Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 09, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Amendment Flag | false | |
Entity Central Index Key | 0001733257 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Period End Date | Mar. 31, 2022 | |
Entity File Number | 001-40227 | |
Entity Registrant Name | FINCH THERAPEUTICS GROUP, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-3433558 | |
Entity Address, Address Line One | 200 Inner Belt Road | |
Entity Address, Address Line Two | Suite 400 | |
Entity Address, City or Town | Somerville | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02143 | |
City Area Code | 617 | |
Local Phone Number | 229-6499 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | FNCH | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 47,559,098 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 106,931 | $ 133,481 |
Accounts receivable | 172 | 494 |
Prepaid expenses and other current assets | 15,546 | 8,576 |
Total current assets | 122,649 | 142,551 |
Property and equipment, net | 19,406 | 19,635 |
Operating right-of-use assets | 4,811 | 5,053 |
In-process research and development | 32,900 | 32,900 |
Goodwill | 18,057 | 18,057 |
Restricted cash, non-current | 2,268 | 2,268 |
Other assets | 4,542 | 4,905 |
TOTAL ASSETS | 204,633 | 225,369 |
CURRENT LIABILITIES: | ||
Accounts payable | 4,765 | 3,737 |
Accrued expenses and other current liabilities | 10,874 | 9,925 |
Operating lease liabilities, current | 1,148 | 1,128 |
Total current liabilities | 16,787 | 14,790 |
Deferred tax liability | 3,461 | 3,461 |
Operating lease liabilities, non-current | 4,594 | 4,887 |
Other liabilities | 0 | 7 |
Total liabilities | 24,842 | 23,145 |
COMMITMENTS AND CONTINGENCIES (Note 9) | ||
STOCKHOLDERS’ EQUITY (DEFICIT): | ||
Common stock, $0.001 par value; 200,000,000 shares authorized as of March 31, 2022 and December 31, 2021; 47,532,588 and 47,512,182 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively | 48 | 47 |
Additional paid-in capital | 365,305 | 363,172 |
Accumulated deficit | (185,562) | (160,995) |
Total stockholders' equity | 179,791 | 202,224 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 204,633 | $ 225,369 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares, issued | 47,532,588 | 47,512,182 |
Common stock, shares, outstanding | 47,532,588 | 47,512,182 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
REVENUE: | ||
Total revenue | $ 354 | $ 3,553 |
OPERATING EXPENSES: | ||
Research and development | (15,530) | (12,975) |
General and administrative | (9,404) | (4,552) |
Total operating expenses | (24,934) | (17,527) |
Net loss from operations | (24,580) | (13,974) |
OTHER INCOME (EXPENSE), NET: | ||
Interest income (expense) | 13 | (1) |
Other expense, net | 0 | (6) |
Total other income (expense), net | 13 | (7) |
Loss before income taxes | (24,567) | (13,981) |
Net loss | (24,567) | (13,981) |
Net loss attributable to common stockholders-basic and diluted (Note 15) | $ (24,567) | $ (13,981) |
Net loss per share attributable to common stockholders—basic and diluted | $ (0.52) | $ (1) |
Weighted-average common stock outstanding—basic and diluted | 47,528,948 | 14,033,273 |
Collaboration Revenue | ||
REVENUE: | ||
Total revenue | $ 354 | $ 3,553 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Total | Redeemable Convertible Preferred Stock, $0.001 Par Value, Series A | Redeemable Convertible Preferred Stock, $0.001 Par Value, Series B | Redeemable Convertible Preferred Stock, $0.001 Par Value, Series C | Redeemable Convertible Preferred Stock, $0.001 Par Value, Series D | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Beginning Balance, Shares at Dec. 31, 2020 | 11,596,280 | 5,166,203 | 7,588,254 | 6,902,872 | ||||
Beginning Balance at Dec. 31, 2020 | $ 53,593 | $ 36,336 | $ 53,221 | $ 89,904 | ||||
Beginning Balance, Shares at Dec. 31, 2020 | 8,391,793 | |||||||
Beginning Balance at Dec. 31, 2020 | $ (95,718) | $ 8 | $ 7,109 | $ (102,835) | ||||
Temporary Equity, Conversion of redeemable convertible preferred stock into common stock upon initial public offering, shares | (11,596,280) | (5,166,203) | (7,588,254) | (6,902,872) | ||||
Temporary Equity, Conversion of redeemable convertible preferred stock into common stock upon initial public offering | $ (53,593) | $ (36,336) | $ (53,221) | $ (89,904) | ||||
Conversion of redeemable convertible preferred stock into common stock upon initial public offering, shares | 31,253,609 | |||||||
Conversion of redeemable convertible preferred stock into common stock upon initial public offering | 233,053 | $ 31 | 233,022 | |||||
Initial public offering, net of underwriting discounts, commissions and net of offering costs of $11,786 | 115,714 | $ 8 | 115,706 | |||||
Initial public offering, net of underwriting discounts, commissions and net of offering costs of $11,786 | 7,500,000 | |||||||
Exercise of common stock options | 54 | 54 | ||||||
Exercise of common stock options, Shares | 81,901 | |||||||
Stock-based compensation | 335 | 335 | ||||||
Net loss | (13,981) | (13,981) | ||||||
Ending Balance, Shares at Mar. 31, 2021 | 47,227,303 | |||||||
Ending Balance at Mar. 31, 2021 | 239,457 | $ 47 | 356,226 | (116,816) | ||||
Beginning Balance, Shares at Dec. 31, 2021 | 47,512,182 | |||||||
Beginning Balance at Dec. 31, 2021 | 202,224 | $ 47 | 363,172 | (160,995) | ||||
Exercise of common stock options | 14 | $ 1 | 13 | |||||
Exercise of common stock options, Shares | 20,406 | |||||||
Stock-based compensation | 2,120 | 2,120 | ||||||
Net loss | $ (24,567) | (24,567) | ||||||
Ending Balance, Shares at Mar. 31, 2022 | 0 | |||||||
Ending Balance, Shares at Mar. 31, 2022 | 47,532,588 | |||||||
Ending Balance at Mar. 31, 2022 | $ 179,791 | $ 48 | $ 365,305 | $ (185,562) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2022 | Dec. 31, 2021 | |
Initial Public Offering | |||
Initial public offering costs | $ 11,786 | ||
Redeemable Convertible Preferred Stock, $0.001 Par Value, Series A | |||
Temporary equity, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Redeemable Convertible Preferred Stock, $0.001 Par Value, Series B | |||
Temporary equity, par value | 0.001 | 0.001 | 0.001 |
Redeemable Convertible Preferred Stock, $0.001 Par Value, Series C | |||
Temporary equity, par value | 0.001 | 0.001 | 0.001 |
Redeemable Convertible Preferred Stock, $0.001 Par Value, Series D | |||
Temporary equity, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (24,567) | $ (13,981) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 1,331 | 368 |
Stock-based compensation expense | 2,120 | 335 |
Other non-cash operating lease cost | 242 | 211 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 322 | (1,217) |
Due from related party | 0 | 9 |
Prepaid expenses and other current assets | (6,970) | 2,344 |
Other non-current assets | 363 | 0 |
Accounts payable | 1,093 | 58 |
Accrued expenses and other current liabilities | 693 | (926) |
Due to related party | 0 | 54 |
Deferred revenue | 0 | (2,236) |
Operating lease liabilities | (273) | (233) |
Net cash used in operating activities | (25,646) | (15,214) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (909) | (8,834) |
Proceeds from sale of property and equipment | 0 | 10 |
Net cash used in investing activities | (909) | (8,824) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from initial public offering, net of underwriting discounts, commissions and offering costs | 0 | 118,575 |
Principal payments on finance lease obligation | (9) | (8) |
Proceeds from exercise of stock options, net | 14 | 54 |
Payment of deferred offering costs | 0 | (1,254) |
Net cash provided by financing activities | 5 | 117,367 |
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (26,550) | 93,329 |
Cash, cash equivalents and restricted cash at beginning of period | 135,965 | 99,910 |
Cash, cash equivalents and restricted cash at end of period | 109,415 | 193,239 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 2 | 3 |
Cash paid in connection with operating lease liabilities | 369 | 344 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Property and equipment in accounts payable and accrued liabilities | 574 | 978 |
Conversion of redeemable convertible preferred stock into common stock | 0 | 233,053 |
Operating right-of-use assets obtained in exchange for new operating leases upon adoption of ASC 842 | 0 | 5,965 |
Deferred initial public offering costs in AP and accruals | $ 0 | $ 594 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Mar. 31, 2021 |
Statement of Cash Flows [Abstract] | ||
Cash and cash equivalents | $ 106,931 | $ 193,023 |
Restricted cash | 2,484 | 216 |
Cash, cash equivalents and restricted cash at end of period | $ 109,415 | $ 193,239 |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Basis of Presentation | 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION Business Finch Therapeutics Group, Inc. (the “Company” or “FTG”) was incorporated in 2017 as a Delaware corporation. The Company was formed as a result of a merger and recapitalization of Finch Therapeutics, Inc. (“Finch”) and Crestovo Holdings LLC (“Crestovo”) in September 2017, in which the former owners of Finch and Crestovo were issued equivalent stakes in the newly formed company, FTG. Crestovo was renamed Finch Therapeutics Holdings LLC in November 2020 (“Finch Holdings”). Finch and Finch Holdings are both wholly-owned subsidiaries of FTG. The Company is a clinical-stage microbiome therapeutics company leveraging its Human-First Discovery platform to develop a novel class of orally administered biological drugs. It is developing novel therapeutics designed to deliver missing microbes and their clinically relevant biochemical functions to correct dysbiosis and the diseases that emerge from it. The Company’s Human-First Discovery platform uses reverse translation to identify diseases of dysbiosis and to design microbiome therapeutics that address them. Its lead product candidate, CP101, is an orally administered complete microbiome therapeutic in development for the prevention of recurrent Clostridioides difficile infection ("CDI"). Initial Public Offering On March 18, 2021, the Company completed its initial public offering (“IPO”) in which the Company issued and sold 7,500,000 shares of its common stock at a public offering price of $ 17.00 per share, for aggregate gross proceeds of $ 127.5 million and net proceeds of $ 115.7 million after deducting underwriting discounts and commissions of $ 8.9 million and offering costs of $ 2.9 million. On April 20, 2021, the Company issued 192,877 additional shares of common stock, pursuant to the underwriters’ partial exercise of their overallotment option, at a public offering price of $ 17.00 per share for aggregate gross proceeds of $ 3.3 million and net proceeds of $ 3.0 million after deducting underwriting discounts, commissions and offering costs. In connection with the IPO, the Company’s board of directors (the “Board”) and stockholders approved an amended and restated certificate of incorporation to, among other things, effect a one-for-14.444 reverse stock split of the Company’s issued and outstanding shares of common stock and redeemable convertible preferred stock, as well as to effect a proportional adjustment to the existing conversion ratios for the Company’s redeemable convertible preferred