Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 10, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | COMPASS THERAPEUTICS, INC. | |
Entity Central Index Key | 0001738021 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Common Stock, Shares Outstanding | 61,694,565 | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity File Number | 001-39696 | |
Entity Tax Identification Number | 82-4876496 | |
Entity Address, Address Line One | 80 Guest St. | |
Entity Address, Address Line Two | Suite 601 | |
Entity Address, City or Town | Boston | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02135 | |
City Area Code | 617 | |
Local Phone Number | 500-8099 | |
Entity Incorporation, State or Country Code | DE | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of each class | Common Stock, $0.0001 par value per share | |
Trading Symbol | CMPX |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 31,208 | $ 47,076 |
Prepaid expenses and other current assets | 3,326 | 3,126 |
Total current assets | 34,534 | 50,202 |
Property and equipment, net | 1,178 | 1,126 |
Restricted cash | 210 | 263 |
Operating lease, right-of-use ("ROU") asset | 4,630 | 0 |
Other assets | 320 | 320 |
Total assets | 40,872 | 51,911 |
Current liabilities: | ||
Accounts payable | 559 | 1,061 |
Accrued expenses | 1,174 | 1,571 |
Operating lease obligations, current portion | 1,049 | 0 |
Current portion of long-term debt | 5,611 | 7,467 |
Total current liabilities | 8,393 | 10,099 |
Long-term debt, net of current portion | 0 | 1,867 |
Operating lease obligations, long-term portion | 3,604 | 0 |
Total liabilities | 11,997 | 11,966 |
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; 10,000 shares authorized and no shares issued and outstanding as of June 30, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.0001 par value: 300,000 shares authorized; 62,323 and 52,117 shares issued at June 30, 2021 and December 31, 2020, respectively; 61,666 and 51,221 shares outstanding at June 30, 2021 and December 31, 2020, respectively | 6 | 5 |
Additional paid-in-capital | 243,503 | 191,348 |
Accumulated deficit | (214,634) | (151,408) |
Total stockholders' equity | 28,875 | 39,945 |
Total liabilities and stockholders' equity | $ 40,872 | $ 51,911 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) (unaudited) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 62,323,000 | 52,117,000 |
Common stock, shares outstanding | 61,666,000 | 51,221,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Operating expenses: | ||||
Research and development | $ 2,905 | $ 2,985 | $ 7,609 | $ 6,556 |
General and administrative | 2,166 | 2,085 | 4,798 | 4,345 |
In-process R&D | 50,618 | 0 | 50,618 | 0 |
Total operating expenses | 55,689 | 5,070 | 63,025 | 10,901 |
Loss from operations | (55,689) | (5,070) | (63,025) | (10,901) |
Other expense, net | (102) | (471) | (185) | (1,026) |
Loss before income tax expense | (55,791) | (5,541) | (63,210) | (11,927) |
Income tax expense | (13) | (16) | (13) | (32) |
Net loss | $ (55,804) | $ (5,557) | $ (63,223) | $ (11,959) |
Net loss per share - basic and diluted | $ (1.07) | $ (0.41) | $ (1.23) | $ (1.16) |
Basic and diluted weighted average shares outstanding | 51,913 | 13,603 | 51,582 | 10,335 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Convertible Preferred Stock |
Beginning Balance at Dec. 31, 2019 | $ (118,603) | $ 1 | $ 3,304 | $ (121,908) | |
Temporary equity, Beginning Balance, Shares at Dec. 31, 2019 | 207,164,000 | ||||
Temporary equity, Beginning Balance at Dec. 31, 2019 | $ 129,870 | ||||
Beginning Balance, Shares at Dec. 31, 2019 | 7,034,000 | ||||
Vesting of share-based awards | 88,000 | ||||
Stock-based compensation | 247 | 247 | |||
Net loss | 6,402 | 6,402 | |||
Ending Balance at Mar. 31, 2020 | (124,758) | $ 1 | 3,551 | (128,310) | |
Temporary equity, Ending Balance, Shares at Mar. 31, 2020 | 207,164,000 | ||||
Temporary equity, Ending Balance at Mar. 31, 2020 | $ 129,870 | ||||
Ending Balance, Shares at Mar. 31, 2020 | 7,122,000 | ||||
Vesting of share-based awards | 62,000 | ||||
Stock-based compensation | 183 | 183 | |||
Common shares issued in private placement, net of issuance costs of $6,902, Shares | 12,097,000 | ||||
Common shares issued in private placement, net of issuance costs of $6,902 | 53,581 | $ 1 | 53,580 | ||
Common shares issued for acquisitions, Shares | 1,000,000 | ||||
Temporary equity, Conversion of Compass Therapeutics LLC preferred shares into common shares upon consummation of the reverse merger, Shares | (207,164,000) | ||||
Temporary equity, Conversion of Compass Therapeutics LLC preferred shares into common shares upon consummation of the reverse merger | $ (129,870) | ||||
Conversion of compass Therapeutics LLC preferred shares into common shares upon consummation of the reverse merger | 129,870 | $ 3 | 129,867 | ||
Conversion of compass Therapeutics LLC preferred shares into common shares upon consummation of the reverse merger, Shares | 30,630,000 | ||||
Payment to non-participating Compass Therapeutics LLC members upon consummation of Merger | (69) | (69) | |||
Payment to non-participating Compass Therapeutics LLC members upon consummation of Merger, Shares | (14,000) | ||||
Net loss | 5,557 | 5,557 | |||
Ending Balance at Jun. 30, 2020 | 53,250 | $ 5 | 187,112 | (133,867) | |
Temporary equity, Ending Balance, Shares at Jun. 30, 2020 | 0 | ||||
Temporary equity, Ending Balance at Jun. 30, 2020 | $ 0 | ||||
Ending Balance, Shares at Jun. 30, 2020 | 50,897,000 | ||||
Beginning Balance at Dec. 31, 2020 | 39,945 | $ 5 | 191,348 | (151,408) | |
Temporary equity, Beginning Balance, Shares at Dec. 31, 2020 | 0 | ||||
Temporary equity, Beginning Balance at Dec. 31, 2020 | $ 0 | ||||
Beginning Balance, Shares at Dec. 31, 2020 | 51,221,000 | ||||
Vesting of share-based awards | 92,000 | ||||
Stock-based compensation | 948 | 948 | |||
Net loss | 7,422 | 7,422 | |||
Ending Balance at Mar. 31, 2021 | 33,471 | $ 5 | 192,296 | (158,830) | |
Temporary equity, Ending Balance, Shares at Mar. 31, 2021 | 0 | ||||
Temporary equity, Ending Balance at Mar. 31, 2021 | $ 0 | ||||
Ending Balance, Shares at Mar. 31, 2021 | 51,313,000 | ||||
Vesting of share-based awards | 88,000 | ||||
Stock-based compensation | 908 | 908 | |||
Common shares issued for acquisitions | 50,300 | $ 1 | 50,299 | ||
Common shares issued for acquisitions, Shares | 10,265,000 | ||||
Net loss | (55,804) | (55,804) | |||
Ending Balance at Jun. 30, 2021 | $ 28,875 | $ 6 | $ 243,503 | $ (214,634) | |
