Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 13, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Entity File Number | 001-39787 | |
Entity Registrant Name | BIOATLA, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-1922320 | |
Entity Address, Address Line One | 11085 Torreyana Road | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92121 | |
City Area Code | 858 | |
Local Phone Number | 558-0708 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | BCAB | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 32,315,301 | |
Entity Central Index Key | 0001826892 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q2 | |
Common Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1,492,059 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 207,609 | $ 238,605 |
Prepaid expenses and other current assets | 4,722 | 2,076 |
Total current assets | 212,331 | 240,681 |
Property and equipment, net | 4,223 | 4,102 |
Other assets | 154 | 154 |
Total assets | 216,708 | 244,937 |
Current liabilities: | ||
Accounts payable and accrued expenses | 15,898 | 12,068 |
Current portion of deferred rent | 452 | 387 |
Current portion of deferred revenue | 19,806 | 19,806 |
Total current liabilities | 36,156 | 32,261 |
Long-term accrued interest | 8 | 5 |
Deferred rent, less current portion | 1,839 | 2,015 |
Other debt | 682 | 682 |
Total liabilities | 38,685 | 34,963 |
Commitments and contingencies (Note 5) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 200,000,000 shares authorized at June 30, 2021 and December 31, 2020; 0 shares issued and outstanding at June 30, 2021 and December 31, 2020 | ||
Common stock value | 3 | 3 |
Additional paid-in capital | 318,019 | 300,888 |
Accumulated deficit | (139,999) | (90,917) |
Total stockholders’ equity | 178,023 | 209,974 |
Total liabilities and stockholders’ equity | 216,708 | 244,937 |
Class B Units | ||
Stockholders’ equity: | ||
Common stock value | 0 | |
Total stockholders’ equity | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 350,000,000 | 350,000,000 |
Common stock, shares issued (in shares) | 32,315,301 | 32,171,560 |
Common stock, shares outstanding (in shares) | 32,315,301 | 32,171,560 |
Class B Units | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 15,368,569 | 15,368,569 |
Common stock, shares issued (in shares) | 1,492,059 | 1,492,059 |
Common stock, shares outstanding (in shares) | 1,492,059 | 1,492,059 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Income Statement [Abstract] | |||||
Collaboration and other revenue | $ 250 | $ 190 | $ 250 | $ 279 | |
Operating expenses: | |||||
Research and development expense | 14,850 | 2,923 | 25,273 | 4,584 | |
General and administrative expense | 15,860 | 1,787 | 24,234 | 1,324 | |
Total operating expenses | 30,710 | 4,710 | 49,507 | 5,908 | |
Loss from operations | (30,460) | (4,520) | (49,257) | (5,629) | |
Other income (expense): | |||||
Interest income | 80 | 1 | 178 | 6 | |
Interest expense (includes related party amounts of $0 for the three and six months ended June 30, 2021 and $79 and $138 for the three and six months ended June 30, 2020, respectively) | (1) | (754) | (3) | (1,301) | |
Change in fair value of derivative liability | 0 | (775) | 0 | (728) | |
Extinguishment of convertible debt | 0 | (174) | 0 | (174) | |
Total other income (expense) | 79 | (1,702) | 175 | (2,197) | |
Consolidated net loss and comprehensive loss | $ (30,381) | $ (6,222) | $ (49,082) | $ (7,826) | |
Net loss per common share, basic and diluted | [1] | $ (0.90) | $ (1.46) | ||
Weighted-average shares of common stock outstanding, basic and diluted | [1] | 33,678,893 | 33,671,298 | ||
[1] | For the three and six months ended June 30, 2020, the Company determined that the attribution of pre-Corporate Reorganization net losses based on the post-Corporate Reorganization capital structure would not meaningfully represent the economic rights of the unit holders. As a result, the Company presents net loss per share information only for the period subsequent to the Corporate Reorganization. (see Note 1). |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Interest expense related party | $ 0 | $ 79 | $ 0 | $ 138 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Class B Units | Common Stock | Additional Paid-In Capital | Accumulate Deficit |
Beginning balance at Dec. 31, 2019 | $ (56,011) | $ 2,295 | $ (148,354) | ||
Net loss | (7,826) | (7,826) | |||
Ending balance at Jun. 30, 2020 | (63,837) | 2,295 | (156,180) | ||
Beginning balance at Mar. 31, 2020 | (57,615) | 2,295 | (149,958) | ||
Net loss | (6,222) | (6,222) | |||
Ending balance at Jun. 30, 2020 | (63,837) | 2,295 | (156,180) | ||
Beginning balance at Dec. 31, 2020 | 209,974 | $ 3 | 300,888 | (90,917) | |
Beginning balance, share at Dec. 31, 2020 | 1,492,059 | 32,171,560 | |||
Stock-based compensation expense | 16,941 | 16,941 | |||
Issuance of common stock under equity incentive plans, share | 138,461 | ||||
Issuance of common stock for Employee Stock Purchase Plan | 190 | 190 | |||
Issuance of common stock for Employee Stock Purchase Plan, share | 5,280 | ||||
Net loss | (49,082) | 0 | (49,082) | ||
Ending balance at Jun. 30, 2021 | 178,023 | $ 0 | $ 3 | 318,019 | (139,999) |
Ending balance, share at Jun. 30, 2021 | 1,492,059 | 32,315,301 | |||
Beginning balance at Mar. 31, 2021 | 195,916 | $ 3 | 305,531 | (109,618) | |
Beginning balance, share at Mar. 31, 2021 | 1,492,059 | 32,171,560 | |||
Stock-based compensation expense | 12,298 | 12,298 | |||
Issuance of common stock under equity incentive plans, share | 138,461 | ||||
Issuance of common stock for Employee Stock Purchase Plan | 190 | 190 | |||
Issuance of common stock for Employee Stock Purchase Plan, share | 5,280 | ||||
Net loss | (30,381) | 0 | (30,381) | ||
Ending balance at Jun. 30, 2021 | $ 178,023 | $ 0 | $ 3 | $ 318,019 | $ (139,999) |
Ending balance, share at Jun. 30, 2021 | 1,492,059 | 32,315,301 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (49,082) | $ (7,826) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 636 | 431 |
Loss on disposal of property and equipment | 4 | 0 |
Change in fair value of derivative liability | 0 | 728 |
Change in fair value of profits interest liability | 0 | (7,601) |
Loss on extinguishment of debt | 0 | 174 |
Stock-based compensation | 16,941 | 0 |
Non-cash interest | 0 | 489 |
Accrued interest | 3 | 813 |
Deferred rent | (111) | (51) |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | (2,646) | 389 |
Accounts payable and accrued expenses | 5,716 | 5,867 |
Deferred revenue | 0 | (279) |
Net cash used in operating activities | (28,539) | (6,866) |
Cash flows from investing activities | ||
Purchases of property and equipment | (736) | (86) |
Net cash used in investing activities | (736) | (86) |
Cash flows from financing activities | ||
Proceeds from issuance of convertible debt | 0 | 2,750 |
Proceeds from issuance of PPP loan | 0 | 682 |
Payment of initial public offering costs | (1,911) | 0 |
Proceeds from issuance of common stock under Employee Stock Purchase Plan | 190 | 0 |
Net cash provided by (used in) financing activities | (1,721) | 3,432 |
Net decrease in cash and cash equivalents | (30,996) | (3,520) |
Cash and cash equivalents, beginning of period | 238,605 | 3,704 |
Cash and cash equivalents, end of period | 207,609 | 184 |
Supplemental disclosure of non-cash investing and financing activities | ||
Unpaid deferred financing costs | 0 | 95 |
Property and equipment additions included in accounts payable and accrued expenses | $ 42 | $ 89 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | 1. Organization and Summary of Significant Accounting Policies Organization BioAtla, LLC was formed in Delaware in March 2007 and converted to a Delaware corporation in July 2020 as part of the Corporate Reorganization defined and described below, and was renamed BioAtla, Inc. (the “Company”). The Company has a proprietary platform for creating biologics, including its conditionally active biologics (“CAB” or “CABs”). CABs have been designed to be active only under certain conditions found in diseased tissue, while remaining inactive in normal tissue. The Company is currently in clinical development of its two lead CAB antibody drug conjugates (“CAB ADC”) targeting AXL and ROR2 receptors. Corporate Reorganization and Series D Financing In July 2020, BioAtla, LLC completed a series of transactions (the “Corporate Reorganization”) in connection with the conversion from a limited liability company into a Delaware corporation, the spin-off of Himalaya Therapeutics SEZC, and the completion of a Series D convertible preferred stock financing. The Corporate Reorganization involved the formation of Himalaya Parent LLC as a wholly owned subsidiary of BioAtla, LLC and the formation of BioAtla MergerSub LLC, as a wholly owned subsidiary of Himalaya Parent LLC. Under the Agreement and Plan of Merger (the “Merger Agreement”), BioAtla, LLC was merged into and with BioAtla MergerSub LLC, with BioAtla, LLC surviving, and the members of BioAtla, LLC immediately prior to the effective time of the Merger Agreement received membership interests, on a one-for-one basis, of Himalaya Parent LLC as consideration, and the then-outstanding warrants to purchase equity of BioAtla, LLC were converted into warrants to purchase common shares of common stock of BioAtla, Inc. (see Note 6). The Himalaya Parent LLC operating agreement provided identical equity rights for the then outstanding units of BioAtla, LLC. In addition: (i) the membership interests of BioAtla, LLC held by Himalaya Parent LLC were exchanged for 6,220,050 shares of BioAtla, Inc. common stock, (ii) BioAtla, Inc. issued an aggregate of 59,164,808 shares of Series D convertible preferred stock to Himalaya Parent LLC and Himalaya Parent LLC issued an aggregate of 59,164,808 Class D units to the holders of convertible notes of BioAtla, LLC in connection with the conversion of their convertible notes into Class D units of Himalaya Parent LLC (see Note 4), (iii) BioAtla, LLC distributed to Himalaya Parent LLC its equity interests in Himalaya Therapeutics SEZC, a then majority-owned subsidiary which is engaged in the development of a set of antibodies in the field of oncology primarily in Greater China, (iv) Himalaya Parent LLC assumed the profits interest liability of