Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 07, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-39264 | |
Entity Registrant Name | KEROS THERAPEUTICS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-1173868 | |
Entity Address, Address Line One | 99 Hayden Avenue | |
Entity Address, Address Line Two | Suite 120 | |
Entity Address, Address Line Three | Building E | |
Entity Address, City or Town | Lexington | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02421 | |
City Area Code | 617 | |
Local Phone Number | 314-6297 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | KROS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 20,172,546 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001664710 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 144,687,000 | $ 7,020,000 |
Prepaid expenses and other current assets | 3,830,000 | 381,000 |
Deferred IPO costs | 0 | 604,000 |
Research and development incentive receivable | 0 | 922,000 |
Total current assets | 148,517,000 | 8,927,000 |
Operating lease right-of-use assets | 1,025,000 | 1,205,000 |
Property and equipment, net | 781,000 | 708,000 |
Restricted cash | 115,000 | 115,000 |
TOTAL ASSETS | 150,438,000 | 10,955,000 |
CURRENT LIABILITIES: | ||
Accounts payable | 4,852,000 | 2,088,000 |
Current portion of operating lease liabilities | 400,000 | 376,000 |
Accrued expenses and other current liabilities | 3,042,000 | 2,022,000 |
Total current liabilities | 8,294,000 | 4,486,000 |
Operating lease liabilities, net of current portion | 692,000 | 899,000 |
Preferred stock tranche liability | 0 | 4,956,000 |
Other liabilities | 91,000 | 119,000 |
Total liabilities | 9,077,000 | 10,460,000 |
Convertible preferred stock, carrying amount | 19,941,000 | |
STOCKHOLDERS' EQUITY (DEFICIT): | ||
Common stock, value, issued | 2,000 | 1,000 |
Additional paid-in capital | 183,658,000 | 203,000 |
Accumulated deficit | (42,299,000) | (19,650,000) |
Total stockholders' equity (deficit) | 141,361,000 | (19,446,000) |
TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) | 150,438,000 | 10,955,000 |
Series A Preferred Stock | ||
CURRENT LIABILITIES: | ||
Convertible preferred stock, carrying amount | 0 | 9,891,000 |
Series A-1 Preferred Stock | ||
CURRENT LIABILITIES: | ||
Convertible preferred stock, carrying amount | 0 | 944,000 |
Series B-1 Preferred Stock | ||
CURRENT LIABILITIES: | ||
Convertible preferred stock, carrying amount | $ 0 | $ 9,106,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Shares authorized (in shares) | 17,289,895 | |
Preferred stock, shares issued (in shares) | 6,555,307 | |
Preferred stock, shares outstanding (in shares) | 6,555,307 | |
Liquidation value | $ 26,038 | |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 27,000,000 |
Common stock, shares issued (in shares) | 20,158,080 | 2,429,705 |
Common stock, shares outstanding (in shares) | 20,158,080 | 2,429,705 |
Series A Preferred Stock | ||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Shares authorized (in shares) | 0 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 4,607,652 |
Preferred stock, shares outstanding (in shares) | 0 | 4,607,652 |
Liquidation value | $ 0 | $ 12,271 |
Series A-1 Preferred Stock | ||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Shares authorized (in shares) | 0 | 800,000 |
Preferred stock, shares issued (in shares) | 0 | 368,612 |
Preferred stock, shares outstanding (in shares) | 0 | 368,612 |
Liquidation value | $ 0 | $ 1,171 |
Series B-1 Preferred Stock | ||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Shares authorized (in shares) | 0 | 3,427,004 |
Preferred stock, shares issued (in shares) | 0 | 1,579,043 |
Preferred stock, shares outstanding (in shares) | 0 | 1,579,043 |
Liquidation value | $ 0 | $ 12,596 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
REVENUE: | ||||
Research collaboration revenue | $ 0 | $ 2,500 | $ 0 | $ 5,000 |
OPERATING EXPENSES: | ||||
Research and development | (7,264) | (4,497) | (15,791) | (9,364) |
General and administrative | (3,650) | (654) | (5,627) | (1,145) |
Total operating expenses | (10,914) | (5,151) | (21,418) | (10,509) |
LOSS FROM OPERATIONS | (10,914) | (2,651) | (21,418) | (5,509) |
OTHER INCOME (EXPENSE), NET | ||||
Interest expense, net | (1) | (2) | (3) | (4) |
Research and development incentive income | 0 | 378 | 0 | 558 |
Change in fair value of preferred stock tranche obligation | 0 | (647) | (1,490) | (1,251) |
Other income, net | 158 | 69 | 90 | 170 |
Total other income (expense), net | 157 | (202) | (1,403) | (527) |
Loss before income taxes | (10,757) | (2,853) | (22,821) | (6,036) |
Income tax benefit | 0 | 0 | 172 | 0 |
Net loss | (10,757) | (2,853) | (22,649) | (6,036) |
Net loss attributable to common stockholders—basic and diluted (Note 10) | $ (10,963) | $ (3,303) | $ (23,661) | $ (6,936) |
Net loss per share attributable to common stockholders - basic and diluted (in USD per share) | $ (0.62) | $ (1.44) | $ (2.35) | $ (3.05) |
Weighted-average common stock outstanding - basic and diluted (in shares) | 17,623,994 | 2,288,058 | 10,054,026 | 2,273,278 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Deficit - USD ($) $ in Thousands | Total | Common Stock | ADDITIONAL PAID-IN CAPITAL | ACCUMULATED DEFICIT | Series A Preferred Stock | Series A-1 Preferred Stock | Series B-1 Preferred Stock | Series C preferred stock |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Ending balance (in shares) | 2,243,648 | |||||||
Ending balance | $ (7,183) | $ 1 | $ 130 | $ (7,314) | ||||
Beginning balance (in shares) at Dec. 31, 2018 | 4,607,652 | 368,612 | 1,579,043 | 0 | ||||
Beginning balance at Dec. 31, 2018 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | ||||
Ending balance (in shares) at Mar. 31, 2019 | 4,607,652 | 368,612 | 1,579,043 | 0 | ||||
Ending balance at Mar. 31, 2019 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2018 | 2,243,648 | |||||||
Beginning balance at Dec. 31, 2018 | (7,183) | $ 1 | 130 | (7,314) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vesting of restricted stock (in shares) | 25,918 | |||||||
Vesting of restricted stock | 0 | |||||||
Stock-based compensation | 11 | 11 | ||||||
Net loss | (3,183) | (3,183) | ||||||
Ending balance (in shares) | 2,243,648 | |||||||
Ending balance | (7,183) | $ 1 | 130 | (7,314) | ||||
Beginning balance (in shares) at Dec. 31, 2018 | 4,607,652 | 368,612 | 1,579,043 | 0 | ||||
Beginning balance at Dec. 31, 2018 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | ||||
Ending balance (in shares) at Jun. 30, 2019 | 4,607,652 | 368,612 | 1,579,043 | 0 | ||||
Ending balance at Jun. 30, 2019 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2018 | 2,243,648 | |||||||
Beginning balance at Dec. 31, 2018 | (7,183) | $ 1 | 130 | (7,314) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (6,036) | |||||||
Ending balance (in shares) | 2,243,648 | |||||||
Ending balance | (7,183) | $ 1 | 130 | (7,314) | ||||
Ending balance (in shares) | 2,269,566 | |||||||
Ending balance | (10,355) | $ 1 | 141 | (10,497) | ||||
Beginning balance (in shares) at Mar. 31, 2019 | 4,607,652 | 368,612 | 1,579,043 | 0 | ||||
Beginning balance at Mar. 31, 2019 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | ||||
Ending balance (in shares) at Jun. 30, 2019 | 4,607,652 | 368,612 | 1,579,043 | 0 | ||||
Ending balance at Jun. 30, 2019 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | ||||
Beginning balance (in shares) at Mar. 31, 2019 | 2,269,566 | |||||||
Beginning balance at Mar. 31, 2019 | (10,355) | $ 1 | 141 | (10,497) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of common stock options (in shares) | 22,029 | |||||||
Exercise of common stock options | 3 | 3 | ||||||
Vesting of restricted stock (in shares) | 25,918 | |||||||
Vesting of restricted stock | 0 | |||||||
Stock-based compensation | 13 | 13 | ||||||
Net loss | (2,853) | (2,853) | ||||||
Ending balance (in shares) | 2,269,566 | |||||||
Ending balance | (10,355) | $ 1 | 141 | (10,497) | ||||
Ending balance (in shares) | 2,317,513 | |||||||
Ending balance | (13,192) | $ 1 | 157 | (13,350) | ||||
Ending balance (in shares) | 2,429,705 | |||||||
Ending balance | $ (19,446) | $ 1 | 203 | (19,650) | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 6,555,307 | 4,607,652 | 368,612 | 1,579,043 | 0 | |||
Beginning balance at Dec. 31, 2019 | $ 19,941 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | |||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Issuance of series C convertible preferred stock,net of issuance costs of $219 (in shares) | 4,169,822 | |||||||
Issuance of Series C convertible preferred stock, net of issuance costs of $219 | 0 | $ 55,781 | ||||||
Ending balance (in shares) at Mar. 31, 2020 | 4,607,652 | 368,612 | 1,579,043 | 4,169,822 | ||||
Ending balance at Mar. 31, 2020 | $ 9,891 | $ 944 | $ 9,106 | $ 55,781 | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 2,429,705 | |||||||
Beginning balance at Dec. 31, 2019 | (19,446) | $ 1 | 203 | (19,650) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of common stock options (in shares) | 44,686 | |||||||
Exercise of common stock options | 13 | 13 | ||||||
Vesting of restricted stock (in shares) | 17,279 | |||||||
Vesting of restricted stock | 0 | |||||||
Stock-based compensation | 12 | 12 | ||||||
Settlement of preferred stock tranche liability | 6,446 | 6,446 | ||||||
