Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-40323 | |
Entity Registrant Name | Recursion Pharmaceuticals, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-4099738 | |
Entity Address, Address Line One | 41 S Rio Grande Street | |
Entity Address, City or Town | Salt Lake City | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84101 | |
City Area Code | 385 | |
Local Phone Number | 269 - 0203 | |
Title of 12(b) Security | Class A Common Stock, par value $0.00001 | |
Trading Symbol | RXRX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 168,320,745 | |
Entity Central Index Key | 0001601830 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 214,088 | $ 262,126 |
Restricted cash | 5,042 | 5,041 |
Accounts receivable | 71 | 156 |
Other current assets | 2,621 | 2,155 |
Total current assets | 221,822 | 269,478 |
Property and equipment, net | 44,642 | 25,967 |
Intangible assets, net | 2,414 | 2,490 |
Other non-current assets | 3,065 | 650 |
Total assets | 271,943 | 298,585 |
Current liabilities | ||
Accounts payable | 3,125 | 1,074 |
Accrued expenses and other liabilities | 11,085 | 10,485 |
Current portion of unearned revenue | 10,000 | 10,000 |
Current portion of notes payable | 2,145 | 1,073 |
Current portion of lease incentive obligation | 499 | 467 |
Total current liabilities | 26,854 | 23,099 |
Deferred rent | 2,750 | 2,674 |
Unearned revenue, net of current portion | 14,167 | 16,667 |
Notes payable, net of current portion | 10,339 | 11,414 |
Lease incentive obligation, net of current portion | 2,552 | 2,708 |
Total liabilities | 56,662 | 56,562 |
Commitments and contingencies (Note 6) | ||
Convertible preferred stock (series A, A-1, B, C, and D), $0.00001 par value; 121,434,713 shares authorized as of March 31, 2021 and December 31, 2020; 112,088,065 shares issued and outstanding as of March 31, 2021 and December 31, 2020; Liquidation preference of $450,850 as of March 31, 2021 and December 31, 2020 | 448,312 | 448,312 |
Stockholders’ deficit | ||
Common stock, $0.00001 par value; 188,400,000 shares authorized as of March 31, 2021 and December 31, 2020; 24,036,725 and 22,314,685 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 0 | 0 |
Additional paid-in capital | 11,287 | 7,312 |
Accumulated deficit | (244,318) | (213,601) |
Total stockholders’ deficit | (233,031) | (206,289) |
Total liabilities, convertible preferred stock and stockholders’ deficit | $ 271,943 | $ 298,585 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Temporary Equity [Abstract] | ||
Convertible preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Convertible preferred stock, shares authorized (in shares) | 121,434,713 | 121,434,713 |
Convertible preferred stock, shares issued (in shares) | 112,088,065 | 112,088,065 |
Convertible preferred stock, shares outstanding (in shares) | 112,088,065 | 112,088,065 |
Convertible preferred stock, liquidation preference | $ 450,850 | $ 450,850 |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 188,400,000 | 188,400,000 |
Common stock, shares issued (in shares) | 24,036,725 | 22,314,685 |
Common sock, shares outstanding (in shares) | 24,036,725 | 22,314,685 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue | ||
Revenue | $ 2,562 | $ 60 |
Operating expenses | ||
Research and development | 24,109 | 12,842 |
General and administrative | 8,937 | 5,561 |
Total operating expenses | 33,046 | 18,403 |
Loss from operations | (30,484) | (18,343) |
Other loss, net | (233) | (81) |
Net loss and comprehensive loss | (30,717) | (18,424) |
Net loss and comprehensive loss | $ (30,717) | $ (18,424) |
Per share data | ||
Net loss per share, basic (in dollars per shares) | $ (1.33) | $ (0.85) |
Net loss per share, diluted (in dollars per shares) | $ (1.33) | $ (0.85) |
Weighted average shares of common stock, basic (in shares) | 23,035,623 | 21,639,891 |
Weighted average shares of common stock, diluted (in shares) | 23,035,623 | 21,639,891 |
Grant revenue | ||
Revenue | ||
Revenue | $ 62 | $ 60 |
Operating revenue | ||
Revenue | ||
Revenue | $ 2,500 | $ 0 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Deficit (unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in-Capital | Accumulated Deficit |
Temporary equity, shares outstanding at beginning of period (in shares) at Dec. 31, 2019 | 75,189,517 | |||
Temporary equity, carrying amount attributable to parent at beginning of period at Dec. 31, 2019 | $ 201,109 | |||
Temporary equity, shares outstanding at end of period (in shares) at Mar. 31, 2020 | 75,189,517 | |||
Temporary equity, carrying amount attributable to parent at end of period at Mar. 31, 2020 | $ 201,109 | |||
Common stock, shares outstanding at beginning period (in shares) at Dec. 31, 2019 | 21,637,609 | |||
Total stockholders’ equity (deficit) at beginning of period at Dec. 31, 2019 | (124,265) | $ 0 | $ 2,330 | $ (126,595) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (18,424) | (18,424) | ||
Stock option exercises and other (in shares) | 14,668 | |||
Stock option exercises and other | 16 | 16 | ||
Stock-based compensation | 1,286 | 1,286 | ||
Common stock, shares outstanding at end period (in shares) at Mar. 31, 2020 | 21,652,277 | |||
Total stockholders’ equity (deficit) at end of period at Mar. 31, 2020 | $ (141,387) | $ 0 | 3,632 | (145,019) |
Temporary equity, shares outstanding at beginning of period (in shares) at Dec. 31, 2020 | 112,088,065 | |||
Temporary equity, carrying amount attributable to parent at beginning of period at Dec. 31, 2020 | $ 448,312 | |||
Temporary equity, shares outstanding at end of period (in shares) at Mar. 31, 2021 | 112,088,065 | |||
Temporary equity, carrying amount attributable to parent at end of period at Mar. 31, 2021 | $ 448,312 | |||
Common stock, shares outstanding at beginning period (in shares) at Dec. 31, 2020 | 22,314,685 | 22,314,685 | ||
Total stockholders’ equity (deficit) at beginning of period at Dec. 31, 2020 | $ (206,289) | $ 0 | 7,312 | (213,601) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | $ (30,717) | (30,717) | ||
Stock option exercises and other (in shares) | 1,722,027 | 1,722,040 | ||
Stock option exercises and other | $ 2,154 | 2,154 | ||
Stock-based compensation | $ 1,821 | 1,821 | ||
Common stock, shares outstanding at end period (in shares) at Mar. 31, 2021 | 24,036,725 | 24,036,725 | ||
Total stockholders’ equity (deficit) at end of period at Mar. 31, 2021 | $ (233,031) | $ 0 | $ 11,287 | $ (244,318) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (30,717) | $ (18,424) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,402 | 937 |
Stock-based compensation | 1,821 | 1,265 |
Other, net | 101 | 22 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 85 | 82 |
Other assets | (2,915) | (132) |
Unearned revenue | (2,500) | 0 |
Accounts payable | 2,051 | 625 |
Accrued development expense | (1,216) | (400) |
Accrued expenses, deferred rent and other current liabilities | 1,133 | (1,792) |
Net cash used in operating activities | (30,755) | (17,817) |
Cash flows from investing activities | ||
Purchases of property and equipment | (19,416) | (684) |
Net cash used in investing activities | (19,416) | (684) |
Cash flows from financing activities | ||
Proceeds from exercise of stock options | 2,154 | 16 |
Repayment of long-term debt | (20) | (19) |
Proceeds from convertible notes | 0 | 6,000 |
Net cash provided by financing activities | 2,134 | 5,997 |
Net change in cash, cash equivalents and restricted cash | (48,037) | (12,504) |
Cash, cash equivalents and restricted cash, beginning of period | 267,167 | 75,171 |
Cash, cash equivalents and restricted cash, end of period | 219,130 | 62,667 |
Supplemental disclosure of non—cash investing and financing information | ||
Accrued property and equipment | 705 | 0 |
Deferred issuance costs | 2,997 | 0 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | $ 254 | $ 306 |
Description of the Business
Description of the Business | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business | Description of the Business Recursion Pharmaceuticals, Inc. (Recursion, the Company, or we) was originally formed as a limited liability company on November 4, 2013 under the name Recursion Pharmaceutical, LLC. In September 2016, we converted to a Delaware corporation and subsequently changed our name to Recursion Pharmaceuticals, Inc. Recursion is a biotechnology company that combines automation, artificial intelligence, machine learning, in vivo validation capabilities and a highly cross-functional team to discover novel medicines that expand our collective understanding of biology. Recursion’s rich, relatable database of biological images generated in-house on the Company’s robotics platform enables advanced machine learning approaches to reveal drug candidates, mechanisms of action, novel chemistry, and potential toxicity, with the eventual goal of decoding biology and advancing new therapeutics that radically improve people’s lives. As of March 31, 2021, the Company had an accumulated deficit of $244.3 million. The Company expects to incur substantial operating losses in future periods and will require additional capital to advance its drug candidates. The Company does not expect to generate significant revenue until the Company successfully completes significant drug development milestones with its subsidiaries or in collaboration with third parties, which the Company expects will take a number of years. In order to commercialize its drug candidates, the Company or its partners need to complete clinical development and comply with comprehensive regulatory requirements. The Company is subject to a number of risks and uncertainties similar to those of other companies of the same size within the biotechnology industry, such as the uncertainty of clinical trial outcomes, uncertainty of additional funding, and a history of operating losses. The Company has funded its operations to date primarily through the issuance of convertible preferred stock (see Note 7, “Convertible Preferred Stock” for additional information) and will likely be required to raise additional capital. As of March 31, 2021, the Company did not have any unconditional outstanding commitments for additional funding. If the Company is unable to access additional funds when needed, it may not be able to continue the development of its products or the Company could be required to delay, scale back or abandon some or all of its development programs and other operations. The Company’s ability to access capital when needed is not assured and, if not achieved on a timely basis, could materially harm its business, financial condition and results of operations. In April 2021, the Company completed an Initial Public Offering (IPO). See Note 16, “Subsequent Events” for additional details. The Company believes that the net proceeds from the IPO, together with the Company’s existing cash, and cash equivalents and borrowings available to us will be sufficient to fund the Company’s operating expenses and capital expenditures for at least the next 12 months. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Basis of Presentation The unaudited interim condensed consolidated financial statements of Recursion have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States (U.S. GAAP) have been condensed or omitted. These unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes for the year ended December 31, 2020 included in the Company’s final prospectus dated as of April 15, 2021 and filed with the Securities and Exchange Commission (SEC) pursuant to Rule 424(b)(4) on April 16, 2020. In April 2021, the Company completed a 1.5-for-1 forward stock split of common and convertible preferred stock. All shares presented within these condensed consolidated financial statements were adjusted to reflect the forward stock split for all periods presented. See Note 16, “Subsequent Events” for additional details. It is management’s opinion that these financial statements include all normal and recurring adjustments necessary for a fair presentation of the Company’s financial position, operating results and cash flows. Revenues and net loss for any interim period are not necessarily indicative of future or annual results. Certain reclassifications were made to conform the prior period interim condensed consolidated financial statements to the current period presentation. Emerging Growth Company The Company is an emerging growth company (EGC), as defined by the Jumpstart Our Business Startups Act of 2012 (the JOBS act). The JOBS Act, exempts EGCs from being required to comply with new or revised financial accounting standards until private companies are required to comply. Recursion has elected to use the extended transition period for new or revised financial accounting standards. However, the Company may adopt certain new or revised accounting standards early. This may make comparisons of the Company’s financial statements with other public companies difficult because of the potential differences in accounting standards used. Recursion may remain an EGC until December 31, 2026 although if we: (1) become a “large accelerated filer;” (2) have annual gross revenues of $1.07 billion or more in any fiscal year; or (3) issue more than $1.0 billion of non-convertible debt over a three-year period, the Company would cease to be an EGC as of December 31 of the applicable year. Recent Accounting Pronouncements |
Supplemental Financial Informat
Supplemental Financial Information | 3 Months Ended |
Mar. 31, 2021 | |
Supplemental Financial Information [Abstract] | |
Supplemental Financial Information | Supplemental Financial Information Property and Equipment March 31, December 31, (in thousands) 2021 2020 Lab equipment $ 21,234 $ 19,701 Leasehold improvements 13,792 13,792 Office equipment 18,994 1,075 Construction in progress 2,016 1,361 Property and equipment, gross 56,036 35,929 Less: Accumulated depreciation (11,394) (9,962) Property and equipment, net $ 44,642 $ 25,967 Depreciation expense on property and equipment was $1.4 million and $1.0 million during the three months ended March 31, 2021 and 2020, respectively. For the three months ended March 31, 2021 the Company purchased a Dell EMC supercomputer, accessories and parts for $17.9 million. The purchase was classified as office equipment in the above table. Accrued Expenses and Other Liabilities March 31, December 31, (in thousands) 2021 2020 Accrued compensation $ 1,800 $ 3,085 Accrued development expenses 1,073 2,289 Accrued administrative expenses 2,487 10 Accrued other expenses 5,725 5,101 Accrued expense and other liabilities $ 11,085 $ 10,485 Interest Expense, net Three months ended March 31, (in thousands) 2021 2020 Interest expense $ 249 $ 301 Interest income (16) (220) Interest expense, net $ 233 $ 81 Interest expense primarily relates to the Midcap and tenant improvement allowance notes (see Note 5, “Notes Payable” for additional details on the notes.) Interest expense is included in Other loss, net on the Condensed Consolidated Statements of Operations and Comprehensive Loss. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The carrying amount of Goodwill was $801 thousand as of March 31, 2021. There were no changes to the carrying amount of goodwill during the three months ended March 31, 2021. There was no Goodwill balance outstanding during the three months ended March 31, 2020. As of March 31, 2021, there were no reductions in Goodwill relating to impairment losses. Intangible Assets, Net The following table summarizes intangible assets: March 31, 2021 December 31, 2020 (in thousands) Gross carrying amount Accumulated Amortization Net carrying amount Gross carrying amount Accumulated Amortization Net carrying amount Definite-lived intangible asset $ 911 $ (202) $ 709 $ 911 $ (127) $ 784 Indefinite-lived intangible asset 904 — 904 904 — 904 Amortization expense was $76 thousand during the three months ended March 31, 2021. There was no amortization expense during the three months ended March 31, 2020. Amortization expense was included in research and development in the Condensed Consolidated Statements of Operations and Comprehensive Loss. No definite-lived intangible asset impairment charges were recorded during the three months ended March 31, 2021. There were no intangible asset balances outstanding during the three months ended March 31, 2020. |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes payable | Notes Payable Midcap Financial In September 2019, the Company entered into a new Credit and Security Agreement with Midcap Financial Trust (Midcap), and the other lenders party thereto (the Midcap loan agreement). The Midcap loan agreement provides for a term loan facility that includes: i) an initial tranche of $11.9 million; and ii) a second tranche of up to $15.0 million, which if drawn would result in a maximum outstanding amount of $26.9 million. The Company used a portion of the proceeds from the initial tranche to fully repay a previously outstanding term loan, the Pacific Western Bank (Pacific) loan, for $11.2 million. Proceeds from the term loans may be used for general corporate purposes. As of March 31, 2021 and December 31, 2020, the outstanding principal balance under the Midcap loan agreement was $11.9 million. Interest on the Midcap loan accrues on the principal amount outstanding at a floating per annum rate equal to the LIBOR rate (floor of 2.00%) plus 5.75% and is payable monthly in arrears. The Company is required to make interest-only payments from September 2019 to September 2021, and thereafter, 36 monthly principal payments of $330 thousand plus interest. The interest only period will be extended an additional 12 months under certain conditions. The Company may voluntarily prepay the Midcap term loan, subject to certain minimum repayment requirements and prepayment fees. The Midcap term loan is subject to a mandatory prepayment under certain conditions. The debt is secured against substantially all of the Company assets. The Midcap loan agreement includes standard affirmative and restrictive covenants, including covenants limiting the ability of the Company and its subsidiaries, among other things, to dispose of assets, grant certain licenses, make investments, merger or consummate acquisitions, incur debt, grant liens and make dividends or distributions, in each case subject to certain exceptions. The loan agreement also includes standard events of default, including, subject to grace periods in certain instances, payment defaults, breaches of covenants, breaches of representations and warranties, cross-defaults with certain other indebtedness, insolvency and bankruptcy defaults, change of control of the Company or any subsidiary, and a material adverse change in the business, operations or conditions of the Company. Upon the occurrence of an event of default, Midcap may declare all outstanding obligations immediately due and payable, increase the applicable interest rate by 2% and take such other actions as set forth in the Credit and Security Agreement. As of March 31, 2021 and 2020, the Company was in compliance with all debt covenants. In 2019, the Company paid fees of approximately $298 thousand in connection with the origination of the Midcap loan agreement. These fees were deferred and recorded as a direct deduction from the carrying value of the loan payable and are being amortized to interest expense over the remaining term of the agreement. Pacific Western In May 2018, Pacific issued a standby letter of credit of $3.8 million for the benefit of the Company’s landlord, securing certain Company obligations relating to tenant improvements. As of March 31, 2021 and December 31, 2020, the outstanding letter of credit was $3.8 million, for which the Company held $4.0 million as of March 31, 2021 and December 31, 2020, of restricted cash as collateral. Convertible Notes In March 2020, the Company issued convertible promissory notes for an aggregate principal amount of $6.0 million. Under certain conditions, the principal would convert to an amount of equity with a fair value that exceeded the amount of the notes’ principal on the conversion date. This feature of the notes was accounted for separately at fair value as a derivative liability. Changes in the fair value of the derivative were recorded in other loss, net in the Condensed Consolidated Statements of Operations and Comprehensive Loss and were immaterial during the three months ended March 31, 2020. In September 2020, these notes and additional notes that were issued in April 2020 converted to 1,203,231 shares of Series D Preferred Stock. Upon conversion of the notes, the Company recorded the $1.6 million fair value of the derivative liability as equity on the Condensed Consolidated Balance Sheet. Notes Payable for Tenant Improvement Allowance In 2018, the Company borrowed $992 thousand, which was available as part of the station 41 lease, from our landlord to be used on tenant improvements (see Note 6, “Commitments and Contingencies” for additional details.) Under the terms of the lease, the note will be repaid over a 10 year period at an 8% interest rate. Notes payable for the Midcap loan agreement and tenant improvement allowance consisted of the following: March 31, December 31, (in thousands) 2021 2020 Current portion of notes payable $ 2,145 $ 1,073 Long-term portion of notes payable 10,522 11,615 Less: unamortized issuance costs (183) (201) Notes payable, net $ 12,484 $ 12,487 The following table presents information regarding the Company’s debt principal repayment obligations as of March 31, 2021: (in thousands) Amount 2021 $ 1,053 2022 4,052 2023 4,059 2024 3,059 2025 112 Thereafter 346 Total debt principal payments $ 12,681 |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease Obligations The Company has entered into various long-term real estate leases primarily related to office, research and development (R&D) and operating activities. For the three months ended March 31, 2021 and 2020, total rent expense was $1.3 million and $988 thousand, respectively. The following Komas, Station 41 and Milpitas leases are classified as operating leases. Komas Lease In August 2016, the Company entered a new facilities lease, with the right of use and payments beginning in January 2017. The term of the lease is 7 years. This lease includes provisions for escalating rent payments. Rent expense is recognized on a straight-line basis over the term of the lease. This lease included an allowance for tenant improvements. Tenant improvements were recorded as property and equipment