BioAtla, LLC (see Note 7) and (v) BioAtla, LLC converted into a Delaware corporation pursuant to a statutory conversion and changed its name to BioAtla, Inc. Following the Corporate Reorganization, Himalaya Parent LLC owned 59,164,808 shares of BioAtla, Inc. Series D convertible preferred stock and 6,220,050 shares of BioAtla, Inc. common stock, all of which were subsequently distributed (the "Distribution") to the members of Himalaya Parent LLC. As a result of the sale of 140,626,711 shares of Series D convertible preferred stock to new investors in July 2020 (see Note 6), BioAtla, Inc. was not controlled by Himalaya Parent LLC and BioAtla, Inc. does not control Himalaya Parent LLC subsequent to the distribution (see further discussion in “Principles of consolidation and deconsolidation” below). All pre-Corporate Reorganization operations, employees, property, assets and obligations of BioAtla, LLC (exclusive of the profits interest liability and Himalaya Therapeutics SEZC now held by Himalaya Parent LLC) are held by BioAtla, Inc. Shares of Series D convertible preferred stock were subsequently converted into common stock as part of the Company's initial public offering ("IPO") in December 2020. Principles of Consolidation and Deconsolidation Prior to the Corporate Reorganization in July 2020, the consolidated financial statements included the accounts of BioAtla, LLC and those of its majority owned subsidiary Himalaya Therapeutics SEZC that had no material operations. Himalaya Therapeutics SEZC also had a wholly owned subsidiary, Himalaya Therapeutics HK Limited that had no material operations. All intercompany balances were eliminated in consolidation. In connection with the Corporate Reorganization, Himalaya Therapeutics SEZC and Himalaya Therapeutics HK Limited were deconsolidated without material impact to the consolidated financial statements. Subsequent to the Corporate Reorganization and subsequent to the Distribution as defined and described above, Himalaya Parent LLC does not control, is not under common control with, and is not consolidated by BioAtla, Inc. and BioAtla, Inc. is a single legal entity with no consolidated variable interest entities ("VIEs") or subsidiaries. Liquidity and Going Concern The Company has incurred cumulative operating losses and negative cash flows from operations since its inception and expects to continue to incur significant expenses and operating losses for the foreseeable future as it continues the development of its product candidates. As of June 30, 2021 , the Company had an accumulated deficit of $ 140.0 million. The Company plans to continue to fund its losses from operations and capital funding needs through public or private equity or debt financings or other sources. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, liquidate assets where possible, or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations and future prospects. Management is required to perform a two-step analysis of the Company’s ability to continue as a going concern. Management must first evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern (Step 1). If management concludes that substantial doubt is raised, management is also required to consider whether its plans alleviate that doubt (Step 2). Management’s assessment included the preparation of cash flow forecasts resulting in management’s conclusion that there is not substantial doubt about the Company’s ability to continue as a going concern as its current cash and cash equivalents will be sufficient to fund the Company’s operations for a period of at least one year from the issuance date of these unaudited condensed consolidated financial statements. Unaudited Interim Financial Information The unaudited condensed consolidated financial statements as of June 30, 2021, and for the three and six months ended June 30, 2021 and 2020, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), and with accounting principles generally accepted in the United States (“GAAP”) applicable to interim financial statements. These unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of only normal recurring accruals, which in the opinion of management are necessary to present fairly the Company’s financial position as of the interim date and results of operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year or future periods. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2020 , included in its Annual Report on Form 10-K filed with the SEC on March 24, 2021. Use of Estimates The preparation of the Company’s consolidated financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes. The most significant estimates in the Company’s consolidated financial statements relate to revenue recognition, accruals for research and development costs, equity-based compensation and fair value measurements. These estimates and assumptions are based on current facts, historical experience 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 revenue and expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. Concentrations of Risk Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Income Taxes In March 2021, the American Rescue Plan (H.R. 1319) was signed into law. This legislation extends and enhances a number of current-law tax incentives for businesses, but also expands the definition of a “covered employee” as defined by Section 162(m)(1) of the Internal Revenue Code. The corporate tax provisions included within the bill are not expected to have a material impact on the Company. Stock-Based Compensation Stock-based compensation expense represents the grant date fair value of equity awards, consisting of stock options, restricted stock units (“RSUs”) and employee stock purchase plan rights, over the requisite service period of the awards (usually the vesting period) on a straight-line basis. The Company estimates the fair value of stock option grants and employee stock purchase plan rights using the Black-Scholes option pricing model. Prior to the Company’s IPO, the fair value of RSUs was based on the estimated fair value of the underlying common stock on the date of grant and, subsequent to the Company’s IPO, the fair value is based on the closing sales price of the Company’s common stock on the date of grant. Equity award forfeitures are recognized as they occur. Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources. There have been no items qualifying as other comprehensive loss and, therefore, for all periods presented, the Company’s comprehensive loss was the same as its reported net loss. Net Loss Per Share Basic net loss per common share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of common stock warrants, RSUs, and common stock options outstanding under the Company’s stock option plan. For the three and six months ended June 30, 2020, the Company determined that the attribution of pre-Corporate Reorganization net loss based on the post-Corporate Reorganization capital structure would not meaningfully represent the economic rights of the unit holders. As a result, the Company presents net loss per share information only for the period subsequent to the Corporate Reorganization. Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalents): June 30, Common stock warrants 717,674 Common stock options 850,149 Restricted stock units 1,781,576 Total 3,349,399 Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases . The new standard establishes a right-of-use model and requires a lessee to recognize on the balance sheet a right-of-use asset and corresponding lease liability for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU No. 2016-02 is effective for annual periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022 and early adoption is permitted. While management is currently assessing the impact this new standard will have, the expected primary impact to its consolidated financial position upon adoption will be the recognition, on a discounted basis, of its minimum commitments under noncancelable operating leases on its consolidated balance sheets resulting in the recording of right of use assets and lease liabilities. The Company’s current minimum commitments under its noncancelable operating leases are disclosed in Note 5. |
Balance Sheet Details
Balance Sheet Details | 6 Months Ended |
Jun. 30, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | 2. Balance Sheet Details Prepaid expenses and other current assets consist of the following (in thousands): June 30, December 31, Prepaid research and development $ 2,915 $ 2,004 Prepaid insurance 1,461 — Other prepaid expenses and current assets 346 72 Total $ 4,722 $ 2,076 Property and equipment consist of the following (in thousands): Useful life June 30, December 31, Furniture, fixtures and office equipment 3 - 7 $ 1,933 $ 1,719 Laboratory equipment 5 2,197 1,790 Leasehold improvements 2 - 3 3,687 3,663 Construction in progress 102 — 7,919 7,172 Less accumulated depreciation and amortization ( 3,696 ) ( 3,070 ) Total $ 4,223 $ 4,102 Accounts payable and accrued expenses consist of the following (in thousands): June 30, December 31, Accounts payable $ 1,283 $ 2,456 Accrued compensation 2,240 2,804 Accrued research and development 11,743 4,852 Accrued equity issuance costs — 1,143 Other accrued expenses 632 813 Total $ 15,898 $ 12,068 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The carrying amounts of the Company’s current financial assets and current financial liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. As of June 30, 2021 and December 31, 2020 , the Company had no financial assets or liabilities measured at fair value on a recurring basis. The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or non-recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. None of the Company’s non-financial assets and liabilities are recorded at fair value on a non-recurring basis. No transfers between levels have occurred during the periods presented. |
Convertible and Other Debt