Net loss | (11,892) | (11,892) | ||||||
Ending balance (in shares) | 2,429,705 | |||||||
Ending balance | $ (19,446) | $ 1 | 203 | (19,650) | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 6,555,307 | 4,607,652 | 368,612 | 1,579,043 | 0 | |||
Beginning balance at Dec. 31, 2019 | $ 19,941 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | |||
Ending balance (in shares) at Jun. 30, 2020 | 0 | 0 | 0 | 0 | ||||
Ending balance at Jun. 30, 2020 | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 2,429,705 | |||||||
Beginning balance at Dec. 31, 2019 | $ (19,446) | $ 1 | 203 | (19,650) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of common stock options (in shares) | 68,689 | |||||||
Net loss | $ (22,649) | |||||||
Ending balance (in shares) | 2,429,705 | |||||||
Ending balance | (19,446) | $ 1 | 203 | (19,650) | ||||
Ending balance (in shares) | 2,491,670 | |||||||
Ending balance | (24,867) | $ 1 | 6,674 | (31,542) | ||||
Beginning balance (in shares) at Mar. 31, 2020 | 4,607,652 | 368,612 | 1,579,043 | 4,169,822 | ||||
Beginning balance at Mar. 31, 2020 | $ 9,891 | $ 944 | $ 9,106 | $ 55,781 | ||||
Ending balance (in shares) at Jun. 30, 2020 | 0 | 0 | 0 | 0 | ||||
Ending balance at Jun. 30, 2020 | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Beginning balance (in shares) at Mar. 31, 2020 | 2,491,670 | |||||||
Beginning balance at Mar. 31, 2020 | (24,867) | $ 1 | 6,674 | (31,542) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of common stock options (in shares) | 24,003 | |||||||
Exercise of common stock options | 9 | 9 | ||||||
Vesting of restricted stock (in shares) | 17,278 | |||||||
Vesting of restricted stock | 0 | 0 | ||||||
Stock-based compensation | 1,139 | 1,139 | ||||||
Offering expenses associated with direct offering | (8) | (8) | ||||||
Conversion of convertible preferred stock upon initial public offering (in shares) | 10,725,129 | 4,607,652 | 368,612 | 1,579,043 | 4,169,822 | |||
Conversion of convertible preferred stock upon initial public offering | 75,722 | $ 1 | 75,721 | $ (9,891) | $ (944) | $ (9,106) | $ (55,781) | |
Initial public offering,net of underwriting discounts,commissions and offering costs (in shares) | 6,900,000 | |||||||
Initial public offering, net of underwriting discounts, commissions and offering costs | 100,123 | $ 0 | 100,123 | |||||
Net loss | (10,757) | (10,757) | ||||||
Ending balance (in shares) | 2,491,670 | |||||||
Ending balance | (24,867) | $ 1 | 6,674 | (31,542) | ||||
Ending balance (in shares) | 20,158,080 | |||||||
Ending balance | $ 141,361 | $ 2 | $ 183,658 | $ (42,299) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Deficit (Parenthetical) - USD ($) $ in Thousands | Mar. 02, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Issuance costs | $ 219 | $ 227 | $ 0 | ||
Series A Preferred Stock | |||||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 | 0.0001 | ||
Series A-1 Preferred Stock | |||||
Par value (in USD per share) | 0.0001 | 0.0001 | 0.0001 | ||
Series B-1 Preferred Stock | |||||
Par value (in USD per share) | 0.0001 | 0.0001 | $ 0.0001 | ||
Series C preferred stock | |||||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Issuance costs | $ 200 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||
Net loss | $ (10,757) | $ (11,892) | $ (2,853) | $ (3,183) | $ (22,649) | $ (6,036) | ||||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||||||
Depreciation expense | 131 | 94 | ||||||||
Stock-based compensation expense | 1,151 | 24 | ||||||||
Non-cash lease expense | 180 | 87 | ||||||||
Changes in fair value of preferred stock tranche obligation | 0 | 647 | 1,490 | 1,251 | ||||||
Changes in operating assets and liabilities: | ||||||||||
Research and development incentive receivable | 922 | (553) | ||||||||
Prepaid expenses and other current assets | (3,449) | 1,853 | ||||||||
Deferred IPO costs | 604 | 0 | ||||||||
Accounts payable | 2,764 | 596 | ||||||||
Operating lease liabilities | (183) | (91) | ||||||||
Deferred revenue | 0 | (5,000) | ||||||||
Accrued expenses and other current liabilities | 1,020 | 255 | ||||||||
Other liabilities | (28) | (25) | ||||||||
Net cash used in operating activities | (18,047) | (7,545) | ||||||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||
Purchase of property and equipment | (204) | (171) | ||||||||
Net cash used in investing activities | (204) | (171) | ||||||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||
Proceeds from issuance of Series C preferred stock | 56,000 | 0 | ||||||||
Payment of Series C preferred stock issuance costs | (219) | (227) | 0 | |||||||
Proceeds from issuance of common stock from the initial public offering, net of underwriting discounts of $7,728 | 102,672 | 0 | ||||||||
Payment of initial public offering costs | (2,549) | 0 | ||||||||
Proceeds from exercise of stock options | 22 | 4 | ||||||||
Net cash provided by financing activities | 155,918 | 4 | ||||||||
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 137,667 | (7,712) | ||||||||
Cash, cash equivalents and restricted cash at beginning of period | 7,135 | 23,390 | 7,135 | 23,390 | $ 23,390 | |||||
Cash, cash equivalents and restricted cash at end of period | 144,802 | 15,678 | 144,802 | 15,678 | 7,135 | |||||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||||||||
Settlement of preferred stock tranche obligation | 6,446 | 0 | ||||||||
Conversion of preferred stock into common stock upon closing of initial public offering | 75,714 | 0 | ||||||||
Reconciliation of cash, cash equivalents and restricted cash | ||||||||||
Cash and cash equivalents | $ 144,687 | $ 7,020 | $ 15,547 | |||||||
Restricted cash | 115 | 131 | ||||||||
Total cash, cash equivalents and restricted cash | $ 144,802 | $ 7,135 | $ 15,678 | $ 23,390 | $ 144,802 | $ 15,678 | $ 23,390 | $ 144,802 | $ 7,135 | $ 15,678 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Statement of Cash Flows [Abstract] | |
Issuance costs | $ 7,728 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Basis of Presentation | NATURE OF BUSINESS AND BASIS OF PRESENTATION Keros Therapeutics, Inc. (“Keros” or the “Company”) was incorporated in 2015 as a Delaware corporation. Its principal offices are in Lexington, Massachusetts. The Company is a clinical-stage biopharmaceutical company focused on the discovery, development and commercialization of novel treatments for patients suffering from hematological and musculoskeletal disorders with high unmet medical need. The accompanying unaudited interim condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly owned Australian subsidiary, Keros Therapeutics Australia Pty Ltd (“Keros Australia”). All significant intercompany transactions and accounts have been eliminated in consolidation. Since its inception in 2015, the Company has devoted the majority of its resources on business planning, research and development of its product candidates, including by conducting clinical trials and preclinical studies, raising capital and recruiting management and technical staff to support these operations. To date, the Company has not generated any revenue from product sales as none of its product candidates have been approved for commercialization. On April 13, 2020, the Company completed an initial public offering (“IPO”) in which the Company issued and sold 6,900,000 shares of its common stock, which includes 900,000 shares issued and sold pursuant to the full exercise of the underwriters’ option to purchase additional shares, at a public offering price of $16.00 per share, for aggregate gross proceeds of $110.4 million. The Company received approximately $100.1 million in net proceeds after deducting underwriting discounts and commissions and offering costs. In connection with the IPO, the Company's board of directors (the "Board") and stockholders approved an amended and restated certificate of incorporation to, among other things, effect a one-for-2.1703 reverse stock split of its issued and outstanding shares of common stock and convertible preferred stock, as well as to effect a proportional adjustment to the existing conversion ratios for the Company’s convertible preferred stock. The reverse stock split was effected on March 31, 2020. Accordingly, all share and per share amounts of common stock for all periods presented in the accompanying unaudited interim condensed consolidated financial statements and notes thereto have been retroactively adjusted, where applicable, to reflect this reverse stock split and adjustment of preferred stock conversion ratios. Upon the closing of the IPO, all of the then-outstanding shares of convertible preferred stock automatically converted into 10,725,129 shares of common stock at the applicable conversion ratio then in effect. Subsequent to the closing of the IPO, there were no shares of convertible preferred stock outstanding. The Company’s condensed consolidated financial statements have been prepared on the basis of the Company continuing as a going concern for the next 12 months. Management believes that the Company’s existing cash and cash equivalents, will allow the Company to continue its operations for at least the next 12 months. In the absence of a significant source of recurring revenue, the continued viability of the Company beyond that point is dependent on its ability to continue to raise additional capital to finance its operations. If the Company is unable to obtain additional funding, the Company may be forced to delay, reduce or eliminate some or all of its research and development programs, product portfolio expansion or commercialization efforts, which could adversely affect its business prospects, or the Company may be unable to continue operations. The accompanying unaudited interim condensed consolidated financial statements as of June 30, 2020 and for the three and six months ended June 30, 2020 and 2019 have been prepared by the Company in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and, pursuant to the rules and regulations of Article 10 of Regulation S-X of the Securities Act published by the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes the disclosures are adequate. These unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended December 31, 2019 included in the Company’s final prospectus that forms part of the Company’s Registration Statement on Form S-1 (Reg. No. 333-237212), filed with the SEC pursuant to Rule 424(b)(4) on April 8, 2020 (the “Prospectus”). The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited financial statements. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements contain all adjustments which are necessary for a fair presentation of the Company’s condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019, condensed consolidated statements of operations for the three and six months ended June 30, 2020 and 2019 and condensed consolidated cash flows for the six months ended June 30, 2020 and 2019. Such adjustments are of a normal and recurring nature. The results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2020. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Significant Accounting Policies The significant accounting policies and estimates used in preparation of the unaudited interim condensed consolidated financial statements are described in the Company’s audited consolidated financial statements as of and for the year ended December 31, 2019, and the notes thereto, which are included in the Company’s Prospectus. Except as detailed below, there have been no material changes to the Company’s significant accounting policies during the six months ended June 30, 2020. Risks and Uncertainties With the global COVID-19 pandemic continuing in the second quarter of 2020, the Company has implemented business continuity plans designed to address and mitigate the impact of the COVID-19 pandemic on its employees and its business operations, including its preclinical studies and clinical trials, supply chains and third-party providers. Additionally, in response to the spread of COVID-19, the Company closed its principal executive office in March 2020, with its administrative employees continuing their work outside of the office, and limited the number of staff in any given research laboratory. The Company anticipates that the COVID-19 pandemic will have an impact on the development timelines for several of its preclinical and clinical programs. The extent to which the COVID-19 pandemic impacts the Company’s business, its clinical development and regulatory efforts, its corporate development objectives and the value of and market for its common stock will depend on future developments which are highly uncertain and cannot be predicted with confidence at this time, such as the ultimate duration of the pandemic, travel restrictions, quarantines, social distancing and business closure requirements in the United States, Australia and other countries and the effectiveness of actions taken globally to contain and treat the disease. The global economic slowdown, the overall disruption of global healthcare systems and the other risks and uncertainties associated with the pandemic could have a material adverse effect on the Company’s business, financial condition, results of operations and growth prospects. As of the date of issuance of these financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, assumptions and judgments or revise the carrying value of its assets or liabilities. Actual results could differ from those estimates, and any such differences may be material to the Company’s financial statements. In addition, the Company is subject to other challenges and risks specific to its business and its ability to execute on its business plan and strategy, as well as risks and uncertainties common to companies in the biopharmaceutical industry with research and development operations, including, without limitation, risks and uncertainties associated with: obtaining regulatory approval of its product candidates; delays or problems in obtaining clinical supply, loss of single source suppliers or failure to comply with manufacturing regulations; product development and the inherent uncertainty of clinical success; the challenges of protecting and enhancing its intellectual property rights; the challenges of complying with applicable regulatory requirements; and identifying, acquiring or in-licensing additional products or product candidates. In addition, to the extent the ongoing COVID-19 pandemic adversely affects the Company’s business and results of operations, it may also have the effect of heightening many of the other risks and uncertainties discussed above. Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholders’ deficit as a reduction of proceeds generated as a result of the offering. Should a planned equity financing be abandoned, the deferred offering costs would be expensed immediately as a charge to operating expenses in the condensed consolidated statement of operations. Upon closing the IPO in April 2020, deferred offering costs were reclassified to additional paid-in capital, representing a reduction in IPO proceeds. As of June 30, 2020 and December 31, 2019, the Company had deferred offering costs of $0 and $0.6 million, respectively. Recently Issued Accounting Pronouncements The new accounting pronouncements recently adopted by the Company and issued by the Financial Accounting Standards Board ("FASB") that are applicable to the Company are described in the Company’s audited financial statements as of and for the year ended December 31, 2019, and the notes thereto, which are included in the Company’s Prospectus filed with the SEC on April 8, 2020. There have been no new accounting pronouncements issued in the six months ended June 30, 2020 that are applicable to the Company. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands): DESCRIPTION JUNE 30, 2020 QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS SIGNIFICANT OTHER OBSERVABLE INPUTS SIGNIFICANT OTHER OBSERVABLE INPUTS Asset Money market funds $ 143,208 $ 143,208 $ — $ — Total financial assets $ 143,208 $ 143,208 $ — $ — DESCRIPTION DECEMBER 31, 2019 QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1) SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2) SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 3) Asset Money market funds $ 4,972 $ 4,972 $ — $ — Total financial assets $ 4,972 $ 4,972 $ — $ — Liability Preferred stock tranche obligation $ (4,956) $ — $ — $ (4,956) Total financial liabilities $ (4,956) $ — $ — $ (4,956) There have been no transfers between fair value levels during the six months ended June 30, 2020. Prior to settlement, the Company’s Preferred Stock Tranche Obligation (defined below) was carried at fair value determined according to Level 3 inputs in the fair value hierarchy as described below. The carrying values of other current assets, accounts payable and accrued expenses approximate their fair values due to the short-term nature of these assets and liabilities. Preferred Stock Tranche Obligation The Company determined that its obligation to issue, and the Company’s investors’ obligation to purchase additional shares of convertible preferred stock at a fixed price (i.e. the issuance price) in subsequent tranches following the initial closings of the series A, series A-1, and series B-1 convertible preferred stock (respectively, the “Series A Preferred Stock,” “Series A-1 Preferred Stock,” and “Series B-1 Preferred Stock”, which are referred to collectively with the series B-2 convertible preferred stock (the “Series B-2 Preferred Stock”) and the series C convertible preferred stock (the “Series C Preferred Stock”) as the “Preferred Stock”) financings represented a freestanding financial instrument (the “Preferred Stock Tranche Obligation”). The freestanding financial instrument was classified as a liability on the Company’s condensed consolidated balance sheets and initially recorded at fair value, with changes in fair value for each reporting period recognized in other expense, net in the condensed consolidated statement of operations. The Board determined it was probable that the milestone would be met, and then the stockholders and the Board subsequently waived the Series B-2 Preferred Stock milestone and the issuance of the Series B-2 Preferred Stock on March 2, 2020. Instead of issuing the Series B-2 Preferred Stock upon this waiver, the Company instead closed its convertible Series C Preferred Stock financing (“Series C financing”). The associated Preferred Stock Tranche Obligation was remeasured prior to settlement, with the associated $1.5 million increase in fair value recorded in the Company’s condensed consolidated statement of operations as other expense, net. As the Series C financing was executed with