and are being depreciated over the term of the lease. In conjunction with the allowance for tenant improvements, the Company recorded a lease incentive obligation of $847 thousand which is being amortized over the term of the lease as a reduction to rent expense. As of March 31, 2021, the related unamortized lease incentive obligation was $343 thousand. Station 41 Lease In August 2017, the Company entered a new facilities lease, with the right of use beginning in December 2017 and payments beginning in June 2018. The term of the lease is 10 years, with one five-year renewal option exercisable by the Company. This lease includes provisions for escalating rent payments. Rent expense is recognized straight- line over the term of the lease. This lease included an allowance for tenant improvements of $4.0 million, the full balance of which was drawn in 2017. Tenant improvements were recorded as property and equipment and are being depreciated over the remaining term of the lease. In conjunction with the allowance for tenant improvements, the Company recorded a leasehold obligation, which is being amortized over the term of the lease as a reduction to rent expense. As of March 31, 2021, the related unamortized lease incentive obligation was $2.7 million. In 2018, the Company elected to draw an additional tenant improvement loan of $992 thousand offered in the Station 41 lease. This loan is incorporated into, and acts to increase the base rent over the remaining life of the lease. The increase in rent includes a charge for interest, which accrues on the principal amount outstanding at a rate equal to 8%. The Company accounts for this additional tenant improvement loan as a oote payable on the Condensed Consolidated Balance Sheets with the current portion included in the Current Portion of Notes Payable. In 2019, the Company amended the Station 41 Lease to include additional space in the conjoining unit with the right to use the new space beginning in June 2020 for an additional 7 years. This amendment for the extra space includes provisions for escalating rent payments. Rent expense is recognized straight-line over the term of the lease. In January 2021, the company amended the Station 41 Lease, increasing the leased square footage by an additional 91,478 square feet. This amendment includes provisions for escalating rent, has a 10 year term and additional total minimum payments of $32.4 million. This lease included a tenant improvement allowance of up to approximately $10.1 million. Milpitas Lease In August 2019, the Company entered a new facilities lease, with the right of use and payments beginning in August 2019. The term of the lease is 9 years. This lease includes provisions for escalating rent payments. Rent expense is recognized on a straight-line basis over the term of the lease. Future Minimum Lease Payments Future minimum commitments as of March 31, 2021 under the Company’s lease agreements are as follows: (in thousands) Amount 2021 $ 2,911 2022 4,963 2023 7,344 2024 7,371 2025 7,560 Thereafter 33,214 Total Minimum Payments $ 63,363 Contract Obligations In the normal course of business, the Company enters into contracts with clinical research organizations, drug manufacturers and other vendors for preclinical and clinical research studies, research and development supplies and other services and products for operating purposes. These contracts generally provide for termination on notice, and therefore are cancellable contracts. Indemnification The Company has agreed to indemnify its officers and directors for certain events or occurrences, while the officer or director is or was serving at the Company’s request in such capacity. The Company purchases directors and officers liability insurance coverage that provides for corporate reimbursements of covered obligations that limits the Company’s exposure and enables it to recover a portion of potential future amounts paid. The Company had no liabilities recorded for these agreements as of March 31, 2021 and December 31, 2020 as no amounts in excess of insurance coverage are probable or estimable. Employee Agreements The Company has signed employment agreements with certain key employees pursuant to which if their employment is terminated by the Company following a change of control of the Company, the employees are entitled to receive certain benefits, including accelerated vesting of equity incentives. Legal Matters |
Convertible Preferred Stock
Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity [Abstract] | |
Convertible Preferred Stock | Convertible Preferred Stock The Company has issued preferred stock as part of various financing events. No new convertible preferred stock was issued during three months ended March 31, 2021 and 2020. As of March 31, 2021 and 2020, there were no cumulative dividends owed or in arrears on the preferred stock. Convertible Preferred Stock consisted of the following as of March 31, 2021 and December 31, 2020: (in thousands except share data) Preferred Shares Authorized Preferred Shares Issued and Outstanding Carrying Value Liquidation Preferences Shares of Common Stock Issuable Upon Conversion Series A 30,078,402 29,965,754 $ 21,281 $ 21,281 29,965,754 Series A-1 4,975,521 4,975,520 — — 4,975,520 Series B 21,497,667 21,471,898 59,913 60,000 21,471,898 Series C 18,956,354 18,776,345 119,915 122,058 22,286,298 Series D 45,926,769 36,898,548 247,203 247,511 36,898,548 Total convertible preferred stock 121,434,713 112,088,065 $ 448,312 $ 450,850 115,598,018 In April 2021, all outstanding shares of convertible preferred stock converted into common stock as part of the IPO. See Note 16, “Subsequent Events” for additional details. Balance Sheet Classification |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Common Stock | Common stock Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are entitled to receive dividends, as may be declared by the Company’s board of directors. As of March 31, 2021 and December 31, 2020, no dividends had been declared. As of March 31, 2021 and December 31, 2020, there were 188,400,000 shares of common stock authorized, of which 24,036,725 and 22,314,685 shares were outstanding, respectively. Additionally, the Company has reserved the following shares of common stock for issuance as of March 31, 2021: Shares Conversion of series A preferred stock 29,965,754 Conversion of series A-1 preferred stock 4,975,520 Conversion of series B preferred stock 21,471,898 Conversion of series C preferred stock 22,286,298 Conversion of series D preferred stock 36,898,548 Conversion of series A warrants 112,647 Conversion of series B warrants 25,762 Conversion of series C warrants 213,646 2016 equity incentive plan 25,686,958 Key personnel incentive plan 1,601,566 Total shares of common stock reserved for issuance 143,238,597 |
Collaborative and Other Researc
Collaborative and Other Research and Development Contracts | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaborative and Other Research and Development Contracts | Collaborative and Other Research and Development Contracts Bayer AG In August 2020, the Company entered into a Research Collaboration and Option Agreement (the Bayer Agreement) with Bayer AG (Bayer) for a five-year term pursuant to which the Company and Bayer may initiate approximately ten research projects related to fibrosis across multiple organ systems, including lung, liver, and heart. Under the agreement, the Company contributed compounds from our proprietary library and Bayer contributed compounds from its proprietary library and will contribute scientific expertise throughout the collaboration. Under the terms of the agreement, the Company received a non-refundable upfront payment of $30.0 million, which was recorded as unearned revenue on the Condensed Consolidated Balance Sheet. The Company determined that it has one performance obligation under the agreement, which is to perform research and development services for Bayer. Recursion determined the transaction price to be the $30.0 million upfront payment received and allocated the amount to the single performance obligation. The Company is recognizing the revenue over time using a cost-based input method, based on labor costs incurred to perform the research and development services. This method of recognizing revenue requires the Company to make estimates of the total costs to provide the services required under the performance obligation. A significant change in these estimates could have a material effect on the timing and amount of revenue recognized in future periods. For the three months ended March 31, 2021, the Company recognized $2.5 million of revenue resulting from the collaboration. There is $10.0 million and $14.2 million of current and non-current unearned revenue, respectively, remaining as of March 31, 2021. The allocation of unearned revenue between current and non-current is based on Recursion’s estimates of when the Company expects to incur the related costs. Under each research project, the Company will work with Bayer to identify potential candidates for development. Under the agreement, Bayer has the first option for licenses to potential candidates. Each such license could potentially result in option exercise fees and development and commercial milestones paid to the Company with an aggregate value of up to approximately $100.0 million (for an option on a lead series) or up to approximately $120.0 million (for an option on a development candidate), as well as tiered royalties for each such license, ranging from low- to mid-single digit percentages of sales, depending on commercial success. The National Institute of Health During the year ended December 31, 2018, the Company was awarded a grant by the National Institute of Health, which included potential funding of $1.4 million. Revenue recognized related to this grant during the three months ended March 31, 2021 and 2020 was $62 thousand and $60 thousand, respectively. As of March 31, 2021, $395 thousand of the potential funding remained. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Options Key Personnel Incentive Plan In November 2013, the Company adopted the Key Personnel Incentive Plan ( the KPI Plan). The KPI Plan provides for the grant of restricted units and non-statutory option awards to employees, non-employee directors and consultants of the Company. As of March 31, 2021 and December 31, 2020, there were no shares of common stock available for grant under the KPI Plan. The KPI Plan provides for the early exercise of options. Upon exercise, such option holder receives common stock of the Company, subject to a lapsing right of repurchase. Upon termination of such individual, the Company may exercise its right to repurchase any unvested shares for the exercise price paid by the option holder. 