stock. The reverse stock split was effected on March 12, 2021. Accordingly, all share and per share amounts of common stock for all periods presented in the accompanying unaudited interim condensed consolidated financial statements and notes thereto have been retroactively adjusted, where applicable, to reflect this reverse stock split and adjustment of preferred stock conversion ratios. Upon the closing of the IPO, all of the then-outstanding shares of redeemable convertible preferred stock automatically converted into 31,253,609 shares of common stock at the applicable conversion ratio then in effect. Subsequent to the closing of the IPO, there were no shares of convertible preferred stock outstanding. COVID-19 Impact The extent of the impact of the COVID-19 pandemic on the Company’s business, operations and clinical development timelines and plans remains uncertain, and will depend on certain developments, including the duration and spread of the outbreak, including due to the emergence of variants of the virus, and the impact of the ongoing pandemic on clinical trial enrollment, trial sites, contract research organizations, contract manufacturing organizations, and other third parties with which the Company does business, as well as its impact on regulatory authorities and its key scientific and management personnel. While the Company is experiencing limited financial impacts at this time, given the risks and uncertainties associated with the pandemic, the Company’s business, financial condition and results of operations ultimately could be materially adversely affected. The Company continues to closely monitor the COVID-19 pandemic as it evolves its business continuity plans, clinical development plans and response strategy. At this time, it is unknown how long the adverse conditions associated with the COVID-19 pandemic will last and what the complete financial effect will be to the Company. Liquidity and Capital Resources Management believes that the Company’s cash and cash equivalents of $ 106.9 million as of March 31, 2022, will allow the Company to continue its operations for at least the next 12 months from the date these financial statements are issued. In the absence of a significant source of recurring revenue, the continued viability of the Company beyond that point is dependent on its ability to continue to raise additional capital to finance its operations. If the Company is unable to obtain additional funding, the Company may be forced to delay, reduce or eliminate some or all of its research and development ("R&D") programs, product portfolio expansion or commercialization efforts, which could adversely affect its business prospects, or the Company may be unable to continue operations. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements have been prepared by the Company in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and, pursuant to the rules and regulations of Article 10 of Regulation S-X of the Securities Act of 1933, as amended, published by the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes the disclosures are adequate. These unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 31, 2022. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited financial statements. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements contain all adjustments that are necessary for a fair presentation of the Company’s condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021, condensed consolidated statements of operations for the three months ended March 31, 2022 and 2021, condensed consolidated statements of stockholders’ equity (deficit) for the three months ended March 31, 2022 and 2021, and condensed consolidated cash flows for the three months ended March 31, 2022 and 2021. Such adjustments are of a normal and recurring nature. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2022 . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Significant Accounting Policies From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board ("FASB") or other accounting standard setting bodies that the Company adopts as of the specified effective date. Unless otherwise discussed below, the Company does not believe that the adoption of recently issued standards have or may have a material impact on the condensed consolidated statements or disclosures. The significant accounting policies and estimates used in preparation of the unaudited interim condensed consolidated financial statements are described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 31, 2022. There have been no material changes to the Company’s significant accounting policies during the three months ended March 31, 2022. Recently Issued Accounting Pronouncements There have been no new accounting pronouncements or changes to accounting pronouncements that could be expected to materially impact the Company’s unaudited condensed consolidated financial statements during the three months ended March 31, 2022, as compared to the recent accounting pronouncements described in Note 2 of the Company’s condensed consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2021 . |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. FAIR VALUE MEASUREMENTS The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands): DESCRIPTION MARCH 31, QUOTED SIGNIFICANT SIGNIFICANT Asset Money market funds $ 105,712 $ 105,712 $ — $ — Total financial assets $ 105,712 $ 105,712 $ — $ — DESCRIPTION DECEMBER 31, QUOTED SIGNIFICANT SIGNIFICANT Asset Money market funds $ 132,275 $ 132,275 $ — $ — Total financial assets $ 132,275 $ 132,275 $ — $ — There were no transfers between fair value levels during the three months ended March 31, 2022 and the year ended December 31, 2021 . The carrying values of accounts receivable, prepaid expenses, other current assets, accounts payable and accrued expenses approximate their fair values due to the short-term nature of these assets and liabilities. |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 4. PROPERTY AND EQUIPMENT, NET Property and equipment, net consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): MARCH 31, DECEMBER 31, Lab equipment $ 3,978 $ 3,850 Office furniture and fixtures 537 537 Leasehold improvements 13,899 13,894 Construction work-in-progress 1,298 329 Software 4,883 4,883 Computer equipment 367 368 Total $ 24,962 $ 23,861 Less: Accumulated depreciation ( 5,556 ) ( 4,226 ) Property and equipment, net $ 19,406 $ 19,635 Depreciation expense was $ 1.3 million and $ 0.4 million for the three months ended March 31, 2022 and 2021, respectively. As of March 31, 2022 , the Company held $ 2.4 million of software and $ 0.7 million of lab equipment, which was purchased from Microbiome Health Research Institute, Inc., doing business as OpenBiome (“OpenBiome”). During the year ended December 31, 2021 , the Company purchased $ 3.9 million of software, property, and equipment from a related party, under the Asset Purchase Agreement, dated as of November 19, 2020 between the Company and OpenBiome (the “OpenBiome Agreement”). For additional information on the OpenBiome Agreement, see Note 13. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | 5. LEASES The Company adopted Accounting Standards Codification ("ASC") 842, Leases , during the quarter ended December 31, 2021, with an effective date of January 1, 2021, using the modified retrospective approach and utilizing the effective date as its date of initial application. The Company's condensed consolidated financial statements presented for fiscal year 2021 have been adjusted to reflect the impact of adoption of ASC 842 as of the effective date of January 1, 2021. The adoption of this standard resulted in the recognition of operating lease right-of-use assets of $ 5.8 million and current and noncurrent operating lease liabilities of $ 0.9 million and $ 5.9 million, respectively, and the derecognition of deferred rent liabilities and unamortized lease incentives of $ 0.8 million and $ 0.2 million, respectively, on the Company’s Balance Sheets as of January 1, 2021 relating to its office leases in Somerville, Massachusetts. The adoption of this standard did not have a significant impact on the Company’s consolidated Statements of Operations or Statements of Cash Flows as of January 1, 2021. As of March 31, 2021 the adoption of ASC 842 resulted in the recognition of operating lease right-of-use assets of $ 5.8 million and current and noncurrent operating lease liabilities of $ 1.0 million and $ 5.7 million, respectively, and the derecognition of deferred rent liabilities and unamortized lease incentives of $ 0.8 million and $ 0.2 million, respectively, on the Company’s condensed consolidated balance sheet, relating to its office leases in Somerville, Massachusetts. The adoption of ASC 842 for the three months ended March 31, 2021 resulted in an impact to the condensed consolidated statement of cash flows of an increase of $ 0.2 million in other non-cash operating lease cost, a decrease of $ 0.2 million in operating lease liabilities and a net change in both accrued expenses and other liabilities and deferred rent of less than $ 0.1 million, respectively. Additionally, in the supplemental disclosure of cash flow information, the Company recognized $ 0.3 million in cash paid in connection with operating lease liabilities and $ 6.0 million in operating right-of use assets obtained in exchange for new operating leases upon adoption of ASC 842. The adoption of ASC 842 had no material impact to the condensed consolidated statement of operations for the three months ended March 31, 2021. Inner Belt Road Lease In December 2015, the Company entered into a 10-year lease agreement (the "Inner Belt Road Lease") for approximately 25,785 square feet of space for its primary office and laboratory space in Somerville, Massachusetts. The monthly rental payments under the Inner Belt Road Lease, which include base rent charges of $ 0.1 million, are subject to periodic rent increases through September 2026. In July 2016, the Company entered into a 10-year sublease agreement (the "Inner Belt Road Sublease") to share its leased space under the Inner Belt Road Lease with OpenBiome, a related party, as sub-tenant. The Inner Belt Road Sublease provided for an allocation, based on OpenBiome’s proportionate share, of base rent and other expenses under the Inner Belt Road Lease, which was subject to change each year based on headcount and space used. In November 2020, pursuant to the OpenBiome Agreement, the Company and OpenBiome amended the terms of the Inner Belt Road Sublease to provide for a reduction in the size of the subleased premises upon the closing of the OpenBiome Agreement (see Note 13), which occurred on March 1, 2021. The Inner Belt Road Sublease was further amended on January 15, 2021 and June 22, 2021 and terminated on December 31, 2021. The Company's lease expense under the Inner Belt Road Lease was $ 0.3 million for each of the three months ended March 31, 2022 and 2021. The Company recognized sublease income under the sublease to OpenBiome as rent was received over the sublease term. Gross lease income under the sublease to OpenBiome for the three months ended March 31, 2021 was $ 0.1 million and is presented as an offset to lease expense on the condensed consolidated statements of operations. Cherry