may be involved in disputes and legal proceedings in the ordinary course of its business. These proceedings may include allegations of infringement of intellectual property, employment or other matters. The Company records a liability in its financial statements for these matters when a loss is known or considered probable and the amount can be reasonably estimated. The Company reviews these estimates each accounting period as additional information is known and adjusts the loss provision when appropriate. If a matter is both probable to result in a liability and the amounts of loss can be reasonably estimated, the Company estimates and discloses the possible loss or range of loss to the extent necessary to make the financial statements not misleading. If the loss is not probable or cannot be reasonably estimated, a liability is not recorded in the Company’s financial statements. The Company currently has no legal proceedings ongoing that management estimates could have a material effect on the Company’s financial statements. |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 8. Restruc t On July 29, 2022, the Company initiated a restructuring plan resulting in a reduction in workforce. The restructuring plan was designed to reduce costs and align resources with the Company’s anticipated product development milestones for exebacase and CF-370 write-off The restructuring costs were included in accounts payable and accrued and other current liabilities. Activity for the three months ended March 31, 2023 is summarized as follows (in thousands): Three Months Balance at beginning of period $ 7,143 Payments made (216 ) Balance at end of period $ 6,927 As of March 31, 2023, the Company had $6.9 million remaining in accounts payable and accrued and other current liabilities, which the Company expects to be paid by the end of the first quarter of 2024. |
Capital Structure
Capital Structure | 3 Months Ended |
Mar. 31, 2023 | |
Federal Home Loan Banks [Abstract] | |
Capital Structure | 9. Capital Structure On February 10, 2023, the stockholders of the Company approved a reverse stock-split of the Company’s outstanding shares of common stock at a ratio ranging from any whole number between 1-for-10 1-for-80, 1-for-80. Common Stock As of March 31, 2023, the Company was authorized to issue 125,000,000 shares of common stock. Follow-on On May 27, 2020, the Company completed an underwritten public offering of shares of its common stock and warrants to purchase an additional shares of its common stock at an exercise price of $ per share. The public offering price was $ for one share of common stock and an accompanying warrant to purchase shares of its common stock at an exercise price of On March 22, 2021, the Company completed an underwritten public offering of 143,750 shares of its common stock, including shares sold pursuant to the fully exercised overallotment option granted to the underwriters in connection with the offering, at a public offering price of $400.00 per share, resulting in net proceeds to the Company of $53.8 million after underwriting discounts and commissions and offering expenses payable by the Company. On December 15, 2022, the Company completed the 2022 Offering. All shares of common stock, the 2022 pre-funded 2022 pre-funded 2022 pre-funded At issuance, the 2022 Warrants were not exercisable and only became exercisable following (i) stockholder approval of (and the effectiveness of) an amendment to the Company’s certificate of incorporation that either combines outstanding shares of common stock with such combination ratio as determined by the Company’s board of directors and/or authorizes additional shares of common stock to such number as determined by the Company’s board of directors, in each case, so as to enable the issuance of the number of shares of common stock underlying the 2022 Warrants (disregarding any limitations on the exercise thereof), and (ii) the issuance of all shares of common stock issued in, or issuable pursuant to the exercise of the 2022 pre-funded On February 10, 2023, the stockholders of the Company approved the issuance of all shares of common stock issued in, or issuable pursuant to the exercise of the 2022 pre-funded 1-for-80 , On March 2, 2023, the Company completed the 2023 Offering. All securities in the 2023 Offering were issued to the same single accredited investor purchaser from the 2022 Offering for consideration equating to $4.00 per share of common stock (or 2023 pre-funded 2023 pre-funded The warrants issued by the Company in its 2022 and 2020 offerings of securities contain certain terms within the fundamental transaction provision that the Company determined requires classification as liabilities in accordance with ASC 815. At issuance, the Company determined the fair value of the 2022 Warrants and the 2020 Warrants to be $11.0 million and $31.4 million, respectively, and recorded these balances as warrant liabilities, and reducing the amount of net proceeds recorded as additional paid-in-capital. re-measured The allocated issuance costs were expensed as other expense. The 2023 Warrant and the Pfizer Warrant do not contain the same fundamental transaction provisions and therefore the Company determined that the 2023 Warrant and the Pfizer Warrant should be classified as equity in the Company’s consolidated balance sheet. Voting The holders of shares of common stock are entitled to one vote for each share of common stock held at all meetings of stockholders and written actions in lieu of meetings. Dividends The holders of shares of common stock are entitled to receive dividends, if and when declared by the board of directors. As of March 31, 2023, no dividends have been declared or paid on the Company’s common stock since inception. Reserved for Future Issuance The Company has reserved for future issuance the following number of shares of common stock as of March 31, 2023 and December 31, 2022: March 31, December 31, Outstanding pre-funded 2,104,000 574,937 Outstanding options to purchase common stock 79,661 55,565 Outstanding warrants to purchase common stock 7,151,451 2,151,451 For future issuance under the 2014 Omnibus Incentive Plan 1,020 1,317 For future issuance under the 2021 Employment Inducement Plan 12,375 12,375 9,348,507 2,795,645 |
Stock Warrants
Stock Warrants | 3 Months Ended |
Mar. 31, 2023 | |
Text Block [Abstract] | |
Stock Warrants | 10. Stock Warrants As of March 31, 2023 and December 31, 2022, the Company had warrants to purchase the underlying common stock outstanding as shown in the table below. March 31, December 31, 2023 Warrants 5,000,000 — 2022 Warrants 2,034,883 2,034,883 2020 Warrant 110,248 110,248 Pfizer Warrant 6,320 6,320 Warrants to purchase common stock 7,151,451 2,151,451 Weighted-average exercise price per share $ 10.32 $ 31.00 The following table summarizes information regarding the Company’s warrants outstanding at March 31, 2023: Exercise Prices Shares Expiration Date $ 4.00 678,294 August 14, 2023 $ 4.00 1,356,589 February 14, 2028 $ 4.00 5,000,000 March 2, 2028 $392.00 116,568 May 27, 2023 7,151,451 |
