Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 30, 2020 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | MeiraGTx Holdings plc | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Entity Address, State or Province | NY | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Common Stock, Shares Outstanding | 37,362,416 | |
Entity Central Index Key | 0001735438 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Title of 12(b) Security | Ordinary Shares | |
Trading Symbol | MGTX |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 210,409,650 | $ 227,233,384 |
Restricted cash | 377,598 | |
Accounts receivable - related party | 27,979,259 | 23,337,377 |
Prepaid expenses | 3,460,056 | 4,464,085 |
Tax incentive receivable | 6,819,851 | 11,974,437 |
Other current assets | 1,965,752 | 1,970,585 |
Total Current Assets | 251,012,166 | 268,979,868 |
Property and equipment, net | 25,430,812 | 23,858,108 |
Security deposits | 709,886 | 951,138 |
In-process research and development | 762,285 | 777,655 |
Restricted cash | 123,376 | |
Other assets | 191,198 | 195,053 |
Right-of-use assets | 26,561,496 | 29,002,448 |
TOTAL ASSETS | 304,667,843 | 323,887,646 |
CURRENT LIABILITIES: | ||
Accounts payable | 7,288,347 | 3,759,339 |
Accrued expenses | 12,784,394 | 18,083,757 |
Lease obligations, current | 1,962,363 | 1,674,210 |
Deferred revenue - related party, current | 20,930,133 | 25,678,515 |
Other current liabilities | 60,780 | |
Total Current Liabilities | 43,026,017 | 49,195,821 |
Deferred revenue - related party | 55,700,543 | 60,535,576 |
Lease obligations | 19,172,729 | 21,504,340 |
Asset retirement obligations | 1,652,570 | 1,654,755 |
Deferred income tax liability | 191,198 | 195,053 |
TOTAL LIABILITIES | 119,743,057 | 133,085,545 |
COMMITMENTS | ||
SHAREHOLDERS' EQUITY: | ||
Ordinary Shares, $0.00003881 par value, 1,288,327,750 authorized, 36,817,916 and 36,791,906 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 1,430 | 1,429 |
Capital in excess of par value | 401,488,623 | 395,630,666 |
Accumulated other comprehensive income (loss) | 2,151,882 | (1,794,042) |
Accumulated deficit | (218,717,149) | (203,035,952) |
Total Shareholders' Equity | 184,924,786 | 190,802,101 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 304,667,843 | $ 323,887,646 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.00003881 | $ 0.00003881 |
Common stock, shares authorized | 1,288,327,750 | 1,288,327,750 |
Common stock, shares issued | 36,817,916 | 36,791,906 |
Common stock, shares outstanding | 36,817,916 | 36,791,906 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
License revenue - related party | $ 4,209,576 | $ 784,960 |
Operating expenses: | ||
General and administrative | 11,806,134 | 8,499,475 |
Research and development | 8,083,342 | 12,976,229 |
Total operating expenses | 19,889,476 | 21,475,704 |
Loss from operations | (15,679,900) | (20,690,744) |
Other non-operating income (expense): | ||
Foreign currency (loss) gain | (756,701) | 2,718,400 |
Interest income | 789,370 | |
Interest expense | (33,966) | (9,574) |
Net loss | (15,681,197) | (17,981,918) |
Other comprehensive income (loss): | ||
Foreign currency translation gain (loss) | 3,945,924 | (1,133,683) |
Total comprehensive loss | $ (11,735,273) | $ (19,115,601) |
Basic and diluted adjusted net loss per ordinary share | $ (0.43) | $ (0.62) |
Weighted-average number of ordinary shares outstanding | 36,624,950 | 28,776,915 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) | Ordinary Shares [Member]Private Placement [Member] | Ordinary Shares [Member]License Agreement [Member] | Ordinary Shares [Member] | Capital in Excess of Par Value [Member]Private Placement [Member] | Capital in Excess of Par Value [Member]License Agreement [Member] | Capital in Excess of Par Value [Member] | Accumulated Other Comprehensive (Loss) Income [Member] | Accumulated Deficit [Member] | Private Placement [Member] | License Agreement [Member] | Total |
Beginning Balance at Dec. 31, 2018 | $ 1,064 | $ 229,054,460 | $ 293,666 | $ (148,289,717) | $ 81,059,473 | ||||||
Beginning Balance, Shares at Dec. 31, 2018 | 27,386,632 | ||||||||||
Issuance of ordinary shares in connection with a license agreement | $ 6 | $ 1,966,334 | $ 1,966,340 | ||||||||
Issuance of ordinary shares in connection with a license agreement, shares | 158,832 | ||||||||||
Sale of ordinary shares in connection with private placement, net of issuance costs of $2,426,953 | $ 225 | $ 77,572,822 | $ 77,573,047 | ||||||||
Sale of ordinary shares in connection with private placement, net of issuance costs, shares | 5,797,102 | ||||||||||
Share-based compensation | 2,934,991 | 2,934,991 | |||||||||
Foreign currency translation | (1,133,683) | (1,133,683) | |||||||||
Net loss | (17,981,918) | (17,981,918) | |||||||||
Balance at Mar. 31, 2019 | $ 1,295 | 311,528,607 | (840,017) | (166,271,635) | 144,418,250 | ||||||
Balance, Shares at Mar. 31, 2019 | 33,342,566 | ||||||||||
Beginning Balance at Dec. 31, 2018 | $ 1,064 | 229,054,460 | 293,666 | (148,289,717) | $ 81,059,473 | ||||||
Beginning Balance, Shares at Dec. 31, 2018 | 27,386,632 | ||||||||||
Exercised stock options, shares | 134,533 | ||||||||||
Balance at Dec. 31, 2019 | $ 1,429 | 395,630,666 | (1,794,042) | (203,035,952) | $ 190,802,101 | ||||||
Balance, Shares at Dec. 31, 2019 | 36,791,906 | ||||||||||
Exercised stock options | $ 1 | 175,076 | $ 175,077 | ||||||||
Exercised stock options, shares | 26,010 | 26,010 | |||||||||
Share-based compensation | 5,682,881 | $ 5,682,881 | |||||||||
Foreign currency translation | 3,945,924 | 3,945,924 | |||||||||
Net loss | (15,681,197) | (15,681,197) | |||||||||
Balance at Mar. 31, 2020 | $ 1,430 | $ 401,488,623 | $ 2,151,882 | $ (218,717,149) | $ 184,924,786 | ||||||
Balance, Shares at Mar. 31, 2020 | 36,817,916 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Stock issuance costs | $ 2,426,953 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (15,681,197) | $ (17,981,918) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Ordinary shares issued in connection with license agreements | 1,966,340 | |
Share-based compensation expense | 5,682,881 | 2,934,991 |
Foreign currency loss (gain) | 756,701 | (2,718,400) |
Depreciation | 815,423 | 499,641 |
Lease obligation | 47,780 | |
Loss on disposal of equipment, furniture and fixtures | 7,550 | |
Gain on termination of lease liability | (143,589) | |
Amortization of interest on asset retirement obligations | 33,062 | 2,639 |
(Increase) decrease in operating assets: | ||
Accounts receivable - related party | (4,705,613) | |
Prepaid expenses | 827,980 | 188,044 |
Tax incentive receivable | 4,628,464 | |
Other current assets | (98,803) | 2,523,388 |
Security deposits | 190,839 | 130,949 |
Increase (decrease) in operating liabilities: | ||
Accounts payable | 3,944,220 | 304,716 |
Accrued expenses | (4,479,397) | (4,124,797) |
Other current liabilities | (252,322) | |
Deferred revenue - related party | (4,209,576) | 98,692,719 |
Net cash (used in) provided by operating activities | (12,383,275) | 82,165,990 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (4,035,968) | (1,115,233) |
Net cash used in investing activities | (4,035,968) | (1,115,233) |
Cash flows from financing activities: | ||
Payments on finance lease obligations - financing leases | (10,266) | (6,624) |
Exercise of share options | 175,077 | |
Proceeds from the sale of ordinary shares | 80,000,000 | |
Issuance costs in connection with ordinary shares | (2,426,953) | |
Net cash provided by financing activities | 164,811 | 77,566,423 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (16,254,432) | 158,617,180 |
Effect of exchange rate changes on cash | (315,080) | 577,784 |
Cash, cash equivalents and restricted cash at beginning of period | 227,356,760 | 68,203,551 |
Cash, cash equivalents and restricted cash at end of period | 210,787,248 | 227,398,515 |
Supplemental disclosure of non-cash transactions: | ||
Fixed asset acquisition included in accounts payable and accrued expenses at end of period | 2,505,098 | 236,535 |
Lease obligations for right-of-use asset | 10,930,367 | |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | $ 122 | 553 |
Ordinary Shares [Member] | ||
Cash flows from financing activities: | ||
Issuance costs in connection with ordinary shares | $ (2,426,953) |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and Basis of Presentation | MEIRAGTX HOLDINGS PLC AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Organization and Basis of Presentation: The Company MeiraGTx Holdings plc and subsidiaries (the “Company” or “Meira Holdings”), an exempted company incorporated under the laws of the Cayman Islands, is a vertically integrated, clinical-stage gene therapy company with six programs in clinical development and a broad pipeline of preclinical and research programs. The Company has core capabilities in viral vector design and optimization and gene therapy manufacturing, as well as a potentially transformative gene regulation technology. Led by an experienced management team, the Company has taken a portfolio approach by licensing, acquiring and developing technologies that give depth across both product candidates and indications. The Company’s initial focus is on three distinct areas of unmet medical need: inherited retinal diseases, neurodegenerative diseases and severe forms of xerostomia. Though initially focusing on the eye, central nervous system and salivary gland, the Company intends to expand its focus in the future to develop additional gene therapy treatments for patients suffering from a range of serious diseases. The Company also owns and operates a current good manufacturing practices, or cGMP, multi-product, multi-viral vector manufacturing facility in London, United Kingdom, which includes fill and finish capabilities and can supply the Company’s clinical and potential commercial material. Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted accounting principles as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). Interim Financial Statements The accompanying condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10‑Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete consolidated financial statements. In the opinion of management, the condensed consolidated financial statements include all adjustments (consisting of normal recurring accruals) necessary in order to make the condensed consolidated financial statements not misleading. Operating results for the three-month period ended March 31, 2020 are not necessarily indicative of the final results that may be expected for the year ended December 31, 2020. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10‑K for the fiscal year ended December 31, 2019 (the “Form 10‑K”). Liquidity The Company has not yet achieved profitable operations. There is no assurance that profitable operations, if ever achieved, could be sustained on a continuing basis. In addition, development activities, clinical and preclinical testing, and commercialization of the Company’s product candidates will require significant additional financing. The Company’s accumulated deficit at March 31, 2020 totaled $218,717,149, and management expects to incur substantial losses in future periods. The success of the Company is subject to certain risks and uncertainties, including, among others: uncertainty of product development; competition in the Company’s field of use; uncertainty of capital availability; uncertainty in the Company’s ability to enter into agreements with collaborative partners; dependence on third parties; and dependence on key personnel. For the three-months ended March 31, 2020, the Company used $12,383,275 in cash flows from operations and there are no assurances that the Company will generate positive cash flows in the future. Additionally, there are no assurances that the Company will be successful in obtaining an adequate level of financing for the development and commercialization of its product candidates. As of March 31, 2020, the Company had cash, cash equivalents and restricted cash in the amount of $210,787,248, which consisted of depository accounts. On January 30, 2019, the Company entered into a collaboration, option and license agreement with Janssen Pharmaceuticals, Inc. (“Janssen”), one of the Janssen Pharmaceuticals Companies of Johnson & Johnson (the “Collaboration Agreement”), for the research, development and commercialization of gene therapies for the treatment of inherited retinal diseases (“IRD”). Under the terms of the Collaboration Agreement, the Company received an upfront payment of $100,000,000. The Company also receives funding for certain research, manufacturing, clinical development and commercialization costs, potential additional milestone payments upon the achievement of such milestones and royalties on future net sales of products. The Company estimates that its cash, cash equivalents and restricted cash on-hand at March 31, 2020 will be sufficient to cover its expenses for at least the next twelve months from the date of issuance of these condensed consolidated financial statements. Risks and Uncertainties The Company operates in an industry that is subject to intense competition, government regulation and rapid technological change. The Company’s operations are subject to significant risk and uncertainties including financial, operational, technological, regulatory and other risks, including the potential risk of business failure. There are also many uncertainties regarding the pandemic caused by the novel coronavirus, or COVID-19, and the Company is closely monitoring the impact of the pandemic on all aspects of its business, including how the pandemic will impact its financial condition, liquidity, operations, clinical studies, employees, vendors, and industry. While the pandemic did not materially affect the Company's financial results and business operations in the Company's first quarter ended March 31, 2020, the Company is unable to predict the impact that COVID-19 will have on its financial position and operating results in future periods due to numerous uncertainties. The Company will continue to assess the evolving impact of the COVID-19 pandemic and will make adjustments to its operations as necessary. The Company’s capital resources and operations to date have been funded primarily with the proceeds from the Collaboration Agreement and private and public equity offerings. In the future, the Company may seek to raise additional capital through equity offerings, debt financings, marketing and distribution arrangements and other collaborations, strategic alliances and licensing arrangements or other sources to enable it to complete the development and potential commercialization of its product candidates. The COVID-19 outbreak and mitigation measures also have had and may continue to have an adverse impact on global economic conditions, which could have an adverse effect on our ability to raise capital when needed. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Recent Accounting Pronouncements | 2. Summary of Significant Accounting Policies and Recent Accounting Pronouncements: Certain of the Company’s significant accounting policies are described below. All of the Company’s significant accounting policies are disclosed in the notes to the audited consolidated financial statements as of and for the year ended December 31, 2019 included in the Company’s Form 10‑K. Since the date of such financial statements, the Company has adopted the new accounting pronouncements which are disclosed further in this note. Consolidation The accompanying condensed consolidated financial statements include the accounts of Meira Holdings and its wholly owned subsidiaries: MeiraGTx Limited, a limited company under the laws of England and Wales; MeiraGTx, LLC, a Delaware corporation (“Meira LLC”); MeiraGTx UK II Limited, a limited company under the laws of England and Wales (“Meira UK II”); Arthrogen, B.V., a Netherlands corporation (“Arthrogen”); BRI-Alzan, Inc., a Delaware corporation (“BRI-Alzan”); MeiraGTx B.V., a Netherlands corporation (“Meira B.V.”); MeiraGTx Neurosciences, Inc., a Delaware corporation (“Meira Neuro”); and MeiraGTx UK Limited, a limited company under the laws of England and Wales (“Meira UK”). All intercompany balances and transactions between the consolidated companies have been eliminated in consolidation. Use of Estimates Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these condensed consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements if these results differ from historical experience, or other assumptions do not turn out to be substantially accurate, even if such assumptions are reasonable when made. In preparing these condensed consolidated financial statements, management used significant estimates in the following areas, among others: collaboration revenue (as disclosed in Note 7), the accounting for research and development costs, share-based compensation, leases, asset retirement obligations and tax incentive receivable. Additionally, we have made estimates of the impact of the COVID-19 pandemic within our financial statements and there may be changes to those estimates in future periods. Actual results may differ from these estimates. Foreign Currency Contracts The Company uses foreign currency forward contracts to protect against changes in anticipated foreign currency cash flows resulting from changes in foreign currency exchange rates, primarily associated with non-functional currency denominated expenses. The foreign currency forward contracts outstanding as of March 31, 2020 had settlement dates within three-months. These instruments are recognized on the balance sheet at their estimated fair value. The Company does not designate its foreign currency forward contracts as part of a hedging transaction. Changes in the fair value are recorded each period within the Company’s consolidated statement of operations and comprehensive loss as a component of net loss. Fair Value Measurements Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including the Company’s credit risk. The Company follows ASC Topic 820, Fair Value Measurements and Disclosures , or ASC 820, for application to financial assets and liabilities. In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: · Level 1: Observable inputs such as quoted prices in active markets for identical assets the reporting entity has the ability to access as of the measurement date; · Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and · Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The table below represents the values of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis: Fair Value Measurement Using: Significant Significant Other Significant March 31, Observable Inputs Observable Inputs Unobservable Description 2020 (Level 1) (Level 2) (Level 3) Restricted cash $ 377,598 $ 377,598 $ — $ — Other current liabilities $ 60,780 $ — $ 60,780 $ — Asset retirement obligations $ 1,652,570 $ — $ — $ 1,652,570 Fair Value Measurement Using: Significant Significant Other Significant December 31, Observable Inputs Observable Inputs Unobservable Description 2019 (Level 1) (Level 2) (Level 3) Restricted cash $ 123,376 $ 123,376 $ — $ — Asset retirement obligations $ 1,654,755 $ — $ — $ 1,654,755 Leases The Company accounts for leases in accordance with ASC 842. The Company determines if an arrangement is a lease at contract inception. A lease exists when a contract conveys the right to control the use of identified property, plant, or equipment for a period of time in exchange for consideration. The definition of a lease embodies two conditions: (1) there is an identified asset in the contract that is land or a depreciable asset (i.e., property, plant, and equipment), and (2) the Company has the right to control the use of the identified asset. The Company accounts for the lease and non-lease components as a single lease component. From time to time the Company enters into direct financing lease arrangements that include a lessee obligation to purchase the leased asset at the end of the lease term, a bargain purchase option, or provides for minimum lease payments with a present value of 90% or more of the fair value of the leased asset at the date of lease inception. Operating leases where the Company is the lessee are included in right-of-use (“ROU”) assets and lease obligations are included on the Company’s consolidated balance sheets. The lease obligations are initially and subsequently measured at the present value of the unpaid lease payments at the lease commencement date and subsequent reporting periods. Finance leases where the Company is the lessee are included in ROU assets and lease obligations on the Company’s consolidated balance sheets. The lease obligations are initially measured in the same manner as for operating leases and are subsequently measured at amortized cost using the effective interest method. Key estimates and judgments include how the Company determined (1) the discount rate used to discount the unpaid lease payments to present value, (2) lease term and (3) lease payments. ASC 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. As most of the Company’s leases where it is the lessee do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company’s incremental borrowing rate for a lease is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The Company uses the implicit rate when readily determinable. The lease term for all of the Company’s leases includes the non-cancellable period of the lease plus any additional periods covered by either a lessee option to extend (or not to terminate) the lease that is reasonably certain to be exercised, or an option to extend (or not to terminate) the lease controlled by the lessor. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date less any lease incentives received. For operating leases, the ROU asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, minus any accrued lease payments, less the unamortized balance of lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the lease term. For finance leases, the ROU asset is subsequently amortized using the straight-line method from the lease commencement date to the earlier of the end of its useful life or the end of the lease term unless the lease transfers ownership of the underlying asset, or the Company is reasonably certain to exercise an option to purchase the underlying asset. In those cases, the ROU asset is amortized over the useful life of the underlying asset. Amortization of the ROU asset is recognized and presented separately from interest expense on the lease liability. The Company has elected not to recognize ROU assets and lease liabilities for all short-term leases that have a lease term of 12 months or less at lease commencement. Lease payments associated with short-term leases are recognized as an expense on a straight-line basis over the lease term. Asset Retirement Obligations Accounting for asset retirement obligations requires legal obligations associated with the retirement of long-lived assets to be recognized at fair value when incurred and capitalized as part of the related long-lived asset. In the absence of quoted market prices, the Company estimates the fair value of its asset retirement obligations using Level 3 present value techniques, in which estimates of future cash flows associated with retirement activities are discounted using a credit-adjusted risk-free rate. Asset retirement obligations currently reported as other liabilities on the condensed consolidated balance sheet were measured during a period of historically low interest rates. The impact on measurements of new asset retirement obligations using different rates in the future may be significant. The Company uses estimates to determine the asset retirement obligations at the end of the lease term and discounts such asset retirement obligations using an estimated discount rate. Interest on the discounted asset retirement obligation is amortized over the term of the lease using the effective interest method and is recorded as interest expense in the condensed consolidated statements of operations and comprehensive loss. The change in asset retirement obligations is as follows: For the Three Months Ended March 31, 2020 2019 Balance at beginning of period $ 1,654,755 $ 128,119 Amortization of interest 33,062 2,639 Effects of exchange rate (35,247) 3,058 Balance at end of period $ 1,652,570 $ 133,816 Collaboration Arrangements The Company evaluates its collaborative arrangements pursuant to ASC 808, Collaborative Arrangements (“ASC 808”) and ASC 606, Revenue from Contracts with Customers (“ASC 606”). The Company considers the nature and contractual terms of collaborative arrangements and assesses whether the arrangement involves a joint operating activity pursuant to which the Company is an active participant and is exposed to significant risks and rewards with respect to the arrangement. If the Company is an active participant and is exposed to significant risks and rewards with respect to the arrangement, the Company accounts for the arrangement as a collaboration under ASC 808. To date, the Company has entered into two separate collaboration agreements, both of which are with Janssen, which were determined to be within the scope of ASC 808. ASC 808 does not address recognition or measurement matters related to collaborative arrangements. Payments between participants pursuant to a collaborative arrangement that are within the scope of other authoritative accounting literature on income statement classification are accounted for using the relevant provisions of that literature. If the payments are not within the scope of other authoritative accounting literature, the income statement classification for the payments is based on an analogy to authoritative accounting literature or if there is no appropriate analogy, a reasonable, rational and consistently applied accounting policy election. Payments received from a collaboration partner to which this policy applies may include upfront payments in respect of a license of intellectual property, development and commercialization-based milestones, and royalties. Refer to the discussion in Note 7 for further information related to the accounting for the Janssen Collaboration Agreement. Revenue Recognition Arrangements with collaborators may include licenses to intellectual property, research and development services, manufacturing services for clinical and commercial supply, and participation on joint steering committees. The Company evaluates the promised goods or services to determine which promises, or group of promises, represent performance obligations. In contemplation of whether a promised good or service meets the criteria required of a performance obligation, the Company considers the stage of development of the underlying intellectual property, the capabilities and expertise of the customer relative to the underlying intellectual property, and whether the promised goods or services are integral to or dependent on other promises in the contract. When accounting for an arrangement that contains multiple performance obligations, the Company must develop judgmental assumptions, which may include market conditions, reimbursement rates for personnel costs, development timelines and probabilities of regulatory success to determine the stand-alone selling price for each performance obligation identified in the contract. When the Company concludes that a contract should be accounted for as a combined performance obligation and recognized over time, the Company must then determine the period over which revenue should be recognized and the method by which to measure revenue. The Company generally recognizes revenue using a cost-based input method. The Collaboration Agreement with Janssen is accounted for under ASC 808, however, as ASC 808 does not address recognition or measurement matters such as determining the appropriate unit of accounting or when the recognition criteria are met, the Company accounts for the consideration received from Janssen in accordance with ASC 606. In accordance with ASC 606, the Company recognizes revenue when its customer or collaborator obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, it performs the following five steps: i. identify the contract(s) with a customer; ii. identify the performance obligations in the contract; iii. determine the transaction price; iv. allocate the transaction price to the performance obligations within the contract; and v. recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it determines that it is probable it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be by analogy within the scope of ASC 606, the Company assesses the goods or services promised within the contract to determine whether each promised good or service is a performance obligation. The promised goods or services in the Company’s arrangements typically consist of a license to the Company’s intellectual property and research, development and manufacturing services. The Company may provide options to additional items in such arrangements, which are accounted for as separate contracts when the customer elects to exercise such options, unless the option provides a material right to the customer. Performance obligations are promises in a contract to transfer a distinct good or service to the customer that (i) the customer can benefit from on its own or together with other readily available resources, and (ii) is separately identifiable from other promises in the contract. Goods or services that are not individually distinct performance obligations are combined with other promised goods or services until such combined group of promises meet the requirements of a performance obligation. The Company determines transaction price based on the amount of consideration the Company expects to receive for transferring the promised goods or services in the contract. Consideration may be fixed, variable, or a combination of both. At contract inception for arrangements that include variable consideration, the Company estimates the probability and extent of consideration it expects to receive under the contract utilizing either the most likely amount method or expected amount method, whichever best estimates the amount expected to be received. The Company then considers any constraints on the variable consideration and includes in the transaction price variable consideration to the extent it is deemed probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company then allocates the transaction price to each performance obligation based on the relative standalone selling price and recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) control is transferred to the customer and the performance obligation is satisfied. For performance obligations which consist of licenses and other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. The Company records amounts as accounts receivable when the right to consideration is deemed unconditional. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded as deferred revenue. Amounts received prior to satisfying the revenue recognition criteria are recognized as deferred revenue in the Company’s condensed consolidated balance sheet. Amounts expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue – related party, current. Amounts not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue – related party. The Company’s collaboration revenue arrangements include the following: Up-front License Fees: If a license is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from nonrefundable, up-front fees allocated to the license when the license is transferred to the licensee and the licensee is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone Payments: At the inception of an agreement that includes research and development milestone payments, the Company evaluates each milestone to determine when and how much of the milestone to include in the transaction price. The Company first estimates the amount of the milestone payment that the Company could receive using either the expected value or the most likely amount approach. The Company primarily uses the most likely amount approach as that approach is generally most predictive for milestone payments with a binary outcome. Then, the Company considers whether any portion of that estimated amount is subject to the variable consideration constraint (that is, whether it is probable that a significant reversal of cumulative revenue would not occur upon resolution of the uncertainty.) The Company updates the estimate of variable consideration included in the transaction price at each reporting date which includes updating the assessment of the likely amount of consideration and the application of the constraint to reflect current facts and circumstances. Royalties: For arrangements that include sales-based royalties, including milestone payments based on a level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company will recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any revenue related to sales-based royalties or milestone payments based on the level of sales. Research and Development Services: The Company is incurring research and development costs, with Janssen responsible for up to 100% of the costs, depending on the type of research and development services being performed. The Company records costs associated with the development activities as research and development expenses in the condensed consolidated statements of operations and comprehensive loss consistent with ASC 730, Research and Development . The reimbursement of the research and development costs by Janssen is representative of the joint risk sharing nature of the arrangement. The Company considered the guidance in ASC 808 and recognizes the payments received from Janssen as a reduction to research and development expense when the related costs are incurred. Research and Development Research and development costs are charged to expense as incurred. These costs include, but are not limited to, employee-related expenses, including salaries, benefits and travel of the Company’s research and development personnel; expenses incurred under agreements with contract research organizations and investigative sites that conduct clinical and preclinical studies and for the drug product for the clinical studies and preclinical activities; facilities; supplies; rent, insurance, certain legal fees, share-based compensation, depreciation and other costs associated with clinical and preclinical activities and regulatory operations. Research funding under collaboration agreements and refundable research and development credits / tax credits are recorded as an offset to these costs. Costs for certain development activities, such as Company funded outside research programs, are recognized based on an evaluation of the progress to completion of specific tasks with respect to their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the pattern of costs incurred, and are reflected in the condensed consolidated financial statements as prepaid expenses or accrued expenses, as the case may be. Net Loss per Ordinary Share Basic net loss per ordinary share is computed by dividing net loss by the weighted average number of shares of the Company’s ordinary shares assumed to be outstanding during the period of computation. Diluted net loss per ordinary share is computed similar to basic net loss per share except that the denominator is increased to include the number of additional ordinary shares that would have been outstanding if the potential ordinary shares had been issued at the beginning of the year and if the additional ordinary shares were dilutive (treasury stock method) or the two-class method, whichever is more dilutive. For all periods presented, basic and diluted net loss per ordinary share are the same, as any additional ordinary share equivalents would be anti-dilutive. The following securities are considered to be ordinary share equivalents, but were not included in the computation of diluted net loss per ordinary share because to do so would have been anti-dilutive: March 31, March 31, 2020 2019 Restricted ordinary shares subject to forfeiture 108,864 544,312 Restricted share units 545,000 — Share options 4,675,850 3,312,365 5,329,714 3,856,677 Segment Information Management has concluded it has a single reporting segment for purposes of reporting financial condition and results of operations. The Company’s license revenue, research funding and deferred revenue from its Collaboration Agreement are generated in the United Kingdom. The following table summarizes non-current assets by geographical area: March 31, December 31, 2020 2019 United States $ 14,602,150 $ 14,354,792 United Kingdom 38,003,811 39,476,700 Netherlands 1,049,716 1,076,286 $ 53,655,677 $ 54,907,778 Accounting Pronouncements Recently Adopted In August 2018, the FASB issued ASU 2018‑13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurements , which changes the fair value measurement disclosure requirements of ASC 820. The goal of the ASU is to improve the effectiveness of ASC 820’s disclosure requirements by providing users of the financial statements with better information about assets and liabilities measured at fair value in the financial statements and notes thereto. The guidance is applicable for fiscal years beginning after December 15, 2019 and interim periods within those years. The adoption of the provisions of ASU 2018-13 did not have a material impact on the current financial statements. In November 2018, the FASB issued ASU No. 2018‑18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 (“ASU 2018‑18”). The standard amends ASC 808, Collaborative Arrangements and ASC 606 , Revenue from Contracts with Customers , to clarify the interaction between collaborative arrangement participants that should be accounted for as revenue under ASC 606. In transactions when the collaborative arrangement participant is a customer in the context of a unit of account, revenue should be accounted for using the guidance in Topic 606. The amendments in ASU 2018‑18 are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The adaptation of ASU 2018‑18, did not have a material impact on the current financial statements. Recent Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016‑13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which adds a new Topic 326 to the Codification and removes the thresholds that companies apply to measure credit losses on financial instruments measured at amortized cost, such as loans, receivables, and held-to-maturity debt securities. Under current GAAP, companies generally recognize credit losses when it is probable that the loss has been incurred. The revised guidance will remove all recognition thresholds and will require companies to recognize an allowance for credit losses for the difference between the amortized cost basis of a financial instrument and the amount of amortized cost that the company expects to collect over the instrument’s contractual life. ASU 2016‑13 also amends the credit loss measurement guidance for available-for-sale debt securities and beneficial interests in securitized financial assets. The guidance is applicable for fiscal years beginning after December 15, 2019 and interim periods within those years, however, the FASB extended the effective date for smaller reporting companies to fiscal years beginning after December 15, 2022. The Company is currently evaluating the potential impact of the adoption of this standard on its related disclosures. |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 3. Accrued Expenses Accrued expenses for the periods presented are comprised of the following: March 31, December 31, 2020 2019 Clinical trial costs $ 8,655,858 $ 7,788,077 Fixed assets 934,009 1,108,362 Manufacturing costs 816,522 — Consulting 677,944 1,247,989 Compensation and benefits 674,558 6,850,335 Professional fees 487,927 486,743 Rent 299,764 283,876 Other 237,812 318,375 $ 12,784,394 $ 18,083,757 |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | 4. Share-Based Compensation Equity Incentive Plans The Company’s 2018 Incentive Award Plan and 2016 Equity Incentive Plan (collectively, the “Plans”) were adopted by the Company’s board of directors and shareholders. Under the Plans, the Company has granted share options and restricted share units (“RSUs”) to selected officers, employees and non-employee consultants. The Company’s board of directors or a committee thereof administers the Plans. Upon the adoption of the 2018 Incentive Award Plan, the Company ceased issuing awards under the 2016 Equity Incentive Plan. Options A summary of the Company’s share option activity related to employees, non-employee members of the board of directors and non-employee consultants as of and for the year-ended December 31, 2019 and the three-month period ended March 31, 2020 is as follows: Weighted- Weighted- Average Average Remaining Number of Exercise Contractual Options Price Life (years) Outstanding at December 31, 2018 3,254,365 $ 7.64 Granted 551,000 17.94 Exercised (134,533) 4.14 Expired — — Forfeited (25,472) 9.37 Outstanding at December 31, 2019 3,645,360 9.31 8.45 years Granted 1,106,500 20.24 Exercised (26,010) 6.73 Expired — — Forfeited (50,000) 17.38 Outstanding at March 31, 2020 4,675,850 $ 11.82 8.38 years Options exercisable at March 31, 2020 1,636,949 $ 7.65 7.51 years Aggregate intrinsic value of options outstanding as of March 31, 2020 $ 17,470,736 Aggregate intrinsic value of options exercisable as of March 31, 2020 $ 9,706,669 Options granted under the Plans have a maximum contractual term of ten years. Options granted generally vest 25% on the first anniversary of the date of grant and the balance ratably over the next 36 months. Options granted to directors when they join the board generally vest in 36 equal monthly installments following the date of grant, and annual options granted to directors generally vest on the earlier of the first anniversary of the date of grant or the day before the Company’s annual meeting of shareholders. The total fair value of options vested during the three-month periods ended March 31, 2020 and 2019 was $1,650,925 and $1,390,942, respectively. The weighted-average grant date fair value of options granted during the three-month periods ended March 31, 2020 and 2019 was $15.24 and $9.64, respectively. The grant date fair values of the share options granted were estimated using the Black-Scholes option valuation model with the following ranges of assumptions: 2020 2019 Risk-free interest rate 0.72 - 2.56% 1.76 - 2.55% Expected volatility 90% 90% Expected dividend yield 0% 0% Expected life (in years) 6.1 5.5 - 6.1 As of March 31, 2020, the total compensation expense relating to unvested options granted that had not yet been recognized was $29,244,344, which is expected to be realized over a period of 4.0 years. The Company will issue shares upon exercise of options from ordinary shares reserved under the Plans. Restricted Share Units On January 8, 2020 and March 6, 2020, the Company granted 505,000 and 40,000 RSUs to certain members of senior management and a consultant, respectively. The RSUs were valued at $20.30 and $16.45 per share, respectively, and the related share-based compensation expense, which is recognized ratably over the requisite service period, is included in general and administrative and research and development expenses in the condensed consolidated statements of operations and comprehensive loss. These RSUs vest 50% on the second anniversary of the date of grant and 25% on each of the third and fourth anniversaries of the date of grant. Total share-based compensation expense in connection with the RSUs, in the amount of $598,295, was recorded as general and administrative and research and development expense during the three-month period ended March 31, 2020. As of March 31, 2020, the total compensation expense relating to unvested RSUs granted that had not yet been recognized was $10,311,205, which is expected to be realized over a period of 4.0 years. Restricted Ordinary Shares On June 7, 2018, 1,306,348 restricted ordinary shares, which represented 5% of the fully-diluted outstanding shares of the Company as of such date, were issued to certain members of senior management in accordance with their employment agreements. One-third of such shares vested immediately, with the balance vesting quarterly over the next eight quarters beginning three months after the effectiveness of the Company’s registration statement on Form S‑1 filed with the Securities and Exchange Commission (“SEC”) on June 7, 2018 (the “Registration Statement”). The shares were valued at $15.00 per share and the related share-based compensation expense, which is recognized over the requisite service period, is included in general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. Additionally, under the terms of the employment agreements, the Company was required to pay the income taxes incurred by the grantees in connection with the grant of those restricted shares. Total compensation expense in connection with the issuance of those restricted ordinary shares, in the amount of $3,576,526 and $3,772,650, of which $1,632,930 and $1,632,930 was share-based, was recorded as general and administrative expense during the three-month periods ended March 31, 2020 and 2019, respectively. A summary of the restricted ordinary shares is as follows: Ordinary Shares $ Value Non-vested at December 31, 2019 217,726 $ 3,265,890 Vested during 2020 (108,862) (1,632,930) Non-vested at March 31, 2020 108,864 $ 1,632,960 During the three-month periods ended March 31, 2020 and 2019 the Company recognized total share-based compensation expense in the accompanying condensed consolidated statements of operations and comprehensive loss as follows: Three-month periods ended March 31, 2020 2019 Research and development $ 1,417,791 $ 834,314 General and administrative 4,265,090 2,100,677 Total share-based compensation $ 5,682,881 $ 2,934,991 The Company does not expect to realize any tax benefits from its share option activity or the recognition of share-based compensation expense because the Company currently has net operating losses and has a full valuation allowance against its deferred tax assets. Accordingly, no amounts related to excess tax benefits have been reported in cash flows from operations or cash flows from financing activities for the three-month periods ended March 31, 2020 and 2019. |
Ordinary Shares