Convertible and Other Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Convertible and Other Debt | 4. Convertible and Other Debt The Company issued convertible promissory notes between December 2015 and May 2020 totaling $ 21.8 million, of which $ 2.0 million was with related parties. The convertible promissory notes accrued interest at 8 % per annum with maturity dates of five years after issuance . The convertible promissory notes were settled in connection with the Company’s Series D financing in July 2020. As of June 30, 2021 , the Company had $ 0.7 million outstanding under a promissory note issued pursuant to the Paycheck Protection Program (“PPP”) of the CARES Act. On July 2, 2021, the Company received notice from its lender that the U.S. Small Business Administration ("SBA") had approved the Company's application for forgiveness and that there was no remaining balance on the PPP Loan. The Company expects to record the forgiveness as other income in July 2021. For the three and six months ended June 30, 2021 , the Company recognized interest expense related to its outstanding debt of $ 1,000 and $ 3,000 , respectively. For the three and six months ended June 30, 2020, the Company recognized interest expense related to its outstanding debt of $ 0.8 million and $ 1.3 million, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 5. Commitments and Contingencies Operating Lease In June 2017, as amended in January 2019, the Company entered into a non-cancellable operating lease for its corporate headquarters and laboratory space in San Diego, California. The lease commenced in January 2018, the period the Company gained access to the leased space and began recognizing rent expense. The lease expires in July 2025 and the Company has an option to extend the term of the lease for an additional five years. The lease includes certain rent abatement, rent escalations, tenant improvement allowances and additional charges for common area maintenance and other costs. Rent expense for the three and six months ended June 30, 2021 was $ 0.4 million and $ 0.8 million, respectively. Rent expense for the three and six months ended June 30, 2020 was $ 0.5 million and $ 0.9 million, respectively. Expected future minimum payments under the non-cancelable operating lease as of June 30, 2021 are as follows (in thousands): Years ending December 31: Operating 2021 (6 months) $ 741 2022 1,555 2023 1,636 2024 1,685 Thereafter 845 $ 6,462 Contingencies From time to time, the Company may be subject to various claims and suits arising in the ordinary course of business. The Company is not currently a party to any legal proceedings the outcome of which the Company believes, if determined adversely to the Company, would individually or in the aggregate have a material adverse effect on the Company’s business, operating results or financial condition. |
Stockholders'_Members' Equity (
Stockholders'/Members' Equity (Deficit) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stockholders' /Members' Equity (Deficit) | 6. Stockholders’/Members' Equity (Deficit) The statement of members' deficit for the three months ended June 30, 2020 is as follows (in thousands, except unit amounts): Class C Preferred Units Class A Units Additional Accumulated Noncontrolling Total Units Amount Units Amount Capital Deficit Interest Deficit Balance at March 31, 2020 23,968,178 $ 89,345 54,600,000 $ 750 $ 2,295 $ ( 149,958 ) $ ( 47 ) $ ( 57,615 ) Net loss — — — — — ( 6,222 ) — ( 6,222 ) Balance at June 30, 2020 23,968,178 $ 89,345 54,600,000 $ 750 $ 2,295 $ ( 156,180 ) $ ( 47 ) $ ( 63,837 ) The statement of members' deficit for the six months ended June 30, 2020 is as follows (in thousands, except unit amounts): Class C Preferred Units Class A Units Additional Accumulated Noncontrolling Total Units Amount Units Amount Capital Deficit Interest Deficit Balance at December 31, 2019 23,968,178 $ 89,345 54,600,000 $ 750 $ 2,295 $ ( 148,354 ) $ ( 47 ) $ ( 56,011 ) Net loss — — — — — ( 7,826 ) — ( 7,826 ) Balance at June 30, 2020 23,968,178 $ 89,345 54,600,000 $ 750 $ 2,295 $ ( 156,180 ) $ ( 47 ) $ ( 63,837 ) Initial Public Offering and Related Transactions In December 2020, the Company completed its IPO selling 12,075,000 shares of its common stock at $ 18.00 per share. Proceeds from the Company’s IPO, net of underwriting discounts and commissions and other offering costs, were $ 198.3 million. In connection with the IPO, all 199,791,519 shares of convertible preferred stock outstanding at the time of the IPO converted into 13,876,510 shares of the Company’s common stock and 1,492,059 shares of the Company’s Class B common stock. 2020 Equity Incentive Plan On October 29, 2020, the Company’s board of directors approved the adoption of the BioAtla, Inc. 2020 Equity Incentive Plan (the “2020 Plan”) and approved certain amendments to the 2020 Plan in December 2020. The Company’s stockholders approved the 2020 Plan, as amended, in December 2020. Under the 2020 Plan, the Company may grant awards of common stock to the Company’s employees, consultants and non-employee directors pursuant to option awards, stock appreciation rights awards, restricted stock awards, restricted stock unit awards, performance stock awards, performance stock unit awards and other stock-based awards. As of June 30, 2021 and December 31, 2020 , the total number of common shares authorized for issuance under the 2020 Plan was 6,226,540 and 4,939,678 , respectively. On January 1st of each year, commencing with the first January 1st following the effective date of the 2020 Plan, the shares authorized for issuance under the 2020 Plan shall be increased by a number of shares equal to the lesser of 4% of the total number of shares outstanding on the immediately preceding December 31st and such lesser number of shares determined by the Company’s board of directors. The maximum term of the options granted under the 2020 Plan is no more than ten years. Awards under the 2020 Plan generally vest at 25 % one year from the vesting commencement date and ratably each month thereafter for a period of 36 months , subject to continuous service. There was no stock-based compensation expense reported for the three and six months ended June 30, 2020 as the 2020 Plan was not yet adopted. Stock-based compensation expense for the three and six months ended June 30, 2021 has been reported in the consolidated statements of operations and comprehensive loss as follows (in thousands): Three Months Six Months Research and development $ 1,154 $ 2,109 General and administrative 11,144 14,832 Total $ 12,298 $ 16,941 Restricted Stock Units The following table summarizes RSU activity under the 2020 Plan for the six months ended June 30, 2021: Number of Weighted - Average Outstanding at December 31, 2020 1,920,037 $ 18.00 Vested ( 138,461 ) $ 18.00 Outstanding at June 30, 2021 1,781,576 $ 18.00 As of June 30, 2021, total unrecognized stock-based compensation expense for RSUs was $ 23.0 million, which is expected to be recognized over a remaining weighted-average period of approximately 2.7 years. During the six months ended June 30, 2021, the Company modified 138,461 RSU's under the Transition Agreement (See Note 9). Stock Options The following table summarizes stock option activity under the 2020 Plan for the six months ended June 30, 2021 (in thousands, except share and per share data and years): Number of Weighted - Average Weighted -Average Aggregate Balance at December 31, 2020 615,106 $ 18.00 9.95 $ 9,848 Granted 235,043 $ 44.57 Balance at June 30, 2021 850,149 $ 25.35 9.48 $ 15,199 Vested and expected to vest at June 30, 2021 850,149 $ 25.35 9.48 $ 15,199 Exercisable at June 30, 2021 7,747 $ 18.00 0.16 $ 189 As of June 30, 2021 , total unrecognized stock-based compensation cost for unvested common stock options was $ 12.6 million, which is expected to be recognized over a remaining weighted-average period of approximately 3.4 years. The weighted- average grant date fair value of stock options granted during the six months ended June 30, 2021 was $ 28.91 per share. During the six months ended June 30, 2021, the Company modified 7,747 stock options under the Transition Agreement (See Note 9). The assumptions used in the Black-Scholes option pricing model to determine the fair value of stock option grants were as follows: Six Months Expected volatility 74.76 % Risk-free interest rate 0.98 % Expected dividend yield 0.0 % Expected term 5.94 years Expected volatility. As the Company’s common stock does not have a significant trading history, the expected volatility assumption is based on volatilities of a peer group of similar companies whose share prices are publicly available. The peer group was developed based on companies in the biotechnology industry. Risk-free interest rate. The Company bases the risk-free interest rate assumption on the U.S. Treasury’s rates for U.S. Treasury zero-coupon bonds with maturities similar to those of the expected term of the award being valued. Expected dividend yield. The Company bases the expected dividend yield assumption on the fact that it has never paid cash dividends and has no present plans to pay cash dividends. Expected term. For employees, the expected term represents the period of time that options are expected to be outstanding. Because the Company has minimal historical exercise behavior, it determines the expected life assumption using the simplified method, which is an average of the contractual term of the option and its vesting period. For nonemployees, the expected term is generally the contractual term of the option. Employee Stock Purchase Plan In December 2020, the Company’s board of directors and stockholders approved the BioAtla, Inc. Employee Stock Purchase Plan (the “ESPP”). The ESPP permits participants to purchase common stock through payroll deductions of up to 15 % of their eligible compensation. As of June 30, 2021 and December 31, 2020 , a total of 833,993 shares and 464,829 shares, respectively, of common stock were authorized for issuance under the ESPP. The number of shares of common stock authorized for issuance will automatically increase on January 1 of each calendar year, from January 1, 2021 through January 1, 2030 by the least of (i) 1.0 % of the total number of common shares of our common stock outstanding on December 31 of the preceding calendar year (calculated on a fully diluted basis), (ii) 929,658 common shares or (iii) a number determined by the Company’s board of directors that is less than (i) and (ii). In February 2021, employees began to enroll in the ESPP and the Company’s first offering period commenced. The Company's first ESPP purchase transaction occurred on June 30, 2021. During the six months ended June 30, 2021, the Company issued 5,280 shares of common stock under the ESPP. As of June 30, 2021, 828,713 shares of common stock remained available for issuance under the ESPP. Stock-based compensation expense related to the ESPP for the three and six months ended June 30, 2021 was immaterial. Common Stock Warrants Upon adoption of ASU No. 2018-07 on October 1, 2020, the measurement date of the warrants described below became fixed in accordance with the guidance, and such fair value was nominal since the warrants were deeply out-of-the-money. As of June 30, 2021 all the common stock warrants below are exercisable and expire as follows: Outstanding Exercise Price Expiration Date 566,586 $ 88.25 December 17, 2021 151,088 $ 132.37 March 12, 2022 717,674 Common Stock Reserved for Future Issuance Common stock reserved for future issuance are as follows in common equivalent shares: June 30, December 31, Warrants for the purchase of common stock 717,674 717,674 Common stock options and restricted stock units issued and 2,631,725 2,535,143 Awards available for future issuance under the 2020 Plan 3,456,354 2,404,535 Awards available for future issuance under the ESPP 828,713 464,829 Total common stock reserved for future issuance 7,634,466 6,122,181 |