Temporary equity, Ending Balance, Shares at Jun. 30, 2021 | 0 | ||||
Temporary equity, Ending Balance at Jun. 30, 2021 | $ 0 | ||||
Ending Balance, Shares at Jun. 30, 2021 | 61,666,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) $ in Thousands | 3 Months Ended |
Jun. 30, 2020USD ($) | |
Stock issuance costs | $ 6,902 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (63,223) | $ (11,959) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 304 | 900 |
Loss (gain) on disposal of equipment | (44) | 8 |
Noncash interest expense | 22 | 50 |
Share-based compensation | 1,856 | 430 |
Writeoff of in process R&D | 50,618 | 0 |
Change in fair value of derivative liability | 0 | 556 |
ROU asset amortization | 518 | 0 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (200) | (982) |
Other long-term assets | 0 | 32 |
Accounts payable | (502) | 952 |
Accrued expenses | (398) | (1,998) |
Operating lease liability | (495) | 0 |
Settlement of derivative liability | 0 | (1,050) |
Net cash used in operating activities | (11,544) | (13,061) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (424) | (16) |
Asset acquistion costs | (318) | 0 |
Proceeds from sale of equipment | 115 | 55 |
Net cash (used in) provided by investing activities | (627) | 39 |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 0 | 60,482 |
Issuance costs from issuance of common stock | 0 | (5,517) |
Repayment of borrowings under loan | (3,750) | (1,875) |
Net cash (used in) provided by financing activities | (3,750) | 53,090 |
Net change in cash, cash equivalents and restricted cash | (15,921) | 40,068 |
Cash, cash equivalents and restricted cash at beginning of period | 47,339 | 25,566 |
Cash, cash equivalents and restricted cash at end of period | 31,418 | 65,634 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 226 | 486 |
Supplemental disclosure of financing activities | ||
Acquisition of equipment included in accrued expenses | 0 | 0 |
Deferred offering costs included in accrued expenses | 0 | (1,384) |
Payment to non-participating Compass LLC investors, within accrued expenses | 0 | (69) |
ROU asset acquired through operating leases | 5,148 | 0 |
Acquisition of Trigr Therapeutics, Inc. | $ 50,300 | $ 0 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Business and Basis of Presentation | 1. Nature of Business and Basis of Presentation Compass Therapeutics, Inc. (“Compass” or the “Company”) is a clinical-stage, oncology-focused biopharmaceutical company developing proprietary antibody-based therapeutics to treat multiple human diseases. Our scientific focus is on the relationship between angiogenesis and the immune system. Our pipeline includes novel product candidates that leverage our understanding of the tumor microenvironment, including both angiogenesis-targeted agents and immune-oncology focused agents. These product candidates are designed to optimize critical components required for an effective anti-tumor response to cancer. These include modulation of the microvasculature via angiogenesis-targeted agents; induction of a potent immune response via activators on effector cells in the tumor microenvironment; and alleviation of immunosuppressive mechanisms used by tumors to evade immune surveillance. We plan to advance our product candidates through clinical development as both standalone therapies and in combination with our proprietary drug candidates as long as their continued development is supported by clinical and nonclinical data. References to Compass or the Company herein include Compass Therapeutics, Inc. and its wholly-owned subsidiaries. The Company was incorporated as Olivia Ventures, Inc. (“Olivia”) in the State of Delaware on March 20, 2018 . Prior to the Company’s reverse merger with Compass Therapeutics LLC (the “Merger”), Olivia was a “shell company” (as defined in Rule 12b-2 of the Securities Exchange Act of 1934, as amended). The Company is subject to risks and uncertainties common to companies in the biotechnology and pharmaceutical industries. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s technology will be obtained, that any products developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. The Company operates in an environment of rapid change in technology and substantial competition from pharmaceutical and biotechnology companies. In addition, the Company is dependent upon the services of its employees and consultants. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all normal and recurring adjustments (which consist primarily of accruals, estimates and assumptions that impact the financial statements) considered necessary to present fairly the Company’s financial position as of June 30, 2021 and its results of operations and changes in convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2021 and 2020 and cash flows for the six months ended June 30, 2021 and 2020. Operating results for the six months ended June 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. The unaudited condensed consolidated financial statements include the accounts of Compass Therapeutics, Inc. and its subsidiaries, and have been prepared by the Company in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed consolidated balance sheet at December 31, 2020 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. Accordingly, these condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (the “Annual Report”). Going Concern These financial statements have been prepared on the basis that the Company is a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. The Company has not generated any revenues from operations since inception and does not expect to do so in the foreseeable future. We have funded our operations primarily with proceeds from the sale of our equity securities and borrowings from debt arrangements. Through June 30, 2021, we have received $ 132.0 million in gross proceeds from the sale of equity securities and $ 15.0 million in term loan borrowings under the Credit Facility. Following the completion of the Merger, we completed a private placement of our common stock of $ 60.5 million. As of June 30, 2021, we had cash and cash equivalents of $ 31.2 million. This cash balance is not sufficient to fund the Company’s current operating plan for at least the next twelve months following the filing of this Quarterly Report. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management is exploring opportunities to secure additional funding through equity or debt financings or through collaborations, licensing transactions or other sources. COVID-19 Update We have been carefully monitoring the COVID-19 pandemic and its potential impact on our business and have taken important steps to help ensure the safety of our employees and to reduce the spread of COVID-19 community-wide. We are ensuring that essential staffing levels at our operations remain in place, including maintaining key personnel in our laboratory facilities. We have implemented stringent safety measures designed to create a safe and clean environment for our employees as we continue to comply with applicable federal, state and local guidelines instituted in response to the COVID-19 pandemic. We have been able to continue to pursue patient dosing and monitoring of our Phase 1 clinical trial of CTX-471 without significant delays. However, over the last six months we have experienced increased delays in patient enrollment in several of our trial sites. In order to address the reduction in patient enrollment, we have recently added three new sites. In addition, there have been delays in sourcing of selected supplies required for the manufacturing of material to be used in our future clinical trials, and these delays may impact the timing of initiation of our future clinical trials We expect that COVID-19 may continue to directly or indirectly impact (i) our employees and business operations or personnel at third-party suppliers and other vendors in the U.S. and other countries; (ii) the availability, cost or supply of materials; and (iii) the timeline for our ongoing clinical trial and potential future trials. We are continuing to assess the potential impact of the COVID-19 pandemic on our current and future business and operations, including our expenses and clinical trials, as well as on our industry and the healthcare system. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies There have been no material changes to the significant accounting policies previously disclosed in the Company’s Annual Report, except as noted below. Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016‑02, Leases , which requires a lessee to record a right‑of‑use asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months. A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the condensed consolidated financial statements as its date of initial application. If an entity chooses the second option, the transition requirements for existing leases also apply to leases entered into between the date of initial application and the effective date. The Company adopted this standard on January 1, 2021. See Note 7 for additional details on the Company’s accounting for leases. Recent Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"), which is intended to simplify the accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The new standard will be effective beginning January 1, 2022 . The Company does not expect the adoption of ASU 2019-12 to have a material impact on its financial position and results of operations upon adoption. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The following tables present information about the Company’s financial assets and liabilities that are measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): Fair Value Measurements as of June 30, 2021 Using: Quoted Prices Significant Significant Fair Value Assets Cash equivalents - money market $ 28,859 $ — $ — $ 28,859 Total assets $ 28,859 $ — $ — $ 28,859 Fair Value Measurements as of December 31, 2020 Using: Quoted Prices Significant Significant Fair Value Assets Cash equivalents - money market $ 43,631 $ — $ — $ 43,631 Total assets $ 43,631 $ — $ — $ 43,631 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 4. Property and Equipment Property and equipment consist of the following (in thousands): June 30, December 31, Equipment $ 5,389 $ 5,356 Furniture and fixtures 22 629 Leasehold improvements 200 896 Software 364 180 Total property and equipment–at cost 5,975 7,061 Less: Accumulated depreciation ( 4,797 ) ( 5,935 ) Property and equipment, net $ 1,178 $ 1,126 Total depreciation expense for three months ended June 30, 2021 and 2020, was $ 0.1 million and $ 0.4 million, respectively. Total depreciation expense for six months ended June 30, 2021 and 2020, was $ 0.3 million and $ 0.9 million, respectively. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2021 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | 5. Accrued Expenses Accrued expenses consist of the following (in thousands): June 30, December 31, 2021 2020 Compensation and benefits $ 572 $ 976 Research and development expenses 356 212 Legal and professional fees - 326 Other 246 57 Total accrued expenses $ 1,174 $ 1,571 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt The aggregate principal amount of debt outstanding consisted of the following (in thousands): June 30, December 31, 2021 2020 Current portion of debt $ 5,625 $ 7,500 Less: unamortized debt discount ( 14 ) ( 33 ) Current portion of debt, net of debt $ 5,611 $ 7,467 Long-term debt, net of current portion $ — $ 1,875 Less: unamortized debt discount — ( 8 ) Long-term debt, net of current portion $ — $ 1,867 The Company entered into, and subsequently amended, a term loan facility with Pacific Western Bank, Inc. (the “Credit Facility”), and received $ 15.0 million debt proceeds. The loans bear interest at the greater of (i) 6.25 % and (ii) the prime rate plus an applicable margin of 2.0 %. The interest rate was 6.25 % at June 30, 2021. In an event of default, as defined in the Credit Facility, the interest rate applicable to borrowings would be increased by 5.0 %. The Company made interest-only payments through March 31, 2020. In April 2020 , the Company became obligated to make equal monthly principal payments of $ 625,000 through March 31, 2022 when the notes mature. The Credit Facility allows for prepayment of the outstanding principal at any time, subject to a prepayment charge that is dependent on the prepayment date. The Credit Facility agreement contains a provision whereby the Company was obligated to pay a success fee of $ 1.1 million upon the achievement of certain liquidity events. Upon consummation of the Merger, the Company success fee payment became due and was paid in its entirety in June 2020. The Credit Facility contains a negative pledge on the Company’s intellectual property and also contains customary