Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 30, 2020 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-36225 | |
Entity Registrant Name | KINDRED BIOSCIENCES, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-1160142 | |
Entity Address, Address Line One | 1555 Bayshore Highway | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Burlingame | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94010 | |
City Area Code | 650 | |
Local Phone Number | 701-7901 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 39,289,624 | |
Entity Central Index Key | 0001561743 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Common stock | ||
Title of 12(b) Security | Common Stock, $0.0001 par value | |
Trading Symbol | KIN | |
Security Exchange Name | NASDAQ | |
Preferred stock | ||
Title of 12(b) Security | Preferred Stock Purchase Rights | |
Trading Symbol | KIN | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 13,960 | $ 15,986 |
Short-term investments | 39,493 | 55,723 |
Accounts receivable | 244 | 923 |
Inventories | 824 | 4,218 |
Prepaid expenses and other | 3,893 | 2,495 |
Total current assets | 58,414 | 79,345 |
Property and equipment, net | 30,292 | 29,777 |
Long-term investments | 1,118 | 1,837 |
Operating lease right-of-use assets | 2,833 | 3,001 |
Other assets | 64 | 64 |
Total assets | 92,721 | 114,024 |
Current liabilities: | ||
Accounts payable | 2,837 | 1,256 |
Accrued compensation | 3,587 | 4,193 |
Accrued liabilities | 3,153 | 4,131 |
Current portion of operating lease liabilities | 618 | 644 |
Total current liabilities | 10,195 | 10,224 |
Long-term operating lease liabilities | 2,506 | 2,614 |
Long-term loan payable, net of debt issuance costs | 19,350 | 19,265 |
Total liabilities | 32,051 | 32,103 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, $0.0001 par value; 100,000,000 shares authorized; 39,289,624 and 39,203,533 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 4 | 4 |
Additional paid-in capital | 306,482 | 304,963 |
Accumulated other comprehensive income (loss) | 4 | 13 |
Accumulated deficit | (245,820) | (223,059) |
Total stockholders' equity | 60,670 | 81,921 |
Total liabilities and stockholders' equity | $ 92,721 | $ 114,024 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 39,289,624 | 39,203,533 |
Common stock, shares outstanding (in shares) | 39,289,624 | 39,203,533 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Statement of Comprehensive Income [Abstract] | |||
Net product revenues | $ 603,000 | $ 515,000 | |
Operating costs and expenses: | |||
Cost of product revenues | [1] | 3,577,000 | 92,000 |
Research and development | 8,867,000 | 7,152,000 | |
Selling, general and administrative | 8,873,000 | 9,901,000 | |
Restructuring costs | 1,676,000 | 0 | |
Total operating costs and expenses | 22,993,000 | 17,145,000 | |
Loss from operations | (22,390,000) | (16,630,000) | |
Interest and other (expense) income, net | (371,000) | 575,000 | |
Net loss | (22,761,000) | (16,055,000) | |
Change in unrealized gains or losses on available-for-sale securities | (9,000) | (2,000) | |
Comprehensive loss | $ (22,770,000) | $ (16,057,000) | |
Net loss per share, basic and diluted (in usd per share) | $ (0.58) | $ (0.42) | |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 39,186 | 37,786 | |
[1] | (1) Includes $3,494,000 Finished Goods write-off related to the Dechra Asset Purchase Agreement, consistent with the transition to proprietary Dechra branding and regulatory best practices related to label transitions on asset divestitures. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Statement of Financial Position [Abstract] | |||
Finished goods write off related to Dechra asset purchase | $ 3,494 | [1] | $ 0 |
[1] | (1) Includes $3,494,000 Finished Goods write-off related to the Dechra Asset Purchase Agreement, consistent with the transition to proprietary Dechra branding and regulatory best practices related to label transitions on asset divestitures. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Cash Flows from Operating Activities | |||
Net loss | $ (22,761) | $ (16,055) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Stock-based compensation expense | 2,064 | 1,860 | |
Depreciation and amortization expense | 1,053 | 500 | |
Loss/(gain) on disposal of property and equipment | 0 | 1 | |
Amortization of discount on marketable securities | (109) | (81) | |
Amortization of debt discount of long-term loan | 85 | 0 | |
Finished goods write off related to Dechra asset purchase | 3,494 | [1] | 0 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 679 | 628 | |
Inventories | (100) | (955) | |
Prepaid expenses and other | (1,398) | (260) | |
Accounts payable | 1,558 | (1,575) | |
Accrued liabilities and accrued compensation | (1,677) | (2,717) | |
Net cash used in operating activities | (17,112) | (18,654) | |
Cash Flows from Investing Activities | |||
Purchases of investments | (16,720) | (20,281) | |
Maturities of investments | 33,769 | 10,600 | |
Purchases of property and equipment | (1,418) | (2,656) | |
Proceeds from sale of property and equipment | 0 | 3 | |
Net cash provided by (used in) investing activities | 15,631 | (12,334) | |
Cash Flows from Financing Activities | |||
Exercises of stock options | 124 | 652 | |
Payment of restricted stock awards and units tax liability on net settlement | (669) | (493) | |
Net proceeds from sale of common stock | 0 | 43,125 | |
Net cash (used in) provided by financing activities | (545) | 43,284 | |
Net change in cash and cash equivalents | (2,026) | 12,296 | |
Cash and cash equivalents at beginning of period | 15,986 | 56,302 | |
Cash and cash equivalents at end of period | 13,960 | 68,598 | |
Supplemental disclosure of non-cash investing and financing activities: | |||
Purchases of property and equipment included in accounts payable and accrued liabilities | $ 1,224 | $ 1,600 | |
[1] | (1) Includes $3,494,000 Finished Goods write-off related to the Dechra Asset Purchase Agreement, consistent with the transition to proprietary Dechra branding and regulatory best practices related to label transitions on asset divestitures. |
Description of Business, Basis
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | Description of Business, Basis of Presentation and Summary of Significant Accounting Policies Kindred Biosciences, Inc. ("KindredBio", "we", "us" or "our") was incorporated on September 25, 2012 (inception) in the State of Delaware. On April 25, 2016, we filed a Certificate of Incorporation with the State of Delaware for a wholly owned subsidiary, KindredBio Equine, Inc. ("KindredBio Equine"). KindredBio Equine has one class of capital stock which is designated common stock, $0.0001 par value per share. The authorized number of shares of common stock for KindredBio Equine is 1,000. On February 1, 2019, we filed a Certificate of Incorporation with the State of Delaware for a wholly owned subsidiary, Centaur Biopharmaceutical Services, Inc. ("Centaur Biopharmaceutical Services"). Centaur Biopharmaceutical Services has one class of capital stock which is designated common stock, $0.0001 par value per share. The authorized number of shares of common stock for Centaur Biopharmaceutical Services is 1,000. We are a commercial-stage biopharmaceutical company focused on saving and improving the lives of pets. Our activities since inception have consisted principally of raising capital, establishing facilities, recruiting management and technical staff and performing research and development and advancing our product candidates seeking regulatory approval. Our headquarters are located in Burlingame, California. Our first product, Mirataz® (mirtazapine transdermal ointment) was approved in May 2018 and became commercially available to veterinarians in the United States in July 2018. In November 2019, our second product, Zimeta™ (dipyrone injection) for the control of fever in horses was approved by the FDA and became commercially available in December 2019. In addition, we have multiple other product candidates, including several biologics, in various stages of development. On March 16, 2020, we entered into an Asset Purchase Agreement whereby we agreed to sell Mirataz, our transdermal drug for the management of weight loss in cats, to Dechra Pharmaceuticals PLC ("Dechra") for a cash purchase price of $43 million, of which $38.7 million will be paid on the closing date and $4.3 million will be paid out of escrow beginning in 12 months assuming no escrow claims, alongside an ongoing royalty on global net sales. The acquisition comprises worldwide marketing rights, intellectual property rights, marketing authorizations and associated regulatory documentation, third party supply contracts related to raw material and manufacture of the finished product, and certain product inventory. On April 15, 2020, we completed the sale of Mirataz to Dechra. Concurrent with the divestiture of Mirataz, we announced a strategic realignment of our business model whereby KindredBio becomes a biologics-only company focused on accelerating our deep pipeline of late-stage biologics candidates in canine and feline markets, while discontinuing small molecule development for these species. We believe monoclonal antibodies are the future of veterinary medicine, and represent the greatest opportunity for value creation, given large potential markets for our programs and our competitive advantage in biologics. We plan to rely more on a partnership-based model for commercialization strategy similar to the traditional human biotech commercialization strategy whereby pipeline assets are partnered with larger commercial partners that can maximize product opportunity in return for upfront payments, contingent milestones, and royalties on future sales. Accordingly, the companion animal commercial infrastructure will be substantially reduced. In connection with this strategic shift, we eliminated 53 positions, representing about one-third of our current workforce. The eliminated positions primarily relate to the companion animal sales force and research and development for small molecule programs. We are subject to risks common to companies in the biotechnology and pharmaceutical industries. There can be no assurance that our research and development will be successfully completed, that adequate patent or other intellectual property protection for our technology will be obtained, that any products developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. We operate in an environment of substantial competition from other animal health companies. In addition, we are dependent upon the services of our employees and consultants, as well as third-party contract research organizations and manufacturers. Our contract manufacturers purchase raw materials from suppliers located in China and India in order to manufacture our products and product candidates. The December 2019 outbreak of the novel strain of coronavirus (COVID-19) in China and India and other countries with which we do business may result in the full or partial shutdown of manufacturers or other businesses that are affected by the coronavirus, which may adversely impact both our ability to obtain sufficient and timely supplies of our products and other product candidates and our revenue from those products. In addition to adversely affecting our ability to obtain sufficient and timely supplies of products and product candidates from suppliers, any outbreak of contagious diseases, such as the recent novel strain of coronavirus (COVID-19) that is affecting the global community, could adversely affect our business and operations in other ways, many of which cannot currently be determined or quantified. These uncertain factors, including the duration of the outbreak, the severity of the disease and the actions to contain or treat its impact, could impair our operations including, among others, employee mobility and productivity, availability of facilities, conduct of our clinical trials, manufacturing and supply capacity, and availability and productivity of third party service suppliers. The accompanying unaudited interim condensed consolidated financial statements (“financial statements”) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2019 included in our annual report on Form 10-K as filed with the SEC on March 16, 2020. In the opinion of management, all adjustments, consisting of a normal and recurring nature, considered necessary for a fair presentation, have been included in these financial statements. The accompanying financial statements include the accounts of Kindred Biosciences and its wholly owned subsidiaries (the "Company"). All inter-company accounts and transactions have been eliminated in consolidation. Stock Offerings In January 2019, we completed a public offering of 4,847,250 shares of common stock, which includes the exercise in full of the underwriters' option to purchase 632,250 additional shares of our common stock, at a public offering price of $9.50 per share for total gross proceeds of approximately $46,049,000. Net proceeds, after deducting underwriting discounts and commissions and offering expense, were approximately $43,140,000. Borrowings On September 30, 2019, we entered into a Loan and Security Agreement (the “Loan Agreement”) with Solar Capital Ltd., as collateral agent and lender, and the other lenders named in the Loan Agreement (Solar Capital Ltd. and the other lenders collectively, the “Lenders”). The Lenders have agreed to make available to KindredBio an aggregate principal amount of up to $50.0 million under the Loan Agreement. We plan to use the loan proceeds to support the development and commercialization of our products and product candidates as well as for working capital and general corporate purposes. The Loan Agreement provides for a term loan commitment of $50.0 million in three tranches: (1) a $20.0 million term A loan that was funded on September 30, 2019; (2) a $15.0 million term B loan that is to be funded at our request, subject to certain conditions described in the Loan Agreement being satisfied, no later than December 31, 2020; and (3) a $15.0 million term C loan that is to be funded at our request, subject to certain conditions described