Street Lease On March 1, 2021, the Company assumed a lease agreement (the “Cherry Street Lease”) in conjunction with the closing of the OpenBiome Agreement. The lease term is from March 2021 through February 2023 . The Company’s lease expense under the Cherry Street Lease for the three months ended March 31, 2022 and 2021 was $ 24,900 and approximately $ 8,000 , respectively. Concord Avenue Lease On May 25, 2021, Finch entered into a lease agreement (the "Concord Avenue Lease") from May 2021 through February 2022 . The Company’s lease expense under the Concord Avenue Lease for the three months ended March 31, 2022 and 2021 was $ 0.1 million and zero, respectively. On August 17, 2021 Finch extended the term of the lease for an additional two-month period through April 2022 and on February 4, 2022, Finch further extended the lease for an additional month through May 2022 . The Concord Avenue Lease qualifies as a short-term lease and will be excluded from the balance sheet. Hood Lease On August 3, 2021, Finch entered into a 10-year lease agreement (the "Hood Lease") with Hood Park LLC, pursuant to which Finch will lease approximately 61,139 square feet of office and laboratory space (the "Premises"). Finch became responsible for paying rent under the Hood Lease on January 1, 2022; however, as of March 31, 2022, Finch’s improvement on the Premises was not substantially completed and Finch has not commenced business operations in the Premises. Therefore, as of March 31, 2022, no lease expense, right-of-use asset, or lease liability was recognized under the Hood Lease. The Hood Lease provides Finch with an option to extend the lease for one additional five-year term . Finch’s annual base rent for the Premises started at approximately $ 4.5 million, and the lease contains annual rent escalations. The Hood Lease provides for a tenant improvement allowance of approximately $ 14.8 million for the cost of Finch’s work on the Premises. As of March 31, 2022 , $ 14.3 million of lessor owned tenant improvements were completed by the Company, $ 11.1 million of which are recorded as a receivable in other current assets on the condensed consolidated balance sheet, as the allowance is reimbursable by the lessor. Finch posted a customary letter of credit in the amount of approximately $ 2.3 million, subject to decrease on a set schedule, as a security deposit pursuant to the Hood Lease. This is included in restricted cash, non-current on the condensed consolidated balance sheet as of March 31, 2022 and December 31, 2021. The following table presents the classification of right-of-use assets and lease liabilities as of March 31, 2022 and December 31, 2021: BALANCE SHEET CLASSIFICATION March 31, 2022 December 31, 2021 ASSETS Operating lease assets Operating right-of-use assets $ 4,811 $ 5,053 Finance lease assets Property and equipment, net 17 22 Total lease assets 4,828 5,075 Liabilities Current Operating lease liabilities Operating lease liabilities, current $ 1,148 $ 1,128 Finance lease liabilities Other current liabilities 14 19 Noncurrent Operating lease liabilities Operating lease liabilities, non-current 4,594 4,887 Finance lease liabilities Other liabilities 6 7 Total lease liabilities $ 5,762 $ 6,041 The following table represents the components of lease cost, which are included in general and administrative and research and development expense on the statement of operations, for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, LEASE COST 2022 2021 Finance lease cost: Amortization of right-of-use assets $ 9 $ 8 Interest on lease liabilities 2 3 Operating lease cost 339 317 Short-term lease cost 108 5 Variable lease cost 495 68 Sublease income — ( 57 ) Total lease cost $ 953 $ 344 The weighted-average remaining lease term and discount rate as of March 31, 2022 and December 31, 2021 were as follows: LEASE TERM AND DISCOUNT RATE March 31, 2022 December 31, 2021 Weighted-average remaining lease term (years) Operating leases 4.4 4.6 Finance Leases 1.0 1.2 Weighted-average discount rate Operating leases 6.7 % 6.7 % Finance Leases 30.6 % 30.6 % Supplemental disclosure of cash flow information related to leases for the three months ended March 31, 2022 and 2021 was as follows: Three Months Ended March 31, SUPPLEMENTAL CASH FLOW INFORMATION 2022 2021 Cash paid for amounts included in measurement of lease liabilities Operating cash flows from operating leases $ 273 $ 233 Financing cash flows from finance leases $ 9 $ 8 The following table represents a summary of the Company’s future lease payments required as of March 31, 2022: OPERATING LEASE OBLIGATIONS HOOD PARK LEASE OBLIGATIONS FINANCE LEASE OBLIGATIONS TOTAL LEASE OBLIGATIONS 2022 $ 1,117 $ 3,021 $ 17 $ 4,155 2023 1,440 4,663 6 6,109 2024 1,460 4,795 — 6,255 2025 1,496 4,931 — 6,427 2026 1,116 5,071 — 6,187 Thereafter — 27,605 — 27,605 Total future minimum lease payments $ 6,629 $ 50,086 $ 23 $ 56,738 Less: amount representing interest ( 887 ) — ( 3 ) ( 890 ) Present value of future minimum lease payments $ 5,742 $ 50,086 $ 20 $ 55,848 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2022 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses and Other Current Liabilities | 6. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): MARCH 31, DECEMBER 31, Accrued research and development $ 979 $ 1,345 Accrued legal and professional fees 2,806 1,117 Accrued compensation and benefits 2,352 4,401 Accrued other 4,737 3,062 Total accrued expenses and other current liabilities $ 10,874 $ 9,925 |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 7. REVENUE Takeda Pharmaceutical Company Limited In January 2017, the Company entered into an agreement (as amended, the “Takeda Agreement”) with Takeda Pharmaceutical Company Limited (“Takeda”), pursuant to which the Company granted Takeda a worldwide, exclusive license, with the right to grant sublicenses, under certain of its patents, patent applications and know-how to develop the Company’s microbiome therapeutic candidate, TAK-524, for the prevention, diagnosis, theragnosis or treatment of diseases in humans. The Company subsequently amended and restated the Takeda Agreement in October 2019 to provide for the Company to allocate certain resources towards determining the feasibility of developing a second microbiome therapeutic candidate, FIN-525. The Company further amended the Takeda Agreement in August 2021 to transition primary responsibility for further development and manufacturing activities with respect to TAK-524 from the Company to Takeda in accordance with a transition plan, and Takeda assumed sole responsibility for regulatory matters with respect to TAK-524. In November 2021, the Takeda Agreement was amended again to enable the Company to carry out certain preliminary evaluation activities with respect to FIN-525. Under the terms of the Takeda Agreement, the Company agreed to design TAK-524, a product candidate optimized for ulcerative colitis, for Takeda based on selection criteria within a product-specific development plan. The Company also agreed to conduct a feasibility study to potentially further develop FIN-525, a program to develop a live biotherapeutic product optimized for the treatment of Crohn’s disease. The Company assessed this arrangement in accordance with ASC 606, Revenue from Contracts with Customers, and concluded that the contract counterparty, Takeda, is a customer. The Company identified the following material promises at the outset of the Takeda Agreement: (1) an exclusive license to use the Company’s rights in intellectual property to conduct research activities; (2) R&D services for activities under the development plan; (3) two options to pursue different indications of research for the Company’s right in product candidates; (4) manufacturing and supply for the Company’s clinical trials; and (5) participation on a joint steering committee and joint development committee. The options were considered distinct from the other promises in the arrangement and analyzed for material rights; the Company concluded these were not material rights and the consideration related to them should be excluded as a performance obligation until the option is exercised. The Company determined that the remaining promises were not capable of being distinct from one another and were not distinct in the context of the contract. In accordance with the Company’s ASC 606 assessment, the Takeda Agreement was determined to contain a single combined performance obligation made up of the promises above, excluding the options. The FIN-525 feasibility study was determined to be part of the single combined performance obligation due to its connection to the original license and research and development activities. The FIN-525 feasibility study was completed in March 2021. The Company received an upfront payment from Takeda of $ 10.0 million in the year ended December 31, 2017 in exchange for the exclusive license of the Company’s intellectual property. The Company included the upfront payment and the estimable reimbursable R&D costs in the transaction price and recognized revenue associated with it over the period it expected to perform R&D services . Under the original agreement the estimated term for the R&D and manufacturing services for which the Company had primary responsibility, was through Phase 1 clinical trials. On August 9, 2021, the Company and Takeda entered into an amendment to the amended and restated Takeda Agreement (the “Amendment”). Pursuant to the Amendment, Finch and Takeda transitioned primary responsibility for such development and manufacturing activities from Finch to Takeda in accordance with an agreed upon transition plan, and Takeda also assumed sole responsibility for regulatory matters with respect to TAK-524. The Company accounted for the Amendment as a modification to the existing contract under ASC 606, as the Amendment significantly reduced the remaining performance obligations, which were then completed by September 30, 2021. As a result, the remaining revenue that had been deferred under the Takeda Agreement was recognized in the third quarter of 2021. In November 2021, Takeda and Finch entered into an amendment to the Takeda Agreement ("Amendment #2"). Pursuant to Amendment #2, Finch is obligated to perform certain additional research activities related to the feasibility of the FIN-525 program prior to Takeda making the decision to initiate the full development program. Under Amendment #2, Takeda shall pay Finch for pass-through costs incurred and research services performed at the agreed-upon full-time equivalent rate. The additional feasibility work is expected to be completed in the second quarter of 2022. The Company recognized revenue related to the Takeda Agreement of $ 0.4 million and $ 3.6 million in the three months ended March 31, 2022 and 2021, respectively, which is included under collaboration revenue in the condensed consolidated statements of operations. Takeda reimburses the Company for certain R&D costs on a quarterly basis. The Company recorded accounts receivable of $ 0.2 million and $ 0.5 million on its condensed consolidated balance sheets as of March 31, 2022, and December 31, 2021, respectively. As of March 31, 2022, there is no remaining deferred revenue due to the Company's satisfaction of the performance obligation. The