Profits Interest Incentive Plan
Profits Interest Incentive Plan | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Profits Interest Incentive Plan | 7. Profits Interest Incentive Plan Prior to the Corporate Reorganization in July 2020, the Company maintained a Profits Interest Incentive Plan (the “Plan”) for selected employees, consultants and other service providers. The Class B units generally vested over four years , were subject to continued service requirements, and only provide the participants with benefits (in the form of distributions) if the distributions from BioAtla exceed specified threshold values. Generally, upon termination of services, all unvested Class B units were forfeited to the Company and the Company had the right, but not the obligation, to repurchase the vested Class B units within two years at the termination date fair value. The Class B unit repurchase would be settled in cash, at all times at the option of the Company, and the holder did not have the right to put the Class B units to the Company under any condition. Vested Class B units that are neither repurchased by the Company nor forfeited remained subject to the terms of the Company’s operating agreement. The Class B units were not subject to sale, assignment, transfer, pledge, or allowed to be otherwise encumbered or disposed of without prior written consent of the Company. The Class B units were liability awards pursuant to authoritative guidance, which required the Company to record a liability based on the fair value of the Class B units as of each reporting period. Through the date of the Corporate Reorganization, the fair value of the liability awards was determined based on the Company’s estimated enterprise value, which was allocated based on a hybrid model that, in addition to the option pricing model, considering the Company’s expected IPO. Under the option pricing method, units were valued by creating a series of call options with exercise prices based on the liquidation preferences and conversion terms of each unit class. The allocation of equity-based compensation for all Class B units is as follows (in thousands): Three Months Six Months Research and development $ ( 837 ) $ ( 3,360 ) General and administrative ( 1,061 ) ( 4,241 ) Total $ ( 1,898 ) $ ( 7,601 ) |
Collaboration, License and Opti
Collaboration, License and Option Agreements | 6 Months Ended |
Jun. 30, 2021 | |
Collaboration License And Option Agreements [Abstract] | |
Collaboration, License and Option Agreements | 8. Collaboration, License and Option Agreements Global Co-Development and Collaboration Agreement with BeiGene In April 2019, the Company entered into a Global Co-Development and Collaboration agreement (the “BeiGene Collaboration”) with BeiGene, Ltd. and BeiGene Switzerland GmbH (collectively “BeiGene”), a commercial-stage biopharmaceutical company, for the development, manufacturing and commercialization of the Company’s investigational CAB CTLA-4 antibody (BA3071). The Company and BeiGene amended the Global Co-Development and Collaboration agreement in December 2019 and in October 2020 (the “Amended BeiGene Collaboration”). Under the BeiGene Collaboration the Company would co-develop the CAB-CTLA-4 antibody to reach defined early clinical objectives (“POC Milestone”), whereby the Company would perform the development activities (“Development Services”) and BeiGene would reimburse the Company for a portion of the costs incurred by the Company for these Development Services subsequent to the filing of an Investigational New Drug Application (“IND”). Following the POC Milestone, BeiGene would then lead the parties’ joint efforts to develop the product candidate and be responsible for global regulatory filings and commercialization. Subject to the terms of the agreement, BeiGene will hold a co-exclusive license with the Company to develop and manufacture the product candidate globally and an exclusive license to commercialize the product candidate globally. BeiGene will be responsible for all costs of development, manufacturing and commercialization in China, parts of the Middle East and Asia (excluding Japan), Australia and New Zealand (the “BeiGene Territory”), and the parties would share development and manufacturing costs and commercial profits and losses upon specified terms in the rest of the world that are not part of the BeiGene Territory (the “ROW”). Subject to earlier termination, the BeiGene Collaboration shall remain in effect, on a country-by-country basis until the earlier of ten years following commercial sale or upon such time that the parties cease pursuing commercialization. Unless terminated early, at the expiration date BeiGene retains all licensing rights in the applicable territories. BeiGene may terminate the BeiGene Collaboration at any time after the one-year anniversary of the agreement subject to 90 days written notice, or any time subject to 45 days’ notice if it is determined that the proof of concept ("POC") milestone or technological or scientific feasibility will not be achieved. The BeiGene Collaboration also contains customary provisions for termination by either party, including the event of breach of the BeiGene Collaboration, subject to cure. In 2019, BeiGene paid the Company an upfront non-refundable payment of $ 20.0 million and paid the Company $ 5.0 million for the reimbursement of manufacturing costs. Under the BeiGene Collaboration, the Company was eligible to receive variable consideration for subsequent development and regulatory milestones globally and commercial milestones in the BeiGene Territory and tiered royalties ranging from the mid-single digits to the mid-double digits based on net sales in the BeiGene Territory. The Company concluded that the BeiGene Collaboration is a contract with a customer and applied relevant guidance from Topic 606 through reaching the POC milestone as the licenses to intellectual property granted to BeiGene and the obligation to perform research and development services are outputs of the Company’s ongoing activities. The Company identified material promises in the BeiGene Collaboration through POC milestone, consisting of the licenses described above and the Development Services. It was determined that the licenses are not distinct from the development services resulting in a single performance obligation. In accordance with Topic 606, the Company determined the transaction price of the agreement is limited to the $ 25.0 million received, and excluded the variable consideration of expense reimbursements, milestone payments and royalties as they are fully constrained. The expense reimbursements were included in the transaction price in the reporting period the Company concluded it was probable that inclusion of such amounts in the transaction price would not result in a significant reversal in revenue recognized. As part of the Company’s evaluation of the milestone constraints, the Company determined the achievement of such milestones are contingent upon success in future developments, regulatory approvals and commercial activities which are not within its control and are uncertain at this stage. Variable consideration related to royalties will be recognized when the related sales occur. Under the terms of the Amended BeiGene Collaboration, BeiGene is generally responsible for developing BA3071 and is responsible for global regulatory filings and commercialization. Subject to the terms of the Amended BeiGene Collaboration, BeiGene holds an exclusive license with the Company to develop and manufacture the BA3071 candidate globally, and BeiGene is responsible for all costs of development, manufacturing and commercialization globally. The Amended BeiGene Collaboration provides that the Company is eligible to receive tiered royalties, ranging from the high-single digits to the low twenties, on sales worldwide, up to $ 225.5 million in subsequent development and regulatory milestone payments globally and commercial milestones in the BeiGene territory (reduced from $ 249 million under the BeiGene Collaboration), and a $ 5.0 million milestone payment upon the completion of the Company’s amended performance obligations, including the transfer of the master cell bank for BA3071 and other know-how. Under the Amended BeiGene Collaboration, the Company’s amended performance obligation is satisfied at a point in time determined to be when BeiGene has received the know-how and master cell bank for BA3071. Until then BeiGene cannot benefit from the ability to further develop and manufacture the BA3071 candidate. Under the original collaboration agreement, the Company recognized revenue over time using an input method based on actual costs incurred compared to estimated total costs expected to be incurred to fulfill its performance obligation to perform development services. For the three and six months ended June 30, 2021 , the Company did no t recognize any revenue related to the collaboration agreement with BeiGene. As of June 30, 2021 and December 31, 2020 , the Company had $ 19.8 million of related deferred revenue which was classified as current. The deferred revenue is expected to be earned upon transfer of the know-how and master cell bank within the next twelve months. Service Contracts Prior to developing its own programs, the Company entered into various fixed price research services contracts. In connection with these service contracts, the Company may receive future milestone payments if certain clinical, regulatory and commercialization milestones are achieved. The Company is also eligible to receive royalties based on certain product sales. The Company recognized revenue of $ 0.3 million, included in Collaboration and Other Revenue, for the three and six months ended June 30, 2021 related to the achievement of a clinical milestone on a fixed price service contract. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related party transactions | 9. Related Party Transactions Biotech Investment Group, LLC Prior to the Corporate Reorganization, Biotech Investment Group, LLC (“BIG”), was a principal owner, related party of the Company and affiliated with Biotech Investment Group II LLC (“BIG II”). Subsequent to the Corporate Reorganization, BIG is no longer a principal owner and, as a result, neither BIG nor its affiliates are related parties of the Company. Biotech Investment Group II LLC For the three and six months ended June 30, 2020 , the Company recognized interest expense (including amortization of debt discounts) of $ 20,000 and $ 40,000 , respectively, related to an outstanding convertible promissory note payable to BIG II. The convertible promissory note payable to BIG II was settled in connection with the Corporate Reorganization in July 2020 . Dr. Jay Short and Carolyn Anderson Short Convertible Promissory Notes For the three and six months ended June 30, 2020, the Company recognized interest expense (including amortization of debt discounts) of $ 59,000 and $ 98,000 respectively, related to outstanding convertible promissory notes payable to Dr. Jay Short and Carolyn Anderson Short. The convertible promissory notes payable to Dr. Jay Short and Carolyn Anderson Short were settled in connection with the Corporate Reorganization in July 2020 . Transition Agreement On March 18, 2021, the Company and Carolyn Anderson Short, its co-founder and former Chief of Intellectual Property & Strategy, mutually agreed that Ms. Short would depart the Company on May 31, 2021 following an agreed upon transition period. The Transition Agreement provides for the following severance benefits in exchange for a release of claims by Ms. Short: (i) a lump sum payment equal to eighteen (18) months of Ms. Short’s current base salary, (ii) a payment at her targeted bonus rate for 2021, pro-rated to the separation date, and (iii) accelerated full vesting of her equity awards including 7,747 stock options and 138,461 restricted stock units. The modification of these equity awards resulted in an incremental fair value of $ 7.0 million which was recognized on a straight-line basis over the transition service period. For the three and six months ended June 30, 2021 , the Company recognized $ 0.8 million and $ 1.0 million, respectively, related to the lump sum salary payment and target bonus. The Company also recognized non-cash stock-based compensation charges of $ 8.4 million and $ 9.4 million related to the modified equity awards for the three and six months ended June 30, 2021, respectively. No unrecognized stock-based compensation remained as of June 30, 2021. |
401(k) Plan
401(k) Plan | 6 Months Ended |
Jun. 30, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
401(k) Plan | 10. 401(k) Plan The Company maintains a defined contribution 401(k) plan available to eligible employees. Employee contributions are voluntary and are determined on an individual basis, limited to the maximum amount allowable under federal tax regulations. The Company, at its discretion, may make certain matching contributions to the 401(k) plan. As of June 30, 2021 and December 31, 2020 , the Company had no t made any matching contributions. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Organization | Organization BioAtla, LLC was formed in Delaware in March 2007 and converted to a Delaware corporation in July 2020 as part of the Corporate Reorganization defined and described below, and was renamed BioAtla, Inc. (the “Company”). The Company has a proprietary platform for creating biologics, including its conditionally active biologics (“CAB” or “CABs”). CABs have been designed to be active only under certain conditions found in diseased tissue, while remaining inactive in normal tissue. The Company is currently in clinical development of its two lead CAB antibody drug conjugates (“CAB ADC”) targeting AXL and ROR2 receptors. |
Corporate Reorganization and Series D Financing | Corporate Reorganization and Series D Financing In July 2020, BioAtla, LLC completed a series of transactions (the “Corporate Reorganization”) in connection with the conversion from a limited liability company into a Delaware corporation, the spin-off of Himalaya Therapeutics SEZC, and the completion of a Series D convertible preferred stock financing. The Corporate Reorganization involved the formation of Himalaya Parent LLC as a wholly owned subsidiary of BioAtla, LLC and the formation of BioAtla MergerSub LLC, as a wholly owned subsidiary of Himalaya Parent LLC. Under the Agreement and Plan of Merger (the “Merger Agreement”), BioAtla, LLC was merged into and with BioAtla MergerSub LLC, with BioAtla, LLC surviving, and the members of BioAtla, LLC immediately prior to the effective time of the Merger Agreement received membership interests, on a one-for-one basis, of Himalaya Parent LLC as consideration, and the then-outstanding warrants to purchase equity of BioAtla, LLC were converted into warrants to purchase common shares of common stock of BioAtla, Inc. (see Note 6). The Himalaya Parent LLC operating agreement provided identical equity rights for the then outstanding units of BioAtla, LLC. In addition: (i) the membership interests of BioAtla, LLC held by Himalaya Parent LLC were exchanged for 6,220,050 shares of BioAtla, Inc. common stock, (ii) BioAtla, Inc. issued an aggregate of 59,164,808 shares of Series D convertible preferred stock to Himalaya Parent LLC and Himalaya Parent LLC issued an aggregate of 59,164,808 Class D units to the holders of convertible notes of BioAtla, LLC in connection with the conversion of their convertible notes into Class D units of Himalaya Parent LLC (see Note 4), (iii) BioAtla, LLC distributed to Himalaya Parent LLC its equity interests in Himalaya Therapeutics SEZC, a then majority-owned subsidiary which is engaged in the development of a set of antibodies in the field of oncology primarily in Greater China, (iv) Himalaya Parent LLC assumed the profits interest liability of BioAtla, LLC (see Note 7) and (v) BioAtla, LLC converted into a Delaware corporation pursuant to a statutory conversion and changed its name to BioAtla, Inc. Following the Corporate Reorganization, Himalaya Parent LLC owned 59,164,808 shares of BioAtla, Inc. Series D convertible preferred stock and 6,220,050 shares of BioAtla, Inc. common stock, all of which were subsequently distributed (the "Distribution") to the members of Himalaya Parent LLC. As a result of the sale of 140,626,711 shares of Series D convertible preferred stock to new investors in July 2020 (see Note 6), BioAtla, Inc. was not controlled by Himalaya Parent LLC and BioAtla, Inc. does not control Himalaya Parent LLC subsequent to the distribution (see further discussion in “Principles of consolidation and deconsolidation” below). All pre-Corporate Reorganization operations, employees, property, assets and obligations of BioAtla, LLC (exclusive of the profits interest liability and Himalaya Therapeutics SEZC now held by Himalaya Parent LLC) are held by BioAtla, Inc. Shares of Series D convertible preferred stock were subsequently converted into common stock as part of the Company's initial public offering ("IPO") in December 2020. |
Principles of Consolidation and Deconsolidation | Principles of Consolidation and Deconsolidation Prior to the Corporate Reorganization in July 2020, the consolidated financial statements included the accounts of BioAtla, LLC and those of its majority owned subsidiary Himalaya Therapeutics SEZC that had no material operations. Himalaya Therapeutics SEZC also had a wholly owned subsidiary, Himalaya Therapeutics HK Limited that had no material operations. All intercompany balances were eliminated in consolidation. In connection with the Corporate Reorganization, Himalaya Therapeutics SEZC and Himalaya Therapeutics HK Limited were deconsolidated without material impact to the consolidated financial statements. Subsequent to the Corporate Reorganization and subsequent to the Distribution as defined and described above, Himalaya Parent LLC does not control, is not under common control with, and is not consolidated by BioAtla, Inc. and BioAtla, Inc. is a single legal entity with no consolidated variable interest entities ("VIEs") or subsidiaries. |
