Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 09, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Registrant Name | PROMETHEUS BIOSCIENCES, INC. | |
Entity Central Index Key | 0001718852 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 38,865,986 | |
Entity File Number | 001-40187 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-4282653 | |
Entity Address, Address Line One | 9410 Carroll Park Drive | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92121 | |
City Area Code | 858 | |
Local Phone Number | 684-1300 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | RXDX | |
Security Exchange Name | NASDAQ | |
Document Quarterly Report | true | |
Document Transition Report | false |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 304,389 | $ 54,201 |
Accounts receivable | 217 | 1,086 |
Prepaid expenses and other current assets | 6,983 | 2,169 |
Total current assets | 311,589 | 57,456 |
Equipment, net | 1,109 | 447 |
Deferred financing costs | 1,730 | |
Other assets | 468 | |
Total assets | 313,166 | 59,633 |
Current liabilities | ||
Accounts payable | 2,250 | 958 |
Accrued compensation | 2,398 | 2,722 |
Accrued expenses and other current liabilities | 2,735 | 2,894 |
Amounts due to Nestlé, current—related party | 5,675 | |
Payable to PLI | 233 | 1,130 |
Deferred revenue | 2,686 | 1,876 |
Long-term debt, net - current portion | 7,396 | |
Total current liabilities | 17,698 | 15,255 |
Long-term debt, net | 7,399 | |
Deferred revenue, non-current | 13,040 | 4,597 |
Preferred stock purchase right liability | 3,900 | |
Total liabilities | 30,738 | 31,151 |
Commitments and contingencies (Note 9) | ||
Convertible preferred stock—$0.0001 par value; No shares and 254,983,985 shares authorized at June 30, 2021 and December 31, 2020, respectively; No shares and 160,864,434 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively; liquidation preferences of $0 and $130,487 at June 30, 2021 and December 31, 2020, respectively | 126,023 | |
Stockholders’ equity (deficit): | ||
Preferred stock—$0.0001 par value; 40,000,000 shares and no shares authorized at June 30, 2021 and December 31, 2020, respectively; No shares issued and outstanding at June 30, 2021 and December 31, 2020 | ||
Common stock—$0.0001 par value; 400,000,000 shares and 325,000,000 shares authorized as of June 30, 2021 and December 31, 2020, respectively; 38,865,986 shares and 1,768,325 shares issued at June 30, 2021 and December 31, 2020, respectively; 38,835,067 shares and 1,713,622 shares outstanding at June 30, 2021 and December 31, 2020, respectively; | 4 | |
Additional-paid in capital | 414,514 | 1,605 |
Accumulated deficit | (132,090) | (99,146) |
Total stockholders’ equity (deficit) | 282,428 | (97,541) |
Total liabilities, convertible preferred stock and stockholders’ equity (deficit) | $ 313,166 | $ 59,633 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Convertible preferred stock, par value | $ 0.0001 | $ 0.0001 |
Convertible preferred stock, shares authorized | 0 | 254,983,985 |
Convertible preferred stock, shares issued | 0 | 160,864,434 |
Convertible preferred stock, shares outstanding | 0 | 160,864,434 |
Convertible preferred stock, liquidation preference | $ 0 | $ 130,487,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 40,000,000 | 0 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 400,000,000 | 325,000,000 |
Common stock, shares issued | 38,865,986 | 1,768,325 |
Common stock, shares outstanding | 38,835,067 | 1,713,622 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Collaboration revenue | $ 326 | $ 179 | $ 1,086 | $ 407 |
Operating expenses: | ||||
Research and development | 13,554 | 4,923 | 21,312 | 9,188 |
General and administrative | 5,618 | 1,810 | 10,840 | 4,197 |
Total operating expense | 19,172 | 6,733 | 32,152 | 13,385 |
Loss from operations | (18,846) | (6,554) | (31,066) | (12,978) |
Other income (expense), net: | ||||
Interest income | 37 | 3 | 55 | 5 |
Interest expense | (190) | (595) | (848) | (1,129) |
Change in fair value of preferred stock purchase right liability | (980) | |||
Change in fair value of preferred stock warrant liability | (5) | (105) | (3) | |
Total other income (expense), net | (153) | (597) | (1,878) | (1,127) |
Loss from continuing operations | (18,999) | (7,151) | (32,944) | (14,105) |
Loss from discontinued operations | (1,289) | (7,463) | ||
Net loss | $ (18,999) | $ (8,440) | $ (32,944) | $ (21,568) |
Net loss per share, basic and diluted: | ||||
Continuing operations | $ (0.49) | $ (5.02) | $ (1.39) | $ (10.08) |
Discontinued operations | (0.90) | (5.34) | ||
Net loss per share, basic and diluted | $ (0.49) | $ (5.93) | $ (1.39) | $ (15.42) |
Weighted average shares outstanding, basic and diluted | 38,813,865 | 1,424,445 | 23,660,559 | 1,398,748 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Series D-2 Convertible Preferred Stock | Convertible Preferred Stock | Series C Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Beginning Balance at Dec. 31, 2019 | $ (36,968) | $ 483 | $ (37,451) | ||||
Temporary Equity, Balance, shares at Dec. 31, 2019 | 58,145,867 | ||||||
Temporary Equity, Balance at Dec. 31, 2019 | $ 43,740 | ||||||
Balance, shares at Dec. 31, 2019 | 1,351,380 | ||||||
Issuance of convertible preferred stock for cash, net of issuance costs | $ 28,001 | ||||||
Issuance of convertible preferred stock for cash, net of issuance costs, shares | 28,063,500 | ||||||
Convertible preferred stock issuance costs | $ (62) | ||||||
Vesting of common shares issued to founders, shares | 18,281 | ||||||
Issuance of common stock upon exercise of stock options | 12 | 12 | |||||
Issuance of common stock upon exercise of stock options, shares | 23,750 | ||||||
Vesting of early exercised stock options | 3 | 3 | |||||
Vesting of early exercised stock options, shares | 8,800 | ||||||
Stock-based compensation | 147 | 147 | |||||
Net loss | (13,128) | (13,128) | |||||
Ending Balance at Mar. 31, 2020 | (49,934) | 645 | (50,579) | ||||
Temporary Equity, Balance, shares at Mar. 31, 2020 | 86,209,367 | ||||||
Temporary Equity, Balance at Mar. 31, 2020 | $ 71,741 | ||||||
Balance, shares at Mar. 31, 2020 | 1,402,211 | ||||||
Beginning Balance at Dec. 31, 2019 | (36,968) | 483 | (37,451) | ||||
Temporary Equity, Balance, shares at Dec. 31, 2019 | 58,145,867 | ||||||
Temporary Equity, Balance at Dec. 31, 2019 | $ 43,740 | ||||||
Balance, shares at Dec. 31, 2019 | 1,351,380 | ||||||
Net loss | (21,568) | ||||||
Ending Balance at Jun. 30, 2020 | (58,159) | 860 | (59,019) | ||||
Temporary Equity, Balance, shares at Jun. 30, 2020 | 94,709,367 | ||||||
Temporary Equity, Balance at Jun. 30, 2020 | $ 80,229 | ||||||
Balance, shares at Jun. 30, 2020 | 1,480,767 | ||||||
Beginning Balance at Mar. 31, 2020 | (49,934) | 645 | (50,579) | ||||
Temporary Equity, Balance, shares at Mar. 31, 2020 | 86,209,367 | ||||||
Temporary Equity, Balance at Mar. 31, 2020 | $ 71,741 | ||||||
Balance, shares at Mar. 31, 2020 | 1,402,211 | ||||||
Issuance of Series C convertible preferred stock upon release of escrow of acquisition-related contingent consideration | $ 3,500 | ||||||
Issuance of Series C convertible preferred stock upon release of escrow of acquisition-related contingent consideration, shares | 3,500,000 | ||||||
Issuance of Series C convertible preferred stock for deferred purchase price | $ 5,000 | ||||||
Issuance of Series C convertible preferred stock for deferred purchase price, shares | 5,000,000 | ||||||
Convertible preferred stock issuance costs | $ (12) | ||||||
Vesting of common shares issued to founders, shares | 18,281 | ||||||
Issuance of common stock upon exercise of stock options | 48 | 48 | |||||
Issuance of common stock upon exercise of stock options, shares | 51,666 | ||||||
Vesting of early exercised stock options | 3 | 3 | |||||
Vesting of early exercised stock options, shares | 8,609 | ||||||
Stock-based compensation | 164 | 164 | |||||
Net loss | (8,440) | (8,440) | |||||
Ending Balance at Jun. 30, 2020 | (58,159) | 860 | (59,019) | ||||
Temporary Equity, Balance, shares at Jun. 30, 2020 | 94,709,367 | ||||||
Temporary Equity, Balance at Jun. 30, 2020 | $ 80,229 | ||||||
Balance, shares at Jun. 30, 2020 | 1,480,767 | ||||||
Beginning Balance at Dec. 31, 2020 | $ (97,541) | 1,605 | (99,146) | ||||
Temporary Equity, Balance, shares at Dec. 31, 2020 | 160,864,434 | 160,864,434 | |||||
Temporary Equity, Balance at Dec. 31, 2020 | $ 126,023 | $ 126,023 | |||||
Balance, shares at Dec. 31, 2020 | 1,713,622 | 1,713,622 | |||||
Issuance of convertible preferred stock for cash, net of issuance costs | $ 73,763 | ||||||
Issuance of convertible preferred stock for cash, net of issuance costs, shares | 86,775,740 | ||||||
Convertible preferred stock issuance costs | $ (94) | ||||||
Issuance of Series D-2 convertible preferred stock for settlement of deferred purchase price | $ 6,144 | ||||||
Issuance of Series D-2 convertible preferred stock for settlement of deferred purchase price | 7,219,560 | ||||||
Reclassification of convertible preferred stock purchase right liability | $ 4,880 | ||||||
Conversion of convertible preferred stock into common stock at initial public offering | $ 210,810 | $ 3 | 210,807 | ||||
Temporary Equity, Conversion of convertible preferred stock into common stock at initial public offering, shares | (254,859,734) | ||||||
Temporary Equity, Conversion of convertible preferred stock into common stock at initial public offering | $ (210,810) | ||||||
Conversion of convertible preferred stock into common stock at initial public offering, shares | 25,485,955 | ||||||
Issuance of shares of common stock in initial public offering for cash, net of issuance costs | 199,838 | $ 1 | 199,837 | ||||
Issuance of shares of common stock in initial public offering for cash, net of issuance costs, shares | 11,500,000 | ||||||
Reclassification of convertible preferred stock warrants | 169 | 169 | |||||
Issuance of common stock in exchange for services | 3 | 3 | |||||
Issuance of common stock in exchange for services, shares | 500 | ||||||
Issuance costs related to initial public offering | $ 18,662 | ||||||
Issuance of common stock upon exercise of stock options | 64 | 64 | |||||
Issuance of common stock upon exercise of stock options, shares | 56,645 | ||||||
Vesting of early exercised stock options | 9 | 9 | |||||
Vesting of early exercised stock options, shares | 12,981 | ||||||
Stock-based compensation | 792 | 792 | |||||
Net loss | (13,945) | (13,945) | |||||
Ending Balance at Mar. 31, 2021 | 300,199 | $ 4 | 413,286 | (113,091) | |||
Balance, shares at Mar. 31, 2021 | 38,769,703 | ||||||
Beginning Balance at Dec. 31, 2020 | $ (97,541) | 1,605 | (99,146) | ||||
Temporary Equity, Balance, shares at Dec. 31, 2020 | 160,864,434 | 160,864,434 | |||||
Temporary Equity, Balance at Dec. 31, 2020 | $ 126,023 | $ 126,023 | |||||
Balance, shares at Dec. 31, 2020 | 1,713,622 | 1,713,622 | |||||
Issuance of common stock upon exercise of stock options, shares | 111,206 | ||||||
Net loss | $ (32,944) | ||||||
Ending Balance at Jun. 30, 2021 | $ 282,428 | $ 4 | 414,514 | (132,090) | |||
Temporary Equity, Balance, shares at Jun. 30, 2021 | 0 | ||||||
Balance, shares at Jun. 30, 2021 | 38,835,067 | 38,835,067 | |||||
Beginning Balance at Mar. 31, 2021 | $ 300,199 | $ 4 | 413,286 | (113,091) | |||
Balance, shares at Mar. 31, 2021 | 38,769,703 | ||||||
Issuance costs related to initial public offering | (46) | (46) | |||||
Issuance of common stock upon exercise of stock options | 62 | 62 | |||||
Issuance of common stock upon exercise of stock options, shares | 54,561 | ||||||
Vesting of early exercised stock options | 9 | 9 | |||||
Vesting of early exercised stock options, shares | 10,803 | ||||||
Stock-based compensation | 1,203 | 1,203 | |||||
Net loss | (18,999) | (18,999) | |||||
Ending Balance at Jun. 30, 2021 | $ 282,428 | $ 4 | $ 414,514 | $ (132,090) | |||
Temporary Equity, Balance, shares at Jun. 30, 2021 | 0 | ||||||
Balance, shares at Jun. 30, 2021 | 38,835,067 | 38,835,067 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | |
Stock issuance costs | $ (46) | |||
Common Stock | ||||
Stock issuance costs | $ 18,662 | |||
Series D-2 Convertible Preferred Stock | ||||
Temporary stock, issuance costs | $ 94 | |||
Series C Convertible Preferred Stock | ||||
Temporary stock, issuance costs | $ 12 | $ 62 |
Unaudited Condensed Consolida_6
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (32,944) | $ (21,568) |
Loss from continuing operations | (32,944) | (14,105) |
Loss from discontinued operations, net of income taxes | (7,463) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 95 | 49 |
Stock-based compensation expenses | 1,995 | 264 |
Change in fair value of preferred stock purchase right liability | 980 | |
Change in fair value of preferred stock warrant liability | 105 | 3 |
Common stock issued in exchange for services | 3 | |
Noncash interest expense | 540 | 865 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 869 | (178) |
Prepaid expenses and other current assets | (4,815) | (1,022) |
Other assets | (468) | 213 |
Accounts payable | 1,143 | (442) |
Accrued compensation | (325) | 191 |
Accrued expenses and other current liabilities | 114 | 399 |
Payments made to PLI | (2,067) | |
Payable to PLI | (897) | |
Deferred revenue | 9,254 | 253 |
Net cash used in operating activities – continuing operations | (24,351) | (15,577) |
Net cash used in operating activities – discontinued operations | (2,584) | |
Net cash used in operating activities | (24,351) | (18,161) |
Cash flows from investing activities | ||
Purchase of property and equipment | (580) | (186) |
Net cash used in investing activities – continuing operations | (580) | (186) |
Net cash used in investing activities – discontinued operations | (942) | |
Net cash used in investing activities | (580) | (1,128) |
Cash flows from financing activities | ||
Proceeds from issuance of convertible preferred stock, net of issuance costs | 73,749 | 27,991 |
Proceeds from issuance of long-term debt, net of issuance costs | 7,338 | |
Proceeds from sale of common stock in initial public offering | 218,500 | |
Payment of financing costs | (17,256) | |
Proceeds from issuance of common stock upon stock option exercises | 126 | 57 |
Net cash provided by financing activities | 275,119 | 35,386 |
Net increase in cash and cash equivalents | 250,188 | 16,097 |
Cash and cash equivalents at beginning of period – continuing operations | 54,201 | 4,450 |
Cash and cash equivalents at beginning of period – discontinued operations | 3,921 | |
Cash and cash equivalents cash at end of period | 304,389 | 24,468 |
Cash and cash equivalents at end of period – discontinued operations | 394 | |
Cash and cash equivalents at end of period – continuing operations | 304,389 | 24,074 |
Supplemental schedule of non-cash investing and financing activities | ||
Conversion of convertible preferred stock into common stock upon completion of initial public offering | 210,810 | |
Reclassification of warrant liability to equity due to conversion from preferred stock warrant to common stock warrant upon completion of initial public offering | 169 | |
Acquisition-related consideration held in escrow | (3,500) | |
Vesting of unvested issued common stock | 18 | 6 |
Financing costs incurred, but not paid, included in accrued expenses and accounts payable | 2 | |
Costs incurred, but not paid, in connection with capital expenditures included in accounts payable | 208 | 6 |
Series D Convertible Preferred Stock | ||
Supplemental schedule of non-cash investing and financing activities | ||