Takeda Agreement contains various milestone payments associated with development and commercialization efforts that provide for a maximum available amount of $ 180.0 million should all of the milestones be achieved. These milestones are constrained until the Company determines it is probable that the cumulative revenue related to the milestones will not be reversed . As of March 31, 2022 , the Company has earned and received $ 4.0 million in milestone payments . The Company is still eligible to receive royalties under the Amendment and Takeda is obligated to pay the Company mid-to-high single digit royalties based on annual aggregate net sales of the licensed products, on a product-by-product basis, subject to certain restrictions. The Company did no t receive any payments or record any revenues related to sales-based royalties under the Takeda Agreement in the three months ended March 31, 2022 and 2021. OpenBiome On November 19, 2020, the Company entered into the LMIC License Agreement (“LMIC Agreement”) with OpenBiome, pursuant to which the Company granted OpenBiome a non-exclusive license, with the right to grant sublicenses, under certain patents, patent applications, and know-how that are reasonably necessary or useful for the exploitation of products manufactured directly from donor-sourced stool without the use of culturing or replication, or certain natural products (“OpenBiome Royalty Products”). The license granted to OpenBiome excludes a license under the Company’s intellectual property to exploit a lyophilized natural product (such as CP101) where processed stool is lyophilized. The Company owns all improvements and modifications made to the licensed intellectual property throughout the term of the LMIC Agreement, while OpenBiome is responsible for all manufacturing efforts and all expenses associated with these efforts. The LMIC Agreement was entered into separately from the OpenBiome Agreement (see Note 13) and the license granted under the LMIC Agreement is unrelated to the assets acquired under the OpenBiome Agreement. The only consideration provided to the Company under the LMIC Agreement is in the form of future royalties on net sales of OpenBiome Royalty Products. The Company is entitled to receive tiered royalties on net sales of certain products, ranging from mid single digit to low second decile digits on a product-by-product and country-by-country basis. In the event that OpenBiome is required to pay a royalty to a third party to obtain rights under patents owned or controlled by such third party that are necessary for the exercise of its rights under the Company’s intellectual property pursuant to the LMIC Agreement, then OpenBiome shall have the right to deduct a portion of the amount of the royalty due to the third party against the royalties that are due from OpenBiome to the Company. The Company had no t earned any of these royalty payments pursuant to the LMIC Agreement as of March 31, 2022. The LMIC Agreement will continue in perpetuity until the last royalty is earned under the LMIC Agreement unless otherwise terminated by either party. OpenBiome has the right to terminate the LMIC Agreement for convenience upon 90 days specified prior written notice to the Company. Either party may terminate the LMIC Agreement in the event of an uncured material breach by the other party. The Company did no t recognize any revenue related to the LMIC Agreement for the three months ended March 31, 2022 and 2021 , as there were no marketable OpenBiome Royalty Products in these periods. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | . INCOME TAXES During the three months ended March 31, 2022 and the year ended December 31, 2021, the Company recorded a full valuation allowance on federal and state deferred tax assets since management does not forecast the Company to be in a profitable position in the near future. There were no material changes in the Company’s tax position in the three months ended March 31, 2022 as compared to the year ended December 31, 2021 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | . COMMITMENTS AND CONTINGENCIES Legal Contingencies On December 1, 2021, Rebiotix Inc. and Ferring Pharmaceuticals Inc. (collectively, “Rebiotix”) filed a complaint against the Company in the U.S. District Court for the District of Delaware. The complaint seeks a declaratory judgment of non-infringement and invalidity with respect to seven United States Patents owned by the Company: U.S. Patent Nos. 10,675,309 (the “‘309 patent”); 10,463,702 (the “‘702 patent”); 10,328,107 (the “‘107 patent”); 10,064,899; 10,022,406; 9,962,413; and 9,308,226. On February 7, 2022, the Company filed an answer and counterclaims against Rebiotix for infringement of the ’107, ’702, and ’309 patents. On March 7, 2022, the Company filed an amended answer and counterclaims, in which the Company, together with the Regents of the University of Minnesota (“UMN”), alleged infringement by Rebiotix of three U.S. Patents owned by UMN and exclusively licensed to the Company: U.S. Patent Nos. 10,251,914, 10,286,011, and 10,286,012, (collectively, the “UMN Patents). On April 4, 2022, Rebiotix filed counterclaims for declaratory judgment of non-infringement and invalidity of the UMN Patents. On May 2, 2022, the Company and UMN responded, denying such counterclaims. The U.S District Court for the District of Delaware set a trial date for a five-day trial beginning on May 20, 2024. The pending lawsuit is subject to inherent uncertainties, and the actual legal fees and costs will depend upon many unknown factors. The outcome of the pending lawsuit cannot be predicted with certainty. The Company has determined under ASC 450, Contingencies , that there is no probable or estimable loss contingency that is required to be recorded as of March 31, 2022. License Payments The Company enters into contracts in the normal course of business with contract research organizations and other third parties for preclinical studies, clinical studies, and testing and manufacturing services. Most contracts do not contain minimum purchase commitments and are cancelable by the Company upon prior written notice. Payments due upon cancellation consist of payments for services provided or expenses incurred, including non-cancelable obligations of the Company's service providers up to one year after the date of cancellation. Under these agreements, in exchange for access to intellectual property, the Company may be obligated to provide future minimum royalty payments and milestone payments related to regulatory approvals and sales-based events. The Company entered into the OpenBiome Agreement in November 2020 (see Note 13) and the closing of the OpenBiome Agreement occurred on March 1, 2021. Under the terms of the OpenBiome Agreement, the Company is required to make certain milestone and royalty payments to OpenBiome in conjunction with the license and purchase of certain intellectual property related to the underlying chemistry, manufacturing, and controls ("CMC") process used to manufacture materials for its clinical trials. The OpenBiome Agreement also effectively terminated the Asset Purchase and License Agreement (the "APL Agreement"), which the Company entered into with OpenBiome in February 2019, and the obligations under the Material Access License Agreement (the “MAL Agreement”), which the Company entered into with OpenBiome in December 2016. Leases The Company's commitments under its lease agreements are described in Note 5. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2022 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock | . REDEEMABLE CONVERTIBLE PREFERRED STOCK Upon the completion of the IPO, all 31,253,609 shares of outstanding preferred stock automatically converted into 31,253,609 shares of common stock. As of March 31, 2022 , there were no shares of preferred stock outstanding. |
Stockholder's Equity
Stockholder's Equity | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | 11. STOCKHOLDERS’ EQUITY On February 24, 2021, the Board and the Company’s stockholders approved the Company’s amended and restated certificate of incorporation, which became effective immediately prior to the closing of the IPO on March 18, 2021. The certificate authorizes the issuance of up to 200,000,000 shares of $ 0.001 par value common stock and up to 10,000,000 shares of $ 0.001 par value undesignated preferred stock. The Board may designate the rights, preferences, privileges, and restrictions of the preferred stock, including dividend rights, conversion rights, voting rights, terms of redemption, liquidation preference, and number of shares constituting any series or the designation of any series. The issuance of preferred stock could have the effect of restricting dividends on our common stock, diluting the voting power of our common stock, impairing the liquidation rights of our common stock, or delaying or preventing a change in control. As of March 31, 2022 , no shares of preferred stock were outstanding. In conjunction with the IPO, the Company issued and sold 7,500,000 shares of common stock at a public offering price of $ 17.00 per share, for aggregate net proceeds of $ 115.7 million after deducting underwriting discounts and commissions and initial public offering costs. In connection with the IPO, all then outstanding shares of preferred stock were converted into 31,253,609 shares of common stock. On April 20, 2021, the Company issued 192,877 additional shares of common stock, pursuant to the underwriters’ partial exercise of their overallotment option, at a public offering price of $ 17.00 per share for aggregate gross proceeds of $ 3.3 million and net proceeds of $ 3.0 million after deducting underwriters’ discounts, commissions and offering costs. Each share of common stock entitles the holder to one vote , together with the holders of any preferred stock outstanding, on all matters submitted to the stockholders for a vote. Common stockholders are also entitled to receive dividends. As of March 31, 2022 , no cash dividends have been declared or paid. As of March 31, 2022 and 2021 the Company has reserved the following shares of common stock for potential conversion of outstanding preferred stock, the vesting of restricted stock and exercise of stock options and common stock warrants: MARCH 31, MARCH 31, Options to purchase common stock 4,771,403 2,032,964 Common stock warrants — 19,346 Shares issuable under employee stock purchase plan 32,088 — 4,803,491 2,052,310 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 12. STOCK-BASED COMPENSATION 2021 Equity Incentive Plan In March 2021, the Board adopted, and the stockholders approved, the 2021 Equity Incentive Plan (the “2021 Plan”). The 2021 Plan became effective on the date of the underwriting agreement related to the IPO, and as a result no further grants will be made under the 2017 Equity Incentive Plan (the "2017 Plan"). However, any outstanding grants made under the 2017 Plan remain effective. The 2021 Plan provides for the grant of incentive stock options to employees, including employees of any parent or subsidiary of the Company, and for the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other forms of awards to employees, directors and consultants, including employees and consultants of the Company’s affiliates. Initially, the