indemnification obligations and customary events of default, including, among other things, (i) non‑payment, (ii) breach of warranty, (iii) non‑performance of covenants and obligations, (iv) default on other indebtedness, (v) judgments, (iv) change of control, (vii) bankruptcy and insolvency, (viii) impairment of security, (ix) key permit events, (x) key person event, (xi) regulatory matters, and (xii) key contracts. In addition, the Company must maintain a minimum cash balance of $ 6.0 million beginning in April 2020. In the event of default under the Credit Facility, the Company would be required to pay interest on principal and all other due and unpaid obligations at the current rate in effect plus 5 %. The borrowings are collateralized by substantially all of the Company’s assets, excluding intellectual property, and contains affirmative and negative covenants including restrictions on the Company’s ability to incur additional indebtedness, pay dividends, encumber its property, or engage in certain fundamental business transactions, such as mergers or acquisitions of other businesses. The Company was in compliance with its covenants as of June 30, 2021. The Company recognized interest expense of $ 0.1 million and $ 0.2 million during the three months ended June 30, 2021 and 2020, respectively. The Company recognized interest expense of $ 0.3 million and $ 0.5 million during the six months ended June 30, 2021 and 2020, respectively. As of June 30, 2021, the aggregate minimum future principal payments due in connection with the Credit Facility, as amended, are as follows (in thousands): Year Ending December 31, 2021 $ 3,750 2022 1,875 $ 5,625 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Leases | 7. Leases The Company adopted ASU 2016-02, Leases (Topic 842) , or ASU 2016-02, effective January 1, 2021, using the modified retrospective transition method, in which the new standard is applied as of the date of initial adoption. The Company recognized and measured agreements executed prior to the date of initial adoption that were considered leases on January 1, 2021. No cumulative effect adjustment of initially applying the standard to the opening balance of retained earnings was made upon adoption. The Company elected the package of practical expedients permitted under the transition guidance that will retain the lease classification and initial direct costs for any leases that exist prior to adoption of the standard. In addition, the Company elected the accounting policy of not recording short-term leases with a lease term at the commencement date of 12 months or less on the condensed consolidated balance sheet as permitted by the new standard. The Company has evaluated its leases and determined that it has one lease that is classified as an operating lease. The classification of this lease is consistent with the Company’s determination under the previous accounting standard. When available, the Company will use the rate implicit in the lease to discount lease payments to present value; however, the Company’s current lease does not provide an implicit rate. Therefore, the Company used its incremental borrowing rate to discount the lease payments based on the date of the lease commencement. The Company has one operating lease for its corporate office and laboratory facility (“Facility”) that was signed in December 2020. The Company moved into the Facility in January 2021. The Facility lease has an initial term of four years and five months , beginning on January 1, 2021. The Facility lease contains scheduled rent increases over the lease term. The discount rate used for the Facility lease is 6.25 %, and the remaining lease term of the Facility lease is three years and eleven months as of June 30, 2021. The table below presents the undiscounted cash flows for the lease term. The undiscounted cash flows are reconciled to the operating lease liabilities recorded on the condensed consolidated balance sheet: (000's) Remainder of 2021 $ 749 Years ending December 31, 2022 1,315 2023 1,348 2024 1,382 2025 426 Total minimum lease payments 5,220 Less: amount of lease payments representing interest ( 567 ) Present value of future minimum lease payments 4,653 Less: operating lease obligations, current portion ( 1,049 ) Operating lease obligations, long-term portion $ 3,604 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 8. Stock-Based Compensation In June 2020, the Company’s board of directors adopted the 2020 Stock Option and Incentive Plan (the “2020 Plan”) and reserved 2.93 million shares of common stock for issuance under this plan. The 2020 Plan includes automatic annual increases. The increase on January 1, 2021 was 2.08 million shares. As of June 30, 2021, 1.64 million shares remain available for future grant. The 2020 Plan authorizes the board of directors or a committee of the board to grant incentive stock options, nonqualified stock options and restricted stock awards to eligible officers, employees, consultants and directors of the Company. Options generally vest over a period of four years and have a contractual life of ten years from the date of grant. Stock-based compensation expense for the six months ended June 30, 2021 and 2020 was classified in the condensed consolidated statement of operations as follows: Six Months Ended June 30, 2021 2020 (000’s) Research and development $ 298 $ 112 General and administrative 1,558 318 Total $ 1,856 $ 430 As of June 30, 2021, remaining unrecognized compensation cost related to options and restricted stock awards to be recognized in future periods totaled $ 9.0 million Restricted Stock Prior to the adoption of the 2020 Plan, the Company issued restricted stock. A summary of the Company’s restricted stock activity during the six months ended June 30, 2021 is as follows: Shares Fair Value Weighted Average Fair Value (000’s) Per Share Unvested, December 31, 2020 896 $ 1.78 Granted — $ — Vested ( 180 ) $ 1.87 Forfeited or canceled ( 59 ) $ 1.60 Unvested, June 30, 2021 657 $ 1.78 As of June 30, 2021, stock compensation expense for restricted stock is expected to be recognized over a weighted average period of 2.1 years. Stock Options The following table summarizes the stock option activity for the 2020 Plan: Weighted Weighted Number of Average Average Unvested Exercise Remaining Options Price Contractual (000’s) Per Share Life (in years) Outstanding at December 31, 2020 2,159 $ 5.00 9.1 Granted 1,424 $ 5.36 9.7 Exercise — $ 5.00 — Forfeited/cancelled ( 211 ) $ 5.00 — Outstanding at June 30, 2021 3,372 $ 5.15 9.2 Vested at June 30, 2021 1,123 $ 5.00 8.7 For the six months ended June 30, 2021, the weighted average grant date fair value for options granted was $ 3.95 . The aggregate intrinsic value for options outstanding as of June 30, 2021 was $ 3 thousand. There was no aggregate intrinsic value for vested options as of June 30, 2021. As of June 30, 2021, stock option expense for options is expected to be recognized over a weighted average period of 3.0 years. There were no stock options granted for the six months ended June 30, 2020. The weighted average assumptions used in the Black-Scholes pricing model to determine the fair value of stock options granted during the six months ended June 30, 2021 were as follows: Expected term (in years) 6.1 Risk-free rate 0.76 % Expected volatility 89.3 % |