in the Loan Agreement being satisfied, on or before June 30, 2021. Each term loan has a maturity date of September 30, 2024. Each term loan bears interest at a floating per annum rate equal to the one-month LIBOR rate (with a floor of 2.17%) plus 6.75%. We are permitted to make interest-only payments on each term loan through October 31, 2021. The interest-only period can be extended by six months upon our satisfaction of the minimum liquidity requirements described in the Loan Agreement. See Note 6. On March 16, 2020, we entered into a First Amendment to Loan and Security Agreement (the "First Amendment") with the Lenders in connection with the divestiture of our Mirataz asset. Among other things, the First Amendment increases the minimum cash amount, as defined in the Loan Agreement, required to be maintained by KindredBio to $10,000,000 at any time prior to the initial funding date of any term B loan, to $15,000,000 at all times on and after the initial funding date of any term B loan, and to $20,000,000 at all times on and after the initial funding date of any term C loan, and releases Solar Capital's lien in and to the assets that are being sold by KindredBio. We agreed to pay an amendment fee of One Hundred Thousand Dollars ($100,000), which was deemed fully earned and non-refundable on the Amendment Effective Date. The First Amendment also requires KindredBio to receive unrestricted net proceeds of at least $10,000,000 prior to December 31, 2021 pursuant to a specified sale of preferred or common stock or convertible subordinated debt financing. Liquidity We have incurred losses and negative cash flows from operations and had an accumulated deficit of $245,820,000 as of March 31, 2020. We expect to continue to incur losses and negative cash flows, which will increase significantly from historical levels as we expand our product development activities, seek regulatory approvals for our product candidates, establish a biologics manufacturing capability, and commercialize any approved products. To date, we have been funded primarily through sales of our equity. We might require additional capital until such time as we can generate operating revenues in excess of operating expenses. We believe that our cash, cash equivalents and investments totaling $54,571,000 as of March 31, 2020, proceeds of $43 million from the sale of our Mirataz asset, revenues from anticipated partnerships,and additional draw down of $30 million from our Loan Agreement which is contingent on the achievement of certain milestones, are sufficient to fund our planned operations through 2022. In addition, we entered into an ATM Agreement on April 8, 2020 ATM facility (see Note 13) which will provide us with access to cash if required. If we require additional funding for operations, we may seek such funding through public or private equity or debt financings or other sources, such as corporate collaborations and licensing arrangements. We may not be able to obtain financing on acceptable terms, or at all, and we may not be able to enter into corporate collaborations or licensing arrangements. The terms of any financing may result in dilution or otherwise adversely affect the holdings or the rights of our stockholders. Revenue Recognition Our revenues consist of product revenues resulting from the sales of Mirata and Zimeta. We account for a contract with a customer when there is a legally enforceable contract between us and our customer, the rights of the parties are identified, the contract has commercial substance, and collectability of the contract consideration is probable. Our customers could either be distributors who subsequently resell our products to third parties such as veterinarians, clinics or animals hospitals or the third parties themselves. In accordance with FASB Accounting Standards Codification Topic 606 ("ASC 606"), Revenue from Contracts with Customers, which we adopted on January 1, 2018, we applied the following steps to recognize revenue for the sales of Mirataz and Zimeta that reflects the consideration to which we expect to be entitled to receive in exchange for the promised goods: 1. Identify the contract with a customer A contract with a customer exists when we enter into an enforceable contract with a customer. These contracts define each party's rights, payment terms and other contractual terms and conditions of the sale. We apply judgment in determining the customer’s ability and intention to pay, which is based on published credit and financial information pertaining to the customer. 2. Identify the performance obligations in the contract Our product in a given purchase order is delivered at the same time and we do not separate an individual order into separate performance obligations. We have concluded the sale of finished goods and related shipping and handling are accounted for as a single performance obligation as there are no other promises to deliver goods beyond what is specified in each accepted customer order. 3. Determine the transaction price The transaction price is determined based on the consideration which we will be entitled to receive in exchange for transferring goods to the customer, typically a fixed consideration in our contractual agreements. 4. Allocate the transaction price to the performance obligations The transaction price is allocated entirely to the performance obligation to provide pharmaceutical products. The nature of the promises/obligations under our contracts is to transfer a distinct good. Accordingly, because a single performance obligation exists, no allocation of the transaction price is necessary. 5. Determine the satisfaction of performance obligation Revenue is recognized when control of the finished goods is transferred to the customer, net of applicable reserves for variable consideration. Control of the finished goods is transferred at a point in time, upon delivery to the customer. Reserves for Variable Consideration Revenues from product sales are recorded at the net sales price, which includes estimates of variable consideration for which reserves are established. Components of variable consideration include product returns, allowances and discounts. These estimates take into consideration a range of possible outcomes for the expected value (probability-weighted estimate) or relevant factors such as current contractual and statutory requirements, specific known market events and trends, industry data, and forecasted customer buying and payment patterns. Overall, these reserves reflect our best estimates of the amount of consideration to which it is entitled based on the terms of the respective underlying contracts. The amount of variable consideration included in the transaction price may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized where the contract will not occur in a future period. Actual amounts of consideration ultimately received may differ from our estimates. If actual results in the future vary from our estimates, we will adjust these estimates, which would affect net product revenues and earnings in the period such variances become known. Product Returns Consistent with the industry practice, we generally offer customers a limited right of return of damaged or expired product that has been purchased directly from us. Our return policy generally allows customers to receive credit for expired products within 90 days after the product’s expiration date. We estimate the amount of our product revenues that may be returned by our customers and record these estimates as a reduction of product revenues in the period the related product revenues are recognized, as well as within accrued liabilities, in the consolidated balance sheets. We currently estimate product return liabilities using probability-weighted available industry data and data provided by the our distributors such as the inventories remaining in the distribution channel. To-date, we have no returns and believe that returns of our product in future periods will be minimal. We do not record a return asset associated with the returned damaged or expired goods due to such asset is deemed to be fully impaired at the time of product return. Sales Discounts and Allowances We compensate our distributors for sales order management, data and distribution and other services through sales discounts and allowances. However, such services are not distinct from our sale of products to distributors and, therefore, these discounts and allowances are recorded as a reduction of product revenues in the consolidated statements of operations and comprehensive loss, as well as a reduction to accounts receivable in the consolidated balance sheets. Sales Commissions We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within sales and marketing expenses. Cost of Product Revenues Cost of product revenues c onsists primarily of the cost of direct materials, direct labor and overhead costs associated with manufacturing, inbound shipping and other third-party logistics costs. Inventories We value inventory at the lower of cost or net realizable value. We determine the cost of inventory using the standard-cost method, which approximates actual cost based on a first-in, first-out method. We analyze our inventory levels quarterly and write down inventory subject to expire in excess of expected requirements, or that has a cost basis in excess of its expected net realizable value. These inventory related costs are recognized as cost of product revenues on the accompanying consolidated statements of operations and comprehensive loss. Currently our inventory consists of finished goods only. In the quarter ended March 31, 2020, we wrote off $3,494,000 Mirataz inventory related to the Dechra Asset Purchase Agreement, due to the transition to Dechra brand labelling. Property, Plant and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. We calculate depreciation using the straight-line method over the estimated useful lives of the assets, which range from two fifteen Use of Estimates The preparation of financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Estimates are based historical experiences or on forecasts, including information received from third parties and other assumptions that the Company believes are reasonable under the circumstances. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Actual results could differ from those estimates. Comprehensive Loss Our comprehensive loss includes the change in unrealized gains or losses on available-for-sale debt securities. The cumulative amount of gains or losses are reflected as a separate component of stockholders' equity in the condensed consolidated balance sheets as accumulated other comprehensive income (loss). Recently Issued Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-13, "Fair Value Measurement (Topic 820)", changes to disclosure requirements for fair value measurement. The amendments of this update modify the disclosure requirements on fair value measurements about Topic 820. It applies to all reporting entities within the scope of the affected accounting guidance. It will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Our adoption of this new guidance in the first quarter of 2020 did not have a material impact on our financial statements. In December 2019, the FASB issued ASU No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes". The amendments of this update simplify the accounting for income taxes by removing several exceptions. One of the exceptions may affect our company is the following: exception to the incremental approach for intra-period tax allocation when there is a loss from continuing operations and income or a gain from other items (say, other comprehensive income). It applies to all reporting entities within the scope of the affected accounting guidance. It will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption is permitted. Our adoption of this new guidance in the first quarter of 2020 did not have a material impact on our financial statements. In March 2020, the FASB issued ASU No. 2020-04, "Reference Rate Reform (Topic 848)", changes to the interbank offered rates (IBORs), and, particularly, the risk of cessation of the London Interbank Offered Rate ("LIBOR"). The amendments provide optional expedients and exceptions for applying U.S. GAAP to contracts that reference LIBOR expected to be discontinued because of reference rate reform. The expedients and exceptions do not apply to contract modifications made after December 31, 2022. The following optional expedients are permitted for contracts that are modified because of reference rate reform and that meet certain scope guidance: Modifications of contracts within the scope of Topics 470, Debt, should be accounted for by prospectively adjusting the effective interest rate. The amendments also permit an entity to consider contract modifications due to reference rate reform to be an event that does not require contract remeasurement at the modification date or reassessment of a previous accounting determination. When elected, the optional expedients for contract modifications must be applied consistently for all contracts. It applies to all entities within the scope of the affected accounting guidance and will take effect as of March 12, 2020 through December 31, 2022. We have one loan contract which references LIBOR rate. We have not modified the contract with our lenders yet. We are currently evaluating the new guidance and have not determined the impact this standard may have on our financial statements. |
Revenue and Cost of Product Rev