Liquidity and Going Concern | Liquidity and Going Concern The Company has incurred cumulative operating losses and negative cash flows from operations since its inception and expects to continue to incur significant expenses and operating losses for the foreseeable future as it continues the development of its product candidates. As of June 30, 2021 , the Company had an accumulated deficit of $ 140.0 million. The Company plans to continue to fund its losses from operations and capital funding needs through public or private equity or debt financings or other sources. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, liquidate assets where possible, or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations and future prospects. Management is required to perform a two-step analysis of the Company’s ability to continue as a going concern. Management must first evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern (Step 1). If management concludes that substantial doubt is raised, management is also required to consider whether its plans alleviate that doubt (Step 2). Management’s assessment included the preparation of cash flow forecasts resulting in management’s conclusion that there is not substantial doubt about the Company’s ability to continue as a going concern as its current cash and cash equivalents will be sufficient to fund the Company’s operations for a period of at least one year from the issuance date of these unaudited condensed consolidated financial statements. |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The unaudited condensed consolidated financial statements as of June 30, 2021, and for the three and six months ended June 30, 2021 and 2020, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), and with accounting principles generally accepted in the United States (“GAAP”) applicable to interim financial statements. These unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of only normal recurring accruals, which in the opinion of management are necessary to present fairly the Company’s financial position as of the interim date and results of operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year or future periods. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2020 , included in its Annual Report on Form 10-K filed with the SEC on March 24, 2021. |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes. The most significant estimates in the Company’s consolidated financial statements relate to revenue recognition, accruals for research and development costs, equity-based compensation and fair value measurements. These estimates and assumptions are based on current facts, historical experience 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 revenue and expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. |
Concentrations of Risk | Concentrations of Risk Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. |
Income Taxes | Income Taxes In March 2021, the American Rescue Plan (H.R. 1319) was signed into law. This legislation extends and enhances a number of current-law tax incentives for businesses, but also expands the definition of a “covered employee” as defined by Section 162(m)(1) of the Internal Revenue Code. The corporate tax provisions included within the bill are not expected to have a material impact on the Company. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense represents the grant date fair value of equity awards, consisting of stock options, restricted stock units (“RSUs”) and employee stock purchase plan rights, over the requisite service period of the awards (usually the vesting period) on a straight-line basis. The Company estimates the fair value of stock option grants and employee stock purchase plan rights using the Black-Scholes option pricing model. Prior to the Company’s IPO, the fair value of RSUs was based on the estimated fair value of the underlying common stock on the date of grant and, subsequent to the Company’s IPO, the fair value is based on the closing sales price of the Company’s common stock on the date of grant. Equity award forfeitures are recognized as they occur. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources. There have been no items qualifying as other comprehensive loss and, therefore, for all periods presented, the Company’s comprehensive loss was the same as its reported net loss. |
Net Loss Per Share | Net Loss Per Share Basic net loss per common share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of common stock warrants, RSUs, and common stock options outstanding under the Company’s stock option plan. For the three and six months ended June 30, 2020, the Company determined that the attribution of pre-Corporate Reorganization net loss based on the post-Corporate Reorganization capital structure would not meaningfully represent the economic rights of the unit holders. As a result, the Company presents net loss per share information only for the period subsequent to the Corporate Reorganization. Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalents): June 30, Common stock warrants 717,674 Common stock options 850,149 Restricted stock units 1,781,576 Total 3,349,399 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases . The new standard establishes a right-of-use model and requires a lessee to recognize on the balance sheet a right-of-use asset and corresponding lease liability for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU No. 2016-02 is effective for annual periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022 and early adoption is permitted. While management is currently assessing the impact this new standard will have, the expected primary impact to its consolidated financial position upon adoption will be the recognition, on a discounted basis, of its minimum commitments under noncancelable operating leases on its consolidated balance sheets resulting in the recording of right of use assets and lease liabilities. The Company’s current minimum commitments under its noncancelable operating leases are disclosed in Note 5. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Anti-dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share | Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalents): June 30, Common stock warrants 717,674 Common stock options 850,149 Restricted stock units 1,781,576 Total 3,349,399 |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule Of Prepaid Expenses Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): June 30, December 31, Prepaid research and development $ 2,915 $ 2,004 Prepaid insurance 1,461 — Other prepaid expenses and current assets 346 72 Total $ 4,722 $ 2,076 |
Schedule of Property and Equipment | Property and equipment consist of the following (in thousands): Useful life June 30, December 31, Furniture, fixtures and office equipment 3 - 7 $ 1,933 $ 1,719 Laboratory equipment 5 2,197 1,790 Leasehold improvements 2 - 3 3,687 3,663 Construction in progress 102 — 7,919 7,172 Less accumulated depreciation and amortization ( 3,696 ) ( 3,070 ) Total $ 4,223 $ 4,102 |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consist of the following (in thousands): June 30, December 31, Accounts payable $ 1,283 $ 2,456 Accrued compensation 2,240 2,804 Accrued research and development 11,743 4,852 Accrued equity issuance costs — 1,143 Other accrued expenses 632 813 Total $ 15,898 $ 12,068 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Expected Future Minimum Payments Under The Non Cancelable Operating Lease | Expected future minimum payments under the non-cancelable operating lease as of June 30, 2021 are as follows (in thousands): Years ending December 31: Operating 2021 (6 months) $ 741 2022 1,555 2023 1,636 2024 1,685 Thereafter 845 $ 6,462 |
Stockholders'_Members' Equity_2
Stockholders'/Members' Equity (Deficit) (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of members' deficit | The statement of members' deficit for the three months ended June 30, 2020 is as follows (in thousands, except unit amounts): Class C Preferred Units Class A Units Additional Accumulated Noncontrolling Total Units Amount Units Amount Capital Deficit Interest Deficit Balance at March 31, 2020 23,968,178 $ 89,345 54,600,000 $ 750 $ 2,295 $ ( 149,958 ) $ ( 47 ) $ ( 57,615 ) Net loss — — — — — ( 6,222 ) — ( 6,222 ) Balance at June 30, 2020 23,968,178 $ 89,345 54,600,000 $ 750 $ 2,295 $ ( 156,180 ) $ ( 47 ) $ ( 63,837 ) The statement of members' deficit for the six months ended June 30, 2020 is as follows (in thousands, except unit amounts): Class C Preferred Units Class A Units Additional Accumulated Noncontrolling Total Units Amount Units Amount Capital Deficit Interest Deficit Balance at December 31, 2019 23,968,178 $ 89,345 54,600,000 $ 750 $ 2,295 $ ( 148,354 ) $ ( 47 ) $ ( 56,011 ) Net loss — — — — — ( 7,826 ) — ( 7,826 ) Balance at June 30, 2020 23,968,178 $ 89,345 54,600,000 $ 750 $ 2,295 $ ( 156,180 ) $ ( 47 ) $ ( 63,837 ) |
Schedule of Stock-Based Compensation Expense | Stock-based compensation expense for the three and six months ended June 30, 2021 has been reported in the consolidated statements of operations and comprehensive loss as follows (in thousands): Three Months Six Months Research and development $ 1,154 $ 2,109 General and administrative 11,144 14,832 Total $ 12,298 $ 16,941 |
Summary of Restricted Stock Units | The following table summarizes RSU activity under the 2020 Plan for the six months ended June 30, 2021: Number of Weighted - Average Outstanding at December 31, 2020 1,920,037 $ 18.00 Vested ( 138,461 ) $ 18.00 Outstanding at June 30, 2021 1,781,576 $ 18.00 |
Summary of Stock Option Activity | The following table summarizes stock option activity under the 2020 Plan for the six months ended June 30, 2021 (in thousands, except share and per share data and years): Number of Weighted - Average Weighted -Average Aggregate Balance at December 31, 2020 615,106 $ 18.00 9.95 $ 9,848 Granted 235,043 $ 44.57 Balance at June 30, 2021 850,149 $ 25.35 9.48 $ 15,199 Vested and expected to vest at June 30, 2021 850,149 $ 25.35 9.48 $ 15,199 Exercisable at June 30, 2021 7,747 $ 18.00 0.16 $ 189 |
Summary of Assumptions Used in Black-Scholes Model | The assumptions used in the Black-Scholes option pricing model to determine the fair value of stock option grants were as follows: Six Months Expected volatility 74.76 % Risk-free interest rate 0.98 % Expected dividend yield 0.0 % Expected term 5.94 years |
Schedule of Common Stock Warrants | As of June 30, 2021 all the common stock warrants below are exercisable and expire as follows: Outstanding Exercise Price Expiration Date 566,586 $ 88.25 December 17, 2021 151,088 $ 132.37 March 12, 2022 717,674 |
Schedule of Common Stock Reserved for Future Issuance | Common stock reserved for future issuance are as follows in common equivalent shares: June 30, December 31, Warrants for the purchase of common stock 717,674 717,674 Common stock options and restricted stock units issued and 2,631,725 2,535,143 Awards available for future issuance under the 2020 Plan 3,456,354 2,404,535 Awards available for future issuance under the ESPP 828,713 464,829 Total common stock reserved for future issuance 7,634,466 6,122,181 |
Profits Interest Incentive Pl_2