Merger Transaction
Merger Transaction | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Merger Transaction | 9. Merger Transaction On May 11, 2021 the Company and Trigr Therapeutics, Inc. (“TRIGR”), a private biotechnology company, entered into a definitive merger agreement (the “Merger Agreement”). Pursuant to the Merger Agreement, the Company, through its wholly owned subsidiaries and a two-step merger structure, acquired all of the outstanding shares of TRIGR (the “Merger”). On June 25, 2021, the Merger was consummated. Consideration payable to TRIGR shareholders at closing totaled an aggregate of 10,265,133 shares of the Company’s common stock with a fair value of $ 50.3 million (after giving effect to elimination of fractional shares that would otherwise be issued). In addition, TRIGR shareholders are eligible to receive up to $ 9 million, representing earnout payments based on three independent events. The first potential earnout payment is $ 2 million related to a milestone payment under the Elpiscience agreement, due the Company upon IND approval of CTX-009 in China, and remitted to the TRIGR shareholders. The Company will act as a conduit to this transaction and will remit to the former TRIGR shareholders up to $2 million related to this milestone payment received from Elpiscience. The second potential earnout payment of $ 2 million, is contingent upon the Company entering into a regional license agreement with a specific third party. Since the Company has not entered into a regional license agreement with that third party and assesses the probability of reaching such agreement with that party to be low, no provision is being made. The third and last potential earnout is $ 5 million which is dependent on the Company successfully filing a biologics license application and being granted marketing approval for the product candidate acquired in the transaction, CTX-009. As CTX-009 is in early clinical development and the clinical development of CTX-009 and regulatory strategy are subject to substantial risk, it is not probable that this payment will be made and as such, no provision is being made. 50.3 million transaction amount and $ 0.3 million of transaction costs to the acquired license. As the license is considered in process R&D, the Company expensed the acquired asset on the transaction date. |
Related Parties and Related-Par
Related Parties and Related-Party Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Parties and Related-Party Transactions | 10. Related Parties and Related-Party Transactions On October 16, 2014, the Company entered into a collaboration agreement with Adimab, LLC. The Company’s co-founder has a direct ownership interest in Adimab, LLC. The Company recorded no research and development expenses in connection with this agreement during the six months ended June 30, 2021 and 2020. In connection with the acquisition of TRIGR and upon consummation of the merger agreement on June 25, 2021, Miranda Toledano, who previously served as the Chief Financial Officer and Chief Operating Officer of TRIGR, was appointed to Compass Board of Directors as an independent director. Additionally, to facilitate the transition of CTX-009 from TRIGR, the Company entered into a consulting agreement with Ms. Toledano on June 25, 2021 for a period of six months. |
Other Expense
Other Expense | 6 Months Ended |
Jun. 30, 2021 | |
Other Income And Expenses [Abstract] | |
Other Expense | 11. Other Expense Other income and expense consisted of the following: Three Months Ended Six Months Ended June 30, June 30, 2021 2020 2021 2020 (000's) (000's) Interest income $ 9 $ 7 $ 24 $ 48 Interest expense ( 111 ) ( 242 ) ( 253 ) ( 518 ) Change in fair value of derivative liability — ( 236 ) — ( 556 ) Realized gain on disposal of equipment — — 44 — Total other income (expenses) $ ( 102 ) $ ( 471 ) $ ( 185 ) $ ( 1,026 ) |
License, Research and Collabora
License, Research and Collaboration Agreements | 6 Months Ended |
Jun. 30, 2021 | |
License Research And Collaboration Agreements [Abstract] | |
License, Research and Collaboration Agreements | 12. License, Research and Collaboration Agreements Collaboration Agreements ABL Bio Agreements In November 2018, the Company's wholly owned subsidiary TRIGR and ABL Bio ("ABL Bio") Corporation, a South Korean biotechnology company (“ABL Bio”), entered into exclusive global (excluding South Korea) license agreement (the “TRIGR License Agreement”) which granted TRIGR a license to ABL001, ABL Bio’s bispecific antibody targeting DLL4 and VEGF-A (renamed CTX-009). Under the terms of the agreement, ABL Bio and TRIGR would jointly develop CTX-009, with ABL Bio responsible for development of CTX-009 throughout the end of Phase 1 clinical trial and TRIGR responsible for the development of CTX-009 from Phase 2 and onward. ABL Bio received a $ 5 million upfront payment and is eligible to receive up to $ 405 million in development, regulatory and commercial milestone payments and tiered single-digit royalties on net sales of CTX-009 in Oncology, and ABL Bio is also eligible to receive up to $ 185 million in development, regulatory and commercial milestone payments and tiered, single-digit royalties on net sales of CTX-009 in Ophthalmology. The financial terms of the agreement were amended in May 2021 but remain substantially similar to the terms in the TIRGR License Agreement. As a result of the TRIGR acquisition, the TRIGR License Agreement was assigned to the Company and the Company has assumed all the rights and liabilities of the agreement. See Note 9 for further information