Revenue and Cost of Product Revenues | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue and Cost of Product Revenues | Revenues and Cost of Product Revenues Our revenues consist of product revenues resulting from the sale of Mirataz and Zimeta. We account for a contract with a customer when there is a legally enforceable contract between us and our customer, the rights of the parties are identified, the contract has commercial substance, and collectability of the contract consideration is probable. Our revenues are measured based on the consideration specified in the contract with each customer, net of product returns, discounts and allowances. The following table presents revenues and cost of product revenues for the three months ended March 31, 2020 and 2019 (in thousands): Three months ended March 31, 2020 2019 Gross product revenues Mirataz $ 616 $ 531 Zimeta 7 — Total gross product revenues 623 531 Less allowance for product returns Mirataz (20) (16) Zimeta — — Total allowances for product returns (20) (16) Net Product Revenues Mirataz 596 515 Zimeta 7 — Total net product revenues 603 515 Cost of product revenues Mirataz (1) (3,575) (92) Zimeta (2) — Total cost of product revenues (3,577) (92) Gross profit Mirataz (2,979) 423 Zimeta 5 — Total gross profit $ (2,974) $ 423 (1) Includes $3,494,000 Finished Goods write-off related to the Dechra Asset Purchase Agreement, due to the transition to proprietary Dechra brand labelling.. Concentrations of credit risk Our revenue was generated entirely from sales within the United States. Approximately 73% of our gross product revenues sold were to three distributors for the three months ended March 31, 2020 and 87% of our gross product revenues sold were to two distributors for the three months ended March 31, 2019 . Product returns Our return policy generally allows customers to receive credit for expired products within 90 days after the product’s expiration date. We currently estimate product return liabilities of 2% for Mirataz and 3% for Zimeta of gross revenue using probability-weighted available industry data and data provided by our distributors such as the inventories remaining in the distribution channel. Adjustments will be made in the future if actual results vary from our estimates. Accounts receivable and allowance for doubtful accounts Accounts receivable are stated at their carrying values, net of any allowances for doubtful accounts. Accounts receivable consist primarily of amounts due from distributors, for which collection is probable based on the customer's intent and ability to pay. Receivables are evaluated for collection probability on a regular basis and an allowance for doubtful accounts is recorded, if necessary. We have no allowance for doubtful accounts as of March 31, 2020 and December 31, 2019 as our analysis did not uncover any collection risks. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Certain assets and liabilities are carried at fair value. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The carrying amount of financial instruments, including cash and cash equivalents, accounts payable and accrued liabilities approximate fair value due to the short maturities of these financial instruments. Financial assets, which consist of money market funds and available-for-sale securities, are measured at fair value on a recurring basis. Financial assets, which consist of money market funds and available-for-sale securities, are measured at fair value on a recurring basis and are summarized as follows (in thousands): Fair Value Measurements as of March 31, 2020 Description Total Quoted Prices in Significant Other Unobservable Inputs Cash equivalents: Money market funds $ 4,104 $ 4,104 $ — $ — Commercial paper 8,891 — 8,891 — Short-term investments: U.S. treasury bills 7,034 7,034 — — U.S. Treasury bonds and notes 802 — 802 — Commercial paper 26,040 — 26,040 — Corporate notes 5,617 — 5,617 — Long-term investments: Corporate notes 1,118 — 1,118 — $ 53,606 $ 11,138 $ 42,468 $ — Fair Value Measurements as of December 31, 2019 Description Total Quoted Prices in Significant Other Unobservable Inputs Cash equivalents: Money market funds $ 1,592 $ 1,592 $ — $ — Commercial paper 13,580 — 13,580 — Short-term investments: U.S. treasury bills 8,524 8,524 — — Commercial paper 25,573 — 25,573 — U.S. government agency notes 11,461 — 11,461 — Corporate notes 10,165 — 10,165 — Long-term investments: U.S. government agency notes 801 — 801 — Corporate notes 1,036 — 1,036 — $ 72,732 $ 10,116 $ 62,616 $ — During the three months ended March 31, 2020, there were no transfers of assets between Level 1, Level 2 or Level 3 of the fair value hierarchy. At March 31, 2020 and December 31, 2019, we did not have any financial liabilities which were measured at fair value on a recurring basis. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments We classify all highly-liquid investments with stated maturities of greater than three months from the date of purchase and remaining maturities of less than one year as short-term investments. Investments with maturities beyond one year may be classified as short-term based on their highly liquid nature and because such investments are viewed as being available to support current operations. We classify and account for investments as available-for-sale and reflect realized gains and losses using the specific identification method. Changes in market value, if any, excluding other-than-temporary impairments, are reflected in other comprehensive income (loss). The fair value of available-for-sale investments by type of security at March 31, 2020 was as follows (in thousands): Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments: Commercial paper $ 26,052 $ 4 $ (16) $ 26,040 U.S. treasury bills 7,003 31 — 7,034 U.S. treasury bonds 801 1 — 802 Corporate notes 5,621 2 (6) 5,617 39,477 38 (22) 39,493 Long-term investments: Corporate notes 1,129 — (11) 1,118 Total available-for-sale investments $ 40,606 $ 38 $ (33) $ 40,611 The fair value of available-for-sale investments by type of security at December 31, 2019 was as follows (in thousands): Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments: U.S. treasury bills $ 8,517 $ 7 $ — $ 8,524 Commercial paper 25,576 3 (6) 25,573 U.S. government agency notes 11,460 2 (1) 11,461 Corporate notes 10,157 8 — 10,165 55,710 20 (7) 55,723 Long-term investments: U.S. government agency notes 801 — — 801 Corporate notes 1,036 — — 1,036 1,837 — — 1,837 Total available-for-sale investments $ 57,547 $ 20 $ (7) $ 57,560 |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consisted of the following (in thousands): March 31, 2020 December 31, 2019 Accrued consulting $ 958 $ 589 Accrued research and development costs 1,614 1,336 Other expenses 581 2,206 $ 3,153 $ 4,131 |
Borrowings
Borrowings | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Borrowings | BorrowingsOn September 30, 2019, we entered into the Loan and Security Agreement with Solar Capital Ltd. The Lenders have agreed to make available to KindredBio an aggregate principal amount of up to $50.0 million under the Loan Agreement. We plan to use the loan proceeds to support the development and commercialization of our products and product candidates as well as for working capital and general corporate purposes.The Loan Agreement provides for a term loan commitment of $50.0 million in three tranches: (1) a $20.0 million term A loan that was funded on September 30, 2019; (2) a $15.0 million term B loan that is to be funded at our request, subject to certain conditions described in the Loan Agreement being satisfied, no later than December 31, 2020; and (3) a $15.0 million term C loan that is to be funded at our request, subject to certain conditions described in the Loan Agreement being satisfied, on or before June 30, 2021. Each term loan has a maturity date of September 30, 2024. Each term loan bears interest at a floating per annum rate equal to the one-month LIBOR rate (with a floor of 2.17%) plus 6.75%. We are permitted to make interest-only payments on each term loan through October 31, 2021. The interest-only period can be extended by six months upon our satisfaction of the minimum liquidity requirements described in the Loan Agreement. We have agreed to maintain cash at all times equal to at least $5.0 million prior to the funding of the term B loan, at least $10.0 million after the funding of the term B loan and at least $15.0 million after the funding of the term C loan, plus in each case the amount of our accounts payable that have not been paid within 90 days from the invoice date subject to certain exceptions. Equal monthly payments of principal will be due and payable commencing at the end of the interest-only period of the term loans. In connection with the term loan, we incurred closing costs of $819,000, which are shown net of the proceeds and will be amortized over the term of the loan using the effective interest method. We are obligated to pay a facility fee in the amount of 0.50% of each term loan that is funded and a non-utilization fee in the amount of 0.25% of each term B loan and term C loan to the extent that such loans are not funded. We are obligated to pay a final fee equal to 3.60% of the aggregate amount of the term loans funded (or 4.35% of such funded loans if the interest-only period is extended as described above), such final fee to be due and payable upon the earliest to occur of (1) the maturity date, (2) the acceleration of the term loans, and (3) the prepayment of the term loans. We have the option to prepay all, but not less than all, of the outstanding principal balance of the term loans under the Loan Agreement. If we prepay the term loans prior to the maturity date, we must pay the Lenders a prepayment premium fee based on a percentage of the outstanding principal balance, equal to 3.0% if the payment occurs on or before September 30, 2020, 2.0% if the prepayment occurs after September 30, 2020 but on or before September 30, 2021, or 1.0% if the prepayment occurs after September 30, 2021. Our obligations under the Loan Agreement are secured by a first-priority security interest in substantially all of KindredBio’s assets, including our intellectual property, and a lien on our real property. The Loan Agreement contains customary representations, warranties and covenants and also includes customary events of default, including payment defaults, breaches of covenants, and a default upon the occurrence of a material adverse change affecting us. Upon the occurrence of an event of default, a default interest rate of an additional 5.00% per annum may be applied to the outstanding loan balance, and the Lenders may declare all outstanding obligations immediately due and payable and exercise all their rights and remedies as set forth in the Loan Agreement and under applicable law. We were in compliance with all covenants as of March 31, 2020. In conjunction with the Dechra Asset Purchase Agreement, on March 16, 2020, we entered into a First Amendment to Loan and Security Agreement (the "First Amendment") with the Lenders in connection with the divestiture of our Mirataz asset. Among other things, the First Amendment increases the minimum cash amount, as defined in the Loan Agreement, required to be maintained by KindredBio to $10,000,000 at any time prior to the initial funding date of any term B loan, to $15,000,000 at all times on and after the initial funding date of any term B loan, and to $20,000,000 at all times on and after the initial funding date of any term C loan, and releases Solar Capital's lien in and to the assets that are being sold by KindredBio. We agreed to pay an amendment fee of One Hundred Thousand Dollars ($100,000), which shall be deemed fully earned and non-refundable on the Amendment Effective Date. The First Amendment also requires KindredBio to receive unrestricted net proceeds of at least $10,000,000 prior to December 31, 2021 pursuant to a specified sale of preferred or common stock or convertible subordinated debt financing. As of March 31, 2020, assuming the principal payments start on November 1, 2021, our future debt payment obligations towards the principal and final fee, excluding interest payments and exit fee, for the respective fiscal years are as follows (in thousands): 2020 $ — 2021 1,111 2022 6,667 2023 6,667 2024 6,275 Total principal and final fee payments 20,720 Less: Unamortized debt issuance costs (722) Less: Unaccreted value of final fee (648) Loan payable, long term $ 19,350 |
Common Stock and Stock-Based Aw
Common Stock and Stock-Based Awards | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Common Stock and Stock-Based Awards | Common Stock and Stock-Based Awards Common Stock During the three months ended March 31, 2020, we issued 12,604 shares of common stock in connection with the exercise of stock options for gross proceeds of $124,000, vested 206,196 restricted stock awards and restricted stock units and withheld 21,563 shares of restricted common stock and 48,646 shares related to restricted stock units to satisfy employee tax withholding obligations arising in conjunction with the vesting of restricted stock and restricted stock units (see below). Stock-Based Awards The table below shows the number of shares of common stock underlying options granted to employees, directors and consultants, the assumptions used in the Black-Scholes option pricing model used to value those options and the resulting weighted-average grant date fair value per share: Stock Option Plan Three months ended March 31, 2020 2019 Shares underlying options granted 749,000 1,029,000 Weighted-average exercise price $9.81 $9.93 Weighted average risk- free interest rate 1.66 % 2.54 % Weighted average expected term (years) 5.8 5.9 Weighted average expected volatility 54% 57% Expected dividend yield — — Weighted-average grant date fair value per share $5.01 $5.43 In June 2018, we adopted the 2018 Equity Incentive Plan (the “2018 Plan”), and reserved 3,000,000 shares of our common stock for issuance under the 2018 Plan. The 2018 Plan is the successor to our 2016 Equity Incentive Plan (the “2016 Plan”), which was retired on June 21, 2018 upon stockholders’ approval of our 2018 Plan. The 2016 Plan was the successor to our 2012 Equity Incentive Plan (the "2012 Plan"), which was retired on May 23, 2016 upon stockholders' approval of our 2016 Plan. All awards made under the 2016 and 2012 Plans shall remain subject to the terms of these plans. Options granted under the 2018 Plan may be either incentive stock options or nonstatutory stock options. The 2018 Plan also provides for the grant of stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards, performance cash awards and other stock awards. The exercise price of a stock option may not be less than 100% of the closing price of our common stock