Reclassification of preferred stock purchase right liability to equity due to issuance of Series D convertible preferred stock | 4,880 | |
Series D-2 Convertible Preferred Stock | ||
Supplemental schedule of non-cash investing and financing activities | ||
Issuance of Series D-2 convertible preferred stock for the settlement of deferred purchase price | $ 6,144 | |
Series C Convertible Preferred Stock | ||
Supplemental schedule of non-cash investing and financing activities | ||
Issuance of Series C convertible preferred stock for deferred purchase price | $ 5,000 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Organization | 1. Organization Prometheus Biosciences, Inc. (the Company) was incorporated in the state of Delaware on October 26, 2016 under the name Precision IBD, Inc. and is headquartered in San Diego, California. The Company changed its name to Prometheus Biosciences, Inc. on October 1, 2019. The Company’s business is focused on the discovery, development and commercialization of novel therapeutic and companion diagnostic products for the treatment of immune-mediated diseases, starting first with inflammatory bowel disease (IBD). In June 2019, the Company acquired Prometheus Laboratories, Inc. (PLI) and the related intangible assets used by PLI. PLI was wholly owned by Nestlé Health Science US Holdings, Inc. and the related intangible assets were owned by Societé Des Produits Nestlé S.A (together, Nestlé) (see Note 6). PLI markets and conducts several laboratory developed tests useful to gastroenterologists in monitoring their IBD patients’ disease state and informing their therapeutic decisions. On December 31, 2020, the Company completed the spinoff of PLI by making an in-kind distribution of 100% of its interest in PLI to the Company’s stockholders of record on December 30, 2020 (see Note 6). Reverse Stock Split On March 5, 2021, the Company effected a one-for-ten Initial Public Offering On March 16, 2021, the Company completed its initial public offering (IPO) with the sale of 11,500,000 shares of common stock, which included the exercise in full by the underwriters of their option to purchase 1,500,000 additional shares, at an initial public offering price of $19.00 per share and received gross proceeds of $218.5 million, which resulted in net proceeds to the Company of approximately $199.8 million, after deducting underwriting discounts and commissions of approximately $15.3 million and offering-related transaction costs of approximately $3.4 million. In addition, in connection with the completion of the IPO, all outstanding shares of convertible preferred stock were converted into 25,485,955 shares of the Company’s common stock; outstanding warrants to purchase 148,848 shares of convertible preferred stock were converted into warrants to purchase 14,884 shares of the Company’s common stock; and the Company’s certificate of incorporation was amended and restated to authorize 400,000,000 shares of common stock and 40,000,000 shares of undesignated preferred stock. Liquidity The Company has incurred net losses since inception, experienced negative cash flows from operations, and as of June 30, 2021, has an accumulated deficit of $132.1 million. The Company has historically financed its operations primarily through private placements of convertible preferred stock. The Company expects operating losses and negative cash flows from operations to continue for the foreseeable future. The Company believes its current capital resources will be sufficient for the Company to continue as a going concern for at least one year from the issuance date of these condensed consolidated financial statements. The Company will be required to raise additional capital, however, there can be no assurance as to whether additional financing will be available on terms acceptable to the Company, if at all. If sufficient funds on acceptable terms are not available when needed, it would have a negative impact on the Company’s financial condition and could force the Company to delay, limit, reduce, or terminate product development or future commercialization efforts or grant rights to develop and market product candidates or testing products that the Company would otherwise plan to develop. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) requires management to make estimates and assumptions that impact the reported amounts of assets, liabilities, and expenses and the disclosure of contingent assets and liabilities in the Company’s condensed consolidated financial statements and accompanying notes. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may materially differ from these estimates and assumptions. On December 31, 2020, the Company completed the spinoff of PLI. The results of operations for the three and six months ended June 30, 2020 have been presented as discontinued operations in the accompanying condensed consolidated financial statements in accordance with Accounting Standards Codification (ASC) 205-20, Presentation of Financial Statements—Discontinued Operations consolidated financial statements relates to continuing operations (see Note 6 for additional information on discontinued operations). On an ongoing basis, management evaluates its estimates, primarily related to revenue recognition, stock-based compensation, accrued research and development costs, and for periods prior to its IPO, the fair value of common stock, the fair value of the convertible preferred stock, and the fair value of the preferred stock purchase right liability. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Estimates relating to the valuation of stock require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Unaudited Interim Financial Information The unaudited financial statements at June 30, 2021, and for the three and six months ended June 30, 2021 and 2020, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (SEC), and with GAAP applicable to interim financial statements. These unaudited financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of only normal recurring accruals, which in the opinion of management are necessary to present fairly the Company’s financial position as of the interim date and results of operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year or future periods. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ materially from those estimates. These unaudited financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2020, included in the Prospectus dated March 11, 2021 filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, with the SEC on March 12, 2021. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and until December 31, 2020, the date at which the spinoff was completed, its wholly-owned subsidiary, PLI, and have been prepared in conformity with GAAP. All intercompany accounts and transactions have been eliminated in consolidation. Segment Reporting The Company’s Chief Executive Officer, who is considered to be the chief operating decision maker (CODM), reviews financial information presented on a consolidated basis, accompanied by information about operating segments for purposes of making operating decisions and assessing financial performance. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the CODM in deciding how to allocate resources and in assessing performance. Prior to the spinoff of PLI in December 2020, the Company determined its operating segments to be the therapeutics and diagnostic services businesses. The therapeutics business derives substantially all of its revenue from collaboration agreements and devotes all of its efforts to development of product candidates and companion diagnostics in the IBD space. The diagnostic services business, which is recorded as discontinued operations, derived its revenue from diagnostic services in the IBD space generated from the conduct of laboratory developed tests. Since the spinoff, the Company has operated solely within the therapeutics segment. The Company operates solely in the United States. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. The cash and cash equivalents balance at June 30, 2021 and December 31, 2020 represents cash in readily available checking and money market accounts. Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentration of credit risk, consist primarily of cash, cash equivalents, and accounts receivable. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. Management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Deferred Financing Costs At December 31, 2020, f inancing costs, consisting of legal, accounting, printer and filing fees related to the Company’s IPO, totaled $1.7 million. Upon the completion of the IPO in March 2021, all of these expenses were offset against the proceeds from the IPO. Revenue Recognition The Company recognizes revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers To date, all of the Company’s collaboration revenue has been derived from its collaboration agreement with Millennium Pharmaceuticals, Inc., a subsidiary of Takeda Pharmaceutical Company Limited (collectively, Takeda) and its collaboration agreement with Dr. Falk Pharma GmbH as described in Note 5. The terms of these arrangements include the following types of payments to the Company: non-refundable, up-front license fees; development, regulatory and commercial milestone payments; payments for research and development services provided by the Company; and royalties on net sales of licensed products. At the initiation of an agreement, the Company analyzes whether each unit of account results in a contract with a customer under ASC 606 or in an arrangement with a collaborator subject to guidance under ASC 808, Collaborative Arrangements The Company considers a variety of factors in determining the appropriate estimates and assumptions under these arrangements, such as whether the elements are distinct performance obligations, whether there are observable stand-alone prices, and whether any licenses are functional or symbolic. The Company evaluates each performance obligation to determine if it can be satisfied and recognized as revenue at a point in time or over time. Typically, license fees, non-refundable upfront fees, and funding of research activities are considered fixed, while milestone payments are identified as variable consideration which must be evaluated to determine if it is constrained and, therefore, excluded from the transaction price. The Company estimates the amount of variable consideration using the most likely amount, as milestone payments typically only have two possible outcomes. The Company recognizes revenue for sales-based royalty promised in exchange for the license of intellectual property only when the subsequent sale occurs. The Company may allocate transaction price using a number of methods including estimating standalone selling price of performance obligations and using the residual approach when the standalone selling price of the license is highly variable or uncertain, and observable standalone selling prices exist for the other goods or services promised in the contract. The Company receives payments from its collaborators based on terms established in each contract. Upfront payments and other payments may require deferral of revenue recognition to a future period until the Company is unconditional. The Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the payment by the customer is akin to a deposit for research and development services. Research and Development and Clinical Trial Accruals Research and development costs are charged to expense as incurred. Research and development expenses include certain payroll and personnel expenses, laboratory supplies, consulting costs, external contract research and development expenses, and allocated overhead, including rent, equipment depreciation and utilities. Advance payments for goods or services for future research and development activities are deferred and expensed as the goods are delivered or the related services are performed. The Company estimates preclinical studies and clinical trial expenses based on the services performed pursuant to contracts with research institutions and clinical research organizations that conduct and manage preclinical studies and clinical trials on the Company’s behalf. In addition, clinical study and trial materials are manufactured by contract manufacturing organizations. In accruing for these services, the Company estimates the time period over which services will be performed and the level of effort to be expended in each period. These estimates are based on communications with the third-party service providers and the Company’s estimates of accrued expenses and on information available at each balance sheet date. If the actual timing of the performance of services or the level of effort varies from the estimate, the Company will adjust the accrual accordingly. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. Stock-Based Compensation The Company expenses stock-based compensation to employees and non-employees over the requisite service period (usually the vesting period) on a straight-line basis, net of actual forfeitures during the period, based on the estimated grant-date fair value of the awards. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. Valuation of Common Stock Prior to the IPO, given the absence of a public trading market for the Company’s common stock, its board of directors exercised their judgment and considered a number of objective and subjective factors to determine the best estimate of the fair value of the Company’s common stock, such as: contemporaneous valuations performed by independent third-party specialists, its stage of development, including the status of its research and development efforts of its product candidates, the material risks related to its businesses and industry, its results of operations before discontinued operations and financial position, including its levels of capital resources, the prices at which its sold shares of its convertible preferred stock, the rights, preferences and privileges of its convertible preferred stock relative to those of its common stock, the conditions in the biotechnology industry and the economy in general, the stock price performance and volatility of comparable life sciences public companies, as well as recently completed mergers and acquisitions of peer companies, the likelihood of achieving a liquidity event for the holders of its common stock or convertible preferred stock, such as an IPO or a sale of the Company given prevailing market conditions, trends and developments in its industry, external market conditions affecting the life sciences and biotechnology sectors, and the lack of liquidity of its common stock, among other factors. After the completion of the IPO, the fair value of each share of common stock is based on the closing price of the Company’s common stock as reported by Nasdaq. Preferred Stock Purchase Right Liabilities From time to time, the Company enters into convertible preferred stock financings where, in addition to the initial closing, investors agree to buy, and the Company agrees to sell, additional shares of that convertible preferred stock at a fixed price in the event that certain conditions are met or agreed upon milestones are achieved. The Company evaluates this purchase right and assesses whether it meets the definition of a freestanding instrument and, if so, determines the fair value of the purchase right liability and records it on the balance sheet with the remainder of the proceeds raised allocated to convertible preferred stock. The preferred stock purchase right liability is revalued at each reporting period with changes in the fair value of the liability recorded as change in fair value of preferred stock purchase right liability in the statements of operations. Upon the issuance of the shares of Series D-2 convertible preferred stock in January 2021, the no longer required liability accounting and the then fair value of the was reclassified into stockholders’ equity. The Company performed the final remeasurement of the preferred stock purchase right liability Net Loss Per Share Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. The Company has excluded 35,369 and 41,654 weighted-average shares subject to repurchase or forfeiture from the weighted-average number of common shares outstanding for the three and six months ended June 30, 2021, respectively, and 185,333 and 200,027 weighted-average shares subject to repurchase or forfeiture from the weighted-average number of common shares outstanding for the three and six months ended June 30, 2020, respectively. Dilutive common stock equivalents are comprised of convertible preferred stock and options outstanding under the Company’s stock option plan. Basic and diluted net loss attributable to common holders per share is presented in conformity with the two- class method required for participating securities as the convertible preferred stock are considered participating securities. The Company’s participating securities do not have a contractual obligation to share in the Company’s losses. As such, the net loss was attributed entirely to common stockholders. Accordingly, for three and six months ended June 30, 2021 and 2020, there is no difference in the number of shares used to calculate basic and diluted shares outstanding. Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): June 30, 2021 2020 Convertible preferred stock outstanding — 9,470,926 Common stock options issued and outstanding 5,190,989 1,538,211 Warrants to purchase common stock 14,884 — Warrants to purchase convertible preferred stock outstanding — 11,250 ESPP shares pending issuance 12,536 — Total 5,218,409 11,020,387 Recent Accounting Standards From time to time, new accounting standards are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption. In April 2012, the Jump-Start Our Business Startups Act (the JOBS Act) was signed into law. The JOBS Act contains provisions that, among other things, reduce certain reporting requirements for an emerging growth company. As an emerging growth company, the Company may elect to adopt new or revised accounting standards when they become effective for non-public companies, which typically is later than when public companies must adopt the standards. The Company has elected to take advantage of the extended transition period afforded by the JOBS Act and, as a result, will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for emerging growth companies, which are the dates included below. Adoption of New Accounting Standards In February 2016, the FASB issued Accounting Standards Update (ASU) 2016-02, Leases (Topic 842) Leases (Topic 840) The Company made accounting policy elections to exclude leases with terms of 12 months or less from the recognition requirements and to not separate lease and non-lease components. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses: Measurement of credit Losses on Financial Instruments (ASU 2016-13) based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for sale debt securities. The Company early adopted this standard on January 1, 2021 by applying the modified retrospective approach and determined there was no cumulative-effect transition adjustment required to the opening balance of accumulated deficit for the recognition of additional credit losses upon adoption of this standard based on its outstanding accounts receivable, the composition and credit quality of its short-term investments, and current economic conditions as of that date. In August 2020, the FASB issued ASU No. 2020-06, Debt – Debt with Conversion and Other options (Subtopic 470-20) and Derivative and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40). |
Fair Value Measurements and Fai
Fair Value Measurements and Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Fair Value of Financial Instruments | 3. The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. The carrying amounts of cash and cash equivalents, prepaid and other assets, accounts payable and accrued liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. Based on the borrowing rates currently available to the Company for loans with similar terms, which is considered a Level 2 input, the Company believes that the fair value of long-term debt approximates its carrying value. The Company’s financial instruments that are carried at fair value consist of Level 3 liabilities. There were no transfers within the hierarchy during the three and six months ended June 30, 2021 and 2020. At December 31, 2020, Level 3 liabilities that were measured at fair value on a recurring basis consisted of warrants to purchase shares of convertible preferred stock and a preferred stock purchase right liability. The Company had no Level 3 liabilities at June 30, 2021 as the liabilities for the warrants to purchase shares of convertible preferred stock and the preferred stock purchase right was remeasured and reclassified to stockholders’ equity upon the closing of the Company’s IPO in March 2021 and the issuance of shares of Series D-2 convertible preferred stock in January 2021, respectively. Convertible Preferred Stock Warrant Liability The convertible preferred stock warrant liability was recorded at fair value utilizing the Black-Scholes option pricing model using significant unobservable inputs consistent with the inputs used for the Company’s stock-based compensation expense adjusted for the preferred stock warrants’ expected term and the fair value of the underlying preferred stock. The assumptions used in the Black-Scholes option pricing model to determine the fair value of the convertible preferred stock warrant liability at the date of the IPO and December 31, 2020 were as follows: IPO Date December 31, 2020 Fair value of underlying preferred stock $ 1.90 $ 0.83 Risk-free interest rate 1.70 % 1.70 % Expected volatility 70.00 % 70.00 % Expected term (in years) 9.0 9.2 Expected dividend yield —% —% Preferred Stock Purchase Right Liability At December 31, 2020, the preferred stock purchase right liability was determined using a valuation model that considered: (i) the risk-free rate commensurate with the expected milestone timing of 0.09%; (ii) the probability of the Series D-2 tranche of 80.0%; (iii) volatility of 80.0%; (iv) consideration received for the Series D-1 preferred stock; (v) the number of shares to be issued to satisfy the preferred stock purchase right and at what price; and (vi) certain implied and provided assumptions needed to calibrate the Series D-1 value and the Series D-2 purchase right. Upon the issuance of the shares of Series D-2 convertible preferred stock in January 2021, the liability was remeasured and as a result of closing the sale of shares of Series D-2 convertible preferred stock, a charge of $1.0 million was recorded in the statement of operations for the six months ended June 30, 2021. Activity of Liabilities Using Fair Value Level 3 Measurements The following table summarizes the activity of the financial instruments valued using Level 3 inputs (in thousands): Convertible Preferred Stock Warrant Liability Series D Convertible Preferred Stock Purchase Right Liability Balance at December 31, 2020 $ 64 $ 3,900 Change in fair value 105 980 Conversion/Settlement during 2021 (169 ) (4,880 ) Balance at June 30, 2021 $ — $ — |
Balance Sheet Details
Balance Sheet Details | 6 Months Ended |
Jun. 30, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | 4. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): June 30, 2021 December 31, 2020 Prepaid research and development 4,806 1,894 Other prepaid expenses 2,177 275 Total $ 6,983 $ 2,169 Equipment, Net Equipment, net, consist of the following (in thousands): June 30, 2021 December 31, 2020 Laboratory equipment $ 1,329 $ 572 Office equipment and furniture 24 24 1,353 596 Less accumulated depreciation (244 ) (149 ) Total $ 1,109 $ 447 Depreciation expense related to property and equipment was $0.1 million and $27,000 for the three months ended June 30, 2021 and 2020, respectively, and $0.1 million and $49,000 for the six months ended June 30, 2021 and 2020, respectively. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following (in thousands): June 30, December 31, 2021 2020 Accrued research and development $ 2,076 $ 1,940 Accrued legal expenses 188 490 Unvested early exercise liability 49 67 Accrued other 422 397 Total $ 2,735 $ 2,894 |
Collaboration and License Agree
Collaboration and License Agreements | 6 Months Ended |
Jun. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaboration and License Agreements | 5. Collaboration and License Agreements Cedars-Sinai Medical Center In September 2017, the Company entered into an Exclusive License Agreement with Cedars-Sinai Medical Center (Cedars-Sinai), a related party, as amended and restated (the Cedars-Sinai Agreement). Under the terms of the Cedars-Sinai Agreement, Cedars-Sinai granted the Company an exclusive, worldwide, royalty bearing license with respect to certain patent rights, information and materials related to therapeutic targets and companion diagnostic products, in each case to conduct research, develop, and commercialize therapeutic and diagnostic products for human use. The licensed technology includes information and materials arising out of Cedars-Sinai’s database and biobank, as well as exclusive access to this database and biobank, which is an integral part of the Company’s Prometheus360 platform. In August 2021, the Company and Cedars-Sinai amended and restated the Cedars-Sinai Agreement to, among other things, add a joint steering committee and cover new intellectual property. As consideration for the license rights, in September 2017 the Company issued (i) 257,500 shares of fully vested common stock, and (ii) 335,000 shares of unvested restricted common stock, all of which is vested as of December 31, 2020. The fair value of all of the shares were measured at the date of issuance. Additionally, the Company is obligated to pay Cedars-Sinai low- to mid-single digit percentage royalties on net sales of products covered under the Cedars-Sinai Agreement. In 2017, the Company and Cedars-Sinai also entered into Research agreements, under which the parties can provide research services to each other at pricing specified in individual statements of work. During the three and six months ended June 30, 2021 and 2020, no services were provided under the agreements. Collaboration Agreement with Millennium Pharmaceuticals, Inc., a subsidiary of Takeda Pharmaceutical Company Limited In March 2019, the Company entered into a Companion Diagnostics Development and Collaboration Agreement (the Takeda Agreement) with Millennium Pharmaceuticals, Inc., a wholly-owned subsidiary of Takeda, pursuant to which the Company agreed to develop a companion diagnostic product for certain drug targets selected by Takeda, and Takeda agreed to develop and commercialize any therapeutic clinical candidates that it develops directed against any selected drug targets for the treatment of IBD (Takeda Drugs). In consideration of the rights granted to Takeda under the Takeda Agreement, the Company received a one-time upfront payment of $1.5 million and is eligible to receive, for any targets selected by Takeda, future development and regulatory milestone payments of up to $47.9 million, commercial milestone payments of up to $25.0 million, sales milestone payments of up to $75.0 million, and low-single digit percentage royalties on net sales of all Takeda Drugs, subject to the terms and conditions set forth in the Takeda Agreement. At inception and through June 30, 2021, the Company has identified one performance obligation per each target for all the deliverables under the agreement since the delivered elements are not distinct within the context of the contract. Accordingly, the Company will recognize revenue for the transaction price in an amount proportional to the collaboration expenses incurred and the total estimated collaboration expenses over the four-year Dr. Falk Pharma GmbH Collaboration Agreement In July 2020, the Company entered into a Co-Development and Manufacturing Agreement (the Falk Agreement) with Dr. Falk Pharma GMBH (Falk), pursuant to which the parties agreed to co-develop and commercialize, exclusively in their respective territories, therapeutic product candidates targeting members of the TNF super family for the treatment of UC and CD under the Company’s PR600 program. Under the Falk Agreement, the Company is responsible for regulatory approvals and commercialization of any products in the United States and the rest of the world, other than the Falk territory. Falk is responsible for regulatory approvals and commercialization of any products in the European Union, United Kingdom, Switzerland, the countries of the European Economic Area (excluding Malta and the Republic of Cyprus), Australia and New Zealand (Falk territory). In consideration of the rights granted to Falk under the Falk Agreement, the Company received a one-time upfront payment of $2.5 million upon execution of the Falk Agreement in July 2020, and has received two subsequent pre-clinical development milestone payments of $2.5 million and $10.0 million. The first development milestone payment was paid when the underlying development plan was finalized in December 2020. The second development milestone payment was paid upon selection of a clinical candidate for the Company’s PR600 program in June 2021. The Company remains eligible to receive an additional pre-clinical development milestone payment of $5.0 million and low-single to low-double digit percentage royalties on net sales of all products incorporating antibodies covered by the agreement in the Falk territory, subject to the terms of the Falk Agreement. The Company agreed to pay Falk a low-single digit royalty on net sales for such products in the Company’s territory. Falk agreed to fund 25% of the Company’s third-party development costs set forth in the development plan. At inception and through June 30, 2021, the Company has identified one performance obligation for all the deliverables under the Falk Agreement. Accordingly, the Company is recognizing revenue for the transaction price allocated to the performance obligation in an amount proportional to the collaboration expenses incurred and the total estimated collaboration expenses over the seven year period over which it expects to satisfy its performance obligation. The Company included the upfront payment and all milestone payments in the transaction price as it was deemed not probable of significant reversal at the inception of the agreement. In connection with the Falk Agreement, the Company recognized revenue of $0.3 million and $0.8 million for the three and six months ended June 30, 2021, respectively, and had deferred revenue of $14.4 million and $4.8 million as of June 30, 2021 and December 31, 2020, respectively. This deferred revenue balance is expected to be recognized proportionally as expenses are incurred over the estimated seven-year A reconciliation of deferred revenue related to the