Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 04, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39614 | |
Entity Registrant Name | TARSUS PHARMACEUTICALS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-4717861 | |
Entity Address, Address Line One | 15440 Laguna Canyon Road, Suite 160 | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92618 | |
City Area Code | (949) | |
Local Phone Number | 409-9820 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | TARS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Smaller Reporting Company | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 32,616,517 | |
Amendment Flag | false | |
Entity Central Index Key | 0001819790 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 106,773 | $ 71,660 |
Marketable securities | 71,455 | 145,366 |
Other receivables | 246 | 3,582 |
Prepaid expenses | 5,002 | 4,767 |
Total current assets | 183,476 | 225,375 |
Property and equipment, net | 1,541 | 957 |
Operating lease right-of-use assets | 2,137 | 575 |
Long-term investments | 322 | 371 |
Other assets | 1,451 | 585 |
Total assets | 188,927 | 227,863 |
Current liabilities: | ||
Accounts payable and other accrued liabilities | 9,459 | 9,910 |
Accrued payroll and benefits | 5,306 | 5,519 |
Total current liabilities | 14,765 | 15,429 |
Term loan, net | 24,607 | 19,434 |
Other long-term liabilities | 1,826 | 100 |
Total liabilities | 41,198 | 34,963 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 10,000,000 authorized; no shares issued and outstanding | 0 | 0 |
Common stock, $0.0001 par value; 200,000,000 shares authorized; 26,899,572 shares issued and outstanding at June 30, 2023 (unaudited); 26,727,458 shares issued and outstanding at December 31, 2022 | 5 | 5 |
Additional paid-in capital | 311,353 | 301,732 |
Accumulated other comprehensive loss | (23) | (74) |
Accumulated deficit | (163,606) | (108,763) |
Total stockholders’ equity | 147,729 | 192,900 |
Total liabilities and stockholders’ equity | $ 188,927 | $ 227,863 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (shares) | 10,000,000 | 10,000,000 |
Preferred stock, issued (shares) | 0 | 0 |
Preferred stock, outstanding (shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (shares) | 200,000,000 | 200,000,000 |
Common stock, issued (shares) | 26,899,572 | 26,727,458 |
Common stock, outstanding (shares) | 26,899,572 | 26,727,458 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Operating expenses: | ||||
Cost of license fees and collaboration revenue | $ 0 | $ 522 | $ 0 | $ 555 |
Research and development | 12,546 | 9,603 | 24,902 | 21,684 |
General and administrative | 20,275 | 10,376 | 35,371 | 18,322 |
Total operating expenses | 32,821 | 20,501 | 60,273 | 40,561 |
Loss from operations before other income (expense) and income taxes | (32,821) | (5,224) | (57,773) | (24,745) |
Other income (expense): | ||||
Interest income | 2,226 | 297 | 4,519 | 311 |
Interest expense | (815) | (544) | (1,499) | (874) |
Other (expense) income, net | (47) | 106 | (41) | 143 |
Unrealized gain (loss) on equity investments | 15 | (121) | (50) | (313) |
Change in fair value of equity warrants issued by licensee | 18 | (257) | 1 | (502) |
Total other income (expense), net | 1,397 | (519) | 2,930 | (1,235) |
Provision for income taxes | 0 | 0 | 0 | (1) |
Net (loss) income | (31,424) | (5,743) | (54,843) | (25,981) |
Other comprehensive loss: | ||||
Unrealized gain on marketable securities and cash equivalents | 47 | 0 | 51 | 0 |
Comprehensive loss | $ (31,377) | $ (5,743) | $ (54,792) | $ (25,981) |
Earnings Per Share [Abstract] | ||||
Net loss per share, basic (usd per share) | $ (1.17) | $ (0.24) | $ (2.05) | $ (1.15) |
Net loss per share, diluted (usd per share) | $ (1.17) | $ (0.24) | $ (2.05) | $ (1.15) |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | ||||
Weighted-average shares outstanding, basic (shares) | 26,815,733 | 24,332,531 | 26,779,203 | 22,531,384 |
Weighted-average shares outstanding, diluted (shares) | 26,815,733 | 24,332,531 | 26,779,203 | 22,531,384 |
License fees and Collaboration | ||||
Revenues: | ||||
Total revenues | $ 0 | $ 15,277 | $ 2,500 | $ 15,816 |
Condensed Statements of Stockho
Condensed Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning balance (shares) at Dec. 31, 2021 | 0 | ||||
Ending balance (shares) at Mar. 31, 2022 | 0 | ||||
Beginning balance at Dec. 31, 2021 | $ 0 | ||||
Ending balance at Mar. 31, 2022 | 0 | ||||
Beginning balance (shares) at Dec. 31, 2021 | 20,698,737 | ||||
Beginning balance at Dec. 31, 2021 | 166,730 | $ 4 | $ 213,398 | $ (46,672) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (20,238) | (20,238) | |||
Recognition of stock-based compensation expense | 2,674 | 2,674 | |||
Exercise of vested stock options (shares) | 225 | ||||
Issuance of common stock upon the vesting of restricted stock units (shares) | 4,257 | ||||
Lapse of repurchase obligation for stock option exercises, prior to vesting (shares) | 15,309 | ||||
Lapse of repurchase obligation for stock option exercises, prior to vesting | 31 | 31 | |||
Ending balance (shares) at Mar. 31, 2022 | 20,718,528 | ||||
Ending balance at Mar. 31, 2022 | $ 149,197 | $ 4 | 216,103 | (66,910) | |
Beginning balance (shares) at Dec. 31, 2021 | 0 | ||||
Ending balance (shares) at Jun. 30, 2022 | 0 | ||||
Beginning balance at Dec. 31, 2021 | $ 0 | ||||
Ending balance at Jun. 30, 2022 | 0 | ||||
Beginning balance (shares) at Dec. 31, 2021 | 20,698,737 | ||||
Beginning balance at Dec. 31, 2021 | 166,730 | $ 4 | 213,398 | (46,672) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (25,981) | ||||
Other comprehensive gain | 0 | ||||
Ending balance (shares) at Jun. 30, 2022 | 26,644,252 | ||||
Ending balance at Jun. 30, 2022 | $ 221,505 | $ 5 | 294,153 | (72,653) | |
Beginning balance (shares) at Mar. 31, 2022 | 0 | ||||
Ending balance (shares) at Jun. 30, 2022 | 0 | ||||
Beginning balance at Mar. 31, 2022 | $ 0 | ||||
Ending balance at Jun. 30, 2022 | 0 | ||||
Beginning balance (shares) at Mar. 31, 2022 | 20,718,528 | ||||
Beginning balance at Mar. 31, 2022 | 149,197 | $ 4 | 216,103 | (66,910) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (5,743) | (5,743) | |||
Recognition of stock-based compensation expense | 3,532 | 3,532 | |||
Issuance of common stock upon follow-up public offering, net of issuance costs (shares) | 5,889,832 | ||||
Issuance of common stock upon follow-on public offering, net of issuance costs of $5,246 | 74,267 | $ 1 | 74,266 | ||
Shares issued in connection with the employee stock purchase plan (shares) | 17,874 | ||||
Shares issued in connection with the employee stock purchase plan | 222 | 222 | |||
Exercise of vested stock options (shares) | 7,056 | ||||
Exercise of vested stock options | 17 | 17 | |||
Issuance of common stock upon the vesting of restricted stock units (shares) | 4,257 | ||||
Other comprehensive gain | 0 | ||||
Lapse of repurchase obligation for stock option exercises, prior to vesting (shares) | 6,705 | ||||
Lapse of repurchase obligation for stock option exercises, prior to vesting | 13 | 13 | |||
Ending balance (shares) at Jun. 30, 2022 | 26,644,252 | ||||
Ending balance at Jun. 30, 2022 | $ 221,505 | $ 5 | 294,153 | (72,653) | |
Beginning balance (shares) at Dec. 31, 2022 | 0 | ||||
Ending balance (shares) at Mar. 31, 2023 | 0 | ||||
Beginning balance at Dec. 31, 2022 | $ 0 | ||||
Ending balance at Mar. 31, 2023 | $ 0 | ||||
Beginning balance (shares) at Dec. 31, 2022 | 26,727,458 | 26,727,458 | |||
Beginning balance at Dec. 31, 2022 | $ 192,900 | $ 5 | 301,732 | $ (74) | (108,763) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (23,419) | (23,419) | |||
Recognition of stock-based compensation expense | $ 3,906 | 3,906 | |||
Exercise of vested stock options (shares) | 6,443 | 6,443 | |||
Exercise of vested stock options | $ 13 | 13 | |||
Issuance of common stock upon the vesting of restricted stock units (shares) | 66,611 | ||||
Other comprehensive gain | 4 | 4 | |||
Ending balance (shares) at Mar. 31, 2023 | 26,800,512 | ||||
Ending balance at Mar. 31, 2023 | $ 173,404 | $ 5 | 305,651 | (70) | (132,182) |
Beginning balance (shares) at Dec. 31, 2022 | 0 | ||||
Ending balance (shares) at Jun. 30, 2023 | 0 | ||||
Beginning balance at Dec. 31, 2022 | $ 0 | ||||
Ending balance at Jun. 30, 2023 | $ 0 | ||||
Beginning balance (shares) at Dec. 31, 2022 | 26,727,458 | 26,727,458 | |||
Beginning balance at Dec. 31, 2022 | $ 192,900 | $ 5 | 301,732 | (74) | (108,763) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (54,843) | ||||
Other comprehensive gain | $ 51 | ||||
Ending balance (shares) at Jun. 30, 2023 | 26,899,572 | 26,899,572 | |||
Ending balance at Jun. 30, 2023 | $ 147,729 | $ 5 | 311,353 | (23) | (163,606) |
Beginning balance (shares) at Mar. 31, 2023 | 0 | ||||
Ending balance (shares) at Jun. 30, 2023 | 0 | ||||
Beginning balance at Mar. 31, 2023 | $ 0 | ||||
Ending balance at Jun. 30, 2023 | 0 | ||||
Beginning balance (shares) at Mar. 31, 2023 | 26,800,512 | ||||
Beginning balance at Mar. 31, 2023 | 173,404 | $ 5 | 305,651 | (70) | (132,182) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (31,424) | (31,424) | |||
Recognition of stock-based compensation expense | 5,192 | 5,192 | |||
Shares issued in connection with the employee stock purchase plan (shares) | 37,289 | ||||
Shares issued in connection with the employee stock purchase plan | $ 465 | 465 | |||
Exercise of vested stock options (shares) | 16,118 | 16,118 | |||
Exercise of vested stock options | $ 45 | 45 | |||
Issuance of common stock upon the vesting of restricted stock units (shares) | 45,653 | ||||
Other comprehensive gain | $ 47 | 47 | |||
Ending balance (shares) at Jun. 30, 2023 | 26,899,572 | 26,899,572 | |||
Ending balance at Jun. 30, 2023 | $ 147,729 | $ 5 | $ 311,353 | $ (23) | $ (163,606) |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash Flows From Operating Activities: | ||
Net loss | $ (54,843) | $ (25,981) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 286 | 133 |
Accretion of term loan-related costs | 173 | 137 |
Stock-based compensation | 9,098 | 6,206 |
Non-cash lease expense | 285 | 226 |
Unrealized gain (loss) on equity investments | 50 | 313 |
Net amortization/accretion on marketable securities | (2,551) | 0 |
Change in fair value of equity warrants issued by licensee | (1) | 502 |
Unrealized gain from transactions denominated in a foreign currency | (1) | (1) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 0 | (17) |
Other receivables | 3,336 | (510) |
Prepaid expenses | (235) | (254) |
Other non-current assets | (506) | (75) |
Accounts payable and other accrued liabilities | (637) | (135) |
Accrued payroll and benefits | (213) | (18) |
Other long-term liabilities | (37) | (71) |
Net cash used in operating activities | (45,796) | (19,545) |
Cash Flows From Investing Activities: | ||
Proceeds from maturities of marketable securities | 105,180 | 0 |
Purchases of marketable securities | (28,667) | 0 |
Purchases of property and equipment | (1,127) | (283) |
Net cash provided by (used in) investing activities | 75,386 | (283) |
Cash Flows From Financing Activities: | ||
Proceeds from issuance of common stock upon follow-on public offering, net of paid issuance costs | 0 | 74,570 |
Proceeds from sale of common stock under employee stock purchase plan | 465 | 222 |
Proceeds from exercise of equity awards | 58 | 17 |
Proceeds from term loan | 5,000 | 20,000 |
Payment of term loan issuance costs | 0 | (875) |
Payment of deferred offering costs | 0 | (75) |
Net cash provided by financing activities | 5,523 | 93,859 |
Net increase in cash and cash equivalents | 35,113 | 74,031 |
Cash and cash equivalents — beginning of period | 71,660 | 171,332 |
Cash and cash equivalents — end of period | 106,773 | 245,363 |
Supplemental Disclosures Noncash Investing and Financing Activities: | ||
Operating lease right-of-use asset obtained in exchange for operating lease liability | 1,846 | 0 |
Interest expense paid in cash | 1,302 | 127 |
Additions of property and equipment included within accounts payable and other accrued liabilities | 21 | 59 |
Deferred offering costs included within additional-paid in capital | $ 0 | $ 184 |
Condensed Statements of Stock_2
Condensed Statements of Stockholders' Equity (Parenthetical) $ in Thousands | 3 Months Ended |
Jun. 30, 2022 USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Issuance costs | $ 5,246 |
Description of Business and Pre
Description of Business and Presentation of Financial Statements | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Presentation of Financial Statements | DESCRIPTION OF BUSINESS AND PRESENTATION OF FINANCIAL STATEMENTS Description of Business Tarsus Pharmaceuticals, Inc. (“Tarsus” or the “Company”) is a commercial stage biopharmaceutical company focused on the development and commercialization of therapeutics, starting with eye care. The Company’s operations currently consist of its preclinical and clinical studies, and corporate administration supporting planned business growth. On July 24, 2023, the United States ("U.S.") Food and Drug Administration ("FDA") approved XDEMVY TM (lotilaner ophthalmic solution) 0.25%, formerly known as TP-03, for the treatment of Demodex blepharitis. Follow-On Public Offerings On August 4, 2023, the Company completed a follow-on public offering under its shelf registration statement on Form S-3 that was declared effective by the SEC on November 5, 2021 of 5,714,285 shares of common stock at a public offering price of $17.50 per share (the "August 2023 Public Offering"). The aggregate net proceeds received by the Company were approximately $93.6 million, after deducting underwriting discounts, commissions, and other estimated offering-related expenses. The Company also granted the underwriters a 30-day option to purchase up to 857,142 additional shares of its common stock at the public offering price. In connection with the August 2023 Public Offering, the Company terminated the prospectus (the “ATM Prospectus”) filed with Shelf Registration Statement, issuable pursuant to the terms of an Open Market Sale AgreementSM, dated November 1, 2021 by and between the Company and Jefferies LLC. The Company has not made any sales pursuant to the ATM Prospectus. Further, the Company will not make any sales of our common stock pursuant to the Sales Agreement, unless and until a new prospectus, prospectus supplement or a new registration statement is filed. Other than the termination of the ATM Prospectus, the Sales Agreement remains in full force and effect. In May 2022, the Company completed a follow-on public offering under its Shelf Registration Statement for an initial underwritten sale of 5,600,000 shares of its common stock at a public offering price of $13.50 per share. The Company also granted the underwriters a 30-day option to purchase up to 840,000 additional shares of its common stock at the public offering price. In June 2022, the underwriters partially exercised this option and the Company's sale of an additional 289,832 shares at $13.50 per share was concurrently completed. Total aggregate net proceeds received by the Company were approximately $74.3 million, after deducting underwriting discounts, commissions, and other estimated offering-related expenses. Liquidity The Company has a limited operating history, no product sales and has accumulated losses and negative cash flows from operations since inception. The Company has funded its inception-to-date operations through equity capital raises; including the Company's initial public offering in 2020 and the follow-on public offerings completed in May 2022 and August 2023, proceeds from its out-license agreement, and draws from its credit facility. The Company estimates that its existing capital resources will be sufficient to meet projected operating expense requirements for at least 12 months from the filing date of the accompanying Condensed Financial Statements in this Form 10-Q, which have been prepared on a going-concern basis. Management expects the Company to continue to incur operating losses for the foreseeable future and may be required to raise additional capital to fund its ongoing operations. However, no assurance can be given as to whether financing will be available on terms acceptable to the Company, or at all. If the Company is unable to raise additional funds as required, it may need to delay, reduce, or terminate some or all of its commercialization efforts, development programs, and clinical trials. The Company may also be required to sell or license its rights to product candidates in certain territories or indications that it would otherwise prefer to develop and commercialize on its own and/or enter into collaborations and other arrangements to address its liquidity needs, which could materially and adversely affect its business and financial prospects, or even its ability to remain a going concern. Operating Segment To date, the Company has operated, managed and organized its business and financial information on an aggregate basis for the purposes of evaluating financial performance and the allocation of capital and personnel resources. The Company’s chief operating decision-maker (CODM), its Chief Executive Officer, reviews its operating results for the purpose of allocating resources and evaluating financial performance. Accordingly, the Company’s management determined that it operates one reportable operating segment. Emerging Growth Company Status The Company is an "emerging growth company," as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has irrevocably elected to not take this exemption. As a result, it will adopt new or revised accounting standards on the relevant effective dates on which adoption of such standards is required for other public companies that are not emerging growth companies. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Use of Estimates | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Use of Estimates | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES Basis of Presentation The Company’s Condensed Financial Statements have been prepared in conformity with generally accepted accounting principles ("GAAP") in the U.S. for interim financial information pursuant to Form 10-Q and with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, the accompanying Condensed Financial Statements do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited financial statements and the related notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC on March 17, 2023. The interim Condensed Balance Sheet as of June 30, 2023, the interim Condensed Statements of Operations and Comprehensive Loss, and the interim Condensed Statements of Stockholders’ Equity for the three and six months ended June 30, 2023 and 2022, and the interim Condensed Statements of Cash Flows for the six months ended June 30, 2023 and 2022 are unaudited. These unaudited interim financial statements have been prepared on the same basis as the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, which consist of only normal and recurring adjustments for the fair presentation of its financial information. The financial data and other information disclosed in these notes related to the three and six-month periods are also unaudited. The Condensed Balance Sheet as of December 31, 2022 has been derived from the audited financial statements at that date but does not include all information and footnotes required by GAAP for annual financial statements. The condensed interim operating results for three and six months ended June 30, 2023 are not necessarily indicative of results to be expected for the year ending December 31, 2023 or any other interim or annual period. The preparation of financial statements in conformity with GAAP and with the rules and regulations of the SEC requires management to make informed estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. These estimates and assumptions are based upon historical experience, knowledge of current events and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources and involve judgments with respect to numerous factors that are difficult to predict and may materially differ from the amounts ultimately realized and reported due to the inherent uncertainty of any estimate or assumption. Actual results could differ materially from those estimates. The Company’s financial statements as of and for the three and six months ended June 30, 2023, reflect the Company’s estimates of the impact of the macroeconomic environment, including the impact of inflation, higher interest rates, and foreign exchange rate fluctuations. The duration and the scope of these conditions cannot be predicted; therefore, the extent to which these conditions will directly or indirectly impact the Company’s business, results of operations and financial condition, is uncertain. The Company is not aware of any specific event or circumstance that would require an update to its estimates, judgments and assumptions or a revision of the carrying value of the Company’s assets or liabilities as of the issuance date of the accompanying Condensed Financial Statements. There have been no significant changes in the Company’s significant accounting policies during the three and six months ended June 30, 2023, as compared with those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 17, 2023, except as discussed below. The accounting policies and estimates that most significantly impact the presented amounts within the accompanying Condensed Financial Statements are further described below. Cash and Cash Equivalents Cash and cash equivalents consist of bank deposits and highly liquid investments, including money market fund accounts, that are readily convertible into cash without penalty, with original maturities of three months or less from the purchase date. The carrying amounts reported in the accompanying Condensed Balance Sheets for cash and cash equivalents are valued at cost, which approximate their fair value. Marketable Securities and Long-Term Investments Marketable securities consist primarily of short-term fixed income investments carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities (see Note 3 ). Management determines the appropriate classification of its investments in fixed income securities at the time of purchase. Available-for-sale securities with original maturities beyond three months at the date of purchase, including those that have maturity dates beyond one year from the balance sheet date, are classified as current assets on the Condensed Balance Sheets due to their highly liquid nature and availability for use in current operations. Marketable securities are recorded at fair value with unrealized losses and gains reported as a component of accumulated other comprehensive loss within the accompanying Condensed Statements of Stockholders' Equity until realized. The Company periodically evaluates whether declines in fair values of its available-for-sale securities below their book value are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss as well as the Company’s ability and intent to hold the available-for-sale security until a forecasted recovery occurs. The cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion, as well as interest and dividends, are included in interest income. Realized losses and gains as well as credit losses, if any, on marketable securities identified on a specific identification basis and are included in other income (expense), net on the accompanying Condensed Statement of Operations and Comprehensive Loss. The Company evaluated the underlying credit quality and credit ratings of the issuers during the period. To date, the Company has not identified any other than temporary declines in fair value of its investments and no credit losses associated with credit risk have occurred or have been recorded. Interest earned on marketable securities is included in interest income within the accompanying Condensed Statements of Operations and Comprehensive Loss. Long-term investments consist of holdings of common stock in the publicly-traded parent company of LianBio Ophthalmology Limited ("LianBio"), reflecting the intent to hold these shares for at least one year from the balance sheet date. These equity securities are designated as available-for-sale with associated gains or losses reported in other income (expense), net within the Condensed Statements of Operations and Comprehensive Loss for each reported period. Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: • Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that are publicly accessible at the measurement date. • Level 2: Observable prices that are based on inputs not quoted on active markets, but that are corroborated by market data. These inputs may include quoted prices for similar assets or liabilities or quoted market prices in markets that are not active to the general public. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts for financial instruments consisting of cash, cash equivalents, short-term marketable securities, long-term investments, accounts payable and accrued liabilities approximate fair value due to the short maturities for each. The Company's equity warrant holdings disclosed as other assets are carried at fair value based on unobservable market inputs (see Note 3 ). Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain assets or liabilities within the fair value hierarchy. The Company did not have any transfers of assets and liabilities between the levels of the fair value hierarchy during the years presented. Property and Equipment, Net Property and equipment, net are stated at historical cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets that range from three Leases The Company determines if an arrangement is or contains a lease at inception. Right-of-Use assets (“ROU assets”) represent the Company’s right to control an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the initial non-cancelable lease term, unless there is a renewal option that is reasonably certain to be exercised. The Company uses its incremental borrowing rate at the lease commencement date in determining the discount rate utilized to present value the future minimum lease payments since an implicit interest rate in each at-market lease agreement was not determinable. The Company has lease agreements with both lease and non-lease components, which are accounted for as a single component for all asset classes. Lease expense for the Company's operating leases are recognized on a straight-line basis over the lease term. The Company's variable lease costs, consisting primarily of real estate taxes, insurance costs, and common area maintenance, are expensed as incurred and excluded from the reported ROU asset and lease liability amounts presented in the accompanying Condensed Balance Sheets. Rent expense is allocated to research and development and general and administrative expenses in the accompanying Condensed Statements of Operations and Comprehensive Loss. Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company maintains cash held in deposit at financial institutions in the U.S., including Silicon Valley Bank ("SVB"), a division of First Citizens Bank. These deposits are insured by the Federal Deposit Insurance Corporation ("FDIC") in an amount up to $250,000 for any depositor. To the extent the Company holds cash deposits in amounts that exceed the FDIC insurance limitation, it may incur a loss in the event of a failure of any of the financial institutions where it maintains deposits. The Company invests its excess cash in highly liquid investments, including money market fund accounts, that are readily convertible into cash without penalty. Management believes the Company is not exposed to significant credit risk due to the financial position of the depository institution, but will continue to monitor regularly and adjust, if needed, to mitigate risk, including any ongoing or new events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions. The Company has established guidelines regarding diversification of its investments and their maturities, which are designed to maintain principal and maximize liquidity. To date, the Company has not experienced any losses associated with this credit risk and continues to assess that this exposure is not significant. Revenue Recognition for Out-License Arrangements Overview The Company currently has no product revenue. Reported revenue in the accompanying Condensed Statements of Operations and Comprehensive Loss is associated with one out-license agreement (the "China Out-License") that allows the third-party licensee to market the Company's TP-03 product candidate (representing functional intellectual property) in the People's Republic of China, Hong Kong, Macau, and Taiwan (the "China territory")— see Note 9 . The accounting and reporting of revenue for out-license arrangements requires significant judgment for: (a) identification of the number of performance obligations within the contract; (b) the contract’s transaction price for allocation (including variable consideration); (c) the stand-alone selling price for each identified performance obligation; and (d) the timing and amount of revenue recognition in each period. The China Out-License was analyzed under GAAP to determine whether the promised goods or services are distinct or must be accounted for as part of a combined performance obligation. In making these assessments, the Company considers factors such as the stage of development of the underlying intellectual property and the capabilities of the customer to develop the intellectual property on their own, and/or whether the required expertise is readily available. If the license is not distinct, the license is combined with other promised goods or services as a combined performance obligation for revenue recognition. The China Out-License arrangement included the following forms of consideration: (i) non-refundable upfront license payment; (ii) equity-based consideration; (iii) sales-based royalties; (iv) sales-based threshold milestones; (v) one-time payments for executing drug supply agreements; (vi) development milestone payments; and (vii) regulatory milestone payments. Revenue is recognized in proportion to the allocated transaction price when (or as) the respective performance obligation is satisfied. The Company evaluates the progress related to each milestone at each reporting period and, if necessary, adjusts the probability of achievement and related revenue recognition. The measure of progress, and thereby periods over which revenue is recognized, is subject to estimates by management and may change over the course of the agreement. Contractual Terms for Receipt of Payments A performance obligation is a promise in a contract to transfer a distinct good or service and is the unit of accounting. A contract’s transaction price is allocated among each distinct performance obligation based on relative standalone selling price and recognized when, or as, the applicable performance obligation is satisfied. The contractual terms that establish the Company’s right to collect specified amounts from its customers and that require contemporaneous evaluation and documentation under GAAP for the corresponding timing and amount of revenue recognition, are as follows: (1) Upfront License Fees: The Company determines whether non-refundable license fee consideration is recognized at the time of contract execution (i.e., when the license is transferred to the customer and the customer is able to use and benefit from the license) or over the actual (or implied) contractual period of the China Out-License. The Company also evaluates whether it has any other requirements to provide substantive services that are inseparable from the performance obligation of the license transfer to determine whether any