related parties, the Company recognized the settlement of the Preferred Stock Tranche Obligation of $6.4 million as a capital contribution in additional paid-in capital in the Company’s condensed consolidated balance sheets. The following reflects the significant quantitative inputs used in the valuation of the Preferred Stock Tranche Obligation: MARCH 2, 2020 DECEMBER 31, 2019 Stand-alone Series B-1 Preferred Stock price (spot price) $ 3.3557 $ 3.3557 Estimated future value of Series B-2 Preferred Stock $ 3.7546 $ 3.7546 Discount rate 15.50 % 15.50 % Time to liquidity (years) 0.00 0.16 Probability of tranche closing 100 % 80 % The purchase price of the Preferred Stock at initial issuance, and all subsequent issuances was higher than the fair value of the Company’s common stock. The following table sets forth a summary of changes in the fair value and settlement of the Company’s Preferred Stock Tranche Obligation for which fair value was determined by Level 3 inputs (in thousands): PREFERRED STOCK TRANCHE OBLIGATION Balance as of January 1, 2019 $ 2,392 Change in fair value 2,564 Balance as of December 31, 2019 4,956 Change in fair value 1,490 Settlement of Preferred Stock Tranche Obligation (6,446) Balance as of June 30, 2020 $ — Fluctuations in the fair value of the Company’s Preferred Stock is the primary cause for the significant changes in fair value of the Preferred Stock Tranche Obligation. In 2020 and 2019, the enterprise value of the Company was determined using the Market Approach, specifically the Subject Company Transaction Method, which considers all share class rights and preferences, as of the date of the most recent financing. As part of the Company’s strategy, during 2019, the Company began considering the pursuit of longer-term liquidity options including a potential initial public offering, which caused an increase in the value of the Series B-1 Preferred Stock while reducing the value of the Preferred Stock Tranche Obligation. Subsequently, in March 2020, the Company determined it was probable that the milestone criteria necessary to close the subsequent tranche would be met; as such, the value of the Preferred Stock Tranche Obligation increased. The Board then waived the milestone in favor of issuing the Series C Preferred Stock in March 2020 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consisted of the following (in thousands): JUNE 30, DECEMBER 31, Prepaid service contracts $ 466 $ 21 Income tax credit receivable 172 — Prepaid sales tax 551 65 Prepaid rent — 64 R&D payroll tax credit 66 — Prepaid Insurance 2,296 16 Other 279 215 Total prepaid expenses and other current assets $ 3,830 $ 381 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following (in thousands): JUNE 30, DECEMBER 31, Accrued external R&D costs $ 709 $ 645 Accrued external manufacturing costs 931 282 Accrued compensation and benefits 855 749 Accrued tax — 43 Accrued professional fees 125 34 Other 422 269 Total accrued expenses and other current liabilities $ 3,042 $ 2,022 |
Convertible Preferred Stock
Convertible Preferred Stock | 6 Months Ended |
Jun. 30, 2020 | |
Temporary Equity Disclosure [Abstract] | |
Convertible Preferred Stock | CONVERTIBLE PREFERRED STOCK On March 2, 2020, the Company authorized the sale and issuance of up to 9,049,783 shares of Series C Preferred Stock, par value $0.0001 per share, of which 4,169,822 shares were sold at a purchase price of $13.43 per share for gross proceeds of $56.0 million. Issuance costs were approximately $0.2 million. As part of the Company's Series C Preferred Stock issuance, 3,078,968 of the shares were issued to affiliates of members of the Board including entities affiliated with OrbiMed, entities affiliated with Pontifax, Arkin Bio Ventures Limited Partnership, entities affiliated with Partners Innovation Fund and Jasbir Seehra, Ph.D. All issued shares reflect the reverse stock split effected March 31, 2020 while the Board authorized shares reflect the original number of shares authorized pre-split. On April 13, 2020, upon the closing of the Company's IPO, all outstanding shares of Preferred Stock converted into 10,725,129 shares of the Company's common stock. Additionally, effective April 13, 2020, the Company's amended and restated certificate of incorporation authorized the issuance of 10,000,000 shares of preferred stock. There were no outstanding shares of Preferred Stock as of June 30, 2020. As of December 31, 2019, Preferred Stock consisted of the following (in thousands, except share data): PREFERRED PREFERRED STOCK ISSUED AND OUTSTANDING CARRYING LIQUIDATION COMMON STOCK ISSUABLE UPON CONVERSION Series A Preferred Stock 10,000,000 4,607,652 $ 9,891 $ 12,271 4,607,652 Series A-1 Preferred Stock 800,000 368,612 944 1,171 368,612 Series B-1 Preferred Stock 3,427,004 1,579,043 9,106 12,596 1,579,043 Series B-2 Preferred Stock 3,062,891 — — — — 17,289,895 6,555,307 $ 19,941 $ 26,038 6,555,307 The rights and privileges of the Preferred Stockholders were as follows: Conversion: Shares of Preferred Stock were convertible, at the option of the holder, at any time, into shares of common stock. The number of shares was determined by dividing the original issuance price by the conversion price. As such, the shares of Preferred Stock effectively converted on a one-for-one basis. The Preferred Stock would automatically convert to common stock at the closing of an IPO. No fractional shares would be issued. Liquidation Preference: Prior to the closing of the IPO, although the Preferred Stock was not redeemable, the shares were redeemable for cash in certain change of control events that are beyond the control of the Company. In the event of any liquidation or Deemed Liquidation Event (as defined in the Company’s articles of incorporation), the Preferred Stockholders would have been entitled to the greater of (i) the original issue price of the Preferred Stock plus any accrued dividends not yet paid plus any other dividends declared and unpaid or ii) the amount payable had all classes of shares been converted to common stock. In the event of a Deemed Liquidation Event, if the assets of the Company available for distribution were insufficient to pay the Preferred Stockholders in the full amount to which they were entitled, the Preferred Stockholders would have shared ratably in any distribution of the assets available for distribution in proportion to the number of shares of Preferred Stock that they held. Note that in relation to the above, the holders of Series C Preferred Stock were entitled to be paid out prior to the holders of common stock, Series A Preferred Stock, Series A-1 Preferred Stock and Series B-1 Preferred Stock. Dividends: Dividends accrued at a rate of $0.17, $0.22, $0.58263 and $1.07439 per share, per year on the anniversary of the issuance date for Series A Preferred Stock, Series A-1 Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock, respectively. Dividends were cumulative; however, accrued dividends would be payable only if and when declared by the Board. Dividends on other classes of the Company’s stock were not to be declared or paid unless the Preferred Stockholders were first paid (i) all dividends accrued and not yet paid plus (ii) the product of (a) dividends declared on an as converted basis and (b) Preferred Stock on an as converted basis. That is, if the Company declared dividends on outstanding common stock, Preferred Stockholders would have received both the dividends owed for the Preferred Stock plus that which would be owed if the Preferred Stock were converted to common stock. No dividends were declared or paid through June 30, 2020. |
Common Stock
Common Stock | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Common Stock | COMMON STOCK As of June 30, 2020, the Company’s amended and restated certificate of incorporation authorized the Company to issue 200,000,000 shares of common stock at a par value of $0.0001 per share. In conjunction with the Company's April 2020 IPO closing, the Company issued and sold 6,900,000 shares of its common stock, including 900,000 shares pursuant to the full exercise of the underwriters' option to purchase additional shares, at a public offering price of $16.00 per share, for aggregate net proceeds of $100.1 million after deducting underwriting discounts and commissions and offering costs. In connection with this offering, all outstanding shares of Preferred Stock converted into 10,725,129 shares of common stock. The following is a summary of the rights and privileges of the holders of common stock as of June 30, 2020: Liquidation Preference: In the event of liquidation, dissolution or winding up, holders of common stock will be entitled to share ratably in the net assets legally available for distribution to stockholders after the payment of all debts and other liabilities and the satisfaction of any liquidation preference granted to the holders of any then-outstanding shares of preferred stock. Dividends: Subject to preferences that may be applicable to any then-outstanding preferred stock, holders of common stock are entitled to receive ratably those dividends, if any, as may be declared from time to time by the Board out of legally available funds. As of June 30, 2020, no cash dividends have been declared or paid. Voting Rights: Each holder of common stock is entitled to one vote for each share on all matters