Ordinary Shares | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Ordinary Shares | 5. Ordinary Shares Private Placement On February 27, 2019, the Company issued 5,797,102 ordinary shares in a private placement for gross proceeds of $80 million, excluding offering costs of approximately $2.4 million. Johnson & Johnson Innovation – JJDC, Inc. (“JJDC”), the investment arm of Johnson and Johnson and owner of Janssen, purchased 2,898,550 of the ordinary shares issued on the same terms and conditions as the other investors in the offering. In connection with the offering, the Company also entered into a registration rights agreement whereby, promptly following the date on which the Company becomes eligible to use a registration statement on Form S‑3, but in no event later than July 31, 2019, the Company shall prepare and file a registration statement covering the resale of all of the Registrable Securities, as defined in the agreement. The Company filed the Form S‑3 on July 2, 2019 and the Form S‑3 was declared effective on July 16, 2019. License Agreement As discussed in Note 7, on March 21, 2019, the Company issued 158,832 ordinary shares in connection with a license agreement. In accordance with the license agreement, the cost basis of the shares was based on the closing share price on January 31, 2019. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. Income Taxes The Company did not record a provision for income taxes for the three-month periods ended March 31, 2020 and 2019, as the Company has generated losses for all periods. The Company periodically evaluates the realizability of its deferred tax assets based on all available evidence, both positive and negative. The realization of net deferred tax assets is dependent on the Company’s ability to generate sufficient future taxable income during periods prior to the expiration of tax attributes to fully utilize these assets. The Company weighed both positive and negative evidence and determined that there is a continued need for a full valuation allowance on its deferred tax assets (after consideration of the reversal of the deferred tax liabilities for the ROU assets and fixed assets) in the United States, United Kingdom and Netherlands as of March 31, 2020. Should the Company determine that it would be able to realize its remaining deferred tax assets in the foreseeable future, an adjustment to its remaining deferred tax assets would cause a material increase to income in the period such determination is made. New Tax Legislation Many governments have enacted or are currently contemplating economic stimulus and financial aid measures. Many of these measures include deferring the due dates for tax payments, including both income tax and other taxes. The Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") was enacted on March 27, 2020 in the United States to address the economic impacts of the COVID-19 pandemic. The CARES Act includes corporate income tax, payroll tax, and other provisions. While the Company may receive financial, tax, or other benefits under the bill, this legislation did not impact the Company during the three months ended March 31, 2020. The Company is still assessing the impact of the CARES Act and other global measures and does not expect there to be a material impact to its income tax provision for the year ending December 31, 2020. |
Related-Party Transactions
Related-Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 7. Related-Party Transactions Collaboration and License Agreements Janssen Pharmaceuticals, Inc. On January 30, 2019, the Company entered into a Collaboration Agreement with Janssen for the research, development and commercialization of gene therapies for the treatment of IRDs. Under the agreement, Janssen paid the Company a non-refundable upfront fee of $100.0 million. Janssen and the Company will collaborate to develop the Company’s current clinical programs in retinitis pigmentosa and two genetic forms of achromatopsia and Janssen has the exclusive right to commercialize these three product candidates (“Clinical IRD Product Candidates”) globally. Pursuant to the Collaboration Agreement, the Company and Janssen also agreed on a research collaboration to develop a pipeline of preclinical inherited retinal disease gene therapy candidates (“Research IRD Product Candidates”). The parties will select and prioritize the Research IRD Product Candidates and Janssen has the right to opt-in for a fee for each of the specified targets (each an “Option Target”) to obtain certain development, manufacturing and commercialization rights for the Research IRD Product Candidates. Unless terminated earlier under certain termination clauses, the Collaboration Agreement will continue in effect, on a product-by-product and country-by-country basis, until such time as the royalty terms expire in such country. The Company has determined enforceable rights exist in the Collaboration Agreement as the termination clauses are substantive termination penalties by way of the non-refundable upfront fee and the reversion of any licensed intellectual property granted to Janssen upon the termination of the agreement. On February 27, 2019, in connection with a private placement, the Company issued 2,898,550 ordinary shares to JJDC, the investment arm of Johnson and Johnson and owner of Janssen, on the same terms and conditions as the other investors in the offering. After the offering, JJDC became a related party. Clinical IRD Product Candidates Under the Collaboration Agreement, the Company and Janssen will jointly develop Clinical IRD Product Candidates to permit Janssen to commercialize such Clinical IRD Product Candidates under an exclusive license from the Company. In general, the Company will have the primary responsibility to develop each Clinical IRD Product Candidate in accordance with the development plan for each Clinical IRD Product Candidate, including where applicable, conducting any necessary research in order to submit the applicable regulatory filings to regulatory authorities. The Company will manufacture these products in its cGMP manufacturing facility for both clinical and commercial supply. Janssen will pay 100% of the clinical and commercialization costs of the products and the Company is eligible to receive untiered 20% royalties on net sales of products and additional development and commercialization milestones up to $340.0 million. Research IRD Product Candidates Under the Collaboration Agreement, the Company and Janssen will collaborate to develop Research IRD Product Candidates, with Janssen paying for the majority of the research costs. Janssen has the right to exclusively license any product coming out of the collaboration at the time of an investigational new drug application (“IND”) for an additional fee for each Research IRD Product Candidate. Janssen will then pay 100% of the clinical and commercialization costs for these Research IRD Product Candidates and the Company will receive an untiered royalty on net sales in the high teens as well as development milestones for each Research IRD Product Candidate. Revenue Recognition under the Collaboration Agreement The Collaboration Agreement is accounted for under ASC 808, however, ASC 808 does not address recognition or measurement matters. Therefore, the Company will account for the recognition and measurement of consideration under ASC 606. In determining the appropriate amount of revenue to be recognized under ASC 606, the Company performed the following steps: (i) identified the promised goods or services in the contract; (ii) determined whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company evaluated the potential performance obligations in the contract, which included the exclusive license to Clinical IRD Product Candidates, the research, development and manufacturing services (“the services”), and the participation in various joint committees and determined that none of the performance obligations by themselves were distinct. Goods and services that are not distinct are bundled with other goods or services in the contract until a bundle of goods or services that is distinct is created. The services, when combined with the licenses, represent a bundle and should be accounted for as a single performance obligation due to the relevance of the services to the value of the early-stage license and the potential for the intellectual property to be significantly modified during the services period. The Company also evaluated whether or not the right to purchase exclusive option rights for specified Research IRD Product Candidates represents future performance obligations and concluded that these represent a separate buyer decision at market rates, rather than a material right performance obligation. As such, these options have been excluded from the initial allocation of transaction price and the Company will account for these options as separate contracts when and if Janssen elects to exercise the options. Under ASC 606, the Company recognized collaboration revenue using the cost-to-cost input method, which it believes best depicts the transfer of control to the customer. Under the cost-to-cost input method, the extent of progress towards completion is measured based on the ratio of actual costs incurred to the total estimated costs expected upon satisfying the combined performance obligation by the potential product candidate. Under this method, revenue is being recorded as a percentage of the estimated transaction price based on the extent of progress towards completion. Under ASC 606, the estimated transaction price includes variable consideration subject to constraints. The Company does not include variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when any uncertainty associated with the variable consideration is resolved. The estimate of the Company’s measure of progress and estimate of variable consideration to be included in the transaction price will be updated at each reporting date as a change in estimate. The amount related to the unsatisfied portion will be recognized as that portion is satisfied over time. Under ASC 606 the Company accounts for (i) the licenses it conveyed with respect to the Clinical IRD Product Candidates and (ii) its obligations to perform services as a single performance obligation under the Collaboration Agreement with Janssen on a product candidate basis. Janssen’s right to purchase exclusive options to obtain certain development, manufacturing and commercialization rights are accounted for separately as they do not represent material rights, based on the criteria of ASC 606. Upon the exercise of any purchased option by Janssen, the contract promises associated with an Option Target would use a separate cost-to-cost model for purposes of revenue recognition under ASC 606. During the three months ended March 31, 2019, the Company received a $100.0 million non-refundable upfront fee from Janssen and allocated this amount plus other variable consideration not subject to constraint to each identified performance obligation using a combination of methods allowable under ASC 606. The Company applies the practical expedient in Topic 606 and does not include disclosures regarding amounts for variable consideration allocated to wholly-unsatisfied performance obligations or wholly-unsatisfied distinct goods that form part of a single performance obligation, if any. This variable consideration includes expected reimbursement of research and development costs. During the three-month periods ended March 31, 2020 and 2019, the Company recognized $4,209,576 and $784,960, respectively, of the deferred revenue – related party as license revenue. The Company also recognized $14,030,017 and $1,037,542, respectively, during the three-month periods ended March 31, 2020 and 2019 related to the reimbursement of research and development expenses which was recorded as an offset to research and development expenses. As of March 31, 2020, the Company expects to recognize the remaining $76,630,676 in deferred revenue associated with the non-refundable upfront fee over the estimated research and development period using the cost-to-cost input method over an estimated period of approximately 4.75 years. A summary of the deferred revenue recognition is as follows: Non-refundable upfront fee from Janssen $ 100,000,000 Deferred revenue recognized as license revenue during the year ended December 31, 2019 (13,291,956) Effects of exchange rate (493,953) Deferred revenue at December 31, 2019 86,214,091 Deferred revenue recognized as license revenue during the three months ended March 31, 2020 (4,209,576) Effects of exchange rate (5,373,839) Deferred revenue at March 31, 2020 $ 76,630,676 Riboswitch Research Collaboration Agreement On October 16, 2018, the Company entered into a riboswitch research collaboration agreement with Janssen, to develop regulatable gene therapy treatment using the Company’s proprietary riboswitch technology. As part of the agreement, the Company will use its proprietary riboswitch technology to engineer regulatable gene therapy constructs encoding proprietary gene sequences from Janssen. Upon execution of the agreement, Janssen paid the stage 1 fee in the amount of $658,667 and such payment was recorded as deferred revenue – related party. The stage 1 fee was being amortized over the estimated research term of eight months. During the three-month periods ended March 31, 2020 and 2019, the Company amortized $0 and $238,473, respectively, of the deferred revenue, which was recorded as an offset to research and development expenses. Research Agreement Effective October 23, 2016, the Company entered into a four-year master services agreement with UCL Consultants Limited, an entity affiliated with University College of London (“UCL”), which is a shareholder of the Company. Pursuant to the agreement, UCL Consultants Limited provides pre-clinical research and development under the direction of the Company. Either party may terminate the agreement by giving 30 days written notice. Total research and development expenses under this agreement for the three-month periods ended March 31, 2020 and 2019 were approximately $102,000 and $88,000, respectively. Future obligations, under the agreement equal £165,878, or approximately $204,000, through October 2020. The amount due to UCL under the master services agreement at March 31, 2020 and December 31, 2019 is $102,381 and $166,404, respectively, and is included in accounts payable and accrued expenses on the condensed consolidated balance sheets. License Agreement Effective February 4, 2015, the Company entered into an exclusive worldwide license agreement with UCL Business, PLC (“UCL Business”), to develop up to eight programs using certain ocular gene therapy technology. Under the terms of the agreement, the Company had agreed to pay UCL Business certain sales milestone payments, if achieved, in the aggregate amount of £39.8 million, or approximately $48.1 million using the exchange rate at March 31, 2020, and royalties on net sales, as defined upon commercialization. Additionally, the Company is responsible for all patent prosecution and maintenance costs incurred and has also agreed to pay UCL Business an annual maintenance fee of £50,000, or approximately $62,000, until the first commercial sale of a product. The agreement terminates upon the later of (i) the last valid claim in a relevant product, (ii) the expiration of regulatory exclusivity to all licensed products, or (iii) the 10 th anniversary of the first commercial sale of a product. On July 28, 2017, March 15, 2018 and September 7, 2018, the Company entered into additional exclusive worldwide license agreements with UCL Business under the same terms as the February 4, 2015 worldwide license agreement. In January and February, 2019, the Company amended and restated the following agreements: (i) the License Agreement, dated February 4, 2015, as amended, between the Company and UCL Business; (ii) the License Agreement, dated July 28, 2017, as amended, between the Company and UCL Business; and (iii) the License Agreement, dated March 15, 2018, between the Company and UCL Business to establish new stand-alone license agreements for the following inherited retinal disease programs: (a) achromatopsia (“ACHM”) caused by mutations in CNGB3; (b) ACHM caused by mutations in CNGA3; (c) X-linked retinitis pigmentosa (“XLRP”); and (d) RPE65-mediated IRD. The Company’s obligation to pay UCL Business a share of certain sublicensing revenues, as was provided under the February 4, 2015 agreement, has been removed from each