combined performance obligation is satisfied over time or at a point in time. Upfront payments may require deferral of revenue recognition to a future period until the Company performs obligations under these arrangements. (2) Development Milestones: The Company utilizes the most likely amount method to estimate the amount of consideration to which it will be entitled for achievement of development milestones as these represent variable consideration. For those payments based on development milestones (e.g., patient dosing in a clinical study or the achievement of statistically significant clinical results), the Company assesses the probability that the milestone will be achieved, including its ability to control the timing or likelihood of achievement, and any associated revenue constraint. Given the high degree of uncertainty around the occurrence of these events, the Company determines the milestone and other contingent amounts to be constrained until the uncertainty associated with these payments is resolved. At each reporting period, the Company re-evaluates this associated revenue recognition constraint. Any resulting adjustments are recorded to revenue on a cumulative catch-up basis, and reflected in the financial statements in the period of adjustment. (3) Regulatory Milestones: The Company utilizes the most likely amount method to estimate the consideration to which it will be entitled and recognizes revenue in the period regulatory approval occurs (the performance obligation is satisfied) as these represent variable consideration. Amounts constrained as variable consideration are included in the transaction price to the extent that it is 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 evaluates whether the milestones are considered probable of being reached and not otherwise constrained. Accordingly, due to the inherent uncertainty of achieving regulatory approval, associated milestones are deemed constrained for revenue recognition until achievement. (4) Royalties: Under the sales-or-usage-based royalty exception the Company recognizes revenue based on the contractual percentage of the licensee’s sale of products to its customers at the later of (i) the occurrence of the related product sales or (ii) the date upon which 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 royalty revenue from the China Out-License. (5) Sales Threshold Milestones: Similar to royalties, applying the sales-or-usage-based royalty exception, the Company recognizes revenue from sales threshold milestones at the later of (i) the period the licensee achieves the one-time annual product sales levels in their territories for which the Company is contractually entitled to a specified lump-sum receipt, or (ii) the date upon which the performance obligation to which some or all of the milestone has been allocated has been satisfied or partially satisfied. To date, the Company has not recognized any sales threshold milestone revenue from the China Out-License. The Company re-evaluates the measure of progress to each performance obligation in each reporting period as uncertain events are resolved and other changes in circumstances occur. Research and Development Costs Research and development costs are expensed as incurred or as certain upfront or milestone payments become contractually due to licensors upon the achievement of clinical or regulatory events. Research and development expenses include internal costs directly attributable to in-development programs, including costs of certain salaries and other employee-related costs (including stock-based compensation), and costs to conduct nonclinical studies, clinical trials and contract manufacturing activities. The Company accrues these costs based on factors such as estimates of the work completed and in accordance with agreements established with third-party service providers under the service agreements. As it relates to clinical trials, the financial terms of these contracts are subject to negotiations which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided under such contracts. Payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods or services are received. Such payments are evaluated for current or long-term classification based on when they will be realized. The Company's objective is to reflect the appropriate expense in its financial statements by matching those expenses with the period in which the services and efforts are expended. The Company accounts for these expenses according to the progress of the trial as measured by patient progression and the timing of various aspects of the trial taking into consideration discussions with applicable personnel and outside service providers. The clinical trial accrual is dependent in part upon the timely and accurate reporting of progress and efforts incurred from contract research organizations ("CROs"), contract manufacturers and other third-party vendors. Although estimates are expected to be materially consistent with actual amounts incurred, the Company's understanding of the status and timing of services performed relative to the actual status and timing of services performed can vary and may result in changes in estimates in any particular period. The Company makes significant judgments and estimates in determining the accrued liabilities balance at each reporting period. As actual costs become known, the Company adjusts its accrued liabilities. To date, there have been no material differences between estimates of such expenses and the amounts actually incurred. Stock-Based Compensation The Company recognizes stock-based compensation expense for equity awards granted to employees, consultants, and members of its Board of Directors. Stock option awards are at an exercise price of not less than 100% of the fair market value of common stock on the respective date of grant. The grant date is the date the terms of the award are formally approved by the Company’s Board of Directors or its designee. The Company uses the Black-Scholes option pricing model to estimate the fair value of stock option awards as of the date of grant. The fair value of restricted stock units is representative of the closing market price of the Company's stock on the date preceding the award grant date. Stock awards granted typically have one All stock-based compensation expense is reported in the accompanying Condensed Statements of Operations and Comprehensive Loss within research and development expense or general and administrative expense, based upon the assigned department of the award recipient. The measurement of the fair value of stock option awards and recognition of stock-based compensation expense requires assumptions to be estimated by management that involve inherent uncertainties and the application of management’s judgment, including: Fair Value of Common Stock — Subsequent to the IPO, the fair value of the Company’s common stock is based on the closing quoted market price of its common stock as reported by the Nasdaq Global Select Market on the date of the option grant. Expected Term — The Company’s expected term represents the period that the Company’s stock option awards are expected to be outstanding. Management estimates the expected term of awarded stock options utilizing the simplified method (based on the mid-point between the vesting date and the end of the contractual term) to determine the expected term since the Company does not yet have sufficient exercise history. Expected Volatility — Prior to 2023, the Company did not have sufficient trading history for its common stock to use its own historical volatility. Management estimated the expected volatility based on a designated peer-group of publicly-traded companies for a look-back period (from the date of grant) that corresponded with the expected term of the awarded stock option. Beginning in January 2023, the Company began using its own historical stock price for expected volatility. Risk-Free Interest Rate — The Company estimates the risk-free interest rate based upon the U.S. Department of Treasury yield curve in effect at award grant date for the time period that corresponds with the expected term of the awarded stock option. Dividend Yield — The Company’s expected dividend yield is zero because it has never paid cash dividends and does not expect to for the foreseeable future. Net Loss per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive shares of common stock. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method and if-converted method as applicable. Due to a net loss for the three and six months ended June 30, 2023 and 2022, all otherwise potentially dilutive securities are antidilutive, and accordingly, the reported basic net loss per share equals the reported diluted net loss per share in each period presented. Comprehensive Loss Comprehensive loss represents (i) net loss for the periods presented, and (ii) unrealized gains or losses on the Company's reported available-for-sale debt securities. Recently Issued or Effective Accounting Standards Recently issued or effective accounting pronouncements that impact, or may have an impact, on the Company’s financial statements have been discussed within the footnote to which each relates. Other recent accounting pronouncements not disclosed in these Condensed Financial Statements have been determined by the Company’s management to have no impact, or an immaterial impact, on its current financial position, results of operations, or cash flows. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The table below summarizes certain financial instruments measured at fair value that are included within the accompanying balance sheets, and their designation among the three fair value measurement categories (see Note 2 - Fair Value Measurements ): June 30, 2023 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) 106,773 — — 106,773 U.S. Treasury securities 24,818 — — 24,818 Commercial paper — 28,273 — 28,273 Corporate debt securities — 10,008 — 10,008 Government-related debt securities — 8,356 — 8,356 Common stock in LianBio 322 — — 322 Equity warrants (for LianBio shares) — — 109 109 Total assets measured at fair value $ 131,913 $ 46,637 $ 109 $ 178,659 (1) This balance includes cash requirements settled on a nightly basis. December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ 64,685 $ — $ — $ 64,685 U.S. Treasury securities 69,644 — — 69,644 Commercial paper — 60,355 — 60,355 Corporate debt securities — 11,521 — 11,521 Government-related debt securities — 10,821 — 10,821 Common stock in LianBio 371 — — 371 Equity warrants (for LianBio shares) — — 108 108 Total assets measured at fair value $ 134,700 $ 82,697 $ 108 $ 217,505 (1) This balance includes cash requirements settled on a nightly basis. Money Market Funds and U.S. Treasury Securities Money market funds and U.S. Treasury securities are highly liquid investments and are actively traded with readily-available market prices that are publicly observable and independently validated as of the measurement date. This approach results in the classification of these securities as Level 1 of the fair value hierarchy. Commercial Paper, Corporate Debt Securities and Government-related Debt Securities Commercial paper, corporate debt securities and government-related debt securities were valued using Level 2 inputs that utilized industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. The Company reviews trading activity and pricing for these investments as of each measurement date. LianBio Common Stock and Equity Warrants In March 2021, contemporaneous with the China Out-License transaction (see Note 9 ), the Company and LianBio, executed a warrant agreement for the Company to purchase, in three tranches, common shares in LianBio at an exercise price equal to common stock par value, which converted into warrants of the parent company of LianBio (LianBio, a pharmaceutical company focused on the Greater China and other Asian markets; Nasdaq: LIAN; any references to common stock or warrants of LianBio shall refer to common stock or warrants of the publicly-traded parent of LianBio) in connection with LianBio's previous Initial Public Offering. The first two tranches were vested and exercised as of December 31, 2022 and converted into 156,746 shares of LianBio common stock as recognized at fair value within long-term investments on the Condensed Balance Sheets as of June 30, 2023 and December 31, 2022. LianBio common stock is classified within Level 1 of the fair value hierarchy, given its publicly reported price on the Nasdaq Global Market. The third warrant tranche will vest upon the achievement of a regulatory event and is presented within other assets in the accompanying Condensed Balance Sheets as of June 30, 2023 and December 31, 2022. This warrant tranche remains classified as Level 3 in the fair value hierarchy. The most significant assumptions used in the option pricing valuation model as of each balance sheet date to determine its fair value included observable and unobservable inputs: LianBio common stock volatility (based on the historical volatility of similar companies); the probability of regulatory milestone achievement for vesting; and the application of an assumed discount rate. The estimated fair value of the equity warrants are reported within other assets on the accompanying Condensed Balance Sheets and will be remeasured each reporting period with adjustments reported within other income (expense), net on the accompanying Condensed Statements of Operations and Comprehensive Loss, until exercised or expired. These equity warrants are valued in the accompanying Condensed Financial Statements as follows: Value of equity warrants Fair value as of December 31, 2022 $ 108 Remeasurement of equity warrants (17) Fair value as of March 31, 2023 $ 91 Remeasurement of equity warrants 18 Fair value as of June 30, 2023 $ 109 Value of equity warrants Fair value as of December 31, 2021 $ 663 Remeasurement of equity warrants (245) Fair value as of March 31, 2022 $ 418 Recognition of equity warrants 103 Remeasurement of equity warrants (257) Fair value as of June 30, 2022 $ 264 The fair value and amortized cost of cash equivalents and available-for-sale investments by major security type are presented in the following table: June 30, 2023 Amortized cost Unrealized gains Unrealized losses Estimated fair value Cash equivalents: Money market funds (1) 106,773 — — 106,773 Total cash equivalents $ 106,773 $ — $ — $ 106,773 Marketable securities: U.S. Treasury securities $ 24,847 $ — $ (29) $ 24,818 Commercial paper 28,284 3 (14) 28,273 Corporate debt securities 9,976 40 (8) 10,008 Government-related debt securities 8,371 — (15) 8,356 Total marketable securities $ 71,478 $ 43 $ (66) $ 71,455 Long-term investments: Common stock in LianBio $ 1,108 $ — $ (786) $ 322 Total long-term investments $ 1,108 $ — $ (786) $ 322 (1) This balance includes cash requirements settled on a nightly basis. December 31, 2022 Amortized cost Unrealized gains Unrealized losses Estimated fair value Cash equivalents: Money market funds (1) $ 64,685 $ — $ — $ 64,685 Government-related debt securities 4,978 — — 4,978 Commercial paper 1,997 — — 1,997 Total cash equivalents $ 71,660 $ — $ — $ 71,660 Marketable securities: U.S. Treasury securities $ 69,720 $ 5 $ (81) $ 69,644 Commercial paper 58,358 — — 58,358 Corporate debt securities 11,524 8 (11) 11,521 Government-related debt securities 5,838 5 — 5,843 Total marketable securities $ 145,440 $ 18 $ (92) $ 145,366 Long-term investments: Common stock in LianBio $ 1,231 $ — $ (860) $ 371 Total long-term investments $ 1,231 $ — $ (860) $ 371 (1 ) This balance includes cash requirements settled on a nightly basis. As of June 30, 2023, substantially all available-for-sale debt securities had a maturity of 12 months or less. Four securities have a contractual maturity between one one |
Balance Sheet Account Detail
