Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 12, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | HCW Biologics Inc. | |
Entity Central Index Key | 0001828673 | |
Current Fiscal Year End Date | --12-31 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-5024477 | |
Entity Address, Address Line One | 2929 N | |
Entity Address, Address Line Two | Commerce Parkway | |
Entity Address, City or Town | Miramar | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33025 | |
City Area Code | 954 | |
Local Phone Number | 842–2024 | |
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 | true | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | HCWB | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 35,728,112 | |
Entity File Number | 001-40591 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 15,125,073 | $ 8,455,834 |
Short-term investment | 24,989,700 | |
Accounts receivable, net | 70,000 | 2,500,000 |
Prepaid expenses | 1,990,890 | 538,306 |
Other current assets | 1,383,436 | 654,528 |
Total current assets | 43,559,099 | 12,148,668 |
Investments | 11,577,850 | 1,599,750 |
Property and equipment, net | 1,269,001 | 1,649,668 |
Total assets | 56,405,950 | 15,398,086 |
Current liabilities: | ||
Accounts payable | 637,193 | 155,343 |
Accrued liabilities and other current liabilities | 1,757,309 | 845,741 |
Total current liabilities | 2,394,502 | 1,001,084 |
Total redeemable preferred stock | 31,115,399 | |
Commitments and contingencies (Note 7) | ||
Stockholders' (deficit) equity: | ||
Additional paid-in capital | 81,471,813 | |
Accumulated deficit | (27,463,938) | (16,718,877) |
Total stockholders' (deficit) equity | 54,011,448 | (16,718,397) |
Total liabilities, redeemable preferred stock and stockholders' (deficit) equity | 56,405,950 | 15,398,086 |
Series A Redeemable preferred stock [Member] | ||
Current liabilities: | ||
Total redeemable preferred stock | 6,140,792 | |
Stockholders' (deficit) equity: | ||
Total stockholders' (deficit) equity | 0 | 6,140,792 |
Series B Redeemable preferred stock [Member] | ||
Current liabilities: | ||
Total redeemable preferred stock | 13,680,306 | |
Stockholders' (deficit) equity: | ||
Total stockholders' (deficit) equity | 0 | 13,680,306 |
Series C Redeemable preferred stock [Member] | ||
Current liabilities: | ||
Total redeemable preferred stock | 11,294,301 | |
Stockholders' (deficit) equity: | ||
Total stockholders' (deficit) equity | 0 | 11,294,301 |
Class B Convertible Common stock [Member] | ||
Stockholders' (deficit) equity: | ||
Common Stock, Value, Issued | 429 | |
Common Stock [Member] | ||
Stockholders' (deficit) equity: | ||
Common Stock, Value, Issued | $ 3,573 | $ 51 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Series A Redeemable preferred stock [Member] | ||
Condensed Balance Sheets [Line Items] | ||
Temporary Equity, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Temporary Equity, Shares Authorized | 0 | 14,738,948 |
Temporary Equity, Shares Issued | 0 | 6,316,691 |
Series B Redeemable preferred stock [Member] | ||
Condensed Balance Sheets [Line Items] | ||
Temporary Equity, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Temporary Equity, Shares Authorized | 0 | 28,029,449 |
Temporary Equity, Shares Issued | 0 | 12,012,617 |
Series C Redeemable preferred stock [Member] | ||
Condensed Balance Sheets [Line Items] | ||
Temporary Equity, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Temporary Equity, Shares Authorized | 0 | 18,181,818 |
Temporary Equity, Shares Issued | 0 | 5,439,112 |
Class B Convertible Common stock [Member] | ||
Condensed Balance Sheets [Line Items] | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 0 | 10,000,000 |
Common Stock, Shares, Issued | 0 | 4,285,714 |
Common Stock [Member] | ||
Condensed Balance Sheets [Line Items] | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 250,000,000 | 74,950,215 |
Common Stock, Shares, Issued | 35,728,112 | 507,680 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating expenses: | ||||
Research and development | $ 2,687,341 | $ 2,098,688 | $ 6,690,317 | $ 5,845,895 |
General and administrative | 1,404,823 | 609,944 | 3,565,013 | 2,039,738 |
Total operating expenses | 4,092,164 | 2,708,632 | 10,255,330 | 7,885,633 |
Loss from operations | (4,092,164) | (2,708,632) | (10,255,330) | (7,885,633) |
Interest and other income, net | (2,540) | (374) | 566,268 | 22,627 |
Net Income (Loss) Attributable to Parent, Total | (4,094,704) | (2,709,006) | (9,689,062) | (7,863,006) |
Less: cumulative preferred dividends earned in the period, net of forfeitures | (282,861) | (842,433) | ||
Net loss available for distribution to common stockholders | $ (4,094,704) | $ (2,991,867) | $ (9,689,062) | $ (8,705,439) |
Net loss per share, basic and diluted | $ (0.14) | $ (0.63) | $ (0.74) | $ (1.84) |
Weighted average shares outstanding, basic and diluted | 29,572,267 | 4,743,823 | 13,111,087 | 4,728,816 |
Condensed Statements of Changes
Condensed Statements of Changes In Redeemable Preferred Stock And Stockholders' Deficit - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit | Series A Redeemable preferred stock [Member] | Series A Redeemable preferred stock [Member]Conversion Of Series A Redeemable Preferred Stock [Member] | Series A Redeemable preferred stock [Member]Common Stock [Member] | Series A Redeemable preferred stock [Member]Additional Paid-in Capital [Member] | Series A Redeemable preferred stock [Member]Accumulated Deficit | Series B Redeemable preferred stock [Member] | Series B Redeemable preferred stock [Member]Conversion Of Series B Redeemable Preferred Stock [Member] | Series B Redeemable preferred stock [Member]Common Stock [Member] | Series B Redeemable preferred stock [Member]Additional Paid-in Capital [Member] | Series B Redeemable preferred stock [Member]Accumulated Deficit | Series C Redeemable preferred stock [Member] | Series C Redeemable preferred stock [Member]Conversion Of Series C Redeemable Preferred Stock [Member] | Series C Redeemable preferred stock [Member]Common Stock [Member] | Series C Redeemable preferred stock [Member]Additional Paid-in Capital [Member] | Series C Redeemable preferred stock [Member]Accumulated Deficit |
Cumulative dividends on redeemable preferred stock , Value | $ 86,646 | $ 193,140 | $ 0 | ||||||||||||||||
Redeemable Preferred Stock , Accretion of issuance costs , Value | $ 7,857 | ||||||||||||||||||
Beginning balance (in shares) at Dec. 31, 2019 | 4,717,542 | 6,316,691 | 12,012,617 | 0 | |||||||||||||||
Beginning balance , Value at Dec. 31, 2019 | $ (9,676,294) | $ 472 | $ 0 | $ (9,676,766) | $ 5,792,302 | $ 12,883,859 | $ 0 | ||||||||||||
Stock-based compensation , Value | 76 | 76 | |||||||||||||||||
6% cumulative dividends on redeemable preferred stock , Value | (279,786) | (76) | (279,710) | ||||||||||||||||
Net loss | (2,375,514) | (2,375,514) | |||||||||||||||||