Stock Option and Incentive Plan
Stock Option and Incentive Plans | 3 Months Ended |
Mar. 31, 2023 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Option and Incentive Plans | 11. Stock Option and Incentive Plans Amended and Restated 2008 Equity Incentive Plan In July 2008, the Company adopted the 2008 Equity Incentive Plan (the “Plan”). On February 26, 2013, the board of directors approved an amended and restated plan (the “Amended Plan”) under which the number of shares of common stock available for issuance was 1,964. For new awards, the period that vested awards would remain exercisable upon termination of service was reduced from ten years to two years. The board of directors also increased the number of shares of common stock available under the Company’s Amended Plan on February 24, 2014 and April 29, 2014 to 2,321 and 2,946, respectively. As of the closing of the Company’s IPO, there were no further grants made under the Amended Plan. 2014 Omnibus Incentive Plan In April 2014, the Company’s board of directors adopted the 2014 Omnibus Incentive Plan (the “2014 Plan”). The 2014 Plan was approved by the Company’s shareholders on July 3, 2014. The 2014 Plan allows for the granting of incentive and non-qualified ended equal to the lesser of (i) 4% of the outstanding shares of common stock on December 31 immediately preceding such date or (ii) a lesser amount determined by the Company’s board of directors. Consistent with the provision for an annual increase, an additional 77,157 shares of common stock have been reserved under the 2014 Plan as of January 1 2021 Employment Inducement Omnibus Incentive Plan In September 2021, the Company’s board of directors adopted the 2021 Employment Inducement Omnibus Incentive Plan (the “2021 Plan”), under which the number of shares of common stock reserved for issuance was 12,500. The 2021 Plan allows for the granting of non-qualified non-employment 2022 Employee Stock Purchase Plan In March 2022, the Company’s board of directors adopted the 2022 Employee Stock Purchase Plan (the “2022 ESPP”). The 2022 ESPP was approved by the Company’s shareholders on May 17, 2022. The 2022 ESPP allows employees to buy Company stock through after-tax 2022 Under the 2022 ESPP, employees may purchase common stock through after-tax The Company recognized compensation expense for stock-based compensation based on the fair value of the underlying instrument. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. A summary of stock option activity for the three months ended March 31, 2023, is summarized as follows: Number of Weighted Weighted Aggregate Options outstanding at December 31, 2022 55,565 $ 548.79 Granted 25,125 5.03 Exercised — — Expired (1,029 ) 1,745.88 Forfeited — — Options outstanding at March 31, 2023 79,661 359.95 8.32 $ — Vested and exercisable at March 31, 2023 36,096 616.60 7.17 $ — The fair value of each option grant is estimated on the date of the grant using the Black-Scholes option-pricing model. The weighted average grant date fair value of options granted during the three months ended March 31, 2023 and The following assumptions were used to compute the fair value of stock options granted during the period: Three Months Ended 2023 2022 Risk free interest rate 4.00 % 1.94 % Expected dividend yield — — Expected term (in years) 6.06 6.06 Expected volatility 102.1 % 91.2 % Risk-free interest rate Expected dividend yield— Expected term— Expected volatility— |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Pre se The accompanying financial information as of March 31, 2023 and for the three months ended March 31, 2023 and 2022 has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The consolidated balance sheet as of December 31, 2022 was derived from the Company’s audited consolidated financial statements, including all related disclosures, included in the Company’s Annual Report on Form 10-K that was filed with the SEC on March 31, 2023. There have been no material changes to the complete listing of significant accounting policies as described in Note 2 thereof. In the opinion of management, the unaudited financial information as of March 31, 2023 and for the three months ended March 31, 2023 and 2022 reflects all adjustments, which are normal recurring adjustments, necessary to present a fair statement of financial position, results of operations and cash flows. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the operating results for the full fiscal year or any future periods. |
Principles of Consolidation | Prin cip The Company has a wholly-owned subsidiary, ContraFect International Limited, in Scotland that establishes legal status for interactions with the European Economic Area. This subsidiary is dormant or is otherwise non-operative. |
Significant Risks and Uncertainties | Significant Risks and Uncertainties The Company’s operations are subject to a number of factors that can affect its operating results and financial condition. Such factors include, but are not limited to, the results of clinical testing and trial activities of the Company’s products, the Company’s ability to obtain regulatory approval to market its products, competition from products manufactured and sold or being developed by other companies, the price of, and demand for, the Company’s products, the Company’s ability to negotiate favorable licensing or other manufacturing and marketing agreements for its products, the Company’s ability to raise capital and the effects of COVID-19 The Company currently relies on a single manufacturer of drug substance for each of its product candidates and two manufacturers of drug product, one located in the United States and one in Western Europe, and there are no long-term supply agreements in place. A sustained disruption in the operations of any of these manufacturers, or in the even t the |
Use of Estimates | Use of Est imat The preparation of 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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company bases estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. On an ongoing basis, the Company evaluates its estimates and assumptions, including those related to stock-based compensation, warrant valuation, research and development accruals and prepaid expenses and realization of net deferred income tax assets. The Company’s actual results may differ from these estimates under different assumptions or conditions. |