Balance Sheet Account Detail | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Account Detail | BALANCE SHEET ACCOUNT DETAIL The composition of selected captions within the accompanying Condensed Balance Sheets are summarized below: Property and Equipment, Net Property and equipment, net consists of the following: June 30, 2023 December 31, 2022 Furniture and fixtures $ 1,028 $ 714 Office equipment 497 197 Laboratory equipment 168 167 Leasehold improvements 680 425 Property and equipment, at cost 2,373 1,503 (Less): Accumulated depreciation and amortization 832 546 Property and equipment, net $ 1,541 $ 957 Depreciation expense for the three months ended June 30, 2023 and 2022 was $0.2 million and $0.1 million, respectively, and for the six months ended June 30, 2023 and 2022 was $0.3 million and $0.1 million, respectively. Accounts Payable and Other Accrued Liabilities Accounts payable and other accrued liabilities consists of the following: June 30, 2023 December 31, 2022 Trade accounts payable and other $ 8,172 $ 5,498 Accrued clinical studies 856 3,691 Operating lease liability, current 431 721 Accounts payable and other accrued liabilities $ 9,459 $ 9,910 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY Common Stock Outstanding and Reserves for Future Issuance As of June 30, 2023 and December 31, 2022, the Company had 26.9 million and 26.7 million, respectively, of common stock issued and outstanding. Each share of common stock is entitled to one vote. The Company's outstanding equity awards and shares reserved for future issuance under its 2020 and 2016 Equity Incentive Plans and 2020 Employee Stock Purchase Plan are summarized below: June 30, 2023 December 31, 2022 Common stock awards reserved for future issuance under 2020 and 2016 Equity Incentive Plans 7,620,574 8,346,738 Common stock awards reserved for future issuance under the 2020 Employee Stock Purchase Plan 2,893,305 2,663,319 Stock options issued and outstanding (unvested and vested) under 2020 and 2016 Equity Incentive Plans 4,719,149 3,899,342 Restricted stock units issued and outstanding (unvested) under 2020 Equity Incentive Plan 1,391,888 551,258 Total shares of common stock reserved 16,624,916 15,460,657 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION Stock-based compensation expense was recognized in the accompanying Condensed Statements of Operations and Comprehensive Loss for the three and six months ended June 30, 2023 and 2022 as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 1,491 $ 984 $ 2,654 $ 1,662 General and administrative 3,701 2,548 6,444 4,544 Total stock-based compensation $ 5,192 $ 3,532 $ 9,098 $ 6,206 The fair value of granted stock options was estimated as of the date of grant using the Black-Scholes option-pricing model, based on the following inputs: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Weighted average risk-free interest rate 3.64 % 3.00 % 4.05 % 2.08 % Weighted average volatility 70.7 % 78.8 % 71.5 % 77.9 % Expected term (in years) 6.25 6.25 6.25 6.25 Dividend yield rate — % — % — % — % Weighted-average grant-date fair value per stock option $ 15.55 $ 14.85 $ 15.20 $ 18.76 Stock Option Activity Stock option activity during the six months ended June 30, 2023 was as follows: Number of Weighted- Weighted- Aggregate Intrinsic Value (1) Outstanding - December 31, 2022 3,899,342 $ 16.69 8.07 $ 19,196 Granted 728,169 15.07 Exercised (6,443) 2.01 Forfeited (24,654) 21.19 Outstanding— March 31, 2023 4,596,414 $ 16.43 8.16 $ 15,316 Granted 283,367 15.55 Exercised (16,118) 2.78 Forfeited (144,514) 20.36 Outstanding— June 30, 2023 4,719,149 16 7.93 28,319,000 Exercisable— June 30, 2023 2,338,165 14 7.03 21,291,000 Unvested—June 30, 2023 2,380,984 18 8.81 7,027,000 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the options and the fair value of the Company’s common stock as of June 30, 2023. As of June 30, 2023, there was approximately $27.6 million of unrecorded compensation expense related to unvested stock options, which the Company expects to recognize over a weighted average period of 2.3 years. Restricted Stock Unit Activity Restricted stock unit activity during the six months ended June 30, 2023 was as follows: Number of Weighted- Outstanding - December 31, 2022 551,258 $ 17.78 Granted 647,768 15.24 Vested (66,611) 19.15 Forfeited (4,042) 19.40 Outstanding— March 31, 2023 1,128,373 16.24 Granted 380,196 15.67 Vested (45,653) 14.04 Forfeited (71,028) 15.84 Outstanding— June 30, 2023 1,391,888 $ 16.17 |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | NET LOSS PER SHARE The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net loss $ (31,424) $ (5,743) $ (54,843) $ (25,981) Weighted-average shares outstanding—basic and diluted 26,815,733 24,332,531 26,779,203 22,531,384 Net loss per share—basic and diluted $ (1.17) $ (0.24) $ (2.05) $ (1.15) The following outstanding and potentially dilutive securities were excluded from the calculation of diluted net loss per share because their impact under the treasury stock method and if-converted method would have been anti-dilutive for each period presented: As of June 30, 2023 2022 Stock options, unexercised—vested and unvested 4,719,149 3,739,078 Restricted stock units—unvested 1,391,888 440,737 Stock options exercised prior to vesting— remaining unvested — 5,826 Total 6,111,037 4,185,641 |
Commitment & Contingencies
Commitment & Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitment & Contingencies | COMMITMENTS & CONTINGENCIES Lease Agreements In the ordinary course of business, the Company enters into lease agreements with unaffiliated third parties for its facilities and office equipment. As of June 30, 2023, the Company had five active leases for adjacent office and laboratory suites in Irvine, California. On May 1, 2023 the Company amended the existing facilities lease, extending the term for three years through January 31, 2027. The below table summarizes the components of total lease expense: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Operating lease expense $ 176 $ 142 $ 346 $ 285 Variable lease expense 90 62 171 101 Total lease expense $ 266 $ 204 $ 517 $ 386 As of June 30, 2023, the Company's facility leases had a remaining lease term of 3.6 years and a weighted-average incremental borrowing rate of 10%. The below table summarizes the (i) minimum lease payments over the next five years and thereafter, (ii) lease arrangement imputed interest, and (iii) present value of future lease payments: Operating Leases - Future Payments June 30, 2023 2023 (remaining six months) $ 435 2024 701 2025 789 2026 816 2027 68 Total future lease payments, undiscounted $ 2,809 (Less): Imputed interest (434) (Less): Tenant improvement allowance (129) Present value of operating lease payments $ 2,246 Operating lease liability, current 431 Operating lease liability, noncurrent 1,815 Total operating lease liability $ 2,246 In-License Agreements for Lotilaner January 2019 Agreement for Skin and Eye Disease or Conditions in Humans In January 2019, the Company executed a license agreement with Elanco Tiergesundheit AG (“Elanco”) for exclusive worldwide rights to certain intellectual property for the development and commercialization of lotilaner in the treatment or cure of any eye or skin disease or condition in humans, as amended in June 2022 (the "Eye and Derm Elanco Agreement"). The Company has sole financial responsibility for related development, regulatory, and commercialization activities. In March 2023, a clinical milestone was triggered to Elanco under the Eye and Derm Agreement upon enrollment of the first patient in the Phase 2a Galatea trial, evaluating the potential treatment of rosacea. The related milestone payment of $1.0 million was included in research and development expense in the accompanying Condensed Statements of Operations and Comprehensive Loss for the six months ended June 30, 2023. This milestone achievement was paid in full as of June 30, 2023. The Company has made cash payments to Elanco under the Eye and Derm Agreement comprised of $1.0 million upfront upon contract execution in January 2019 and a total of $4.0 million for three specified clinical milestone achievements in September 2020, April 2021, and March 2023, respectively. As of June 30, 2023, the Company is obligated to make further cash payments to Elanco of $2.0 million under the Eye and Derm Elanco Agreement upon achievement of the last clinical milestone in the treatment of human skin diseases using lotilaner and a maximum of $79.0 million for various commercial and sales threshold milestones for the treatment of human skin diseases and the treatment of blepharitis in humans using lotilaner. In addition, the Company will be obligated to pay tiered contractual royalties to Elanco in the mid to high single digits of its net sales. If the Company receives certain types of payments from its sublicensees, it will be obligated to pay Elanco a variable percentage in the low to mid double-digits of such proceeds, until achievement of the first applicable regulatory approval of a product covered under the license. September 2020 Agreement for All Other Diseases or Conditions in Humans In September 2020, the Company executed a license agreement with Elanco granting it a worldwide license to certain intellectual property for the development and commercialization of lotilaner for the treatment, palliation, prevention, or cure of all other diseases and conditions in humans (i.e., beyond that of the eye or skin), as amended in June 2022 (the "All Human Uses Elanco Agreement"). In September 2020, the Company issued Elanco 222,460 shares of its common stock with an estimated fair value of $3.1 million ($14.0003 per share, approximating the issuance price of the Company's Series C preferred stock in September 2020). The Company made cash payments under the All Human Uses Elanco Agreement of $0.5 million related to a clinical milestone that was triggered in December 2022 upon enrollment of the first patient in the Phase 2a Carpo trial, for the treatment of Lyme disease. The Company is required to make further cash payments under this agreement upon the achievement of various clinical milestones for an aggregate maximum of $4.0 million and various commercial and sales threshold milestones for an aggregate maximum of $77.0 million. In addition, the Company will be obligated to pay contractual royalties to Elanco in the single digits of its net product sales. If the Company receives certain types of payments from its sublicensees, it will also be obligated to pay Elanco a variable percentage in the low to mid double-digits of such proceeds, until achievement of the first applicable regulatory approval of a product covered under the license. Employment Agreements The Company has entered into employment agreements with seven of its executive officers. These agreements provide for the payment of certain benefits upon separation of employment under specified circumstances, such as termination without cause, or termination in connection with a change in control event. Separation Agreement On May 4, 2023, the Company entered into a separation and severance agreement with its former Chief Financial Officer, which provides for the following benefits effective upon and after June 15, 2023: severance payments equal to nine months of base salary and 10 months of company-paid continued benefits coverage, a lump sum bonus payment payable in 2024 equal to one-third of the former Chief Financial Officer's 2023 annual target bonus adjusted based on the 2023 Company performance score; accelerated vesting of options for 40,744 shares of the Company’s common stock; and an option exercise period extension for certain options, in exchange for a release and waiver of claims and continued compliance with his confidentiality obligations. Litigation Contingencies From time to time, the Company may be subject to various litigation and related matters arising in the ordinary course of business. The Company is currently not aware of any such matters where there is at least a reasonable probability that a material loss, if any, has been or will be incurred for financial statement recognition. Indemnities and Guarantees The Company has certain indemnity commitments, under which it may be required to make payments to its officers and directors in relation to certain transactions to the maximum extent permitted under applicable laws. The duration of these indemnities vary, and in certain cases, are indefinite and do not provide for any limitation of maximum payments. The Company has not been obligated to make any such payments to date and no liabilities have been recorded for this contingency in the accompanying Condensed Balance Sheets. |
Out-License Agreement
Out-License Agreement | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Out-License Agreement | OUT-LICENSE AGREEMENT Out-License of TP-03 Commercial Rights in the China Territory in March 2021 In March 2021, the Company entered into the China Out-License agreement with LianBio for its exclusive development and commercialization rights of TP-03 (lotilaner ophthalmic solution, 0.25%) in the China Territory, as defined in the agreement, for the treatment of Demodex blepharitis and Meibomian Gland Disease. LianBio is contractually responsible for all clinical development and commercialization activities and costs within the China Territory. The Company assessed this arrangement in accordance with ASC 606 and identified the following material promises under the arrangement: (i) the exclusive license to research, develop, manufacture, commercialize, make, offer for sale, sell, and import TP-03 in the China Territory; and (ii) the research and development services in the form of clinical study materials for the respective Phase 2b/3 trial (Saturn-1) and Phase 3 (Saturn-2) TP-03 trials. The promises to provide research and development services for Saturn-1 and Saturn-2 clinical trials were evaluated and determined to be distinct promises in the contract and each of the two clinical trials are separate performance obligations apart from the promise to provide the license. The assessment of the initial transaction price for the China Out-License agreement included an analysis of amounts the Company expected to receive, which at contract inception consisted of: (i) the upfront cash payment of $15.0 million; (ii) a second cash payment of $10.0 million; (iii) a $10.0 million milestone that was determined to be within the control of the Company; and (iv) $1.2 million representing the initial fair value of the equity warrant. The Company accounted for each performance obligation as follows: Out-License The Company determined that this license was distinct based on an evaluation of the delivery of the functional license that was in the later stages of development, and it met the criteria for being distinct from the research and development services required under the China Out-License agreement. The Company determined the standalone selling price of this license using a discounted projected sales model and recognized as license fees and collaboration revenue the total allocated transaction price at contract inception, upon delivery of the license. Research and Development Services The standalone selling price of these performance obligations was determined using the adjusted market assessment approach. The Company analyzed costs expected to be incurred for each of the clinical trials through completion to estimate the price that a customer would be willing to pay for these services in order to benefit from the clinical trials. The Company determined that LianBio simultaneously benefited from the research and development services that are satisfied over time, as they were able to request and access the clinical trial data at any point through the trial completion. Therefore, the Company recognized the amounts allocated to the respective research and development performance obligations