Ending balance (in shares) at Mar. 31, 2020 | 4,717,542 | 6,316,691 | 12,012,617 | 0 | |||||||||||||||
Ending balance , Value at Mar. 31, 2020 | (12,331,518) | $ 472 | 0 | (12,331,990) | $ 5,878,948 | $ 13,084,856 | $ 0 | ||||||||||||
Beginning balance (in shares) at Dec. 31, 2019 | 4,717,542 | 6,316,691 | 12,012,617 | 0 | |||||||||||||||
Beginning balance , Value at Dec. 31, 2019 | (9,676,294) | $ 472 | 0 | (9,676,766) | $ 5,792,302 | $ 12,883,859 | $ 0 | ||||||||||||
6% cumulative dividends on redeemable preferred stock , Value | (842,433) | ||||||||||||||||||
Net loss | (7,863,006) | ||||||||||||||||||
Ending balance (in shares) at Sep. 30, 2020 | 4,744,969 | 6,316,691 | 12,012,617 | 5,439,112 | |||||||||||||||
Ending balance , Value at Sep. 30, 2020 | (18,367,269) | $ 475 | 0 | (18,367,744) | $ 6,053,193 | $ 13,481,116 | $ 11,141,940 | ||||||||||||
Cumulative dividends on redeemable preferred stock , Value | $ 86,646 | 193,140 | $ 0 | ||||||||||||||||
Redeemable Preferred Stock , Accretion of issuance costs , Value | $ 3,929 | ||||||||||||||||||
Beginning balance (in shares) at Mar. 31, 2020 | 4,717,542 | 6,316,691 | 12,012,617 | 0 | |||||||||||||||
Beginning balance , Value at Mar. 31, 2020 | (12,331,518) | $ 472 | 0 | (12,331,990) | $ 5,878,948 | $ 13,084,856 | $ 0 | ||||||||||||
Stock-based compensation , Value | 9,515 | 9,515 | |||||||||||||||||
6% cumulative dividends on redeemable preferred stock , Value | (279,786) | (11,819) | (267,967) | ||||||||||||||||
Net loss | (2,778,485) | (2,778,485) | |||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Shares | 20,742 | ||||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Value | 2,306 | $ 2 | 2,304 | ||||||||||||||||
Ending balance (in shares) at Jun. 30, 2020 | 4,738,284 | 6,316,691 | 12,012,617 | 0 | |||||||||||||||
Ending balance , Value at Jun. 30, 2020 | (15,377,968) | $ 474 | 0 | (15,378,442) | $ 5,965,594 | $ 13,281,925 | $ 0 | ||||||||||||
Cumulative dividends on redeemable preferred stock , Value | $ 87,599 | 195,262 | $ 0 | ||||||||||||||||
Redeemable Preferred Stock , Accretion of issuance costs , Value | $ 3,929 | ||||||||||||||||||
Stock-based compensation , Value | 1,752 | 1,752 | |||||||||||||||||
6% cumulative dividends on redeemable preferred stock , Value | (282,861) | (2,565) | (280,296) | ||||||||||||||||
Net loss | (2,709,006) | (2,709,006) | |||||||||||||||||
Issuance of Series C Redeemable Preferred Stock, net of issuance costs, Shares | 3,004,048 | ||||||||||||||||||
Issuance of Series C Redeemable Preferred Stock, net of issuance costs, Value | $ 6,141,940 | ||||||||||||||||||
Commitment of Series C Redeemable Preferred Stock Shares | 2,435,064 | ||||||||||||||||||
Commitment of Series C Redeemable Preferred Stock Value | $ 5,000,000 | ||||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Shares | 6,685 | ||||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Value | 814 | $ 1 | 813 | ||||||||||||||||
Ending balance (in shares) at Sep. 30, 2020 | 4,744,969 | 6,316,691 | 12,012,617 | 5,439,112 | |||||||||||||||
Ending balance , Value at Sep. 30, 2020 | (18,367,269) | $ 475 | 0 | (18,367,744) | $ 6,053,193 | $ 13,481,116 | $ 11,141,940 | ||||||||||||
Cumulative dividends on redeemable preferred stock , Value | $ 95,992 | 213,971 | 167,395 | ||||||||||||||||
Redeemable Preferred Stock , Accretion of issuance costs , Value | $ 3,929 | $ 10,200 | |||||||||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | 4,793,394 | 6,316,691 | 12,012,617 | 5,439,112 | |||||||||||||||
Beginning balance , Value at Dec. 31, 2020 | (16,718,397) | $ 480 | 0 | (16,718,877) | $ 6,140,792 | $ 13,680,306 | $ 11,294,301 | ||||||||||||
Stock-based compensation , Value | 641 | 641 | |||||||||||||||||
6% cumulative dividends on redeemable preferred stock , Value | (477,358) | (14,018) | (463,340) | ||||||||||||||||
Net loss | (2,843,996) | (2,843,996) | |||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Shares | 88,706 | ||||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Value | 13,385 | $ 8 | 13,377 | ||||||||||||||||
Ending balance (in shares) at Mar. 31, 2021 | 4,882,100 | 6,316,691 | 12,012,617 | 5,439,112 | |||||||||||||||
Ending balance , Value at Mar. 31, 2021 | (20,025,725) | $ 488 | 0 | (20,026,213) | $ 6,236,784 | $ 13,898,206 | $ 11,471,896 | ||||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | 4,793,394 | 6,316,691 | 12,012,617 | 5,439,112 | |||||||||||||||
Beginning balance , Value at Dec. 31, 2020 | (16,718,397) | $ 480 | 0 | (16,718,877) | $ 6,140,792 | $ 13,680,306 | $ 11,294,301 | ||||||||||||
Net loss | (9,689,062) | ||||||||||||||||||
Ending balance (in shares) at Sep. 30, 2021 | 35,728,112 | 0 | 0 | 0 | |||||||||||||||
Ending balance , Value at Sep. 30, 2021 | 54,011,448 | $ 3,573 | 81,471,813 | (27,463,938) | $ 0 | $ 0 | $ 0 | ||||||||||||
Cumulative dividends on redeemable preferred stock , Value | $ 97,058 | 216,348 | 169,256 | ||||||||||||||||
Redeemable Preferred Stock , Accretion of issuance costs , Value | $ 3,929 | $ 10,198 | |||||||||||||||||
Beginning balance (in shares) at Mar. 31, 2021 | 4,882,100 | 6,316,691 | 12,012,617 | 5,439,112 | |||||||||||||||
Beginning balance , Value at Mar. 31, 2021 | (20,025,725) | $ 488 | 0 | (20,026,213) | $ 6,236,784 | $ 13,898,206 | $ 11,471,896 | ||||||||||||
Stock-based compensation , Value | 9,578 | 9,578 | |||||||||||||||||
6% cumulative dividends on redeemable preferred stock , Value | (482,662) | (19,035) | (463,627) | ||||||||||||||||
Net loss | (2,750,362) | (2,750,362) | |||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Shares | 73,500 | ||||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Value | 9,465 | $ 8 | 9,457 | ||||||||||||||||
Ending balance (in shares) at Jun. 30, 2021 | 4,955,600 | 6,316,691 | 12,012,617 | 5,439,112 | |||||||||||||||
Ending balance , Value at Jun. 30, 2021 | (23,239,706) | $ 496 | 0 | (23,240,202) | $ 6,333,842 | $ 14,118,483 | $ 11,651,350 | ||||||||||||
Issuance of common stock upon initial public offering, net of issuance cost, Shares | 7,000,000 | ||||||||||||||||||
Issuance of common stock upon initial public offering, net of issuance cost, Value | 49,239,947 | $ 700 | 49,239,247 | ||||||||||||||||
Stock-based compensation , Value | 1,660 | 1,660 | |||||||||||||||||
Net loss | (4,094,704) | (4,094,704) | |||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Shares | 4,096 | ||||||||||||||||||
Issuance of Class A Common Stock upon exercise of stock options , Value | 576 | 576 | |||||||||||||||||
Conversion of Redeemable Preferred Stock, with forfeited cumulative dividends, Shares | (6,316,691) | 6,316,691 | (12,012,617) | 12,012,613 | (5,439,112) | 5,439,112 | |||||||||||||
Conversion of Redeemable Preferred Stock, with forfeited cumulative dividends, Value | $ (6,333,842) | $ 6,333,842 | $ 632 | $ 6,353,474 | $ (20,265) | $ (14,118,483) | $ 14,118,483 | $ 1,201 | $ 14,170,312 | $ (53,030) | $ (11,651,350) | $ 11,651,350 | $ 544 | $ 11,706,544 | $ (55,737) | ||||