Concentrations of Credit Risk | Concentrations of Credi t R Financial instruments which potentially subject the Company to credit risk consist primarily of cash, cash equivalents and marketable securities. The Company holds these investments in highly rated financial institutions, and, by policy, limits the amounts of credit exposure to any one financial institution. These amounts at times may exceed federally insured limits. The Company’s accounts at Silicon Valley Bank have not experienced any credit losses and the Company does not believe it has material exposure to any significant credit risk on these funds. The Company maintains the majority of its cash, cash equivalents and marketable securities at other financial institutions. The Company has no off-balance |
Cash and Cash Equivalents | Cash and Cash Equ ivalen The Company considers all highly liquid investments with maturities at the date of purchase of three months or less to be cash equivalents. Cash and cash equivalents include bank demand deposits, marketable securities with maturities of three months or less at purchase, and money market funds that invest primarily in certificates of deposit, commercial paper and U.S. government and U.S. government agency obligations. Cash equivalents are reported at fair value. |
Marketable Securities | Marketable Securities Marketable securities consist of investments in corporate debt securities. Management determines the appropriate classification of the securities at the time they are acquired and evaluates the appropriateness of such classifications at each balance sheet date. The Company classifies its marketable securities as available-for-sale Investments – Debt and Equity Securities The Company reviews marketable securities for other-than-temporary impairment whenever the fair value of a marketable security is less than the amortized cost and evidence indicates that a marketable security’s carrying amount is not recoverable within a reasonable period of time. Other-than-temporary impairments of investments are recognized in the consolidated statements of operations if the Company has experienced a credit loss, has the intent to sell the marketable security, or if it is more likely than not that the Company will be required to sell the marketable security before recovery of the amortized cost basis. Evidence considered in this assessment includes reasons for the impairment, compliance with the Company’s investment policy, the severity and the duration of the impairment and changes in value subsequent to the end of the period. |
Fair Value of Financial Instruments | Fair Va lue The Company’s financial instruments consist of cash and cash equivalents, marketable securities, accounts payable, accrued liabilities and warrant liabilities. Fair value estimates of these instruments are made at a specific point in time, based on relevant market information. These estimates may be subjective in nature and involve uncertainties and matters of judgment and therefore cannot be determined with precision. The fair value of the Company’s warrant liabilities is based upon unobservable inputs, as described further below. The Company discloses information on all assets and liabilities reported at fair value using a hierarchy of inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. The fair value hierarchy applies only to the valuation inputs used in determining the reported fair value of the investments and is not a measure of the investment credit quality. The three levels of the fair value hierarchy are described below: Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2—Valuations based on quoted prices for similar assets or liabilities in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3—Valuations that require inputs that reflect the Company’s own assumptions that are both significant to the fair value measurement and unobservable. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company had no liabilities classified as Level 1 or Level 2. The carrying amounts reported in the accompanying financial statements for accounts payable and accrued expenses approximate their respective fair values due to their short-term maturities. The fair value of the warrant liabilities is discussed in Note 4, “Fair Value Measurements.” |
Stock-based Compensation | Stock-based Co m Stock-based compensation is measured and recognized as compensation expense for all stock-based payment awards made to employees, directors, and non-employees, The fair value of options is calculated using the Black-Scholes option pricing model on the date of grant based on key assumptions such as stock price, risk free interest rates, expected volatility, expected term, and expected dividend yield. The Company’s estimates of these assumptions are based on historical data and judgment regarding future trends and factors. |
Government Contracts and Grant Agreements | Government Contracts and Grant Agreements On March 10, 2021, the Company entered into a cost-share contract (the “BARDA Contract”) with BARDA, a division of the U.S. Department of Health and Human Services’ Office of the Assistant Secretary for Preparedness and Response. The base period for the BARDA Contract included government funding of up to $9.8 million to reimburse expenses to support the conduct of the Phase 3 DISRUPT study and futility analysis. In connection with the Trial Closure, the BARDA Contract was modified to provide for up to $6.6 million in funding to support a futility outcome root-cause analysis and the close-out The Company recognizes a receivable in other current assets with a related reduction in its research and development expenses when the actual reimbursable costs have been incurred and the Company has complied with the conditions of the applicable government contract or grant agreement and the amounts will be received. The Company recognized a reduction to its research and development expense in the amount of $2.7 million and $2.1 million for the three months ended March 31, 2023 and 2022, respectively. The receivable for government contracts and grant agreements as of March 31, 2023 and December 31, 2022 was $1.7 million and $2.6 million, respectively. The Company has $2.6 million of committed government contract and grant agreement funding remaining as of March 31, 2023. |
Restructuring | R estr cturing The Company has made estimates and judgments regarding the amount and timing of its restructuring expense and liability, including current and future period termination |
Net Loss Per Share | Net Loss Per S Basic net loss per share applicable to common stockholders is calculated by dividing net loss applicable to common stockholders by the weighted average shares outstanding during the period, without consideration for common stock equivalents. Diluted net loss per share applicable to common stockholders is calculated by adjusting weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury-stock method. For purposes of the dilutive net loss per share applicable to common stockholders’ calculation, stock options and warrants are considered to be common stock equivalents but are excluded from the calculation of diluted net loss per share applicable to common stockholders, as their effect would be anti-dilutive; therefore, basic and diluted net loss per share applicable to common stockholders were the same for all periods presented. |