submitted to a vote of the stockholders, including the election of directors. Under the Company's amended and restated certificate of incorporation and amended and restated bylaws, stockholders will not have cumulative voting rights. Because of this, the holders of a majority of the shares of common stock entitled to vote in any election of directors can elect all of the directors standing for election, if they should so choose. Rights and Preferences : Holders of common stock have no preemptive, conversion or subscription rights and there are no redemption or sinking fund provisions applicable to the common stock. The rights, preferences and privileges of the holders of common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of preferred stock that the Company may designate in the future. As of June 30, 2020 and December 31, 2019, the Company has reserved the following shares of common stock for potential conversion of outstanding Preferred Stock, the vesting of restricted stock and exercise of stock options: JUNE 30, DECEMBER 31, Preferred Stock — 6,555,307 Unvested restricted stock — 34,557 Options to purchase common stock 2,482,902 1,164,017 Total 2,482,902 7,753,881 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION 2017 Stock Incentive Plan The Board adopted the 2017 Stock Incentive Plan (the "2017 Plan") in February 2017, and the stockholders approved the 2017 Plan in March 2017. The 2017 Plan was most recently amended in March 2020. As of June 30, 2020, there were an aggregate of 1,092,298 shares of common stock issuable upon the exercise of outstanding options under the 2017 Plan. Any options or awards outstanding under the 2017 Plan remain outstanding and effective. 2020 Equity Incentive Plan In April 2020, the 2020 Equity Incentive Plan (the "2020 Plan") became effective, and, as a result, no further awards will be made under the 2017 Plan. The 2020 Plan provides for the grant of stock options qualifying as incentive stock options ("ISOs"), to employees and for the grant of nonstatutory stock options ("NSOs"), restricted stock awards, restricted stock unit awards, stock appreciation rights, performance stock awards and other forms of stock compensation to employees, consultants and directors. The 2020 Plan also provides for the grant of performance cash awards to employees, consultants and directors. Any previously granted awards under the 2017 Plan will remain outstanding in accordance with their respective terms. In March 2020, the Board approved an aggregate of 1,991,530 options under the 2020 Plan. No shares of common stock have been issued under the 2020 Plan. As of June 30, 2020, the number of shares of common stock reserved for issuance under the 2020 Plan was 1,991,530. The number of shares of common stock initially reserved for issuance under the 2020 Plan is the sum of (i) 1,002,874 new shares of common stock, plus (ii) an additional number of shares not to exceed 2,104,937 shares, consisting of (A) the number of shares remaining available for issuance under the 2017 Plan when the 2020 Plan became effective and (B) the number of shares of common stock subject to outstanding awards under the 2017 Plan when the 2020 Plan became effective that thereafter expire or are forfeited, canceled, withheld to satisfy tax withholding or to purchase or exercise an award, reacquired by the Company or are otherwise terminated. The number of shares of common stock reserved for issuance under the 2020 Plan will automatically increase on January 1 of each year, for a period of ten years, from January 1, 2021 continuing through January 1, 2030, by 4.0% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares as may be determined by the Board. As of June 30, 2020, there were an aggregate of 1,390,604 shares of common stock issuable upon the exercise of outstanding options under the 2020 Plan. Additionally, there were an aggregate of 600,926 shares reserved for future issuance under the 2020 Plan. Stock Options A summary of option activity during the six months ended June 30, 2020 is as follows (in thousands except share and per share data): NUMBER OF OPTIONS WEIGHTED-AVERAGE EXERCISE PRICE WEIGHTED-AVERAGE REMAINING CONTRACTUAL TERM (IN YEARS) AGGREGATE INTRINSIC VALUE Outstanding as of December 31, 2019 1,164,017 $ 0.35 8.64 $ 144 Granted 1,390,604 18.24 Exercised (68,689) 0.32 $ 1,044 Expired (3,030) 0.16 Outstanding as of June 30, 2020 2,482,902 $ 10.37 9.08 $ 67,384 Options exercisable as of December 31, 2019 608,156 $ 0.29 8.17 $ 112 Options exercisable as of June 30, 2020 636,577 $ 0.40 7.76 $ 23,625 As of June 30, 2020 and 2019, respectively, there was $18.8 million and $0.1 million of unrecognized stock-based compensation expense related to unvested stock options, which is being recognized over a period of 3.43 years as of June 30, 2020. Shares of Restricted Common Stock The Company has granted shares of restricted common stock with time-based vesting conditions. A summary of restricted stock activity during the six months ended June 30, 2020 is as follows: SIX MONTHS ENDED JUNE 30, 2020 Unvested at the beginning of the period 34,557 Vested or released (34,557) Unvested at the end of the period — During the six months ended June 30, 2020 and 2019, respectively, there was $0 and less than $1,000 of unrecognized stock-based compensation expense related to unvested restricted stock. There is no unvested restricted stock as of June 30, 2020. Stock-Based Compensation Expense Total stock-based compensation expense recorded for employees, directors and non-employees during the six months ended June 30, 2020 and 2019 was as follows (in thousands): THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30, 2020 2019 2020 2019 Research and development $ 313 $ 7 $ 321 $ 13 General and administrative 826 6 830 11 Total stock-based compensation expense $ 1,139 $ 13 $ 1,151 $ 24 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXESOn March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law in the United States. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. The Company evaluated the provisions of the CARES Act and as a result recorded an income tax receivable of approximately $0.2 million related to the potential carryback of our 2019 net operating loss to claim a refund for prior federal tax liabilities. |
Loss Per Share
Loss Per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Loss Per Share | LOSS PER SHARE Basic and diluted loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average common shares outstanding (in thousands, except share and per share data): THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30, 2020 2019 2020 2019 Numerator: Net loss $ (10,757) $ (2,853) $ (22,649) $ (6,036) Less: Accruals of dividends of preferred stock (206) (450) (1,012) (900) Net loss attributable to common stockholders - basic and diluted $ (10,963) $ (3,303) $ (23,661) $ (6,936) Denominator: Weighted-average common stock outstanding - basic and diluted 17,623,994 2,288,058 10,054,026 2,273,278 Net loss per share attributable to common stockholders - basic and diluted $ (0.62) $ (1.44) $ (2.35) $ (3.05) The Company’s potentially dilutive securities, which include Preferred Stock, restricted stock, and stock options, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at June 30, 2020 and 2019 because including them would have had an anti-dilutive effect: JUNE 30, JUNE 30, Preferred Stock — 6,555,307 Unvested restricted stock — 86,390 Options to purchase common stock 2,482,902 2,526,319 2,482,902 9,168,016 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | REVENUE FROM CONTRACTS WITH CUSTOMERS The Company adopted FASB Accounting Standards Codification Subtopic 606, Revenue from Contracts with Customers ("ASC 606") on January 1, 2018 applying the full retrospective method to all contracts that were not completed as of January 1, 2018. While the timing of future revenue under ASC 606 may differ from the Company’s historical accounting practices under FASB Accounting Standards Codification Subtopic 605, Revenue Recognition ("ASC 605"), the cumulative effect recognized in the condensed consolidated statement of stockholder’s deficit was $0 because there was no change in timing or measurement of revenue for open contracts at January 1, 2018. Novo Nordisk On December 14, 2017, the Company entered into a research collaboration and exclusive license agreement with Novo Nordisk A/S (“Novo,” agreement referred to as the “Novo Agreement”). The Novo Agreement stipulates that the two parties will work together on the discovery and development of new ligand traps for two years. Under the Novo Agreement, Keros granted Novo an exclusive license to develop and commercialize the licensed products listed as part of Keros’ intellectual property and Novo granted Keros a non-exclusive license to Novo’s intellectual property so that Keros could perform the activities for which it is responsible under the Novo Agreement. The Company does not share in the rights to the results of the Novo Agreement. As consideration, the Company received an initial license payment in 2018 from Novo in the amount of $16.0 million. Novo has also paid the Company research collaboration budget funding payments of $2.0 million per each collaboration year, for $4.0 million total. Both of these research collaboration budget funding payments were received in 