2016 Equity Incentive Plan In August 2016, the Board of Directors and the stockholders of the Company adopted the 2016 Equity Incentive Plan. Under the 2016 Plan, 25,686,958 shares of common stock were reserved. The Company may grant options to purchase common stock, stock appreciation rights, restricted stock awards and other forms of stock-based compensation. Stock options generally vest over four years and expire no later than 10 years from the date of grant. As of March 31, 2021, 3,684,798 shares of common stock are available for grant. Stock option activity during the three months ended March 31, 2021 was as follows: (in thousands except share data) Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Life (In Years) Aggregate Intrinsic Value Outstanding as of 12/31/2020 20,937,443 $ 1.85 8.5 $ 12,956 Granted 1,849,311 4.44 Cancelled 384,540 2.33 Exercised 1,722,027 1.25 4,455 Outstanding as of March 31, 2021 20,680,187 $ 2.14 8.5 $ 50,346 Exercisable as of March 31, 2021 6,365,727 $ 1.20 6.9 $ 21,450 Non-vested options as of March 31, 2021 14,314,460 $ 2.55 9.2 $ 28,897 The fair value of options granted to employees is calculated on the grant date using the Black-Scholes option valuation model. The weighted-average grant-date fair values of stock options granted during the three months ended March 31, 2021 and 2020 were $2.63 and $1.33, respectively. The following weighted-average assumptions were used to calculate the grant-date fair value of employee stock options: Three months ended March 31, 2021 2020 Expected term (in years) 6.1 6.2 Expected volatility 66% 65% Expected dividend yield — — Risk-free interest rate 0.78% 1.33% For the three months ended March 31, 2021, the Company granted 150,000 shares of stock options with a performance and service condition that had a fair value of $358 thousand. No expense related to these options was recorded during the three months ended March 31, 2021 as the performance condition was not considered probable. For the three months ended March 31, 2020, the Company granted 1,500,000 shares of stock options with performance, market conditions and service conditions. At grant date, the Company estimated that the fair value of the options was approximately $2.0 million. No expense related to these options was recorded during the three months ended March 31, 2021 and 2020 as the performance conditions were not considered probable. During the years ended December 31, 2020 and 2017, the Company granted options to purchase 120,000 and 330,000 shares, respectively, of common stock to non-employee consultants. These options were granted in exchange for consulting services and vest over a period that approximates the term of the services to be provided by the Company. The fair value of the options granted prior to 2020 were remeasured in each period until they were fully vested. Following the adoption of ASU 2018-07 on January 1, 2020, the fair value of options granted to non-employees were no longer remeasured subsequent to the grant date. The fair value of each option on the date of grant was calculated using the Black-Scholes option model. There were no grants to non-employee consultants during the three months ended March 31, 2021 or 2020. The following table presents the classification of stock-based compensation expense for employees and non-employees within the Condensed Consolidated Statements of Operations and Comprehensive Loss: Three months ended March 31, (in thousands) 2021 2020 Research and development $ 628 $ 688 General and administrative $ 1,070 $ 577 Total $ 1,698 $ 1,265 As of March 31, 2021, there was $22.0 million of unamortized stock-based compensation cost related to unvested stock options which is expected to be recognized over a weighted average period of 2.98 years. Warrants In connection with the execution of the December 2016 Pacific loan agreement (see Note 5, “Notes Payable” for additional details), the Company issued Pacific fully vested warrants to purchase Series A Preferred Stock. In May 2017, the Company drew on additional borrowing capacity under the Pacific loan agreement, this required the Company to issue additional fully vested warrants. These Series A warrants remained outstanding as of March 31, 2021. In July 2018, the Company drew on additional borrowing capacity under an amended agreement. This required the Company to issue fully vested warrants to purchase Series B Preferred Stock. These warrants remained outstanding as of March 31, 2021. In January 2020, the Company issued warrants to purchase 180,000 shares of Series C Preferred Stock at a purchase price of $6.50 per share as part of a services agreement. The warrants vest ratably over 18 months. These warrants remained outstanding and 139,999 were vested and exercisable as of March 31, 2021. The grant date fair value was $4.10 per share. As of March 31, 2021, there was $158 thousand of unamortized cost related to the unvested warrants which is expected to be recognized over four months. The following tables summarize the Series A and B warrants outstanding as of March 31, 2021: (in thousands except share data) Series A Grant Date Number of Warrants Exercise Price Fair Value as of March 31, 2021 Fair Value as of December 31, 2020 2017 Warrants 12/19/2016 84,486 $ 0.71 $ 56,232 $ 58,000 2018 Warrants 5/27/2017 28,161 $ 0.71 $ 18,743 $ 19,000 (in thousands except share data) Series B Grant Date Number of Warrants Exercise Price Fair Value as of March 31, 2021 Fair Value as of December 31, 2020 2019 Warrants 7/9/2018 25,762 $ 2.79 $ 45,499 $ 48,000 The fair value of the warrants was calculated using the Black-Scholes option-pricing model with the following weighted average assumptions: Three months ended March 31, 2021 2020 Expected term (in years) 6.16 7.12 Expected volatility 66% 66% Expected dividend yield — — Risk-free interest rate 1.20% 0.70% The FASB has issued accounting guidance on the classification of freestanding warrants and other similar instruments on shares that are redeemable (either puttable or mandatorily redeemable). The guidance requires liability classification for certain warrants issued that are exercisable into convertible preferred stock. The initial fair values of Series A and B warrants were recorded as debt issuance costs, which resulted in a reduction in the carrying value of the debt and subsequent accretion. The Company remeasures the Series A and B warrants on each Condensed Condensed Consolidated Balance Sheet date. The change in the valuation is recorded in the Condensed Consolidated Statements of Operations and Comprehensive Loss. The Series C warrants compensation expense is being recorded ratably over the requisite service period based on the award’s fair value at the date of grant in general and administrative expense. These warrants were classified as equity as they were issued to non-employees for services and the convertible preferred stock is not redeemable, except in the event of a deemed liquidation event, which is not considered probable. The following is a summary of the changes in the Company’s Series A and B warrant liability balance during the three months ended March 31, 2021 and 2020: (in thousands) Balance as of December 31, 2019 $ 128 Net decrease in fair value of warrants (10) Balance as of March 31, 2020 $ 118 Balance as of December 31, 2020 $ 125 Net decrease in fair value of warrants (5) Balance as of March 31, 2021 $ 120 |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2021 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit PlansThe Company has an employee benefit plan under Section 401(k) of the Internal Revenue Code. The plan allows employees to make contributions up to a specified percentage of their compensation. The Company is currently contributing up to 4% of employee base salary, by matching 100% of the first 4% of annual base salary contributed by each employee. Employer expenses were approximately $281 thousand and $199 thousand during the three months ended March 31, 2021 and 2020, respectively. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company did not record any income tax expense during the three months ended March 31, 2021 and 2020. The Company has historically incurred operating losses and maintains a full valuation allowance against its net deferred tax assets. Valuation allowances are recorded when the expected realization of the deferred tax assets does not meet a “more likely than not” criterion. Realization of the Company’s deferred tax assets are dependent upon the generation of future taxable income, the amount and timing of which are uncertain. Net operating loss carryforwards (NOLs) and tax credit carry-forwards are subject to review by the Internal Revenue Service (IRS) and may become subject to annual limitations due to ownership changes that have occurred previously or that could occur in the future under Section 382 of the Internal Revenue Code. The Company has not conducted a study to assess whether a change of control has occurred or whether there have been multiple changes of control since inception due to the significant complexity and cost associated with such a study. Any limitation may result in expiration of a portion of the NOLs or research and development tax credit carryforwards before utilization. Further, until a study is completed and any limitation is known, no amounts are being presented as an uncertain tax position. The Company files income tax returns in the United States, Utah, and California. The Company is not currently under examination in any of these jurisdictions. The Company is subject to income tax examinations on all federal returns since the 2018 tax return. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Recursion issued certain convertible preferred stock that was concluded to be participating securities. Due to the presence of participating securities, Recursion calculates net loss per share using the more dilutive of the treasury stock or the two-class method. For periods presented in which the Company reports a net loss, the losses are not allocated to the participating securities. As the Company reported a net loss during the three months ended March 31, 2021 and 2020, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. The following table sets forth the computation of basic and diluted net loss per share: Three months ended March 31, (in thousands, except share amounts) 2021 2020 Numerator: Net loss $ (30,717) $ (18,424) Denominator: Weighted average common shares outstanding 23,035,623 21,639,891 Net loss per share, basic and diluted $ (1.33) $ (0.85) The Company excluded the following potential common shares from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Three months ended March 31, 2021 2020 Convertible preferred stock 115,598,018 78,699,470 Options to purchase common stock 4,706,313 3,373,642 Warrants 122,358 115,029 Total 120,426,689 82,188,141 |
Fair Value Measures and Disclos