on the TRIGR transaction. In May 2021, TRIGR and ABL Bio terminated license agreements to several preclinical assets. As a result of the return of these assets to ABL Bio and termination of the license agreements, the Company is eligible to receive royalties on potential royalty payments that ABL Bio is eligible to get from its future licensees to two bispecific antibodies ABL101 and ABL103 that were previously licensed to TRIGR. Adimab Agreement The Company entered into a collaboration agreement with Adimab, LLC on October 16, 2014 . The agreement includes provisions for payment of royalties at rates ranging in the single digits as a percentage of future net sales within a specified term from the first commercial sale. There were no milestone payments made during the first six months of 2021. As of June 30, 2021, future potential milestone payments in connection with this agreement amounted to $ 1.8 million. Other License and Research Agreements FUJIFILM Diosynth Biotechnologies Agreement The Company entered into a scope of work (“SOW”) under a master services agreement with FUJIFILM Diosynth Biotechnologies on July 20, 2020. The Company made cash payments of $ 0.9 million and recorded $ 0.2 million in research and development expense during the three months ended June 30, 2021. The Company made cash payments of $ 1.2 million and recorded $ 1.2 million in research and development expense during the six months ended June 30, 2021. As of June 30, 2021, future payments in connection with this SOW amounted to $ 1.8 million. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016‑02, Leases , which requires a lessee to record a right‑of‑use asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months. A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the condensed consolidated financial statements as its date of initial application. If an entity chooses the second option, the transition requirements for existing leases also apply to leases entered into between the date of initial application and the effective date. The Company adopted this standard on January 1, 2021. See Note 7 for additional details on the Company’s accounting for leases. |
Recently Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"), which is intended to simplify the accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The new standard will be effective beginning January 1, 2022 . The Company does not expect the adoption of ASU 2019-12 to have a material impact on its financial position and results of operations upon adoption. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities are Measured at Fair Value on Recurring Basis | The following tables present information about the Company’s financial assets and liabilities that are measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): Fair Value Measurements as of June 30, 2021 Using: Quoted Prices Significant Significant Fair Value Assets Cash equivalents - money market $ 28,859 $ — $ — $ 28,859 Total assets $ 28,859 $ — $ — $ 28,859 Fair Value Measurements as of December 31, 2020 Using: Quoted Prices Significant Significant Fair Value Assets Cash equivalents - money market $ 43,631 $ — $ — $ 43,631 Total assets $ 43,631 $ — $ — $ 43,631 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consist of the following (in thousands): June 30, December 31, Equipment $ 5,389 $ 5,356 Furniture and fixtures 22 629 Leasehold improvements 200 896 Software 364 180 Total property and equipment–at cost 5,975 7,061 Less: Accumulated depreciation ( 4,797 ) ( 5,935 ) Property and equipment, net $ 1,178 $ 1,126 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Payables And Accruals [Abstract] | |
Components of Accrued Expenses | Accrued expenses consist of the following (in thousands): June 30, December 31, 2021 2020 Compensation and benefits $ 572 $ 976 Research and development expenses 356 212 Legal and professional fees - 326 Other 246 57 Total accrued expenses $ 1,174 $ 1,571 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Aggregate Principal Amount of Debt Outstanding | The aggregate principal amount of debt outstanding consisted of the following (in thousands): June 30, December 31, 2021 2020 Current portion of debt $ 5,625 $ 7,500 Less: unamortized debt discount ( 14 ) ( 33 ) Current portion of debt, net of debt $ 5,611 $ 7,467 Long-term debt, net of current portion $ — $ 1,875 Less: unamortized debt discount — ( 8 ) Long-term debt, net of current portion $ — $ 1,867 |
Schedule of Aggregate Minimum Future Principal Payments | As of June 30, 2021, the aggregate minimum future principal payments due in connection with the Credit Facility, as amended, are as follows (in thousands): Year Ending December 31, 2021 $ 3,750 2022 1,875 $ 5,625 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Schedule of Undiscounted Cash Flows Reconciled to Operating Lease Liabilities | The table below presents the undiscounted cash flows for the lease term. The undiscounted cash flows are reconciled to the operating lease liabilities recorded on the condensed consolidated balance sheet: (000's) Remainder of 2021 $ 749 Years ending December 31, 2022 1,315 2023 1,348 2024 1,382 2025 426 Total minimum lease payments 5,220 Less: amount of lease payments representing interest ( 567 ) Present value of future minimum lease payments 4,653 Less: operating lease obligations, current portion ( 1,049 ) Operating lease obligations, long-term portion $ 3,604 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Stock-Based Compensation Expense | Stock-based compensation expense for the six months ended June 30, 2021 and 2020 was classified in the condensed consolidated statement of operations as follows: Six Months Ended June 30, 2021 2020 (000’s) Research and development $ 298 $ 112 General and administrative 1,558 318 Total $ 1,856 $ 430 |
Schedule of Restricted Share Activity | A summary of the Company’s restricted stock activity during the six months ended June 30, 2021 is as follows: Shares Fair Value Weighted Average Fair Value (000’s) Per Share Unvested, December 31, 2020 896 $ 1.78 Granted — $ — Vested ( 180 ) $ 1.87 Forfeited or canceled ( 59 ) $ 1.60 Unvested, June 30, 2021 657 $ 1.78 |
Stock Options | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Weighted Average Assumptions on Grant Date Fair Value for Options Granted | The weighted average assumptions used in the Black-Scholes pricing model to determine the fair value of stock options granted during the six months ended June 30, 2021 were as follows: Expected term (in years) 6.1 Risk-free rate 0.76 % Expected volatility 89.3 % |