Recently Adopted Accounting Pronouncements | Recently A dopt noun Credit Losses On January 1, 2023, the Company adopted Accounting Standards Update No. 2016-13, Financial Instruments-Credit Losses (ASU 2016-13). 2016-13 available-for-sale |
Marketable Securities (Tables)
Marketable Securities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Marketable Securities | Marketable securities at March 31, 2023 consisted of the following (in thousands): Marketable Securities Amortized Cost Unrealized Unrealized Fair Value Current: Corporate debt $ 2,025 $ — $ — $ 2,025 Marketable securities at December 31, 2022 consisted of the following (in thousands): Marketable Securities Amortized Cost Unrealized Unrealized Fair Value Current: Corporate debt $ 4,807 $ — $ (32 ) $ 4,775 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Information about Company's Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022 (in thousands): Fair Value Measurement as of March 31, 2023 Quoted Prices Significant Significant (Level 3) Cash equivalents $ 10,186 $ — $ — Marketable securities 2,025 — — Warrant liabilities — — 1,899 Total $ 12,211 $ — $ 1,899 Fair Value Measurement as of December 31, 2022 Quoted Prices Significant Significant (Level 3) Cash equivalents $ 7,596 $ — $ — Marketable securities 4,775 — — Warrant liabilities — — 9,299 Total $ 12,371 $ — $ 9,299 |
Reconciliation of Company's Financial Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Level 3) | The following tables present a reconciliation of the Company’s financial liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended 2023 2022 Balance at beginning of period $ 9,299 $ 2,530 (Decrease) increase in fair value (1) (7,400 ) 4,212 Balance at end of period $ 1,899 $ 6,742 (1) The change in fair values of the warrant liabilities is recorded in other income in the consolidated statement of operations. |
2020 Warrants [Member] | |
Assumption Used to Determine Fair Value of Warrant Liability | The following assumptions were used in a Black-Scholes option-pricing model to determine the fair value of the warrant liability: As of As of Expected volatility 183.8 % 80.2 % Remaining contractual term (in years) 0.17 0.42 Risk-free interest rate 4.79 % 4.76 % Expected dividend yield — % — % |
2022 Warrants [Member] | |
Assumption Used to Determine Fair Value of Warrant Liability | The following assumptions were used in a Black-Scholes option-pricing model to determine the fair value of the warrant liability: Class A Warrants Class B Warrants As of As of As of As of Expected volatility 108.0 % 99.8 % 164.7 % 140.3 % Remaining contractual term (in years) 4.83 5.08 0.33 0.58 Risk-free interest rate 3.60 % 3.99 % 4.97 % 4.76 % Expected dividend yield — % — % — % — % |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Payables and Accruals [Abstract] | |
Summary of Accrued Liabilities | Accrued and other current liabilities consist of the following as of March 31, 2023 and December 31, 2022 (in thousands): March 31, December 31, Accrued research and development service fees $ 4,019 $ 3,443 Accrued compensation costs 1,653 1,676 Accrued professional fees 1,382 970 Accrued insurance and facilities operation expenses 1,066 252 Other accrued expenses 30 157 Total accrued and other current liabilities $ 8,150 $ 6,498 |
Net Loss Per Share of Common _2
Net Loss Per Share of Common Stock (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Loss Per Share for Common Stockholders | The following table sets forth the computation of basic and diluted net loss per share for common stockholders (in thousands, except share and per share data): Three Months Ended March 31, 2023 2022 Net loss $ (1,371 ) $ (20,157 ) Weighted average shares of common stock outstanding 1,975,476 491,626 Net loss per share of common stock—basic and diluted $ (0.69 ) $ (41.00 ) |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding | The following potentially dilutive securities outstanding at March 31, 2023 and 2022 have been excluded from the computation of diluted weighted average shares outstanding, as they would have been anti-dilutive: March 31, 2023 2022 Options to purchase common stock 79,661 52,148 Warrants to purchase common stock 7,151,451 136,563 Total 7,231,112 188,711 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Classification of Lease Liabilities | The balance sheet classification of the Company’s lease liabilities was as follows (in thousands): Description March 31, December 31, Operating lease liabilities: Current portion of lease liabilities $ 674 $ 671 Long-term portion of lease liabilities $ 2,100 $ 2,210 |
Summary of Future Minimum Lease Payments | As of March 31, 2023, the maturities of our operating lease liabilities were as follows (in thousands): Amount April 1, 2023—December 31, 2023 $ 531 Year ending December 31: 2024 721 2025 736 2026 750 2027 702 Total lease payments 3,440 Less: Present value adjustment (666 ) Operating lease liabilities 2,774 |
Lease, Cost | Lease costs under the terms of the Company’s leases for the three months ended March 31, 2023 and 2022 were as follows (in thousands): March 31, 2023 2022 Operating lease cost (1) $ 151 $ 153 Variable lease costs (2) 30 40 Total lease cost $ 181 $ 193 (1) Operating lease payments included in the measurement of the Company’s lease liabilities are comprised of fixed payments according to the terms of the Company’s leases. (2) Variable lease payments consist of the Company’s utility costs billed by and paid to its landlord. Variable lease payments are presented as operating expenses in the Company’s Consolidated Statement of Operations in the same line item as expense arising from fixed lease payments and in net cash used in operating activities in the Company’s Statement of Cash Flows. |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost | The restructuring costs were included in accounts payable and accrued and other current liabilities. Activity for the three months ended March 31, 2023 is summarized as follows (in thousands): Three Months Balance at beginning of period $ 7,143 Payments made (216 ) Balance at end of period $ 6,927 |
Capital Structure (Tables)
Capital Structure (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Stockholders Equity Reverse Stock Split [Abstract] | |