on the date of the grant. If, at any time we grant an incentive stock option, and the optionee directly or by attribution owns stock possessing more than 10% of the total combined voting power of all classes of KindredBio stock, the option price shall be at least 110% of the fair value and shall not be exercisable more than five years after the date of grant. Options generally vest over a period of one Our Employee Stock Purchase Plan (the "Stock Purchase Plan" or "ESPP"), adopted in December 2014, permits eligible employees to purchase common stock at a discount through payroll deductions during defined six five We use the Black-Scholes option pricing model, in combination with the discounted employee price, in determining the value of the Stock Purchase Plan expense to be recognized during each offering period. The following assumptions were used in the Black-Scholes option pricing model to calculate employee stock-based compensation: Stock Purchase Plan Three months ended March 31, 2020 2019 Weighted average risk-free interest rate 1.63% 2.52% Weighted average expected term (years) 0.5 0.5 Weighted average expected volatility 52.6% 48.2% Expected dividend yield — — Weighted-average grant date fair value per share $2.19 $3.66 Under the Stock Purchase Plan, employees did not purchase any shares of common stock during the three months ended March 31, 2020. At March 31, 2020 and December 31, 2019, we had an outstanding liability of $143,000 and $40,000, respectively, which is included in accrued compensation on the condensed consolidated balance sheets, for employee contributions to the Stock Purchase Plan for shares pending issuance at the end of the next offering period. We recorded stock-based compensation expense as follows (in thousands): Three months ended March 31, 2020 2019 Research and development $ 553 $ 436 General and administrative 1,511 1,424 $ 2,064 $ 1,860 We had an aggregate of approximately $10,097,000 of unrecognized stock-based compensation expense for options outstanding and the Stock Purchase Plan as of March 31, 2020 which is expected to be recognized over a weighted-average period of 2.6 years. Restricted Stock Award and Restricted Stock Units On January 23, 2017, we granted 250,000 shares of restricted stock awards to four employees. Shares will vest 25% on each one year anniversary of the grant date provided that the employee is in the employment of the Company on such vesting date. On January 22, 2018, we granted 315,000 shares of restricted stock units to four employees. Shares will vest 25% on each one year anniversary of the grant date provided that the employee is in the employment of the Company on such vesting date. In Q1 2019, we granted 300,775 shares of restricted stock units to most of our current employees. Shares will vest 25% on each one year anniversary of the grant date provided that the employee is in the employment of the Company on such vesting date. In Q1 2020, we granted 586,915 shares of restricted stock units to most of our current employees. Shares will vest 25% on each one year anniversary of the grant date provided that the employee is in the employment of the Company on such vesting date.The total stock-based compensation expense related to all awards and units is $13,288,000. As of March 31, 2020, we have an aggregate of approximately $7,799,000 unrecognized stock-based compensation expense for restricted stock awards and units outstanding which is expected to be recognized over a weighted-average period of 3.2 years. Restricted stock award and restricted stock units activity for three months ended March 31, 2020 was as follows: Restricted Stock Award / Restricted Stock Units Shares Weighted Average Grant Date Fair Value Unvested balance at December 31, 2019 625,325 $9.01 Granted 586,915 9.84 Vested (206,196) 8.58 Forfeited (129,842) 10.07 Unvested balance at March 31, 2020 876,202 $9.51 Stock Option Information A summary of stock option activity under all stock plans for the three months ended March 31, 2020, is presented as follows: Stock Options Number of Outstanding Weighted Average Exercise Price Per Share Balance at December 31, 2019 6,353,370 $7.94 Granted 749,000 9.81 Exercised (12,604) 8.63 Forfeited (152,288) 9.76 Expired (5,938) 11.88 Balance at March 31, 2020 6,931,540 $8.09 As of March 31, 2020, options to purchase 4,897,008 shares of common stock were exercisable at a weighted average price of $7.48 per share. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2020 | |
Statement of Stockholders' Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Stockholders' Equity The following tables present the changes in stockholders' equity (in thousands): Three months ended March 31, 2020 Common stock Additional Paid in Capital Accumulated Other Comprehensive Income Accumulated Deficit Stockholders' Equity Shares Amount Balance at December 31, 2019 39,204 $ 4 $ 304,963 $ 13 $ (223,059) $ 81,921 Comprehensive loss Net loss — — — — (22,761) (22,761) Change in unrealized gains on available for sale securities — — — (9) — (9) Total comprehensive loss (22,770) Stock-based compensation — — 2,064 — — 2,064 RSU issuance of shares when vested 95 — (461) — (461) Shares withheld related to net share settlement of equity awards (22) — (208) — (208) Exercise of common stock options 13 124 124 Balance at March 31, 2020 39,290 $ 4 $ 306,482 $ 4 $ (245,820) $ 60,670 Three months ended March 31, 2019 Common stock Additional Paid in Capital Accumulated Other Comprehensive Income Accumulated Deficit Stockholders' Equity Shares Amount Balance at December 31, 2018 33,948 $ 3 $ 252,885 $ (11) $ (161,670) $ 91,207 Comprehensive loss Net loss — — — — (16,055) (16,055) Change in unrealized gains on available for sale securities — — — (2) — (2) Total comprehensive loss (16,057) Stock-based compensation — — 1,860 — — 1,860 RSU issuance of shares when vested 51 — (279) — — (279) Shares withheld related to net share settlement of equity awards (21) — (214) — — (214) Exercise of common stock options 103 — 652 — — 652 Public offering of common stock, net of $2,924 of offering costs 4,847 1 43,124 — — 43,125 Balance at March 31, 2019 38,928 $ 4 $ 298,028 $ (13) $ (177,725) $ 120,294 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases Leases We have non-cancelable operating leases for laboratory space in Burlingame, California with several amendments to expand the facility. In February 2020, we further amended non-cancelable operating leases for laboratory space in Burlingame, California for an expansion of an additional 2,260 square feet of laboratory space commencing on May 1, 2020 and expires on May 31, 2025. The total non-cancellable operating lease for the entire existing laboratory space is 13,736 square feet, expiring May 31, 2025. In August 2015, we entered into a new non-cancelable operating lease for 3,126 square feet of office space in San Diego, California and in June 2019, renewed the lease through February 2025. Our headquarters office lease for 8,090 square feet of office space in Burlingame, California expires November 30, 2020. In April 2019, we signed a short-term lease in Burlingame ("April 2019 lease"), consisting of 1,979 square feet of space through April 2020. In May 2019, we signed another lease in Burlingame ("May 2019 lease"), consisting of 1,346 square feet of space through April 2022. In addition, we have four equipment leases expiring through 2023. Operating lease expense was $265,000 and $229,000 for the three months ended March 31, 2020 and 2019, which includes $33,000 and $26,000 of short-term lease expense, respectively. The following tables below do not include short term lease. The February 2020 lease is not included since the new lease term will not start until May 1, 2020. We also have various equipment operating lease agreements. Supplemental cash flow information, as of March 31, 2020, related to operating leases as follows (in thousands): Amortization of operating lease $ 187 Cash paid within operating cash flows $ 198 Right-of-use assets obtained in exchange for new lease liabilities $ 19 Supplemental balance sheet information, as of March 31, 2020, related to operating leases was as follows (in thousands, except lease term and discount rate): Reported as: Operating lease right-of-use assets $ 2,833 Current portion of operating lease liabilities $ 618 Long-term operating lease liabilities 2,506 Total lease liabilities $ 3,124 Weighted average remaining lease term (years) 4.7 years Weighted average discount rate 5.50% As of March 31, 2020, we are obligated to make minimum lease payments under non-cancelable operating leases, as follows (in thousands): Year ending December 31, Lease Payments 2020 (remaining of year) $ 612 2021 656 2022 684 2023 704 2024 719 2015 and thereafter 204 Total lease payments 3,579 Less: imputed interest (455) Total lease liabilities $ 3,124 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and contingencies Purchase Commitments In June 2018, we entered into a Strategic Supply Agreement (the “Agreement”), with Pall Corporation (“Pall”) for the purchase of equipment and consumables to be used in support of our manufacturing requirements, including, but not limited to the Plant. Pursuant to the agreement, we will purchase certain pharmaceutical manufacturing equipment and related services in the aggregate amount of $3.8 million with a seven Year ending December 31, Consumable commitments Consumable purchases Remaining commitments 2020 $ 1,650 $ 823 $ 827 2021 3,300 — 3,300 2022 3,625 — 3,625 2023 3,625 — 3,625 2024 4,285 — 4,285 Total $ 16,485 $ 823 $ 15,662 |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic and diluted net loss per share was calculated as follows (in thousands, except per share amounts): Three months ended March 31, 2020 2019 Basic and diluted net loss per share: Numerator: Net loss $ (22,761) $ (16,055) Denominator: Weighted-average number of common shares outstanding, basic and diluted 39,186 37,786 Net loss per share, basic and diluted $ (0.58) $ (0.42) There was no difference between the Company’s net loss and the net loss attributable to common stockholders for all periods presented. Stock options to purchase 6,931,540 shares of common stock, 62,500 shares unvested restricted stock awards and 813,702 restricted stock units as of March 31, 2020, were excluded from the computation of diluted net loss per share attributable to common stockholders for the three months ended March 31, 2020, because their effect was anti-dilutive. Stock options to purchase 6,692,139 shares of common stock and 125,000 shares unvested restricted stock awards and 236,250 restricted stock units were excluded from the computation of diluted net loss per share attributable to common stockholders for the three months ended March 31, 2019, because their effect was anti-dilutive. |
Restructuring plan
Restructuring plan | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring plan | Restructuring planOn March 16, 2020, we announced a strategic realignment of our business model whereby KindredBio becomes a biologics-only company focused on accelerating our deep pipeline of late-stage biologics candidates in canine and feline markets, while discontinuing small molecule development for these species. We plan to rely more on a partnership-based model for commercialization strategy whereby pipeline assets are partnered with larger commercial partners that can maximize product opportunity in return for upfront payments, contingent milestones, and royalties on future sales. Accordingly, the companion animal commercial infrastructure will be substantially reduced. In connection with this strategic shift, we eliminated 53 positions, representing about one-third of our current workforce. The eliminated positions primarily relate to the companion animal sales force and research and development for small molecule programs. Restructuring expenses and retirement costs related to severance and health care benefits are expected to be approximately $1.7 million, exclusive of stock compensation. |
Subsequent event
Subsequent event | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent event | Subsequent eventOn April 8, 2020, we entered into an at the market offering agreement (the “offering agreement”) with H.C. Wainwright & Co., LLC (“HCW”) pursuant to which we may offer and sell from time to time through HCW shares of our common stock, having an aggregate offering price of up to $25.0 million, which amount may be increased from time to time under the terms of the offering agreement. We have agreed to pay HCW a commission rate of up to 3.0% of the gross sales price per share of any of our shares of common stock sold under the offering agreement. We also have agreed to reimburse HCW for legal fees and disbursements, not to exceed a total of $50,000, incurred by it in connection with the negotiation and preparation of the offering agreement and have provided HCW with customary indemnification rights. |
Description of Business, Basi_2