for Saturn-1 and Saturn-2 as the research and development services were provided using an input method, based on the costs incurred for each clinical trial and the total costs expected to be incurred to satisfy each performance obligation. The Company believes this method most faithfully depicted its performance in transferring the promised services during the expected period of time that each clinical trial was ongoing. The Company monitored the expected completion dates for each clinical trial and updated its estimated time to completion at each reporting period, as necessary. In February 2023, a specified milestone event was triggered resulting in $2.5 million recognized as license fees and collaboration revenue in the Condensed Statements of Operations for the six months ended June 30, 2023. This cash payment was received in the second quarter of 2023. Through June 30, 2023, the Company had received payments from LianBio totaling $82.5 million, comprised of initial consideration of $15.0 million and $67.5 million for the achievement of specified milestones. As of June 30, 2023 the Company is eligible to receive further consideration from LianBio upon the achievement of additional TP-03 events, including: (i) additional regulatory milestone and one-time payments of up to an aggregate of $22.5 million; (ii) China-Based TP-03 sales threshold milestone payments of up to an aggregate of $100.0 million; (iii) tiered low-to-high-teen royalties for China Territory TP-03 product sales; and (iv) vesting of a LianBio equity warrant upon certain regulatory milestones. Revenue recognized in the accompanying Condensed Statements of Operations and Comprehensive Loss relates to the satisfaction of performance obligations including (i) the transfer of TP-03 license rights in the China Territory to LianBio and (ii) the completion of U.S. clinical activities and then providing LianBio with the related data to supplement its local pivotal trial package for TP-03 in the treatment of Demodex blepharitis. As part of the China Out-License with LianBio the Company granted Elanco an additional 187,500 shares of the Company's common stock that otherwise would have been issuable no later than the 18-month anniversary of the All Human Uses Elanco Agreement for its continued license exclusivity. These issued shares were valued at $5.5 million, based on the Company's closing stock price of $29.30 per share on the date this issuance became contractually required. The Company made a contractual payment in the amount of $2.5 million to Elanco following the receipt of $25 million of proceeds from LianBio during the second quarter of 2021. During the fourth quarter of 2022, the Company recognized $0.4 million of cost of license fees and collaboration revenue upon receipt of $10 million of cash proceeds from LianBio for the achievement of a clinical development milestone. |
Credit Facility Agreement
Credit Facility Agreement | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Credit Facility Agreement | CREDIT FACILITY AGREEMENT On February 2, 2022, the Company executed the Credit Facility with Hercules Capital, Inc. ("Hercules") and SVB that expires on February 2, 2027. Concurrent with the execution of the Credit Facility, the Company made a $20.0 million draw. On January 5, 2023, the Company entered into an amendment to the loan and security agreement (the "First Amendment"). The First Amendment set a maximum interest rate, and updated the terms of prepayment under the Credit Facility and other certain specific conditions, including an extended period for the Company to draw down the $25.0 million tranche associated with the New Drug Application ("NDA") submission, from March 15, 2023 to March 15, 2024, provided at least $5.0 million was drawn on or before March 15, 2023 and at least an additional $5 million is drawn on or before September 15, 2023. The Company did not incur any lender fees as part of this First Amendment. On March 15, 2023, the Company made a $5.0 million draw (including SVB's commitment of $1.25 million) from the $25.0 million tranche that became available upon submission of the NDA. As of June 30, 2023, the Credit Facility provides for a remaining aggregate principal amount of up to $130.0 million with tranched availability as follows: $20.0 million currently available related to the Company's NDA submission with the FDA for TP-03 in September 2022; $35.0 million currently available with the FDA approval of XDEMVY on July 24, 2023; $50.0 million available upon achievement of product net revenue thresholds; and $25.0 million available upon lender approval. Each of these tranches may be drawn down in $5.0 million increments at the Company's election. The Credit Facility requires interest-only payments through February 1, 2026, followed by 12 months of principal amortization, unless extended for one year to its maturity, upon meeting certain contractual conditions. All unpaid amounts under the Credit Facility become due on its February 2, 2027 expiry. Under the First Amendment, the outstanding principal draws accrue interest at a floating interest rate per annum equal to the greater of either (i) The Wall Street Journal ("WSJ") prime rate plus 4.45% with an aggregate cap of 11.45%, or (ii) 8.45%. At the execution date of the Credit Facility, the WSJ prime rate was 3.25% and increased to 8.25% as of June 30, 2023. The Company is required to pay a specified fee upon the earlier of (i) February 2, 2027 or (ii) the date the Company prepays, in full or in part, the outstanding principal balance of the Credit Facility ("End of Term Charge"). The current End of Term Charge of $1.2 million was derived by multiplying 4.75% by the $25.0 million outstanding principal balance as of June 30, 2023 and is accreted to interest expense through maturity. As of June 30, 2023 and 2022, the effective interest rate for the full term of the Credit Facility was 12.12% and 10.90%, respectively. During the three and six months ended June 30, 2023 and 2022, the Company recognized interest expense on the accompanying Condensed Statements of Operations and Comprehensive Loss in connection with the Credit Facility as follows: Three Months Ended Three Months Ended June 30, 2022 Six Months Ended Six Months Ended June 30, 2022 Interest expense for term loan $ 724 $ 462 $ 1,326 $ 736 Accretion of end of term charge 63 48 116 79 Amortization of debt issuance costs 28 35 57 59 Total interest expense related to term loan $ 815 $ 545 $ 1,499 $ 874 The carrying value of the Credit Facility consists of principal outstanding less legal and administrative issuance costs that were recorded as a debt discount to the term loan, net and will continue to be accreted to interest expense using the effective interest method during its term. The principal balance of this Credit Facility and related accretion and amortization are reported on a combined basis as term loan, net on the accompanying Condensed Balance Sheets as follows: June 30, 2023 December 31, 2022 Term loan, gross $ 25,000 $ 20,000 Debt issuance costs (875) (875) Accretion of end of term charge 289 174 Accumulated amortization of debt issuance costs 193 135 Term loan, net $ 24,607 $ 19,434 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Consulting Agreements The Company has a preexisting consulting agreement with a board member who was appointed in December 2021. This Consulting Agreement provides for annual cash compensation of approximately $0.2 million and option grants to purchase 45,134 shares of the Company’s common stock, with exercise prices ranging from $2.01 to $34.72 per share. This Consulting Agreement may be terminated by either party with ten days notice and contains standard confidentiality, indemnification, and intellectual property assignment provisions in favor of the Company. Sponsorship Activities In May 2023, a board member of the Company was appointed president of the American Society of Cataract and Refractive Surgery ("ASCRS"), a society dedicated to meeting the needs of anterior segment ophthalmic surgeons. During the six months ended June 30, 2023, the Company recorded $0.2 million of general and administrative expenses in the accompanying Condensed Statement of Operations for sponsorship and event-related activities associated with ASCRS. The comparable expenses during the three months ended June 30, 2023 were not material. As of June 30, 2023, there were no amounts due to ASCRS. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Use of Estimates (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Operating Segment | To date, the Company has operated, managed and organized its business and financial information on an aggregate basis for the purposes of evaluating financial performance and the allocation of capital and personnel resources. The Company’s chief operating decision-maker (CODM), its Chief Executive Officer, reviews its operating results for the purpose of allocating resources and evaluating financial performance. Accordingly, the Company’s management determined that it operates one reportable operating segment. |
Basis of Presentation | Basis of Presentation The Company’s Condensed Financial Statements have been prepared in conformity with generally accepted accounting principles ("GAAP") in the U.S. for interim financial information pursuant to Form 10-Q and with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, the accompanying Condensed Financial Statements do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited financial statements and the related notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC on March 17, 2023. The interim Condensed Balance Sheet as of June 30, 2023, the interim Condensed Statements of Operations and Comprehensive Loss, and the interim Condensed Statements of Stockholders’ Equity for the three and six months ended June 30, 2023 and 2022, and the interim Condensed Statements of Cash Flows for the six months ended June 30, 2023 and 2022 are unaudited. These unaudited interim financial statements have been prepared on the same basis as the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, which consist of only normal and recurring adjustments for the fair presentation of its financial information. The financial data and other information disclosed in these notes related to the three and six-month periods are also unaudited. The Condensed Balance Sheet as of December 31, 2022 has been derived from the audited financial statements at that date but does not include all information and footnotes required by GAAP for annual financial statements. The condensed interim operating results for three and six months ended June 30, 2023 are not necessarily indicative of results to be expected for the year ending December 31, 2023 or any other interim or annual period. The preparation of financial statements in conformity with GAAP and with the rules and regulations of the SEC requires management to make informed estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. These estimates and assumptions are based upon historical experience, knowledge of current events and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources and involve judgments with respect to numerous factors that are difficult to predict and may materially differ from the amounts ultimately realized and reported due to the inherent uncertainty of any estimate or assumption. Actual results could differ materially from those estimates. The Company’s financial statements as of and for the three and six months ended June 30, 2023, reflect the Company’s estimates of the impact of the macroeconomic environment, including the impact of inflation, higher interest rates, and foreign exchange rate fluctuations. The duration and the scope of these conditions cannot be predicted; therefore, the extent to which these conditions will directly or indirectly impact the Company’s business, results of operations and financial condition, is uncertain. The Company is not aware of any specific event or circumstance that would require an update to its estimates, judgments and assumptions or a revision of the carrying value of the Company’s assets or liabilities as of the issuance date of the accompanying Condensed Financial Statements. |
Cash and Cash Equivalents | Cash and Cash EquivalentsCash and cash equivalents consist of bank deposits and highly liquid investments, including money market fund accounts, that are readily convertible into cash without penalty, with original maturities of three months or less from the purchase date. The carrying amounts reported in the accompanying Condensed Balance Sheets for cash and cash equivalents are valued at cost, which approximate their fair value. |
Marketable Securities and Long-Term Investments | Marketable Securities and Long-Term Investments Marketable securities consist primarily of short-term fixed income investments carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities (see Note 3 ). Management determines the appropriate classification of its investments in fixed income securities at the time of purchase. Available-for-sale securities with original maturities beyond three months at the date of purchase, including those that have maturity dates beyond one year from the balance sheet date, are classified as current assets on the Condensed Balance Sheets due to their highly liquid nature and availability for use in current operations. Marketable securities are recorded at fair value with unrealized losses and gains reported as a component of accumulated other comprehensive loss within the accompanying Condensed Statements of Stockholders' Equity until realized. The Company periodically evaluates whether declines in fair values of its available-for-sale securities below their book value are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss as well as the Company’s ability and intent to hold the available-for-sale security until a forecasted recovery occurs. The cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion, as well as interest and dividends, are included in interest income. Realized losses and gains as well as credit losses, if any, on marketable securities identified on a specific identification basis and are included in other income (expense), net on the accompanying Condensed Statement of Operations and Comprehensive Loss. The Company evaluated the underlying credit quality and credit ratings of the issuers during the period. To date, the Company has not identified any other than temporary declines in fair value of its investments and no credit losses associated with credit risk have occurred or have been recorded. Interest earned on marketable securities is included in interest income within the accompanying Condensed Statements of Operations and Comprehensive Loss. |
Fair Value Measurements | Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: • Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that are publicly accessible at the measurement date. • Level 2: Observable prices that are based on inputs not quoted on active markets, but that are corroborated by market data. These inputs may include quoted prices for similar assets or liabilities or quoted market prices in markets that are not active to the general public. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts for financial instruments consisting of cash, cash equivalents, short-term marketable securities, long-term investments, accounts payable and accrued liabilities approximate fair value due to the short maturities for each. The Company's equity warrant holdings disclosed as other assets are carried at fair value based on unobservable market inputs (see Note 3 ). Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain assets or liabilities within the fair value hierarchy. The Company did not have any transfers of assets and liabilities between the levels of the fair value hierarchy during the years presented. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net are stated at historical cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets that range from three |