Takeda Agreement and the Falk Agreement for the six months ended June 30, 2021 is as follows (in thousands): Takeda Agreement Falk Agreement Total Balance at December 31, 2020 $ 1,710 $ 4,763 $ 6,473 Amounts received in 2021 (150 ) 10,489 10,339 Revenue recognized in 2021 (267 ) (819 ) (1,086 ) Balance at June 30, 2021 $ 1,293 $ 14,433 $ 15,726 |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | 6. On June 30, 2019, the Company acquired 100% of the common stock of PLI and the related intangible assets used by PLI for total consideration of approximately $31.7 million, consisting of the issuance of 16.5 million shares of the Company’s Series C convertible preferred stock with a fair value of $16.5 million, the present value of $15.0 million in deferred cash payments due as follows: $5.0 million due on June 30, 2020 and $10.0 million due on June 30, 2021, and acquisition-related contingent consideration consisting of 3,500,000 shares of the of the Company’s Series C convertible preferred stock with a fair value of $3.5 million. The deferred cash payments totaling $15.0 million were not contingent upon any event and to reflect the interest component were discounted at 12%. In June 2020, $5.0 million of deferred cash payments were converted to 5,000,000 shares of Series C convertible preferred stock and in October 2020, $3.8 million of deferred cash payments were converted to 5,088,851 shares of Series D convertible preferred stock. In addition, in January 2021, $6.1 million of deferred cash payments were converted to 7,219,560 shares of Series D-2 shares of convertible preferred stock. As of June 30, 2021 and December 31, 2020, a total of $0 and $5.7 million, respectively, is recorded as Amounts due to Nestlé, current—related party in the accompanying condensed consolidated balance sheets. The acquisition-related contingent consideration stipulated certain revenue thresholds for the Anser ® In December 2020, in order to achieve the Company’s strategic objectives, the Company’s board of directors approved the spinoff of PLI by making an in-kind distribution of 100 % of its interest in PLI to the Company’s stockholders of record on December 30, 2020 . In connection with the spinoff, which was effected on December 31, 2020, the Company assigned PLI specific intellectual property to PLI; entered into a transition services agreement whereby the Company agreed to provide PLI with certain transition services including general and administrative, finance and clinical operations support; and entered into a sublease agreement under which the Company will continue to occupy approximately 40,000 square feet in the PLI facility for a term of one year, with an option to renew for an additional year. Post spinoff, the Company retained obligations under the Oxford Loan (see Note 7) and for the deferred cash payments to Nestlé. The major line items constituting the loss of PLI for the three and six months ended June 30, 2020, which are reflected in the accompanying condensed consolidated statements of operations as discontinued operations, are as follows: Three Months Ended June 30, 2020 Six Months Ended June 30, 2020 Diagnostic services revenue $ 7,890 $ 17,940 Operating expenses: Cost of diagnostic services revenue 3,127 6,736 Research and development 1,152 2,808 Sales and marketing 2,178 7,141 General and administrative 2,434 5,844 Restructuring (12 ) 2,274 Amortization of intangible assets 300 600 Total operating expenses 9,179 25,403 Loss from discontinued operations $ (1,289 ) $ (7,463 ) Commitments and Contingencies At the acquisition date, PLI was involved with several legal proceedings and claims against it. All claims against PLI remained obligations of PLI and effective upon the spinoff, the Company has no remaining obligations with respect to these claims. |
Long Term Debt
Long Term Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Long Term Debt | 7. Long Term Debt As of June 30, 2021, long-term debt, net, current portion, consists of the following (in thousands): Long-term debt $ 7,500 Final payment 300 7,800 Less debt discount (404 ) Long-term debt, net, current portion $ 7,396 In January 2020, the Company entered into a Loan and Security Agreement with Oxford Finance LLC and its affiliates (Oxford) (the Oxford Loan) which provided for total borrowings of up to $25.0 million, of which $7.5 million was drawn upon execution of the agreement. Interest accrued at an annual rate at the greater of (a) the 30-day U.S. LIBOR rate reported the last business day of the month that immediately precedes the month in which the interest will accrue, or (b) 2.01%, plus 5.98%, with a minimum annual rate of 7.99%. From March 1, 2020 through February 28, 2023, the Company was required to make interest only payments. Beginning March 1, 2023, in addition to interest payments, the monthly payments were to include an amount equal to the outstanding principal divided by 24 months. At maturity (or earlier prepayment), the Company was also required to make a final payment equal to 4.0% of the original principal amount borrowed and 3% of the future amount to be funded. At June 30, 2021, no amounts remain available for borrowing under the Oxford Loan due to the expiration of the provision that allowed for additional borrowings. The Oxford Loan was collateralized by a first priority security interest in substantially all of the Company’s current and future assets, other than its intellectual property, and contains customary conditions of borrowing, events of default and covenants, including covenants that restrict ed the Company’s ability to dispose of assets, merge with or acquire other entities, incur indebtedness and make distributions to holders of the Company’s capital stock. Should an event of default occur, including the occurrence of a material adv erse change, the Company could have been liable for immediate repayment of all obligations under the Oxford Loan. In December 2020, the Oxford Loan Agreement was amended to allow the PLI spinoff and to release PLI from all obligations pursuant to the Oxford Loan. In addition, warrants to purchase 112,500 shares of Series C convertible preferred stock were issued to Oxford in conjunction with the execution of the agreement at an exercise price of $1.00 per share. The warrants have a ten-year On July 8, 2021, the Company voluntarily prepaid the aggregate outstanding principal balance of $7.5 million plus an additional $0.5 million consisting of the prepayment penalty and accrued interest due under the terms of the Oxford Loan, and therefore classified the Oxford Loan as a current liability as of June 30, 2021 in the consolidated condensed balance sheets. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stockholders' Equity (Deficit) | 8. Amended Certificate of Incorporation In March 2021, the Company amended its Certificate of Incorporation to authorize 400,000,000 shares of common stock and 40,000,000 shares of preferred stock. Convertible Preferred Stock In connection with the completion of the Company’s IPO on March 16, 2021, all outstanding shares of convertible preferred stock were converted into 25,485,955 shares of the Company’s common stock and outstanding warrants to purchase 148,848 shares of convertible preferred stock were converted into warrants to purchase 14,884 shares of the Company’s common stock. As of December 31, 2020, the Company’s convertible preferred stock was classified as temporary equity on the accompanying balance sheet in accordance with authoritative guidance for the classification and measurement of potentially redeemable securities whose redemption is based upon certain change in control events outside of the Company’s control. Series C Convertible Preferred Stock In March 2020, the Company sold 28,063,500 shares of Series C convertible preferred stock and received net cash proceeds totaling $28.0 million. Series D Convertible Preferred Stock In October 2020, the Company entered into a Series D convertible preferred stock purchase agreement (Series D SPA) under which it issued 61,066,216 shares of Series D-1 convertible preferred stock, for cash, at a price of $0.7558 per share, for net proceeds of $46.2 million (the Initial Series D Closing). In addition, 5,088,851 shares of Series D-1 convertible preferred stock were issued to Nestlé in satisfaction of a deferred purchase price obligation of $3.8 million. The Series D SPA contained provisions that potentially obligated the Company to issue an additional 94,007,051 shares of Series D-2 convertible preferred stock at $0.8510 per share in an additional closing, 7,231,311 of which was issuable to Nestlé for satisfaction of deferred purchase price obligations of $6.2 million, upon the approval by the Company’s board of directors, or at the option of the investors who participated in the Initial Series D Closing, or upon the achievement of certain milestones as defined in the Series D SPA, which purchase right terminates upon certain specified events, including an initial public offering of the Company, if any. The Company determined its obligation to issue additional shares of the Company’s Series D-2 convertible preferred stock in the Initial Series D Closing represented a freestanding financial instrument that required liability accounting. This freestanding preferred stock purchase right liability for the additional closing was recorded at fair value, with changes in fair value recognized in the statements of operations. As of the Initial Series D Closing, the estimated fair value of the preferred stock purchase right liability was $3.9 million. In January 2021, preferred stock purchase right liability was remeasured to fair value and the change in fair value of $1.0 million was recorded in the statement of operations for the three and six months ended June 30 , 2021 . The liability was then reclassified to stockholders’ equity. The authorized, issued and outstanding shares of convertible preferred stock as of December 31, 2020 consist of the following (in thousands, except share and per share amounts): Shares Authorized Shares Issued and Outstanding Per Share Original Issue Price Liquidation Value Carrying Value Series A 14,979,200 14,979,200 $ 0.50 $ 7,490 $ 7,391 Series B 26,666,667 26,666,667 0.75 20,000 19,901 Series C 53,176,000 53,063,500 1.00 53,064 52,937 Series D-1 66,155,067 66,155,067 0.76 49,933 45,794 Series D-2 94,007,051 — — — — Total 254,983,985 160,864,434 $ 130,487 $ 126,023 Equity Incentive Plans In 2017, the Company adopted the 2017 Equity Incentive Plan (the 2017 Plan), which as amended, had 5,524,354 shares of common stock reserved for issuance. Under the 2017 Plan, the Company could grant stock options, stock appreciation rights, restricted stock, restricted stock units and other awards to individuals who are employees, non-employee directors or consultants of the Company or its subsidiaries. The maximum term of the options granted under the 2017 Plan was no more than ten years. Grants generally vested at 25% one year from the vesting commencement date and ratably each month thereafter for a period of 36 months, subject to continuous service. The 2017 Plan allowed for the early exercise of all stock options granted if authorized by the board of directors at the time of grant. In February 2021, the board of directors adopted, and the Company’s stockholders approved, the 2021 Incentive Award Plan (the 2021 Plan), which became effective in connection with the IPO. Pursuant to the 2021 Plan, the Company ceased granting awards under the 2017 Plan. Under the 2021 Plan, the Company may grant stock options, restricted stock, dividend equivalents, restricted stock units, stock appreciation rights, and other stock or cash-based awards to individuals who are then employees, officers, non-employee directors or consultants of the Company. The number of shares initially available for issuance under awards granted pursuant to the 2021 Plan is the sum of (1) 3,600,000 shares of common stock, plus (2) any shares subject to outstanding awards under the 2017 Plan as of the effective date of the 2021 Plan that become available for issuance under the 2021 Plan thereafter in accordance with its terms The Company’s stock option activity for the six months ended June 30, 2021 is summarized in the following table: Number Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Weighted- Average Grant Date (Fair Value) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2020 2,930,246 $ 2.90 9.3 $ 2,290 Granted 2,402,370 $ 8.11 $ 5.93 Exercised (111,206 ) $ 1.13 Cancelled/forfeited (30,421 ) $ 2.65 Outstanding at June 30, 2021 5,190,989 $ 5.18 8.7 $ 95,946 Vested or expected to vest at June 30, 2021 5,190,989 $ 5.18 8.7 $ 95,946 Exercisable at June 30, 2021 750,367 $ 2.25 6.7 $ 16,669 The total intrinsic value of options exercised during the three months ended June 30, 2021 and 2020 was $1.2 million and $48,000, respectively. The total intrinsic value of options exercised during the six months ended June 30, 2021 and 2020 was $1.3 million and $0.1 million, respectively. The total intrinsic value of options vested during the three months ended June 30, 2021 and 2020 was $ million and $ million, respectively. The total intrinsic value of options vested during the six months ended June 30, 2021 and 2020 was $ million and $ 0.1 million, respectively. The grant date fair value of stock options was determined using the Black-Scholes option pricing model with the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Risk-free interest rate 1.0 – 1.1% 0.5% 0.6 – 1.1% 0.5 – 1.4% Expected volatility 73.0 – 74.2% 68.1% 73.0 – 95.2% 61.5 – 68.1% Expected term (in years) 5.8 – 6.1 6.1 5.8 – 6.1 6.1 Expected dividend yield —% —% —% —% Expected Term —The expected term of options granted represents the period of time that the options are expected to be outstanding. Due to the lack of historical exercise history, the expected term of the Company’s employee stock options has been determined utilizing the simplified method for awards that qualify as plain-vanilla options. Expected Volatility —The estimated volatility was based on the historical volatility of the common stock of a group of publicly traded companies deemed comparable to the Company. Risk-Free Interest Rate —The risk-free interest rate is the implied yield in effect at the time of the option grant based on U.S. Treasury securities with contract maturities similar to the expected term of the Company’s stock options. Dividend Rate —The Company has not paid any cash dividends on common stock since inception and does not anticipate paying any dividends in the foreseeable future. Consequently, an expected dividend yield of zero was used. Early Exercise Liability The unvested shares of the early-exercised options are held in escrow until the stock option becomes fully vested or until the employee’s termination, whichever occurs first. The right to repurchase these shares lapses over the four-year The following table summarizes the activity of the unvested common stock issued pursuant to an early exercise of stock option awards for the six months ended June 30, 2021: Unvested at beginning of period 54,703 Vested or cancelled during the period (23,784 ) Unvested at end of period 30,919 Employee Stock Purchase Plan In February 2021, the Company’s board of directors approved the 2021 Employee Stock Purchase Plan (the ESPP), which became effective upon the pricing of the Company’s IPO on March 16, 2021. The ESPP permits participants to purchase common stock through payroll deductions of up to 20% of their eligible compensation. Initially, a total of 360,000 shares of common stock was reserved for issuance under the ESPP. In addition, the number of shares of common stock available for issuance under the ESPP will be annually increased on the first day of each fiscal year during the term of the ESPP, beginning with the 2022 fiscal year, by an amount equal to the lessor of: (i) 1% of the total number of shares of common stock outstanding on December 31st of the preceding calendar year; or (ii) such other amount as the Company’s board of directors may determine. Stock compensation expense for the three and six months ended June 30, 2021 related to the ESPP was immaterial. As of June 30, 2020, the Company has not issued any shares under the ESPP. The Company had an outstanding liability of $0.2 million at June 30, 2021, which is included in accrued compensation on the balance sheet, for employee contributions to the ESPP for shares pending issuance at the end of the offering period. Stock-Based Compensation Expense The following table summarizes the components of stock-based compensation expense recognized in the accompanying statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Research and development $ 267 $ 16 $ 438 $ 30 General and administrative 936 134 1,557 234 Discontinued operations — 14 — 47 Total stock-based compensation $ 1,203 $ 164 $ 1,995 $ 311 The total unrecognized compensation cost related to unvested stock-based awards as of June 30, 2021 was $16.3 million and is expected to be recognized over a weighted average period of 3.4 years. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Leases As a result of the PLI spinoff on December 31, 2020, the Company entered into a sublease agreement with PLI for approximately 40,000 square feet currently occupied in the PLI facility. The sublease agreement is for one year with an option to renew for an additional year. The monthly payment is $80,000 and total remaining payment obligations at June 30, 2021 and December 31, 2020 are $0.5 million and $1.0 million, respectively. In March 2021, the Company executed a non-cancellable lease agreement for office and laboratory space in San Diego, California. The lease has an initial term of ten years, following the commencement date with an option to extend the lease for an additional five-year Litigation From time to time, the Company may become involved in legal proceedings or be subject to claims arising in the ordinary course of its business. Regardless of outcome, legal proceedings or claims can have an adverse impact on the company because of defense and settlement costs, diversion of resources and other factors, and there can be no assurances that favorable outcomes will be obtained. Indemnification Agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breech of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with officers and members of its board of directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. At June 30, 2021, no claims exist under indemnification arrangements and accordingly, no amounts have been accrued in its condensed consolidated financial statements as of June 30, 2021. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions As discussed in Note 5, in September 2017, the Company entered into the Cedars-Sinai Agreement. As consideration for the license rights, the Company issued (i) 257,500 common stock shares at par value of $0.0001 per share, and (ii) 335,000 unvested restricted common stock shares at par value of $0.0001 per share. The parties also entered into additional license agreements as well as research agreements, under which the parties can provide research services to each other at pricing specified in the individual statements of work. During the three and six months ended June 30, 2021 and 2020, no services were provided under the research agreements. During the three and six months ended June 30, 2021, the Company incurred compensation related expenses for one employee who is an immediate family member of a former member of the Company’s board of directors. These expenses totaled $0.2 million and $0.3 million for the three and six months ended June 30, 2021, respectively, which is included in in research and development expenses in the accompanying condensed consolidated statement of operations. During the three and six months ended June 30, 2020, the Company incurred compensation related expenses for two employees, each of whom is an immediate family member of a different former member of the Company’s board of directors. These expenses totaled $0.3 million and $0.5 million for the three and six months ended June 30, 2020, respectively, of which $0.2 million and $0.2 million are included in general and administrative expenses in the accompanying condensed consolidated statement of operations and $0.1 million and $0.3 million are included in research and development expenses, respectively. As of December 31, 2020, the Company has a $5.7 million liability recorded within Amounts due to Nestlé, current—related party in the condensed consolidated balance sheet. As disclosed in Notes 6 and 8, this amount relates to deferred consideration for the acquisition of PLI and was satisfied with the issuance of shares of Series D-2 convertible preferred stock in January 2021. The Company has an ongoing collaboration with Regents of the University of California, where a former member of its board of directors is employed. During the three and six months ended June 30, 2021, the Company incurred $0.1 million and $0.2 million, respectively, in expense related to this collaboration that was recorded in research and development expenses in the accompanying condensed consolidated statement of operations for the three and six months ended June 30, 2021. During the three and six months ended June 30, 2020, the Company incurred $0.1 million and $0.2 million, respectively, in expense related to this collaboration that was recorded in Loss from discontinued operations in the accompanying condensed consolidated statements of operations for the three and six months ended June 30, 2020. As a result of the PLI spinoff on December 31, 2020, the Company entered into a transition services agreement under which it assumed a $1.1 million liability related to the payout of PLI employee bonuses for the year ended December 31, 2020. This amount is included in the amount payable to PLI in the accompanying condensed consolidated balance sheets. Additionally, pursuant to this agreement, the Company will be providing PLI certain transitional services, including general and administrative, finance and clinical operations support, and PLI is providing the Company with certain transitional services, including providing for the use of facilities under a sublease, in each case for specified monthly service fees. The initial term of the agreement is for one year, subject to earlier termination and extension thereafter. During the three and six months ended June 30, 2021, the Company paid PLI $0.7 million and $2.2 million, respectively, in accordance with the terms of this agreement. |
401(K) Plan
401(K) Plan | 6 Months Ended |
Jun. 30, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
401(K) Plan | 1 1 . Effective January 1, 2018, the Company maintains a defined contribution 401(k) plan available to eligible employees. Employee contributions are voluntary and are determined on an individual basis, limited to the maximum amount allowable under federal tax regulations. The Company, at its discretion, may make certain contributions to the 401(k) plan. Company contributions made during the three months ended June 30, 2021 and 2020 were $0.1 million and $0, respectively. Company contributions made during the six months ended June 30, 2021 and 2020 were $0.1 million and $46,000, respectively. |
COVID-19 Pandemic
COVID-19 Pandemic | 6 Months Ended |
Jun. 30, 2021 | |
Extraordinary And Unusual Items [Abstract] | |
COVID-19 Pandemic | 12. The current COVID-19 pandemic, which is impacting worldwide economic activity, poses the risk that the Company or its employees, contractors, suppliers, and other partners may be prevented from conducting business activities for an indefinite period of time, including due to shutdowns that may be requested or mandated by governmental authorities. The extent to which the COVID-19 pandemic will impact the Company’s business will depend on future developments that are highly uncertain and cannot be predicted at this time. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events On July 8, 2021, the Company voluntarily prepaid the aggregate outstanding principal balance of $7.5 million plus an additional $0.5 million consisting of the prepayment penalty and accrued interest due under the terms of the Oxford Loan. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Use of Estimates | Basis of Presentation and Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) requires management to make estimates and assumptions that impact the reported amounts of assets, liabilities, and expenses and the disclosure of contingent assets and liabilities in the Company’s condensed consolidated financial statements and accompanying notes. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may materially differ from these estimates and assumptions. On December 31, 2020, the Company completed the spinoff of PLI. The results of operations for the three and six months ended June 30, 2020 have been presented as discontinued operations in the accompanying condensed consolidated financial statements in accordance with Accounting Standards Codification (ASC) 205-20, Presentation of Financial Statements—Discontinued Operations consolidated financial statements relates to continuing operations (see Note 6 for additional information on discontinued operations). On an ongoing basis, management evaluates its estimates, primarily related to revenue recognition, stock-based compensation, accrued research and development costs, and for periods prior to its IPO, the fair value of common stock, the fair value of the convertible preferred stock, and the fair value of the preferred stock purchase right liability. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Estimates relating to the valuation of stock require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The unaudited financial statements at June 30, 2021, and for the three and six months ended June 30, 2021 and 2020, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (SEC), and with GAAP applicable to interim financial statements. These unaudited financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of only normal recurring accruals, which in the opinion of management are necessary to present fairly the Company’s financial position as of the interim date and results of operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year or future periods. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ materially from those estimates. These unaudited financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2020, included in the Prospectus dated March 11, 2021 filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, with the SEC on March 12, 2021. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and until December 31, 2020, the date at which the spinoff was completed, its wholly-owned subsidiary, PLI, and have been prepared in conformity with GAAP. All intercompany accounts and transactions have been eliminated in consolidation. |
Segment Reporting | Segment Reporting The Company’s Chief Executive Officer, who is considered to be the chief operating decision maker (CODM), reviews financial information presented on a consolidated basis, accompanied by information about operating segments for purposes of making operating decisions and assessing financial performance. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the CODM in deciding how to allocate resources and in assessing performance. Prior to the spinoff of PLI in December 2020, the Company determined its operating segments to be the therapeutics and diagnostic services businesses. The therapeutics business derives substantially all of its revenue from collaboration agreements and devotes all of its efforts to development of product candidates and companion diagnostics in the IBD space. The diagnostic services business, which is recorded as discontinued operations, derived its revenue from diagnostic services in the IBD space generated from the conduct of laboratory developed tests. Since the spinoff, the Company has operated solely within the therapeutics segment. The Company operates solely in the United States. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. The cash and cash equivalents balance at June 30, 2021 and December 31, 2020 represents cash in readily available checking and money market accounts. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentration of credit risk, consist primarily of cash, cash equivalents, and accounts receivable. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. Management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. |
Deferred Financing Costs | Deferred Financing Costs At December 31, 2020, f inancing costs, consisting of legal, accounting, printer and filing fees related to the Company’s IPO, totaled $1.7 million. Upon the completion of the IPO in March 2021, all of these expenses were offset against the proceeds from the IPO. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers To date, all of the Company’s collaboration revenue has been derived from its collaboration agreement with Millennium Pharmaceuticals, Inc., a subsidiary of Takeda Pharmaceutical Company Limited (collectively, Takeda) and its collaboration agreement with Dr. Falk Pharma GmbH as described in Note 5. The terms of these arrangements include the following types of payments to the Company: non-refundable, up-front license fees; development, regulatory and commercial milestone payments; payments for research and development services provided by the Company; and royalties on net sales of licensed products. At the initiation of an agreement, the Company analyzes whether each unit of account results in a contract with a customer under ASC 606 or in an arrangement with a collaborator subject to guidance under ASC 808, Collaborative Arrangements The Company considers a variety of factors in determining the appropriate estimates and assumptions under these arrangements, such as whether the elements are distinct performance obligations, whether there are observable stand-alone prices, and whether any licenses are functional or symbolic. The Company evaluates each performance obligation to determine if it can be satisfied and recognized as revenue at a point in time or over time. Typically, license fees, non-refundable upfront fees, and funding of research activities are considered fixed, while milestone payments are identified as variable consideration which must be evaluated to determine if it is constrained and, therefore, excluded from the transaction price. The Company estimates the amount of variable consideration using the most likely amount, as milestone payments typically only have two possible outcomes. The Company recognizes revenue for sales-based royalty promised in exchange for the license of intellectual property only when the subsequent sale occurs. The Company may allocate transaction price using a number of methods including estimating standalone selling price of performance obligations and using the residual approach when the standalone selling price of the license is highly variable or uncertain, and observable standalone selling prices exist for the other goods or services promised in the contract. The Company receives payments from its collaborators based on terms established in each contract. Upfront payments and other payments may require deferral of revenue recognition to a future period until the Company is unconditional. The Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the payment by the customer is akin to a deposit for research and development services. |