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Kindred Biosciences, Inc. ("KindredBio", "we", "us" or "our") was incorporated on September 25, 2012 (inception) in the State of Delaware. On April 25, 2016, we filed a Certificate of Incorporation with the State of Delaware for a wholly owned subsidiary, KindredBio Equine, Inc. ("KindredBio Equine"). KindredBio Equine has one class of capital stock which is designated common stock, $0.0001 par value per share. The authorized number of shares of common stock for KindredBio Equine is 1,000. On February 1, 2019, we filed a Certificate of Incorporation with the State of Delaware for a wholly owned subsidiary, Centaur Biopharmaceutical Services, Inc. ("Centaur Biopharmaceutical Services"). Centaur Biopharmaceutical Services has one class of capital stock which is designated common stock, $0.0001 par value per share. The authorized number of shares of common stock for Centaur Biopharmaceutical Services is 1,000. We are a commercial-stage biopharmaceutical company focused on saving and improving the lives of pets. Our activities since inception have consisted principally of raising capital, establishing facilities, recruiting management and technical staff and performing research and development and advancing our product candidates seeking regulatory approval. Our headquarters are located in Burlingame, California. Our first product, Mirataz® (mirtazapine transdermal ointment) was approved in May 2018 and became commercially available to veterinarians in the United States in July 2018. In November 2019, our second product, Zimeta™ (dipyrone injection) for the control of fever in horses was approved by the FDA and became commercially available in December 2019. In addition, we have multiple other product candidates, including several biologics, in various stages of development. On March 16, 2020, we entered into an Asset Purchase Agreement whereby we agreed to sell Mirataz, our transdermal drug for the management of weight loss in cats, to Dechra Pharmaceuticals PLC ("Dechra") for a cash purchase price of $43 million, of which $38.7 million will be paid on the closing date and $4.3 million will be paid out of escrow beginning in 12 months assuming no escrow claims, alongside an ongoing royalty on global net sales. The acquisition comprises worldwide marketing rights, intellectual property rights, marketing authorizations and associated regulatory documentation, third party supply contracts related to raw material and manufacture of the finished product, and certain product inventory. On April 15, 2020, we completed the sale of Mirataz to Dechra. Concurrent with the divestiture of Mirataz, we announced a strategic realignment of our business model whereby KindredBio becomes a biologics-only company focused on accelerating our deep pipeline of late-stage biologics candidates in canine and feline markets, while discontinuing small molecule development for these species. We believe monoclonal antibodies are the future of veterinary medicine, and represent the greatest opportunity for value creation, given large potential markets for our programs and our competitive advantage in biologics. We plan to rely more on a partnership-based model for commercialization strategy similar to the traditional human biotech commercialization strategy whereby pipeline assets are partnered with larger commercial partners that can maximize product opportunity in return for upfront payments, contingent milestones, and royalties on future sales. Accordingly, the companion animal commercial infrastructure will be substantially reduced. In connection with this strategic shift, we eliminated 53 positions, representing about one-third of our current workforce. The eliminated positions primarily relate to the companion animal sales force and research and development for small molecule programs. We are subject to risks common to companies in the biotechnology and pharmaceutical industries. There can be no assurance that our research and development will be successfully completed, that adequate patent or other intellectual property protection for our technology will be obtained, that any products developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. We operate in an environment of substantial competition from other animal health companies. In addition, we are dependent upon the services of our employees and consultants, as well as third-party contract research organizations and manufacturers. Our contract manufacturers purchase raw materials from suppliers located in China and India in order to manufacture our products and product candidates. The December 2019 outbreak of the novel strain of coronavirus (COVID-19) in China and India and other countries with which we do business may result in the full or partial shutdown of manufacturers or other businesses that are affected by the coronavirus, which may adversely impact both our ability to obtain sufficient and timely supplies of our products and other product candidates and our revenue from those products. In addition to adversely affecting our ability to obtain sufficient and timely supplies of products and product candidates from suppliers, any outbreak of contagious diseases, such as the recent novel strain of coronavirus (COVID-19) that is affecting the global community, could adversely affect our business and operations in other ways, many of which cannot currently be determined or quantified. These uncertain factors, including the duration of the outbreak, the severity of the disease and the actions to contain or treat its impact, could impair our operations including, among others, employee mobility and productivity, availability of facilities, conduct of our clinical trials, manufacturing and supply capacity, and availability and productivity of third party service suppliers. The accompanying unaudited interim condensed consolidated financial statements (“financial statements”) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2019 included in our annual report on Form 10-K as filed with the SEC on March 16, 2020. In the opinion of management, all adjustments, consisting of a normal and recurring nature, considered necessary for a fair presentation, have been included in these financial statements. The accompanying financial statements include the accounts of Kindred Biosciences and its wholly owned subsidiaries (the "Company"). All inter-company accounts and transactions have been eliminated in consolidation. |
Liquidity | Liquidity We have incurred losses and negative cash flows from operations and had an accumulated deficit of $245,820,000 as of March 31, 2020. We expect to continue to incur losses and negative cash flows, which will increase significantly from historical levels as we expand our product development activities, seek regulatory approvals for our product candidates, establish a biologics manufacturing capability, and commercialize any approved products. To date, we have been funded primarily through sales of our equity. We might require additional capital until such time as we can generate operating revenues in excess of operating expenses. We believe that our cash, cash equivalents and investments totaling $54,571,000 as of March 31, 2020, proceeds of $43 million from the sale of our Mirataz asset, revenues from anticipated partnerships,and additional draw down of $30 million from our Loan Agreement which is contingent on the achievement of certain milestones, are sufficient to fund our planned operations through 2022. In addition, we entered into an ATM Agreement on April 8, 2020 ATM facility (see Note 13) which will provide us with access to cash if required. If we require additional funding for operations, we may seek such funding through public or private equity or debt financings or other sources, such as corporate collaborations and licensing arrangements. We may not be able to obtain financing on acceptable terms, or at all, and we may not be able to enter into corporate collaborations or licensing arrangements. The terms of any financing may result in dilution or otherwise adversely affect the holdings or the rights of our stockholders. |
Revenue Recognition and Cost of Product Revenues | Revenue Recognition Our revenues consist of product revenues resulting from the sales of Mirata and Zimeta. We account for a contract with a customer when there is a legally enforceable contract between us and our customer, the rights of the parties are identified, the contract has commercial substance, and collectability of the contract consideration is probable. Our customers could either be distributors who subsequently resell our products to third parties such as veterinarians, clinics or animals hospitals or the third parties themselves. In accordance with FASB Accounting Standards Codification Topic 606 ("ASC 606"), Revenue from Contracts with Customers, which we adopted on January 1, 2018, we applied the following steps to recognize revenue for the sales of Mirataz and Zimeta that reflects the consideration to which we expect to be entitled to receive in exchange for the promised goods: 1. Identify the contract with a customer A contract with a customer exists when we enter into an enforceable contract with a customer. These contracts define each party's rights, payment terms and other contractual terms and conditions of the sale. We apply judgment in determining the customer’s ability and intention to pay, which is based on published credit and financial information pertaining to the customer. 2. Identify the performance obligations in the contract Our product in a given purchase order is delivered at the same time and we do not separate an individual order into separate performance obligations. We have concluded the sale of finished goods and related shipping and handling are accounted for as a single performance obligation as there are no other promises to deliver goods beyond what is specified in each accepted customer order. 3. Determine the transaction price The transaction price is determined based on the consideration which we will be entitled to receive in exchange for transferring goods to the customer, typically a fixed consideration in our contractual agreements. 4. Allocate the transaction price to the performance obligations The transaction price is allocated entirely to the performance obligation to provide pharmaceutical products. The nature of the promises/obligations under our contracts is to transfer a distinct good. Accordingly, because a single performance obligation exists, no allocation of the transaction price is necessary. 5. Determine the satisfaction of performance obligation Revenue is recognized when control of the finished goods is transferred to the customer, net of applicable reserves for variable consideration. Control of the finished goods is transferred at a point in time, upon delivery to the customer. Reserves for Variable Consideration Revenues from product sales are recorded at the net sales price, which includes estimates of variable consideration for which reserves are established. Components of variable consideration include product returns, allowances and discounts. These estimates take into consideration a range of possible outcomes for the expected value (probability-weighted estimate) or relevant factors such as current contractual and statutory requirements, specific known market events and trends, industry data, and forecasted customer buying and payment patterns. Overall, these reserves reflect our best estimates of the amount of consideration to which it is entitled based on the terms of the respective underlying contracts. The amount of variable consideration included in the transaction price may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized where the contract will not occur in a future period. Actual amounts of consideration ultimately received may differ from our estimates. If actual results in the future vary from our estimates, we will adjust these estimates, which would affect net product revenues and earnings in the period such variances become known. Product Returns Consistent with the industry practice, we generally offer customers a limited right of return of damaged or expired product that has been purchased directly from us. Our return policy generally allows customers to receive credit for expired products within 90 days after the product’s expiration date. We estimate the amount of our product revenues that may be returned by our customers and record these estimates as a reduction of product revenues in the period the related product revenues are recognized, as well as within accrued liabilities, in the consolidated balance sheets. We currently estimate product return liabilities using probability-weighted available industry data and data provided by the our distributors such as the inventories remaining in the distribution channel. To-date, we have no returns and believe that returns of our product in future periods will be minimal. We do not record a return asset associated with the returned damaged or expired goods due to such asset is deemed to be fully impaired at the time of product return. Sales Discounts and Allowances We compensate our distributors for sales order management, data and distribution and other services through sales discounts and allowances. However, such services are not distinct from our sale of products to distributors and, therefore, these discounts and allowances are recorded as a reduction of product revenues in the consolidated statements of operations and comprehensive loss, as well as a reduction to accounts receivable in the consolidated balance sheets. Sales Commissions We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within sales and marketing expenses. Cost of Product Revenues Cost of product revenues c onsists primarily of the cost of direct materials, direct labor and overhead costs associated with manufacturing, inbound shipping and other third-party logistics costs. |
Inventories | Inventories We value inventory at the lower of cost or net realizable value. We determine the cost of inventory using the standard-cost method, which approximates actual cost based on a first-in, first-out method. We analyze our inventory levels quarterly and write down inventory subject to expire in excess of expected requirements, or that has a cost basis in excess of its expected net realizable value. These inventory related costs are recognized as cost of product revenues on the accompanying consolidated statements of operations and comprehensive loss. Currently our inventory consists of finished goods only. In the quarter ended March 31, 2020, we wrote off $3,494,000 Mirataz inventory related to the Dechra Asset Purchase Agreement, due to the transition to Dechra brand labelling. |
Property, Plant and Equipment | Property, Plant and EquipmentProperty and equipment are stated at cost less accumulated depreciation and amortization. We calculate depreciation using the straight-line method over the estimated useful lives of the assets, which range from two fifteen |
Use of Estimates | Use of Estimates The preparation of financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Estimates are based historical experiences or on forecasts, including information received from third parties and other assumptions that the Company believes are reasonable under the circumstances. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Actual results could differ from those estimates. |