of the stand-alone agreements with respect to the IRD programs listed above. Each of the stand-alone agreements now reflects terms substantially similar to those of the February 4, 2015 agreement. Additionally, under the new stand-alone agreement related to CNGB3 the Company paid UCL Business an upfront payment of £1,500,000, or approximately $1,976,000, and issued 158,832 of the Company’s ordinary shares, which were valued at £1,500,000, or approximately $1,966,000. The Company incurred research and development expenses under the agreements in the amount of $185,160 and $4,111,876, inclusive of the amendment payments of approximately $3,942,000, during the three-month periods ended March 31, 2020 and 2019, respectively. Leases ARE Lease Effective July 1, 2016, the Company entered into a non-cancellable operating lease (the “ARE Lease”) for laboratory and related office facilities in New York with ARE-East River Science Park, LLC (“ARE”). The ARE Lease provided for monthly base rent and property management fees, including rent escalations and rent holidays, plus operating expenses during the lease term, which was scheduled to expire on December 31, 2021. The Company recorded monthly rent expense on a straight-line basis from July 1, 2016 through December 31, 2021. On January 28, 2020, the Company and ARE mutually agreed to terminate the lease with no further obligation for either party effective as of February 29, 2020. Accordingly, the remaining right of use asset and operating lease liability in the amount of $825,888 and $969,477, respectively, was written off which resulted in a gain of $143,589. Total rent expense under this operating lease was $81,260 and $121,888 for the three-month periods ended March 31, 2020 and 2019, respectively. In connection with the signing of this lease, the Company entered into a standby letter of credit agreement for $122,866, which serves as a security deposit for the premises. The standby letter of credit initially expired on July 7, 2017, and automatically renewed annually. The standby letter of credit will be released no later than May 31, 2020. This standby letter of credit is secured with restricted cash in a money market account. Kadmon Lease The Company leases office space on a month-to-month basis from Kadmon Corporation, LLC (“Kadmon”). During the three-month periods ended March 31, 2020 and 2019, the Company incurred rent charges from Kadmon, in the amount of $145,755 and $140,793, respectively, which are included in loss from operations. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | 8. Leases The Company has commitments under operating leases for laboratory and office space. The Company also has finance leases for manufacturing space and office equipment. The Company’s leases have initial lease terms ranging from 3 years to 108 years. Certain lease agreements contain provisions for future rent increases. Payments due under the lease contracts include fixed payments. Total rent expense recorded under these leases was $759,372 and $89,661 for the three-month periods ended March 31, 2020 and 2019, respectively. As of March 31, 2020, we have short term lease commitments amounting to approximately $53,000 on a monthly basis for three leases for office space that are month-to-month leases. The components of lease cost for the three-months ended March 31, 2020 and 2019 are as follows: Three-month periods ended March 31, 2020 2019 Finance lease cost Amortization of right-of-use assets $ 73,634 $ 85,415 Interest on lease liabilities 842 553 Total finance lease cost 74,476 85,968 Operating lease cost 1,027,242 6,625 Short-term lease cost 161,809 128,485 Total lease cost $ 1,263,527 $ 221,078 Amounts reported in the condensed consolidated balance sheets for leases where we are the lessee as of March 31, 2020 and December 31, 2019 were as follows: March 31, December 31, 2020 2019 Operating leases Right-of-use asset $ 19,954,545 $ 21,857,600 Capitalized lease obligations $ 21,097,186 $ 23,127,813 Finance leases Right-of-use asset $ 6,606,951 $ 7,144,848 Capitalized lease obligations $ 37,906 $ 50,737 Weighted-average remaining lease term Operating leases 7.7 years 7.9 years Finance leases 106.7 years 107.0 years Weighted-average discount rate Operating leases 8.6 % 8.5 % Finance leases 7.3 % 7.3 % Other information related to leases as of the three-months ended March 31, 2020 and 2019 are as follows: Three-month periods ended March 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from finance leases $ 7,899 $ 6,625 Operating cash flows from operating leases $ 737,005 $ 221,278 Financing cash flows from finance leases $ 842 $ 553 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ — $ 3,371,149 Finance leases $ — $ — Future minimum lease payments under non-cancellable leases as of March 31, 2020 are as follows: Operating Leases Finance Leases 2020 $ 2,675,818 $ 14,258 2021 3,783,853 15,820 2022 3,850,574 11,865 2023 3,919,297 — 2024 3,738,637 — Thereafter 10,530,852 — Total undiscounted lease payments $ 28,499,031 $ 41,943 Less: Imputed interest (7,401,845) (4,037) Total lease liabilities $ 21,097,186 $ 37,906 |
Leases | The Company has commitments under operating leases for laboratory and office space. The Company also has finance leases for manufacturing space and office equipment. The Company’s leases have initial lease terms ranging from 3 years to 108 years. Certain lease agreements contain provisions for future rent increases. Payments due under the lease contracts include fixed payments. Total rent expense recorded under these leases was $759,372 and $89,661 for the three-month periods ended March 31, 2020 and 2019, respectively. As of March 31, 2020, we have short term lease commitments amounting to approximately $53,000 on a monthly basis for three leases for office space that are month-to-month leases. The components of lease cost for the three-months ended March 31, 2020 and 2019 are as follows: Three-month periods ended March 31, 2020 2019 Finance lease cost Amortization of right-of-use assets $ 73,634 $ 85,415 Interest on lease liabilities 842 553 Total finance lease cost 74,476 85,968 Operating lease cost 1,027,242 6,625 Short-term lease cost 161,809 128,485 Total lease cost $ 1,263,527 $ 221,078 Amounts reported in the condensed consolidated balance sheets for leases where we are the lessee as of March 31, 2020 and December 31, 2019 were as follows: March 31, December 31, 2020 2019 Operating leases Right-of-use asset $ 19,954,545 $ 21,857,600 Capitalized lease obligations $ 21,097,186 $ 23,127,813 Finance leases Right-of-use asset $ 6,606,951 $ 7,144,848 Capitalized lease obligations $ 37,906 $ 50,737 Weighted-average remaining lease term Operating leases 7.7 years 7.9 years Finance leases 106.7 years 107.0 years Weighted-average discount rate Operating leases 8.6 % 8.5 % Finance leases 7.3 % 7.3 % Other information related to leases as of the three-months ended March 31, 2020 and 2019 are as follows: Three-month periods ended March 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from finance leases $ 7,899 $ 6,625 Operating cash flows from operating leases $ 737,005 $ 221,278 Financing cash flows from finance leases $ 842 $ 553 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ — $ 3,371,149 Finance leases $ — $ — Future minimum lease payments under non-cancellable leases as of March 31, 2020 are as follows: Operating Leases Finance Leases 2020 $ 2,675,818 $ 14,258 2021 3,783,853 15,820 2022 3,850,574 11,865 2023 3,919,297 — 2024 3,738,637 — Thereafter 10,530,852 — Total undiscounted lease payments $ 28,499,031 $ 41,943 Less: Imputed interest (7,401,845) (4,037) Total lease liabilities $ 21,097,186 $ 37,906 |
Commitments
Commitments | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | 9. Commitments There were no new material commitments entered into during the three months ended March 31, 2020. |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Event | 10. Subsequent Event On April 9, 2020 (the “Closing Date”), the Company acquired Emrys Bio Inc. (“Emrys”), a pre-clinical biopharmaceutical company developing brain-derived neurotrophic factor gene therapy for treatment of genetic obesity disorders, as well as the development of gene therapy product candidates for other central nervous system diseases. The Company entered into an agreement to acquire Emrys pursuant to an Agreement and Plan of Merger (the “Emrys Merger Agreement”), dated as of April 9, 2020, by and among the Company, Emrys, and EB Acquisition, Inc., a wholly-owned subsidiary of the Company (“Merger Sub”), the Emrys stockholders and the Emrys stockholder representative, pursuant to which Merger Sub was merged with and into Emrys, with Emrys being the surviving corporation (the “Merger”). As a result of the Merger, Emrys became a wholly-owned subsidiary of the Company and was renamed MeiraGTx Bio Inc. As part of the entry into the Emrys Merger Agreement, the parties to the Agreement and Plan of Merger (the “Vector Merger Agreement”), dated October 5, 2018, entered into an Amendment and Waiver to the Vector Agreement by and among the Company, VN Acquisition, Inc., VN Acquisition 2, Inc., the former Vector Neurosciences Inc. (“Vector”) stockholders and the Vector stockholder representative, to terminate and waive all milestone payments payable under the Vector Merger Agreement that were otherwise required if specified regulatory milestones were met, and to terminate and waive all royalty payments that were otherwise required to be paid under the Vector Merger Agreement. Several of the selling Emrys shareholders were also shareholders of Vector. In connection with the acquisition of Emrys and the termination and waiver of the milestone and royalty payments otherwise required under the Vector Merger Agreement, the consideration to Emrys selling shareholders consisted of an aggregate of 580,000 of the Company’s ordinary shares of which (i) 232,000 ordinary shares were issued on the Closing Date, (ii) 290,000 restricted ordinary shares were issued on the Closing Date, with 50% of such restricted ordinary shares scheduled to vest on each of the first and second anniversaries of the Closing Date, and (iii) 58,000 ordinary shares will be issued 18 months following the Closing Date, provided that the shares described in clauses (ii) and (iii) are subject to certain indemnification claims under the Emrys Merger Agreement. Total consideration of $7.7 million was based on the closing price of the Company’s ordinary shares of $13.25 per share on the Closing Date. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation The accompanying condensed consolidated financial statements include the accounts of Meira Holdings and its wholly owned subsidiaries: MeiraGTx Limited, a limited company under the laws of England and Wales; MeiraGTx, LLC, a Delaware corporation (“Meira LLC”); MeiraGTx UK II Limited, a limited company under the laws of England and Wales (“Meira UK II”); Arthrogen, B.V., a Netherlands corporation (“Arthrogen”); BRI-Alzan, Inc., a Delaware corporation (“BRI-Alzan”); MeiraGTx B.V., a Netherlands corporation (“Meira B.V.”); MeiraGTx Neurosciences, Inc., a Delaware corporation (“Meira Neuro”); and MeiraGTx UK Limited, a limited company under the laws of England and Wales (“Meira UK”). All intercompany balances and transactions between the consolidated companies have been eliminated in consolidation. |
Use of Estimates | Use of Estimates Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these condensed consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements if these results differ from historical experience, or other assumptions do not turn out to be substantially accurate, even if such assumptions are reasonable when made. In preparing these condensed consolidated financial statements, management used significant estimates in the following areas, among others: collaboration revenue (as disclosed in Note 7), the accounting for research and development costs, share-based compensation, leases, asset retirement obligations and tax incentive receivable. Additionally, we have made estimates of the impact of the COVID-19 pandemic within our financial statements and there may be changes to those estimates in future periods. Actual results may differ from these estimates. |
Foreign Currency Contracts | Foreign Currency Contracts The Company uses foreign currency forward contracts to protect against changes in anticipated foreign currency cash flows resulting from changes in foreign currency exchange rates, primarily associated with non-functional currency denominated expenses. The foreign currency forward contracts outstanding as of March 31, 2020 had settlement dates within three-months. These instruments are recognized on the balance sheet at their estimated fair value. The Company does not designate its foreign currency forward contracts as part of a hedging transaction. Changes in the fair value are recorded each period within the Company’s consolidated statement of operations and comprehensive loss as a component of net loss. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including the Company’s credit risk. The Company follows ASC Topic 820, Fair Value Measurements and Disclosures , or ASC 820, for application to financial assets and liabilities. In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: · Level 1: Observable inputs such as quoted prices in active markets for identical assets the reporting entity has the ability to access as of the measurement date; · Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and · Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The table below represents the values of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis: Fair Value Measurement Using: Significant Significant Other Significant March 31, Observable Inputs Observable Inputs Unobservable Description 2020 (Level 1) (Level 2) (Level 3) Restricted cash $ 377,598 $ 377,598 $ — $ — Other current liabilities $ 60,780 $ — $ 60,780 $ — Asset retirement obligations $ 1,652,570 $ — $ — $ 1,652,570 Fair Value Measurement Using: Significant Significant Other Significant December 31, Observable Inputs Observable Inputs Unobservable Description 2019 (Level 1) (Level 2) (Level 3) Restricted cash $ 123,376 $ 123,376 $ — $ — Asset retirement obligations $ 1,654,755 $ — $ — $ 1,654,755 |