Profits Interest Incentive Plan (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Allocation of equity-based Compensation for all class B units | The allocation of equity-based compensation for all Class B units is as follows (in thousands): Three Months Six Months Research and development $ ( 837 ) $ ( 3,360 ) General and administrative ( 1,061 ) ( 4,241 ) Total $ ( 1,898 ) $ ( 7,601 ) |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |
Jul. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Organization And Summary Of Significant Accounting Policies [Line Items] | |||
Entity incorporation state country code | DE | ||
Company formation date | 2007-03 | ||
Entity incorporation, date of incorporation | Jul. 13, 2020 | ||
Common stock, shares issued (in shares) | 6,220,050 | 32,315,301 | 32,171,560 |
Preferred stock, shares issued (in shares) | 0 | 0 | |
Accumulated deficit | $ 139,999 | $ 90,917 | |
Series D Convertible Preferred Stock | |||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||
Common stock, shares issued (in shares) | 59,164,808 | ||
Preferred stock, shares issued (in shares) | 59,164,808 | ||
Subsequent sale of convertible preferred stock to new investors, Shares | 140,626,711 |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Schedule of Anti-dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share (Details) | 6 Months Ended |
Jun. 30, 2021shares | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Anti-dilutive securities excluded from calculation of diluted net loss per share | 3,349,399 |
Common Stock Warrants | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Anti-dilutive securities excluded from calculation of diluted net loss per share | 717,674 |
Common Stock Options | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Anti-dilutive securities excluded from calculation of diluted net loss per share | 850,149 |
Restricted Stock Units | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Anti-dilutive securities excluded from calculation of diluted net loss per share | 1,781,576 |
Balance Sheet Details - Schedul
Balance Sheet Details - Schedule Of Prepaid Expenses Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Balance Sheet Related Disclosures [Abstract] | ||
Prepaid research and development | $ 2,915 | $ 2,004 |
Prepaid insurance | 1,461 | 0 |
Other prepaid expenses and current assets | 346 | 72 |
Total | $ 4,722 | $ 2,076 |
Balance Sheet Details - Sched_2
Balance Sheet Details - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 7,919 | $ 7,172 |
Less accumulated depreciation and amortization | (3,696) | (3,070) |
Total | 4,223 | 4,102 |
Furniture Fixtures And Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,933 | 1,719 |
Furniture Fixtures And Office Equipment | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment useful life | 3 years | |
Furniture Fixtures And Office Equipment | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment useful life | 7 years | |
Laboratory Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment useful life | 5 years | |
Property, plant and equipment, gross | $ 2,197 | 1,790 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 3,687 | 3,663 |
Leasehold Improvements | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment useful life | 2 years | |
Leasehold Improvements | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment useful life | 3 years | |
Construction In Process | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 102 | $ 0 |
Balance Sheet Details - Sched_3
Balance Sheet Details - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Balance Sheet Related Disclosures [Abstract] | ||
Accounts payable | $ 1,283 | $ 2,456 |
Accrued compensation | 2,240 | 2,804 |
Accrued research and development | 11,743 | 4,852 |
Accrued equity issuance costs | 0 | 1,143 |
Other accrued expenses | 632 | 813 |
Total | $ 15,898 | $ 12,068 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Assets measured at fair value | $ 0 | $ 0 |
Convertible and Other Debt - Ad
Convertible and Other Debt - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 54 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | May 31, 2020 | |
Debt Instrument [Line Items] | |||||
Debt description | The Company issued convertible promissory notes between December 2015 and May 2020 totaling $21.8 million, of which $2.0 million was with related parties. The convertible promissory notes accrued interest at 8% per annum with maturity dates of five years after issuance. The convertible promissory notes were settled in connection with the Company’s Series D financing in July 2020. | ||||
Interest Expense | $ 1,000 | $ 754,000 | $ 3,000 | $ 1,301,000 | |
Debt Instrument Outstanding Principal Amount | $ 700,000 | $ 700,000 | |||
Convertible Promissory Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | $ 21,800,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | |||
Related Party Transaction, Amounts of Transaction | $ 2,000,000 | ||||
Debt Instrument, Maturity Date, Description | five years after issuance | ||||
Outstanding Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense | $ 1,000 | $ 800,000 | $ 3,000 | $ 1,300,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |||||
Option to extend the term of the lease | The lease commenced in January 2018, the period the Company gained access to the leased space and began recognizing rent expense. The lease expires in July 2025 and the Company has an option to extend the term of the lease for an additional five years. | ||||
Rent expense | $ 0.4 | $ 0.5 | $ 0.8 | $ 0.9 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Expected Future Minimum Payments Under the Non Cancelable Operating Lease (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2021 (6 months) | $ 741 |
2022 | 1,555 |
2023 | 1,636 |
2024 | 1,685 |
Thereafter | 845 |
Operating Leases, Future Minimum Payments Due | $ 6,462 |
Stockholders'_Members' Equity_3
Stockholders'/Members' Equity (Deficit) - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Mar. 31, 2021 | Jul. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Class Of Stock [Line Items] | ||||||||||
Beginning balances | $ 209,974,000 | $ 178,023,000 | $ (63,837,000) | $ 178,023,000 | $ (63,837,000) | $ 209,974,000 | $ 195,916,000 | $ (57,615,000) | $ (56,011,000) | |
Payment of initial public offering costs | $ (1,911,000) | 0 | ||||||||
Common stock, shares issued (in shares) | 32,171,560 | 32,315,301 | 32,315,301 | 32,171,560 | 6,220,050 | |||||
Stock-based compensation | $ 12,298,000 | $ 0 | $ 16,941,000 | $ 0 | ||||||
Total number of common shares reserved for issuance | 6,122,181 | 7,634,466 | 7,634,466 | 6,122,181 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 15.00% | |||||||||
Common Stock Capital Shares Reserved For Future Issuance | 6,122,181 | 7,634,466 | 7,634,466 | 6,122,181 | ||||||
Common stock authorized for issuance under plan | 350,000,000 | 350,000,000 | 350,000,000 | 350,000,000 | ||||||
Equity Option | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Share-based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 12,600,000 | $ 12,600,000 | ||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 3 years 4 months 24 days | |||||||||
Share-based Payment Arrangement, Plan Modification, Number of Shares | 7,747 | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Weighted Average Grant Date Fair Value | $ 28.91 | |||||||||
Restricted Stock Units | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock, shares issued (in shares) | 2,535,143 | 2,631,725 | 2,631,725 | 2,535,143 | ||||||
Share-based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 23,000 | $ 23,000 | ||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years 8 months 12 days | |||||||||
Share-based Payment Arrangement, Plan Modification, Number of Shares | 138,461 | |||||||||
2020 Equity Incentive Plan [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Shares available for awards, description | On January 1st of each year, commencing with the first January 1st following the effective date of the 2020 Plan, the shares authorized for issuance under the 2020 Plan shall be increased by a number of shares equal to the lesser of 4% of the total number of shares outstanding on the immediately preceding December 31st and such lesser number of shares determined by the Company’s board of directors. | |||||||||
Vesting percentage | 25.00% | |||||||||
Vesting period | 36 months | |||||||||
Vesting terms, description | Awards under the 2020 Plan generally vest at 25% one year from the vesting commencement date and ratably each month thereafter for a period of 36 months, subject to continuous service. | |||||||||
Common stock authorized for issuance under plan | 4,939,678 | 6,226,540 | 6,226,540 | 4,939,678 | ||||||
Employees Stock Purchase Plan [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock, shares issued (in shares) | 5,280 | 5,280 | ||||||||
Total number of common shares reserved for issuance | 464,829 | 828,713 | 828,713 | 464,829 | ||||||
Common Stock Capital Shares Reserved For Future Issuance | 464,829 | 828,713 | 828,713 | 464,829 | ||||||
Common stock authorized for issuance under plan | 464,829 | 833,993 | 833,993 | 464,829 | ||||||
Share Based Compensation Arrangement By Share Based Payment Award Percentage Of Outstanding Stock Maximum | 1.00% | |||||||||
Maximum annual increase of shares of common stock authorized for issuance | 929,658 | |||||||||
Class B Units | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Beginning balances | $ 0 | $ 0 | ||||||||
Common stock, shares issued (in shares) | 1,492,059 | 1,492,059 | 1,492,059 | 1,492,059 | ||||||
Vesting period | 4 years | |||||||||
Common stock authorized for issuance under plan | 15,368,569 | 15,368,569 | 15,368,569 | 15,368,569 | ||||||
IPO [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Sale of stock issued in transaction | 12,075,000 | |||||||||
Sale of stock price per share | $ 18 | $ 18 | ||||||||
Payment of initial public offering costs | $ 198,300,000 | |||||||||
Common stock, shares issued (in shares) | 13,876,510 | 13,876,510 | ||||||||
IPO [Member] | Convertible Preferred Stock [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 199,791,519 | 199,791,519 | ||||||||
IPO [Member] | Class B Units | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock, shares issued (in shares) | 1,492,059 | 1,492,059 |
Stockholders'_Members' Equity_4