Comprehensive Loss | Comprehensive LossOur comprehensive loss includes the change in unrealized gains or losses on available-for-sale debt securities. The cumulative amount of gains or losses are reflected as a separate component of stockholders' equity in the condensed consolidated balance sheets as accumulated other comprehensive income (loss). |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-13, "Fair Value Measurement (Topic 820)", changes to disclosure requirements for fair value measurement. The amendments of this update modify the disclosure requirements on fair value measurements about Topic 820. It applies to all reporting entities within the scope of the affected accounting guidance. It will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Our adoption of this new guidance in the first quarter of 2020 did not have a material impact on our financial statements. In December 2019, the FASB issued ASU No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes". The amendments of this update simplify the accounting for income taxes by removing several exceptions. One of the exceptions may affect our company is the following: exception to the incremental approach for intra-period tax allocation when there is a loss from continuing operations and income or a gain from other items (say, other comprehensive income). It applies to all reporting entities within the scope of the affected accounting guidance. It will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption is permitted. Our adoption of this new guidance in the first quarter of 2020 did not have a material impact on our financial statements. In March 2020, the FASB issued ASU No. 2020-04, "Reference Rate Reform (Topic 848)", changes to the interbank offered rates (IBORs), and, particularly, the risk of cessation of the London Interbank Offered Rate ("LIBOR"). The amendments provide optional expedients and exceptions for applying U.S. GAAP to contracts that reference LIBOR expected to be discontinued because of reference rate reform. The expedients and exceptions do not apply to contract modifications made after December 31, 2022. The following optional expedients are permitted for contracts that are modified because of reference rate reform and that meet certain scope guidance: Modifications of contracts within the scope of Topics 470, Debt, should be accounted for by prospectively adjusting the effective interest rate. The amendments also permit an entity to consider contract modifications due to reference rate reform to be an event that does not require contract remeasurement at the modification date or reassessment of a previous accounting determination. When elected, the optional expedients for contract modifications must be applied consistently for all contracts. It applies to all entities within the scope of the affected accounting guidance and will take effect as of March 12, 2020 through December 31, 2022. We have one loan contract which references LIBOR rate. We have not modified the contract with our lenders yet. We are currently evaluating the new guidance and have not determined the impact this standard may have on our financial statements. |
Fair Value Measurements | Certain assets and liabilities are carried at fair value. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The carrying amount of financial instruments, including cash and cash equivalents, accounts payable and accrued liabilities approximate fair value due to the short maturities of these financial instruments. Financial assets, which consist of money market funds and available-for-sale securities, are measured at fair value on a recurring basis. |
Revenue and Cost of Product R_2
Revenue and Cost of Product Revenues (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue and Cost of Product Revenues | The following table presents revenues and cost of product revenues for the three months ended March 31, 2020 and 2019 (in thousands): Three months ended March 31, 2020 2019 Gross product revenues Mirataz $ 616 $ 531 Zimeta 7 — Total gross product revenues 623 531 Less allowance for product returns Mirataz (20) (16) Zimeta — — Total allowances for product returns (20) (16) Net Product Revenues Mirataz 596 515 Zimeta 7 — Total net product revenues 603 515 Cost of product revenues Mirataz (1) (3,575) (92) Zimeta (2) — Total cost of product revenues (3,577) (92) Gross profit Mirataz (2,979) 423 Zimeta 5 — Total gross profit $ (2,974) $ 423 (1) Includes $3,494,000 Finished Goods write-off related to the Dechra Asset Purchase Agreement, due to the transition to proprietary Dechra brand labelling.. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets Measured at Fair Value on a Recurring Basis | Financial assets, which consist of money market funds and available-for-sale securities, are measured at fair value on a recurring basis and are summarized as follows (in thousands): Fair Value Measurements as of March 31, 2020 Description Total Quoted Prices in Significant Other Unobservable Inputs Cash equivalents: Money market funds $ 4,104 $ 4,104 $ — $ — Commercial paper 8,891 — 8,891 — Short-term investments: U.S. treasury bills 7,034 7,034 — — U.S. Treasury bonds and notes 802 — 802 — Commercial paper 26,040 — 26,040 — Corporate notes 5,617 — 5,617 — Long-term investments: Corporate notes 1,118 — 1,118 — $ 53,606 $ 11,138 $ 42,468 $ — Fair Value Measurements as of December 31, 2019 Description Total Quoted Prices in Significant Other Unobservable Inputs Cash equivalents: Money market funds $ 1,592 $ 1,592 $ — $ — Commercial paper 13,580 — 13,580 — Short-term investments: U.S. treasury bills 8,524 8,524 — — Commercial paper 25,573 — 25,573 — U.S. government agency notes 11,461 — 11,461 — Corporate notes 10,165 — 10,165 — Long-term investments: U.S. government agency notes 801 — 801 — Corporate notes 1,036 — 1,036 — $ 72,732 $ 10,116 $ 62,616 $ — |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Fair Value of Available-for-Sale Short Term Investments | The fair value of available-for-sale investments by type of security at March 31, 2020 was as follows (in thousands): Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments: Commercial paper $ 26,052 $ 4 $ (16) $ 26,040 U.S. treasury bills 7,003 31 — 7,034 U.S. treasury bonds 801 1 — 802 Corporate notes 5,621 2 (6) 5,617 39,477 38 (22) 39,493 Long-term investments: Corporate notes 1,129 — (11) 1,118 Total available-for-sale investments $ 40,606 $ 38 $ (33) $ 40,611 The fair value of available-for-sale investments by type of security at December 31, 2019 was as follows (in thousands): Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term investments: U.S. treasury bills $ 8,517 $ 7 $ — $ 8,524 Commercial paper 25,576 3 (6) 25,573 U.S. government agency notes 11,460 2 (1) 11,461 Corporate notes 10,157 8 — 10,165 55,710 20 (7) 55,723 Long-term investments: U.S. government agency notes 801 — — 801 Corporate notes 1,036 — — 1,036 1,837 — — 1,837 Total available-for-sale investments $ 57,547 $ 20 $ (7) $ 57,560 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): March 31, 2020 December 31, 2019 Accrued consulting $ 958 $ 589 Accrued research and development costs 1,614 1,336 Other expenses 581 2,206 $ 3,153 $ 4,131 |
Borrowings (Tables)
Borrowings (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Future Debt Obligations | As of March 31, 2020, assuming the principal payments start on November 1, 2021, our future debt payment obligations towards the principal and final fee, excluding interest payments and exit fee, for the respective fiscal years are as follows (in thousands): 2020 $ — 2021 1,111 2022 6,667 2023 6,667 2024 6,275 Total principal and final fee payments 20,720 Less: Unamortized debt issuance costs (722) Less: Unaccreted value of final fee (648) Loan payable, long term $ 19,350 |
Common Stock and Stock-Based _2
Common Stock and Stock-Based Awards (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Option Plan Valuation Assumptions | The table below shows the number of shares of common stock underlying options granted to employees, directors and consultants, the assumptions used in the Black-Scholes option pricing model used to value those options and the resulting weighted-average grant date fair value per share: Stock Option Plan Three months ended March 31, 2020 2019 Shares underlying options granted 749,000 1,029,000 Weighted-average exercise price $9.81 $9.93 Weighted average risk- free interest rate 1.66 % 2.54 % Weighted average expected term (years) 5.8 5.9 Weighted average expected volatility 54% 57% Expected dividend yield — — Weighted-average grant date fair value per share $5.01 $5.43 |
Schedule of Stock Purchase Plan Valuation Assumptions | The following assumptions were used in the Black-Scholes option pricing model to calculate employee stock-based compensation: Stock Purchase Plan Three months ended March 31, 2020 2019 Weighted average risk-free interest rate 1.63% 2.52% Weighted average expected term (years) 0.5 0.5 Weighted average expected volatility 52.6% 48.2% Expected dividend yield — — Weighted-average grant date fair value per share $2.19 $3.66 |
Schedule of Stock-Based Compensation Expense | We recorded stock-based compensation expense as follows (in thousands): Three months ended March 31, 2020 2019 Research and development $ 553 $ 436 General and administrative 1,511 1,424 $ 2,064 $ 1,860 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | Restricted stock award and restricted stock units activity for three months ended March 31, 2020 was as follows: Restricted Stock Award / Restricted Stock Units Shares Weighted Average Grant Date Fair Value Unvested balance at December 31, 2019 625,325 $9.01 Granted 586,915 9.84 Vested (206,196) 8.58 Forfeited (129,842) 10.07 Unvested balance at March 31, 2020 876,202 $9.51 |
Summary of Stock Option Activity | A summary of stock option activity under all stock plans for the three months ended March 31, 2020, is presented as follows: Stock Options Number of Outstanding Weighted Average Exercise Price Per Share Balance at December 31, 2019 6,353,370 $7.94 Granted 749,000 9.81 Exercised (12,604) 8.63 Forfeited (152,288) 9.76 Expired (5,938) 11.88 Balance at March 31, 2020 6,931,540 $8.09 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Statement of Stockholders' Equity [Abstract] | |
Changes in Stockholder's Equity | The following tables present the changes in stockholders' equity (in thousands): Three months ended March 31, 2020 Common stock Additional Paid in Capital Accumulated Other Comprehensive Income Accumulated Deficit Stockholders' Equity Shares Amount Balance at December 31, 2019 39,204 $ 4 $ 304,963 $ 13 $ (223,059) $ 81,921 Comprehensive loss Net loss — — — — (22,761) (22,761) Change in unrealized gains on available for sale securities — — — (9) — (9) Total comprehensive loss (22,770) Stock-based compensation — — 2,064 — — 2,064 RSU issuance of shares when vested 95 — (461) — (461) Shares withheld related to net share settlement of equity awards (22) — (208) — (208) Exercise of common stock options 13 124 124 Balance at March 31, 2020 39,290 $ 4 $ 306,482 $ 4 $ (245,820) $ 60,670 Three months ended March 31, 2019 Common stock Additional Paid in Capital Accumulated Other Comprehensive Income Accumulated Deficit Stockholders' Equity Shares Amount Balance at December 31, 2018 33,948 $ 3 $ 252,885 $ (11) $ (161,670) $ 91,207 Comprehensive loss Net loss — — — — (16,055) (16,055) Change in unrealized gains on available for sale securities — — — (2) — (2) Total comprehensive loss (16,057) Stock-based compensation — — 1,860 — — 1,860 RSU issuance of shares when vested 51 — (279) — — (279) Shares withheld related to net share settlement of equity awards (21) — (214) — — (214) Exercise of common stock options 103 — 652 — — 652 Public offering of common stock, net of $2,924 of offering costs 4,847 1 43,124 — — 43,125 Balance at March 31, 2019 38,928 $ 4 $ 298,028 $ (13) $ (177,725) $ 120,294 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Supplemental cash flow information | Supplemental cash flow information, as of March 31, 2020, related to operating leases as follows (in thousands): Amortization of operating lease $ 187 Cash paid within operating cash flows $ 198 Right-of-use assets obtained in exchange for new lease liabilities $ 19 |
Supplemental balance sheet information | Supplemental balance sheet information, as of March 31, 2020, related to operating leases was as follows (in thousands, except lease term and discount rate): Reported as: Operating lease right-of-use assets $ 2,833 Current portion of operating lease liabilities $ 618 Long-term operating lease liabilities 2,506 Total lease liabilities $ 3,124 Weighted average remaining lease term (years) 4.7 years Weighted average discount rate 5.50% |
Schedule of future minimum rental payments | As of March 31, 2020, we are obligated to make minimum lease payments under non-cancelable operating leases, as follows (in thousands): Year ending December 31, Lease Payments 2020 (remaining of year) $ 612 2021 656 2022 684 2023 704 2024 719 2015 and thereafter 204 Total lease payments 3,579 Less: imputed interest (455) Total lease liabilities $ 3,124 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Consumable Purchase Obligations | As of March 31, 2020, we are obligated to make consumable purchases and committed purchases as follows (in thousands): Year ending December 31, Consumable commitments Consumable purchases Remaining commitments 2020 $ 1,650 $ 823 $ 827 2021 3,300 — 3,300 2022 3,625 — 3,625 2023 3,625 — 3,625 2024 4,285 — 4,285 Total $ 16,485 $ 823 $ 15,662 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Loss per Share | Basic and diluted net loss per share was calculated as follows (in thousands, except per share amounts): Three months ended March 31, 2020 2019 Basic and diluted net loss per share: Numerator: Net loss $ (22,761) $ (16,055) Denominator: Weighted-average number of common shares outstanding, basic and diluted 39,186 37,786 Net loss per share, basic and diluted $ (0.58) $ (0.42) |
Description of Business, Basi_3