Research and Development and Clinical Trial Accruals | Research and Development and Clinical Trial Accruals Research and development costs are charged to expense as incurred. Research and development expenses include certain payroll and personnel expenses, laboratory supplies, consulting costs, external contract research and development expenses, and allocated overhead, including rent, equipment depreciation and utilities. Advance payments for goods or services for future research and development activities are deferred and expensed as the goods are delivered or the related services are performed. The Company estimates preclinical studies and clinical trial expenses based on the services performed pursuant to contracts with research institutions and clinical research organizations that conduct and manage preclinical studies and clinical trials on the Company’s behalf. In addition, clinical study and trial materials are manufactured by contract manufacturing organizations. In accruing for these services, the Company estimates the time period over which services will be performed and the level of effort to be expended in each period. These estimates are based on communications with the third-party service providers and the Company’s estimates of accrued expenses and on information available at each balance sheet date. If the actual timing of the performance of services or the level of effort varies from the estimate, the Company will adjust the accrual accordingly. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. |
Stock-Based Compensation | Stock-Based Compensation The Company expenses stock-based compensation to employees and non-employees over the requisite service period (usually the vesting period) on a straight-line basis, net of actual forfeitures during the period, based on the estimated grant-date fair value of the awards. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. |
Valuation of Common Stock | Valuation of Common Stock Prior to the IPO, given the absence of a public trading market for the Company’s common stock, its board of directors exercised their judgment and considered a number of objective and subjective factors to determine the best estimate of the fair value of the Company’s common stock, such as: contemporaneous valuations performed by independent third-party specialists, its stage of development, including the status of its research and development efforts of its product candidates, the material risks related to its businesses and industry, its results of operations before discontinued operations and financial position, including its levels of capital resources, the prices at which its sold shares of its convertible preferred stock, the rights, preferences and privileges of its convertible preferred stock relative to those of its common stock, the conditions in the biotechnology industry and the economy in general, the stock price performance and volatility of comparable life sciences public companies, as well as recently completed mergers and acquisitions of peer companies, the likelihood of achieving a liquidity event for the holders of its common stock or convertible preferred stock, such as an IPO or a sale of the Company given prevailing market conditions, trends and developments in its industry, external market conditions affecting the life sciences and biotechnology sectors, and the lack of liquidity of its common stock, among other factors. After the completion of the IPO, the fair value of each share of common stock is based on the closing price of the Company’s common stock as reported by Nasdaq. |
Preferred Stock Purchase Right Liabilities | Preferred Stock Purchase Right Liabilities From time to time, the Company enters into convertible preferred stock financings where, in addition to the initial closing, investors agree to buy, and the Company agrees to sell, additional shares of that convertible preferred stock at a fixed price in the event that certain conditions are met or agreed upon milestones are achieved. The Company evaluates this purchase right and assesses whether it meets the definition of a freestanding instrument and, if so, determines the fair value of the purchase right liability and records it on the balance sheet with the remainder of the proceeds raised allocated to convertible preferred stock. The preferred stock purchase right liability is revalued at each reporting period with changes in the fair value of the liability recorded as change in fair value of preferred stock purchase right liability in the statements of operations. Upon the issuance of the shares of Series D-2 convertible preferred stock in January 2021, the no longer required liability accounting and the then fair value of the was reclassified into stockholders’ equity. The Company performed the final remeasurement of the preferred stock purchase right liability |
Net Loss Per Share | Net Loss Per Share Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. The Company has excluded 35,369 and 41,654 weighted-average shares subject to repurchase or forfeiture from the weighted-average number of common shares outstanding for the three and six months ended June 30, 2021, respectively, and 185,333 and 200,027 weighted-average shares subject to repurchase or forfeiture from the weighted-average number of common shares outstanding for the three and six months ended June 30, 2020, respectively. Dilutive common stock equivalents are comprised of convertible preferred stock and options outstanding under the Company’s stock option plan. Basic and diluted net loss attributable to common holders per share is presented in conformity with the two- class method required for participating securities as the convertible preferred stock are considered participating securities. The Company’s participating securities do not have a contractual obligation to share in the Company’s losses. As such, the net loss was attributed entirely to common stockholders. Accordingly, for three and six months ended June 30, 2021 and 2020, there is no difference in the number of shares used to calculate basic and diluted shares outstanding. Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): June 30, 2021 2020 Convertible preferred stock outstanding — 9,470,926 Common stock options issued and outstanding 5,190,989 1,538,211 Warrants to purchase common stock 14,884 — Warrants to purchase convertible preferred stock outstanding — 11,250 ESPP shares pending issuance 12,536 — Total 5,218,409 11,020,387 |
Recent Accounting Standards | Recent Accounting Standards From time to time, new accounting standards are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption. In April 2012, the Jump-Start Our Business Startups Act (the JOBS Act) was signed into law. The JOBS Act contains provisions that, among other things, reduce certain reporting requirements for an emerging growth company. As an emerging growth company, the Company may elect to adopt new or revised accounting standards when they become effective for non-public companies, which typically is later than when public companies must adopt the standards. The Company has elected to take advantage of the extended transition period afforded by the JOBS Act and, as a result, will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for emerging growth companies, which are the dates included below. Adoption of New Accounting Standards In February 2016, the FASB issued Accounting Standards Update (ASU) 2016-02, Leases (Topic 842) Leases (Topic 840) The Company made accounting policy elections to exclude leases with terms of 12 months or less from the recognition requirements and to not separate lease and non-lease components. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses: Measurement of credit Losses on Financial Instruments (ASU 2016-13) based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for sale debt securities. The Company early adopted this standard on January 1, 2021 by applying the modified retrospective approach and determined there was no cumulative-effect transition adjustment required to the opening balance of accumulated deficit for the recognition of additional credit losses upon adoption of this standard based on its outstanding accounts receivable, the composition and credit quality of its short-term investments, and current economic conditions as of that date. In August 2020, the FASB issued ASU No. 2020-06, Debt – Debt with Conversion and Other options (Subtopic 470-20) and Derivative and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40). |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Potentially Dilutive Securities Not Included in Calculation of Diluted Net Loss Per Share | Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): June 30, 2021 2020 Convertible preferred stock outstanding — 9,470,926 Common stock options issued and outstanding 5,190,989 1,538,211 Warrants to purchase common stock 14,884 — Warrants to purchase convertible preferred stock outstanding — 11,250 ESPP shares pending issuance 12,536 — Total 5,218,409 11,020,387 |
Fair Value Measurements and F_2
Fair Value Measurements and Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Assumptions Used in Black-Scholes Option Pricing Model | The assumptions used in the Black-Scholes option pricing model to determine the fair value of the convertible preferred stock warrant liability at the date of the IPO and December 31, 2020 were as follows: IPO Date December 31, 2020 Fair value of underlying preferred stock $ 1.90 $ 0.83 Risk-free interest rate 1.70 % 1.70 % Expected volatility 70.00 % 70.00 % Expected term (in years) 9.0 9.2 Expected dividend yield —% —% |
Summary of Activity of Financial Instruments | The following table summarizes the activity of the financial instruments valued using Level 3 inputs (in thousands): Convertible Preferred Stock Warrant Liability Series D Convertible Preferred Stock Purchase Right Liability Balance at December 31, 2020 $ 64 $ 3,900 Change in fair value 105 980 Conversion/Settlement during 2021 (169 ) (4,880 ) Balance at June 30, 2021 $ — $ — |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): June 30, 2021 December 31, 2020 Prepaid research and development 4,806 1,894 Other prepaid expenses 2,177 275 Total $ 6,983 $ 2,169 |
Schedule of Equipment, Net | Equipment, net, consist of the following (in thousands): June 30, 2021 December 31, 2020 Laboratory equipment $ 1,329 $ 572 Office equipment and furniture 24 24 1,353 596 Less accumulated depreciation (244 ) (149 ) Total $ 1,109 $ 447 |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consist of the following (in thousands): June 30, December 31, 2021 2020 Accrued research and development $ 2,076 $ 1,940 Accrued legal expenses 188 490 Unvested early exercise liability 49 67 Accrued other 422 397 Total $ 2,735 $ 2,894 |
Collaboration and License Agr_2
Collaboration and License Agreements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Reconciliation of Deferred Revenue | A reconciliation of deferred revenue related to the Takeda Agreement and the Falk Agreement for the six months ended June 30, 2021 is as follows (in thousands): Takeda Agreement Falk Agreement Total Balance at December 31, 2020 $ 1,710 $ 4,763 $ 6,473 Amounts received in 2021 (150 ) 10,489 10,339 Revenue recognized in 2021 (267 ) (819 ) (1,086 ) Balance at June 30, 2021 $ 1,293 $ 14,433 $ 15,726 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Consolidated Statements of Operations as Discontinued Operations | The major line items constituting the loss of PLI for the three and six months ended June 30, 2020, which are reflected in the accompanying condensed consolidated statements of operations as discontinued operations, are as follows: Three Months Ended June 30, 2020 Six Months Ended June 30, 2020 Diagnostic services revenue $ 7,890 $ 17,940 Operating expenses: Cost of diagnostic services revenue 3,127 6,736 Research and development 1,152 2,808 Sales and marketing 2,178 7,141 General and administrative 2,434 5,844 Restructuring (12 ) 2,274 Amortization of intangible assets 300 600 Total operating expenses 9,179 25,403 Loss from discontinued operations $ (1,289 ) $ (7,463 ) |
Long Term Debt (Tables)
Long Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long Term Debt, Net, Current Portion | As of June 30, 2021, long-term debt, net, current portion, consists of the following (in thousands): Long-term debt $ 7,500 Final payment 300 7,800 Less debt discount (404 ) Long-term debt, net, current portion $ 7,396 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Summary of the Authorized, Issued and Outstanding Shares of Convertible Preferred Stock | The authorized, issued and outstanding shares of convertible preferred stock as of December 31, 2020 consist of the following (in thousands, except share and per share amounts): Shares Authorized Shares Issued and Outstanding Per Share Original Issue Price Liquidation Value Carrying Value Series A 14,979,200 14,979,200 $ 0.50 $ 7,490 $ 7,391 Series B 26,666,667 26,666,667 0.75 20,000 19,901 Series C 53,176,000 53,063,500 1.00 53,064 52,937 Series D-1 66,155,067 66,155,067 0.76 49,933 45,794 Series D-2 94,007,051 — — — — Total 254,983,985 160,864,434 $ 130,487 $ 126,023 |
Summary of Stock Option Activity | The Company’s stock option activity for the six months ended June 30, 2021 is summarized in the following table: Number Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Weighted- Average Grant Date (Fair Value) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2020 2,930,246 $ 2.90 9.3 $ 2,290 Granted 2,402,370 $ 8.11 $ 5.93 Exercised (111,206 ) $ 1.13 Cancelled/forfeited (30,421 ) $ 2.65 Outstanding at June 30, 2021 5,190,989 $ 5.18 8.7 $ 95,946 Vested or expected to vest at June 30, 2021 5,190,989 $ 5.18 8.7 $ 95,946 Exercisable at June 30, 2021 750,367 $ 2.25 6.7 $ 16,669 |
Summary of Grant Date Fair Value of Stock Options | The grant date fair value of stock options was determined using the Black-Scholes option pricing model with the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Risk-free interest rate 1.0 – 1.1% 0.5% 0.6 – 1.1% 0.5 – 1.4% Expected volatility 73.0 – 74.2% 68.1% 73.0 – 95.2% 61.5 – 68.1% Expected term (in years) 5.8 – 6.1 6.1 5.8 – 6.1 6.1 Expected dividend yield —% —% —% —% |
Summary of Activity Unvested Common Stock Issued Pursuant Early Exercise of Stock Options Awards | The following table summarizes the activity of the unvested common stock issued pursuant to an early exercise of stock option awards for the six months ended June 30, 2021: Unvested at beginning of period 54,703 Vested or cancelled during the period (23,784 ) Unvested at end of period 30,919 |
Summary of Stock-based Compensation Expense | The following table summarizes the components of stock-based compensation expense recognized in the accompanying statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Research and development $ 267 $ 16 $ 438 $ 30 General and administrative 936 134 1,557 234 Discontinued operations — 14 — 47 Total stock-based compensation $ 1,203 $ 164 $ 1,995 $ 311 |
Organization - Additional Infor