2018. Additionally, there are performance-based and sales-based milestone payments and sales-based royalties that have been determined to be variable consideration and constrained due to uncertainty of achievement. The sales-based royalties will be included in the transaction price and recognized as revenue once a sale occurs, and performance-based and sales-based milestone payments will be included in the transaction price and recognized as revenue if and when the cumulative revenue associated with the consideration is no longer probable of significant reversal. The Company assessed this arrangement in accordance with ASC 606 and concluded that the contract counterparty, Novo, is a customer. The Company identified the following material promises at the outset of the Novo Agreement: (1) an exclusive license to use the Company’s intellectual property to conduct research activities; (2) research and development (“R&D”) services for activities under the research plan; (3) an option to extend the Novo Agreement; (4) participation on the joint steering committee (“JSC”); and (5) technology transfer associated with the research and development outputs. The Company determined that these promises were not capable of being distinct from one another and were not distinct in the context of the contract, as the license has no true value without the performance of the R&D activities and the technology transfer and JSC participation depend on these activities. Novo would not be able to use the license without the performance of R&D activities by the Company, as the research is novel in nature and could not be performed by another company. Additionally, the technology transfer is inherently dependent on the outcome of the Company’s R&D activities, and as such is not capable of being distinct. As indicated in number (3) above, Novo may elect to extend the term of the Novo Agreement to a third year on similar terms and conditions, subject to mutual written agreement of Novo and the Company. The Company assessed this option as a potential material right and determined that the additional work would be performed based on negotiated rates at the standalone selling price, and as such these services would not be provided at a significant or incremental discount and the option does not provide Novo with a material right. In accordance with the Company’s ASC 606 assessment, the Novo Agreement was determined to contain a single combined performance obligation made up of the promises above, which does not require further allocation as the entire transaction price is allocated to this performance obligation. The Company determined the contract term of the Novo Agreement to be two years. The Company identified an appropriate measure of progress for the recognition of revenue and determined it would recognize the revenue over the term of the Novo Agreement using an input method based on full-time employee costs incurred, as this appropriately depicts the Company’s performance in satisfaction of the performance obligation. As such, the Company is recognizing the transaction price for its single performance obligation as Novo uses the license and research and development services performed by the Company and as the Company participates on the JSC. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying unaudited interim condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly owned Australian subsidiary, Keros Therapeutics Australia Pty Ltd (“Keros Australia”). All significant intercompany transactions and accounts have been eliminated in consolidation. |
Deferred Offering Costs | Deferred Offering CostsThe Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholders’ deficit as a reduction of proceeds generated as a result of the offering. Should a planned equity financing be abandoned, the deferred offering costs would be expensed immediately as a charge to operating expenses in the condensed consolidated statement of operations. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The new accounting pronouncements recently adopted by the Company and issued by the Financial Accounting Standards Board ("FASB") that are applicable to the Company are described in the Company’s audited financial statements as of and for the year ended December 31, 2019, and the notes thereto, which are included in the Company’s Prospectus filed with the SEC on April 8, 2020. There have been no new accounting pronouncements issued in the six months ended June 30, 2020 that are applicable to the Company. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands): DESCRIPTION JUNE 30, 2020 QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS SIGNIFICANT OTHER OBSERVABLE INPUTS SIGNIFICANT OTHER OBSERVABLE INPUTS Asset Money market funds $ 143,208 $ 143,208 $ — $ — Total financial assets $ 143,208 $ 143,208 $ — $ — DESCRIPTION DECEMBER 31, 2019 QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1) SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2) SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 3) Asset Money market funds $ 4,972 $ 4,972 $ — $ — Total financial assets $ 4,972 $ 4,972 $ — $ — Liability Preferred stock tranche obligation $ (4,956) $ — $ — $ (4,956) Total financial liabilities $ (4,956) $ — $ — $ (4,956) |
Fair Value Measurement Inputs and Valuation Techniques | The following reflects the significant quantitative inputs used in the valuation of the Preferred Stock Tranche Obligation: MARCH 2, 2020 DECEMBER 31, 2019 Stand-alone Series B-1 Preferred Stock price (spot price) $ 3.3557 $ 3.3557 Estimated future value of Series B-2 Preferred Stock $ 3.7546 $ 3.7546 Discount rate 15.50 % 15.50 % Time to liquidity (years) 0.00 0.16 Probability of tranche closing 100 % 80 % |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table sets forth a summary of changes in the fair value and settlement of the Company’s Preferred Stock Tranche Obligation for which fair value was determined by Level 3 inputs (in thousands): PREFERRED STOCK TRANCHE OBLIGATION Balance as of January 1, 2019 $ 2,392 Change in fair value 2,564 Balance as of December 31, 2019 4,956 Change in fair value 1,490 Settlement of Preferred Stock Tranche Obligation (6,446) Balance as of June 30, 2020 $ — |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): JUNE 30, DECEMBER 31, Prepaid service contracts $ 466 $ 21 Income tax credit receivable 172 — Prepaid sales tax 551 65 Prepaid rent — 64 R&D payroll tax credit 66 — Prepaid Insurance 2,296 16 Other 279 215 Total prepaid expenses and other current assets $ 3,830 $ 381 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Payables and Accruals [Abstract] | |
Summary of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): JUNE 30, DECEMBER 31, Accrued external R&D costs $ 709 $ 645 Accrued external manufacturing costs 931 282 Accrued compensation and benefits 855 749 Accrued tax — 43 Accrued professional fees 125 34 Other 422 269 Total accrued expenses and other current liabilities $ 3,042 $ 2,022 |
Convertible Preferred Stock (Ta
Convertible Preferred Stock (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Temporary Equity Disclosure [Abstract] | |
Summary of Preferred Stock | As of December 31, 2019, Preferred Stock consisted of the following (in thousands, except share data): PREFERRED PREFERRED STOCK ISSUED AND OUTSTANDING CARRYING LIQUIDATION COMMON STOCK ISSUABLE UPON CONVERSION Series A Preferred Stock 10,000,000 4,607,652 $ 9,891 $ 12,271 4,607,652 Series A-1 Preferred Stock 800,000 368,612 944 1,171 368,612 Series B-1 Preferred Stock 3,427,004 1,579,043 9,106 12,596 1,579,043 Series B-2 Preferred Stock 3,062,891 — — — — 17,289,895 6,555,307 $ 19,941 $ 26,038 6,555,307 As of June 30, 2020 and December 31, 2019, the Company has reserved the following shares of common stock for potential conversion of outstanding Preferred Stock, the vesting of restricted stock and exercise of stock options: JUNE 30, DECEMBER 31, Preferred Stock — 6,555,307 Unvested restricted stock — 34,557 Options to purchase common stock 2,482,902 1,164,017 Total 2,482,902 7,753,881 |
Common Stock (Tables)
Common Stock (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Summary of Common Stock Reserved for Potential Conversion of Outstanding Preferred Stock and Vesting of Restricted Stock and Exercise of Stock Options | As of December 31, 2019, Preferred Stock consisted of the following (in thousands, except share data): PREFERRED PREFERRED STOCK ISSUED AND OUTSTANDING CARRYING LIQUIDATION COMMON STOCK ISSUABLE UPON CONVERSION Series A Preferred Stock 10,000,000 4,607,652 $ 9,891 $ 12,271 4,607,652 Series A-1 Preferred Stock 800,000 368,612 944 1,171 368,612 Series B-1 Preferred Stock 3,427,004 1,579,043 9,106 12,596 1,579,043 Series B-2 Preferred Stock 3,062,891 — — — — 17,289,895 6,555,307 $ 19,941 $ 26,038 6,555,307 As of June 30, 2020 and December 31, 2019, the Company has reserved the following shares of common stock for potential conversion of outstanding Preferred Stock, the vesting of restricted stock and exercise of stock options: JUNE 30, DECEMBER 31, Preferred Stock — 6,555,307 Unvested restricted stock — 34,557 Options to purchase common stock 2,482,902 1,164,017 Total 2,482,902 7,753,881 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Option Activity | A summary of option activity during the six months ended June 30, 2020 is as follows (in thousands except share and per share data): NUMBER OF OPTIONS WEIGHTED-AVERAGE EXERCISE PRICE WEIGHTED-AVERAGE REMAINING CONTRACTUAL TERM (IN YEARS) AGGREGATE INTRINSIC VALUE Outstanding as of December 31, 2019 1,164,017 $ 0.35 8.64 $ 144 Granted 1,390,604 18.24 Exercised (68,689) 0.32 $ 1,044 Expired (3,030) 0.16 Outstanding as of June 30, 2020 2,482,902 $ 10.37 9.08 $ 67,384 Options exercisable as of December 31, 2019 608,156 $ 0.29 8.17 $ 112 Options exercisable as of June 30, 2020 636,577 $ 0.40 7.76 $ 23,625 |