Leases | Leases The Company determines if an arrangement is or contains a lease at inception. Right-of-Use assets (“ROU assets”) represent the Company’s right to control an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the initial non-cancelable lease term, unless there is a renewal option that is reasonably certain to be exercised. The Company uses its incremental borrowing rate at the lease commencement date in determining the discount rate utilized to present value the future minimum lease payments since an implicit interest rate in each at-market lease agreement was not determinable. The Company has lease agreements with both lease and non-lease components, which are accounted for as a single component for all asset classes. Lease expense for the Company's operating leases are recognized on a straight-line basis over the lease term. |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company maintains cash held in deposit at financial institutions in the U.S., including Silicon Valley Bank ("SVB"), a division of First Citizens Bank. These deposits are insured by the Federal Deposit Insurance Corporation ("FDIC") in an amount up to $250,000 for any depositor. To the extent the Company holds cash deposits in amounts that exceed the FDIC insurance limitation, it may incur a loss in the event of a failure of any of the financial institutions where it maintains deposits. The Company invests its excess cash in highly liquid investments, including money market fund accounts, that are readily convertible into cash without penalty. |
Revenue | Revenue Recognition for Out-License Arrangements Overview The Company currently has no product revenue. Reported revenue in the accompanying Condensed Statements of Operations and Comprehensive Loss is associated with one out-license agreement (the "China Out-License") that allows the third-party licensee to market the Company's TP-03 product candidate (representing functional intellectual property) in the People's Republic of China, Hong Kong, Macau, and Taiwan (the "China territory")— see Note 9 . The accounting and reporting of revenue for out-license arrangements requires significant judgment for: (a) identification of the number of performance obligations within the contract; (b) the contract’s transaction price for allocation (including variable consideration); (c) the stand-alone selling price for each identified performance obligation; and (d) the timing and amount of revenue recognition in each period. The China Out-License was analyzed under GAAP to determine whether the promised goods or services are distinct or must be accounted for as part of a combined performance obligation. In making these assessments, the Company considers factors such as the stage of development of the underlying intellectual property and the capabilities of the customer to develop the intellectual property on their own, and/or whether the required expertise is readily available. If the license is not distinct, the license is combined with other promised goods or services as a combined performance obligation for revenue recognition. The China Out-License arrangement included the following forms of consideration: (i) non-refundable upfront license payment; (ii) equity-based consideration; (iii) sales-based royalties; (iv) sales-based threshold milestones; (v) one-time payments for executing drug supply agreements; (vi) development milestone payments; and (vii) regulatory milestone payments. Revenue is recognized in proportion to the allocated transaction price when (or as) the respective performance obligation is satisfied. The Company evaluates the progress related to each milestone at each reporting period and, if necessary, adjusts the probability of achievement and related revenue recognition. The measure of progress, and thereby periods over which revenue is recognized, is subject to estimates by management and may change over the course of the agreement. Contractual Terms for Receipt of Payments A performance obligation is a promise in a contract to transfer a distinct good or service and is the unit of accounting. A contract’s transaction price is allocated among each distinct performance obligation based on relative standalone selling price and recognized when, or as, the applicable performance obligation is satisfied. The contractual terms that establish the Company’s right to collect specified amounts from its customers and that require contemporaneous evaluation and documentation under GAAP for the corresponding timing and amount of revenue recognition, are as follows: (1) Upfront License Fees: The Company determines whether non-refundable license fee consideration is recognized at the time of contract execution (i.e., when the license is transferred to the customer and the customer is able to use and benefit from the license) or over the actual (or implied) contractual period of the China Out-License. The Company also evaluates whether it has any other requirements to provide substantive services that are inseparable from the performance obligation of the license transfer to determine whether any combined performance obligation is satisfied over time or at a point in time. Upfront payments may require deferral of revenue recognition to a future period until the Company performs obligations under these arrangements. (2) Development Milestones: The Company utilizes the most likely amount method to estimate the amount of consideration to which it will be entitled for achievement of development milestones as these represent variable consideration. For those payments based on development milestones (e.g., patient dosing in a clinical study or the achievement of statistically significant clinical results), the Company assesses the probability that the milestone will be achieved, including its ability to control the timing or likelihood of achievement, and any associated revenue constraint. Given the high degree of uncertainty around the occurrence of these events, the Company determines the milestone and other contingent amounts to be constrained until the uncertainty associated with these payments is resolved. At each reporting period, the Company re-evaluates this associated revenue recognition constraint. Any resulting adjustments are recorded to revenue on a cumulative catch-up basis, and reflected in the financial statements in the period of adjustment. (3) Regulatory Milestones: The Company utilizes the most likely amount method to estimate the consideration to which it will be entitled and recognizes revenue in the period regulatory approval occurs (the performance obligation is satisfied) as these represent variable consideration. Amounts constrained as variable consideration are included in the transaction price to the extent that it is 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 evaluates whether the milestones are considered probable of being reached and not otherwise constrained. Accordingly, due to the inherent uncertainty of achieving regulatory approval, associated milestones are deemed constrained for revenue recognition until achievement. (4) Royalties: Under the sales-or-usage-based royalty exception the Company recognizes revenue based on the contractual percentage of the licensee’s sale of products to its customers at the later of (i) the occurrence of the related product sales or (ii) the date upon which 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 royalty revenue from the China Out-License. (5) Sales Threshold Milestones: Similar to royalties, applying the sales-or-usage-based royalty exception, the Company recognizes revenue from sales threshold milestones at the later of (i) the period the licensee achieves the one-time annual product sales levels in their territories for which the Company is contractually entitled to a specified lump-sum receipt, or (ii) the date upon which the performance obligation to which some or all of the milestone has been allocated has been satisfied or partially satisfied. To date, the Company has not recognized any sales threshold milestone revenue from the China Out-License. |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred or as certain upfront or milestone payments become contractually due to licensors upon the achievement of clinical or regulatory events. Research and development expenses include internal costs directly attributable to in-development programs, including costs of certain salaries and other employee-related costs (including stock-based compensation), and costs to conduct nonclinical studies, clinical trials and contract manufacturing activities. The Company accrues these costs based on factors such as estimates of the work completed and in accordance with agreements established with third-party service providers under the service agreements. As it relates to clinical trials, the financial terms of these contracts are subject to negotiations which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided under such contracts. Payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods or services are received. Such payments are evaluated for current or long-term classification based on when they will be realized. The Company's objective is to reflect the appropriate expense in its financial statements by matching those expenses with the period in which the services and efforts are expended. The Company accounts for these expenses according to the progress of the trial as measured by patient progression and the timing of various aspects of the trial taking into consideration discussions with applicable personnel and outside service providers. The clinical trial accrual is dependent in part upon the timely and accurate reporting of progress and efforts incurred from contract research organizations ("CROs"), contract manufacturers and other third-party vendors. Although estimates are expected to be materially consistent with actual amounts incurred, the Company's understanding of the status and timing of services performed relative to the actual status and timing of services performed can vary and may result in changes in estimates in any particular period. The Company makes significant judgments and estimates in determining the accrued liabilities balance at each reporting period. As actual costs become known, the Company adjusts its |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes stock-based compensation expense for equity awards granted to employees, consultants, and members of its Board of Directors. Stock option awards are at an exercise price of not less than 100% of the fair market value of common stock on the respective date of grant. The grant date is the date the terms of the award are formally approved by the Company’s Board of Directors or its designee. The Company uses the Black-Scholes option pricing model to estimate the fair value of stock option awards as of the date of grant. The fair value of restricted stock units is representative of the closing market price of the Company's stock on the date preceding the award grant date. Stock awards granted typically have one All stock-based compensation expense is reported in the accompanying Condensed Statements of Operations and Comprehensive Loss within research and development expense or general and administrative expense, based upon the assigned department of the award recipient. The measurement of the fair value of stock option awards and recognition of stock-based compensation expense requires assumptions to be estimated by management that involve inherent uncertainties and the application of management’s judgment, including: Fair Value of Common Stock — Subsequent to the IPO, the fair value of the Company’s common stock is based on the closing quoted market price of its common stock as reported by the Nasdaq Global Select Market on the date of the option grant. Expected Term — The Company’s expected term represents the period that the Company’s stock option awards are expected to be outstanding. Management estimates the expected term of awarded stock options utilizing the simplified method (based on the mid-point between the vesting date and the end of the contractual term) to determine the expected term since the Company does not yet have sufficient exercise history. Expected Volatility — Prior to 2023, the Company did not have sufficient trading history for its common stock to use its own historical volatility. Management estimated the expected volatility based on a designated peer-group of publicly-traded companies for a look-back period (from the date of grant) that corresponded with the expected term of the awarded stock option. Beginning in January 2023, the Company began using its own historical stock price for expected volatility. Risk-Free Interest Rate — The Company estimates the risk-free interest rate based upon the U.S. Department of Treasury yield curve in effect at award grant date for the time period that corresponds with the expected term of the awarded stock option. |
Net Loss per Share | Net Loss per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive shares of common stock. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method and if-converted method as applicable. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss represents (i) net loss for the periods presented, and (ii) unrealized gains or losses on the Company's reported available-for-sale debt securities. |
Recently Issued or Effective Accounting Standards | Recently Issued or Effective Accounting Standards Recently issued or effective accounting pronouncements that impact, or may have an impact, on the Company’s financial statements have been discussed within the footnote to which each relates. Other recent accounting pronouncements not disclosed in these Condensed Financial Statements have been determined by the Company’s management to have no impact, or an immaterial impact, on its current financial position, results of operations, or cash flows. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Financial instruments measured at fair value | The table below summarizes certain financial instruments measured at fair value that are included within the accompanying balance sheets, and their designation among the three fair value measurement categories (see Note 2 - Fair Value Measurements ): June 30, 2023 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) 106,773 — — 106,773 U.S. Treasury securities 24,818 — — 24,818 Commercial paper — 28,273 — 28,273 Corporate debt securities — 10,008 — 10,008 Government-related debt securities — 8,356 — 8,356 Common stock in LianBio 322 — — 322 Equity warrants (for LianBio shares) — — 109 109 Total assets measured at fair value $ 131,913 $ 46,637 $ 109 $ 178,659 (1) This balance includes cash requirements settled on a nightly basis. December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ 64,685 $ — $ — $ 64,685 U.S. Treasury securities 69,644 — — 69,644 Commercial paper — 60,355 — 60,355 Corporate debt securities — 11,521 — 11,521 Government-related debt securities — 10,821 — 10,821 Common stock in LianBio 371 — — 371 Equity warrants (for LianBio shares) — — 108 108 Total assets measured at fair value $ 134,700 $ 82,697 $ 108 $ 217,505 (1) This balance includes cash requirements settled on a nightly basis. |
Changes in fair value of equity warrants | The estimated fair value of the equity warrants are reported within other assets on the accompanying Condensed Balance Sheets and will be remeasured each reporting period with adjustments reported within other income (expense), net on the accompanying Condensed Statements of Operations and Comprehensive Loss, until exercised or expired. These equity warrants are valued in the accompanying Condensed Financial Statements as follows: Value of equity warrants Fair value as of December 31, 2022 $ 108 Remeasurement of equity warrants (17) Fair value as of March 31, 2023 $ 91 Remeasurement of equity warrants 18 Fair value as of June 30, 2023 $ 109 Value of equity warrants Fair value as of December 31, 2021 $ 663 Remeasurement of equity warrants (245) Fair value as of March 31, 2022 $ 418 Recognition of equity warrants 103 Remeasurement of equity warrants (257) Fair value as of June 30, 2022 $ 264 |