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) | Mar. 16, 2020USD ($)position | Mar. 31, 2020USD ($)$ / sharesshares | Mar. 31, 2019USD ($) | Dec. 31, 2019$ / sharesshares | Apr. 25, 2016$ / sharesshares | |
Subsidiary, Sale of Stock [Line Items] | ||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Common stock, shares authorized (in shares) | shares | 100,000,000 | 100,000,000 | ||||
Amount paid on closing date | $ 38,700,000 | |||||
Escrow deposit | $ 4,300,000 | |||||
Escrow period | 12 months | |||||
Number of positions eliminated | position | 53 | |||||
Finished goods write off related to Dechra asset purchase | $ 3,494,000 | [1] | $ 0 | |||
Mirataz | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Proceeds from divestiture | $ 43,000,000 | $ 43,000,000 | ||||
KindredBio Equine, Inc | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | |||||
Common stock, shares authorized (in shares) | shares | 1,000 | |||||
Centaur Biopharmaceutical | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | |||||
Common stock, shares authorized (in shares) | shares | 1,000 | |||||
[1] | (1) Includes $3,494,000 Finished Goods write-off related to the Dechra Asset Purchase Agreement, consistent with the transition to proprietary Dechra branding and regulatory best practices related to label transitions on asset divestitures. |
Description of Business, Basi_4
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Stock Offerings and Liquidity (Details) - USD ($) | Mar. 16, 2020 | Jan. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Apr. 25, 2016 |
Subsidiary or Equity Method Investee [Line Items] | ||||||
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 | ||||
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | ||||
Net proceeds from sale of common stock | $ 0 | $ 43,125,000 | ||||
Accumulated deficit | 245,820,000 | $ 223,059,000 | ||||
Cash, cash equivalents, and short-term investments | 54,571,000 | |||||
Solar Capital Ltd. | Term Loan | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Potential draw down | 30,000,000 | |||||
Public stock offering | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Number of shares issued in transaction (in shares) | 4,847,250 | |||||
Net proceeds received in sale of stock | $ 43,140,000 | |||||
Shares issued (in usd per share) | $ 9.50 | |||||
Net proceeds from sale of common stock | $ 46,049,000 | |||||
Over-allotment option | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Number of shares issued in transaction (in shares) | 632,250 | |||||
Mirataz | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Proceeds from divestiture | $ 43,000,000 | $ 43,000,000 | ||||
KindredBio Equine, Inc | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Common stock, par value (in usd per share) | $ 0.0001 | |||||
Common stock, shares authorized (in shares) | 1,000 | |||||
Centaur Biopharmaceutical | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Common stock, par value (in usd per share) | $ 0.0001 | |||||
Common stock, shares authorized (in shares) | 1,000 |
Description of Business, Basi_5
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Borrowings (Details) - Solar Capital Ltd. - Term Loan - USD ($) | Mar. 16, 2020 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||
Principal amount | $ 50,000,000 | |
Amendment fee | $ 100,000 | |
Unrestricted net proceeds required | 10,000,000 | |
Loan Agreement, Term A Loan | ||
Debt Instrument [Line Items] | ||
Principal amount | 20,000,000 | |
Minimum cash on hand requirement | 10,000,000 | |
Loan Agreement, Term B Loan | ||
Debt Instrument [Line Items] | ||
Principal amount | 15,000,000 | |
Minimum cash on hand requirement | 15,000,000 | |
Loan Agreement, Term C Loan | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 15,000,000 | |
Minimum cash on hand requirement | $ 20,000,000 | |
One Month London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Basis variable rate floor | 2.17% | |
Interest rate | 6.75% |
Description of Business, Basi_6
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Revenue Recognition (Details) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Product return period after expiration | 90 days |
Amortization period (or less) | 1 year |
Description of Business, Basi_7
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) | 3 Months Ended |
Mar. 31, 2020 | |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 2 years |
Computer Equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Land improvements and real property | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Building | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 39 years |
Revenue and Cost of Product R_3
Revenue and Cost of Product Revenues - Disaggregation (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | |||
Concentration Risk [Line Items] | ||||
Gross product revenues | $ 623,000 | $ 531,000 | ||
Less allowance for product returns | (20,000) | (16,000) | ||
Total net product revenues | 603,000 | 515,000 | ||
Cost of product revenues | [1] | (3,577,000) | (92,000) | |
Gross profit | (2,974,000) | 423,000 | ||
Finished goods write off related to Dechra asset purchase | 3,494,000 | [1] | 0 | |
Mirataz | ||||
Concentration Risk [Line Items] | ||||
Gross product revenues | 616,000 | 531,000 | ||
Less allowance for product returns | (20,000) | (16,000) | ||
Total net product revenues | 596,000 | 515,000 | ||
Cost of product revenues | (3,575,000) | (92,000) | ||
Gross profit | (2,979,000) | 423,000 | ||
Zimeta | ||||
Concentration Risk [Line Items] | ||||
Gross product revenues | 7,000 | 0 | ||
Less allowance for product returns | 0 | 0 | ||
Total net product revenues | 7,000 | 0 | ||
Cost of product revenues | (2,000) | 0 | ||
Gross profit | $ 5,000 | $ 0 | ||
[1] | (1) Includes $3,494,000 Finished Goods write-off related to the Dechra Asset Purchase Agreement, consistent with the transition to proprietary Dechra branding and regulatory best practices related to label transitions on asset divestitures. |
Revenue and Cost of Product R_4
Revenue and Cost of Product Revenues - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Concentration Risk [Line Items] | ||
Product return period after expiration | 90 days | |
Allowance for doubtful accounts | $ 0 | |
Mirataz | ||
Concentration Risk [Line Items] | ||
Product return liability | 2.00% | |
Customer Concentration Risk | Revenue | Three distributors | ||
Concentration Risk [Line Items] | ||
Concentration risk | 7300.00% | |
Customer Concentration Risk | Revenue | Two distributors | ||
Concentration Risk [Line Items] | ||
Concentration risk | 87.00% | |
Maximum | Zimeta | ||
Concentration Risk [Line Items] | ||
Product return liability | 3.00% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 39,493,000 | $ 55,723,000 |
Long-term investments | 1,118,000 | 1,837,000 |
Recurring basis | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 53,606,000 | 72,732,000 |
Financial liabilities | 0 | 0 |
Recurring basis | Quoted Prices in Active Markets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 11,138,000 | 10,116,000 |
Recurring basis | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 42,468,000 | 62,616,000 |
Recurring basis | Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 0 | 0 |
Recurring basis | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 4,104,000 | 1,592,000 |
Recurring basis | Money market funds | Quoted Prices in Active Markets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 4,104,000 | 1,592,000 |
Recurring basis | Money market funds | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Recurring basis | Money market funds | Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Recurring basis | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 8,891,000 | 13,580,000 |
Fair Value | 26,040,000 | 25,573,000 |
Recurring basis | Commercial paper | Quoted Prices in Active Markets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Fair Value | 0 | 0 |
Recurring basis | Commercial paper | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 8,891,000 | 13,580,000 |
Fair Value | 26,040,000 | 25,573,000 |
Recurring basis | Commercial paper | Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Fair Value | 0 | 0 |
Recurring basis | U.S. treasury bills | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 7,034,000 | 8,524,000 |
Recurring basis | U.S. treasury bills | Quoted Prices in Active Markets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 7,034,000 | 8,524,000 |
Recurring basis | U.S. treasury bills | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Recurring basis | U.S. treasury bills | Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Recurring basis | U.S. Treasury bonds and notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 802,000 | |
Recurring basis | U.S. Treasury bonds and notes | Quoted Prices in Active Markets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | |
Recurring basis | U.S. Treasury bonds and notes | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 802,000 | |
Recurring basis | U.S. Treasury bonds and notes | Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | |
Recurring basis | Corporate notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 5,617,000 | 10,165,000 |
Long-term investments | 1,118,000 | 1,036,000 |
Recurring basis | Corporate notes | Quoted Prices in Active Markets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Long-term investments | 0 | 0 |
Recurring basis | Corporate notes | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 5,617,000 | 10,165,000 |
Long-term investments | 1,118,000 | 1,036,000 |
Recurring basis | Corporate notes | Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Long-term investments | $ 0 | 0 |
Recurring basis | U.S. government agency notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 11,461,000 | |
Long-term investments | 801,000 | |
Recurring basis | U.S. government agency notes | Quoted Prices in Active Markets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | |
Long-term investments | 0 | |
Recurring basis | U.S. government agency notes | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 11,461,000 | |
Long-term investments | 801,000 | |
Recurring basis | U.S. government agency notes | Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | |
Long-term investments | $ 0 |
Investments (Details)
Investments (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Total available-for-sale investments | ||
Amortized Cost | $ 40,606,000 | $ 57,547,000 |
Gross Unrealized Gains | 38,000 | 20,000 |
Gross Unrealized Losses | (33,000) | (7,000) |
Fair Value | 40,611,000 | 57,560,000 |
Short-term investments: | ||
Total available-for-sale investments | ||
Amortized Cost | 39,477,000 | 55,710,000 |
Gross Unrealized Gains | 38,000 | 20,000 |
Gross Unrealized Losses | (22,000) | (7,000) |
Fair Value | 39,493,000 | 55,723,000 |
Long-term investments: | ||
Total available-for-sale investments | ||
Amortized Cost | 1,837,000 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 1,837,000 | |
Commercial paper | Short-term investments: | ||
Total available-for-sale investments | ||
Amortized Cost | 26,052,000 | 25,576,000 |
Gross Unrealized Gains | 4,000 | 3,000 |
Gross Unrealized Losses | (16,000) | (6,000) |
Fair Value | 26,040,000 | 25,573,000 |
U.S. treasury bills | Short-term investments: | ||
Total available-for-sale investments | ||
Amortized Cost | 7,003,000 | 8,517,000 |
Gross Unrealized Gains | 31,000 | 7,000 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 7,034,000 | 8,524,000 |
U.S. treasury bonds | Short-term investments: | ||
Total available-for-sale investments | ||
Amortized Cost | 801,000 | 11,460,000 |
Gross Unrealized Gains | 1,000 | 2,000 |
Gross Unrealized Losses | 0 | (1,000) |
Fair Value | 802,000 | 11,461,000 |
U.S. treasury bonds | Long-term investments: | ||
Total available-for-sale investments | ||
Amortized Cost | 801,000 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 801,000 | |
Corporate notes | Short-term investments: | ||
Total available-for-sale investments | ||
Amortized Cost | 5,621,000 | 10,157,000 |
Gross Unrealized Gains | 2,000 | 8,000 |
Gross Unrealized Losses | (6,000) | 0 |
Fair Value | 5,617,000 | 10,165,000 |
Corporate notes | Long-term investments: | ||
Total available-for-sale investments | ||
Amortized Cost | 1,129,000 | 1,036,000 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (11,000) | 0 |
Fair Value | $ 1,118,000 | $ 1,036,000 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accrued consulting | $ 958 | $ 589 |
Accrued research and development costs | 1,614 | 1,336 |
Other expenses | 581 | 2,206 |
Accrued liabilities | $ 3,153 | $ 4,131 |
Borrowings - Additional Informa
Borrowings - Additional Information (Details) - Term Loan - Solar Capital Ltd. - USD ($) | Mar. 16, 2020 | Sep. 30, 2019 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2020 |
Line of Credit Facility [Line Items] | ||||||
Principal amount | $ 50,000,000 | |||||
Closing costs | $ 819,000 | |||||
Facility fee | 0.50% | |||||
Facility fee, non-utilization | 0.25% | |||||
Additional interest applied in event of default | 5.00% | |||||
Amendment fee | $ 100,000 | |||||
Unrestricted net proceeds required | 10,000,000 | |||||
Forecast | ||||||
Line of Credit Facility [Line Items] | ||||||
Prepayment premium | 1.00% | 2.00% | 3.00% | |||
Loan Agreement, Term A Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Principal amount | $ 20,000,000 | |||||
Minimum cash on hand requirement | 10,000,000 | |||||
Loan Agreement, Term B Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Principal amount | 15,000,000 | |||||
Cash on hand prior to funding | 5,000,000 | |||||
Cash on hand after funding | 10,000,000 | |||||
Minimum cash on hand requirement | 15,000,000 | |||||
Loan Agreement, Term C Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Principal amount | 15,000,000 | |||||
Cash on hand after funding | $ 15,000,000 | |||||
Minimum cash on hand requirement | $ 20,000,000 | |||||
Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Final fee payment if interest-only period is extended | 3.60% | |||||
Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Final fee payment if interest-only period is extended | 4.35% | |||||
One Month London Interbank Offered Rate (LIBOR) | ||||||