maximum number of shares of the Company’s common stock that may be issued under the 2021 Plan will not exceed 5,291,446 shares of common stock, which is the sum of (1) 4,700,000 new shares, plus (2) an additional number of shares equal to the number of shares of common stock subject to outstanding stock options or other stock awards granted under the 2017 Plan that, on or after the 2021 Plan became effective, terminate or expire prior to exercise or settlement; are not issued because the award is settled in cash; are forfeited because of the failure to vest; or are reacquired or withheld (or not issued) to satisfy a tax withholding obligation or the purchase or exercise price, if any, as such shares become available from time to time. In addition, the number of shares of common stock reserved for issuance under our 2021 Plan will automatically increase on January 1 of each calendar year, starting on January 1, 2022 through January 1, 2031, in an amount equal to (i) 5.0 % of the total number of shares of common stock outstanding on December 31 of the year before the date of each automatic increase, or (ii) a lesser number of shares determined by the Board prior to the applicable January 1. The maximum number of shares of common stock that may be issued on the exercise of incentive stock options under the 2021 Plan will be 14,100,000 shares. Shares subject to stock awards granted under the 2021 Plan that expire or terminate without being exercised in full or that are paid out in cash rather than in shares will not reduce the number of shares available for issuance under the 2021 Plan. On March 31, 2022, the Company registered 2,375,609 additional shares of common stock under the 2021 Plan, pursuant to the provisions of the 2021 Plan providing for an automatic increase in the number of shares common stock reserved and available for issuance under the 2021 Plan on January 1, 2022. As of March 31, 2022 , there were 4,771,403 shares of common stock issuable upon the exercise of outstanding options and there were 1,055,672 shares available for future issuance under the 2021 Plan. 2021 Employee Stock Purchase Plan In March 2021, the Board adopted the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which became effective on the date of the underwriting agreement related to the IPO. The 2021 ESPP is administered by the Board or by a committee appointed by the Board. The 2021 ESPP initially provides participating employees with the opportunity to purchase up to an aggregate of 500,000 shares of common stock. The first offering period under the 2021 ESPP commenced on December 1, 2021. Each offering to employees to purchase shares will begin on each June 1 and December 1 and will end on the following November 30 and May 31, respectively. On each purchase date, which will fall on the last date of each offering period, participants in the 2021 ESPP will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value of the shares on the offering date or (2) the fair market value of the shares on the purchase date. The occurrence and duration of offering periods under the 2021 ESPP are subject to the determinations of the compensation committee of the Board. On March 31, 2022, the Company registered 475,121 additional shares of its common stock under the 2021 ESPP, pursuant to the provisions of the 2021 ESPP, providing for an automatic increase in the number of shares of common stock reserved and available for issuance under the 2021 ESPP on January 1, 2022. As of March 31, 2022 , no shares were issued under the 2021 ESPP in 2022 and 975,121 shares were available for future issuance. Stock Options The following table summarizes the activity of the Company’s stock options under the 2017 Plan and 2021 Plan for the three months ended March 31, 2022: SHARES WEIGHTED- WEIGHTED- AGGREGATE Outstanding as of December 31, 2021 3,264,770 $ 11.04 8.4 $ 7,228 Granted 1,682,750 8.24 Exercised ( 20,406 ) 0.63 Cancelled or forfeited ( 150,994 ) 12.41 Expired ( 4,717 ) 13.63 Outstanding as of March 31, 2022 4,771,403 $ 10.05 8.2 $ 2,857 Options exercisable as of March 31, 2022 1,165,647 $ 6.77 6.7 $ 2,382 Options vested or expected to vest as of March 31, 2022 4,771,403 $ 10.05 8.2 $ 2,857 As of March 31, 2022 , there was approximately $ 27.2 million of unrecognized compensation expense related to the stock-based compensation arrangements granted under the 2021 Plan remaining to be recognized. The Company expects to recognize this cost over a weighted average period of 3.34 years. Stock-Based Compensation Expense Total stock-based compensation expense recorded as R&D and general and administrative expenses, respectively, for employees, directors and non-employees for the periods presented is as follows (in thousands): THREE MONTHS ENDED MARCH 31, 2022 2021 Research and development $ 1,009 $ 270 General and administrative 1,111 65 Total $ 2,120 $ 335 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 13. RELATED PARTY TRANSACTIONS Master Strategic Affiliation Agreement Under the Master Strategic Affiliation Agreement with OpenBiome (the “Strategic Agreement”), OpenBiome and the Company reimbursed one another for certain administrative expenses. The Company’s Chief Executive Officer and a member of the Board is the spouse of the co-founder and former executive director of OpenBiome, and certain of the OpenBiome directors are stockholders of the Company. The Company did no t record any reimbursements to or from OpenBiome under the Strategic Agreement during three months ended March 31, 2022. For the three months ended March 31, 2021 , the Company reimbursed OpenBiome $ 0.1 million, and OpenBiome reimbursed the Company $ 0.1 million under the Strategic Agreement. As of March 31, 2022 and December 31, 2021, the Company recorded zero payable balance due to OpenBiome. The Strategic Agreement was amended and restated in its entirety upon execution of the OpenBiome Agreement in November 2020 (as amended, the "A&R Strategic Agreement"). Until December 31, 2021, OpenBiome subleased office and lab space from the Company (see Note 5). The Company’s rent income under the sublease was $ 0.1 million for the three months ended March 31, 2021. As of March 31, 2022 the Company had no t recorded rent income under the sublease and no longer had an outstanding receivable due from OpenBiome. Clinical Supply and Services Agreement On February 10, 2020, the Company entered into a Clinical Supply and Services Agreement (the “CSA”) with OpenBiome, which terminated upon closing of the OpenBiome Agreement in March 2021. In accordance with the CSA, OpenBiome agreed to supply the Company with certain manufactured material and to provide additional support services to the Company. In consideration for these materials and services, the Company agreed to pay a monthly platform fee of $ 0.2 million, all direct employee overhead costs, and variable costs for consumables. Under a related payment agreement executed concurrently with the CSA, the Company paid a $ 0.5 million security deposit in the event of cost overruns under the CSA arrangement and approximately $ 1.6 million in prepaid fees. The $ 0.5 million security deposit was returned to the Company during the same period. The Company paid OpenBiome $ 0.8 million under the CSA for the three months ended March 31, 2021. OpenBiome Agreement On November 19, 2020, the Company entered into the OpenBiome Agreement in order to obtain OpenBiome’s CMC manufacturing process to enhance its current manufacturing capabilities for its lead program, CP101; the OpenBiome Agreement was fully executed and closed on March 1, 2021. Simultaneously with entering into the OpenBiome Agreement, the Company terminated the MAL Agreement and the APL Agreement, as well as certain subject matter agreements, and executed the A&R Strategic Agreement. Upon the closing of the OpenBiome Agreement on March 1, 2021, the CSA was also terminated, and the Company will not incur any additional expense to be paid to OpenBiome. Pursuant to the OpenBiome Agreement, the Company acquired certain biological samples, software, and a non-exclusive license to OpenBiome’s CMC technology upon signing in November 2020, and acquired certain biological samples, a commercial lease, contract services intellectual property and capital equipment upon the closing of the transaction in March 2021. The Company previously licensed the biological samples and OpenBiome’s CMC technology under various historical agreements with OpenBiome which terminated upon signing of the OpenBiome Agreement. As such, the acquisition of the CMC technology license was a continuation of previously granted rights. Under the A&R Strategic Agreement, the OpenBiome Agreement releases, for a one-year period from signing, a hiring restriction under the A&R Strategic Agreement (i.e., non-solicitation) such that the Company may hire, at its discretion, certain OpenBiome employees. The Company did not acquire any such employees as part of the transaction. In connection with the OpenBiome Agreement, the Company paid $ 1.2 million for the acquisition of certain assets in November 2020, which was capitalized as property and equipment as software on the Company’s condensed consolidated balance sheet as of December 31, 2020, and paid $ 3.8 million upon the closing of the OpenBiome Agreement on March 1, 2021, for the remaining assets. The Company accounted for the OpenBiome Agreement as an asset acquisition and capitalized $ 5.0 million of property and equipment on the condensed consolidated balance sheet as of March 31, 2021 for the acquired software and property and equipment. The Company did not assign any value to biological samples, contract services intellectual property, or the CMC technology license, as the Company did not acquire any additional rights that were not previously granted under the legacy agreements. The Company is also required to pay certain milestones of up to $ 26.0 million upon the occurrence of certain R&D events, regulatory approvals, and commercial sales, and low single digit royalties on net sales of products on a product-by-product and country-by-country basis, as well as a mid single digit royalties on sublicensing revenue related to such products. The Company previously granted OpenBiome a royalty-bearing, non-exclusive license to its intellectual property under the APL Agreement, which terminated upon the signing of the OpenBiome Agreement. The Company will continue to earn royalties under the OpenBiome Agreement based on sales of fecal microbiota transplantation (" FMT") materials. |
Retirement Plan
Retirement Plan | 3 Months Ended |
Mar. 31, 2022 | |
Retirement Benefits [Abstract] | |
Retirement Plan | 14. RETIREMENT PLAN The Company has adopted a defined contribution plan intended to qualify under Section 401(k) of the Internal Revenue Code covering all eligible employees of the Company. All employees are eligible to become participants of the plan at their hire date. Each active employee may elect, voluntarily, to contribute a percentage of their compensation to the plan each year, subject to certain limitations. The Company reserves the right to make additional contributions to this plan. The Company made contributions to the plan of $ 0.2 million in each of the three months ended March 31, 2022 and 2021 . |
Loss per Share