2020 Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Stock Option Activity | The following table summarizes the stock option activity for the 2020 Plan: Weighted Weighted Number of Average Average Unvested Exercise Remaining Options Price Contractual (000’s) Per Share Life (in years) Outstanding at December 31, 2020 2,159 $ 5.00 9.1 Granted 1,424 $ 5.36 9.7 Exercise — $ 5.00 — Forfeited/cancelled ( 211 ) $ 5.00 — Outstanding at June 30, 2021 3,372 $ 5.15 9.2 Vested at June 30, 2021 1,123 $ 5.00 8.7 |
Other Expense (Tables)
Other Expense (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Other Income And Expenses [Abstract] | |
Schedule of Other Income and Expense | Other income and expense consisted of the following: Three Months Ended Six Months Ended June 30, June 30, 2021 2020 2021 2020 (000's) (000's) Interest income $ 9 $ 7 $ 24 $ 48 Interest expense ( 111 ) ( 242 ) ( 253 ) ( 518 ) Change in fair value of derivative liability — ( 236 ) — ( 556 ) Realized gain on disposal of equipment — — 44 — Total other income (expenses) $ ( 102 ) $ ( 471 ) $ ( 185 ) $ ( 1,026 ) |
Nature of Business and Basis _2
Nature of Business and Basis of Presentation - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Class Of Stock [Line Items] | ||
Entity incorporation, date of incorporation | Mar. 20, 2018 | |
Gross proceeds from the sale of equity securities | $ 132,000 | |
Debt proceeds | 15,000 | |
Cash and cash equivalents | 31,208 | $ 47,076 |
Private Placement Offering | Common Stock | ||
Class Of Stock [Line Items] | ||
Net proceeds from private placement | $ 60,500 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) - ASU 2016-02 | Jun. 30, 2021 |
Summary Of Significant Accounting Policies [Line Items] | |
Change in accounting principle, accounting standards update, adopted | true |
Change in accounting principle, accounting standards update, adoption date | Jan. 1, 2022 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets and Liabilities are Measured at Fair Value on Recurring Basis (Details) - Fair Value Measurements Recurring - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Total assets | $ 28,859 | $ 43,631 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets | ||
Total assets | 28,859 | 43,631 |
Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Total assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Assets | ||
Total assets | 0 | 0 |
Money Market | ||
Assets | ||
Cash equivalents - money market | 28,859 | 43,631 |
Money Market | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets | ||
Cash equivalents - money market | 28,859 | 43,631 |
Money Market | Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Cash equivalents - money market | 0 | 0 |
Money Market | Significant Unobservable Inputs (Level 3) | ||
Assets | ||
Cash equivalents - money market | $ 0 | $ 0 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment–at cost | $ 5,975 | $ 7,061 |
Less: Accumulated depreciation | (4,797) | (5,935) |
Property and equipment, net | 1,178 | 1,126 |
Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment–at cost | 5,389 | 5,356 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment–at cost | 22 | 629 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment–at cost | 200 | 896 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment–at cost | $ 364 | $ 180 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation | $ 0.1 | $ 0.4 | $ 0.3 | $ 0.9 |
Accrued Expenses - Components o
Accrued Expenses - Components of Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Payables And Accruals [Abstract] | ||
Compensation and benefits | $ 572 | $ 976 |
Research and development expenses | 356 | 212 |
Legal and professional fees | 0 | 326 |
Other | 246 | 57 |
Total accrued expenses | $ 1,174 | $ 1,571 |
Debt - Schedule of Aggregate Pr
Debt - Schedule of Aggregate Principal Amount of Debt Outstanding (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Current portion of debt | $ 5,625 | $ 7,500 |
Less: unamortized debt discount | (14) | (33) |
Current portion of debt, net of debt discount | 5,611 | 7,467 |
Long-term debt, net of current portion | 0 | 1,875 |
Less: unamortized debt discount | 0 | (8) |
Long-term debt, net of current portion | $ 0 | $ 1,867 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Debt Instrument [Line Items] | ||||
Debt proceeds | $ 15,000,000 | |||
Credit Facility | Pacific Western Bank, Inc | ||||
Debt Instrument [Line Items] | ||||
Debt proceeds | $ 15,000,000 | |||
Debt instrument, interest rate | 6.25% | 6.25% | ||
Debt instrument, interest rate during period | 6.25% | |||
Increase in interest rate in case of default | 5.00% | |||
Term loan facility payment terms | The Company made interest-only payments through March 31, 2020. In April 2020, the Company became obligated to make equal monthly principal payments of $625,000 through March 31, 2022 when the notes mature. | |||
Frequency of periodic payment | monthly | |||
Date of first required payment | 2020-04 | |||
Equal monthly principal payments | $ 625,000 | |||
Debt instrument, maturity date | Mar. 31, 2022 | |||
Success fee payment due | $ 1,100,000 | $ 1,100,000 | ||
Minimum cash balance | $ 6,000,000 | $ 6,000,000 | ||
Debt instrument, interest rate, effect plus percentage | 5.00% | 5.00% | ||
Interest expense | $ 100,000 | $ 200,000 | $ 300,000 | $ 500,000 |
Prime Rate | Credit Facility | Pacific Western Bank, Inc | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, applicable margin interest rate | 2.00% |
Debt - Schedule of Aggregate Mi
Debt - Schedule of Aggregate Minimum Future Principal Payments (Details) - Credit Facility $ in Thousands | Jun. 30, 2021USD ($) |
Debt Instrument [Line Items] | |
2021 | $ 3,750 |
2022 | 1,875 |
Long-term debt | $ 5,625 |
Leases - Additional Information
Leases - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2021Leases | |
Leases [Abstract] | |
Number of operating lease | 1 |
Operating lease initial term | 4 years 5 months |
Discount rate | 6.25% |
Operating lease remaining lease term | 3 years 11 months |
Leases - Schedule of Undiscount
Leases - Schedule of Undiscounted Cash Flows Reconciled to Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Remainder of 2021 | $ 749 | |
2022 | 1,315 | |
2023 | 1,348 | |
2024 | 1,382 | |
2025 | 426 | |
Total minimum lease payments | 5,220 | |