Summary of Common Stock Reserved for Future Issuance | The Company has reserved for future issuance the following number of shares of common stock as of March 31, 2023 and December 31, 2022: March 31, December 31, Outstanding pre-funded 2,104,000 574,937 Outstanding options to purchase common stock 79,661 55,565 Outstanding warrants to purchase common stock 7,151,451 2,151,451 For future issuance under the 2014 Omnibus Incentive Plan 1,020 1,317 For future issuance under the 2021 Employment Inducement Plan 12,375 12,375 9,348,507 2,795,645 |
Stock Warrants (Tables)
Stock Warrants (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Warrants and Rights Note Disclosure [Abstract] | |
Schedule of Warrants Outstanding | As of March 31, 2023 and December 31, 2022, the Company had warrants to purchase the underlying common stock outstanding as shown in the table below. March 31, December 31, 2023 Warrants 5,000,000 — 2022 Warrants 2,034,883 2,034,883 2020 Warrant 110,248 110,248 Pfizer Warrant 6,320 6,320 Warrants to purchase common stock 7,151,451 2,151,451 Weighted-average exercise price per share $ 10.32 $ 31.00 The following table summarizes information regarding the Company’s warrants outstanding at March 31, 2023: Exercise Prices Shares Expiration Date $ 4.00 678,294 August 14, 2023 $ 4.00 1,356,589 February 14, 2028 $ 4.00 5,000,000 March 2, 2028 $392.00 116,568 May 27, 2023 7,151,451 |
Stock Option and Incentive Pl_2
Stock Option and Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity for the three months ended March 31, 2023, is summarized as follows: Number of Weighted Weighted Aggregate Options outstanding at December 31, 2022 55,565 $ 548.79 Granted 25,125 5.03 Exercised — — Expired (1,029 ) 1,745.88 Forfeited — — Options outstanding at March 31, 2023 79,661 359.95 8.32 $ — Vested and exercisable at March 31, 2023 36,096 616.60 7.17 $ — |
Assumptions to Compute Fair Value of Stock Option Grants | The following assumptions were used to compute the fair value of stock options granted during the period: Three Months Ended 2023 2022 Risk free interest rate 4.00 % 1.94 % Expected dividend yield — — Expected term (in years) 6.06 6.06 Expected volatility 102.1 % 91.2 % |
Organization and Description _2
Organization and Description of Business - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||||||
Mar. 02, 2023 | Dec. 15, 2022 | Aug. 15, 2022 | Jul. 29, 2022 | Mar. 22, 2021 | May 27, 2020 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Organization And Description Of Business [Line Items] | |||||||||
Accumulated deficit | $ 327,076 | $ 325,705 | |||||||
Net cash used in operating activities | (8,798) | $ (11,767) | |||||||
Number of shares issued | 147,471 | ||||||||
Cash Cash Equivalents And Marketable Securities | $ 13,900 | ||||||||
Restructuring charge | $ 7,700 | $ 7,700 | |||||||
Labor and Related Expense | 1,600 | 1,600 | |||||||
Write-off of prepaid manufacturing costs | $ 6,100 | $ 6,100 | |||||||
Common Stock [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Number of shares issued | 128,000 | 54,375 | |||||||
Class of warrant or right, issued | 5,000,000 | ||||||||
Sale of stock, price per share | $ 4 | ||||||||
Prefunded Warrants [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Class of warrant or right, issued | 2,372,000 | 623,919 | |||||||
Follow-on Offering [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Exercise Price of Warrants or Rights | $ 392 | ||||||||
Public offering price, per unit | $ 356 | ||||||||
Stock issued during period, value | $ 150,000 | ||||||||
Over-Allotment Option [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Number of shares issued | 143,750 | ||||||||
Public offering price, per unit | $ 400 | ||||||||
Proceeds from initial public offer | $ 53,800 | ||||||||
Sale of stock, price per share | $ 400 | ||||||||
Pre Funded Warrants and Common Stock [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Proceeds from issuance or sale of equity | $ 9,100 | $ 6,100 | |||||||
Class A warrants [Member] | Common Stock [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Class of warrant or right, issued | 1,356,589 | ||||||||
Class B warrants [Member] | Common Stock [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Class of warrant or right, issued | 678,294 | ||||||||
Class A warrant and Class B warrant [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Sale of stock, price per share | $ 10.32 | ||||||||
Two Thousand and Twenty Three Offering [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Exercise Price of Warrants or Rights | $ 4 | ||||||||
Number of common stock Called by each warrant or right | 2 | ||||||||
Two Thousand and Twenty Three Offering [Member] | Prefunded Warrants [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Number of common stock Called by each warrant or right | 1 | ||||||||
Two Thousand And Twenty Two Offering [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Exercise Price of Warrants or Rights | $ 4 | 10.32 | |||||||
Sale of stock, price per share | $ 10.32 | ||||||||
Proceeds from issuance or sale of equity | $ 9,100 | ||||||||
Number of common stock Called by each warrant or right | 2 | ||||||||
Two Thousand And Twenty Two Offering [Member] | Prefunded Warrants [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Number of common stock Called by each warrant or right | 1 | ||||||||
Two Thousand And Twenty Two Offering [Member] | ClassA Warrant [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Number of common stock Called by each warrant or right | 1 | ||||||||
Two Thousand And Twenty Two Offering [Member] | ClassB Warrant [Member] | |||||||||
Organization And Description Of Business [Line Items] | |||||||||
Number of common stock Called by each warrant or right | 2 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | |||
Mar. 10, 2021 USD ($) | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Maturity period of highly liquid investments | three months or less | |||
Realized gains or losses on marketable securities | $ 0 | $ 0 | ||
Number of securities in unrealized loss position for more than 12 months | 0 | 0 | ||
Grants receivable recognized | $ 2,700,000 | $ 2,100,000 | ||
Grants receivable | 1,700,000 | $ 2,600,000 | ||
Grants remaining to be awarded | 2,600,000 | |||
BARDA Contract [Member] | Base Period BARDA Funding [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total funding receives in future | $ 9,800,000 | |||
Barda Extended Contract [Member] | Base Period BARDA Funding [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total funding receives in future | 6,600,000 | |||
Level 1 [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Liabilities | 0 | |||
Level 2 [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Liabilities | $ 0 |
Marketable Securities - Schedul
Marketable Securities - Schedule of Marketable Securities (Detail) - Corporate debt [Member] - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Schedule of Available-for-sale Securities [Line Items] | ||