Fair Value Measures and Disclosures | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | Fair Value Measurements The fair value hierarchy consists of the following three levels: • Level 1 — Valuations based on unadjusted quoted prices in active markets for identical assets that the company has the ability to access; • Level 2 — Valuations based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuations in which all significant inputs are observable in the market; and • Level 3 — Valuations using significant inputs that are unobservable in the market and include the use of judgment by the company's management about the assumptions market participants would use in pricing the asset or liability. As of March 31, 2021 and December 31, 2020, cash and cash equivalents (including restricted cash) included bank deposits held in checking and savings accounts. The Company is required to maintain a balance in a collateralized account to secure the Company’s credit cards. Additionally, the Company holds restricted cash related to an outstanding letter of credit issued by Pacific Western Bank, which was securing certain Company obligations relating to tenant improvements. As of March 31, 2021 and December 31, 2020, cash restricted for the letters of credit was $4.0 million. The remaining restricted cash related to the Company’s credit cards. The Company measures the Series A and B Preferred Stock warrant liabilities at fair value using the Black-Scholes option-pricing model. See Note 10, “Stock-based Compensation” for details on the valuation of the warrant liabilities and a reconciliation of the balance. The following tables summarize the Company’s assets and liabilities that are measured at fair value on a recurring basis: Basis of fair value measurement (in thousands) March 31, 2021 Level 1 Level 2 Level 3 Assets Cash and equivalents $ 214,088 $ 214,088 $ — $ — Restricted cash 5,042 5,042 — — Total assets $ 219,130 $ 219,130 $ — $ — Liabilities Warrant liability $ 120 $ — $ — $ 120 Total liabilities $ 120 $ — $ — $ 120 Basis of fair value measurement (in thousands) December 31, 2020 Level 1 Level 2 Level 3 Assets Cash and equivalents $ 262,126 $ 262,126 $ — $ — Restricted cash 5,041 5,041 — — Total assets $ 267,167 $ 267,167 $ — $ — Liabilities Warrant liability $ 125 $ — $ — $ 125 Total liabilities $ 125 $ — $ — $ 125 In addition to the financial instruments that recognized at fair value on the Condensed Consolidated Balance Sheets, the Company has certain financial instruments that are recognized at amortized cost or some basis other than fair value. The carrying amount of these amounts are considered to be representative of their approximate fair values. The following tables summarize the Company’s assets and liabilities that are not measured at fair value: Book values Fair values (in thousands) March 31, 2021 December 31, 2020 March 31, 2021 December 31, 2020 Liabilities Current portion of notes payable $ 2,145 $ 1,073 $ 2,145 $ 1,073 Notes payable, net of current portion 10,339 11,414 10,339 11,414 Total liabilities $ 12,484 $ 12,487 $ 12,484 $ 12,487 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions On December 5, 2017, the Company entered into a loan agreement with its Chief Executive Officer (CEO) to provide a loan of $595 thousand. The loan had a seven-year term. As of March 31, 2021, no amount remained outstanding on the loan. As of March 31, 2020, the outstanding balance of $595 thousand was recorded on the Condensed Consolidated Balance Sheets within other non-current assets. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Initial Public Offering On April 20, 2021, the Company closed its IPO and issued 27,878,787 shares of its common stock at a price of $18.00 per share for approximate net proceeds of $462.6 million, after deducting underwriting discounts and commissions of $35.1 million and expenses of $4.1 million. In connection with the IPO, all shares of Series A, B, C and D convertible preferred stock converted into 115,598,018 shares of Class A common stock. Stock Split In April 2021, the Board of Directors approved a 1.5-for-1 forward stock split of the Company’s common and convertible preferred stock. Each shareholder of record on April 9, 2021 received 1.5 shares for each then-held share. The split proportionally increased the authorized shares and did not change the par values of the Company’s stock. The split affected all stockholders uniformly and did not affect any stockholder's ownership percentage of the Company's shares of Common Stock. All shares and per share amounts presented within these condensed consolidated financial statements were adjusted to reflect the forward stock split for all periods presented. Equity Plans In April 2021, the Company’s Board of Directors adopted, and its stockholders approved, the 2021 Equity Incentive Plan (the “2021 Plan”), which became effective in connection with the closing of the Company’s IPO. A total of 16,186,000 shares of the Company’s Class A common stock have been reserved for issuance under the 2021 Plan in addition to any shares of Class A common stock outstanding under the 2016 Plan that expire are withheld by the Company for payment of an exercise price or for satisfying tax withholding obligations, or are forfeited to the Company due to failure to vest, subject to an addition of a maximum of 19,479,146 shares. The number of shares of Class A common stock reserved for future issuance under the 2021 Plan will also be increased pursuant to provisions for annual automatic evergreen increases. In April 2021, the Company’s Board of Directors adopted, and its stockholders approved, the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which became effective in connection with the closing of the Company’s IPO. A total of 3,238,000 shares of the Company’s Class A common stock have been reserved for issuance under the 2021 ESPP. In addition, the number of shares reserved for future issuance under the 2021 ESPP will be increased for annual automatic evergreen increases. Class A and B Common Shares Authorization In April 2021, the Company’s Board of Directors authorized two classes of common stock, Class A and Class B. The rights of the holders of Class A and B common stock are identical, except with respect to voting and conversion. Each share of Class A common stock is entitled to one vote per share. Each share of Class B common stock is entitled to ten votes per share and is convertible at any time into one share of Class A common stock. All Class B common stock is held by Christopher Gibson, Ph.D., our Chief Executive Officer, or his affiliate. Dr. Gibson and his affiliate hold outstanding shares of Class B common stock representing approximately 38% of the voting power of the Company’s outstanding shares. This voting power may increase over time as Dr. Gibson vests in and exercises equity awards outstanding. If all the equity awards held by Dr. Gibson had been fully vested and exercised and exchanged for shares of Class B common stock as of the date of the IPO, Dr. Gibson and his affiliate would hold approximately 42% of the voting power of the Company’s outstanding shares. As a result, Dr. Gibson will be able to significantly influence any action requiring the approval of Recursion stockholders, including the election of the board of directors, the adoption of amendments to the Company’s certificate of incorporation and bylaws, and the approval of any merger, consolidation, sale of all or substantially all of the Company’s assets, or other major corporate transaction. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of presentation and emerging growth company | Basis of Presentation The unaudited interim condensed consolidated financial statements of Recursion have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States (U.S. GAAP) have been condensed or omitted. These unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes for the year ended December 31, 2020 included in the Company’s final prospectus dated as of April 15, 2021 and filed with the Securities and Exchange Commission (SEC) pursuant to Rule 424(b)(4) on April 16, 2020. In April 2021, the Company completed a 1.5-for-1 forward stock split of common and convertible preferred stock. All shares presented within these condensed consolidated financial statements were adjusted to reflect the forward stock split for all periods presented. See Note 16, “Subsequent Events” for additional details. It is management’s opinion that these financial statements include all normal and recurring adjustments necessary for a fair presentation of the Company’s financial position, operating results and cash flows. Revenues and net loss for any interim period are not necessarily indicative of future or annual results. Certain reclassifications were made to conform the prior period interim condensed consolidated financial statements to the current period presentation. Emerging Growth Company The Company is an emerging growth company (EGC), as defined by the Jumpstart Our Business Startups Act of 2012 (the JOBS act). The JOBS Act, exempts EGCs from being required to comply with new or revised financial accounting standards until private companies are required to comply. Recursion has elected to use the extended transition period for new or revised financial accounting standards. However, the Company may adopt certain new or revised accounting standards early. This may make comparisons of the Company’s financial statements with other public companies difficult because of the potential differences in accounting standards used. |
Recent accounting pronouncements | Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-02, Leases -Topic 842 (ASU 2016-02). Under Topic 842, the Company will be required to recognize a lease liability and a right-of-use asset for all leases (with the exception of short-term leases) at the commencement date of each lease. ASU 2016-02 is effective for annual and interim periods beginning on or after December 15, 2021 and early adoption is permitted. The Company must adopt the standard using the modified retrospective approach either: (1) as of the earliest period presented and through the comparative periods in the entity’s financial statements or (2) as of the effective date of ASC 842, with a cumulative-effect adjustment to equity. The Company expects the adoption to materially increase assets and liabilities on the Condensed Consolidated Balance Sheets related to those leases classified as operating and not recognized on the Balance Sheets under current GAAP. The Company is continuing to evaluate the effect that ASU 2016-02 will have on its consolidated financial statements and related disclosures. The Company will adopt the new standard on January 1, 2022. |
Supplemental Financial Inform_2
Supplemental Financial Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Supplemental Financial Information [Abstract] | |
Schedule of property and equipment | Property and Equipment March 31, December 31, (in thousands) 2021 2020 Lab equipment $ 21,234 $ 19,701 Leasehold improvements 13,792 13,792 Office equipment 18,994 1,075 Construction in progress 2,016 1,361 Property and equipment, gross 56,036 35,929 Less: Accumulated depreciation (11,394) (9,962) Property and equipment, net $ 44,642 $ 25,967 |
Schedule of accrued expenses and other liabilities | Accrued Expenses and Other Liabilities March 31, December 31, (in thousands) 2021 2020 Accrued compensation $ 1,800 $ 3,085 Accrued development expenses 1,073 2,289 Accrued administrative expenses 2,487 10 Accrued other expenses 5,725 5,101 Accrued expense and other liabilities $ 11,085 $ 10,485 |
Interest income and expense disclosure | Interest Expense, net Three months ended March 31, (in thousands) 2021 2020 Interest expense $ 249 $ 301 Interest income (16) (220) Interest expense, net $ 233 $ 81 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of finite-lived intangible assets | The following table summarizes intangible assets: March 31, 2021 December 31, 2020 (in thousands) Gross carrying amount Accumulated Amortization Net carrying amount Gross carrying amount Accumulated Amortization Net carrying amount Definite-lived intangible asset $ 911 $ (202) $ 709 $ 911 $ (127) $ 784 Indefinite-lived intangible asset 904 — 904 904 — 904 |