Leases | Leases The Company accounts for leases in accordance with ASC 842. The Company determines if an arrangement is a lease at contract inception. A lease exists when a contract conveys the right to control the use of identified property, plant, or equipment for a period of time in exchange for consideration. The definition of a lease embodies two conditions: (1) there is an identified asset in the contract that is land or a depreciable asset (i.e., property, plant, and equipment), and (2) the Company has the right to control the use of the identified asset. The Company accounts for the lease and non-lease components as a single lease component. From time to time the Company enters into direct financing lease arrangements that include a lessee obligation to purchase the leased asset at the end of the lease term, a bargain purchase option, or provides for minimum lease payments with a present value of 90% or more of the fair value of the leased asset at the date of lease inception. Operating leases where the Company is the lessee are included in right-of-use (“ROU”) assets and lease obligations are included on the Company’s consolidated balance sheets. The lease obligations are initially and subsequently measured at the present value of the unpaid lease payments at the lease commencement date and subsequent reporting periods. Finance leases where the Company is the lessee are included in ROU assets and lease obligations on the Company’s consolidated balance sheets. The lease obligations are initially measured in the same manner as for operating leases and are subsequently measured at amortized cost using the effective interest method. Key estimates and judgments include how the Company determined (1) the discount rate used to discount the unpaid lease payments to present value, (2) lease term and (3) lease payments. ASC 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. As most of the Company’s leases where it is the lessee do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company’s incremental borrowing rate for a lease is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The Company uses the implicit rate when readily determinable. The lease term for all of the Company’s leases includes the non-cancellable period of the lease plus any additional periods covered by either a lessee option to extend (or not to terminate) the lease that is reasonably certain to be exercised, or an option to extend (or not to terminate) the lease controlled by the lessor. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date less any lease incentives received. For operating leases, the ROU asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, minus any accrued lease payments, less the unamortized balance of lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the lease term. For finance leases, the ROU asset is subsequently amortized using the straight-line method from the lease commencement date to the earlier of the end of its useful life or the end of the lease term unless the lease transfers ownership of the underlying asset, or the Company is reasonably certain to exercise an option to purchase the underlying asset. In those cases, the ROU asset is amortized over the useful life of the underlying asset. Amortization of the ROU asset is recognized and presented separately from interest expense on the lease liability. The Company has elected not to recognize ROU assets and lease liabilities for all short-term leases that have a lease term of 12 months or less at lease commencement. Lease payments associated with short-term leases are recognized as an expense on a straight-line basis over the lease term. |
Asset Retirement Obligations | Asset Retirement Obligations Accounting for asset retirement obligations requires legal obligations associated with the retirement of long-lived assets to be recognized at fair value when incurred and capitalized as part of the related long-lived asset. In the absence of quoted market prices, the Company estimates the fair value of its asset retirement obligations using Level 3 present value techniques, in which estimates of future cash flows associated with retirement activities are discounted using a credit-adjusted risk-free rate. Asset retirement obligations currently reported as other liabilities on the condensed consolidated balance sheet were measured during a period of historically low interest rates. The impact on measurements of new asset retirement obligations using different rates in the future may be significant. The Company uses estimates to determine the asset retirement obligations at the end of the lease term and discounts such asset retirement obligations using an estimated discount rate. Interest on the discounted asset retirement obligation is amortized over the term of the lease using the effective interest method and is recorded as interest expense in the condensed consolidated statements of operations and comprehensive loss. The change in asset retirement obligations is as follows: For the Three Months Ended March 31, 2020 2019 Balance at beginning of period $ 1,654,755 $ 128,119 Amortization of interest 33,062 2,639 Effects of exchange rate (35,247) 3,058 Balance at end of period $ 1,652,570 $ 133,816 |
Collaboration Arrangements | Collaboration Arrangements The Company evaluates its collaborative arrangements pursuant to ASC 808, Collaborative Arrangements (“ASC 808”) and ASC 606, Revenue from Contracts with Customers (“ASC 606”). The Company considers the nature and contractual terms of collaborative arrangements and assesses whether the arrangement involves a joint operating activity pursuant to which the Company is an active participant and is exposed to significant risks and rewards with respect to the arrangement. If the Company is an active participant and is exposed to significant risks and rewards with respect to the arrangement, the Company accounts for the arrangement as a collaboration under ASC 808. To date, the Company has entered into two separate collaboration agreements, both of which are with Janssen, which were determined to be within the scope of ASC 808. ASC 808 does not address recognition or measurement matters related to collaborative arrangements. Payments between participants pursuant to a collaborative arrangement that are within the scope of other authoritative accounting literature on income statement classification are accounted for using the relevant provisions of that literature. If the payments are not within the scope of other authoritative accounting literature, the income statement classification for the payments is based on an analogy to authoritative accounting literature or if there is no appropriate analogy, a reasonable, rational and consistently applied accounting policy election. Payments received from a collaboration partner to which this policy applies may include upfront payments in respect of a license of intellectual property, development and commercialization-based milestones, and royalties. Refer to the discussion in Note 7 for further information related to the accounting for the Janssen Collaboration Agreement. |
Revenue Recognition | Revenue Recognition Arrangements with collaborators may include licenses to intellectual property, research and development services, manufacturing services for clinical and commercial supply, and participation on joint steering committees. The Company evaluates the promised goods or services to determine which promises, or group of promises, represent performance obligations. In contemplation of whether a promised good or service meets the criteria required of a performance obligation, the Company considers the stage of development of the underlying intellectual property, the capabilities and expertise of the customer relative to the underlying intellectual property, and whether the promised goods or services are integral to or dependent on other promises in the contract. When accounting for an arrangement that contains multiple performance obligations, the Company must develop judgmental assumptions, which may include market conditions, reimbursement rates for personnel costs, development timelines and probabilities of regulatory success to determine the stand-alone selling price for each performance obligation identified in the contract. When the Company concludes that a contract should be accounted for as a combined performance obligation and recognized over time, the Company must then determine the period over which revenue should be recognized and the method by which to measure revenue. The Company generally recognizes revenue using a cost-based input method. The Collaboration Agreement with Janssen is accounted for under ASC 808, however, as ASC 808 does not address recognition or measurement matters such as determining the appropriate unit of accounting or when the recognition criteria are met, the Company accounts for the consideration received from Janssen in accordance with ASC 606. In accordance with ASC 606, the Company recognizes revenue when its customer or collaborator obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, it performs the following five steps: i. identify the contract(s) with a customer; ii. identify the performance obligations in the contract; iii. determine the transaction price; iv. allocate the transaction price to the performance obligations within the contract; and v. recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it determines that it is probable it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be by analogy within the scope of ASC 606, the Company assesses the goods or services promised within the contract to determine whether each promised good or service is a performance obligation. The promised goods or services in the Company’s arrangements typically consist of a license to the Company’s intellectual property and research, development and manufacturing services. The Company may provide options to additional items in such arrangements, which are accounted for as separate contracts when the customer elects to exercise such options, unless the option provides a material right to the customer. Performance obligations are promises in a contract to transfer a distinct good or service to the customer that (i) the customer can benefit from on its own or together with other readily available resources, and (ii) is separately identifiable from other promises in the contract. Goods or services that are not individually distinct performance obligations are combined with other promised goods or services until such combined group of promises meet the requirements of a performance obligation. The Company determines transaction price based on the amount of consideration the Company expects to receive for transferring the promised goods or services in the contract. Consideration may be fixed, variable, or a combination of both. At contract inception for arrangements that include variable consideration, the Company estimates the probability and extent of consideration it expects to receive under the contract utilizing either the most likely amount method or expected amount method, whichever best estimates the amount expected to be received. The Company then considers any constraints on the variable consideration and includes in the transaction price variable consideration to the extent it is deemed probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company then allocates the transaction price to each performance obligation based on the relative standalone selling price and recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) control is transferred to the customer and the performance obligation is satisfied. For performance obligations which consist of licenses and other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. The Company records amounts as accounts receivable when the right to consideration is deemed unconditional. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded as deferred revenue. Amounts received prior to satisfying the revenue recognition criteria are recognized as deferred revenue in the Company’s condensed consolidated balance sheet. Amounts expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue – related party, current. Amounts not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue – related party. The Company’s collaboration revenue arrangements include the following: Up-front License Fees: If a license is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from nonrefundable, up-front fees allocated to the license when the license is transferred to the licensee and the licensee is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone Payments: At the inception of an agreement that includes research and development milestone payments, the Company evaluates each milestone to determine when and how much of the milestone to include in the transaction price. The Company first estimates the amount of the milestone payment that the Company could receive using either the expected value or the most likely amount approach. The Company primarily uses the most likely amount approach as that approach is generally most predictive for milestone payments with a binary outcome. Then, the Company considers whether any portion of that estimated amount is subject to the variable consideration constraint (that is, whether it is probable that a significant reversal of cumulative revenue would not occur upon resolution of the uncertainty.) The Company updates the estimate of variable consideration included in the transaction price at each reporting date which includes updating the assessment of the likely amount of consideration and the application of the constraint to reflect current facts and circumstances. Royalties: For arrangements that include sales-based royalties, including milestone payments based on a level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company will recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any revenue related to sales-based royalties or milestone payments based on the level of sales. Research and Development Services: The Company is incurring research and development costs, with Janssen responsible for up to 100% of the costs, depending on the type of research and development services being performed. The Company records costs associated with the development activities as research and development expenses in the condensed consolidated statements of operations and comprehensive loss consistent with ASC 730, Research and Development . The reimbursement of the research and development costs by Janssen is representative of the joint risk sharing nature of the arrangement. The Company considered the guidance in ASC 808 and recognizes the payments received from Janssen as a reduction to research and development expense when the related costs are incurred. |
Research and Development | Research and Development Research and development costs are charged to expense as incurred. These costs include, but are not limited to, employee-related expenses, including salaries, benefits and travel of the Company’s research and development personnel; expenses incurred under agreements with contract research organizations and investigative sites that conduct clinical and preclinical studies and for the drug product for the clinical studies and preclinical activities; facilities; supplies; rent, insurance, certain legal fees, share-based compensation, depreciation and other costs associated with clinical and preclinical activities and regulatory operations. Research funding under collaboration agreements and refundable research and development credits / tax credits are recorded as an offset to these costs. Costs for certain development activities, such as Company funded outside research programs, are recognized based on an evaluation of the progress to completion of specific tasks with respect to their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the pattern of costs incurred, and are reflected in the condensed consolidated financial statements as prepaid expenses or accrued expenses, as the case may be. |
Net Loss per Ordinary Share | Net Loss per Ordinary Share Basic net loss per ordinary share is computed by dividing net loss by the weighted average number of shares of the Company’s ordinary shares assumed to be outstanding during the period of computation. Diluted net loss per ordinary share is computed similar to basic net loss per share except that the denominator is increased to include the number of additional ordinary shares that would have been outstanding if the potential ordinary shares had been issued at the beginning of the year and if the additional ordinary shares were dilutive (treasury stock method) or the two-class method, whichever is more dilutive. For all periods presented, basic and diluted net loss per ordinary share are the same, as any additional ordinary share equivalents would be anti-dilutive. The following securities are considered to be ordinary share equivalents, but were not included in the computation of diluted net loss per ordinary share because to do so would have been anti-dilutive: March 31, March 31, 2020 2019 Restricted ordinary shares subject to forfeiture 108,864 544,312 Restricted share units 545,000 — Share options 4,675,850 3,312,365 5,329,714 3,856,677 |