Marketable Securities, Amortized Cost | $ 2,025 | $ 4,807 |
Marketable Securities, Unrealized Gains | 0 | 0 |
Marketable Securities, Unrealized Losses | 0 | (32) |
Marketable Securities, Fair Value | $ 2,025 | $ 4,775 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Marketable Securities [Abstract] | |
Marketable securities | $ 0 |
Maturity period classified current investments | less than one year |
Aggregate fair value of debt securities | $ 2,000 |
Fair Value Measurements - Infor
Fair Value Measurements - Information about Company's Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 2,025 | $ 4,775 |
Warrant liabilities | (1,899) | (9,299) |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 10,186 | 7,596 |
Marketable securities | 2,025 | 4,775 |
Total | 12,211 | 12,371 |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liabilities | 1,899 | 9,299 |
Total | $ 1,899 | $ 9,299 |
Fair Value Measurements - Assum
Fair Value Measurements - Assumption Used to Determine Fair Value of Warrant Liability (Detail) | Mar. 31, 2023 yr | Dec. 31, 2022 yr |
2020 Warrants [Member] | Expected Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 1.838 | 0.802 |
2020 Warrants [Member] | Remaining Contractual term (in years) [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 0.17 | 0.42 |
2020 Warrants [Member] | Risk-free Interest Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 0.0479 | 0.0476 |
2022 Warrants [Member] | Expected Volatility [Member] | Class A warrants [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 1.08 | 0.998 |
2022 Warrants [Member] | Expected Volatility [Member] | Class B warrants [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 1.647 | 1.403 |
2022 Warrants [Member] | Remaining Contractual term (in years) [Member] | Class A warrants [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 4.83 | 5.08 |
2022 Warrants [Member] | Remaining Contractual term (in years) [Member] | Class B warrants [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 0.33 | 0.58 |
2022 Warrants [Member] | Risk-free Interest Rate [Member] | Class A warrants [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 0.036 | 0.0399 |
2022 Warrants [Member] | Risk-free Interest Rate [Member] | Class B warrants [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value of warrant liability | 0.0497 | 0.0476 |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Company's Financial Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Level 3) (Detail) - Warrant Liabilities [Member] - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Balance at beginning of period | $ 9,299 | $ 2,530 | |
(Decrease) increase in fair value | [1] | (7,400) | 4,212 |
Balance at end of period | $ 1,899 | $ 6,742 | |
[1]The change in fair values of the warrant liabilities is recorded in other income in the consolidated statement of operations. |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities - Summary of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued research and development service fees | $ 4,019 | $ 3,443 |
Accrued compensation costs | 1,653 | 1,676 |
Accrued professional fees | 1,382 | 970 |
Accrued insurance and facilities operation expenses | 1,066 | 252 |
Other accrued expenses | 30 | 157 |
Total accrued and other current liabilities | $ 8,150 | $ 6,498 |
Accrued and Other Current Lia_4
Accrued and Other Current Liabilities - Additional Information (Detail) - Agreement For Financing Insurance Premium [Member] - USD ($) $ in Millions | Mar. 31, 2023 | Feb. 28, 2023 |
Accrued And Other Current Liabilities [Line Items] | ||
Debt instrument face value | $ 0.9 | |
Short term debt bearing fixed interest rate percentage | 6.25% | |
Other short term debt | $ 0.8 |
Net Loss Per Share of Common _3
Net Loss Per Share of Common Stock - Additional Information (Detail) - shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Common Stock [Member] | Prefunded Warrants [Member] | ||
Share-based compensation arrangement by share-based payment award, non-option equity instruments, exercised | 2,104,000 | 574,937 |
Net Loss Per Share of Common _4
Net Loss Per Share of Common Stock - Schedule of Computation of Basic and Diluted Loss Per Share for Common Stockholders (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |||
Net loss | $ (1,371) | $ (20,157) | |
Shares used in computing basic net loss per share | 1,975,476 | 491,626 | 1,975,476 |
Basic net loss per share | $ (0.69) | $ (41) | $ (0.69) |
Shares used in computing diluted net loss per share | 1,975,476 | 491,626 | 1,975,476 |
Diluted net loss per share | $ (0.69) | $ (41) | $ (0.69) |
Net Loss Per Share of Common _5
Net Loss Per Share of Common Stock - Schedule of Antidilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding (Detail) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive securities outstanding excluded from the computation of diluted weighted average shares | 7,231,112 | 188,711 |
Employee Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive securities outstanding excluded from the computation of diluted weighted average shares | 79,661 | 52,148 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially antidilutive securities outstanding excluded from the computation of diluted weighted average shares | 7,151,451 | 136,563 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | |||||
Dec. 31, 2011 ExtensionOptions | Dec. 31, 2010 | Jan. 31, 2012 ft² ExtensionOptions | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | Jan. 01, 2019 | |
Loss Contingencies [Line Items] | |||||||
Non-cancellable operating lease, expiration date | 2025-12 | 2027-12 | |||||
Extended lease agreement, date | 2027-12 | ||||||
Number of lease extension options | ExtensionOptions | 2 | 2 | |||||
Lease renewal termination period | 5 years | 5 years | |||||
Area of space relinquished from lease agreement | ft² | 10,912 | ||||||
Milestone payment | $ 800,000 | ||||||
Operating lease, remaining lease term | 9 years | ||||||
Operating lease, discount rate, percent | 9.93% | ||||||
Rockefeller University [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Annual maintenance fees payable after 2018 | $ 200,000 | $ 200,000 | |||||
Percentage of royalty on net sales | 5% | 5% | |||||
Regulatory milestone payment | $ 5,000,000 | $ 5,000,000 | |||||
Royalty or sublicense payment | $ 0 | $ 0 | |||||
License agreement termination notice period | 60 days | ||||||
Period of termination after first commercial sale of first licensed product | 10 years | ||||||