Ending balance (in shares) at Sep. 30, 2021 | 35,728,112 | 0 | 0 | 0 | |||||||||||||||
Ending balance , Value at Sep. 30, 2021 | $ 54,011,448 | $ 3,573 | $ 81,471,813 | $ (27,463,938) | $ 0 | $ 0 | $ 0 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (9,689,062) | $ (7,863,006) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 448,013 | 432,225 |
Gain on extinguishment of debt | (567,311) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 2,430,000 | |
Prepaid expenses and other assets | (2,181,492) | 19,595 |
Accounts payable and other liabilities | 1,960,729 | 517,017 |
Net cash used in operating activities | (7,599,123) | (6,894,169) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (27,411) | (150,291) |
Purchases of short-term investments | (24,989,700) | |
Purchases of long-term investments | (9,977,900) | |
Net cash used in investing activities | (34,995,011) | (150,291) |
Cash flows from financing activities: | ||
Proceeds from the sale of Series C Preferred Stock | 0 | 6,168,319 |
Proceeds from initial public offering | 56,000,000 | |
Issuance Costs of Initial Public Offering | (6,760,053) | |
Proceeds from issuance of common stock | 23,426 | 3,119 |
Net cash provided by (used in) financing activities | 49,263,373 | 6,171,438 |
Net changes in cash and cash equivalents | 6,669,239 | (873,022) |
Cash and cash equivalents at the beginning of the period | 8,455,834 | 7,355,834 |
Cash and cash equivalents at the end of the period | 15,125,073 | 6,482,812 |
Non-cash operating, investing and financing activities: | ||
Committed proceeds from redeemable preferred stock | 0 | 5,000,000 |
Cumulative dividends earned, accrued and forfeited in the reporting period | 100,776 | $ 842,433 |
PPP loan forgiveness | 567,311 | |
Series A Preferred Stock [Member] | ||
Non-cash operating, investing and financing activities: | ||
Forfeiture of cumulative dividends, upon conversion | 753,307 | |
Series B Preferred Stock [Member] | ||
Non-cash operating, investing and financing activities: | ||
Forfeiture of cumulative dividends, upon conversion | 1,550,403 | |
Series C Preferred Stock [Member] | ||
Non-cash operating, investing and financing activities: | ||
Forfeiture of cumulative dividends, upon conversion | $ 518,371 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Summary of Significant Accounting Policies | 1. Organization and Summary of Significant Accounting Policies Organization HCW Biologics Inc. (the “Company”) is a biopharmaceutical company focused on discovering and developing novel immunotherapies to lengthen health span by disrupting the link between chronic, low-grade inflammation and age-related diseases. The Company believes age-related low-grade chronic inflammation, or “inflammaging,” is a significant contributing factor to several chronic diseases and conditions, such as cancer, cardiovascular disease, diabetes, neurodegenerative diseases, and autoimmune diseases. The Company is located in Miramar, Florida and was incorporated in the state of Delaware in April 2018. Reverse Stock Split In June 2021, the Company’s board of directors and stockholders approved an amendment to the Company’s certificate of incorporation to effect a 3-for-7 reverse stock split for all issued and outstanding common stock , redeemable preferred stock, and stock options, that was effective on June 25, 2021 (the “Reverse Stock Split”). The number of authorized shares and the par values of the common stock and redeemable preferred stock were not adjusted as a result of the Reverse Stock Split. The accompanying condensed interim financial statements and notes to the condensed interim financial statements give retroactive effect to the Reverse Stock Split for all periods presented. Liquidity On December 24, 2020, the Company entered into the Exclusive Worldwide License Agreement with Wugen Inc. (“Wugen License”). As a result of this transaction, as of September 30, 2021, the Company holds a minority interest in Wugen carried at $ 1.6 million, the fair value on the effective date of the Wugen License. These shares were subject to an anti-dilution provision under which the Company was awarded additional shares for no consideration. The underlying shares of common stock is not currently traded on any public market and thus has limited marketability. During the nine-month period ended September 30, 2021, the Company received additional shares in Wugen under the terms of the anti-dilution provision. Also during this period, the Company received payments of $ 2.5 million due for payment under the terms of the Wugen License for performance obligations completed on the effective date. As of September 30, 2021, the Company had not generated any revenue from sales of its immunotherapeutic products. In the course of its development activities, the Company has sustained operating losses and expects to continue to incur operating losses for the foreseeable future. Since inception, substantially all the Company’s activities have consisted of research, development, establishing large-scale cGMP production for clinical trials, and raising capital. On July 19, 2021, the Company’s registration statement on Form S-1 for its initial public offering (“IPO”) was declared effective by the Securities and Exchange Commission (the “SEC”). On July 22, 2021, the Company closed its IPO with the sale of 7,000,000 shares of common stock, at a public offering price of $ 8.00 per share, resulting in net proceeds of approximately $ 49.2 million, after deducting underwriting discounts and commissions and estimated offering expenses paid by the Company. The IPO met the provisions for mandatory conversion of all shares of redeemable preferred stock according to the designations for these securities. As a result of the conversion, the Company issued 23,768,416 shares of common stock to the former holders of redeemable preferred stock. In addition, as a result of conditions for mandatory conversion, the Company was relieved of its obligation to pay $ 2.8 million in cumu lative dividends that were accrued and unpaid on the conversion date. As of September 30, 2021, the Company had cash and cash equivalents of $ 15.1 million , short-term investments of $ 25.0 million held in U.S. government-backed securities, and long-term investments of $ 10.0 million held in U.S. government-backed securities. Since inception to September 30, 2021, the Company incurred cumulative net losses of $ 24.7 million. Management expects to incur additional losses in the future to conduct product research and development and recognizes the need to raise additional capital to fully implement its business plan. The Company intends to raise capital through the issuance of additional equity financing and/or third-party collaboration funding. However, if such financing is not available at adequate levels, the Company will need to reevaluate its operating plan and may be required to delay the