Summary of estimated value of cash, cash equivalents, marketable securities, and equity securities | The fair value and amortized cost of cash equivalents and available-for-sale investments by major security type are presented in the following table: June 30, 2023 Amortized cost Unrealized gains Unrealized losses Estimated fair value Cash equivalents: Money market funds (1) 106,773 — — 106,773 Total cash equivalents $ 106,773 $ — $ — $ 106,773 Marketable securities: U.S. Treasury securities $ 24,847 $ — $ (29) $ 24,818 Commercial paper 28,284 3 (14) 28,273 Corporate debt securities 9,976 40 (8) 10,008 Government-related debt securities 8,371 — (15) 8,356 Total marketable securities $ 71,478 $ 43 $ (66) $ 71,455 Long-term investments: Common stock in LianBio $ 1,108 $ — $ (786) $ 322 Total long-term investments $ 1,108 $ — $ (786) $ 322 (1) This balance includes cash requirements settled on a nightly basis. December 31, 2022 Amortized cost Unrealized gains Unrealized losses Estimated fair value Cash equivalents: Money market funds (1) $ 64,685 $ — $ — $ 64,685 Government-related debt securities 4,978 — — 4,978 Commercial paper 1,997 — — 1,997 Total cash equivalents $ 71,660 $ — $ — $ 71,660 Marketable securities: U.S. Treasury securities $ 69,720 $ 5 $ (81) $ 69,644 Commercial paper 58,358 — — 58,358 Corporate debt securities 11,524 8 (11) 11,521 Government-related debt securities 5,838 5 — 5,843 Total marketable securities $ 145,440 $ 18 $ (92) $ 145,366 Long-term investments: Common stock in LianBio $ 1,231 $ — $ (860) $ 371 Total long-term investments $ 1,231 $ — $ (860) $ 371 (1 ) This balance includes cash requirements settled on a nightly basis. |
Balance Sheet Account Detail (T
Balance Sheet Account Detail (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Property and equipment, net of accumulated depreciation | Property and equipment, net consists of the following: June 30, 2023 December 31, 2022 Furniture and fixtures $ 1,028 $ 714 Office equipment 497 197 Laboratory equipment 168 167 Leasehold improvements 680 425 Property and equipment, at cost 2,373 1,503 (Less): Accumulated depreciation and amortization 832 546 Property and equipment, net $ 1,541 $ 957 |
Accounts payable and accrued liabilities | Accounts payable and other accrued liabilities consists of the following: June 30, 2023 December 31, 2022 Trade accounts payable and other $ 8,172 $ 5,498 Accrued clinical studies 856 3,691 Operating lease liability, current 431 721 Accounts payable and other accrued liabilities $ 9,459 $ 9,910 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Stock details | The Company's outstanding equity awards and shares reserved for future issuance under its 2020 and 2016 Equity Incentive Plans and 2020 Employee Stock Purchase Plan are summarized below: June 30, 2023 December 31, 2022 Common stock awards reserved for future issuance under 2020 and 2016 Equity Incentive Plans 7,620,574 8,346,738 Common stock awards reserved for future issuance under the 2020 Employee Stock Purchase Plan 2,893,305 2,663,319 Stock options issued and outstanding (unvested and vested) under 2020 and 2016 Equity Incentive Plans 4,719,149 3,899,342 Restricted stock units issued and outstanding (unvested) under 2020 Equity Incentive Plan 1,391,888 551,258 Total shares of common stock reserved 16,624,916 15,460,657 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation | Stock-based compensation expense was recognized in the accompanying Condensed Statements of Operations and Comprehensive Loss for the three and six months ended June 30, 2023 and 2022 as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 1,491 $ 984 $ 2,654 $ 1,662 General and administrative 3,701 2,548 6,444 4,544 Total stock-based compensation $ 5,192 $ 3,532 $ 9,098 $ 6,206 |
Valuation assumptions of stock options | The fair value of granted stock options was estimated as of the date of grant using the Black-Scholes option-pricing model, based on the following inputs: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Weighted average risk-free interest rate 3.64 % 3.00 % 4.05 % 2.08 % Weighted average volatility 70.7 % 78.8 % 71.5 % 77.9 % Expected term (in years) 6.25 6.25 6.25 6.25 Dividend yield rate — % — % — % — % Weighted-average grant-date fair value per stock option $ 15.55 $ 14.85 $ 15.20 $ 18.76 |
Stock option activity | Stock option activity during the six months ended June 30, 2023 was as follows: Number of Weighted- Weighted- Aggregate Intrinsic Value (1) Outstanding - December 31, 2022 3,899,342 $ 16.69 8.07 $ 19,196 Granted 728,169 15.07 Exercised (6,443) 2.01 Forfeited (24,654) 21.19 Outstanding— March 31, 2023 4,596,414 $ 16.43 8.16 $ 15,316 Granted 283,367 15.55 Exercised (16,118) 2.78 Forfeited (144,514) 20.36 Outstanding— June 30, 2023 4,719,149 16 7.93 28,319,000 Exercisable— June 30, 2023 2,338,165 14 7.03 21,291,000 Unvested—June 30, 2023 2,380,984 18 8.81 7,027,000 |
Restricted stock unit activity | Restricted stock unit activity during the six months ended June 30, 2023 was as follows: Number of Weighted- Outstanding - December 31, 2022 551,258 $ 17.78 Granted 647,768 15.24 Vested (66,611) 19.15 Forfeited (4,042) 19.40 Outstanding— March 31, 2023 1,128,373 16.24 Granted 380,196 15.67 Vested (45,653) 14.04 Forfeited (71,028) 15.84 Outstanding— June 30, 2023 1,391,888 $ 16.17 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net (loss) income per share, basis and diluted | The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net loss $ (31,424) $ (5,743) $ (54,843) $ (25,981) Weighted-average shares outstanding—basic and diluted 26,815,733 24,332,531 26,779,203 22,531,384 Net loss per share—basic and diluted $ (1.17) $ (0.24) $ (2.05) $ (1.15) |
Outstanding potentially dilutive securities | The following outstanding and potentially dilutive securities were excluded from the calculation of diluted net loss per share because their impact under the treasury stock method and if-converted method would have been anti-dilutive for each period presented: As of June 30, 2023 2022 Stock options, unexercised—vested and unvested 4,719,149 3,739,078 Restricted stock units—unvested 1,391,888 440,737 Stock options exercised prior to vesting— remaining unvested — 5,826 Total 6,111,037 4,185,641 |
Commitment & Contingencies (Tab
Commitment & Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Components of lease cost | The below table summarizes the components of total lease expense: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Operating lease expense $ 176 $ 142 $ 346 $ 285 Variable lease expense 90 62 171 101 Total lease expense $ 266 $ 204 $ 517 $ 386 |
Future contractual lease payments | The below table summarizes the (i) minimum lease payments over the next five years and thereafter, (ii) lease arrangement imputed interest, and (iii) present value of future lease payments: Operating Leases - Future Payments June 30, 2023 2023 (remaining six months) $ 435 2024 701 2025 789 2026 816 2027 68 Total future lease payments, undiscounted $ 2,809 (Less): Imputed interest (434) (Less): Tenant improvement allowance (129) Present value of operating lease payments $ 2,246 Operating lease liability, current 431 Operating lease liability, noncurrent 1,815 Total operating lease liability $ 2,246 |
Credit Facility Agreement (Tabl
Credit Facility Agreement (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Interest Expense | During the three and six months ended June 30, 2023 and 2022, the Company recognized interest expense on the accompanying Condensed Statements of Operations and Comprehensive Loss in connection with the Credit Facility as follows: Three Months Ended Three Months Ended June 30, 2022 Six Months Ended Six Months Ended June 30, 2022 Interest expense for term loan $ 724 $ 462 $ 1,326 $ 736 Accretion of end of term charge 63 48 116 79 Amortization of debt issuance costs 28 35 57 59 Total interest expense related to term loan $ 815 $ 545 $ 1,499 $ 874 |
Balances of Debt, Debt Issuance Costs, and Accumulated Accretion | The principal balance of this Credit Facility and related accretion and amortization are reported on a combined basis as term loan, net on the accompanying Condensed Balance Sheets as follows: June 30, 2023 December 31, 2022 Term loan, gross $ 25,000 $ 20,000 Debt issuance costs (875) (875) Accretion of end of term charge 289 174 Accumulated amortization of debt issuance costs 193 135 Term loan, net $ 24,607 $ 19,434 |
Description of Business and P_2
Description of Business and Presentation of Financial Statements (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 2 Months Ended | 6 Months Ended | ||
Aug. 04, 2023 USD ($) $ / shares shares | Jun. 30, 2022 $ / shares shares | May 31, 2022 $ / shares shares | Jun. 30, 2022 USD ($) $ / shares | Jun. 30, 2023 segment | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of reportable segments | segment | 1 | ||||
Number of operating segments | segment | 1 | ||||
Follow-On Public Offering | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock issued (shares) | 289,832 | 5,600,000 | |||
Original issue price (usd per share) | $ / shares | $ 13.50 | $ 13.50 | $ 13.50 | ||
Stock issued, net proceeds | $ | $ 74.3 | ||||
Follow-On Public Offering | Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock issued (shares) | 5,714,285 | ||||
Original issue price (usd per share) | $ / shares | $ 17.50 | ||||
Stock issued, net proceeds | $ | $ 93.6 | ||||
Underwriters' option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock issued (shares) | 840,000 | ||||
Underwriters' option | Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock issued (shares) | 857,142 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Use of Estimates (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Fair market value of common stock | 100% | |||
Dividend yield rate | 0% | 0% | 0% | 0% |
Expected term (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months | 6 years 3 months |
2016 Plan | ||||
Property, Plant and Equipment [Line Items] | ||||
Expected term (in years) | 10 years | |||
Minimum | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful lives of assets | 3 years | 3 years | ||
Minimum | 2016 Plan | ||||
Property, Plant and Equipment [Line Items] | ||||
Service condition period for full vesting | 1 year | |||
Maximum | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful lives of assets | 5 years | 5 years | ||
Maximum | 2016 Plan | ||||
Property, Plant and Equipment [Line Items] | ||||
Service condition period for full vesting | 4 years |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Cash and cash equivalents | $ 106,773 | $ 71,660 |
Corporate debt securities | 71,455 | 145,366 |
Common stock in LianBio | 322 | 371 |
Equity warrants (for LianBio shares) | 109 | 108 |
Total assets measured at fair value | 178,659 | 217,505 |
Money market funds(1) | ||
Assets: | ||
Cash and cash equivalents | 106,773 | 64,685 |
U.S. Treasury securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 24,818 | 69,644 |
Corporate debt securities | 24,818 | 69,644 |
Commercial paper | ||
Assets: | ||
Cash and cash equivalents | 1,997 | |
Debt securities, available for sale and cash and cash equivalents | 28,273 | 60,355 |
Corporate debt securities | 28,273 | 58,358 |
Corporate debt securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 10,008 | 11,521 |
Corporate debt securities | 10,008 | 11,521 |
Government-related debt securities | ||
Assets: | ||
Cash and cash equivalents | 106,773 | 4,978 |
Debt securities, available for sale and cash and cash equivalents | 8,356 | 10,821 |
Corporate debt securities | 8,356 | 5,843 |
Level 1 | ||
Assets: | ||
Common stock in LianBio | 322 | 371 |
Equity warrants (for LianBio shares) | 0 | 0 |
Total assets measured at fair value | 131,913 | 134,700 |
Level 1 | Money market funds(1) | ||
Assets: | ||
Cash and cash equivalents | 106,773 | 64,685 |
Level 1 | U.S. Treasury securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 24,818 | 69,644 |
Level 1 | Commercial paper | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 0 | 0 |
Level 1 | Corporate debt securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 0 | 0 |
Level 1 | Government-related debt securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 0 | 0 |
Level 2 | ||
Assets: | ||
Common stock in LianBio | 0 | 0 |
Equity warrants (for LianBio shares) | 0 | 0 |
Total assets measured at fair value | 46,637 | 82,697 |
Level 2 | Money market funds(1) | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Level 2 | U.S. Treasury securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 0 | 0 |
Level 2 | Commercial paper | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 28,273 | 60,355 |
Level 2 | Corporate debt securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 10,008 | 11,521 |
Level 2 | Government-related debt securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 8,356 | 10,821 |
Level 3 | ||
Assets: | ||
Common stock in LianBio | 0 | 0 |
Equity warrants (for LianBio shares) | 109 | 108 |
Total assets measured at fair value | 109 | 108 |
Level 3 | Money market funds(1) | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Level 3 | U.S. Treasury securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 0 | 0 |
Level 3 | Commercial paper | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 0 | 0 |
Level 3 | Corporate debt securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | 0 | 0 |
Level 3 | Government-related debt securities | ||
Assets: | ||
Debt securities, available for sale and cash and cash equivalents | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ in Thousands | 1 Months Ended | ||
Mar. 31, 2021 tranche | Jun. 30, 2023 USD ($) security shares | Dec. 31, 2022 USD ($) warrant security | |
Debt Securities, Available-for-Sale [Line Items] | |||
Number of tranches | tranche | 3 | ||
Number of vested warrants | warrant | 2 | ||
Equity securities (in shares) | shares | 156,746 | ||
Number of securities with contractual maturity between one and five years | security | 4 | 3 | |
Corporate debt securities | $ 71,455 | $ 145,366 | |
Amortized cost | 71,478 | 145,440 | |
Available-for-sale Debt Securities, Contractual Maturity Less Than 12 Months | |||
Debt Securities, Available-for-Sale [Line Items] | |||
Corporate debt securities | 4,600 | 4,600 | |
Amortized cost | $ 4,700 | $ 4,600 | |
Minimum | Available-for-sale Debt Securities, Contractual Maturity Less Than 12 Months | |||
Fair Value Disclosures [Abstract] | |||
Contractual maturity | 1 year | 1 year | |
Debt Securities, Available-for-Sale [Line Items] | |||
Contractual maturity | 1 year | 1 year | |
Maximum | Available-for-sale Debt Securities, Contractual Maturity Less Than 12 Months | |||
Fair Value Disclosures [Abstract] | |||
Contractual maturity | 4 years | 5 years | |
Debt Securities, Available-for-Sale [Line Items] | |||
Contractual maturity | 4 years | 5 years |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Fair Value of Equity Warrants (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Fair value, beginning of period | $ 91 | $ 108 | $ 418 | $ 663 |
Recognition of equity warrants | 103 | |||
Remeasurement of equity warrants | 18 | (17) | (257) | (245) |
Fair value, end of period | $ 109 | $ 91 | $ 264 | $ 418 |
Fair Value Measurements - Estim
Fair Value Measurements - Estimated Value of Cash, Cash Equivalents, Marketable Securities, and Equity Securities (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Cash equivalents: | ||
Amortized cost | $ 106,773 | $ 71,660 |
Cash and cash equivalents | 106,773 | 71,660 |