Segment Information | Segment Information Management has concluded it has a single reporting segment for purposes of reporting financial condition and results of operations. The Company’s license revenue, research funding and deferred revenue from its Collaboration Agreement are generated in the United Kingdom. The following table summarizes non-current assets by geographical area: March 31, December 31, 2020 2019 United States $ 14,602,150 $ 14,354,792 United Kingdom 38,003,811 39,476,700 Netherlands 1,049,716 1,076,286 $ 53,655,677 $ 54,907,778 |
Accounting Pronouncements Recently Adopted | Accounting Pronouncements Recently Adopted In August 2018, the FASB issued ASU 2018‑13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurements , which changes the fair value measurement disclosure requirements of ASC 820. The goal of the ASU is to improve the effectiveness of ASC 820’s disclosure requirements by providing users of the financial statements with better information about assets and liabilities measured at fair value in the financial statements and notes thereto. The guidance is applicable for fiscal years beginning after December 15, 2019 and interim periods within those years. The adoption of the provisions of ASU 2018-13 did not have a material impact on the current financial statements. In November 2018, the FASB issued ASU No. 2018‑18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 (“ASU 2018‑18”). The standard amends ASC 808, Collaborative Arrangements and ASC 606 , Revenue from Contracts with Customers , to clarify the interaction between collaborative arrangement participants that should be accounted for as revenue under ASC 606. In transactions when the collaborative arrangement participant is a customer in the context of a unit of account, revenue should be accounted for using the guidance in Topic 606. The amendments in ASU 2018‑18 are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The adaptation of ASU 2018‑18, did not have a material impact on the current financial statements. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016‑13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which adds a new Topic 326 to the Codification and removes the thresholds that companies apply to measure credit losses on financial instruments measured at amortized cost, such as loans, receivables, and held-to-maturity debt securities. Under current GAAP, companies generally recognize credit losses when it is probable that the loss has been incurred. The revised guidance will remove all recognition thresholds and will require companies to recognize an allowance for credit losses for the difference between the amortized cost basis of a financial instrument and the amount of amortized cost that the company expects to collect over the instrument’s contractual life. ASU 2016‑13 also amends the credit loss measurement guidance for available-for-sale debt securities and beneficial interests in securitized financial assets. The guidance is applicable for fiscal years beginning after December 15, 2019 and interim periods within those years, however, the FASB extended the effective date for smaller reporting companies to fiscal years beginning after December 15, 2022. The Company is currently evaluating the potential impact of the adoption of this standard on its related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Company's Financial Assets and Liabilities Measured at Fair Value | Fair Value Measurement Using: Significant Significant Other Significant March 31, Observable Inputs Observable Inputs Unobservable Description 2020 (Level 1) (Level 2) (Level 3) Restricted cash $ 377,598 $ 377,598 $ — $ — Other current liabilities $ 60,780 $ — $ 60,780 $ — Asset retirement obligations $ 1,652,570 $ — $ — $ 1,652,570 Fair Value Measurement Using: Significant Significant Other Significant December 31, Observable Inputs Observable Inputs Unobservable Description 2019 (Level 1) (Level 2) (Level 3) Restricted cash $ 123,376 $ 123,376 $ — $ — Asset retirement obligations $ 1,654,755 $ — $ — $ 1,654,755 |
Schedule of Change in Asset Retirement Obligations | For the Three Months Ended March 31, 2020 2019 Balance at beginning of period $ 1,654,755 $ 128,119 Amortization of interest 33,062 2,639 Effects of exchange rate (35,247) 3,058 Balance at end of period $ 1,652,570 $ 133,816 |
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings per Share | March 31, March 31, 2020 2019 Restricted ordinary shares subject to forfeiture 108,864 544,312 Restricted share units 545,000 — Share options 4,675,850 3,312,365 5,329,714 3,856,677 |
Summary of Non-Current Assets by Geographical Area | March 31, December 31, 2020 2019 United States $ 14,602,150 $ 14,354,792 United Kingdom 38,003,811 39,476,700 Netherlands 1,049,716 1,076,286 $ 53,655,677 $ 54,907,778 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | March 31, December 31, 2020 2019 Clinical trial costs $ 8,655,858 $ 7,788,077 Fixed assets 934,009 1,108,362 Manufacturing costs 816,522 — Consulting 677,944 1,247,989 Compensation and benefits 674,558 6,850,335 Professional fees 487,927 486,743 Rent 299,764 283,876 Other 237,812 318,375 $ 12,784,394 $ 18,083,757 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Company's Share Option Activity Related to Employees, Non-Employee Members of the Board of Directors and Non-Employee Consultants | Weighted- Weighted- Average Average Remaining Number of Exercise Contractual Options Price Life (years) Outstanding at December 31, 2018 3,254,365 $ 7.64 Granted 551,000 17.94 Exercised (134,533) 4.14 Expired — — Forfeited (25,472) 9.37 Outstanding at December 31, 2019 3,645,360 9.31 8.45 years Granted 1,106,500 20.24 Exercised (26,010) 6.73 Expired — — Forfeited (50,000) 17.38 Outstanding at March 31, 2020 4,675,850 $ 11.82 8.38 years Options exercisable at March 31, 2020 1,636,949 $ 7.65 7.51 years Aggregate intrinsic value of options outstanding as of March 31, 2020 $ 17,470,736 Aggregate intrinsic value of options exercisable as of March 31, 2020 $ 9,706,669 |
Schedule of Grant Date Fair Values of the Stock Options Granted | 2020 2019 Risk-free interest rate 0.72 - 2.56% 1.76 - 2.55% Expected volatility 90% 90% Expected dividend yield 0% 0% Expected life (in years) 6.1 5.5 - 6.1 |
Summary of Restricted Ordinary Shares | Ordinary Shares $ Value Non-vested at December 31, 2019 217,726 $ 3,265,890 Vested during 2020 (108,862) (1,632,930) Non-vested at March 31, 2020 108,864 $ 1,632,960 |
Schedule of Share-Based Compensation Expense | Three-month periods ended March 31, 2020 2019 Research and development $ 1,417,791 $ 834,314 General and administrative 4,265,090 2,100,677 Total share-based compensation $ 5,682,881 $ 2,934,991 |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Summary of the Deferred Revenue Recognition | Non-refundable upfront fee from Janssen $ 100,000,000 Deferred revenue recognized as license revenue during the year ended December 31, 2019 (13,291,956) Effects of exchange rate (493,953) Deferred revenue at December 31, 2019 86,214,091 Deferred revenue recognized as license revenue during the three months ended March 31, 2020 (4,209,576) Effects of exchange rate (5,373,839) Deferred revenue at March 31, 2020 $ 76,630,676 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Components of Lease Cost | The components of lease cost for the three-months ended March 31, 2020 and 2019 are as follows: Three-month periods ended March 31, 2020 2019 Finance lease cost Amortization of right-of-use assets $ 73,634 $ 85,415 Interest on lease liabilities 842 553 Total finance lease cost 74,476 85,968 Operating lease cost 1,027,242 6,625 Short-term lease cost 161,809 128,485 Total lease cost $ 1,263,527 $ 221,078 |
Schedule of Condensed Consolidated Balance Sheets for Leases | Amounts reported in the condensed consolidated balance sheets for leases where we are the lessee as of March 31, 2020 and December 31, 2019 were as follows: March 31, December 31, 2020 2019 Operating leases Right-of-use asset $ 19,954,545 $ 21,857,600 Capitalized lease obligations $ 21,097,186 $ 23,127,813 Finance leases Right-of-use asset $ 6,606,951 $ 7,144,848 Capitalized lease obligations $ 37,906 $ 50,737 Weighted-average remaining lease term Operating leases 7.7 years 7.9 years Finance leases 106.7 years 107.0 years Weighted-average discount rate Operating leases 8.6 % 8.5 % Finance leases 7.3 % 7.3 % |
Schedule of Other Information Related to Leases | Other information related to leases as of the three-months ended March 31, 2020 and 2019 are as follows: Three-month periods ended March 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from finance leases $ 7,899 $ 6,625 Operating cash flows from operating leases $ 737,005 $ 221,278 Financing cash flows from finance leases $ 842 $ 553 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ — $ 3,371,149 Finance leases $ — $ — |
Schedule of Future Minimum Lease Payments Under Non-Cancellable Leases | Future minimum lease payments under non-cancellable leases as of March 31, 2020 are as follows: Operating Leases Finance Leases 2020 $ 2,675,818 $ 14,258 2021 3,783,853 15,820 2022 3,850,574 11,865 2023 3,919,297 — 2024 3,738,637 — Thereafter 10,530,852 — Total undiscounted lease payments $ 28,499,031 $ 41,943 Less: Imputed interest (7,401,845) (4,037) Total lease liabilities $ 21,097,186 $ 37,906 |
Organization and Basis of Pre_2
Organization and Basis of Presentation - Additional Information (Details) - USD ($) | Jan. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule Of Description Of Business [Line Items] | |||||
Accumulated deficit | $ (218,717,149) | $ (203,035,952) | |||
Cash flows from operations | (12,383,275) | $ 82,165,990 | |||
Cash, cash equivalents and restricted cash | $ 210,787,248 | $ 227,398,515 | $ 227,356,760 | $ 68,203,551 | |
Minimum [Member] | |||||
Schedule Of Description Of Business [Line Items] | |||||
Offsetting expense, period | 12 months | ||||
Ordinary Shares [Member] | Private Placement [Member] | |||||
Schedule Of Description Of Business [Line Items] | |||||
Sale of ordinary shares in connection with private placement, net of issuance costs, shares | 5,797,102 | ||||
Janssen Pharmaceuticals Inc [Member] | Collaboration Agreement [Member] | |||||
Schedule Of Description Of Business [Line Items] | |||||
Non-refundable upfront fee received | $ 100,000,000 | $ 100,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Company's Financial Assets and Liabilities Measured at Fair Value (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Restricted Cash [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, net asset (liability) | $ 377,598 | $ 123,376 |
Other Current Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, net asset (liability) | 60,780 | |
Asset Retirement Obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, net asset (liability) | 1,652,570 | 1,654,755 |
Fair Value, Inputs, Level 1 [Member] | Restricted Cash [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, net asset (liability) | 377,598 | 123,376 |
Fair Value, Inputs, Level 2 [Member] | Other Current Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, net asset (liability) | 60,780 | |
Fair Value, Inputs, Level 3 [Member] | Asset Retirement Obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, net asset (liability) | $ 1,652,570 | $ 1,654,755 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Change in Asset Retirement Obligations (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Asset Retirement Obligation [Abstract] | ||
Balance at beginning of period | $ 1,654,755 | $ 128,119 |
Amortization of interest on asset retirement obligations | 33,062 | 2,639 |
Effects of exchange rate | (35,247) | 3,058 |
Balance at end of period | $ 1,652,570 | $ 133,816 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Earnings per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earning per share, amount | 5,329,714 | 3,856,677 |
Restricted ordinary shares subject to forfeiture [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earning per share, amount | 108,864 | 544,312 |
Restricted Share Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earning per share, amount | 545,000 | |
Share Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earning per share, amount | 4,675,850 | 3,312,365 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Summary of Non-Current Assets by Geographical Area (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Operation By Geographical [Line Items] | ||
Non-current assets | $ 53,655,677 | $ 54,907,778 |
United States [Member] | ||
Operation By Geographical [Line Items] | ||
Non-current assets | 14,602,150 | 14,354,792 |
United Kingdom | ||
Operation By Geographical [Line Items] | ||
Non-current assets | 38,003,811 | 39,476,700 |
Netherlands | ||
Operation By Geographical [Line Items] | ||
Non-current assets | $ 1,049,716 | $ 1,076,286 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Clinical Trial Costs | $ 8,655,858 | $ 7,788,077 |
Fixed Assets | 934,009 | 1,108,362 |
Manufacturing Costs | 816,522 | |
Consulting | 677,944 | 1,247,989 |
Compensation and Benefits | 674,558 | 6,850,335 |
Professional Fees | 487,927 | 486,743 |
Rent | 299,764 | 283,876 |
Other | 237,812 | 318,375 |
Accrued Expenses | $ 12,784,394 | $ 18,083,757 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) | Mar. 06, 2020 | Jan. 08, 2020 | Jun. 07, 2018 | Jun. 07, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted-average remaining contractual life of options, outstanding | 8 years 4 months 17 days | 8 years 5 months 12 days | |||||
Fair value of options Vested | $ 1,650,925 | $ 1,390,942 | |||||
Share options granted during the period | 1,106,500 | 551,000 | |||||
Weighted average grant date fair value of options granted | $ 15.24 | $ 9.64 | |||||
Share-based compensation | $ 5,682,881 | $ 2,934,991 | |||||
Total share-based compensation | 5,682,881 | 2,934,991 | |||||
Excess Tax Benefit from Share-based Compensation, Operating Activities | 0 | 0 | |||||
Excess Tax Benefit from Share-based Compensation, Financing Activities | $ 0 | 0 | |||||
Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted-average remaining contractual life of options, outstanding | 10 years | ||||||
General and Administrative Expense [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total share-based compensation | $ 4,265,090 | 2,100,677 | |||||
Restricted ordinary shares subject to forfeiture [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Fully-diluted outstanding shares | 5.00% | 5.00% | |||||
Restricted Share Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Period expected to realize unrecognized compensation expense | 4 years | ||||||
Total compensation expense not yet recognized relating to unvested RSUs | $ 10,311,205 | ||||||
Restricted Share Units (RSUs) [Member] | General and Administrative Expense [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total share-based compensation | 598,295 | ||||||
Share Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total unvested options compensation expense not yet recognized | $ 29,244,344 | ||||||
Period expected to realize unrecognized compensation expense | 4 years | ||||||
Senior Management [Member] | Restricted ordinary shares subject to forfeiture [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 33.33% | ||||||
Ordinary shares | 1,306,348 | ||||||
Ordinary shares awarded, per share | $ 15 | $ 15 | |||||
Share-based compensation | $ 3,576,526 | 3,772,650 | |||||
Senior Management [Member] | Restricted ordinary shares subject to forfeiture [Member] | General and Administrative Expense [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation | $ 163,293 | $ 1,632,930 | |||||
Senior Management [Member] | Restricted Share Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share options granted during the period | 505,000 | ||||||