development of some of its products. Summary of Significant Accounting Policies Basis of Presentation Unaudited Interim Financial Information The accompanying unaudited condensed interim financial statements as of September 30, 2021 and for the three months and nine months ended September 30, 2020 and 2021 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to Article 10 of Regulation S-X of the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. These unaudited condensed financial statements include only normal and recurring adjustments that the Company believes are necessary to fairly state the Company’s financial position and the results of its operations and cash flows. The results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results expected for the full fiscal year or any subsequent interim period. The condensed balance sheet at December 31, 2020 has been derived from the audited financial statements at that date but does not include all disclosures required by U.S. GAAP for complete financial statements. Because all of the disclosures required by U.S. GAAP for complete financial statements are not included herein, these unaudited condensed financial statements and the notes accompanying them should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2020 which appear in the Company’s registration statement on Form S-1 (File No. 333-256510) for its IPO which was declared effective on July 19, 2021. Revenue Recognition The Company recognizes revenue when its customer or collaborator obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of Topic 606, it performs the following five steps: i. identify the contract(s) with a customer; ii. identify the performance obligations in the contract; iii. determine the transaction price; iv. allocate the transaction price to the performance obligations within the contract; and v. recognize revenue when (or as) the entity satisfies a performance obligation. At contract inception, once the contract is determined to be within the scope of Topic 606 and it is probable of collection, the Company assesses the goods or services promised within the contract to determine whether each promised good or service is a performance obligation. The promised goods or services in the Company’s arrangements may consist of a license, or options to license, the Company’s intellectual property and research, development, and manufacturing services. The Company may provide options to additional items in such arrangements, which are accounted for as separate contracts when the customer elects to exercise such options, unless the option provides a material right to the customer. Performance obligations are promises in a contract to transfer a distinct good or service to the customer that (i) the customer can benefit from on its own or together with other readily available resources, and (ii) is separately identifiable from other promises in the contract. Goods or services that are not individually distinct performance obligations are combined with other promised goods or services until such combined group of promises meet the requirements of a performance obligation. The Company determines the transaction price based on the amount of consideration the Company expects to receive for transferring the promised goods or services in the contract. Consideration may be fixed, variable, or a combination of both. At contract inception for arrangements that include variable consideration, the Company estimates the probability and extent of consideration it expects to receive under the contract utilizing either the most likely amount method or expected amount method, whichever best estimates the amount expected to be received. The Company then considers any constraints on the variable consideration and includes in the transaction price variable consideration to the extent it is deemed probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company then allocates the transaction price to each performance obligation based on the relative standalone selling price and recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) control is transferred to the customer and the performance obligation is satisfied. For performance obligations which consist of licenses and other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. The Company records amounts as accounts receivable when the right to consideration is deemed unconditional. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded as deferred revenue. The Company did no t recognize any revenues for the three or nine months ended September 30, 2020 or 2021. Deferred Revenue Deferred revenue represents amounts billed, or in certain cases, yet to be billed to the Company’s customer for which the related revenues have not been recognized because one or more of the revenue recognition criteria have not been met. The current portion of deferred revenue represents the amount to be recognized within one year from the balance sheet date based on the estimated performance period of the underlying performance obligations. The long-term portion of deferred revenue represents amounts to be recognized after one year. As of September 30, 2021, current deferred revenue includes a mounts of $ 1.1 million allocated to the development supply agreement performance obligation under the Wugen License that is included within Accrued liabilities and other current liabilities. There was no long-term deferred revenue as of September 30, 2021 . Investment The Company holds a minority interest in Wugen. The underlying shares of common stock is not traded on any public market and thus has limited marketability. The Company does not have significant influence over the operating and financial policies of Wugen. As a result, the Company has accounted for this investment using the measurement alternative whereby the investment is recorded at cost less impairment, adjusted for observable price changes in orderly transactions for an identical or similar investment of the same investee. No impairment was recognized during the nine months ended September 30, 2021. The Company invests net proceeds of its IPO in bills and notes issued by the U.S. Treasury. As of September 30, 2021, the Company holds $ 3.0 million in U.S. Treasury bills which is included in Cash and cash equivalents, $ 25.0 million in Short-term investments and $ 10.0 million in U.S. Treasury notes which is included in Long-term investments in the accompanying condensed balance sheet. Net Loss Per Share Basic net loss per share is calculated by dividing the net loss attributable to common stockholders, including both Class A and Class B common stock, by the weighted-average number of common shares outstanding for the period, without consideration of potential dilutive securities. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders by the sum of the weighted average number of common shares plus the potential dilutive effects of potential dilutive securities outstanding during the period. Potential dilutive securities are excluded from diluted earnings or loss per share if the effect of such inclusion is anti-dilutive. The Company’s potentially dilutive securities, which include convertible redeemable preferred stock and outstanding stock options under the 2019 Equity Incentive Plan (“2019 Plan”) and the 2021 Equity Incentive Plan (“2021 Plan ”), have been excluded from the computation of diluted net loss per share as they would be anti-dilutive to the net loss per share. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (“Topic 842”), which requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. The ASU will also require new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. Topic 842 is effective for the Company in the fiscal years beginning after December 15, 2021, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption of Topic 842 on the Company’s financial statements and related disclosures . |