Marketable securities: | ||
Amortized cost | 71,478 | 145,440 |
Unrealized gains | 43 | 18 |
Unrealized losses | (66) | (92) |
Corporate debt securities | 71,455 | 145,366 |
Long-term investments: | ||
Amortized cost | 1,108 | 1,231 |
Unrealized gains | 0 | 0 |
Unrealized losses | (786) | (860) |
Estimated fair value | 322 | 371 |
Money market funds(1) | ||
Cash equivalents: | ||
Amortized cost | 64,685 | |
Cash and cash equivalents | 106,773 | 64,685 |
U.S. Treasury securities | ||
Marketable securities: | ||
Amortized cost | 24,847 | 69,720 |
Unrealized gains | 0 | 5 |
Unrealized losses | (29) | (81) |
Corporate debt securities | 24,818 | 69,644 |
Commercial paper | ||
Cash equivalents: | ||
Amortized cost | 1,997 | |
Cash and cash equivalents | 1,997 | |
Marketable securities: | ||
Amortized cost | 28,284 | 58,358 |
Unrealized gains | 3 | 0 |
Unrealized losses | (14) | 0 |
Corporate debt securities | 28,273 | 58,358 |
Government-related debt securities | ||
Cash equivalents: | ||
Amortized cost | 106,773 | 4,978 |
Cash and cash equivalents | 106,773 | 4,978 |
Marketable securities: | ||
Amortized cost | 8,371 | 5,838 |
Unrealized gains | 0 | 5 |
Unrealized losses | (15) | 0 |
Corporate debt securities | 8,356 | 5,843 |
Corporate debt securities | ||
Marketable securities: | ||
Amortized cost | 9,976 | 11,524 |
Unrealized gains | 40 | 8 |
Unrealized losses | (8) | (11) |
Corporate debt securities | $ 10,008 | $ 11,521 |
Balance Sheet Account Detail -
Balance Sheet Account Detail - Property and Equipment, Net of Accumulated Depreciation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | $ 2,373 | $ 2,373 | $ 1,503 | ||
(Less): Accumulated depreciation and amortization | 832 | 832 | 546 | ||
Property and equipment, net | 1,541 | 1,541 | 957 | ||
Depreciation | 200 | $ 100 | 300 | $ 100 | |
Furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | 1,028 | 1,028 | 714 | ||
Office equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | 497 | 497 | 197 | ||
Laboratory equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | 168 | 168 | 167 | ||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | $ 680 | $ 680 | $ 425 |
Balance Sheet Account Detail _2
Balance Sheet Account Detail - Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Trade accounts payable and other | $ 8,172 | $ 5,498 |
Accrued clinical studies | 856 | 3,691 |
Operating lease liability, current | 431 | 721 |
Accounts payable and other accrued liabilities | $ 9,459 | $ 9,910 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) | Jun. 30, 2023 vote shares | Dec. 31, 2022 shares |
Equity [Abstract] | ||
Common stock, outstanding (shares) | 26,899,572 | 26,727,458 |
Common stock, issued (shares) | 26,899,572 | 26,727,458 |
Common stock votes | vote | 1 |
Stockholders' Equity - Shares R
Stockholders' Equity - Shares Reserved for Issuance (Details) - shares | Jun. 30, 2023 | Dec. 31, 2022 |
Equity [Abstract] | ||
Stock options reserved for future grant (shares) | 7,620,574 | 8,346,738 |
Common stock awards reserved for future issuance under the 2020 Employee Stock Purchase Plan | 2,893,305 | 2,663,319 |
Stock options issued and outstanding (shares) | 4,719,149 | 3,899,342 |
Restricted stock units issued and outstanding (unvested) under 2020 Equity Incentive Plan | 1,391,888 | 551,258 |
Total shares of common stock reserved (shares) | 16,624,916 | 15,460,657 |
Stock-Based Compensation - Expe
Stock-Based Compensation - Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 5,192 | $ 3,532 | $ 9,098 | $ 6,206 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 1,491 | 984 | 2,654 | 1,662 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 3,701 | $ 2,548 | $ 6,444 | $ 4,544 |
Stock-Based Compensation - Valu
Stock-Based Compensation - Valuation Assumptions of Stock Options (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||||
Weighted average risk-free interest rate | 3.64% | 3% | 4.05% | 2.08% |
Weighted average volatility | 70.70% | 78.80% | 71.50% | 77.90% |
Expected term (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months | 6 years 3 months |
Dividend yield rate | 0% | 0% | 0% | 0% |
Weighted-average grant-date fair value per stock option (usd per share) | $ 15.55 | $ 14.85 | $ 15.20 | $ 18.76 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Beginning balance (shares) | 4,596,414 | 3,899,342 | 3,899,342 | |
Granted (shares) | 283,367 | 728,169 | ||
Exercised (shares) | (16,118) | (6,443) | ||
Forfeited (shares) | (144,514) | (24,654) | ||
Ending balance (shares) | 4,719,149 | 4,596,414 | 4,719,149 | 3,899,342 |
Exercisable (shares) | 2,338,165 | 2,338,165 | ||
Unvested (shares) | 2,380,984 | 2,380,984 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Beginning balance (usd per share) | $ 16.43 | $ 16.69 | $ 16.69 | |
Granted (usd per share) | 15.55 | 15.07 | ||
Exercised (usd per share) | 2.78 | 2.01 | ||
Forfeited (usd per share) | 20.36 | 21.19 | ||
Ending balance (usd per share) | 16 | $ 16.43 | 16 | $ 16.69 |
Exercisable (usd per share) | 14 | 14 | ||
Unvested (usd per share) | $ 18 | $ 18 | ||
Weighted-Average Remaining Contractual Term | ||||
Outstanding | 8 years 1 month 28 days | 7 years 11 months 4 days | 8 years 25 days | |
Exercisable | 7 years 10 days | |||
Unvested | 8 years 9 months 21 days | |||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Aggregate Intrinsic Value [Abstract] | ||||
Outstanding | $ 28,319 | $ 15,316 | $ 28,319 | $ 19,196 |
Exercisable | 21,291 | 21,291 | ||
Unvested | $ 7,027 | $ 7,027 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expense | $ 27.6 |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expense, weighted average period of recognition | 2 years 3 months 18 days |
Restricted stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expense, weighted average period of recognition | 3 years 6 months |
Unrecognized compensation expense | $ 20.2 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Unit Activity (Details) - Restricted stock - $ / shares | 3 Months Ended | |
Jun. 30, 2023 | Mar. 31, 2023 | |
Number of Shares | ||
Outstanding, beginning balance (shares) | 1,128,373 | 551,258 |
Granted (shares) | 380,196 | 647,768 |
Vested (shares) | (45,653) | (66,611) |
Forfeited (shares) | (71,028) | (4,042) |
Outstanding, ending balance (shares) | 1,391,888 | 1,128,373 |
Weighted Average Value per Share | ||
Outstanding, beginning balance (usd per share) | $ 16.24 | $ 17.78 |
Granted (usd per share) | 15.67 | 15.24 |
Vested (usd per share) | 14.04 | 19.15 |
Forfeited (usd per share) | 15.84 | 19.40 |
Outstanding, ending balance (usd per share) | $ 16.17 | $ 16.24 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share, Basic [Abstract] | ||||||
Net loss | $ (31,424) | $ (23,419) | $ (5,743) | $ (20,238) | $ (54,843) | $ (25,981) |
Weighted-average shares outstanding, basic (shares) | 26,815,733 | 24,332,531 | 26,779,203 | 22,531,384 | ||
Weighted-average shares outstanding, diluted (shares) | 26,815,733 | 24,332,531 | 26,779,203 | 22,531,384 | ||
Net loss per share, basic (usd per share) | $ (1.17) | $ (0.24) | $ (2.05) | $ (1.15) | ||
Net loss per share, diluted (usd per share) | $ (1.17) | $ (0.24) | $ (2.05) | $ (1.15) |
Net Loss Per Share - Antidiluti
Net Loss Per Share - Antidilutive Securities (Details) - shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net income (loss) per share | 6,111,037 | 4,185,641 |
Stock options, unexercised—vested and unvested | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net income (loss) per share | 4,719,149 | 3,739,078 |
Restricted stock units—unvested | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net income (loss) per share | 1,391,888 | 440,737 |
Stock options exercised prior to vesting— remaining unvested | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net income (loss) per share | 0 | 5,826 |
Commitment & Contingencies - Le
Commitment & Contingencies - Lease Agreements (Details) | Jun. 30, 2023 contract |
Commitments and Contingencies Disclosure [Abstract] | |
Number of leases | 5 |
Weighted average remaining lease term | 3 years 7 months 6 days |
Estimated incremental borrowing rate | 10% |
Commitment & Contingencies - _2
Commitment & Contingencies - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating lease expense | $ 176 | $ 142 | $ 346 | $ 285 |
Variable Lease, Cost | 90 | 62 | 171 | 101 |
Lease, Cost, Total | $ 266 | $ 204 | $ 517 | $ 386 |
Commitment and Contingencies -
Commitment and Contingencies - Summary of Minimum Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
2023 (remaining six months) | $ 435 | |
2024 | 701 | |
2025 | 789 | |
2026 | 816 | |
2027 | 68 | |
Total future lease payments, undiscounted | 2,809 | |
(Less): Imputed interest | (434) | |
(Less): Tenant improvement allowance | (129) | |
Operating lease liability, current | 431 | $ 721 |
Operating lease liability, noncurrent | 1,815 | |
Total operating lease liability | $ 2,246 |
Commitment & Contingencies - In
Commitment & Contingencies - In-License Agreement for Lotilaner (Details) - License agreement - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 6 Months Ended | 31 Months Ended | 54 Months Ended | |
Dec. 31, 2022 | Sep. 30, 2020 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2023 | |
Elanco | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Upfront payment received | $ 1 | ||||
Future cash payments | $ 2 | 2 | |||
Common stock issued for license agreement (shares) | 222,460 | ||||
Common stock issued for license agreement, value | $ 3.1 | ||||
Common stock issued for license agreement, share price (usd per share) | $ 14.0003 | ||||
Clinical milestones | Elanco | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Contractual milestone payment | $ 0.5 | 1 | $ 4 | ||
Maximum milestone payments | 4 | 4 | |||
Commercial and sales milestones | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Maximum milestone payments | 77 | 77 | |||
Commercial and sales milestones | Elanco | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Maximum milestone payments | $ 79 | $ 79 |
Commitment & Contingencies - Em
Commitment & Contingencies - Employment Arrangements (Details) | May 04, 2023 shares | Jun. 30, 2023 contract |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Number of employment arrangements with executive officers | contract | 7 | |
Chief Financial Officer | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Months of base salary payments | 9 months | |
Months of continued benefits coverage | 10 months | |
Percent of annual target bonus | 0.3333 | |
Accelerated vesting (shares) | shares | 40,744 |
Out-License Agreement (Details)
Out-License Agreement (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 27 Months Ended | ||||||
Feb. 28, 2023 | Mar. 31, 2021 | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Mar. 26, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Amortized cost | $ 1,108 | $ 1,231 | $ 1,108 | $ 1,108 | ||||||
Research and development | 12,546 | $ 9,603 | 24,902 | $ 21,684 | ||||||
License agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Additional shares to be issued upon 18-month anniversary of contract execution (shares) | 187,500 | |||||||||
Additional shares to be issued upon 18-month anniversary of contract execution, value | $ 5,500 | |||||||||
Additional shares to be issued upon 18-month anniversary of contract execution, share price (usd per share) | $ 29.30 | |||||||||
LianBio | License agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Upfront payment | 15,000 | 15,000 | 15,000 | $ 15,000 | ||||||
Additional cash payment | 10,000 | |||||||||
Amortized cost | 1,200 | |||||||||
Revenue recognized | 82,500 | |||||||||
Maximum milestone payments | 100,000 | 100,000 | 100,000 | |||||||
Upfront payment received | 10,000 | $ 25,000 | ||||||||
LianBio | License agreement | Milestone Determined by the Company | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Milestone payments to be achieved | $ 10,000 | |||||||||
LianBio | License agreement | Development and Regulatory Milestone | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Milestone payments to be achieved | 67,500 | 67,500 | 67,500 | |||||||
Revenue recognized | $ 2,500 | |||||||||
Maximum milestone payments | $ 22,500 | $ 22,500 | $ 22,500 | |||||||
Elanco | License agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Upfront payment received | $ 2,500 | |||||||||
Research and development | $ 400 |
Credit Facility Agreement (Deta
Credit Facility Agreement (Details) - USD ($) $ in Thousands | 6 Months Ended | |||||
Mar. 15, 2023 | Feb. 02, 2022 | Jun. 30, 2023 | Jan. 05, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | |
Debt Instrument [Line Items] | ||||||
Principal outstanding | $ 25,000 | $ 20,000 | ||||
Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Draw on credit facility | $ 5,000 | $ 20,000 | ||||
Credit facility, aggregate principal amount | $ 130,000 | |||||
Increments to draw on credit facility at company's election | $ 5,000 | |||||
Interest rate | 8.45% | |||||
Interest rate | 3.25% | 8.25% | ||||
End of term charge | $ 1,200 | |||||
End of term charge, interest rate | 4.75% | |||||
Effective interest rate | 12.12% | 10.90% | ||||
Line of Credit | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 4.45% | |||||
Line of Credit | Prime Rate | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 11.45% | |||||
Line of Credit | Credit Facility, Tranche One | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, aggregate principal amount | $ 20,000 | $ 25,000 | ||||
Line of Credit | Credit Facility, Tranche Two | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, aggregate principal amount | 35,000 | |||||
Line of Credit | Credit Facility, Tranche Three | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, aggregate principal amount | 50,000 | |||||
Line of Credit | Credit Facility, Tranche Four | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, aggregate principal amount | $ 25,000 | |||||
Line of Credit | Credit Facility, First Amendment, Tranche Two | ||||||
Debt Instrument [Line Items] | ||||||
Increments to draw on credit facility at company's election | $ 5,000 | |||||
Line of Credit, SVB | ||||||
Debt Instrument [Line Items] | ||||||
Draw on credit facility | $ 1,250 |
Credit Facility Agreement - Sum
Credit Facility Agreement - Summary of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Debt Disclosure [Abstract] | ||||
Interest expense for term loan | $ 724 | $ 462 | $ 1,326 | $ 736 |
Accretion of end of term charge | 63 | 48 | 116 | 79 |
Amortization of debt issuance costs | 28 | 35 | 57 | 59 |
Total interest expense related to term loan | $ 815 | $ 545 | $ 1,499 | $ 874 |
Credit Facility Agreement - Bal
Credit Facility Agreement - Balances of Debt, Debt Issuance Costs, and Accumulated Accretion (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
Term loan, gross | $ 25,000 | $ 20,000 |
Debt issuance costs | (875) | (875) |
Accretion of end of term charge | 289 | 174 |
Accumulated amortization of debt issuance costs | 193 | 135 |
Term loan, net | $ 24,607 | $ 19,434 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2021 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Related Party Transaction [Line Items] | ||||||
Granted (shares) | 283,367 | 728,169 | ||||
Granted (usd per share) | $ 15.55 | $ 15.07 | ||||
General and administrative | $ 20,275 | $ 10,376 | $ 35,371 | $ 18,322 | ||
Director | ||||||
Related Party Transaction [Line Items] | ||||||
Related party transaction, annual cash compensation | $ 200 | |||||
Granted (shares) | 45,134 | |||||
Related party transaction, termination notice, period | 10 days | |||||
Director | Minimum | ||||||
Related Party Transaction [Line Items] | ||||||
Granted (usd per share) | $ 2.01 | |||||
Director | Maximum | ||||||
Related Party Transaction [Line Items] | ||||||
Granted (usd per share) | $ 34.72 | |||||
Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
General and administrative | $ 0 | $ 200 |