Schedule of indefinite-lived intangible assets | The following table summarizes intangible assets: March 31, 2021 December 31, 2020 (in thousands) Gross carrying amount Accumulated Amortization Net carrying amount Gross carrying amount Accumulated Amortization Net carrying amount Definite-lived intangible asset $ 911 $ (202) $ 709 $ 911 $ (127) $ 784 Indefinite-lived intangible asset 904 — 904 904 — 904 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of debt | Notes payable for the Midcap loan agreement and tenant improvement allowance consisted of the following: March 31, December 31, (in thousands) 2021 2020 Current portion of notes payable $ 2,145 $ 1,073 Long-term portion of notes payable 10,522 11,615 Less: unamortized issuance costs (183) (201) Notes payable, net $ 12,484 $ 12,487 |
Schedule of maturities of long-term debt | The following table presents information regarding the Company’s debt principal repayment obligations as of March 31, 2021: (in thousands) Amount 2021 $ 1,053 2022 4,052 2023 4,059 2024 3,059 2025 112 Thereafter 346 Total debt principal payments $ 12,681 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lessee, operating lease, liability, maturity | Future minimum commitments as of March 31, 2021 under the Company’s lease agreements are as follows: (in thousands) Amount 2021 $ 2,911 2022 4,963 2023 7,344 2024 7,371 2025 7,560 Thereafter 33,214 Total Minimum Payments $ 63,363 |
Convertible Preferred Stock (Ta
Convertible Preferred Stock (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity [Abstract] | |
Schedule of temporary equity | Convertible Preferred Stock consisted of the following as of March 31, 2021 and December 31, 2020: (in thousands except share data) Preferred Shares Authorized Preferred Shares Issued and Outstanding Carrying Value Liquidation Preferences Shares of Common Stock Issuable Upon Conversion Series A 30,078,402 29,965,754 $ 21,281 $ 21,281 29,965,754 Series A-1 4,975,521 4,975,520 — — 4,975,520 Series B 21,497,667 21,471,898 59,913 60,000 21,471,898 Series C 18,956,354 18,776,345 119,915 122,058 22,286,298 Series D 45,926,769 36,898,548 247,203 247,511 36,898,548 Total convertible preferred stock 121,434,713 112,088,065 $ 448,312 $ 450,850 115,598,018 |
Common Stock (Tables)
Common Stock (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule of stock by class | Additionally, the Company has reserved the following shares of common stock for issuance as of March 31, 2021: Shares Conversion of series A preferred stock 29,965,754 Conversion of series A-1 preferred stock 4,975,520 Conversion of series B preferred stock 21,471,898 Conversion of series C preferred stock 22,286,298 Conversion of series D preferred stock 36,898,548 Conversion of series A warrants 112,647 Conversion of series B warrants 25,762 Conversion of series C warrants 213,646 2016 equity incentive plan 25,686,958 Key personnel incentive plan 1,601,566 Total shares of common stock reserved for issuance 143,238,597 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Payment Arrangement, Option, Activity | Stock option activity during the three months ended March 31, 2021 was as follows: (in thousands except share data) Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Life (In Years) Aggregate Intrinsic Value Outstanding as of 12/31/2020 20,937,443 $ 1.85 8.5 $ 12,956 Granted 1,849,311 4.44 Cancelled 384,540 2.33 Exercised 1,722,027 1.25 4,455 Outstanding as of March 31, 2021 20,680,187 $ 2.14 8.5 $ 50,346 Exercisable as of March 31, 2021 6,365,727 $ 1.20 6.9 $ 21,450 Non-vested options as of March 31, 2021 14,314,460 $ 2.55 9.2 $ 28,897 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following weighted-average assumptions were used to calculate the grant-date fair value of employee stock options: Three months ended March 31, 2021 2020 Expected term (in years) 6.1 6.2 Expected volatility 66% 65% Expected dividend yield — — Risk-free interest rate 0.78% 1.33% |
Summary of Stock-based Compensation Expenses | The following table presents the classification of stock-based compensation expense for employees and non-employees within the Condensed Consolidated Statements of Operations and Comprehensive Loss: Three months ended March 31, (in thousands) 2021 2020 Research and development $ 628 $ 688 General and administrative $ 1,070 $ 577 Total $ 1,698 $ 1,265 |
Summary of Warrants Outstanding | The following tables summarize the Series A and B warrants outstanding as of March 31, 2021: (in thousands except share data) Series A Grant Date Number of Warrants Exercise Price Fair Value as of March 31, 2021 Fair Value as of December 31, 2020 2017 Warrants 12/19/2016 84,486 $ 0.71 $ 56,232 $ 58,000 2018 Warrants 5/27/2017 28,161 $ 0.71 $ 18,743 $ 19,000 (in thousands except share data) Series B Grant Date Number of Warrants Exercise Price Fair Value as of March 31, 2021 Fair Value as of December 31, 2020 2019 Warrants 7/9/2018 25,762 $ 2.79 $ 45,499 $ 48,000 |
Schedule of Fair Value Measurement Inputs and Valuation Techniques | The fair value of the warrants was calculated using the Black-Scholes option-pricing model with the following weighted average assumptions: Three months ended March 31, 2021 2020 Expected term (in years) 6.16 7.12 Expected volatility 66% 66% Expected dividend yield — — Risk-free interest rate 1.20% 0.70% |
Summary Of Changes In Company's Warrant Liability | The following is a summary of the changes in the Company’s Series A and B warrant liability balance during the three months ended March 31, 2021 and 2020: (in thousands) Balance as of December 31, 2019 $ 128 Net decrease in fair value of warrants (10) Balance as of March 31, 2020 $ 118 Balance as of December 31, 2020 $ 125 Net decrease in fair value of warrants (5) Balance as of March 31, 2021 $ 120 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss per Share | The following table sets forth the computation of basic and diluted net loss per share: Three months ended March 31, (in thousands, except share amounts) 2021 2020 Numerator: Net loss $ (30,717) $ (18,424) Denominator: Weighted average common shares outstanding 23,035,623 21,639,891 Net loss per share, basic and diluted $ (1.33) $ (0.85) |
Schedule of Antidilutive Securities Excluded from Computation of Net Loss Per Share | The Company excluded the following potential common shares from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Three months ended March 31, 2021 2020 Convertible preferred stock 115,598,018 78,699,470 Options to purchase common stock 4,706,313 3,373,642 Warrants 122,358 115,029 Total 120,426,689 82,188,141 |
Fair Value Measures and Discl_2
Fair Value Measures and Disclosures (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables summarize the Company’s assets and liabilities that are measured at fair value on a recurring basis: Basis of fair value measurement (in thousands) March 31, 2021 Level 1 Level 2 Level 3 Assets Cash and equivalents $ 214,088 $ 214,088 $ — $ — Restricted cash 5,042 5,042 — — Total assets $ 219,130 $ 219,130 $ — $ — Liabilities Warrant liability $ 120 $ — $ — $ 120 Total liabilities $ 120 $ — $ — $ 120 Basis of fair value measurement (in thousands) December 31, 2020 Level 1 Level 2 Level 3 Assets Cash and equivalents $ 262,126 $ 262,126 $ — $ — Restricted cash 5,041 5,041 — — Total assets $ 267,167 $ 267,167 $ — $ — Liabilities Warrant liability $ 125 $ — $ — $ 125 Total liabilities $ 125 $ — $ — $ 125 |
Fair Value Disclosure of Asset and Liability Not Measured at Fair Value | The following tables summarize the Company’s assets and liabilities that are not measured at fair value: Book values Fair values (in thousands) March 31, 2021 December 31, 2020 March 31, 2021 December 31, 2020 Liabilities Current portion of notes payable $ 2,145 $ 1,073 $ 2,145 $ 1,073 Notes payable, net of current portion 10,339 11,414 10,339 11,414 Total liabilities $ 12,484 $ 12,487 $ 12,484 $ 12,487 |
Description of the Business (De
Description of the Business (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ 244,318 | $ 213,601 |
Basis of Presentation (Details)
Basis of Presentation (Details) | 1 Months Ended |
Apr. 30, 2021 | |
Subsequent Event | |
Subsequent Event [Line Items] | |
Stock split, conversion ratio | 1.5 |
Supplemental Financial Inform_3
Supplemental Financial Information - PPE (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 56,036 | $ 35,929 | |
Less: Accumulated depreciation | (11,394) | (9,962) | |
Property and equipment, net | 44,642 | 25,967 | |
Depreciation | 1,400 | $ 1,000 | |
Lab equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 21,234 | 19,701 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 13,792 | 13,792 | |
Office equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 18,994 | 1,075 | |
Property and equipment additions | 17,900 | ||
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 2,016 | $ 1,361 |
Supplemental Financial Inform_4
Supplemental Financial Information - Accruals (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Supplemental Financial Information [Abstract] | ||
Accrued compensation | $ 1,800 | $ 3,085 |
Accrued development expenses | 1,073 | 2,289 |
Accrued administrative expenses | 2,487 | 10 |
Accrued other expenses | 5,725 | 5,101 |
Accrued expenses and other liabilities | $ 11,085 | $ 10,485 |
Supplemental Financial Inform_5
Supplemental Financial Information - Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Supplemental Financial Information [Abstract] | ||
Interest expense | $ 249 | $ 301 |
Interest income | (16) | (220) |
Interest expense, net | 233 | $ 81 |
Debt issuance costs | $ 3,000 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 801 | ||
Gross carrying amount | 911 | $ 911 | |
Accumulated Amortization | (202) | (127) | |
Net carrying amount | 709 | 784 | |
Indefinite-lived intangible asset | 904 | $ 904 | |
Amortization expense | $ 76 | $ 0 |
Notes Payable - Midcap Financia
Notes Payable - Midcap Financial (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2019USD ($) | Mar. 31, 2021USD ($)monthlyPayment | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($) | |
Midcap loan agreement, tranche 1 | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 11,900 | |||
Midcap loan agreement, tranche 2 | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 15,000 | |||
Midcap loan agreement | Line of credit | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 26,900 | |||
Line of credit outstanding | $ 11,900 | $ 11,900 | ||
Debt instrument, number of periodic payments | monthlyPayment | 36 | |||
Debt instrument, periodic payment, principal | $ 330 | |||
Debt instrument, additional interest only period | 12 months | |||
Interest rate increase in case of contract breach | 2.00% | |||
Payments of fees in connection with the midcap loan agreement | $ 298 | |||
Midcap loan agreement | Line of credit | London Interbank Offered Rate (LIBOR) | Minimum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.00% | |||
Midcap loan agreement | Line of credit | London Interbank Offered Rate (LIBOR) | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 5.75% | |||