Accrued Liabilities and Other C
Accrued Liabilities and Other Current Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities and Other Current Liabilities | 2. Accrued Liabilities and Other Current Liabilities In May 2020, HCW Biologics Inc. received an SBA Paycheck Protection Loan (“PPP loan”) in the principal amount of $ 563,590 . As of December 31, 2020, the Company had $ 845,741 of Accrued liabilities and other current liabilities, primarily consisting of the PPP loan of $ 567,311 , including principal and accrued but unpaid interest, and accrued liabilities of $ 273,907 . On January 8, 2021, the Company received full loan forgiveness of $ 567,311 for obligations related to the PPP loan. The Company accounted for the PPP loan as debt, and the loan forgiveness was accounted for as a debt extinguishment. The amount of loan and interest forgiven is recognized as a gain upon debt extinguishment and is reported within Interest and other income, net in the accompanying condensed statement of operations for the nine months ended September 30, 2021. As of September 30, 2021, the Company had a balance of $ 1.8 million in Accrued liabilities and other current liabilities, consisting of $ 1.1 million related to deferred revenue, $ 240,000 related to manufacturing materials, $ 214,408 related to salaries and employee benefits, and $ 86,666 related to legal fees. |
Redeemable Preferred Stock
Redeemable Preferred Stock | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Redeemable Preferred Stock | 3. Redeemable Preferred Stock In a series of closings which took place in 2020, the Company completed the private placement of Series C Preferred Stock. The terms of the redeemable preferred stock provide for an adjustment to the conversion price upon the occurrence of certain transactions or events, such as stock splits, split-up, certain dividends, or distributions. Cumulative dividends accrue whether or not declared by the Board of Directors. Giving effect to the Reverse Stock Split, a total of 5,439,112 shares of Series C Preferred Stock were issued at $ 2.05 per share, for gross proceeds of $ 11.2 million, net of offering costs. The Company’s Series C Preferred Stock is convertible into shares of Class A common stock and earns cumulative dividends at a rate of 6% per annum and compound annually. No dividends have been paid or declared as of the reporting date. Upon conversion, accrued and unpaid cumulative dividends will be forfeited. On July 22, 2021, the Company closed on its IPO, and the requirements for mandatory conversion were met. All outstanding shares of Series A, Series B, and Series C Preferred Stock converted into an equal number of shares of common stock. As a result, the rights, preferences, and terms ascribed to these shares are no longer applicable. Cumulative dividends of $ 2.8 million accrued as of the conversion date were forfeited and such forfeiture was recognized through Additional paid-in capital. At September 30, 2021, the Company has 10 million shares of preferred stock authorized and no shares issued. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 4. Net Loss Per Share The following table summarizes the computation of the basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, 2020 2021 2020 2021 Numerator: Net loss $ ( 2,709,006 ) $ ( 4,094,704 ) $ ( 7,863,006 ) $ ( 9,689,062 ) Less: cumulative preferred dividends earned in the ( 282,861 ) — ( 842,433 ) — Net loss available for distribution to common stock $ ( 2,991,867 ) $ ( 4,094,704 ) $ ( 8,705,439 ) $ ( 9,689,062 ) Denominator: Weighted-average common shares outstanding 4,743,823 29,572,267 4,728,816 13,111,087 Net loss per share, basic and diluted $ ( 0.63 ) $ ( 0.14 ) $ ( 1.84 ) $ ( 0.74 ) The following table summarizes the outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share because their inclusion would be anti-dilutive: At September 30, 2020 2021 Redeemable Preferred Stock 23,768,416 — Common stock options 555,634 1,710,817 Potentially diluted securities 24,324,050 1,710,817 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 5. Fair Value of Financial Instruments The carrying amount of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, U.S. government backed securities with maturity dates up to one year, accounts payable and accrued liabilities, approximate fair value due to their short-term maturities. Money market funds included in cash and cash equivalents and U.S. government backed securities are measured at fair value based on quoted prices in active markets, which are considered Level 1 inputs. No transfers between levels occurred during the periods presented. The following table presents the Company’s assets which were measured at fair value at December 31, 2020 and September 30, 2021: At December 31, 2020: Level 1 Level 2 Level 3 Total Assets: Money market funds $ 6,752,266 $ — $ — $ 6,752,266 Total $ 6,752,266 $ — $ — $ 6,752,266 At September 30, 2021: Level 1 Level 2 Level 3 Total Assets: Money market funds $ 10,823,904 $ — $ — $ 10,823,904 Short-term cash investment 2,999,850 — — 2,999,850 Short-term investment 24,989,700 — — 24,989,700 Long-term investment 9,978,100 — — 9,978,100 Total $ 48,791,554 $ — $ — $ 48,791,554 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. Income Taxes The Company computes its quarterly income tax expense/(benefit) by using a forecasted annual effective tax rate and adjusts for any discrete items arising during the quarter. The Company did no t have a provision for income taxes (current or deferred tax expense) as of December 31, 2020 and September 30, 2021. The Company will continue to maintain a 100 % valuation allowance on total deferred tax assets. The Company believes it is more likely than not that the related deferred tax asset will not be realized. As a result, the Company’s effective tax rate will remain at 0.00 % because no items either estimated or discrete items