Stockholders'/Members' Equity (Deficit) - Summary of Member's deficit (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Beginning balance | $ 195,916 | $ (57,615) | $ 209,974 | $ (56,011) |
Net Income Loss | (30,381) | (6,222) | (49,082) | (7,826) |
Ending balance | 178,023 | (63,837) | 178,023 | (63,837) |
Class A Units [Member] | ||||
Beginning balance | $ 750 | $ 750 | ||
Beginning balance, share | 54,600,000 | 54,600,000 | ||
Ending balance | $ 750 | $ 750 | ||
Ending balance, share | 54,600,000 | 54,600,000 | ||
Class C Preferred Units [Member] | ||||
Beginning balance | $ 89,345 | $ 89,345 | ||
Beginning balance, share | 23,968,178 | 23,968,178 | ||
Ending balance | $ 89,345 | $ 89,345 | ||
Ending balance, share | 23,968,178 | 23,968,178 | ||
Common Stock [Member] | ||||
Beginning balance | $ 3 | $ 3 | ||
Beginning balance, share | 32,171,560 | 32,171,560 | ||
Ending balance | $ 3 | $ 3 | ||
Ending balance, share | 32,315,301 | 32,315,301 | ||
Additional Paid In Capital [Member] | ||||
Beginning balance | $ 305,531 | $ 2,295 | $ 300,888 | $ 2,295 |
Net Income Loss | 0 | 0 | ||
Ending balance | 318,019 | 2,295 | 318,019 | 2,295 |
Retained Earnings [Member] | ||||
Beginning balance | (109,618) | (149,958) | (90,917) | (148,354) |
Net Income Loss | (30,381) | (6,222) | (49,082) | (7,826) |
Ending balance | $ (139,999) | (156,180) | $ (139,999) | (156,180) |
Noncontrolling Interest [Member] | ||||
Beginning balance | (47) | (47) | ||
Ending balance | $ (47) | $ (47) |
Stockholders'_Members' Equity_5
Stockholders'/Members' Equity (Deficit) - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Class Of Stock [Line Items] | ||||
Stock-based compensation | $ 12,298 | $ 0 | $ 16,941 | $ 0 |
Research and Development Expense | ||||
Class Of Stock [Line Items] | ||||
Stock-based compensation | 1,154 | 2,109 | ||
General and Administrative Expense | ||||
Class Of Stock [Line Items] | ||||
Stock-based compensation | $ 11,144 | $ 14,832 |
Stockholders'_Members' Equity_6
Stockholders'/Members' Equity (Deficit) - Summary of Restricted Stock Units (Details) - Restricted Stock Units and Stock Options | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Class Of Stock [Line Items] | |
Number of Outstanding Shares, Beginning Balance | shares | 1,920,037 |
Number of Shares, Vested | shares | (138,461) |
Number of Outstanding Shares, Ending Balance | shares | 1,781,576 |
Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares | $ 18 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 18 |
Weighted Average Grant Date Fair Value, Ending Balance | $ / shares | $ 18 |
Stockholders'_Members' Equity_7
Stockholders'/Members' Equity (Deficit) - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Outstanding, Beginning Balance, Weighted-Average Exercise Price per Share | $ 18 | |
Outstanding, Ending Balance, Weighted-Average Exercise Price per Share | $ / shares | $ 18 | |
Outstanding, Weighted-Average Remaining Contractual Term (years) | 9 years 5 months 23 days | 9 years 11 months 12 days |
Vested and expected to vest, Weighted-Average Remaining Contractual Term (years) | 9 years 5 months 23 days | |
Exercisable, Weighted-Average Remaining Contractual Term (years) | 1 month 28 days | |
Exercisable, Aggregate Intrinsic | $ 189 | |
Stock Option [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock Options Outstanding, Beginning Balance, Number of Shares | 615,106 | |
Granted, Number of Shares | 235,043 | |
Stock Options Outstanding, Ending Balance, Number of Shares | 850,149 | 615,106 |
Vested and expected to vest, Number of Shares | 850,149 | |
Exercisable, Number of Shares | 7,747 | |
Granted, Weighted-Average Exercise Price per Share | $ 44.57 | |
Outstanding, Ending Balance, Weighted-Average Exercise Price per Share | $ / shares | 25.35 | |
Vested and expected to vest, Weighted-Average Exercise Price per Share | 25.35 | |
Exercisable, Weighted-Average Exercise Price per Share | $ 18 | |
Outstanding, Aggregate Intrinsic Value at Dec 31,2020 | $ 9,848 | |
Outstanding, Aggregate Intrinsic Value at June 31,2021 | 15,199 | $ 9,848 |
Vested and expected to vest, Aggregate Intrinsic Value | $ 15,199 |
Stockholders'_Members' Equity_8
Stockholders'/Members' Equity (Deficit) - Summary of Assumptions Used in Black-Scholes Model (Details) | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders Equity Note [Abstract] | |
Expected volatility | 74.76% |
Risk-free interest rate | 0.98% |
Expected dividend yield | 0.00% |
Expected term | 5 years 11 months 8 days |
Stockholders'_Members' Equity_9
Stockholders'/Members' Equity (Deficit) - Schedule of Common Stock Warrants (Details) | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Class Of Stock [Line Items] | |
Outstanding and Exercisable | 717,674 |
December 17, 2021 [Member] | |
Class Of Stock [Line Items] | |
Outstanding and Exercisable | 566,586 |
Exercisable, Weighted-Average Exercise Price per Share | $ / shares | $ 88.25 |
Expiration Date | Dec. 17, 2021 |
March 12, 2022 [Member] | |
Class Of Stock [Line Items] | |
Outstanding and Exercisable | 151,088 |
Exercisable, Weighted-Average Exercise Price per Share | $ / shares | $ 132.37 |
Expiration Date | Mar. 12, 2022 |
Stockholders'_Members' Equit_10
Stockholders'/Members' Equity (Deficit)- Schedule of Common Stock Reserved for Future Issuance (Details) - shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Jul. 31, 2020 | |
Class Of Stock [Line Items] | |||
Warrants for the purchase of common stock | 717,674 | 717,674 | |
Common stock, shares issued (in shares) | 32,315,301 | 32,171,560 | 6,220,050 |
Total number of common shares reserved for issuance | 7,634,466 | 6,122,181 | |
Restricted Stock Units and Stock Options | |||
Class Of Stock [Line Items] | |||
Common stock, shares issued (in shares) | 2,631,725 | 2,535,143 | |
2020 Plan [Member] | |||
Class Of Stock [Line Items] | |||
Total number of common shares reserved for issuance | 3,456,354 | 2,404,535 | |
Employees Stock Purchase Plan [Member] | |||
Class Of Stock [Line Items] | |||
Common stock, shares issued (in shares) | 5,280 | ||
Total number of common shares reserved for issuance | 828,713 | 464,829 |
Profits Interest Incentive Pl_3
Profits Interest Incentive Plan - Allocation of equity-based Compensation for all class B units (Details) - Class B Units - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Equity-based compensation expense | $ (1,898) | $ (7,601) |
Research and Development Expense | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Equity-based compensation expense | (837) | (3,360) |
General and Administrative Expense | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Equity-based compensation expense | $ (1,061) | $ (4,241) |
Profits Interest Incentive Pl_4
Profits Interest Incentive Plan (Additional Information) (Details) | 6 Months Ended |
Jun. 30, 2021 | |
Class B Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting period | 4 years |
Collaboration, License and Op_2
Collaboration, License and Option Agreements - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration Amendment Date | 2019-12 | ||
Upfront Non-Refundable Payment | $ 20,000 | ||
Transaction Price Of The Agreement | 25,000 | ||
Current portion of deferred revenue | $ 19,806 | 19,806 | $ 19,806 |
Service Contracts | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Revenues | 300 | $ 300 | |
Amended BeiGene Collaboration | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration Amendment Date | 2020-10 | ||
Reimbursement Of Manufacturing Costs | $ 5,000 | ||
Amended Milestone Payments | 225,500 | ||
Original Milestone Payments | 249,000 | ||
Performance Obligations Milestone Payment | 5,000 | ||
Revenues | $ 0 | $ 0 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | Mar. 18, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 |
Related Party Transaction [Line Items] | |||||
Interest expense related party | $ 0 | $ 79,000 | $ 0 | $ 138,000 | |
Related party transaction, terms and manner of settlement | On March 18, 2021, the Company and Carolyn Anderson Short, its co-founder and former Chief of Intellectual Property & Strategy, mutually agreed that Ms. Short would depart the Company on May 31, 2021 following an agreed upon transition period. The Transition Agreement provides for the following severance benefits in exchange for a release of claims by Ms. Short: (i) a lump sum payment equal to eighteen (18) months of Ms. Short’s current base salary, (ii) a payment at her targeted bonus rate for 2021, pro-rated to the separation date, and (iii) accelerated full vesting of her equity awards including 7,747 stock options and 138,461 restricted stock units. The modification of these equity awards resulted in an incremental fair value of $7.0 million which was recognized on a straight-line basis over the transition service period. For the three and six months ended June 30, 2021, the Company recognized $0.8 million and $1.0 million, respectively, related to the lump sum salary payment and target bonus. The Company also recognized non-cash stock-based compensation charges of $8.4 million and $9.4 million related to the modified equity awards for the three and six months ended June 30, 2021, respectively. No unrecognized stock-based compensation remained as of June 30, 2021. | ||||
Non-cash stock-based compensation charges | 12,298,000 | 0 | $ 16,941,000 | 0 | |
Ms. Short | |||||
Related Party Transaction [Line Items] | |||||
Number of accelerated full vesting equity awards including stock options | 7,747 | ||||
Number of accelerated full vesting equity awards including restricted stock units | 138,461 | ||||
Incremental Fair Value | 7,000,000 | ||||
Expense related to Lump Sum Salary Payment and Target Bonus | 800,000 | 1,000,000 | |||
Non-cash stock-based compensation charges | 8,400,000 | 9,400,000 | |||
Unrecognized stock-based compensation | $ 0 | $ 0 | |||
Biotech Investment Group II LLC | |||||
Related Party Transaction [Line Items] | |||||
Interest expense related party | 20,000 | 40,000 | |||
Debt instrument settled date | 2020-07 | ||||
Dr. Jay Short and Carolyn Anderson Short | |||||
Related Party Transaction [Line Items] | |||||
Interest expense related party | $ 59,000 | $ 98,000 | |||
Debt instrument settled date | 2020-07 |
401(k) Plan - Additional Inform
401(k) Plan - Additional Information (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | ||
Contributions made by Company | $ 0 | $ 0 |