Pacific Western Bank loan | Loans payable | ||||
Debt Instrument [Line Items] | ||||
Repayments of debt | $ 11,200 |
Notes Payable - Pacific Western
Notes Payable - Pacific Western (Details) - Letter of credit - Pacific Western letter of credit - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 | May 31, 2018 |
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 3.8 | ||
Line of credit outstanding | $ 3.8 | $ 3.8 | |
Restricted cash | $ 4 | $ 4 |
Notes Payable - Convertible Not
Notes Payable - Convertible Notes (Details) - USD ($) $ in Millions | 1 Months Ended | |
Sep. 30, 2020 | Mar. 31, 2020 | |
Debt Instrument [Line Items] | ||
Shares issued in the period, upon conversion (in shares) | 1,203,231 | |
Stock issued during the period, value of conversion of convertible securities | $ 1.6 | |
Convertible notes payable | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 6 |
Notes Payable - Notes Payable f
Notes Payable - Notes Payable for Tenant Improvement Allowance (Details) - Notes payable - Station 41 lease $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Debt Instrument [Line Items] | |
Proceeds from issuance of long-term debt | $ 992 |
Debt instrument, term | 10 years |
Debt Instrument, interest rate | 8.00% |
Notes Payable - Current_Noncurr
Notes Payable - Current/Noncurrent (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total liabilities | $ 12,681 | |
Notes payable | ||
Debt Instrument [Line Items] | ||
Current portion of notes payable | 2,145 | $ 1,073 |
Notes payable, net of current portion | 10,522 | 11,615 |
Less: unamortized issuance costs | (183) | (201) |
Total liabilities | $ 12,484 | $ 12,487 |
Notes Payable - Principal Repay
Notes Payable - Principal Repayments (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2021 | $ 1,053 |
2022 | 4,052 |
2023 | 4,059 |
2024 | 3,059 |
2025 | 112 |
Thereafter | 346 |
Total liabilities | $ 12,681 |
Commitment and Contingencies -
Commitment and Contingencies - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2021USD ($)ft² | Aug. 31, 2017extensionPeriod | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2019 | Aug. 31, 2019 | Dec. 31, 2017USD ($) | Aug. 31, 2016USD ($) | |
Lessee, Lease, Description [Line Items] | |||||||||
Rent expense | $ 1,300 | $ 988 | |||||||
Station 41 | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Lease term | 10 years | 7 years | |||||||
Incentive from lessor | $ 10,100 | ||||||||
Size of additional leased asset | ft² | 91,478 | ||||||||
Total minimum payments | $ 32,400 | ||||||||
Milpitas | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Lease term | 9 years | ||||||||
Station 41 lease | Notes payable | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Proceeds from issuance of long-term debt | $ 992 | ||||||||
Debt Instrument, interest rate | 8.00% | ||||||||
Komas | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Lease term | 7 years | ||||||||
Incentive from lessor | $ 847 | ||||||||
Lease incentive, payable | 343 | ||||||||
Station 41 | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Lease term | 10 years | ||||||||
Incentive from lessor | $ 4,000 | ||||||||
Lease incentive, payable | $ 2,700 | ||||||||
Number of renewal options | extensionPeriod | 1 | ||||||||
Operating lease, renewal term | 5 years |
Commitment and Contingencies _2
Commitment and Contingencies - Minimum payments (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2021 | $ 2,911 |
2022 | 4,963 |
2023 | 7,344 |
2024 | 7,371 |
2025 | 7,560 |
Thereafter | 33,214 |
Total Minimum Payments | $ 63,363 |
Convertible Preferred Stock (De
Convertible Preferred Stock (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Preferred Units [Line Items] | ||||
Preferred shares authorized (in shares) | 121,434,713 | 121,434,713 | ||
Preferred shares issued (in shares) | 112,088,065 | 112,088,065 | ||
Preferred shares outstanding (in shares) | 112,088,065 | 112,088,065 | 75,189,517 | 75,189,517 |
Carrying Value | $ 448,312 | $ 448,312 | $ 201,109 | $ 201,109 |
Liquidation Preferences | $ 450,850 | $ 450,850 | ||
Shares of common stock issuable upon conversion (in shares) | 115,598,018 | 115,598,018 | ||
Series A | ||||
Preferred Units [Line Items] | ||||
Preferred shares authorized (in shares) | 30,078,402 | 30,078,402 | ||
Preferred shares issued (in shares) | 29,965,754 | 29,965,754 | ||
Preferred shares outstanding (in shares) | 29,965,754 | 29,965,754 | ||
Carrying Value | $ 21,281 | $ 21,281 | ||
Liquidation Preferences | $ 21,281 | $ 21,281 | ||
Shares of common stock issuable upon conversion (in shares) | 29,965,754 | 29,965,754 | ||
Series A-1 | ||||
Preferred Units [Line Items] | ||||
Preferred shares authorized (in shares) | 4,975,521 | 4,975,521 | ||
Preferred shares issued (in shares) | 4,975,520 | 4,975,520 | ||
Preferred shares outstanding (in shares) | 4,975,520 | 4,975,520 | ||
Carrying Value | $ 0 | $ 0 | ||
Liquidation Preferences | $ 0 | $ 0 | ||
Shares of common stock issuable upon conversion (in shares) | 4,975,520 | 4,975,520 | ||
Series B | ||||
Preferred Units [Line Items] | ||||
Preferred shares authorized (in shares) | 21,497,667 | 21,497,667 | ||
Preferred shares issued (in shares) | 21,471,898 | 21,471,898 | ||
Preferred shares outstanding (in shares) | 21,471,898 | 21,471,898 | ||
Carrying Value | $ 59,913 | $ 59,913 | ||
Liquidation Preferences | $ 60,000 | $ 60,000 | ||
Shares of common stock issuable upon conversion (in shares) | 21,471,898 | 21,471,898 | ||
Series C | ||||
Preferred Units [Line Items] | ||||
Preferred shares authorized (in shares) | 18,956,354 | 18,956,354 | ||
Preferred shares issued (in shares) | 18,776,345 | 18,776,345 | ||
Preferred shares outstanding (in shares) | 18,776,345 | 18,776,345 | ||
Carrying Value | $ 119,915 | $ 119,915 | ||
Liquidation Preferences | $ 122,058 | $ 122,058 | ||
Shares of common stock issuable upon conversion (in shares) | 22,286,298 | 22,286,298 | ||
Series D | ||||
Preferred Units [Line Items] | ||||
Preferred shares authorized (in shares) | 45,926,769 | 45,926,769 | ||
Preferred shares issued (in shares) | 36,898,548 | 36,898,548 | ||
Preferred shares outstanding (in shares) | 36,898,548 | 36,898,548 | ||
Carrying Value | $ 247,203 | $ 247,203 | ||
Liquidation Preferences | $ 247,511 | $ 247,511 | ||
Shares of common stock issuable upon conversion (in shares) | 36,898,548 | 36,898,548 |
Common Stock - Schedule of Stoc
Common Stock - Schedule of Stock by Class (Details) - shares | Mar. 31, 2021 | Aug. 31, 2016 |
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 143,238,597 | |
2016 Equity incentive plan | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 25,686,958 | 25,686,958 |
Key personnel incentive plan | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 1,601,566 | |
Conversion of series A warrants | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 112,647 | |
Conversion of series B warrants | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 25,762 | |
Conversion of series C warrants | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 213,646 | |
Series A | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 29,965,754 | |
Series A-1 | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 4,975,520 | |
Series B | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 21,471,898 | |
Series C | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 22,286,298 | |
Series D | ||
Class of Stock [Line Items] | ||
Common stock, capital shares reserved for future issuance (in shares) | 36,898,548 |
Common Stock - Narrative (Detai
Common Stock - Narrative (Details) - shares | Mar. 31, 2021 | Dec. 31, 2020 |
Equity [Abstract] | ||
Common stock, shares authorized (in shares) | 188,400,000 | 188,400,000 |
Common stock, shares issued (in shares) | 24,036,725 | 22,314,685 |
Common stock, shares outstanding (in shares) | 24,036,725 | 22,314,685 |
Collaborative and Other Resea_2
Collaborative and Other Research and Development Contracts - Bayer AG (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Aug. 31, 2020USD ($)project | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Current portion of unearned revenue | $ 10,000 | $ 10,000 | |
Unearned revenue, net of current portion | 14,167 | $ 16,667 | |
Bayer AG | Collaborative arrangement | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Collaborative agreement, term | 5 years | ||
Number of projects that may be initiated | project | 10 | ||
Non-refundable upfront payment received | $ 30,000 | ||
Revenue from contract with customer | 2,500 | ||
Current portion of unearned revenue | 10,000 | ||
Unearned revenue, net of current portion | $ 14,200 | ||
Research project, fees and milestones payments receivable for an option on a lead series | 100,000 | ||
Research project, fees and milestones payments receivable for an option on a development candidate | $ 120,000 |
Collaborative and Other Resea_3
Collaborative and Other Research and Development Contracts - The National Institute of Health (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2018 | Dec. 31, 2020 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue from grants | $ 2,562 | $ 60 | ||
Grant revenue | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue from grants | 62 | 60 | ||
The National Institute Of Health | Collaborative arrangement | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Collaborative agreement, potential funding | $ 1,400 | |||
Collaborative agreement, potential funding remaining | 395 | |||
Grants receivable | 62 | $ 140 | ||
The National Institute Of Health | Collaborative arrangement | Grant revenue | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Revenue from grants | $ 62 | $ 60 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock options (Details) - USD ($) | Mar. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2017 | Aug. 31, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 143,238,597 | 143,238,597 | ||||
Options granted in period, weighted average grant date fair value (in dollars per share) | $ 2.63 | $ 1.33 | ||||
Options, granted in period (in shares) | 1,849,311 | |||||
Share-based payment arrangement, expense | $ 1,698,000 | $ 1,265,000 | ||||
Options, outstanding, number (in shares) | 20,680,187 | 20,680,187 | 20,937,443 | |||
Unvested stock options, unamortized stock-based compensation cost | $ 22,000,000 | $ 22,000,000 | ||||
Unvested stock options, unamortized stock-based compensation cost, weighted average period recognition | 2 years 11 months 23 days | |||||
Share-based Payment Arrangement, Nonemployee | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options, granted in period (in shares) | 0 | 0 | 120,000 | 330,000 | ||
Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock options, vesting period | 4 years | |||||
Stock options, expiration period | 10 years | |||||
Performance Shares | Share-based Payment Arrangement, Employee | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options, granted in period (in shares) | 150,000 | |||||
Options, granted in period, fair value | $ 358,000 | |||||
Share-based payment arrangement, expense | $ 0 | $ 0 | ||||
Options, outstanding, number (in shares) | 1,500,000 | 1,500,000 | ||||
Options, outstanding, estimated fair value at grand date | $ 2,000,000 | $ 2,000,000 | ||||