would impact the tax provision . |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Leases The Company leases its operating facilities in Miramar, Florida under non-cancelable operating lease agreements and a short-term sublease agreement for additional office space. Rent expense is recognized for leases with increasing annual rents on a straight-line basis over the term of the lease. The amount of rent expense in excess of cash payments is classified as deferred rent. Lease incentives received are deferred and amortized over the term of the lease. The future minimum payments for the lease and sublease agreements at September 30, 2021 were as follows: 2021 (remaining 3 months) $ 54,000 2022 36,000 Total future minimum lease payments $ 90,000 For the three months ended September 30, 2020 and 2021, rental expense, including common area maintenance costs, recognized by the Company was $ 45,914 and $ 52,963 , respectively, of which $ 20,682 and $ 28,070 , respectively, is included in research and development in the accompanying condensed statements of operations . For the nine months ended September 30, 2020 and 2021, rental expense, including common area maintenance costs, recognized by the Company was $ 137,987 and $ 154,533 , respectively, of which $ 62,289 and $ 79,822 , respectively, is included in research and development, in the accompanying condensed statements of operations. Manufacturing Commitment The Company entered into an agreement with a third-party global contract development and manufacturer of biologics for the manufacture of the Company’s proprietary molecules for use in its clinical trials. At September 30, 2020 and 2021, future payment obligations under statements-of-work agreements were $ 2.0 million and $ 1.5 million, respectively. In the three months ended September 30, 2020, the Company continued with manufacturing activities, fill/finish and testing for a HCW9101 200-liter, cGMP production run and initiation of testing for a 1000-liter, cGMP production run. Additionally, the cGMP process for HCW9218 was initiated, including master cell bank production and characterization, and technology transfer from the Company to its contract manufacturer. In the three months ended September 30, 2021, the Company completed necessary procedures to release clinical materials for HCW9218. Additionally, the Company conducted several manufacturing activities for HCW9302, including initiating the master cell bank characterization, completing technology transfer from the Company to its contract manufacturer, and performing a 200-liter, cGMP production run along with required testing procedures. Legal Management has no knowledge of any pending or unasserted claims against the Company. Other In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues to spread throughout the United States and the world. The spread of COVID-19 has caused significant volatility in the U.S. and international markets. There is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the U.S. and international economies and, as such, the Company is unable to determine if it will have a material impact to its operations. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 8. Subsequent Events Subsequent events have been evaluated through the date the financial statements were available to be issued. As of such date, there were no material subsequent events identified that required recognition or disclosure other than as disclosed below or in the footnotes herein. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Unaudited Interim Financial Information The accompanying unaudited condensed interim financial statements as of September 30, 2021 and for the three months and nine months ended September 30, 2020 and 2021 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to Article 10 of Regulation S-X of the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. These unaudited condensed financial statements include only normal and recurring adjustments that the Company believes are necessary to fairly state the Company’s financial position and the results of its operations and cash flows. The results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results expected for the full fiscal year or any subsequent interim period. The condensed balance sheet at December 31, 2020 has been derived from the audited financial statements at that date but does not include all disclosures required by U.S. GAAP for complete financial statements. Because all of the disclosures required by U.S. GAAP for complete financial statements are not included herein, these unaudited condensed financial statements and the notes accompanying them should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2020 which appear in the Company’s registration statement on Form S-1 (File No. 333-256510) for its IPO which was declared effective on July 19, 2021. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when its customer or collaborator obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of Topic 606, it performs the following five steps: i. identify the contract(s) with a customer; ii. identify the performance obligations in the contract; iii. determine the transaction price; iv. allocate the transaction price to the performance obligations within the contract; and v. recognize revenue when (or as) the entity satisfies a performance obligation. At contract inception, once the contract is determined to be within the scope of Topic 606 and it is probable of collection, the Company assesses the goods or services promised within the contract to determine whether each promised good or service is a performance obligation. The promised goods or services in the Company’s arrangements may consist of a license, or options to license, the Company’s intellectual property and research, development, and manufacturing services. The Company may provide options to additional items in such arrangements, which are accounted for as separate contracts when the customer elects to exercise such options, unless the option provides a material right to the customer. Performance obligations are promises in a contract to transfer a distinct good or service to the customer that (i) the customer can benefit from on its own or together with other readily available resources, and (ii) is separately identifiable from other promises in the contract. Goods or services that are not individually distinct performance obligations are combined with other promised goods or services until such combined group of promises meet the requirements of a performance obligation. The Company determines the transaction price based on the amount of consideration the Company expects to receive for transferring the promised goods or services in the contract. Consideration may be fixed, variable, or a combination of both. At contract inception for arrangements that include variable consideration, the Company estimates the probability and extent of consideration it expects to receive under the contract utilizing either the most likely amount method or expected amount method, whichever best estimates the amount expected to be received. The Company then considers any constraints on the variable consideration and includes in the transaction price variable consideration to the extent it is deemed probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company then allocates the transaction price to each performance obligation based on the relative standalone selling price and recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) control is transferred to the customer and the performance obligation is satisfied. For performance obligations which consist of licenses and other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. The Company records amounts as accounts receivable when the right to consideration is deemed unconditional. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded as deferred revenue. The Company did no t recognize any revenues for the three or nine months ended September 30, 2020 or 2021. |
Deferred Revenue | Deferred Revenue Deferred revenue represents amounts billed, or in certain cases, yet to be billed to the Company’s customer for which the related revenues have not been recognized because one or more of the revenue recognition criteria have not been met. The current portion of deferred revenue represents the amount to be recognized within one year from the balance sheet date based on the estimated performance period of the underlying performance obligations. The long-term portion of deferred revenue represents amounts to be recognized after one year. As of September 30, 2021, current deferred revenue includes a mounts of $ 1.1 million allocated to the development supply agreement performance obligation under the Wugen License that is included within Accrued liabilities and other current liabilities. There was no long-term deferred revenue as of September 30, 2021 . |
Investment | Investment The Company holds a minority interest in Wugen. The underlying shares of common stock is not traded on any public market and thus has limited marketability. The Company does not have significant influence over the operating and financial policies of Wugen. As a result, the Company has accounted for this investment using the measurement alternative whereby the investment is recorded at cost less impairment, adjusted for observable price changes in orderly transactions for an identical or similar investment of the same investee. No impairment was recognized during the nine months ended September 30, 2021. The Company invests net proceeds of its IPO in bills and notes issued by the U.S. Treasury. As of September 30, 2021, the Company holds $ 3.0 million in U.S. Treasury bills which is included in Cash and cash equivalents, $ 25.0 million in Short-term investments and $ 10.0 million in U.S. Treasury notes which is included in Long-term investments in the accompanying condensed balance sheet. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss attributable to common stockholders, including both Class A and Class B common stock, by the weighted-average number of common shares outstanding for the period, without consideration of potential dilutive securities. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders by the sum of the weighted average number of common shares plus the potential dilutive effects of potential dilutive securities outstanding during the period. Potential dilutive securities are excluded from diluted earnings or loss per share if the effect of such inclusion is anti-dilutive. The Company’s potentially dilutive securities, which include convertible redeemable preferred stock and outstanding stock options under the 2019 Equity Incentive Plan (“2019 Plan”) and the 2021 Equity Incentive Plan (“2021 Plan ”), have been excluded from the computation of diluted net loss per share as they would be anti-dilutive to the net loss per share. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (“Topic 842”), which requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. The ASU will also require new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. Topic 842 is effective for the Company in the fiscal years beginning after December 15, 2021, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption of Topic 842 on the Company’s financial statements and related disclosures . |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Net Income (Loss) Per Common Share | The following table summarizes the computation of the basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, 2020 2021 2020 2021 Numerator: Net loss $ ( 2,709,006 ) $ ( 4,094,704 ) $ ( 7,863,006 ) $ ( 9,689,062 ) Less: cumulative preferred dividends earned in the ( 282,861 ) — ( 842,433 ) — Net loss available for distribution to common stock $ ( 2,991,867 ) $ ( 4,094,704 ) $ ( 8,705,439 ) $ ( 9,689,062 ) Denominator: Weighted-average common shares outstanding 4,743,823 29,572,267 4,728,816 13,111,087 Net loss per share, basic and diluted $ ( 0.63 ) $ ( 0.14 ) $ ( 1.84 ) $ ( 0.74 ) |
Summary of Outstanding Potentially Dilutive Securities | The following table summarizes the outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share because their inclusion would be anti-dilutive: At September 30, 2020 2021 Redeemable Preferred Stock 23,768,416 — Common stock options 555,634 1,710,817 Potentially diluted securities 24,324,050 1,710,817 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of assets and liabilities that are measured at fair value on a recurring basis | The following table presents the Company’s assets which were measured at fair value at December 31, 2020 and September 30, 2021: At December 31, 2020: Level 1 Level 2 Level 3 Total Assets: Money market funds $ 6,752,266 $ — $ — $ 6,752,266 Total $ 6,752,266 $ — $ — $ 6,752,266 At September 30, 2021: Level 1 Level 2 Level 3 Total Assets: Money market funds $ 10,823,904 $ — $ — $ 10,823,904 Short-term cash investment 2,999,850 — — 2,999,850 Short-term investment 24,989,700 — — 24,989,700 Long-term investment 9,978,100 — — 9,978,100 Total $ 48,791,554 $ — $ — $ 48,791,554 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Summary of the future minimum payments for the lease and sublease agreements | The future minimum payments for the lease and sublease agreements at September 30, 2021 were as follows: 2021 (remaining 3 months) $ 54,000 2022 36,000 Total future minimum lease payments $ 90,000 |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | Jul. 22, 2021 | Jun. 25, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Revenues | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Investments | 11,577,850 | 11,577,850 | $ 1,599,750 | |||||
Short-term investment | 24,989,700 | 24,989,700 | ||||||
Accounts receivable, net | 70,000 | 70,000 | 2,500,000 | |||||