Loss per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Loss per Share | 15. LOSS PER SHARE Basic and diluted loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average common shares outstanding (in thousands, except share and per share data): FOR THE THREE MONTHS 2022 2021 Numerator: Net loss $ ( 24,567 ) $ ( 13,981 ) Net loss attributable to ( 24,567 ) ( 13,981 ) Denominator: Weighted-average common 47,528,948 14,033,273 Net loss per share attributable $ ( 0.52 ) $ ( 1.00 ) The Company’s potentially dilutive securities, which include preferred stock, restricted stock, stock options, and warrants, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at March 31, 2022 and 2021 because including them would have had an anti-dilutive effect: THREE MONTHS ENDED 2022 2021 Options to purchase common stock 4,771,403 2,032,964 Common stock warrants — 19,346 Shares issuable under employee stock purchase plan 32,088 — 4,803,491 2,052,310 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 16. SUBSEQUENT EVENTS Restructuring On April 19, 2022, the Company announced its implementation of certain expense reduction measures, approved by its Board on April 14, 2022, including a reduction of the Company’s workforce by 37 full-time employees, or approximately 20 % of the Company (the “Restructuring”). The Restructuring followed the Company’s decision to pause its chronic hepatitis B program, and its prior announcement of a clinical hold by the FDA on its investigational new drug ("IND") application for CP101 and associated delays to the Company’s recurrent CDI and autism spectrum disorder ("ASD") programs. On April 28, 2022, the Company announced that the FDA had removed the clinical hold on its IND for CP101. The Company believes the Restructuring will allow it to focus its financial resources on its CDI and ASD programs. As a result of the Restructuring, the Company estimates that it will incur approximately $ 1.1 million in costs consisting of one-time severance payments, healthcare coverage, outplacement services and related expenses. The Company expects to record a significant portion of these charges in the second quarter of 2022. The Restructuring is expected to be substantially completed by the end of the second quarter of 2022. As of the date of this quarterly report, the estimates of costs that the Company expects to incur and the timing thereof are subject to a number of assumptions and actual results may differ. The Company may also incur other charges or cash expenditures not currently contemplated in connection with the Restructuring. Loan and Security Agreement On May 11, 2022 the Company entered into a loan and security agreement (the “Loan Agreement”) with Hercules Capital, Inc., which provides for a term loan with aggregate maximum borrowings of up to $ 55.0 million (the “Term Loan”). Under the Loan Agreement, the Company borrowed an initial amount of $ 15.0 million, and has the option to draw down an additional $ 20.0 million under the first tranche of the Term Loan at the Company's discretion, and an additional $ 20.0 million from the second tranche subject to certain milestones and conditions. The Term Loan bears interest at a variable annual rate equal to the greater of (i)(a) 4.05 % plus (b) the Prime Rate (as reported in the Wall Street Journal) and (ii) 7.55 %. Borrowings under the Loan Agreement are repayable in monthly interest-only payments through December 1, 2024, or December 1, 2025 if certain conditions have been achieved prior to December 1, 2024. After the interest-only payment period, borrowings under the Loan Agreement are repayable in equal monthly payments of principal and accrued interest until November 1, 2026 (the “Maturity Date”). The Company paid a $ 262,500 facility charge upon closing and will pay a facility charge in connection with a draw under the second tranche of the Term Loan equal to 0.75 % of the amount drawn. The Loan Agreement also provides for a final payment, payable upon maturity or the repayment of the obligations in full or in part (on a pro rata basis), equal to 5.50 % of the aggregate principal amount of Term Loans advanced to the Borrower and repaid on such date. The Loan Agreement includes a minimum cash covenant of $ 12.5 million that applies commencing on the date the principal amount borrowed under the Term Loan exceeds $ 25.0 million, subject to waiver upon satisfaction of certain conditions as set forth in the Loan Agreement. In addition, the Loan Agreement includes certain customary affirmative and restrictive covenants and representations and warranties. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements There have been no new accounting pronouncements or changes to accounting pronouncements that could be expected to materially impact the Company’s unaudited condensed consolidated financial statements during the three months ended March 31, 2022, as compared to the recent accounting pronouncements described in Note 2 of the Company’s condensed consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2021 . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands): DESCRIPTION MARCH 31, QUOTED SIGNIFICANT SIGNIFICANT Asset Money market funds $ 105,712 $ 105,712 $ — $ — Total financial assets $ 105,712 $ 105,712 $ — $ — DESCRIPTION DECEMBER 31, QUOTED SIGNIFICANT SIGNIFICANT Asset Money market funds $ 132,275 $ 132,275 $ — $ — Total financial assets $ 132,275 $ 132,275 $ — $ — |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): MARCH 31, DECEMBER 31, Lab equipment $ 3,978 $ 3,850 Office furniture and fixtures 537 537 Leasehold improvements 13,899 13,894 Construction work-in-progress 1,298 329 Software 4,883 4,883 Computer equipment 367 368 Total $ 24,962 $ 23,861 Less: Accumulated depreciation ( 5,556 ) ( 4,226 ) Property and equipment, net $ 19,406 $ 19,635 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases Balance Sheet Information | The following table presents the classification of right-of-use assets and lease liabilities as of March 31, 2022 and December 31, 2021: BALANCE SHEET CLASSIFICATION March 31, 2022 December 31, 2021 ASSETS Operating lease assets Operating right-of-use assets $ 4,811 $ 5,053 Finance lease assets Property and equipment, net 17 22 Total lease assets 4,828 5,075 Liabilities Current Operating lease liabilities Operating lease liabilities, current $ 1,148 $ 1,128 Finance lease liabilities Other current liabilities 14 19 Noncurrent Operating lease liabilities Operating lease liabilities, non-current 4,594 4,887 Finance lease liabilities Other liabilities 6 7 Total lease liabilities $ 5,762 $ 6,041 |
Summary of Components of Lease Cost | The following table represents the components of lease cost, which are included in general and administrative and research and development expense on the statement of operations, for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, LEASE COST 2022 2021 Finance lease cost: Amortization of right-of-use assets $ 9 $ 8 Interest on lease liabilities 2 3 Operating lease cost 339 317 Short-term lease cost 108 5 Variable lease cost 495 68 Sublease income — ( 57 ) Total lease cost $ 953 $ 344 |
Summary of Weighted Average Remaining Lease Term and Discount Rate | The weighted-average remaining lease term and discount rate as of March 31, 2022 and December 31, 2021 were as follows: LEASE TERM AND DISCOUNT RATE March 31, 2022 December 31, 2021 Weighted-average remaining lease term (years) Operating leases 4.4 4.6 Finance Leases 1.0 1.2 Weighted-average discount rate Operating leases 6.7 % 6.7 % Finance Leases 30.6 % 30.6 % |
Schedule of Supplemental Cash Flow Information | Supplemental disclosure of cash flow information related to leases for the three months ended March 31, 2022 and 2021 was as follows: Three Months Ended March 31, SUPPLEMENTAL CASH FLOW INFORMATION 2022 2021 Cash paid for amounts included in measurement of lease liabilities Operating cash flows from operating leases $ 273 $ 233 Financing cash flows from finance leases $ 9 $ 8 |
Schedule of Future Lease Payments | The following table represents a summary of the Company’s future lease payments required as of March 31, 2022: OPERATING LEASE OBLIGATIONS HOOD PARK LEASE OBLIGATIONS FINANCE LEASE OBLIGATIONS TOTAL LEASE OBLIGATIONS 2022 $ 1,117 $ 3,021 $ 17 $ 4,155 2023 1,440 4,663 6 6,109 2024 1,460 4,795 — 6,255 2025 1,496 4,931 — 6,427 2026 1,116 5,071 — 6,187 Thereafter — 27,605 — 27,605 Total future minimum lease payments $ 6,629 $ 50,086 $ 23 $ 56,738 Less: amount representing interest ( 887 ) — ( 3 ) ( 890 ) Present value of future minimum lease payments $ 5,742 $ 50,086 $ 20 $ 55,848 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following as of March 31, 2022 and December 31, 2021 (in thousands): MARCH 31, DECEMBER 31, Accrued research and development $ 979 $ 1,345 Accrued legal and professional fees 2,806 1,117 Accrued compensation and benefits 2,352 4,401 Accrued other 4,737 3,062 Total accrued expenses and other current liabilities $ 10,874 $ 9,925 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Summary of Shares Reserved for Potential Conversion of Outstanding Preferred Stock, Vesting of Restricted Stock and Exercise of Stock Options and Common Stock Warrants | As of March 31, 2022 and 2021 the Company has reserved the following shares of common stock for potential conversion of outstanding preferred stock, the vesting of restricted stock and exercise of stock options and common stock warrants: MARCH 31, MARCH 31, Options to purchase common stock 4,771,403 2,032,964 Common stock warrants — 19,346 Shares issuable under employee stock purchase plan 32,088 — 4,803,491 2,052,310 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Activity of Stock Options | The following table summarizes the activity of the Company’s stock options under the 2017 Plan and 2021 Plan for the three months ended March 31, 2022: SHARES WEIGHTED- WEIGHTED- AGGREGATE Outstanding as of December 31, 2021 3,264,770 $ 11.04 8.4 $ 7,228 Granted 1,682,750 8.24 Exercised ( 20,406 ) 0.63 Cancelled or forfeited ( 150,994 ) 12.41 Expired ( 4,717 ) 13.63 Outstanding as of March 31, 2022 4,771,403 $ 10.05 8.2 $ 2,857 Options exercisable as of March 31, 2022 1,165,647 $ 6.77 6.7 $ 2,382 Options vested or expected to vest as of March 31, 2022 4,771,403 $ 10.05 8.2 $ 2,857 |
Summary of Total Stock-Based Compensation Expense | Total stock-based compensation expense recorded as R&D and general and administrative expenses, respectively, for employees, directors and non-employees for the periods presented is as follows (in thousands): THREE MONTHS ENDED MARCH 31, 2022 2021 Research and development $ 1,009 $ 270 General and administrative 1,111 65 Total $ 2,120 $ 335 |
Loss per Share (Tables)
Loss per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Loss per Share Attributable to Common Stockholders | Basic and diluted loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average common shares outstanding (in thousands, except share and per share data): FOR THE THREE MONTHS 2022 2021 Numerator: Net loss $ ( 24,567 ) $ ( 13,981 ) Net loss attributable to ( 24,567 ) ( 13,981 ) Denominator: Weighted-average common 47,528,948 14,033,273 Net loss per share attributable $ ( 0.52 ) $ ( 1.00 ) |