Line of Credit Facility [Line Items] | ||||||
Basis variable rate floor | 2.17% | |||||
Interest rate | 6.75% |
Borrowings - Future Debt Obliga
Borrowings - Future Debt Obligations (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Maturities of Long-term Debt [Abstract] | ||
2020 | $ 0 | |
2021 | 1,111,000 | |
2022 | 6,667,000 | |
2023 | 6,667,000 | |
2024 | 6,275,000 | |
Total principal and final fee payments | 20,720,000 | |
Less: Unamortized debt issuance costs | (722,000) | |
Less: Unaccreted value of final fee | (648,000) | |
Loan payable, long term | $ 19,350,000 | $ 19,265,000 |
Common Stock and Stock-Based _3
Common Stock and Stock-Based Awards - Additional Information (Details) | Jun. 26, 2018 | Jun. 22, 2018shares | Jan. 22, 2018employeeshares | Jan. 23, 2017employeeshares | Jan. 01, 2015 | Jun. 30, 2018 | Dec. 31, 2014USD ($)shares | Mar. 31, 2020USD ($)$ / sharesshares | Mar. 31, 2019USD ($)shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Exercise of common stock options (in shares) | 12,604 | ||||||||||
Exercise of common stock options | $ | $ 124,000 | ||||||||||
Option shares outstanding (in shares) | 6,931,540 | 6,353,370 | |||||||||
Outstanding liability included in accrued compensation | $ | $ 143,000 | $ 40,000 | |||||||||
Stock-based compensation expense | $ | $ 2,064,000 | $ 1,860,000 | |||||||||
Exercisable common stock (in shares) | 4,897,008 | ||||||||||
Weighted average price (in usd per share) | $ / shares | $ 7.48 | ||||||||||
Restricted Stock Awards and Units | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Restricted stock awards and restricted stock units, vested (in shares) | 206,196 | ||||||||||
Weighted-average period for recognition | 3 years 2 months 12 days | ||||||||||
Stock-based compensation expense | $ | $ 13,288,000 | ||||||||||
Unrecognized stock-based compensation expense | $ | $ 7,799,000 | ||||||||||
Restricted Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Restricted stock awards and restricted stock units, vested (in shares) | 206,196 | ||||||||||
Restricted common stock withheld for tax obligations (in shares) | 21,563 | ||||||||||
Vesting period | 1 year | ||||||||||
Number of awards issued in the period (in shares) | 250,000 | 586,915 | |||||||||
Number of employees granted stock options | employee | 4 | ||||||||||
Vesting rights percentage | 25.00% | ||||||||||
Stock Option Plan | 2018 Equity Incentive Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares reserved for future issuance (in shares) | 3,000,000 | ||||||||||
Purchase price of common stock, percent of fair market value | 100.00% | ||||||||||
Purchase price of common stock if ownership threshold is reached, percent | 110.00% | ||||||||||
Expected term | 10 years | 5 years | |||||||||
Option shares outstanding (in shares) | 2,146,887 | ||||||||||
Number of shares available for grant (in shares) | 155,914 | ||||||||||
Stock Option Plan | 2018 Equity Incentive Plan | Minimum | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 1 year | ||||||||||
Stock Option Plan | 2018 Equity Incentive Plan | Maximum | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 4 years | ||||||||||
Stock Option Plan | 2018 Equity Incentive Plan | Optionee | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Ownership percentage | 10.00% | ||||||||||
Employee Stock Purchase Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Unrecognized stock-based compensation | $ | $ 10,097,000 | ||||||||||
Weighted-average period for recognition | 2 years 7 months 6 days | ||||||||||
Employee Stock Purchase Plan | Stock Purchase Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares reserved for future issuance (in shares) | 500,000 | 200,000 | |||||||||
Purchase price of common stock, percent of fair market value | 85.00% | ||||||||||
Initial offering period | 6 months | ||||||||||
Consecutive offering period | 5 months | ||||||||||
Maximum number of shares participant may purchase during each offering period (in shares) | 2,000 | ||||||||||
Maximum value of shares participant may purchase during each offering period | $ | $ 25,000 | ||||||||||
Restricted Stock Units | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Restricted common stock withheld for tax obligations (in shares) | 48,646 | ||||||||||
Vesting period | 1 year | 1 year | |||||||||
Number of awards issued in the period (in shares) | 315,000 | 586,915 | 300,775 | ||||||||
Number of employees granted stock options | employee | 4 | ||||||||||
Vesting rights percentage | 25.00% | 25.00% | 25.00% |
Common Stock and Stock-Based _4
Common Stock and Stock-Based Awards - Stock Option Plan (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares underlying options granted (in shares) | 749,000 | |
Weighted-average exercise price (in usd per share) | $ 9.81 | |
Stock Option Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares underlying options granted (in shares) | 749,000 | 1,029,000 |
Weighted-average exercise price (in usd per share) | $ 9.81 | $ 9.93 |
Weighted average risk- free interest rate | 1.66% | 2.54% |
Weighted average expected term (years) | 5 years 9 months 18 days | 5 years 10 months 24 days |
Weighted average expected volatility | 54.00% | 57.00% |
Expected dividend yield | 0.00% | 0.00% |
Weighted-average grant date fair value per share (in usd per share) | $ 5.01 | $ 5.43 |
Common Stock and Stock-Based _5
Common Stock and Stock-Based Awards - Stock Purchase Plan (Details) - Stock Purchase Plan - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average risk- free interest rate | 1.63% | 2.52% |
Weighted average expected term (years) | 6 months | 6 months |
Weighted average expected volatility | 52.60% | 48.20% |
Expected dividend yield | 0.00% | 0.00% |
Weighted-average grant date fair value per share (in usd per share) | $ 2.19 | $ 3.66 |
Common Stock and Stock-Based _6
Common Stock and Stock-Based Awards - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 2,064 | $ 1,860 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 553 | 436 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 1,511 | $ 1,424 |
Common Stock and Stock-Based _7
Common Stock and Stock-Based Awards - Restricted Stock and Restricted Stock Units (Details) - Restricted Stock Award / Restricted Stock Units - $ / shares | Jan. 23, 2017 | Mar. 31, 2020 |
Shares | ||
Unvested balance, beginning (in shares) | 625,325 | |
Granted (in shares) | 250,000 | 586,915 |
Vested (in shares) | (206,196) | |
Forfeited (in shares) | (129,842) | |
Unvested balance, ending (in shares) | 876,202 | |
Weighted Average Grant Date Fair Value | ||
Unvested balance, beginning (in usd per share) | $ 9.01 | |
Granted (in usd per share) | 9.84 | |
Vested (in usd per share) | 8.58 | |
Forfeited (in usd per share) | 10.07 | |
Unvested balance, ending (in usd per share) | $ 9.51 |
Common Stock and Stock-Based _8
Common Stock and Stock-Based Awards - Stock Option Activity (Details) | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Number of Outstanding | |
Beginning balance (in shares) | shares | 6,353,370 |
Granted (in shares) | shares | 749,000 |
Exercised (in shares) | shares | (12,604) |
Forfeited (in shares) | shares | (152,288) |
Expired (in shares) | shares | (5,938) |
Ending balance (in shares) | shares | 6,931,540 |
Weighted Average Exercise Price Per Share | |
Beginning balance (in usd per share) | $ / shares | $ 7.94 |
Granted (in usd per share) | $ / shares | 9.81 |
Exercised (in usd per share) | $ / shares | 8.63 |
Forfeited (in usd per share) | $ / shares | 9.76 |
Expired (in usd per share) | $ / shares | 11.88 |
Ending balance (in usd per share) | $ / shares | $ 8.09 |
Exercisable common stock (in shares) | shares | 4,897,008 |
Weighted average price (in usd per share) | $ / shares | $ 7.48 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Beginning balance (in shares) | 39,203,533 | |
Beginning balance | $ 81,921 | $ 91,207 |
Net loss | (22,761) | (16,055) |
Change in unrealized gains on available for sale securities | (9) | (2) |
Total comprehensive loss | (22,770) | (16,057) |
Stock-based compensation | 2,064 | 1,860 |
RSU issuance of shares when vested | (461) | (279) |
Shares withheld related to net share settlement of equity awards | $ (208) | (214) |
Exercise of common stock options (in shares) | 12,604 | |
Exercise of common stock options | $ 124 | 652 |
Ending balance (in shares) | 39,289,624 | |
Ending balance | $ 60,670 | 120,294 |
Public offering cost | 2,924 | |
Public Offering | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Public offering of common stock, net of $2,924 of offering costs | $ 43,125 | |
Common stock | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Beginning balance (in shares) | 39,204,000 | 33,948,000 |
Beginning balance | $ 4 | $ 3 |
RSU issuance of shares when vested (in shares) | 95,000 | 51,000 |
Shares withheld related to net shares settlement of equity awards (in shares) | (22,000) | (21,000) |
Exercise of common stock options (in shares) | 13,000 | 103,000 |
Ending balance (in shares) | 39,290,000 | 38,928,000 |
Ending balance | $ 4 | $ 4 |
Common stock | Public Offering | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Public offering of common stock, net of $2,924 of offering costs (in shares) | 4,847,000 | |
Public offering of common stock, net of $2,924 of offering costs | $ 1 | |
Additional Paid in Capital | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Beginning balance | 304,963 | 252,885 |
Stock-based compensation | 2,064 | 1,860 |
RSU issuance of shares when vested | (461) | (279) |
Shares withheld related to net share settlement of equity awards | (208) | (214) |
Exercise of common stock options | 124 | 652 |
Ending balance | 306,482 | 298,028 |
Additional Paid in Capital | Public Offering | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Public offering of common stock, net of $2,924 of offering costs | 43,124 | |
Accumulated Other Comprehensive Income | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Beginning balance | 13 | (11) |
Change in unrealized gains on available for sale securities | (9) | (2) |
Ending balance | 4 | (13) |
Accumulated Deficit | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Beginning balance | (223,059) | (161,670) |
Net loss | (22,761) | (16,055) |
Ending balance | $ (245,820) | $ (177,725) |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | 3 Months Ended | ||||||
Mar. 31, 2020USD ($)ft² | Mar. 31, 2019USD ($) | Feb. 29, 2020ft² | May 31, 2019ft² | Apr. 30, 2019ft² | Apr. 30, 2017ft² | Aug. 31, 2015ft² | |
Lessee, Lease, Description [Line Items] | |||||||
Number of equipment leases | 4 | ||||||
Operating lease expense | $ | $ 265 | $ 229 | |||||
Short-term lease expense | $ | $ 33 | $ 26 | |||||
Laboratory space | Operating lease | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Additional area of real estate property (in sqft) | 2,260 | ||||||
Area of real estate property (in sq ft) | 13,736 | ||||||
Office space | Operating lease | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Area of real estate property (in sq ft) | 1,346 | 1,979 | 8,090 | 3,126 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Leases [Abstract] | |
Amortization of operating lease | $ 187 |
Cash paid within operating cash flows | 198 |
Right-of-use assets recognized in exchange for new lease obligations | $ 19 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 2,833 | $ 3,001 |
Current portion of operating lease liabilities | 618 | 644 |
Long-term operating lease liabilities | 2,506 | $ 2,614 |
Operating Lease, Liability, Excluding Lease Not Yet Commenced | $ 3,124 | |
Weighted average remaining lease term | 4 years 8 months 12 days | |
Weighted average discount rate | 5.50% |
Leases - Minimum Future Payment
Leases - Minimum Future Payments (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Leases [Abstract] | |
2020 (remaining of year) | $ 612 |
2021 | 656 |
2022 | 684 |
2023 | 704 |
2024 | 719 |
2015 and thereafter | 204 |
Total lease payments | 3,579 |
Less: imputed interest | (455) |
Total lease liabilities | $ 3,124 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jun. 30, 2018 | Mar. 31, 2020 | Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Purchase commitment, amount | $ 3,800 | ||
Purchase commitment, period | 7 years | ||
Purchase obligation | $ 16,485 | $ 16,500 | |
Equipment purchase costs | $ 3,778 |
Commitment and Contingencies -
Commitment and Contingencies - Commitments (Details) - USD ($) | Mar. 31, 2020 | Sep. 30, 2018 |
Consumable commitments | ||
2020 | $ 1,650,000 | |
2021 | 3,300,000 | |
2022 | 3,625,000 | |
2023 | 3,625,000 | |
2024 | 4,285,000 | |
Total | 16,485,000 | $ 16,500,000 |
Consumable purchases | ||
2020 | 823,000 | |
2021 | 0 | |
2022 | 0 | |
2023 | 0 | |
2024 | 0 | |
Total | 823,000 | |
Remaining commitments | ||
2020 | 827,000 | |
2021 | 3,300,000 | |
2022 | 3,625,000 | |
2023 | 3,625,000 | |
2024 | 4,285,000 | |
Total | $ 15,662,000 |
Net Loss Per Share - Basic and
Net Loss Per Share - Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator: | ||
Net loss | $ (22,761) | $ (16,055) |
Denominator: | ||
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 39,186 | 37,786 |
Net loss per share, basic and diluted (in usd per share) | $ (0.58) | $ (0.42) |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Stock Option Plan | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from EPS computation (in shares) | 6,931,540 | 6,692,139 |
Restricted Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from EPS computation (in shares) | 62,500 | 125,000 |
Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from EPS computation (in shares) | 813,702 | 236,250 |
Restructuring plan (Details)
Restructuring plan (Details) $ in Thousands | Mar. 16, 2020USD ($)position | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Restructuring and Related Activities [Abstract] | |||
Number of positions eliminated | position | 53 | ||
Restructuring costs | $ | $ 1,700 | $ 1,676 | $ 0 |
Subsequent event (Details)
Subsequent event (Details) - Subsequent Event - H.C. Wainwright & Co., LLC | Apr. 08, 2020USD ($) |
Subsequent Event [Line Items] | |
Offering price | $ 25,000,000 |
Commission rate | 3.00% |
Reimbursement for legal fees and disbursement, not to exceed | $ 50,000 |