Organization - Additional Information (Details) $ / shares in Units, $ in Thousands | Mar. 16, 2021USD ($)$ / sharesshares | Mar. 05, 2021 | Mar. 31, 2021shares | Jun. 30, 2021USD ($)shares | Dec. 31, 2020USD ($)shares |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Date of incorporation | Oct. 26, 2016 | ||||
Percentage of spinoff in kind distribution | 100.00% | ||||
Description of reverse stock split | Company effected a one-for-ten reverse stock split of the Company’s common stock | ||||
Reverse stock split, conversion ratio | 0.1 | ||||
Proceeds from sale of common stock in initial public offering | $ | $ 218,500 | ||||
Common stock, shares authorized | 400,000,000 | 400,000,000 | 400,000,000 | 325,000,000 | |
Preferred stock, shares authorized | 40,000,000 | 40,000,000 | 40,000,000 | 0 | |
Accumulated deficit | $ | $ 132,090 | $ 99,146 | |||
Convertible Preferred Stock | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Warrant to purchase of convertible preferred stock | 148,848 | ||||
Common Stock | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Issuance of common stock, shares | 11,500,000 | ||||
Conversion of convertible preferred stock into common stock at initial public offering, shares | 25,485,955 | ||||
Common Stock | Convertible Preferred Stock | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Conversion of convertible preferred stock into common stock at initial public offering, shares | 25,485,955 | ||||
Common Stock | Convertible Preferred Stock Warrant Liability | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Conversion of convertible preferred stock into common stock at initial public offering, shares | 14,884 | ||||
IPO | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Issuance of common stock, shares | 11,500,000 | ||||
Common stock price per share | $ / shares | $ 19 | ||||
Gross proceeds from issuance initial public offering | $ | $ 218,500 | ||||
Proceeds from sale of common stock in initial public offering | $ | 199,800 | ||||
Payments of underwriting discounts and commissions | $ | 15,300 | ||||
Offering-related transaction costs | $ | $ 3,400 | ||||
Underwriters | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Issuance of common stock, shares | 1,500,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred financing costs | $ 1.7 | ||||
Weighted-average shares subject to repurchase or forfeiture | 35,369 | 185,333 | 41,654 | 200,027 | |
ASU 2016-02 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Change in accounting principle, accounting standards update, adopted | true | true | |||
Change in accounting principle, accounting standards update, early adoption | true | true | |||
Change in accounting principle, accounting standards update, adoption date | Jan. 1, 2021 | Jan. 1, 2021 | |||
ASU 2016-13 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Change in accounting principle, accounting standards update, adopted | true | true | |||
Change in accounting principle, accounting standards update, early adoption | true | true | |||
Change in accounting principle, accounting standards update, adoption date | Jan. 1, 2021 | Jan. 1, 2021 | |||
ASU 2020-06 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Change in accounting principle, accounting standards update, adopted | true | true | |||
Change in accounting principle, accounting standards update, early adoption | true | true | |||
Change in accounting principle, accounting standards update, adoption date | Jan. 1, 2021 | Jan. 1, 2021 | |||
Change in accounting principle, accounting standards update, immaterial effect | true | true | |||
Series D-2 Convertible Preferred Stock | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Change in fair value into other income (expense) | $ 1 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Potentially Dilutive Securities Not Included in Calculation of Diluted Net Loss Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 5,218,409 | 11,020,387 |
Convertible Preferred Stock Outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 9,470,926 | |
Common Stock Options Issued and Outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 5,190,989 | 1,538,211 |
Warrants to Purchase Common Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 14,884 | |
Warrants to Purchase Convertible Preferred Stock Outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 11,250 | |
ESPP Shares Pending Issuance | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total | 12,536 |
Fair Value Measurements and F_3
Fair Value Measurements and Fair Value of Financial Instruments - Additional Information (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |||||
Transfers within Level 3 hierarchy | $ 0 | $ 0 | $ 0 | $ 0 | |
Level 3 liabilities | $ 0 | 0 | |||
Change in fair value | $ 1,000,000 | ||||
Expected Risk-Free Rate | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |||||
Measurement input | 0.0009 | ||||
Probability of Tranche | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |||||
Measurement input | 0.800 | ||||
Expected Volatility | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |||||
Measurement input | 0.800 |
Fair Value Measurements and F_4
Fair Value Measurements and Fair Value of Financial Instruments - Summary of Assumptions Used in Black-Scholes Option Pricing Model (Details) | Mar. 16, 2021$ / shares | Dec. 31, 2020$ / shares |
Convertible Preferred Stock Warrant Liability | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Fair value of underlying preferred stock | $ 1.90 | $ 0.83 |
Expected Risk-Free Rate | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 0.0009 | |
Expected Risk-Free Rate | Convertible Preferred Stock Warrant Liability | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 0.0170 | 0.0170 |
Expected Volatility | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 0.800 | |
Expected Volatility | Convertible Preferred Stock Warrant Liability | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 0.7000 | 0.7000 |
Expected Term | Convertible Preferred Stock Warrant Liability | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Expected term (in years) | 9 years | 9 years 2 months 12 days |
Fair Value Measurements and F_5
Fair Value Measurements and Fair Value of Financial Instruments - Summary of Activity of Financial Instruments (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Change in fair value | $ 1,000 |
Balance at June 30, 2021 | 0 |
Convertible Preferred Stock Warrant Liability | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance at December 31, 2020 | 64 |
Change in fair value | 105 |
Conversion/Settlement during 2021 | (169) |
Balance at June 30, 2021 | 0 |
Series D Convertible Preferred Stock Warrant Liability | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance at December 31, 2020 | 3,900 |
Change in fair value | 980 |
Conversion/Settlement during 2021 | (4,880) |
Balance at June 30, 2021 | $ 0 |
Balance Sheet Details - Schedul
Balance Sheet Details - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Prepaid research and development | $ 4,806 | $ 1,894 |
Other prepaid expenses | 2,177 | 275 |
Total | $ 6,983 | $ 2,169 |
Balance Sheet Details - Sched_2
Balance Sheet Details - Schedule of Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property Plant And Equipment [Line Items] | ||
Equipment, gross | $ 1,353 | $ 596 |
Less accumulated depreciation | (244) | (149) |
Total | 1,109 | 447 |
Laboratory Equipment | ||
Property Plant And Equipment [Line Items] | ||
Equipment, gross | 1,329 | 572 |
Office Equipment and Furniture | ||
Property Plant And Equipment [Line Items] | ||
Equipment, gross | $ 24 | $ 24 |
Balance Sheet Details - Additio
Balance Sheet Details - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | ||||
Depreciation expense | $ 100,000 | $ 27,000 | $ 100,000 | $ 49,000 |
Balance Sheet Details - Sched_3
Balance Sheet Details - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued research and development | $ 2,076 | $ 1,940 |
Accrued legal expenses | 188 | 490 |
Unvested early exercise liability | 49 | 67 |
Accrued other | 422 | 397 |
Total | $ 2,735 | $ 2,894 |
Collaboration and License Agr_3
Collaboration and License Agreements - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2021USD ($)shares | Dec. 31, 2020USD ($)shares | Jul. 31, 2020USD ($)Milestone | Mar. 31, 2019USD ($) | Jun. 30, 2021USD ($)shares | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)shares | Jun. 30, 2020USD ($) | Sep. 30, 2017shares | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Common stock, shares issued | shares | 38,865,986 | 1,768,325 | 38,865,986 | 38,865,986 | |||||
Revenue recognized | $ 1,086,000 | ||||||||
Deferred revenue | $ 15,726,000 | $ 6,473,000 | $ 15,726,000 | 15,726,000 | |||||
Cedars-Sinai Agreement | Cedars-Sinai | Vested Common Stock | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Common stock, shares issued | shares | 257,500 | ||||||||
Cedars-Sinai Agreement | Cedars-Sinai | Unvested Restricted Common Stock | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Common stock, shares issued | shares | 335,000 | ||||||||
Takeda Agreement | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Revenue recognized | 267,000 | ||||||||
Deferred revenue | 1,293,000 | 1,710,000 | 1,293,000 | 1,293,000 | |||||
Takeda Agreement | Takeda | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Collaboration agreement, upfront payment received | $ 1,500,000 | ||||||||
Revenue recognized | 100,000 | $ 200,000 | 300,000 | $ 400,000 | |||||
Deferred revenue | 1,300,000 | 1,700,000 | 1,300,000 | 1,300,000 | |||||
Takeda Agreement | Takeda | Maximum | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Development and regulatory milestone payments receivable | 47,900,000 | ||||||||
Commercial milestone payments receivable | 25,000,000 | ||||||||
Sales milestone payments receivable | $ 75,000,000 | ||||||||
Falk Agreement | Falk | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Revenue recognized | 300,000 | 819,000 | |||||||
Deferred revenue | 14,433,000 | 4,763,000 | $ 14,433,000 | $ 14,433,000 | |||||
Collaboration agreement, upfront payment received upon agreement execution | $ 2,500,000 | ||||||||
Number of subsequent pre-clinical development milestone payments received | Milestone | 2 | ||||||||
Collaboration agreement, pre-clinical development milestone payment received upon finalization of development plan | $ 2,500,000 | ||||||||
Collaboration agreement, pre-clinical development milestone payment received upon clinical candidate selected | $ 10,000,000 | ||||||||
Collaboration agreement additional pre-clinical development milestone payment eligible to receive | $ 5,000,000 | ||||||||
Funding percentage third-party development costs set forth in development plan | 25.00% |
Collaboration and License Agr_4
Collaboration and License Agreements - Additional Information (Details1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-07-01 $ in Millions | Jun. 30, 2021USD ($) |
Takeda Agreement | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 6 months |
Revenue, remaining performance obligation expected to be recognized amount | $ 0.3 |
Takeda Agreement | Takeda | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 4 years |
Falk Agreement | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 6 months |
Revenue, remaining performance obligation expected to be recognized amount | $ 0.7 |
Falk Agreement | Falk | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 7 years |
Collaboration and License Agr_5
Collaboration and License Agreements - Schedule of Reconciliation of Deferred Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||
Balance at December 31, 2020 | $ 6,473 | |
Amounts received in 2021 | 10,339 | |
Revenue recognized in 2021 | (1,086) | |
Balance at June 30, 2021 | $ 15,726 | 15,726 |
Takeda Agreement | ||
Disaggregation Of Revenue [Line Items] | ||
Balance at December 31, 2020 | 1,710 | |
Amounts received in 2021 | (150) | |
Revenue recognized in 2021 | (267) | |
Balance at June 30, 2021 | 1,293 | 1,293 |
Falk Agreement | Falk | ||
Disaggregation Of Revenue [Line Items] | ||
Balance at December 31, 2020 | 4,763 | |
Amounts received in 2021 | 10,489 | |
Revenue recognized in 2021 | (300) | (819) |
Balance at June 30, 2021 | $ 14,433 | $ 14,433 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Details) $ in Thousands | Jun. 30, 2019USD ($)shares | Jan. 31, 2021USD ($)shares | Oct. 31, 2020USD ($)shares | Jun. 30, 2020USD ($)shares | Dec. 31, 2020USD ($)ft² | Jun. 30, 2021USD ($) |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Amounts due to Nestlé, current—related party | $ 5,675 | |||||
PLI | Spinoff | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Discontinued operation distribution of interest, percentage | 100.00% | |||||
Area of Space Leased | ft² | 40,000 | |||||
Term of sublease | 1 year | |||||
PLI | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Percentage of voting interest acquired | 100.00% | |||||
Total consideration | $ 31,700 | |||||
Business acquisition, deferred cash payment | 15,000 | $ 3,800 | $ 5,000 | |||
Business acquisition, deferred cash payment due on June 30, 2020 | 5,000 | |||||
Business acquisition, deferred cash payment due on June 30, 2021 | 10,000 | |||||
Acquisition-related contingent consideration | $ 3,500 | |||||
Percentage of discount rate on interest component | 12.00% | |||||
Amounts due to Nestlé, current—related party | $ 5,700 | $ 0 | ||||
PLI | Series C Convertible Preferred Stock | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Business acquisition, number of shares issued | shares | 16,500,000 | |||||
Business acquisition, number of shares issued with fair value | $ 16,500 | |||||
Acquisition-related contingent consideration shares | shares | 3,500,000 | |||||
Business acquisition deferred cash payment converted to shares of convertible preferred stock | shares | 5,000,000 | |||||
PLI | Series D Convertible Preferred Stock | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Business acquisition deferred cash payment converted to shares of convertible preferred stock | shares | 5,088,851 | |||||
PLI | Series D-2 Convertible Preferred Stock | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Business acquisition, number of shares issued | shares | 7,219,560 | |||||
Business acquisition, deferred cash payment | $ 6,100 | |||||
Business acquisition deferred cash payment converted to shares of convertible preferred stock | shares | 7,219,560 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Consolidated Statements of Operations as Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Operating expenses: | ||
Loss from discontinued operations | $ (1,289) | $ (7,463) |
PLI | Spinoff | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Diagnostic services revenue | 7,890 | 17,940 |
Operating expenses: | ||
Cost of diagnostic services revenue | 3,127 | 6,736 |
Research and development | 1,152 | 2,808 |
Sales and marketing | 2,178 | 7,141 |
General and administrative | 2,434 | 5,844 |
Restructuring | (12) | 2,274 |
Amortization of intangible assets | 300 | 600 |
Total operating expenses | 9,179 | 25,403 |
Loss from discontinued operations | $ (1,289) | $ (7,463) |
Long Term Debt - Schedule of Lo
Long Term Debt - Schedule of Long Term Debt, Net, Current Portion (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Debt Disclosure [Abstract] | |
Long-term debt | $ 7,500 |
Final payment | 300 |
Long-term debt including final payment | 7,800 |
Less debt discount | (404) |
Long-term debt, net, current portion | $ 7,396 |
Long Term Debt - Additional Inf