Summary of Restricted Stock Activity | A summary of restricted stock activity during the six months ended June 30, 2020 is as follows: SIX MONTHS ENDED JUNE 30, 2020 Unvested at the beginning of the period 34,557 Vested or released (34,557) Unvested at the end of the period — |
Schedule of Stock-based Compensation Expense | Total stock-based compensation expense recorded for employees, directors and non-employees during the six months ended June 30, 2020 and 2019 was as follows (in thousands): THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30, 2020 2019 2020 2019 Research and development $ 313 $ 7 $ 321 $ 13 General and administrative 826 6 830 11 Total stock-based compensation expense $ 1,139 $ 13 $ 1,151 $ 24 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Loss Per Share Calculation | Basic and diluted loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average common shares outstanding (in thousands, except share and per share data): THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30, 2020 2019 2020 2019 Numerator: Net loss $ (10,757) $ (2,853) $ (22,649) $ (6,036) Less: Accruals of dividends of preferred stock (206) (450) (1,012) (900) Net loss attributable to common stockholders - basic and diluted $ (10,963) $ (3,303) $ (23,661) $ (6,936) Denominator: Weighted-average common stock outstanding - basic and diluted 17,623,994 2,288,058 10,054,026 2,273,278 Net loss per share attributable to common stockholders - basic and diluted $ (0.62) $ (1.44) $ (2.35) $ (3.05) |
Schedule of Antidilutive Securities Excluded From Computation of Diluted Net Loss Per Share | The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at June 30, 2020 and 2019 because including them would have had an anti-dilutive effect: JUNE 30, JUNE 30, Preferred Stock — 6,555,307 Unvested restricted stock — 86,390 Options to purchase common stock 2,482,902 2,526,319 2,482,902 9,168,016 |
Nature of Business and Basis _2
Nature of Business and Basis of Presentation (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 13, 2020 | Jun. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Class of Stock [Line Items] | ||||
Issuance of initial public offering | $ 110,400 | $ 102,672 | $ 0 | |
Proceeds from initial public offering, net of discounts and offering costs | $ 100,100 | |||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Conversion of convertible preferred stock upon initial public offering (in shares) | 10,725,129 | 10,725,129 | ||
IPO | ||||
Class of Stock [Line Items] | ||||
Sale of stock, number of shares issued in transaction (in shares) | 6,900,000 | |||
Sale of stock, price per share (in USD per share) | $ 16 | |||
Over-Allotment Option | ||||
Class of Stock [Line Items] | ||||
Sale of stock, number of shares issued in transaction (in shares) | 900,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Polices (Details) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Deferred offering costs | $ 0 | $ 604,000 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Liability | ||
Preferred stock tranche obligation | $ 0 | $ (4,956) |
Fair Value, Recurring | ||
Asset | ||
Money market funds | 143,208 | 4,972 |
Total financial assets | 143,208 | 4,972 |
Liability | ||
Preferred stock tranche obligation | (4,956) | |
Total financial liabilities | (4,956) | |
Fair Value, Recurring | QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1) | ||
Asset | ||
Money market funds | 143,208 | 4,972 |
Total financial assets | 143,208 | 4,972 |
Liability | ||
Preferred stock tranche obligation | 0 | |
Total financial liabilities | 0 | |
Fair Value, Recurring | SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2) | ||
Asset | ||
Money market funds | 0 | 0 |
Total financial assets | 0 | 0 |
Liability | ||
Preferred stock tranche obligation | 0 | |
Total financial liabilities | 0 | |
Fair Value, Recurring | SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 3) | ||
Asset | ||
Money market funds | 0 | 0 |
Total financial assets | $ 0 | 0 |
Liability | ||
Preferred stock tranche obligation | (4,956) | |
Total financial liabilities | $ (4,956) |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||
Changes in fair value of preferred stock tranche obligation | $ 0 | $ 647,000 | $ 1,490,000 | $ 1,251,000 | ||
Preferred Stock Tranche Obligation | ||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||
Changes in fair value of preferred stock tranche obligation | 1,490,000 | $ 2,564,000 | ||||
Settlement of Preferred Stock Tranche Obligation | 6,446,000 | |||||
Preferred stock tranche obligation | $ 0 | $ 0 | $ 4,956,000 | $ 2,392,000 |
Fair Value Measurements - Signi
Fair Value Measurements - Significant Quantitative Inputs (Details) | Mar. 02, 2020$ / shares | Dec. 31, 2019$ / shares |
Stand-alone Series B-1 Preferred Stock price (spot price) | Series B-1 Preferred Stock | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Preferred stock tranche obligation, measurement input (in USD per share) | $ 3.3557 | $ 3.3557 |
Estimated future value of Series B-2 Preferred Stock | Series B-2 Preferred Stock | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Preferred stock tranche obligation, measurement input (in USD per share) | $ 3.7546 | $ 3.7546 |
Discount rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Preferred stock tranche obligation, measurement input, percent | 0.1550 | 0.1550 |
Time to liquidity (years) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Preferred stock tranche obligation, measurement input, term | 0 years | 1 month 28 days |
Probability of tranche closing | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Preferred stock tranche obligation, measurement input, percent | 1 | 0.80 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Level 3 Fair Value Liabilities (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Changes in fair value of preferred stock tranche obligation | $ 0 | $ 647,000 | $ 1,490,000 | $ 1,251,000 | |
Preferred Stock Tranche Obligation | |||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Beginning balance | 4,956,000 | $ 2,392,000 | $ 2,392,000 | ||
Changes in fair value of preferred stock tranche obligation | 1,490,000 | 2,564,000 | |||
Settlement of Preferred Stock Tranche Obligation | (6,446,000) | ||||
Ending balance | $ 0 | $ 0 | $ 4,956,000 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid service contracts | $ 466 | $ 21 |
Income tax credit receivable | 172 | 0 |
Prepaid sales tax | 551 | 65 |
Prepaid rent | 0 | 64 |
R&D payroll tax credit | 66 | 0 |
Prepaid Insurance | 2,296 | 16 |
Other | 279 | 215 |
Prepaid expenses and other current assets | $ 3,830 | $ 381 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accrued external R&D costs | $ 709 | $ 645 |
Accrued external manufacturing costs | 931 | 282 |
Accrued compensation and benefits | 855 | 749 |
Accrued tax | 0 | 43 |
Accrued professional fees | 125 | 34 |
Other | 422 | 269 |
Total accrued expenses and other current liabilities | $ 3,042 | $ 2,022 |
Convertible Preferred Stock - N
Convertible Preferred Stock - Narrative (Details) - USD ($) | Mar. 02, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Apr. 13, 2020 | Dec. 31, 2019 |
Temporary Equity [Line Items] | ||||||
Shares authorized (in shares) | 17,289,895 | |||||
Issuance costs | $ 219,000 | $ 227,000 | $ 0 | |||
Common stock issuable upon conversion (in shares) | 6,555,307 | |||||
Shares authorized,preferred stock (in shares) | 10,000,000 | |||||
Shares outstanding, preferred stock (in shares) | 0 | |||||
Series C preferred stock | ||||||
Temporary Equity [Line Items] | ||||||
Shares authorized (in shares) | 9,049,783 | |||||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Sale of stock, number of shares issued in transaction (in shares) | 4,169,822 | |||||
Sale of stock, price per share (in USD per share) | $ 13.43 | |||||
Gross proceeds from issuance of convertible preferred stock | $ 56,000,000 | |||||
Issuance costs | $ 200,000 | |||||
Preferred stock, dividend rate (in USD per share) | $ 1.07439 | |||||
Series C preferred stock | Affiliates of the Board | ||||||
Temporary Equity [Line Items] | ||||||
Sale of stock, number of shares issued in transaction (in shares) | 3,078,968 | |||||
Common Stock | ||||||
Temporary Equity [Line Items] | ||||||
Common stock issuable upon conversion (in shares) | 10,725,129 | |||||
Common Stock | Dividend Declared | ||||||
Temporary Equity [Line Items] | ||||||
Dividends payable | $ 0 | |||||
Series A Preferred Stock | ||||||
Temporary Equity [Line Items] | ||||||
Shares authorized (in shares) | 0 | 10,000,000 | ||||
Par value (in USD per share) | $ 0.0001 | 0.0001 | $ 0.0001 | |||
Common stock issuable upon conversion (in shares) | 4,607,652 | |||||
Preferred stock, dividend rate (in USD per share) | $ 0.17 | |||||
Series A-1 Preferred Stock | ||||||
Temporary Equity [Line Items] | ||||||
Shares authorized (in shares) | 0 | 800,000 | ||||