License agreement termination description | Each license agreement terminates upon the later of (i) the expiration or abandonment of the last licensed patent under the license agreement to expire or become abandoned, or (ii) 10 years after the first commercial sale of the first licensed product. The Rockefeller University may terminate any license agreement in the event of a breach of such agreement by the Company or if the Company challenges the validity or enforceability of the underlying patent rights. The Company may terminate any license agreement at any time on 60 days’ notice. |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Classification of Lease Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Operating lease liabilities: | ||
Current portion of lease liabilities | $ 674 | $ 671 |
Long-term portion of lease liabilities | $ 2,100 | $ 2,210 |
Commitments and Contingencies_3
Commitments and Contingencies - Maturities of Operating Lease Liabilities (Detail) $ in Thousands | Mar. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
April 1, 2023—December 31, 2023 | $ 531 |
2024 | 721 |
2025 | 736 |
2026 | 750 |
2027 | 702 |
Total lease payments | 3,440 |
Less: Present value adjustment | (666) |
Operating lease liabilities | $ 2,774 |
Commitments and Contingencies_4
Commitments and Contingencies - Lease Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | ||
Disclosure of Lease of Cost [Abstract] | |||
Operating lease cost | [1] | $ 151 | $ 153 |
Variable lease costs | [2] | 30 | 40 |
Total lease cost | $ 181 | $ 193 | |
[1]Operating lease payments included in the measurement of the Company’s lease liabilities are comprised of fixed payments according to the terms of the Company’s leases.[2]Variable lease payments consist of the Company’s utility costs billed by and paid to its landlord. Variable lease payments are presented as operating expenses in the Company’s Consolidated Statement of Operations in the same line item as expense arising from fixed lease payments and in net cash used in operating activities in the Company’s Statement of Cash Flows. |
Restructuring - Schedule of Re
Restructuring - Schedule of Restructuring Reserve by Type of Cost (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Balance at beginning of period | $ 7,143 |
Payments made | (216) |
Balance at end of period | $ 6,927 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) - USD ($) $ in Millions | Aug. 15, 2022 | Jul. 29, 2022 | Mar. 31, 2023 |
Restructuring and Related Activities [Abstract] | |||
Restructuring Charges | $ 7.7 | $ 7.7 | |
Labor and Related Expense | 1.6 | 1.6 | |
Write-off of prepaid manufacturing costs | $ 6.1 | $ 6.1 | |
Accounts Payable and Accrued Liabilities, Current | $ 6.9 |
Capital Structure - Additional
Capital Structure - Additional Information (Detail) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2023 shares | Mar. 02, 2023 USD ($) $ / shares shares | Feb. 10, 2023 | Dec. 15, 2022 USD ($) $ / shares shares | Mar. 22, 2021 USD ($) $ / shares shares | May 27, 2020 USD ($) $ / shares shares | Jul. 25, 2017 USD ($) | Mar. 31, 2023 USD ($) shares | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2020 | |
Class of Stock [Line Items] | |||||||||||
Common stock, shares authorized | shares | 125,000,000 | ||||||||||
Number of shares issued | shares | 147,471 | ||||||||||
Net proceeds received | $ | $ 48,900 | ||||||||||
Gross Proceed | $ | $ 3,000 | ||||||||||
Dividends declared or paid | $ | $ 0 | ||||||||||
Common stock, voting rights | The holders of shares of common stock are entitled to one vote for each share of common stock held at all meetings of stockholders and written actions in lieu of meetings. | ||||||||||
Fair value adjustment of warrants | $ | $ (7,400) | $ 4,212 | |||||||||
Stockholders' Equity, Reverse Stock Split | 1-for-80 | ||||||||||
Maximum [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stockholders' Equity, Reverse Stock Split | 1-for-80 | ||||||||||
Minimum [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stockholders' Equity, Reverse Stock Split | 1-for-10 | ||||||||||
Other Expense [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Fair value adjustment of warrants | $ | $ 4,000 | ||||||||||
Private Placement [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Issuance of securities in private placement, Shares | shares | 8,427 | ||||||||||
Follow-on Offering [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Public offering price, per unit | $ / shares | $ 356 | ||||||||||
Warrants to purchase shares of common stock | shares | 110,603 | ||||||||||
Warrant exercise price per share | $ / shares | $ 392 | ||||||||||
Conversion ratio of common stock | 0.75 | ||||||||||
Follow-on Offering [Member] | 2020 Warrants [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Fair value of warrants | $ | $ 31,400 | ||||||||||
Issuance costs allocated to warrants | $ | $ 2,200 | ||||||||||
Follow-on Offering [Member] | 2022 Warrants [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Fair value of warrants | $ | $ 11,000 | ||||||||||
Issuance costs allocated to warrants | $ | $ 900 | ||||||||||
Over-Allotment Option [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares issued | shares | 143,750 | ||||||||||
Public offering price, per unit | $ / shares | $ 400 | ||||||||||
Sale of stock, price per share | $ / shares | $ 400 | ||||||||||
Proceeds from Issuance Initial Public Offering | $ | $ 53,800 | ||||||||||
Class A Warrant and Class B Warrant [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Sale of stock, price per share | $ / shares | $ 10.32 | ||||||||||
Pre Funded Warrants and Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Proceeds from issuance or sale of equity | $ | $ 9,100 | $ 6,100 | |||||||||
Two Thousand And Twenty Two Offering [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Warrant exercise price per share | $ / shares | $ 4 | $ 10.32 | |||||||||
Sale of stock, price per share | $ / shares | $ 10.32 | ||||||||||
Class of warrant purchase percentage | 4% | ||||||||||
Proceeds from issuance or sale of equity | $ | $ 9,100 | ||||||||||
Number of common stock Called by each warrant or right | shares | 2 | ||||||||||
Stockholders' Equity, Reverse Stock Split | 1-for-80 | ||||||||||
Pfizer Warrants [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Warrants to purchase shares of common stock | shares | 6,320 | ||||||||||
Warrant exercise price per share | $ / shares | $ 392 | ||||||||||
Pre-Funded Warrants | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock Issued During Period, Shares, Acquisitions | shares | 268,000 | ||||||||||
Pre-Funded Warrants | Two Thousand And Twenty Two Offering [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of common stock Called by each warrant or right | shares | 1 | ||||||||||
Class A warrants [Member] | Two Thousand And Twenty Two Offering [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of common stock Called by each warrant or right | shares | 2 | ||||||||||
Class B warrants [Member] | Two Thousand And Twenty Two Offering [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of common stock Called by each warrant or right | shares | 1 | ||||||||||