Ordinary shares awarded, per share | $ 20.30 | ||||||
Consultant | Restricted Share Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share options granted during the period | 40,000 | ||||||
Ordinary shares awarded, per share | $ 16.45 | ||||||
Director [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 36 months | ||||||
First Anniversary [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 25.00% | ||||||
Second Anniversary [Member] | Restricted Share Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 50.00% | ||||||
Fourth Anniversary [Member] | Restricted Share Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage | 25.00% | ||||||
Over Three Years [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 36 months |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Company's Share Option Activity (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Number of Options | ||
Number of options, Beginning balance | 3,645,360 | 3,254,365 |
Number of options, Granted | 1,106,500 | 551,000 |
Number of options, Exercised | (26,010) | (134,533) |
Number of options, Forfeited | (50,000) | (25,472) |
Number of options, Ending balance | 4,675,850 | 3,645,360 |
Weighted-Average Exercise Price | ||
Weighted-average exercise price, Beginning balance | $ 9.31 | $ 7.64 |
Weighted-average exercise price, Granted | 20.24 | 17.94 |
Weighted-average exercise price, Exercised | 6.73 | 4.14 |
Weighted-average exercise price, Forfeited | 17.38 | 9.37 |
Weighted-average exercise price, Ending balance | $ 11.82 | $ 9.31 |
Options additional disclosures | ||
Number of options, Options exercisable | 1,636,949 | |
Weighted-average exercise price, Option exercisable | $ 7.65 | |
Weighted-average remaining contractual life of options, outstanding | 8 years 4 months 17 days | 8 years 5 months 12 days |
Weighted-average remaining contractual life of options, exercisable | 7 years 6 months 4 days | |
Aggregate intrinsic value, options outstanding | $ 17,470,736 | |
Aggregate intrinsic value, options exercisable | $ 9,706,669 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Grant Date Fair Values of the Stock Option Granted Black-Scholes Valuation Model (Details) - Share Options [Member] | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate, minimum | 0.72% | 1.76% | |
Risk-free interest rate, maximum | 2.56% | 2.55% | |
Expected volatility | 90.00% | 90.00% | |
Expected dividend yield | 0.00% | 0.00% | |
Expected life of non-employee options (in years) | 6 years 1 month 6 days | ||
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life of non-employee options (in years) | 5 years 6 months | ||
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life of non-employee options (in years) | 6 years 1 month 6 days |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of Restricted Ordinary Shares (Details) - Senior Management [Member] - Restricted ordinary shares subject to forfeiture [Member] | Jun. 07, 2018item | Jun. 07, 2018itemshares | Mar. 31, 2020USD ($)shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Non-vested Ordinary Shares, Beginning Balance | 217,726 | ||
Issued, Ordinary Shares | 1,306,348 | ||
Vesting percentage | 33.33% | ||
Number of quarters for vesting | item | 8 | 8 | |
Tern of vesting after the effectiveness of companies registration statement | 3 months | ||
Vested, Ordinary Shares | (108,862) | ||
Non-vested Ordinary Shares, Ending Balance | 108,864 | ||
Non-vested Value, Beginning Balance | $ | $ 3,265,890 | ||
Vested, Value | $ | (1,632,930) | ||
Non-vested Value, Ending Balance | $ | $ 1,632,960 |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Share-Based Compensation Expense (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share Based Compensation Expense [Line Items] | ||
Total share-based compensation | $ 5,682,881 | $ 2,934,991 |
Research and Development Expenses [Member] | ||
Share Based Compensation Expense [Line Items] | ||
Total share-based compensation | 1,417,791 | 834,314 |
General and Administrative Expense [Member] | ||
Share Based Compensation Expense [Line Items] | ||
Total share-based compensation | $ 4,265,090 | $ 2,100,677 |
Ordinary Shares - Additional In
Ordinary Shares - Additional Information (Details) - USD ($) | Mar. 21, 2019 | Feb. 27, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Jun. 07, 2018 |
Offering costs | $ 2,426,953 | |||||
Common stock, shares issued | 36,817,916 | 36,791,906 | ||||
Number of options, Exercised | (26,010) | (134,533) | ||||
Proceeds from the sale of ordinary shares | 80,000,000 | |||||
Restricted ordinary shares subject to forfeiture [Member] | ||||||
Percentage of fully diluted shares | 5.00% | |||||
Ordinary Shares [Member] | ||||||
Offering costs | $ 2,426,953 | |||||
Number of options, Exercised | (26,010) | |||||
Ordinary Shares [Member] | License Agreement [Member] | ||||||
Ordinary shares issued in connection with a license agreement (in shares) | 158,832 | 158,832 | ||||
Private Placement [Member] | ||||||
Proceeds from Issuance of Private Placement | $ 80,000,000 | |||||
Shares issued, value | $ 77,573,047 | |||||
Offering costs | $ 2,400,000 | |||||
Common stock, shares issued | 5,797,102 | |||||
Private Placement [Member] | Ordinary Shares [Member] | ||||||
Sale of ordinary shares in connection with private placement, net of issuance costs, shares | 5,797,102 | |||||
Shares issued, value | $ 225 | |||||
JJDC | Private Placement [Member] | ||||||
Common stock, shares issued | 2,898,550 |
Related-Party Transactions - Co
Related-Party Transactions - Collaboration and License Agreements (Details) - USD ($) | Jan. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Feb. 27, 2019 | Oct. 16, 2018 |
Related Party Transaction [Line Items] | ||||||
Shares issued to related party | 36,817,916 | 36,791,906 | ||||
Private Placement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Shares issued to related party | 5,797,102 | |||||
Clinical IRD Product Candidate development | Maximum [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Untiered royalties receivable | $ 340,000,000 | |||||
Clinical IRD Product Candidate development | Collaboration Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Royalties receivable, as a percentage | 20.00% | |||||
JJDC | Private Placement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Shares issued to related party | 2,898,550 | |||||
Janssen Pharmaceuticals Inc [Member] | Collaboration Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Non-refundable upfront fee received | $ 100,000,000 | $ 100,000,000 | ||||
Deferred revenue - related party recognized as license revenue | $ 4,209,576 | 784,960 | $ 13,291,956 | |||
Reimbursement of research and development expenses | 14,030,017 | $ 1,037,542 | ||||
Revenue, remaining performance obligation, amount | 76,630,676 | |||||
Estimated period to recognize remaining deferred revenue | 4 years 9 months | |||||
Deferred revenue - related party | $ 76,630,676 | $ 86,214,091 | ||||
Janssen Pharmaceuticals Inc [Member] | Research, development and commercialization of gene therapies | Collaboration Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Non-refundable upfront fee received | $ 100,000,000 | |||||
Janssen Pharmaceuticals Inc [Member] | Clinical IRD Product Candidate development | Collaboration Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of clinical and commercialization costs to be paid by related party | 100.00% | |||||
Janssen Pharmaceuticals Inc [Member] | Research IRD Candidates development | Collaboration Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of clinical and commercialization costs to be paid by related party | 100.00% | |||||
Janssen Pharmaceuticals Inc [Member] | Riboswitch Research | Collaboration Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Deferred revenue - related party | $ 658,667 | |||||
Deferred research funding, amortization period | 8 months | |||||
Janssen Pharmaceuticals Inc [Member] | Riboswitch Research | Collaboration Agreement [Member] | Research and Development Expenses [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Amortization of deferred revenue - related party | $ 0 | $ 238,473 |
Related-Party Transactions - De
Related-Party Transactions - Deferred revenue (Details) - Janssen Pharmaceuticals Inc [Member] - Collaboration Agreement [Member] - USD ($) | Jan. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||||
Non-refundable upfront fee from Janssen | $ 100,000,000 | $ 100,000,000 | ||
Deferred revenue recognized as license revenue during period | $ (4,209,576) | $ (784,960) | $ (13,291,956) | |
Effects of exchange rate | (5,373,839) | (493,953) | ||
Deferred revenue | $ 76,630,676 | $ 86,214,091 |
Related-Party Transactions - Re
Related-Party Transactions - Research Agreement (Details) | Oct. 23, 2016 | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Oct. 31, 2020GBP (£) | Oct. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Related Party Transaction [Line Items] | ||||||
Research and development expenses | $ 8,083,342 | $ 12,976,229 | ||||
UCL Consultants Limited | Master Services Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Term of agreement | 4 years | |||||
Agreement termination notice period | 30 days | |||||
Research and development expenses | 102,000 | $ 88,000 | ||||
UCL Consultants Limited | Master Services Agreement [Member] | Accounts Payable And Accrued Expenses | ||||||
Related Party Transaction [Line Items] | ||||||
Amount due under services agreement | $ 102,381 | $ 166,404 | ||||
UCL Consultants Limited | Scenario, Forecast [Member] | Master Services Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Future obligations under agreement | £ 165,878 | $ 204,000 |
Related-Party Transactions - Li
Related-Party Transactions - License Agreement (Details) | Mar. 15, 2018GBP (£)shares | Mar. 15, 2018USD ($)shares | Feb. 04, 2015GBP (£)Program | Feb. 04, 2015USD ($)Program | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Related Party Transaction [Line Items] | ||||||
Research and development expenses | $ 8,083,342 | $ 12,976,229 | ||||
License Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Issuance of ordinary shares in connection with a license agreement | 1,966,340 | |||||
Research and development expenses | 185,160 | $ 4,111,876 | ||||
License Agreement For Inherited Retinal Disease Programs Related To CNGB3 [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Ordinary shares issued in connection with a license agreement (in shares) | shares | 158,832 | 158,832 | ||||
Issuance of ordinary shares in connection with a license agreement | £ 1,500,000 | $ 1,966,000 | ||||
Research and development expenses | 3,942,000 | |||||
UCL Business, PLC [Member] | License Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Number of collaborations programs | Program | 8 | 8 | ||||
Aggregate sales milestone payments payable | £ 39,800,000 | $ 48,100,000 | ||||
Maintenance fee | £ 50,000 | $ 62,000 | ||||
UCL Business, PLC [Member] | License Agreement For Inherited Retinal Disease Programs Related To CNGB3 [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
License arrangement upfront payment | £ 1,500,000 | $ 1,976,000 |
Related-Party Transactions - Le
Related-Party Transactions - Leases (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Operating lease rent expenses | $ 759,372 | $ 89,661 | |
ARE East River Science Park LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Operating lease, right of use asset write-off | $ 825,888 | ||
Operating lease liability write-off | 969,477 | ||
Net gain on write-off of operating lease right of use asset and liability | 143,589 | ||
Operating lease rent expenses | 81,260 | 121,888 | |
Letter of credit outstanding amount | 122,866 | ||
Kadmon Corporation LLC [Member] | Loss from operations | |||
Related Party Transaction [Line Items] | |||
Operating lease rent expenses | $ 145,755 | $ 140,793 |
Leases - Additional Information
Leases - Additional Information (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020USD ($)lease | Mar. 31, 2019USD ($) | Dec. 31, 2020 | Dec. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Short term lease commitments monthly amount | $ 53,000 | |||
Number of month-to-month leases | lease | 3 | |||
ROU asset | $ 19,954,545 | $ 21,857,600 | ||
Operating lease liability | 21,097,186 | $ 23,127,813 | ||
Operating leases | $ 3,371,149 | |||
Operating lease cash payments | 737,005 | 221,278 | ||
Operating lease rent expenses | $ 759,372 | $ 89,661 | ||
Minimum [Member] | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 3 years | |||
Maximum [Member] | ||||
Lessee, Lease, Description [Line Items] | ||||
Lease term | 108 years |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Cost (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Finance Lease Costs [Abstract] | ||
Amortization of right-of-use assets | $ 73,634 | $ 85,415 |
Interest on lease liabilities | 842 | 553 |
Total finance lease cost | 74,476 | 85,968 |
Operating lease cost | 1,027,242 | 6,625 |
Short-term lease cost | 161,809 | 128,485 |
Total lease cost | $ 1,263,527 | $ 221,078 |
Leases - Schedule of Condensed
Leases - Schedule of Condensed Consolidated Balance Sheets for Leases (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Right-of-Use Asset | $ 19,954,545 | $ 21,857,600 |
Capitalized Lease Obligations | 21,097,186 | 23,127,813 |
Right-of-Use Asset | 6,606,951 | 7,144,848 |
Capitalized Lease Obligations | $ 37,906 | $ 50,737 |
Operating leases | 7 years 8 months 12 days | 7 years 10 months 24 days |
Finance leases | 106 years 8 months 12 days | 107 years |
Operating leases | 8.60% | 8.50% |
Finance leases | 7.30% | 7.30% |
Leases - Schedule of Other Info
Leases - Schedule of Other Information Related to Leases (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows from finance leases | $ 7,899 | $ 6,625 |
Operating lease cash payments | 737,005 | 221,278 |
Financing cash flows from finance leases | 842 | 553 |
Right-of-use assets obtained in exchange for lease liabilities | ||
Operating leases | 3,371,149 | |
Finance leases | $ 0 | $ 0 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments Under Non-Cancellable Leases (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Operating Leases | ||
2020 | $ 2,675,818 | |
2021 | 3,783,853 | |
2022 | 3,850,574 | |
2023 | 3,919,297 | |
2024 | 3,738,637 | |
Thereafter | 10,530,852 | |
Total undiscounted lease payments | 28,499,031 | |
Less: Imputed interest | (7,401,845) | |
Operating lease liability | 21,097,186 | $ 23,127,813 |
Finance Leases | ||
2020 | 14,258 | |
2021 | 15,820 | |
2022 | 11,865 | |
2023 | 0 | |
Thereafter | 0 | |
Total undiscounted lease payments | 41,943 | |
Less: Imputed interest | (4,037) | |
Finance lease liability | $ 37,906 | $ 50,737 |
Subsequent Event (Details)
Subsequent Event (Details) - Subsequent Event [Member] - Acquisition Of Emrys [Member] $ / shares in Units, $ in Millions | Apr. 09, 2020USD ($)$ / sharesshares |
Subsequent Event [Line Items] | |
Total consideration | $ | $ 7.7 |
Ordinary Shares [Member] | |
Subsequent Event [Line Items] | |
Number of shares issued | 580,000 |
Share price | $ / shares | $ 13.25 |
Ordinary Shares [Member] | On Closing Date [Member] | |
Subsequent Event [Line Items] | |
Number of shares issued | 232,000 |
Ordinary Shares [Member] | Following Closing Date [Member] | |
Subsequent Event [Line Items] | |
Number of shares issued | 58,000 |
Term of issue of shares | 18 months |
Restricted ordinary Shares [Member] | On Closing Date [Member] | |
Subsequent Event [Line Items] | |
Number of shares issued | 290,000 |
Restricted ordinary Shares [Member] | First Anniversary Of Closing Date [Member] | |
Subsequent Event [Line Items] | |
Vesting percentage | 50.00% |
Restricted ordinary Shares [Member] | Second Anniversary Of Closing Date [Member] | |
Subsequent Event [Line Items] | |
Vesting percentage | 50.00% |