Par value (in USD per share) | $ 0.0001 | 0.0001 | $ 0.0001 | |||
Common stock issuable upon conversion (in shares) | 368,612 | |||||
Preferred stock, dividend rate (in USD per share) | $ 0.22 | |||||
Series B-1 Preferred Stock | ||||||
Temporary Equity [Line Items] | ||||||
Shares authorized (in shares) | 0 | 3,427,004 | ||||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common stock issuable upon conversion (in shares) | 1,579,043 | |||||
Preferred stock, dividend rate (in USD per share) | $ 0.58263 | |||||
Convertible Preferred Stock | Dividend Declared | ||||||
Temporary Equity [Line Items] | ||||||
Dividends payable | $ 0 |
Convertible Preferred Stock - S
Convertible Preferred Stock - Summary of Preferred Stock (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Temporary Equity [Line Items] | ||||||
PREFERRED STOCK AUTHORIZED (in shares) | 17,289,895 | |||||
PREFERRED STOCK ISSUED (in shares) | 6,555,307 | |||||
PREFERRED STOCK OUTSTANDING (in shares) | 6,555,307 | |||||
CARRYING VALUE | $ 19,941 | |||||
Liquidation value | $ 26,038 | |||||
COMMON STOCK ISSUABLE UPON CONVERSION (in shares) | 6,555,307 | |||||
Series A Preferred Stock | ||||||
Temporary Equity [Line Items] | ||||||
PREFERRED STOCK AUTHORIZED (in shares) | 0 | 10,000,000 | ||||
PREFERRED STOCK ISSUED (in shares) | 0 | 4,607,652 | ||||
PREFERRED STOCK OUTSTANDING (in shares) | 0 | 4,607,652 | 4,607,652 | 4,607,652 | 4,607,652 | 4,607,652 |
CARRYING VALUE | $ 0 | $ 9,891 | $ 9,891 | $ 9,891 | $ 9,891 | $ 9,891 |
Liquidation value | $ 0 | $ 12,271 | ||||
COMMON STOCK ISSUABLE UPON CONVERSION (in shares) | 4,607,652 | |||||
Series A-1 Preferred Stock | ||||||
Temporary Equity [Line Items] | ||||||
PREFERRED STOCK AUTHORIZED (in shares) | 0 | 800,000 | ||||
PREFERRED STOCK ISSUED (in shares) | 0 | 368,612 | ||||
PREFERRED STOCK OUTSTANDING (in shares) | 0 | 368,612 | 368,612 | 368,612 | 368,612 | 368,612 |
CARRYING VALUE | $ 0 | $ 944 | $ 944 | $ 944 | $ 944 | $ 944 |
Liquidation value | $ 0 | $ 1,171 | ||||
COMMON STOCK ISSUABLE UPON CONVERSION (in shares) | 368,612 | |||||
Series B-1 Preferred Stock | ||||||
Temporary Equity [Line Items] | ||||||
PREFERRED STOCK AUTHORIZED (in shares) | 0 | 3,427,004 | ||||
PREFERRED STOCK ISSUED (in shares) | 0 | 1,579,043 | ||||
PREFERRED STOCK OUTSTANDING (in shares) | 0 | 1,579,043 | 1,579,043 | 1,579,043 | 1,579,043 | 1,579,043 |
CARRYING VALUE | $ 0 | $ 9,106 | $ 9,106 | $ 9,106 | $ 9,106 | $ 9,106 |
Liquidation value | $ 0 | $ 12,596 | ||||
COMMON STOCK ISSUABLE UPON CONVERSION (in shares) | 1,579,043 | |||||
Series B-2 Preferred Stock | ||||||
Temporary Equity [Line Items] | ||||||
PREFERRED STOCK AUTHORIZED (in shares) | 3,062,891 | |||||
PREFERRED STOCK ISSUED (in shares) | 0 | |||||
PREFERRED STOCK OUTSTANDING (in shares) | 0 | |||||
CARRYING VALUE | $ 0 | |||||
Liquidation value | $ 0 | |||||
COMMON STOCK ISSUABLE UPON CONVERSION (in shares) | 0 |
Common Stock - Narrative (Detai
Common Stock - Narrative (Details) | Apr. 13, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)vote$ / sharesshares | Dec. 31, 2019$ / sharesshares | Jun. 30, 2019$ / shares |
Class of Stock [Line Items] | ||||
Common stock, shares authorized (in shares) | 200,000,000 | 27,000,000 | ||
Common stock, par value (in USD per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Number of votes per common share held | vote | 1 | |||
Proceeds from initial public offering, net of discounts and offering costs | $ | $ 100,100,000 | |||
Common stock issuable upon conversion (in shares) | 6,555,307 | |||
IPO | ||||
Class of Stock [Line Items] | ||||
Sale of stock, number of shares issued in transaction (in shares) | 6,900,000 | |||
Sale of stock, price per share (in USD per share) | $ / shares | $ 16 | |||
Over-Allotment Option | ||||
Class of Stock [Line Items] | ||||
Sale of stock, number of shares issued in transaction (in shares) | 900,000 | |||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Common stock issuable upon conversion (in shares) | 10,725,129 | |||
Dividend Declared | Common Stock | ||||
Class of Stock [Line Items] | ||||
Dividends payable | $ | $ 0 |
Common Stock - Summary of Commo
Common Stock - Summary of Common Stock Reserved for Future Issuance (Details) - shares | Jun. 30, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 2,482,902 | 7,753,881 |
Unvested restricted stock | ||
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 0 | 34,557 |
Options to purchase common stock | ||
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 2,482,902 | 1,164,017 |
Preferred Stock | ||
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 0 | 6,555,307 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) | 1 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock, reserved for future issuance (in shares) | 2,482,902 | 7,753,881 | ||
Number of additional shares authorized (in shares) | 2,104,937 | |||
Granted (in shares) | 1,390,604 | |||
Unrecognized stock-based compensation expense related to unvested stock options | $ 18,800,000 | $ 100,000 | ||
Unrecognized stock-based compensation expense related to unvested restricted stock (less than) | $ 0 | $ 1,000 | ||
Employee Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock, reserved for future issuance (in shares) | 2,482,902 | 1,164,017 | ||
Unvested award, period for recognition | 3 years 5 months 4 days | |||
2017 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 1,092,298 | |||
2020 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 1,991,530 | |||
Number of shares issued,common stock (in shares) | 0 | |||
Common stock, reserved for future issuance (in shares) | 1,002,874 | |||
Granted (in shares) | 1,390,604 | |||
Number of shares available for future grants (in shares) | 600,926 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | |
NUMBER OF OPTIONS | |||
Outstanding as of beginning of period (in shares) | 1,164,017 | 1,164,017 | |
Granted (in shares) | 1,390,604 | ||
Exercised (in shares) | (68,689) | ||
Expired (in shares) | (3,030) | ||
Outstanding as of end of period (in shares) | 2,482,902 | ||
Exercisable (in shares) | 636,577 | 608,156 | |
WEIGHTED-AVERAGE EXERCISE PRICE | |||
Outstanding as of beginning of period (in USD per share) | $ 0.35 | $ 0.35 | |
Granted (in USD per share) | 18.24 | ||
Exercised (in USD per share) | 0.32 | ||
Expired (in USD per share) | 0.16 | ||
Outstanding as of end of period (in USD per share) | 10.37 | ||
Exercisable (in USD per share) | $ 0.40 | $ 0.29 | |
WEIGHTED-AVERAGE REMAINING CONTRACTUAL TERM (IN YEARS) | |||
Outstanding | 8 years 7 months 20 days | 9 years 29 days | |
Exercisable | 8 years 2 months 1 day | 7 years 9 months 3 days | |
AGGREGATE INTRINSIC VALUE | |||
Outstanding | $ 67,384 | $ 144 | |
Exercised | 1,044 | ||
Exercisable | $ 23,625 | $ 112 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Activity (Details) - Restricted Stock | 6 Months Ended |
Jun. 30, 2020shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Unvested at the beginning of the period (in shares) | 34,557 |
Vested or released (in shares) | (34,557) |
Unvested at the end of the period (in shares) | 0 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 1,139 | $ 13 | $ 1,151 | $ 24 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 313 | 7 | 321 | 13 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 826 | $ 6 | $ 830 | $ 11 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Income Tax Disclosure [Abstract] | ||
Income tax credit receivable | $ 172 | $ 0 |
Loss Per Share - Calculation (D
Loss Per Share - Calculation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Numerator: | ||||||
Net loss | $ (10,757) | $ (11,892) | $ (2,853) | $ (3,183) | $ (22,649) | $ (6,036) |
Less: Accruals of dividends of preferred stock | (206) | (450) | (1,012) | (900) | ||
Net loss attributable to common stockholders—basic and diluted (Note 10) | $ (10,963) | $ (3,303) | $ (23,661) | $ (6,936) | ||
Denominator: | ||||||
Weighted-average common stock outstanding - basic and diluted (in shares) | 17,623,994 | 2,288,058 | 10,054,026 | 2,273,278 | ||
Net loss per share attributable to common stockholders - basic and diluted (in USD per share) | $ (0.62) | $ (1.44) | $ (2.35) | $ (3.05) |
Loss Per Share - Antidilutive S
Loss Per Share - Antidilutive Securities (Details) - shares | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 2,482,902 | 9,168,016 |
Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 6,555,307 |
Unvested restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 86,390 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 2,482,902 | 2,526,319 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Details) - USD ($) | Dec. 14, 2017 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Jan. 01, 2018 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Accumulated deficit | $ (42,299,000) | $ (42,299,000) | $ (19,650,000) | |||||
Research collaboration revenue | $ 0 | $ 2,500,000 | $ 0 | $ 5,000,000 | ||||
Deferred revenue | 0 | |||||||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
Accumulated deficit | $ 0 | |||||||
License Agreement | Novo Nordisk A/S | ||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||
License agreement proceeds received | $ 16,000,000 | |||||||
Annual collaboration budget funding | $ 2,000,000 | |||||||
Cumulative proceeds received from collaboration budget funding | $ 4,000,000 |