Less: amount of lease payments representing interest | (567) | |
Present value of future minimum lease payments | 4,653 | |
Less: operating lease obligations, current portion | (1,049) | $ 0 |
Operating lease obligations, long-term portion | $ 3,604 | $ 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, shares in Thousands | Jan. 01, 2021 | Jun. 30, 2021 | Jun. 30, 2020 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unvested stock expected to be recognized over a weighted-average period | 3 years | ||
Weighted average grant date fair value for options granted | $ 3.95 | ||
Aggregate intrinsic value for options vested | $ 0 | ||
Aggregate intrinsic value for options outstanding | $ 3,000 | ||
Stock options granted | 0 | ||
Restricted Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized compensation cost relating to unvested restricted stock awards | $ 9,000,000 | ||
Unvested stock expected to be recognized over a weighted-average period | 2 years 1 month 6 days | ||
2020 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of common stock reserved for issuance | 2,930 | ||
Automatic increases common stock for issuance | 2,080 | ||
Number of common stock reserved for issuance | 1,640 | ||
Stock options, vesting period | 4 years | ||
Stock options, contractual life | 10 years |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 1,856 | $ 430 |
Research and Development | ||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 298 | 112 |
General and Administrative | ||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 1,558 | $ 318 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Restricted Share Activity (Details) - Restricted Stock shares in Thousands | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Shares | |
Unvested at the beginning | shares | 896 |
Unvested, Granted | shares | 0 |
Unvested, Vested | shares | (180) |
Unvested, Forfeited or canceled | shares | (59) |
Unvested at the ending | shares | 657 |
Estimated Fair Value Per Share | |
Unvested at the beginning | $ / shares | $ 1.78 |
Unvested, Granted | $ / shares | 0 |
Unvested, Vested | $ / shares | 1.87 |
Unvested, Forfeited or canceled | $ / shares | 1.60 |
Unvested at the ending | $ / shares | $ 1.78 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - $ / shares shares in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Number of Unvested Options | ||
Granted | 0 | |
2020 Plan | ||
Weighted Average Remaining Contractual Life (in years) | ||
Outstanding, Weighted Average Remaining Contractual Life | 10 years | |
Stock Options | 2020 Plan | ||
Number of Unvested Options | ||
Outstanding at December 31, 2020 | 2,159 | |
Granted | 1,424 | |
Exercise | 0 | |
Forfeited/cancelled | (211) | |
Outstanding at March 31, 2021 | 3,372 | 2,159 |
Vested at March 31, 2021 | 1,123 | |
Weighted Average Exercise Price Per Share | ||
Outstanding at December 31, 2020 | $ 5 | |
Granted | 5.36 | |
Exercise | 5 | |
Forfeited/cancelled | 5 | |
Outstanding at March 31, 2021 | 5.15 | |
Vested at March 31, 2021 | $ 5 | |
Weighted Average Remaining Contractual Life (in years) | ||
Outstanding, Weighted Average Remaining Contractual Life | 9 years 2 months 12 days | 9 years 1 month 6 days |
Granted , Weighted Average Remaining Contractual Life | 9 years 8 months 12 days | |
Vested, Weighted Average Remaining Contractual Life at March 31, 2021 | 8 years 8 months 12 days |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Weighted Average Assumptions on Grant Date Fair Value for Options Granted (Details) - Stock Options | 6 Months Ended |
Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 6 years 1 month 6 days |
Risk-free rate | 0.76% |
Expected volatility | 89.30% |
Merger Transaction - Additional
Merger Transaction - Additional Information (Details) - TRIGR [Member] - USD ($) | Jun. 25, 2021 | May 11, 2021 | Jun. 30, 2021 |
Business Acquisition [Line Items] | |||
Merger date | May 11, 2021 | ||
Stock issued on merger | 10,265,133 | ||
Maximum eligible earnout payment | $ 9,000,000 | ||
Earnout payment to third party | 2,000,000 | ||
Provision of earnout payment for third party | 0 | ||
Business Combination, Consideration Transferred | $ 50,300,000 | ||
In Process Research and Development [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Consideration Transferred | 50,300,000 | ||
Legal Fees | $ 300,000 | ||
CTX OO9 [Member] | |||
Business Acquisition [Line Items] | |||
Earnout payment on license application approval | 5,000,000 | ||
Provisions for earnout payment for license application approval | 0 | ||
Elpiscience [Member] | |||
Business Acquisition [Line Items] | |||
Earnout payment on license application approval | $ 2,000,000 |
Related Parties and Related-P_2
Related Parties and Related-Party Transactions - Additional Information (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Adimab, LLC | Collaboration Agreement | ||
Related Party Transaction [Line Items] | ||
Research and development expense | $ 0 | $ 0 |
Other Expense - Schedule of Oth
Other Expense - Schedule of Other Income and Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Other Income And Expenses [Abstract] | ||||
Interest income | $ 9 | $ 7 | $ 24 | $ 48 |
Interest expense | (111) | (242) | (253) | (518) |
Change in fair value of derivative liability | (236) | 0 | (556) | |
Realized gain on disposal of equipment | 44 | (8) | ||
Total other income (expenses) | $ (102) | $ (471) | $ (185) | $ (1,026) |
License, Research and Collabo_2
License, Research and Collaboration Agreements - Additional Information (Details) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | |
ABL Bio Agreements | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Upfront payment received | $ 5,000,000 | |
ABL Bio Agreements | Oncology | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Milestone payment and royalties received | 405,000,000 | |
ABL Bio Agreements | Ophthalmology | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Milestone payment and royalties received | $ 185,000,000 | |
Adimab Agreement | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Collaboration agreement date | Oct. 16, 2014 | |
Milestone payments | $ 0 | |
Future milestone payments | $ 1,800,000 | 1,800,000 |
FUJIFILM Diosynth Biotechnologies Agreement | ||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||
Future milestone payments | 1,800,000 | 1,800,000 |
Cash payment for license agreement | 900,000 | 1,200,000 |
Research and development | $ 200,000 | $ 1,200,000 |