Computation of Diluted Loss per Share Attributable to Common Stockholders | The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at March 31, 2022 and 2021 because including them would have had an anti-dilutive effect: THREE MONTHS ENDED 2022 2021 Options to purchase common stock 4,771,403 2,032,964 Common stock warrants — 19,346 Shares issuable under employee stock purchase plan 32,088 — 4,803,491 2,052,310 |
Nature of Operations and Basi_2
Nature of Operations and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Thousands | Apr. 20, 2021USD ($)$ / sharesshares | Mar. 19, 2021shares | Mar. 18, 2021USD ($)$ / sharesshares | Mar. 12, 2021shares | Mar. 31, 2022USD ($)shares | Mar. 31, 2021USD ($)shares | Dec. 31, 2021USD ($) |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Proceeds from initial public offering, net of underwriting discounts, commissions and offering costs | $ 0 | $ 118,575 | |||||
Convertible preferred stock outstanding | shares | 0 | ||||||
Cash and cash equivalents | $ 106,931 | $ 193,023 | $ 133,481 | ||||
Common Stock | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Stock issued during period, shares | shares | 192,877 | 7,500,000 | 7,500,000 | ||||
Net proceeds after deducting underwriting discounts, commissions and offering costs | $ 3,000 | $ 115,700 | |||||
Initial Public Offering | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Public offering price per share | $ / shares | $ 17 | ||||||
Aggregate gross proceeds | $ 127,500 | ||||||
Proceeds from initial public offering, net of underwriting discounts, commissions and offering costs | 115,700 | ||||||
Payments for underwriting discounts and commissions | 8,900 | ||||||
Offering costs | $ 2,900 | ||||||
Reverse stock split ratio | 69 | ||||||
Number shares issued upon conversion of redeemable convertible preferred stock | shares | shares | 31,253,609 | 31,253,609 | |||||
Convertible preferred stock outstanding | shares | 0 | ||||||
Initial Public Offering | Common Stock | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Stock issued during period, shares | shares | 7,500,000 | ||||||
Number shares issued upon conversion of redeemable convertible preferred stock | shares | shares | 31,253,609 | ||||||
OverAllotment Option | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Stock issued during period, shares | shares | 192,877 | ||||||
Public offering price per share | $ / shares | $ 17 | ||||||
Aggregate gross proceeds | $ 3,300 | ||||||
Net proceeds after deducting underwriting discounts, commissions and offering costs | $ 3,000 |
Summary Of Significant Accoun_3
Summary Of Significant Accounting Policies - Additional Information (Details) | Apr. 20, 2021shares |
OverAllotment Option | |
Summary Of Significant Accounting Policies [Line Items] | |
Initial public offering, net of underwriting discounts, commissions and net of offering costs of $11,786 | 192,877 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Total financial assets | $ 204,633 | $ 225,369 |
Fair Value, Measurements, Recurring | ||
ASSETS | ||
Total financial assets | 105,712 | 132,275 |
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
ASSETS | ||
Total financial assets | 105,712 | 132,275 |
Fair Value, Measurements, Recurring | Money Market Funds | ||
ASSETS | ||
Total financial assets | 105,712 | 132,275 |
Fair Value, Measurements, Recurring | Money Market Funds | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
ASSETS | ||
Total financial assets | $ 105,712 | $ 132,275 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value Disclosures [Abstract] | ||
Transfers between fair value levels | $ 0 | $ 0 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 24,962 | $ 23,861 |
Less: Accumulated depreciation | (5,556) | (4,226) |
Property and equipment, net | 19,406 | 19,635 |
Lab Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 3,978 | 3,850 |
Office Furniture and Fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total | 537 | 537 |
Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total | 13,899 | 13,894 |
Construction Work-In-Progress | ||
Property, Plant and Equipment [Line Items] | ||
Total | 1,298 | 329 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Total | 4,883 | 4,883 |
Computer Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 367 | $ 368 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 1,300 | $ 400 | |
Property and equipment held | 24,962 | $ 23,861 | |
Software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment held | 4,883 | 4,883 | |
Software | Open Biome | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment held | 2,400 | ||
Lab Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment held | 3,978 | 3,850 | |
Lab Equipment | Open Biome | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment held | $ 700 | ||
Property Plant And Equipment Other Types Member | Open Biome | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment held | $ 3,900 |
Leases - Additional Information
Leases - Additional Information (Details) | Aug. 17, 2021 | Aug. 03, 2021USD ($)ft² | May 25, 2021 | Mar. 18, 2021 | Mar. 01, 2021 | Dec. 31, 2015USD ($)ft² | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Jan. 31, 2021USD ($) | Jul. 31, 2016 |
Capital Leased Assets [Line Items] | |||||||||||
Office and laboratory space for lease | ft² | 25,785 | ||||||||||
Other Cost and Expense, Operating | $ 242,000 | $ 211,000 | |||||||||
Accrued expenses and other current liabilities | 693,000 | (926,000) | |||||||||
Cash paid in connection with operating lease liabilities | 369,000 | 344,000 | |||||||||
Operating right-of-use assets obtained in exchange for new operating leases upon adoption of ASC 842 | 0 | 5,965,000 | |||||||||
Sublease income | 0 | 57,000 | |||||||||
Lease term description | The lease term is from March 2021 through February 2023 | ||||||||||
Operating right-of-use assets | 4,811,000 | 5,800,000 | $ 5,053,000 | $ 5,800,000 | |||||||
Operating lease liabilities, current | 1,148,000 | 1,000,000 | 1,128,000 | 900,000 | |||||||
Operating lease liabilities, non-current | 4,594,000 | 5,700,000 | $ 4,887,000 | $ 5,900,000 | |||||||
Derecognition of deferred rent liabilities | 800,000 | 800,000 | |||||||||
Unamortization of lease incentives | 200,000 | 200,000 | |||||||||
Maximum | |||||||||||
Capital Leased Assets [Line Items] | |||||||||||
Accrued expenses and other current liabilities | 100,000 | ||||||||||
Deferred rent | 100,000 | ||||||||||
Inner Belt Road Lease | |||||||||||
Capital Leased Assets [Line Items] | |||||||||||
Sublease agreement term | 10 years | 10 years | |||||||||
Rental charges | $ 100,000 | ||||||||||
Lease expense | 300,000 | 300,000 | |||||||||
Open Biome | |||||||||||
Capital Leased Assets [Line Items] | |||||||||||
Sublease income | 100,000 | ||||||||||
Cherry Street Lease | |||||||||||
Capital Leased Assets [Line Items] | |||||||||||
Lease expense | 24,900 | $ 8,000 | |||||||||
Concord Avenue Lease | |||||||||||
Capital Leased Assets [Line Items] | |||||||||||
Lease expense | 100,000 | ||||||||||
Lease term description | On August 17, 2021 Finch extended the term of the lease for an additional two-month period through April 2022 and on February 4, 2022, Finch further extended the lease for an additional month through May 2022 | May 2021 through February 2022 | |||||||||
Hood Park Lease | |||||||||||
Capital Leased Assets [Line Items] | |||||||||||
Sublease agreement term | 10 years | ||||||||||
Office and laboratory space for lease | ft² | 61,139 | ||||||||||
Rental charges | $ 4,500,000 | ||||||||||
Lease term description | The Hood Lease provides Finch with an option to extend the lease for one additional five-year term | ||||||||||
Lease liability | 0 | ||||||||||
Tenant improvement allowance | 14,800,000 | ||||||||||
Tenant Improvements | 14,300,000 | ||||||||||
Hood Park Lease | Other Current Assets | |||||||||||
Capital Leased Assets [Line Items] | |||||||||||
Tenant Improvements | $ 11,100,000 | ||||||||||
Letter of Credit | |||||||||||
Capital Leased Assets [Line Items] | |||||||||||
Decrease in security deposit | $ 2,300,000 |
Leases - Leases Balance Sheet I
Leases - Leases Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Jan. 31, 2021 |
Leases [Abstract] | ||||
Operating right-of-use assets | $ 4,811 | $ 5,053 | $ 5,800 | $ 5,800 |
Finance lease assets | $ 17 | $ 22 | ||
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net | ||
Lease Assets, Total | $ 4,828 | $ 5,075 | ||
Operating lease liabilities, current | 1,148 | 1,128 | 1,000 | 900 |
Finance lease liabilities | $ 14 | $ 19 | ||
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Liabilities Current | Liabilities Current | ||
Operating lease liabilities, non-current | $ 4,594 | $ 4,887 | $ 5,700 | $ 5,900 |
Finance lease liabilities, noncurrent | $ 6 | $ 7 | ||
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other liabilities | Other liabilities | ||
Total lease liabilities | $ 5,762 | $ 6,041 |
Leases - Summary of Components
Leases - Summary of Components of Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Amortization of right-of-use assets | $ 9 | $ 8 |
Interest on lease liabilities | 2 | 3 |
Operating lease cost | 339 | 317 |
Short-term lease cost | 108 | 5 |
Variable lease cost | 495 | 68 |
Sublease income | 0 | (57) |
Total lease cost | $ 953 | $ 344 |
Leases - Summary of Weighted Av
Leases - Summary of Weighted Average Remaining Lease Term and Discount Rate (Details) | Mar. 31, 2022 | Dec. 31, 2021 |
Lease, Cost [Abstract] | ||
Weighted-average remaining lease term, Operating leases | 4 years 4 months 24 days | 4 years 7 months 6 days |
Weighted-average remaining lease term, Financing leases | 1 year | 1 year 2 months 12 days |
Weighted-average discount rate, Operating leases | 6.70% | 6.70% |
Weighted-average discount rate, Finance leases | 30.60% | 30.60% |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 273 | $ 233 |
Financing cash flows from finance leases | $ 9 | $ 8 |
Leases - Schedule of Future Lea
Leases - Schedule of Future Lease Payments (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Operating Lease Obligations [Abstract] | |
2022 | $ 1,117 |
2023 | 1,440 |
2024 | 1,460 |
2025 | 1,496 |
2026 | 1,116 |
Thereafter | 0 |
Total future minimum lease payments | 6,629 |
Less: amount representing interest | (887) |
Present value of future minimum lease payments | 5,742 |
Hood Park Lease Obligations [Abstract] | |
2022 | 3,021 |
2023 | 4,663 |
2024 | 4,795 |
2025 | 4,931 |
2026 | 5,071 |
Thereafter | 27,605 |
Total future minimum lease payments | 50,086 |
Less: amount representing interest | 0 |
Present value of future minimum lease payments | 50,086 |
Finance Lease Obligation [Abstract] | |
2022 | 17 |
2023 | 6 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
Thereafter | 0 |
Total future minimum lease payments | 23 |
Less: amount representing interest | (3) |
Present value of future minimum lease payments | 20 |
2022 | 4,155 |
2023 | 6,109 |
2024 | 6,255 |
2025 | 6,427 |
2026 | 6,187 |
Thereafter | 27,605 |
Total future minimum lease payments | 56,738 |
Less: amount representing interest | (890) |
Present value of minimum lease payments | $ 55,848 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Accrued Liabilities, Current [Abstract] | ||
Accrued research and development | $ 979 | $ 1,345 |
Accrued legal and professional fees | 2,806 | 1,117 |
Accrued compensation and benefits | 2,352 | 4,401 |
Accrued other | 4,737 | 3,062 |