Key personnel incentive plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares available for grant (in shares) | 0 | 0 | 0 | |||
Common stock, capital shares reserved for future issuance (in shares) | 1,601,566 | 1,601,566 | ||||
2016 Equity incentive plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares available for grant (in shares) | 3,684,798 | 3,684,798 | ||||
Common stock, capital shares reserved for future issuance (in shares) | 25,686,958 | 25,686,958 | 25,686,958 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Share-based Payment Arrangement, Option, Activity (Details) $ / shares in Units, $ in Thousands | Mar. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Mar. 31, 2021USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Options, outstanding, number at beginning of period (in shares) | shares | 20,937,443 | ||
Options, granted in period (in shares) | shares | 1,849,311 | ||
Options, cancelled in period (in shares) | shares | 384,540 | ||
Options, exercised in period (in shares) | shares | 1,722,027 | ||
Options, outstanding, number at end of period (in shares) | shares | 20,680,187 | 20,937,443 | 20,680,187 |
Options, exercisable, number (in shares) | shares | 6,365,727 | 6,365,727 | |
Options, non-vested, number (in shares) | shares | 14,314,460 | 14,314,460 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Options, outstanding, weighted average exercise price at beginning of period (in dollars per share) | $ / shares | $ 1.85 | ||
Options, grants in period, weighted average exercise price (in dollars per share) | $ / shares | 4.44 | ||
Options, cancelled in period, weighted average exercise price (in dollars per share) | $ / shares | 2.33 | ||
Options, exercised in period, weighted average exercise price (in dollars per share) | $ / shares | 1.25 | ||
Options, outstanding, weighted average exercise price at end of period (in dollars per share) | $ / shares | $ 2.14 | $ 1.85 | 2.14 |
Options, exercisable, weighted average exercise price (in dollars per share) | $ / shares | 1.20 | 1.20 | |
Options, non-vested, weighted average exercise price (in dollars per share) | $ / shares | $ 2.55 | $ 2.55 | |
Options, outstanding, weighted average remaining contractual life | 8 years 6 months | 8 years 6 months | |
Options, exercisable, weighted average remaining contractual life | 6 years 10 months 24 days | ||
Options, non-vested, weighted average remaining contractual life | 9 years 2 months 12 days | ||
Options, outstanding, intrinsic value | $ | $ 50,346 | $ 12,956 | $ 50,346 |
Options, exercised in period, intrinsic value | $ | 4,455 | ||
Options, exercisable, intrinsic value | $ | 21,450 | 21,450 | |
Options, non-vested, intrinsic value | $ | $ 28,897 | $ 28,897 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Share-based Payment Award, Stock Options, Valuation Assumption (Details) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 1 month 28 days | 7 years 1 month 13 days |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 1 month 6 days | 6 years 2 months 12 days |
Expected volatility | 66.00% | 65.00% |
Expected dividend yield | 0.00% | 0.00% |
Risk-free interest rate | 0.78% | 1.33% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-based Compensation Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share-based payment arrangement, expense | $ 1,698 | $ 1,265 |
Research and development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share-based payment arrangement, expense | 628 | 688 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Share-based payment arrangement, expense | $ 1,070 | $ 577 |
Stock-Based Compensation - Warr
Stock-Based Compensation - Warrants (Details) - Warrants Issued In January 2020 - Series C - USD ($) $ / shares in Units, $ in Thousands | Mar. 31, 2021 | Jan. 31, 2020 |
Warrants Arrangements [Line Items] | ||
Warrants issued (in shares) | 180,000 | |
Warrants, exercise price (in dollars per share) | $ 6.50 | |
Warrants, vesting period | 18 months | |
Warrants outstanding (in shares) | 139,999 | |
Warrants, grand date fair value (in dollars per share) | $ 4.10 | |
Unvested warrants, unamortized stock-based compensation cost | $ 158 | |
Unvested warrants, unamortized stock-based compensation cost, weighted average period recognition | 4 months |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Warrants Outstanding (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
2017 Warrants | ||
Warrants Arrangements [Line Items] | ||
Warrants outstanding (in shares) | 84,486 | |
Warrants, exercise price (in dollars per share) | $ 0.71 | |
Warrants, fair value | $ 56,232 | $ 58,000 |
2018 Warrants | ||
Warrants Arrangements [Line Items] | ||
Warrants outstanding (in shares) | 28,161 | |
Warrants, exercise price (in dollars per share) | $ 0.71 | |
Warrants, fair value | $ 18,743 | 19,000 |
2019 Warrants | ||
Warrants Arrangements [Line Items] | ||
Warrants outstanding (in shares) | 25,762 | |
Warrants, exercise price (in dollars per share) | $ 2.79 | |
Warrants, fair value | $ 45,499 | $ 48,000 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Warrants, Valuations Assumptions (Details) | Mar. 31, 2021 | Mar. 31, 2020 |
Expected volatility | ||
Warrants Arrangements [Line Items] | ||
Warrants and rights outstanding, measurement input | 0.66 | 0.66 |
Expected dividend yield | ||
Warrants Arrangements [Line Items] | ||
Warrants and rights outstanding, measurement input | 0 | 0 |
Risk-free interest rate | ||
Warrants Arrangements [Line Items] | ||
Warrants and rights outstanding, measurement input | 0.0120 | 0.0070 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary Of Changes In Company's Warrant Liability (Details) - Mandatorily Redeemable Preferred Stock - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of warrants at beginning of period | $ 125 | $ 128 |
Net decrease in fair value of warrants | (5) | (10) |
Fair value of warrants at end of period | $ 120 | $ 118 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Retirement Benefits [Abstract] | ||
Employee benefit plan, percentage of maximum annual contributions per employee | 4.00% | |
Employee benefit plan, percentage of matching contribution | 100.00% | |
Employee benefit plan, employer matching contribution, percentage of employees' gross pay | 4.00% | |
Employee benefit plan, employer expenses | $ 281 | $ 199 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ 0 | $ 0 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Net loss, basic | $ (30,717) | $ (18,424) |
Net loss, diluted | $ (30,717) | $ (18,424) |
Denominator: | ||
Weighted average common shares outstanding, basic (in shares) | 23,035,623 | 21,639,891 |
Weighted average common shares outstanding, diluted (in shares) | 23,035,623 | 21,639,891 |
Net loss per share, basic (in dollars per shares) | $ (1.33) | $ (0.85) |
Net loss per share, diluted (in dollars per shares) | $ (1.33) | $ (0.85) |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Antidilutive Securities Excluded from Computation of Net Loss Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of loss per share, amount (in shares) | 120,426,689 | 82,188,141 |
Convertible preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of loss per share, amount (in shares) | 115,598,018 | 78,699,470 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of loss per share, amount (in shares) | 4,706,313 | 3,373,642 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of loss per share, amount (in shares) | 122,358 | 115,029 |
Fair Value Measures and Discl_3
Fair Value Measures and Disclosures - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Letter of credit | Pacific Western letter of credit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Restricted cash | $ 4 | $ 4 |
Fair Value Measures and Discl_4
Fair Value Measures and Disclosures - Assets and Liabilities Measured on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and equivalents | $ 214,088 | $ 262,126 |
Restricted cash | 5,042 | 5,041 |
Total assets | 219,130 | 267,167 |
Warrant liability | 120 | 125 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 120 | 125 |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and equivalents | 214,088 | 262,126 |
Restricted cash | 5,042 | 5,041 |
Total assets | 219,130 | 267,167 |
Warrant liability | 0 | 0 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Total assets | 0 | 0 |
Warrant liability | 0 | 0 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Total assets | 0 | 0 |
Warrant liability | 120 | 125 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | $ 120 | $ 125 |
Fair Value Measures and Discl_5
Fair Value Measures and Disclosures - Asset and Liability Not Measured at Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Notes payable | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Current portion of notes payable | $ 2,145 | $ 1,073 |
Notes payable, net of current portion | 10,522 | 11,615 |
Book values | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Total liabilities | 12,484 | 12,487 |
Book values | Notes payable | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Current portion of notes payable | 2,145 | 1,073 |
Notes payable, net of current portion | 10,339 | 11,414 |
Fair values | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Total liabilities | 12,484 | 12,487 |
Fair values | Notes payable | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Current portion of notes payable | 2,145 | 1,073 |
Notes payable, net of current portion | $ 10,339 | $ 11,414 |
Related Party Transactions (Det
Related Party Transactions (Details) - Chief Executive Officer - USD ($) | Dec. 05, 2017 | Mar. 31, 2021 | Mar. 31, 2020 |
Related Party Transaction [Line Items] | |||
Loans and Leases Receivable, Related Parties | $ 595,000 | $ 0 | $ 595,000 |
Debt instrument, term | 7 years |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Millions | Apr. 20, 2021USD ($)$ / sharesshares | Apr. 30, 2021shares | Sep. 30, 2020shares |
Subsequent Event [Line Items] | |||
IPO, convertible preferred stock converted into shares of common stock | 1,203,231 | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Stock split, conversion ratio | 1.5 | ||
Subsequent Event | Christopher Gibson and his affiliates | |||
Subsequent Event [Line Items] | |||
Affiliated holders, ownership percentage | 0.38 | ||
Affiliated holders, potential ownership percentage when outstanding equity awards vest | 0.42 | ||
Subsequent Event | 2021 Equity Incentive Plan | Common Class A | |||
Subsequent Event [Line Items] | |||
Equity plans, number of shares authorized | 16,186,000 | ||
Subsequent Event | 2021 Equity Incentive Plan | Maximum | |||
Subsequent Event [Line Items] | |||
Equity plans, number of additional shares authorized | 19,479,146 | ||
Subsequent Event | 2021 Employee Stock Purchase Plan | Common Class A | |||
Subsequent Event [Line Items] | |||
Equity plans, number of shares authorized | 3,238,000 | ||
Subsequent Event | IPO | |||
Subsequent Event [Line Items] | |||
IPO, number of shares issued | 27,878,787 | ||
Price per share | $ / shares | $ 18 | ||
IPO, net proceeds received | $ | $ 462.6 | ||
IPO, underwriting discounts and commissions | $ | 35.1 | ||
IPO, expenses costs | $ | $ 4.1 | ||
IPO, convertible preferred stock converted into shares of common stock | 115,598,018 |