Proceeds from initial public offering | 56,000,000 | |||||||
Common stock issued to holder of redeemable preferred stock | 23,768,416 | |||||||
Cumulative Dividends | $ 2,800,000 | |||||||
Stockholders' Equity, Reverse Stock Split | a 3-for-7 reverse stock split for all issued and outstanding common stock | |||||||
Cash and cash equivalents | 15,125,073 | $ 6,482,812 | 15,125,073 | $ 6,482,812 | $ 8,455,834 | $ 7,355,834 | ||
Research and development | 24,700,000 | |||||||
U.S. Government Backed Securities [Member] | ||||||||
Investments | 10,000,000 | 10,000,000 | ||||||
Short-term investment | $ 25,000,000 | 25,000,000 | ||||||
IPO [Member] | U.S. Treasury bills [Member] | ||||||||
Proceeds from initial public offering | 3,000,000 | |||||||
IPO [Member] | Short-term Investments [Member] | ||||||||
Proceeds from initial public offering | 25,000,000 | |||||||
IPO [Member] | US Treasury Notes [Member] | ||||||||
Proceeds from initial public offering | 10,000,000 | |||||||
Common Stock [Member] | ||||||||
Stock Issued During Period Shares | 7,000,000 | |||||||
Common Stock [Member] | IPO [Member] | ||||||||
Stock Issued During Period Shares | 7,000,000 | |||||||
Share Price | $ 8 | |||||||
Proceeds from initial public offering | $ 49,200,000 | |||||||
Wugen License [Member] | ||||||||
Investments | $ 1,600,000 | 1,600,000 | ||||||
Accounts Payable and Accrued Liabilities [Member] | ||||||||
Deferred Revenue, Current | $ 1,100,000 | $ 1,100,000 |
Accrued Liabilities and Other_2
Accrued Liabilities and Other Current Liabilities - Additional Information (Detail) - USD ($) | Jan. 08, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | May 20, 2020 |
Payables And Accruals [Line Items] | ||||
Accrued liabilities and other current liabilities | $ 1,757,309 | $ 845,741 | ||
Accounts Payable and Accrued Liabilities, Current | 1,800,000 | |||
Accrued Expenses Current [Member] | ||||
Payables And Accruals [Line Items] | ||||
Accrued expenses, current | 273,907 | |||
Accounts Payable and Accrued Liabilities [Member] | ||||
Payables And Accruals [Line Items] | ||||
Deferred Revenue, Current | 1,100,000 | |||
Manufacturing materials | 240,000 | |||
Salaries and Employee Benefits | 214,408 | |||
Legal Fees | $ 86,666 | |||
SBA Paycheck Protection Loan [Member] | ||||
Payables And Accruals [Line Items] | ||||
Short-term Debt | $ 567,311 | $ 563,590 | ||
Debt Instrument, Decrease, Forgiveness | $ 567,311 |
Redeemable Preferred Stock - Ad
Redeemable Preferred Stock - Additional Information (Detail) - USD ($) | 9 Months Ended | ||
Sep. 30, 2021 | Jul. 22, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | |||
Total redeemable preferred stock | $ 31,115,399 | ||
Cumulative Dividends | $ 2,800,000 | ||
Dividends | $ 0 | ||
Preferred Stock, Shares Authorized | 10,000,000 | ||
Preferred Stock, Shares Issued | 0 | ||
Series C Redeemable preferred stock [Member] | |||
Class of Stock [Line Items] | |||
Temporary Equity, Shares Issued | 0 | 5,439,112 | |
Price paid for shares | $ 2.05 | ||
Total redeemable preferred stock | $ 11,294,301 | ||
Series C Redeemable preferred stock [Member] | Proceeds from issuance of preferred stock [Member] | |||
Class of Stock [Line Items] | |||
Total redeemable preferred stock | $ 11,200,000 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Basic and Diluted Net Income (Loss) Per Common Share (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Numerator: | ||||||||
Net loss | $ (4,094,704) | $ (2,750,362) | $ (2,843,996) | $ (2,709,006) | $ (2,778,485) | $ (2,375,514) | $ (9,689,062) | $ (7,863,006) |
Less: cumulative preferred dividends earned in the period, net of forfeitures | $ (482,662) | $ (477,358) | (282,861) | $ (279,786) | $ (279,786) | (842,433) | ||
Net loss available for distribution to common stockholders | $ (4,094,704) | $ (2,991,867) | $ (9,689,062) | $ (8,705,439) | ||||
Denominator: | ||||||||
Weighted average shares outstanding, basic and diluted | 29,572,267 | 4,743,823 | 13,111,087 | 4,728,816 | ||||
Net loss per share, basic and diluted | $ (0.14) | $ (0.63) | $ (0.74) | $ (1.84) |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Outstanding Potentially Dilutive Securities (Detail) - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially diluted securities | 1,710,817 | 24,324,050 |
Redeemable Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially diluted securities | 23,768,416 | |
Common Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially diluted securities | 1,710,817 | 555,634 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Summary of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Assets: | ||
Assets | $ 48,791,554 | $ 6,752,266 |
Short Term Cash Investment [Member] | ||
Assets: | ||
Investment | 2,999,850 | |
Short -Term Investment [Member] | ||
Assets: | ||
Investment | 24,989,700 | |
Long-Term Investment [Member] | ||
Assets: | ||
Investment | 9,978,100 | |
Money Market Funds [Member] | ||
Assets: | ||
Assets | 10,823,904 | 6,752,266 |
Level 1 [Member] | ||
Assets: | ||
Assets | 48,791,554 | 6,752,266 |
Level 1 [Member] | Short Term Cash Investment [Member] | ||
Assets: | ||
Investment | 2,999,850 | |
Level 1 [Member] | Short -Term Investment [Member] | ||
Assets: | ||
Investment | 24,989,700 | |
Level 1 [Member] | Long-Term Investment [Member] | ||
Assets: | ||
Investment | 9,978,100 | |
Level 1 [Member] | Money Market Funds [Member] | ||
Assets: | ||
Assets | $ 10,823,904 | $ 6,752,266 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Provision for income taxes | $ 0 | $ 0 |
Deferred Tax Assets Valuation Allowance, Percent | 100.00% | |
Effective Income Tax Rate Reconciliation, Percent | 0.00% |
Commitments and Contingencies -
Commitments and Contingencies - Summary of the Future Minimum Payments for the Lease and Sublease Agreements (Detail) | Sep. 30, 2021USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2021 (remaining 3 months) | $ 54,000 |
2022 | 36,000 |
Total future minimum lease payments | $ 90,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating Leased Assets [Line Items] | ||||
Operating Leases, Rent Expense | $ 52,963 | $ 45,914 | $ 154,533 | $ 137,987 |
Future payment obligations | 1,500,000 | 2,000,000 | 1,500,000 | 2,000,000 |
Research and Development Expense [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Operating Leases, Rent Expense | $ 28,070 | $ 20,682 | $ 79,822 | $ 62,289 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Jul. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2021 |
Subsequent Event [Line Items] | |||
Proceeds from initial public offering | $ 56,000,000 | ||
Dividends Paid | $ 0 | ||
Common Stock [Member] | |||
Subsequent Event [Line Items] | |||
Stock Issued During Period Shares | 7,000,000 | ||
Common Stock [Member] | IPO [Member] | |||
Subsequent Event [Line Items] | |||
Stock Issued During Period Shares | 7,000,000 | ||
Share Price | $ 8 | ||
Proceeds from initial public offering | $ 49,200,000 |