Total accrued expenses and other current liabilities | $ 10,874 | $ 9,925 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2017 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Accounts receivable | $ 172 | $ 494 | ||
Takeda Agreement | Sales-Based Royalties | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Royalties received | 0 | $ 0 | ||
Takeda Pharmaceutical Company Limited | Takeda Agreement | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Upfront payment received | $ 10,000 | |||
Accounts receivable | $ 500 | |||
Remaining revenue performance obligation | 0 | |||
Maximum milestone payment associated with development and commercialization upon milestone to be achieved | 180,000 | |||
Milestone payments received under agreement | 4,000 | |||
Takeda Pharmaceutical Company Limited | Takeda Agreement | Collaboration Revenue | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Revenue recognized | 400 | 3,600 | ||
Open Biome | LMIC Agreement | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Revenue recognized | 0 | $ 0 | ||
Open Biome | LMIC Agreement | Sales-Based Royalties | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Sales-based royalties revenues | $ 0 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock - Additional Information (Details) - shares | Mar. 19, 2021 | Mar. 12, 2021 | Mar. 31, 2022 |
Temporary Equity [Line Items] | |||
Convertible preferred stock outstanding | 0 | ||
Initial Public Offering | |||
Temporary Equity [Line Items] | |||
Preferred stock outstanding shares converted | 31,253,609 | ||
Outstanding preferred stock converted to common stock | 31,253,609 | 31,253,609 | |
Convertible preferred stock outstanding | 0 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) | Apr. 20, 2021 | Mar. 18, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Class Of Stock [Line Items] | |||||
Common shares authorized for issuance | 200,000,000 | 200,000,000 | |||
Common stock par value | $ 0.001 | $ 0.001 | |||
Preferred stock, shares outstanding | 0 | ||||
Cash dividends declared or paid | $ 0 | ||||
Common stock voting rights | Each share of common stock entitles the holder to one vote | ||||
Common Stock | |||||
Class Of Stock [Line Items] | |||||
Common stock par value | $ 0.001 | ||||
Stock issued during period, shares | 192,877 | 7,500,000 | 7,500,000 | ||
Offering price per share | $ 17 | $ 17 | |||
Net proceeds from issuance of common stock | $ 3,000,000 | $ 115,700,000 | |||
Conversion of stock, shares issued | 31,253,609 | ||||
Gross proceeds from issuance of common stock | $ 3,300,000 | ||||
Undesignated Preferred Stock | |||||
Class Of Stock [Line Items] | |||||
Preferred stock par value | $ 0.001 | ||||
Maximum | Common Stock | |||||
Class Of Stock [Line Items] | |||||
Common shares authorized for issuance | 200,000,000 | ||||
Maximum | Undesignated Preferred Stock | |||||
Class Of Stock [Line Items] | |||||
Preferred shares authorized for issuance | 10,000,000 |
Stockholder's Equity - Summary
Stockholder's Equity - Summary of Shares Reserved for Potential Conversion of Outstanding Preferred Stock, Vesting of Restricted Stock and Exercise of Stock Options and Common Stock Warrants (Details) - shares | Mar. 31, 2022 | Mar. 31, 2021 |
Class Of Stock [Line Items] | ||
Shares of common stock for potential conversion | 4,803,491 | 2,052,310 |
Options to Purchase Common Stock | ||
Class Of Stock [Line Items] | ||
Shares of common stock for potential conversion | 4,771,403 | 2,032,964 |
Common Stock Warrants | ||
Class Of Stock [Line Items] | ||
Shares of common stock for potential conversion | 0 | 19,346 |
Employee Stock Option Member | ||
Class Of Stock [Line Items] | ||
Shares of common stock for potential conversion | 32,088 | 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of common stock shares available for future grants | 0 | |
Aggregate purchase of common stock | 500,000 | |
Common Stock, Shares, Issued | 47,532,588 | 47,512,182 |
2017 Equity Incentive Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Maximum number of common stock to be issued | 4,700,000 | |
Unrecognized compensation expense remaining to be recognized, period | 3 years 4 months 2 days | |
2021 Equity Incentive Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of common stock shares available for future grants | 1,055,672 | |
Maximum number of common stock to be issued | 5,291,446 | |
Percentage of increase in shares of common stock reserved for issuance | 5.00% | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 2,375,609 | |
Number of shares issuable upon the exercise of outstanding options | 4,771,403 | |
Unrecognized compensation expense remaining to be recognized | $ 27.2 | |
2021 Equity Incentive Plan | Incentive Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Maximum number of common stock to be issued | 14,100,000 | |
2021 Employee Stock Purchase Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Common Stock, Shares, Issued | 475,121 | |
Stock Issued During Period, Shares, New Issues | 975,121 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Activity of Stock Options (Details) - 2017 and 2021 Equity Incentive Plan - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
SHARES, Outstanding, Beginning Balance | 3,264,770 | |
SHARES, Granted | 1,682,750 | |
SHARES, Exercised | (20,406) | |
SHARES, Cancelled or forfeited | (150,994) | |
SHARES, Expired | (4,717) | |
SHARES, Outstanding, Ending Balance | 4,771,403 | 3,264,770 |
SHARES, Options exercisable | 1,165,647 | |
SHARES, Options vested or expected to vest | shares | 4,771,403 | |
WEIGHTED AVERAGE EXERCISE PRICE, Outstanding, Beginning Balance | $ 11.04 | |
WEIGHTED AVERAGE EXERCISE PRICE, Granted | 8.24 | |
WEIGHTED AVERAGE EXERCISE PRICE, Exercised | 0.63 | |
WEIGHTED AVERAGE EXERCISE PRICE, Cancelled or forfeited | 12.41 | |
WEIGHTED AVERAGE EXERCISE PRICE, Expired | 13.63 | |
WEIGHTED AVERAGE EXERCISE PRICE, Outstanding, Ending Balance | 10.05 | $ 11.04 |
WEIGHTED AVERAGE EXERCISE PRICE, Options exercisable | 6.77 | |
WEIGHTED AVERAGE EXERCISE PRICE, Options vested or expected to vest | $ 10.05 | |
WEIGHTED AVERAGE REMAINING CONTRACTUAL TERM (in years), Outstanding | 8 years 2 months 12 days | 8 years 4 months 24 days |
WEIGHTED AVERAGE REMAINING CONTRACTUAL TERM (in years), Options exercisable | 6 years 8 months 12 days | |
WEIGHTED AVERAGE REMAINING CONTRACTUAL TERM (in years), Options vested or expected to vest | 8 years 2 months 12 days | |
AGGREGATE INTRINSIC VALUE, Outstanding, Beginning Balance | $ 7,228 | |
AGGREGATE INTRINSIC VALUE, Outstanding, Ending Balance | 2,857 | $ 7,228 |
AGGREGATE INTRINSIC VALUE, Options exercisable | 2,382 | |
AGGREGATE INTRINSIC VALUE, Options vested or expected to vest | $ | $ 2,857 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Total Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 2,120 | $ 335 |
Research and Development | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 1,009 | 270 |
General and Administrative | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 1,111 | $ 65 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - Open Biome - USD ($) $ in Thousands | Mar. 01, 2021 | Feb. 10, 2020 | Nov. 30, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||||||
Rent income under sublease | $ 0 | $ 100 | ||||
Maximum | ||||||
Related Party Transaction [Line Items] | ||||||
Receivable from related party | 0 | |||||
Strategic Agreement | ||||||
Related Party Transaction [Line Items] | ||||||
Reimbursed to related party | 0 | 100 | ||||
Reimbursed from related party | 0 | 100 | ||||
Due from related party | 0 | $ 0 | ||||
Clinical Supply and Services Agreement | ||||||
Related Party Transaction [Line Items] | ||||||
Payment of monthly platform fee | $ 200 | |||||
Security deposit | 500 | |||||
Prepaid fees | 1,600 | |||||
Security deposit returned | $ 500 | |||||
Payment to related party | 800 | |||||
Asset Purchase Agreement | ||||||
Related Party Transaction [Line Items] | ||||||
Payment to acquire certain assets | $ 1,200 | |||||
Payment to acquire remaining assets | $ 3,800 | |||||
Property and equipment | $ 5,000 | |||||
Required to pay certain milestones | $ 26,000 |
Retirement Plan - Additional In
Retirement Plan - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Retirement Benefits [Abstract] | ||
Company's contribution to plan | $ 0.2 | $ 0.2 |
Loss per Share - Basic and Dilu
Loss per Share - Basic and Diluted Loss per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Net loss | $ (24,567) | $ (13,981) |
Net loss attributable to common stockholders—basic and diluted | $ (24,567) | $ (13,981) |
Denominator: | ||
Weighted-average common stock outstanding—basic and diluted | 47,528,948 | 14,033,273 |
Net loss per share attributable to common stockholders—basic and diluted | $ (0.52) | $ (1) |
Loss per Share - Computation of
Loss per Share - Computation of Diluted Loss per Share Attributable to Common Stockholders (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluding from computation of diluted net loss per share | 4,803,491 | 2,052,310 |
Options to Purchase Common Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluding from computation of diluted net loss per share | 4,771,403 | 2,032,964 |
Common Stock Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluding from computation of diluted net loss per share | 0 | 19,346 |
Employee Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluding from computation of diluted net loss per share | 32,088 | 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ in Thousands | May 11, 2022USD ($) | Apr. 19, 2022USD ($)Employee | Mar. 31, 2022 |
Loan and Security Agreement [Member] | Term Loan [Member] | |||
Subsequent Event [Line Items] | |||
Maturity date | Nov. 1, 2026 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Reduction of workforce | Employee | 37 | ||
Reduction of workforce percentage | 20.00% | ||
Restructuring Charges | $ 1,100 | ||
Subsequent Event [Member] | Loan and Security Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Aggregate maximum borrowing capacity | $ 55,000 | ||
Initial amount borrowed | 15,000 | ||
Option to draw down an additional amount | 20,000 | ||
Additional amount second tranche subject to milestones and conditions | $ 20,000 | ||
Basis spread on variable rate (as a percent) | 4.05% | ||
Percentage of amount drawn | 0.75% | ||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Term Loan [Member] | |||
Subsequent Event [Line Items] | |||
Debt instrument, description | The Term Loan bears interest at a variable annual rate equal to the greater of (i)(a) 4.05% plus (b) the Prime Rate (as reported in the Wall Street Journal) and (ii) 7.55%. Borrowings under the Loan Agreement are repayable in monthly interest-only payments through December 1, 2024, or December 1, 2025 if certain conditions have been achieved prior to December 1, 2024. After the interest-only payment period, borrowings under the Loan Agreement are repayable in equal monthly payments of principal and accrued interest until November 1, 2026 (the “Maturity Date”). | ||
Basis spread on variable rate (as a percent) | 7.55% | ||
Payment of facility charges | $ 262,500 | ||
Percentage of repayment on aggregate principal amount of term loan advances | 5.50% | ||
Minimum cash covenant | $ 12,500 | ||
Exceeding principal amount borrowed under term loan | $ 25,000 |