CFRX Prefunded Warrants [Member] | Follow-on Offering [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Warrants to purchase shares of common stock | shares | 623,919 | 623,919 |
Capital Structure - Summary of
Capital Structure - Summary of Common Stock Reserved for Future Issuance (Detail) - shares | Mar. 31, 2023 | Dec. 31, 2022 |
Class of Stock [Line Items] | ||
Common Stock reserved for future issuance | 9,348,507 | 2,795,645 |
Two Thousand Fourteen Omnibus Incentive Plan [Member] | ||
Class of Stock [Line Items] | ||
Common Stock reserved for future issuance | 1,020 | 1,317 |
Two Thousand Twenty One Employment Inducement Plan [Member] | ||
Class of Stock [Line Items] | ||
Common Stock reserved for future issuance | 12,375 | 12,375 |
Stock Options [Member] | ||
Class of Stock [Line Items] | ||
Common Stock reserved for future issuance | 79,661 | 55,565 |
Warrants [Member] | ||
Class of Stock [Line Items] | ||
Common Stock reserved for future issuance | 7,151,451 | 2,151,451 |
CFRX Prefunded Warrants [Member] | ||
Class of Stock [Line Items] | ||
Common Stock reserved for future issuance | 2,104,000 | 574,937 |
Stock Warrants - Schedule of Wa
Stock Warrants - Schedule of Warrants Outstanding (Detail) - $ / shares | 3 Months Ended | ||
Mar. 31, 2023 | Dec. 31, 2022 | May 27, 2020 | |
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 7,151,451 | 2,151,451 | |
Weighted-average exercise price per share | $ 10.32 | $ 31 | |
Pfizer Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 6,320 | 6,320 | |
Exercise Prices | $ 392 | ||
Exercise Price Four Point Zero Zero [Member] | |||
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 678,294 | ||
Exercise Prices | $ 4 | ||
Exercise Price Three Nine Two Point Zero Zero [Member] | |||
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 116,568 | ||
Exercise Prices | $ 392 | ||
Expiration Start Date | May 27, 2023 | ||
Excercise Price Four Point Zero Zero Expiry Date Fourteenth Of February Two Thousand And Twenty Eight [Member] | |||
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 1,356,589 | ||
Exercise Prices | $ 4 | ||
Expiration Start Date | Feb. 14, 2028 | ||
Excercise Price Four Point Zero Zero Expiry Date Second Of March Two Thousand And Twenty Eight [Member] | |||
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 5,000,000 | ||
Exercise Prices | $ 4 | ||
Expiration Start Date | Mar. 02, 2028 | ||
Minimum [Member] | Exercise Price Four Point Zero Zero [Member] | |||
Class of Warrant or Right [Line Items] | |||
Expiration Start Date | Aug. 14, 2023 | ||
2023 Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 5,000,000 | 0 | |
2022 Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 2,034,883 | 2,034,883 | |
2020 Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Shares Underlying Outstanding Warrants | 110,248 | 110,248 |
Stock Option and Incentive Pl_3
Stock Option and Incentive Plans - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |||||||||
Jan. 01, 2023 | Dec. 31, 2015 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | May 17, 2022 | Sep. 30, 2021 | Jul. 28, 2014 | Apr. 29, 2014 | Feb. 24, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares of common stock reserved pursuant to the plan | 9,348,507 | 2,795,645 | ||||||||
Number of common stock shares outstanding | 79,661 | 55,565 | ||||||||
Weighted average grant date fair value of options | $ 5.03 | $ 266.4 | ||||||||
Unrecognized compensation cost related to unvested stock options | $ 3.7 | |||||||||
Weighted average period of unvested stock options | 1 year 10 months 24 days | |||||||||
Employee Stock Options [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Compensation expense recognized | $ 0.9 | $ 0.9 | ||||||||
Amended and Restated 2008 Equity Incentive Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Termination of service, Period | 2 years | |||||||||
2008 Equity Incentive Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares of common stock reserved pursuant to the plan | 2,946 | 2,321 | ||||||||
Termination of service, Period | 10 years | |||||||||
2014 Omnibus Incentive Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares of common stock reserved pursuant to the plan | 715 | |||||||||
Number of additional shares increases of common stock reserved pursuant to the plan | 77,157 | |||||||||
2014 Omnibus Incentive Plan [Member] | Maximum [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Annual increase of plan, percentage of common stock shares outstanding | 4% | |||||||||
2021 Employment Inducement Omnibus Incentive Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares of common stock reserved pursuant to the plan | 12,500 | |||||||||
Two Thousand and Twenty Two Employee Stock Purchase Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares of common stock reserved pursuant to the plan | 10,000 | |||||||||
Number of common stock shares outstanding | 0 | |||||||||
Discount rate from fair value on offering date that participants pay for shares. | 85% |
Stock Option and Incentive Pl_4
Stock Option and Incentive Plans - Summary of Stock Option Activity (Detail) | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of Options, Options outstanding, Beginning balance | shares | 55,565 |
Number of Options, Granted | shares | 25,125 |
Number of Options, Exercised | shares | 0 |
Number of Options, Expired | shares | (1,029) |
Number of Options, Forfeited | shares | 0 |
Number of Options, Options outstanding, Ending balance | shares | 79,661 |
Number of Options, Vested and exercisable, Ending Balance | shares | 36,096 |
Weighted Average Exercise Price, Options outstanding, Beginning balance | $ / shares | $ 548.79 |
Weighted Average Exercise Price, Granted | $ / shares | 5.03 |
Weighted Average Exercise Price, Exercised | $ / shares | 0 |
Weighted Average Exercise Price, Expired | $ / shares | 1,745.88 |
Weighted Average Exercise Price, Forfeited | $ / shares | 0 |
Weighted Average Exercise Price, Options outstanding, Ending balance | $ / shares | 359.95 |
Weighted Average Exercise Price, Vested and exercisable, Ending balance | $ / shares | $ 616.6 |
Weighted Average Remaining Contractual Life (in years), Options outstanding | 8 years 3 months 25 days |
Weighted Average Remaining Contractual Life (in years), Vested and exercisable | 7 years 2 months 1 day |
Aggregate Intrinsic value, Options outstanding | $ | $ 0 |
Aggregate Intrinsic value, Vested and exercisable | $ | $ 0 |
Stock Option and Incentive Pl_5
Stock Option and Incentive Plans - Assumptions to Compute Fair Value of Stock Option Grants (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Risk free interest rate | 4% | 1.94% |
Expected dividend yield | $ 0 | $ 0 |
Expected term (in years) | 6 years 21 days | 6 years 21 days |
Expected volatility | 102.10% | 91.20% |