Long Term Debt - Additional Information (Details) - USD ($) | Jul. 08, 2021 | Mar. 16, 2021 | Jan. 31, 2020 | Jun. 30, 2021 |
Debt Instrument [Line Items] | ||||
Long term debt, amount drawn upon execution of agreement | $ 7,500,000 | |||
Oxford Finance LLC | ||||
Debt Instrument [Line Items] | ||||
Long term debt, maximum borrowing amount | $ 25,000,000 | |||
Long term debt, amount drawn upon execution of agreement | $ 7,500,000 | |||
Interest rate | 2.01% | |||
Additional interest rate | 5.98% | |||
Debt instrument minimum annual interest rate | 7.99% | |||
Percentage of final payment equal to original principal amount borrowed | 4.00% | |||
Percentage of future amount to be funded | 3.00% | |||
Long term debt available for borrowing | $ 0 | |||
Oxford Finance LLC | Subsequent Event | ||||
Debt Instrument [Line Items] | ||||
Prepayment of outstanding principal balance | $ 7,500,000 | |||
Prepayment penalty and accrued interest | $ 500,000 | |||
Oxford Finance LLC | Series C Convertible Preferred Stock | ||||
Debt Instrument [Line Items] | ||||
Warrant to purchase of convertible preferred stock | 112,500 | |||
Exercise price of warrants | $ 7.558 | $ 1 | ||
Warrants term | 10 years | |||
Conversion of convertible preferred stock into common stock at initial public offering, shares | 14,884 | |||
Fair value of warrant, debt issuance cost and final payment | $ 600,000 |
Stockholders' Equity (Deficit_2
Stockholders' Equity (Deficit) - Additional Information (Details) - USD ($) | Mar. 16, 2021 | Feb. 28, 2021 | Jan. 31, 2021 | Oct. 31, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2017 | Dec. 31, 2020 |
Class Of Stock [Line Items] | ||||||||||||
Common stock, shares authorized | 400,000,000 | 400,000,000 | 400,000,000 | 400,000,000 | 325,000,000 | |||||||
Preferred stock, shares authorized | 40,000,000 | 40,000,000 | 40,000,000 | 40,000,000 | 0 | |||||||
Net cash proceeds from sale of convertible preferred stock | $ 73,749,000 | $ 27,991,000 | ||||||||||
Total intrinsic value of options exercised | $ 1,200,000 | $ 48,000 | 1,300,000 | 100,000 | ||||||||
Total intrinsic value of options vested | 2,000,000 | $ 100,000 | $ 4,300,000 | $ 100,000 | ||||||||
Unvested shares early exercised option right to repurchase shares vesting period | 4 years | |||||||||||
Early exercise liability | 49,000 | $ 49,000 | $ 100,000 | |||||||||
Unrecognized compensation cost related to unvested stock-based awards | 16,300,000 | $ 16,300,000 | ||||||||||
Unrecognized compensation cost is expected to be recognized over a weighted average period | 3 years 4 months 24 days | |||||||||||
2021 Employee Stock Purchase Plan | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Common stock reserved for issuance | 360,000 | |||||||||||
Annually increase amount equal to lessor of percentage of shares of common stock outstanding on the final day of the immediately preceding calendar year | 1.00% | |||||||||||
Participants to purchase common stock through payroll deductions maximum percentage of eligible compensation | 20.00% | |||||||||||
Shares issued | 0 | |||||||||||
Outstanding liability related to employee contributions for shares pending issuance | $ 200,000 | $ 200,000 | ||||||||||
2017 Equity Incentive Plan | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Common stock reserved for issuance | 5,524,354 | |||||||||||
Maximum options granted period | 10 years | |||||||||||
Award subject to continuous service | 36 months | |||||||||||
2017 Equity Incentive Plan | Tranche One | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Percentage of award vested | 25.00% | |||||||||||
Award vesting period | 1 year | |||||||||||
2021 Incentive Award Plan | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Common stock, shares available for grant | 3,600,000 | 3,326,085 | 3,326,085 | |||||||||
Annually increase amount equal to lessor of percentage of shares of common stock outstanding on the final day of the immediately preceding calendar year | 5.00% | |||||||||||
Convertible Preferred Stock | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Warrant to purchase of convertible preferred stock | 148,848 | |||||||||||
Series C Convertible Preferred Stock | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Convertible preferred stock, shares sold | 28,063,500 | |||||||||||
Net cash proceeds from sale of convertible preferred stock | $ 28,000,000 | |||||||||||
Series D-1 Convertible Preferred Stock | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Convertible preferred stock, shares sold | 61,066,216 | |||||||||||
Net cash proceeds from sale of convertible preferred stock | $ 46,200,000 | |||||||||||
Shares issued, price per share | $ 0.7558 | |||||||||||
Convertible preferred stock issued for deferred purchase price obligation, shares | 5,088,851 | |||||||||||
Convertible preferred stock, shares issued for deferred purchase price obligation, value | $ 3,800,000 | |||||||||||
Issuance of Series D-2 convertible preferred stock for settlement of deferred purchase price | 5,088,851 | |||||||||||
Issuance of Series D-2 convertible preferred stock for settlement of deferred purchase price | $ 3,800,000 | |||||||||||
Series D-2 Convertible Preferred Stock | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Convertible preferred stock, shares sold | 93,995,300 | 94,007,051 | 86,775,740 | |||||||||
Shares issued, price per share | $ 0.8510 | |||||||||||
Convertible preferred stock issued for deferred purchase price obligation, shares | 7,219,560 | 7,231,311 | 7,219,560 | |||||||||
Convertible preferred stock, shares issued for deferred purchase price obligation, value | $ 6,100,000 | $ 6,200,000 | $ 6,144,000 | |||||||||
Issuance of Series D-2 convertible preferred stock for settlement of deferred purchase price | 7,219,560 | 7,231,311 | 7,219,560 | |||||||||
Issuance of Series D-2 convertible preferred stock for settlement of deferred purchase price | $ 6,100,000 | $ 6,200,000 | $ 6,144,000 | |||||||||
Change in fair value of preferred stock purchase right liability | $ 1,000,000 | $ 1,000,000 | ||||||||||
Series D Convertible Preferred Stock | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Fair value of preferred stock purchase right liability | $ 3,900,000 | |||||||||||
Common Stock | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Conversion of convertible preferred stock into common stock at initial public offering, shares | 25,485,955 | |||||||||||
Common Stock | Convertible Preferred Stock | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Conversion of convertible preferred stock into common stock at initial public offering, shares | 25,485,955 | |||||||||||
Common Stock | Convertible Preferred Stock Warrant Liability | ||||||||||||
Class Of Stock [Line Items] | ||||||||||||
Conversion of convertible preferred stock into common stock at initial public offering, shares | 14,884 |
Stockholders' Equity (Deficit_3
Stockholders' Equity (Deficit) - Summary of the Authorized, Issued and Outstanding Shares of Convertible Preferred Stock (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Temporary Equity [Line Items] | ||
Shares Authorized | 0 | 254,983,985 |
Shares Issued and Outstanding | 160,864,434 | |
Per Share Original Issue Price | $ 0.0001 | $ 0.0001 |
Liquidation Value | $ 0 | $ 130,487,000 |
Carrying Value | $ 126,023,000 | |
Series A | ||
Temporary Equity [Line Items] | ||
Shares Authorized | 14,979,200 | |
Shares Issued and Outstanding | 14,979,200 | |
Per Share Original Issue Price | $ 0.50 | |
Liquidation Value | $ 7,490,000 | |
Carrying Value | $ 7,391,000 | |
Series B | ||
Temporary Equity [Line Items] | ||
Shares Authorized | 26,666,667 | |
Shares Issued and Outstanding | 26,666,667 | |
Per Share Original Issue Price | $ 0.75 | |
Liquidation Value | $ 20,000,000 | |
Carrying Value | $ 19,901,000 | |
Series C | ||
Temporary Equity [Line Items] | ||
Shares Authorized | 53,176,000 | |
Shares Issued and Outstanding | 53,063,500 | |
Per Share Original Issue Price | $ 1 | |
Liquidation Value | $ 53,064,000 | |
Carrying Value | $ 52,937,000 | |
Series D-1 | ||
Temporary Equity [Line Items] | ||
Shares Authorized | 66,155,067 | |
Shares Issued and Outstanding | 66,155,067 | |
Per Share Original Issue Price | $ 0.76 | |
Liquidation Value | $ 49,933,000 | |
Carrying Value | $ 45,794,000 | |
Series D-2 | ||
Temporary Equity [Line Items] | ||
Shares Authorized | 94,007,051 |
Stockholders' Equity (Deficit_4
Stockholders' Equity (Deficit) - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | |
Equity [Abstract] | ||
Number of shares, Outstanding at December 31, 2020 | shares | 2,930,246 | |
Number of shares, Granted | shares | 2,402,370 | |
Number of shares, Exercised | shares | (111,206) | |
Number of shares, Cancelled/forfeited | shares | (30,421) | |
Number of shares, Outstanding at June 30, 2021 | shares | 5,190,989 | 2,930,246 |
Number of shares, Vested or expected to vest at June 30, 2021 | shares | 5,190,989 | |
Number of shares, Exercisable at June 30, 2021 | shares | 750,367 | |
Weighted Average Exercise Price, Outstanding at December 31, 2020 | $ 2.90 | |
Weighted Average Exercise Price, Granted | 8.11 | |
Weighted Average Exercise Price, Exercised | 1.13 | |
Weighted Average Exercise Price, Cancelled/forfeited | 2.65 | |
Weighted Average Exercise Price, Outstanding at June 30, 2021 | 5.18 | $ 2.90 |
Weighted Average Exercise Price, Vested or expected to vest at June 30, 2021 | 5.18 | |
Weighted Average Exercise Price, Exercisable at June 30, 2021 | $ 2.25 | |
Weighted Average Remaining Contractual Terms (in Years), Outstanding | 8 years 8 months 12 days | 9 years 3 months 18 days |
Weighted Average Remaining Contractual Terms (in Years), Vested or excepted to vest at June 30, 2021 | 8 years 8 months 12 days | |
Weighted Average Remaining Contractual Terms (in Years), Exercisable at June 30, 2021 | 6 years 8 months 12 days | |
Weighted Average Grant Date (Fair Value), Granted | $ 5.93 | |
Aggregate Intrinsic Value, Outstanding | $ | $ 95,946 | $ 2,290 |
Aggregate Intrinsic Value, Vested or excepted to vest at June 30, 2021 | $ | 95,946 | |
Aggregate Intrinsic Value, Exercisable at June 30, 2021 | $ | $ 16,669 |
Stockholders' Equity (Deficit_5
Stockholders' Equity (Deficit) - Summary of Grant Date Fair Value of Stock Options (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Risk-free interest rate | 0.50% | |||
Risk-free interest rate, Minimum | 1.00% | 0.60% | 0.50% | |
Risk-free interest rate, Maximum | 1.10% | 1.10% | 1.40% | |
Expected volatility | 68.10% | |||
Expected volatility, Minimum | 73.00% | 73.00% | 61.50% | |
Expected volatility, Maximum | 74.20% | 95.20% | 68.10% | |
Expected term (in years) | 6 years 1 month 6 days | 6 years 1 month 6 days | ||
Minimum [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term (in years) | 5 years 9 months 18 days | 5 years 9 months 18 days | ||
Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term (in years) | 6 years 1 month 6 days | 6 years 1 month 6 days |
Stockholders' Equity (Deficit_6
Stockholders' Equity (Deficit) - Summary of Activity Unvested Common Stock Issued Pursuant Early Exercise of Stock Options Awards (Details) | 6 Months Ended |
Jun. 30, 2021shares | |
Equity [Abstract] | |
Unvested at beginning of period | 54,703 |
Vested or cancelled during the period | (23,784) |
Unvested at end of period | 30,919 |
Stockholders' Equity (Deficit_7
Stockholders' Equity (Deficit) - Summary of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 1,203 | $ 164 | $ 1,995 | $ 311 |
Research and Development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | 267 | 16 | 438 | 30 |
General and Administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 936 | 134 | $ 1,557 | 234 |
Discontinued Operations | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation | $ 14 | $ 47 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | Dec. 31, 2020USD ($)ft² | Mar. 31, 2021USD ($) | Jun. 30, 2021USD ($) | Dec. 31, 2020USD ($)ft² |
Commitments and Contingencies [Line Items] | ||||
Indemnification claims | $ 0 | |||
Accrued indemnification | 0 | |||
Office and Laboratory Space, San Diego | ||||
Commitments and Contingencies [Line Items] | ||||
Initial lease term | 10 years | |||
Option to extend additional lease term | 5 years | |||
Approximate monthly rental payment proceeds from lease | $ 200,000 | |||
Tenant improvement allowance | 200,000 | |||
Operating lease right-of-use asset | 0 | |||
Operating lease liability | 0 | |||
Office and Laboratory Space, San Diego | Maximum | ||||
Commitments and Contingencies [Line Items] | ||||
Tenant improvement allowance | $ 6,300,000 | |||
PLI | ||||
Commitments and Contingencies [Line Items] | ||||
Area of Land | ft² | 40,000 | 40,000 | ||
Sublease agreement term | 1 year | |||
Monthly payment | $ 80,000 | |||
Remaining payment obligations | $ 500,000 | $ 1,000,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jan. 31, 2021shares | Jun. 30, 2021USD ($)Employee$ / sharesshares | Jun. 30, 2020USD ($)Employee | Jun. 30, 2021USD ($)Employee$ / sharesshares | Jun. 30, 2020USD ($)Employee | Dec. 31, 2020USD ($)$ / sharesshares | Sep. 30, 2017$ / sharesshares | |
Related Party Transaction [Line Items] | |||||||
Common stock, shares issued | shares | 38,865,986 | 38,865,986 | 1,768,325 | ||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Number of employees | Employee | 1 | 2 | 1 | 2 | |||
Compensation related expense | $ 300 | $ 500 | |||||
Amounts due to Nestlé, current—related party | $ 5,675 | ||||||
Payment for collaboration expense | $ 100 | 100 | $ 200 | 200 | |||
PLI | |||||||
Related Party Transaction [Line Items] | |||||||
Amounts due to Nestlé, current—related party | 0 | 0 | 5,700 | ||||
PLI | Series D-2 Convertible Preferred Stock | |||||||
Related Party Transaction [Line Items] | |||||||
Business acquisition, number of shares issued | shares | 7,219,560 | ||||||
General and Administrative | |||||||
Related Party Transaction [Line Items] | |||||||
Compensation related expense | 200 | 200 | |||||
Research and Development | |||||||
Related Party Transaction [Line Items] | |||||||
Compensation related expense | 200 | $ 100 | 300 | $ 300 | |||
Nestle | |||||||
Related Party Transaction [Line Items] | |||||||
Amounts due to Nestlé, current—related party | 5,700 | ||||||
Cedars-Sinai Agreement | Vested Common Stock | Cedars-Sinai | |||||||
Related Party Transaction [Line Items] | |||||||
Common stock, shares issued | shares | 257,500 | ||||||
Common stock, par value | $ / shares | $ 0.0001 | ||||||
Cedars-Sinai Agreement | Unvested Restricted Common Stock | Cedars-Sinai | |||||||
Related Party Transaction [Line Items] | |||||||
Common stock, shares issued | shares | 335,000 | ||||||
Unvested restricted common stock shares par value | $ / shares | $ 0.0001 | ||||||
Transition Services Agreement | |||||||
Related Party Transaction [Line Items] | |||||||
Payment for terms of agreement | $ 700 | $ 2,200 | |||||
Transition Services Agreement | PLI Spinoff | |||||||
Related Party Transaction [Line Items] | |||||||
Payout bonus liability | $ 1,100 | ||||||
Initial term of agreement | 1 year |
401(K) Plan - Additional Inform
401(K) Plan - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Compensation And Retirement Disclosure [Abstract] | ||||
Company contribution to 401(k) plan | $ 100,000 | $ 0 | $ 100,000 | $ 46,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - Oxford Finance LLC $ in Millions | Jul. 08, 2021USD ($) |
Subsequent Event [Line Items] | |
Prepayment of outstanding principal balance | $ 7.5 |
Prepayment penalty and accrued interest | $ 0.5 |